N-CSR 1 c90556_ncsr.htm CERTIFIED ANNUAL SHAREHOLDER REPORT

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: 811-05876

 

LORD ABBETT SERIES FUND, INC.

(Exact name of Registrant as specified in charter)

 

90 Hudson Street, Jersey City, NJ 07302

(Address of principal executive offices) (Zip code)

 

Brooke A. Fapohunda, Esq., Vice President & Assistant Secretary

90 Hudson Street, Jersey City, NJ 07302

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: (800) 201-6984

 

Date of fiscal year end: 12/31

 

Date of reporting period: 12/31/2017

 
Item 1: Report(s) to Shareholders.

 

 

 

 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett

Series Fund—Bond Debenture Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
3   Investment Comparison
     
4   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
6   Schedule of Investments
     
45   Statement of Assets and Liabilities
     
46   Statement of Operations
     
47   Statements of Changes in Net Assets
     
48   Financial Highlights
     
50   Notes to Financial Statements
     
64   Report of Independent Registered Public Accounting Firm
     
65   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund – Bond Debenture Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund – Bond Debenture Portfolio for the fiscal year ended December 31, 2017. On this page, and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

 

Daria L. Foster

Director, President and Chief Executive Officer

 

For the fiscal year ended December 31, 2017, the Fund returned 9.21%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Bloomberg Barclays U.S. Aggregate Bond Index1 which returned 3.54% over the same period.

During the 12-month period the leveraged credit sectors of the U.S. fixed income market, including high yield bonds and loans, experienced positive returns, outperforming traditional government

related and investment grade securities. Despite some episodes of heightened volatility, high yield corporate spreads continued to compress during the period and returns within the high yield market were driven primarily by the lower quality segment, as CCC rated bonds meaningfully outperformed the broader market for the 12- month period.

As it has in the past, the Fund maintained a significant allocation to high yield bonds, as we remained positive on the high yield market from a fundamental


 

1

 

 

 

perspective. The Fund’s exposure to high yield bonds contributed to relative performance, as the high yield market significantly outperformed investment grade bonds, as represented by the Fund’s benchmark the Bloomberg Barclays U.S. Aggregate Bond Index.

The Fund maintained an allocation to equities throughout the period, which also contributed to relative performance, as the asset class outperformed fixed income segments of the market, including the Bloomberg Barclays U.S. Aggregate Bond Index.

The Fund’s modest allocation to government-related and securitized products detracted from performance, as these securities lagged risk assets during the period.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The Bloomberg Barclays U.S. Aggregate Bond Index is an index of U.S dollar-denominated, investment-grade U.S. government and corporate securities, and mortgage pass-through securities, and asset-backed securities. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and an investor cannot invest directly in an index.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

2

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Bloomberg Barclays U.S. Aggregate Bond Index and the ICE BofA Merrill Lynch U.S. High Yield Constrained Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

Average Annual Total Returns for the
Periods Ended December 31, 2017

  1 Year   5 Years   10 Years  
Class VC 9.21%   6.36%   7.12%  

 

1   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

 

3

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

4

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
    7/1/17   12/31/17   7/1/17 –
12/31/17
 
 
Class VC              
Actual   $1,000.00   $1,042.40   $4.63  
Hypothetical (5% Return Before Expenses)   $1,000.00   $1,020.67   $4.58  

 

Net expenses are equal to the Fund’s annualized expense ratio of 0.90%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector* %**
Asset Backed 1.86%
Automotive 1.84%
Banking 8.74%
Basic Industry 9.97%
Capital Goods 3.53%
Consumer Goods 3.45%
Energy 12.10%
Financial Services 4.09%
Foreign Government 3.81%
Healthcare 6.59%
Insurance 2.38%
Leisure 4.21%
Media 3.36%
Municipal 3.97%
Real Estate 1.47%
Retail 5.48%
Services 3.22%
Technology 6.90%
Telecommunications 2.90%
Transportation 3.14%
U.S. Government 1.44%
Utility 4.33%
Repurchase Agreement 1.22%
Total 100.00%

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

5

 

Schedule of Investments

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
LONG-TERM INVESTMENTS 99.38%                
                 
ASSET-BACKED SECURITIES 1.92%                
                 
Automobiles 0.11%                
TCF Auto Receivables Owner Trust 2016-1A B  2.32%  6/15/2022  $979   $964,024 
Westlake Automobile Receivables Trust 2016-3A B  2.07%  12/15/2021   277    276,180 
Total              1,240,204 
                 
Other 1.81%                
ALM XIX Ltd. 2016-19A C  5.709%
(3 Mo. LIBOR + 4.35%
)# 7/15/2028   462    475,152 
ALM XVIII Ltd. 2016-18A C  5.709%
(3 Mo. LIBOR + 4.35%
)# 7/15/2027   500    515,353 
AMMC CLO XII Ltd. 2013-12A DR  4.11%
(3 Mo. LIBOR + 2.47%
)#(a) 11/10/2030   391    393,625 
Anchorage Capital CLO 8 Ltd. 2016-8A D  5.578%
(3 Mo. LIBOR + 4.20%
)# 7/28/2028   250    253,845 
Anchorage Capital CLO 9 Ltd. 2016-9A D  5.359%
(3 Mo. LIBOR + 4.00%
)# 1/15/2029   1,150    1,177,136 
Apex Credit CLO Ltd. 2015-2A B1  3.753%
(3 Mo. LIBOR + 2.40%
)# 10/19/2026   1,500    1,501,565 
Ascentium Equipment Receivables Trust 2016-2A B  2.50%  9/12/2022   417    415,210 
BlueMountain CLO Ltd. 2016-1A D  6.163%
(3 Mo. LIBOR + 4.80%
)# 4/20/2027   500    508,882 
Conn Funding II LP 2017-B C  5.95%  11/15/2022   2,250    2,273,600(b)
Engs Commercial Finance Trust 2016-1A A2  2.63%  2/22/2022   832    828,109 
Guggenheim 5180-2 CLO LP 2015-1A A2B  4.012%
(3 Mo. LIBOR + 2.55%
)# 11/25/2027   2,500    2,507,979 
Jamestown CLO VII Ltd. 2015-7A BR  3.017%
(3 Mo. LIBOR + 1.65%
)#(a) 7/25/2027   1,202    1,203,006 
KKR Financial CLO Ltd. 2013-2A C  5.113%
(3 Mo. LIBOR + 3.75%
)# 1/23/2026   500    501,285 
Marble Point CLO XI Ltd. 2017-2A A  2.793%
(3 Mo. LIBOR + 1.18%
)#(a) 12/18/2030   1,800    1,802,610 
Regatta III Funding Ltd. 2014-1A CR  4.659%
(3 Mo. LIBOR + 3.30%
)# 4/15/2026   400    402,931 
Regatta IV Funding Ltd. 2014-1A DR  4.667%
(3 Mo. LIBOR + 3.30%
)# 7/25/2026   1,300    1,300,761 
Sound Point CLO XI Ltd. 2016-1A D  6.013%
(3 Mo. LIBOR + 4.65%
)# 7/20/2028   2,000    2,045,240 
Voya CLO Ltd. 2016-2A C  5.607%
(3 Mo. LIBOR + 4.25%
)# 7/19/2028   750    760,662 
Voya CLO Ltd. 2017-4A A1  2.514%
(3 Mo. LIBOR + 1.13%
)#(a) 10/15/2030   1,059    1,062,121 
West CLO Ltd. 2014-2A BR  3.111%
(3 Mo. LIBOR + 1.75%
)#(a) 1/16/2027   459    459,542 

 

6 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Other (continued)                
Westcott Park CLO Ltd. 2016-1A D  5.713%
(3 Mo. LIBOR + 4.35%
)# 7/20/2028  $850   $861,103 
Total              21,249,717 
Total Asset-Backed Securities (cost $22,092,665)              22,489,921 
                 
         Shares
(000)
      
Common Stocks 14.62%                
                 
Aerospace/Defense 0.30%                
Huntington Ingalls Industries, Inc.         7    1,744,887 
Mercury Systems, Inc.*         35    1,805,825 
Total              3,550,712 
                 
Air Transportation 0.20%                
Allegiant Travel Co.         7    1,121,937 
Wizz Air Holdings plc*(c)        GBP 26    1,263,568 
Total              2,385,505 
                 
Auto Loans 0.15%                
Credit Acceptance Corp.*         5    1,734,823 
                 
Auto Parts & Equipment 0.09%                
Chassix Holdings, Inc.         59    1,085,419 
                 
Automakers 0.10%                
Oshkosh Corp.         13    1,199,566 
                 
Banking 0.72%                
BOK Financial Corp.         7    634,146 
Cullen/Frost Bankers, Inc.         12    1,119,426 
LegacyTexas Financial Group, Inc.         28    1,201,128 
Northern Trust Corp.         12    1,177,303 
Sberbank of Russia PJSC ADR         120    2,026,877 
SVB Financial Group*         10    2,290,712 
Total              8,449,592 
                 
Beverages 0.79%                
Brown-Forman Corp. Class B         36    2,447,673 
Constellation Brands, Inc. Class A         5    1,223,307 
Monster Beverage Corp.*         19    1,178,396 
Remy Cointreau SA(c)        EUR 20    2,710,690 
Treasury Wine Estates Ltd.(c)        AUD 142    1,767,632 
Total              9,327,698 

 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments          Shares
(000)
   Fair
Value
 
Brokerage 0.10%                  
Cboe Global Markets, Inc.           10   $1,200,798 
                   
Building Materials 0.21%                  
Owens Corning           27    2,465,923 
                   
Chemicals 0.55%                  
Potash Corp. of Saskatchewan, Inc. (Canada)(d)           117    2,413,345 
Venator Materials plc (United Kingdom)*(d)           51    1,128,695 
Versum Materials, Inc.           30    1,149,883 
Westlake Chemical Corp.           17    1,761,900 
Total                6,453,823 
                   
Discount Stores 0.40%                  
Amazon.com, Inc.*           1    1,160,114 
Dollar Tree, Inc.*           11    1,178,371 
Wal-Mart Stores, Inc.           24    2,370,593 
Total                4,709,078 
                   
Diversified Capital Goods 0.10%                  
Rockwell Automation, Inc.           6    1,169,461 
                   
Electric: Integrated 0.67%                  
El Paso Electric Co.           29    1,596,405 
IDACORP, Inc.           18    1,657,727 
NextEra Energy, Inc.           11    1,734,021 
Pampa Energia SA ADR*           25    1,678,636 
Public Service Enterprise Group, Inc.           23    1,189,650 
Total                7,856,439 
                   
Electronics 0.49%                  
Keyence Corp.(c)          JPY 2    1,106,090 
Littelfuse, Inc.           6    1,117,287 
Nintendo Co., Ltd.(c)          JPY 3    1,213,525 
Rogers Corp.*           7    1,194,322 
Trimble, Inc.*           29    1,161,857 
Total                5,793,081 
                   
Energy: Exploration & Production 1.06%                  
Carrizo Oil & Gas, Inc.*           57    1,206,108 
Chaparral Energy, Inc.*           12    291,648 
Chaparral Energy, Inc. Class A*           59    1,386,955 
Concho Resources, Inc.*           8    1,196,202 

 

8 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares
(000)
   Fair
Value
 
Energy: Exploration & Production (continued)          
Continental Resources, Inc.*   74   $3,917,979 
Extraction Oil & Gas, Inc.*   58    831,654 
Jagged Peak Energy, Inc.*   65    1,018,788 
Peabody Energy Corp.   (e)   10,613 
SM Energy Co.   58    1,274,016 
Templar Energy LLC Class A Units   46    101,682 
WildHorse Resource Development Corp.*   67    1,232,734 
Total        12,468,379 
           
Food: Wholesale 0.31%          
Costco Wholesale Corp.   6    1,191,168 
Hormel Foods Corp.   32    1,169,938 
TreeHouse Foods, Inc.*   25    1,231,752 
Total        3,592,858 
           
Forestry/Paper 0.10%          
Potlatch Corp.   23    1,138,419 
           
Gaming 0.87%          
Aristocrat Leisure Ltd.(c)  AUD 71    1,300,097 
Caesars Entertainment Corp.*   88    1,114,389 
Penn National Gaming, Inc.*   80    2,498,599 
Scientific Games Corp. Class A*   44    2,257,149 
VICI Properties, Inc.*   29    597,759 
Wynn Resorts Ltd.   14    2,423,144 
Total        10,191,137 
           
Hotels 0.10%          
Hilton Grand Vacations, Inc.*   29    1,195,575 
           
Investments & Miscellaneous Financial Services 0.71%          
Ameriprise Financial, Inc.   14    2,344,956 
BlackRock, Inc.   2    1,182,560 
Federated Investors, Inc. Class B   34    1,215,680 
SEI Investments Co.   16    1,178,576 
T. Rowe Price Group, Inc.   23    2,379,183 
Total        8,300,955 
           
Machinery 0.63%          
Deere & Co.   16    2,459,085 
DMG Mori Co., Ltd.(c)  JPY 55    1,130,253 

 

  See Notes to Financial Statements. 9
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares
(000)
   Fair
Value
 
Machinery (continued)          
Gardner Denver Holdings, Inc.*   37   $1,249,302 
Komatsu Ltd.(c)  JPY 35    1,270,311 
Terex Corp.   26    1,245,330 
Total        7,354,281 
           
Media: Content 0.10%          
Netflix, Inc.*   6    1,189,192 
           
Medical Products 0.05%          
Align Technology, Inc.*   3    572,806 
           
Metals/Mining (Excluding Steel) 0.22%          
Sumitomo Metal Mining Co. Ltd.(c)  JPY 57    2,603,785 
           
Monoline Insurance 0.19%          
FNF Group   29    1,144,984 
MGIC Investment Corp.*   76    1,065,968 
Total        2,210,952 
           
Non-Electric Utilities 0.16%          
Aqua America, Inc.   48    1,873,860 
           
Oil Field Equipment & Services 0.15%          
RPC, Inc.   70    1,776,097 
           
Oil Refining & Marketing 0.16%          
HollyFrontier Corp.   37    1,896,677 
           
Pharmaceuticals 0.78%          
Bio-Rad Laboratories, Inc. Class A*   5    1,145,616 
Bluebird Bio, Inc.*   15    2,628,222 
Blueprint Medicines Corp.*   39    2,933,675 
Juno Therapeutics, Inc.*   27    1,221,828 
Loxo Oncology, Inc.*   14    1,187,191 
Total        9,116,532 
           
Printing & Publishing 0.10%          
S&P Global, Inc.   7    1,144,975 
           
Real Estate Development & Management 0.15%          
CoStar Group, Inc.*   6    1,779,027 
           
Real Estate Investment Trusts 0.15%          
Goodman Group(c)  AUD 260    1,705,272 

 

10 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares
(000)
   Fair
Value
 
Restaurants 0.30%          
Dunkin’ Brands Group, Inc.   19   $1,237,824 
McDonald’s Corp.   7    1,159,400 
Shake Shack, Inc. Class A*   26    1,122,207 
Total        3,519,431 
           
Software/Services 1.05%          
2U, Inc.*   18    1,165,051 
Black Knight, Inc.*   13    556,952 
Blackbaud, Inc.   17    1,620,503 
FleetCor Technologies, Inc.*   9    1,751,690 
InterXion Holding NV (Netherlands)*(d)   10    603,090 
MSCI, Inc.   9    1,157,208 
Rheinmetall AG(c)  EUR 5    619,671 
Snap, Inc. Class A*   36    531,190 
Tableau Software, Inc. Class A*   16    1,105,539 
Twitter, Inc.*   81    1,940,560 
VMware, Inc. Class A*   10    1,263,978 
Total        12,315,432 
           
Specialty Retail 1.21%          
Canada Goose Holdings, Inc. (Canada)*(d)   43    1,349,190 
Children’s Place, Inc. (The)   9    1,293,615 
Columbia Sportswear Co.   17    1,250,712 
Five Below, Inc.*   18    1,200,127 
Kering(c)  EUR 4    1,796,765 
Maisons du Monde SA†(c)  EUR 16    709,264 
Moncler SpA(c)  EUR 56    1,752,640 
Ollie’s Bargain Outlet Holdings, Inc.*   25    1,307,287 
Polaris Industries, Inc.   9    1,140,708 
Skechers U.S.A., Inc. Class A*   33    1,244,936 
VF Corp.   16    1,176,674 
Total        14,221,918 
           
Support: Services 0.53%          
Ashtead Group plc(c)  GBP 46    1,233,788 
Bright Horizons Family Solutions, Inc.*   13    1,200,192 
ManpowerGroup, Inc.   9    1,172,823 
TopBuild Corp.*   17    1,316,361 
Total System Services, Inc.   16    1,242,425 
Total        6,165,589 

 

  See Notes to Financial Statements. 11
 

Schedule of Investments (continued)

December 31, 2017

 

Investments        Shares
(000)
   Fair
Value
 
Technology Hardware & Equipment 0.21%                
Marvell Technology Group Ltd.         50   $1,074,874 
Tokyo Electron Ltd.(c)        JPY 8    1,352,921 
Total              2,427,795 
                 
Transportation: Infrastructure/Services 0.10%                
Landstar System, Inc.         11    1,170,813 
                 
Trucking & Delivery 0.36%                
Knight-Swift Transportation Holdings, Inc.  27  1,184,812          
Old Dominion Freight Line, Inc.  23  3,001,182          
Total              4,185,994 
Total Common Stocks (cost $151,846,041)              171,499,669 
                 
   Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
      
CONVERTIBLE BONDS 0.30%                
                 
Automakers 0.10%                
Tesla, Inc.  1.25%  3/1/2021  $1,035    1,121,681 
                 
Investments & Miscellaneous Financial Services 0.10%                
Square, Inc.  0.375%  3/1/2022   709    1,159,658 
                 
Software/Services 0.10%                
RealPage, Inc.  1.50%  11/15/2022   976    1,212,680 
Total Convertible Bonds (cost $3,582,358)              3,494,019 
                 
   Dividend
Rate
     Shares
(000)
      
CONVERTIBLE PREFERRED STOCKS 0.25%                
                 
Personal & Household Products 0.20%                
Stanley Black & Decker, Inc.  5.375%      19    2,381,350 
                 
Software/Services 0.05%                
Mandatory Exchangeable Trust  5.75%      3    565,167 
Total Convertible Preferred Stocks (cost $2,388,060)              2,946,517 

 

12 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
FLOATING RATE LOANS(f) 3.20%                 
                 
Advertising 0.15%                
Southern Graphics, Inc. 1st Lien Initial Term Loan  (g) 12/8/2022  $1,507   $1,516,992 
Southern Graphics, Inc. Delayed Draw Term Loan  (g) 12/31/2022   243    244,926 
Total              1,761,918 
                 
Building Materials 0.13%                
Zodiac Pool Solutions LLC 1st Lien Tranche B1 Term Loan  5.693%
(3 Mo. LIBOR + 4.00%
) 12/20/2023   1,514    1,524,153 
                 
Department Stores 0.10%                
Neiman Marcus Group, Inc. Other Term Loan  4.642%
(3 Mo. LIBOR + 3.25%
) 10/25/2020   1,456    1,193,017 
                 
Electric: Generation 0.48%                
EFS Cogen Holdings I LLC Advanced Term Loan B  4.95%
(3 Mo. LIBOR + 3.25%
) 6/28/2023   503    508,048 
Lightstone Holdco LLC Refinanced Term Loan B  6.069%
(3 Mo. LIBOR + 4.50%
) 1/30/2024   2,521    2,536,457 
Lightstone Holdco LLC Refinanced Term Loan C  6.069%
(3 Mo. LIBOR + 4.50%
) 1/30/2024   161    161,964 
Sandy Creek Energy Associates, L.P. Term Loan  5.693%
(3 Mo. LIBOR + 4.00%
) 11/9/2020   1,547    1,300,697 
Viva Alamo LLC Term Loan B  5.819%
(3 Mo. LIBOR + 4.25%
) 2/20/2021   1,182    1,170,487 
Total              5,677,653 
                 
Electronics 0.10%                
EXC III Holding Corp. 1st Lien Initial Term Loan  5.161%
(3 Mo. LIBOR + 7.50%
) 12/1/2025   1,141    1,151,874 
                 
Energy: Exploration & Production 0.15%                
California Resources Corp. Initial Term Loan  (g) 12/31/2022   589    587,896 
Chief Exploration & Development LLC 2nd Lien Term Loan  7.959%
(3 Mo. LIBOR + 6.50%
) 5/16/2021   1,179    1,162,299 
Total              1,750,195 
                 
Gaming 0.30%                
Cowlitz Tribal Gaming Authority Term Loan B  12.069%
(1 Mo. LIBOR + 10.50%
) 12/6/2021   2,182    2,449,716(h)
Stars Group, Inc. (The) 1st Lien Initial Term Loan B3 (Netherlands)(d)  5.193%
(3 Mo. LIBOR + 3.50%
) 8/1/2021   1,106    1,113,688 
Total              3,563,404 

 

  See Notes to Financial Statements. 13
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Health Services 0.10%                
Genoa, a QoL Healthcare Company, LLC 1st Lien Amendment No. 1 Term Loan  4.819%
(1 Mo. LIBOR + 3.25%
) 10/28/2023  $1,095   $1,103,628 
                 
Investments & Miscellaneous Financial Services 0.07%                
VFH Parent LLC Initial Term Loan  5.135%
(3 Mo. LIBOR + 3.75%
) 12/30/2021   861    869,478 
                 
Media: Diversified 0.11%                
UFC Holdings, LLC 2nd Lien Term Loan  9.052%
(1 Mo. LIBOR + 7.50%
) 8/18/2024   1,231    1,255,109 
Metals/Mining (Excluding Steel) 0.06%                
Oxbow Carbon LLC 2nd Lien Initial Term Loan  10.50%
(3 Mo. LIBOR + 7.50%
) 1/4/2024   650    652,438 
                 
Personal & Household Products 0.14%                
Britax US Holdings, Inc. Initial Dollar Term Loan  5.193%
(3 Mo. LIBOR + 3.50%
) 10/15/2020   1,896    1,614,488 
                 
Real Estate Development & Management 0.09%                
Capital Automotive L.P. 2nd Lien Initial Tranche B Term Loan  7.57%
(1 Mo. LIBOR + 6.00%
) 3/24/2025   1,051    1,082,920 
                 
Recreation & Travel 0.24%                
Intrawest Resorts Holdings, Inc. Term Loan B1  4.819%
(3 Mo. LIBOR + 3.25%
) 7/31/2024   2,088    2,106,928 
Kingpin Intermediate Holdings LLC 1st Lien Term Loan  5.73%
(3 Mo. LIBOR + 4.25%
) 6/29/2024   679    687,360(h)
Total              2,794,288 
                 
Software/Services 0.08%                
Misys Ltd 2nd Lien Dollar Term Loan  8.729%
(3 Mo. LIBOR + 7.25%
) 6/13/2025   965    970,307 
                 
Specialty Retail 0.56%                
Bass Pro Group, LLC Term Loan B  (g) 9/25/2024   1,731    1,728,499 
Container Store, Inc. Term Loan B  8.693%
(3 Mo. LIBOR + 7.00%
) 8/18/2021   899    873,345 
Forterra Finance, LLC Term Loan  (g) 10/25/2023   1,267    1,188,708 
J.C. Penney Corp., Inc. 2016 Term Loan B  5.729%
(3 Mo. LIBOR + 0.425%
) 6/23/2023   1,295    1,214,005 

 

14 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Specialty Retail (continued)                
PetSmart, Inc. Tranche B2 Term Loan  4.57%
(1 Mo. LIBOR + 3.00%
) 3/11/2022  $1,965   $1,578,615 
Total              6,583,172 
                 
Support: Services 0.03%                
Pike Corp. 2017 Initial Term Loan  5.07%
(3 Mo. LIBOR + 3.50%
) 9/20/2024   328    333,550 
                 
Telecommunications: Satellite 0.05%                
Intelsat Jackson Holdings S.A. Tranche Term Loan B5 (Luxembourg)(d)  (g) 1/2/2024   602    609,402 
                 
Transportation: Infrastructure/Services 0.26%                
Uber Technologies, Inc. Term Loan B  5.552%
(3 Mo. LIBOR + 4.00%
) 7/13/2023   2,984    3,006,644 
Total Floating Rate Loans (cost $36,927,667)              37,497,638 
                 
FOREIGN BONDS(c) 0.45%                
                 
France 0.21%                
CMA CGM SA  5.25%  1/15/2025  EUR 657    787,844 
CMA CGM SA  6.50%  7/15/2022  EUR 1,377    1,737,916 
Total              2,525,760 
                 
Netherlands 0.24%                
Hema Bondco I BV  6.25%
(3 Mo. Euribor + 6.25%
)# 7/15/2022  EUR 2,291    2,812,733 
Total Foreign Bonds (cost $4,971,412)              5,338,493 
                 
FOREIGN GOVERNMENT OBLIGATIONS 3.47%                
                 
Argentina 0.89%                
City of Buenos Aires†(d)  7.50%  6/1/2027   1,275    1,422,262 
City of Buenos Aires†(d)  8.95%  2/19/2021   1,125    1,251,563 
Province of Santa Fe†(d)  6.90%  11/1/2027   1,521    1,614,009 
Provincia de Mendoza†(d)  8.375%  5/19/2024   2,025    2,263,059 
Provincia of Neuquen†(d)  7.50%  4/27/2025   540    579,150 
Provincia of Neuquen†(d)  8.625%  5/12/2028   719    808,566 
Republic of Argentina(d)  7.50%  4/22/2026   2,208    2,503,099 
Total              10,441,708 
                 
Australia 0.33%                
Australian Government(c)  4.25%  4/21/2026  AUD  2,084    1,828,570 
Queensland Treasury Corp.†(c)  4.00%  6/21/2019  AUD 2,500    2,007,947 
Total              3,836,517 

 

  See Notes to Financial Statements. 15
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Bahamas 0.29%                
Commonwealth of Bahamas†(d)  5.75%  1/16/2024  $1,100   $1,150,930 
Commonwealth of Bahamas†(d)  6.00%  11/21/2028   2,200    2,299,000 
Total              3,449,930 
                 
Bermuda 0.23%                
Government of Bermuda  4.138%  1/3/2023   1,350    1,422,387 
Government of Bermuda  4.854%  2/6/2024   1,175    1,277,965 
Total              2,700,352 
                 
Canada 0.21%                
Province of British Columbia Canada(c)  2.85%  6/18/2025  CAD 3,000    2,453,007 
                 
Cayman Islands 0.04%                
Cayman Islands Government  5.95%  11/24/2019  $425    459,045 
                 
Ghana 0.14%                
Republic of Ghana†(d)  7.875%  8/7/2023   1,541    1,697,396 
                 
Greece 0.16%                
Hellenic Republic†(c)  4.375%  8/1/2022  EUR 1,500    1,869,605 
                 
Honduras 0.21%                
Honduras Government†(d)  6.25%  1/19/2027  $2,300    2,465,830 
                 
Jamaica 0.35%                
Government of Jamaica(d)  6.75%  4/28/2028   2,373    2,696,321 
Government of Jamaica(d)  8.00%  3/15/2039   1,110    1,364,701 
Total              4,061,022 
                 
Nigeria 0.08%                
Republic of Nigeria†(d)  6.50%  11/28/2027   857    895,807 
                 
Senegal 0.15%                
Republic of Senegal†(d)  6.25%  5/23/2033   1,661    1,758,095 
                 
Sri Lanka 0.20%                
Republic of Sri Lanka†(d)  6.20%  5/11/2027   2,209    2,336,501 
                 
United Arab Emirates 0.10%                
Abu Dhabi Government International†(d)  3.125%  5/3/2026   1,255    1,241,282 
                 
Uruguay 0.09%                
Republic of Uruguay†(c)  8.50%  3/15/2028  UYU 30,282    1,057,655 
Total Foreign Government Obligations (cost $38,491,810)              40,723,752 

 

16 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
GOVERNMENT SPONSORED ENTERPRISES PASS-THROUGH 1.45%
Federal National Mortgage Assoc.(i) (cost $17,124,134)  3.50%  TBA  $16,600   $17,054,477 
                 
HIGH YIELD CORPORATE BONDS 69.02%                
                 
Advertising 0.19%                
Clear Channel Worldwide Holdings, Inc.  6.50%  11/15/2022   1,579    1,612,554 
Lamar Media Corp.  5.75%  2/1/2026   566    606,327 
Total              2,218,881 
                 
Aerospace/Defense 0.78%                
Bombardier, Inc. (Canada)†(d)  7.50%  12/1/2024   1,068    1,086,690 
Bombardier, Inc. (Canada)†(d)  8.75%  12/1/2021   1,010    1,116,050 
Bombardier, Inc.(Canada)†(d)  7.50%  3/15/2025   4,079    4,129,988 
Huntington Ingalls Industries, Inc.  3.483%  12/1/2027   1,711    1,708,861 
Huntington Ingalls Industries, Inc.  5.00%  11/15/2025   1,048    1,123,980 
Total              9,165,569 
                 
Air Transportation 0.56%                
Air Canada (Canada)†(d)  7.75%  4/15/2021   1,140    1,305,300 
Air Canada 2015-2 Class A Pass-Through Trust (Canada)†(d)  4.125%  6/15/2029   818    859,111 
American Airlines 2013-2 Class B Pass-Through Trust  5.60%  1/15/2022   647    670,626 
Azul Investments LLP  5.875%  10/26/2024   3,049    3,037,566 
Latam Finance Ltd.  6.875%  4/11/2024   656    685,520 
Total              6,558,123 
                 
Auto Parts & Equipment 0.72%                
Allison Transmission, Inc.  5.00%  10/1/2024   1,250    1,292,188 
American Axle & Manufacturing, Inc.  6.25%  4/1/2025   2,056    2,169,080 
American Axle & Manufacturing, Inc.  6.50%  4/1/2027   2,296    2,436,630 
Gates Global LLC/Gates Global Co.  6.00%  7/15/2022   1,617    1,661,467 
International Automotive Components Group SA (Luxembourg)†(d)  9.125%  6/1/2018   257    254,591 
TI Group Automotive Systems LLC (United Kingdom)†(d)  8.75%  7/15/2023   584    629,260 
Total              8,443,216 
                 
Automakers 0.70%                
BMW US Capital LLC  2.80%  4/11/2026   1,199    1,173,195 
Tesla, Inc.  5.30%  8/15/2025   7,365    7,061,194 
Total              8,234,389 

 

  See Notes to Financial Statements. 17
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Banking 8.13%                
ABN AMRO Bank NV (Netherlands)†(d)  4.75%  7/28/2025  $3,251   $3,457,438 
Ally Financial, Inc.  8.00%  11/1/2031   901    1,175,805 
American Express Credit Corp.  3.30%  5/3/2027   1,891    1,920,659 
ANZ New Zealand Int’l Ltd. (United Kingdom)†(d)  2.125%  7/28/2021   1,510    1,480,189 
Associated Banc-Corp.  4.25%  1/15/2025   1,000    1,030,940 
Astoria Financial Corp.  3.50%  6/8/2020   1,393    1,399,122 
Australia & New Zealand Banking Group Ltd. (United Kingdom)†(d)  6.75%
(USD Swap + 5.17%
)# (j)  1,415    1,613,100 
Banco de Bogota SA (Colombia)†(d)  4.375%  8/3/2027   900    900,000 
Banco de Bogota SA (Colombia)†(d)  6.25%  5/12/2026   1,000    1,080,800 
Banco de Galicia y Buenos Aires SA (Argentina)†(d)  8.25%
(5 Yr Treasury Note CMT + 7.16%
)# 7/19/2026   1,000    1,116,200 
Banco do Brasil SA  6.25%
(10 Yr Treasury Note CMT + 4.40%
)# (j)  1,983    1,829,318 
Banco General SA (Panama)†(d)  4.125%  8/7/2027   2,275    2,277,685 
Banco Mercantil del Norte SA (Mexico)†(d)  7.625%
(10 Yr Treasury Note CMT + 5.35%
)# (j)  1,077    1,183,354 
Banistmo SA (Panama)†(d)  3.65%  9/19/2022   1,390    1,376,100 
Bank of America Corp.  4.45%  3/3/2026   2,201    2,352,798 
Bank of Montreal (Canada)(d)  3.803%
(USSW5 + 1.43%
)#(k) 12/15/2032   2,220    2,197,534 
BankUnited, Inc.  4.875%  11/17/2025   2,525    2,688,121 
BNP Paribas SA (France)†(d)  6.75%
(5 Yr Swap rate + 4.92%
)# (j)  1,817    1,971,445 
Citigroup, Inc.  4.45%  9/29/2027   1,473    1,560,868 
Citizens Financial Group, Inc.  4.35%  8/1/2025   831    865,539 
Comerica, Inc.  3.80%  7/22/2026   1,258    1,278,219 
Commonwealth Bank of Australia (Australia)†(d)  4.50%  12/9/2025   973    1,020,003 
Compass Bank  3.875%  4/10/2025   2,100    2,109,490 
Credit Suisse Group AG (Switzerland)†(d)  7.50%
(5 Yr Swap rate + 4.60%
)# (j)  1,075    1,230,821 
Fifth Third Bancorp  8.25%  3/1/2038   1,708    2,614,111 
First Republic Bank  4.625%  2/13/2047   1,161    1,245,575 
Goldman Sachs Group, Inc. (The)  3.50%  11/16/2026   1,520    1,530,081 
Goldman Sachs Group, Inc. (The)  6.75%  10/1/2037   2,100    2,814,370 
Home BancShares, Inc.  5.625%
(3 Mo. LIBOR + 3.58%
)# 4/15/2027   2,396    2,513,404 
HSBC Holdings plc (United Kingdom)(d)  4.25%  8/18/2025   3,671    3,812,202 
Intesa Sanpaolo SpA (Italy)†(d)  5.71%  1/15/2026   3,212    3,388,439 
Intesa Sanpaolo SpA (Italy)†(d)  7.70%
(5 Yr Swap rate + 5.46%
)# (j)  2,717    2,954,737 
Itau Unibanco Holding SA  6.125%
(BADLAR + 3.98%
)# (j)  1,186    1,186,709 

 

18 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Banking (continued)                
JPMorgan Chase & Co.  3.54%
(3 Mo. LIBOR + 1.38%
)# 5/1/2028  $1,306   $1,329,845 
JPMorgan Chase & Co.  3.90%  7/15/2025   1,150    1,206,460 
JPMorgan Chase & Co.  6.75%
(3 Mo. LIBOR + 3.78%
)# (j)  1,688    1,913,770 
Lloyds Banking Group plc (United Kingdom)(d)  7.50%
(5 Yr Swap rate + 4.76%
)# (j)  1,519    1,725,964 
Macquarie Bank Ltd. (United Kingdom)†(d)  6.125%
(5 Yr Swap rate + 3.70%
)# (j)  1,794    1,868,003 
Macquarie Group Ltd. (Australia)†(d)  6.00%  1/14/2020   725    772,729 
Manufacturers & Traders Trust Co.  3.40%  8/17/2027   526    532,622 
Morgan Stanley  3.125%  7/27/2026   2,144    2,116,476 
Morgan Stanley  3.625%  1/20/2027   2,026    2,075,324 
Morgan Stanley  4.00%  7/23/2025   937    981,810 
National Savings Bank (Sri Lanka)†(d)  5.15%  9/10/2019   950    964,155 
People’s United Bank NA  4.00%  7/15/2024   1,100    1,112,281 
Popular, Inc.  7.00%  7/1/2019   1,625    1,698,125 
Royal Bank of Scotland Group plc (United Kingdom)(d)  5.125%  5/28/2024   584    620,152 
Royal Bank of Scotland Group plc (United Kingdom)(d)  6.10%  6/10/2023   1,517    1,672,171 
Royal Bank of Scotland Group plc (United Kingdom)(d)  6.125%  12/15/2022   506    555,140 
Royal Bank of Scotland Group plc (United Kingdom)(d)  7.50%
(5 Yr Swap rate + 5.80%
)# (j)  2,235    2,369,100 
Royal Bank of Scotland Group plc (United Kingdom)(d)  8.625%
(5 Yr Swap rate + 7.60%
)# (j)  1,571    1,773,266 
SVB Financial Group  3.50%  1/29/2025   999    1,002,718 
Toronto-Dominion Bank (The) (Canada)(d)  3.625%
(5 Yr Swap rate + 2.21%
)# 9/15/2031   750    748,974 
Turkiye Garanti Bankasi AS (Turkey)†(d)  5.25%  9/13/2022   1,150    1,175,588 
UBS AG  7.625%  8/17/2022   606    709,444 
UBS Group AG (Switzerland)(d)  7.00%
(5 Yr Swap rate + 4.87%
)# (j)  1,000    1,135,000 
UniCredit SpA (Italy)(d)  6.375%
(5 Yr Swap rate + 5.51%
)# 5/2/2023   1,149    1,163,752 
Washington Mutual Bank(l)  6.875%  6/15/2011   1,250    125(m)
Wells Fargo & Co.  4.90%  11/17/2045   1,759    1,993,800 
Zenith Bank plc (Nigeria)†(d)  7.375%  5/30/2022   900    938,880 
Total              95,330,850 

 

  See Notes to Financial Statements. 19
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Beverages 0.43%                
Bacardi Ltd.  2.75%  7/15/2026  $1,149   $1,105,843 
Brown-Forman Corp.  4.50%  7/15/2045   1,572    1,782,240 
PepsiCo, Inc.  3.60%  3/1/2024   1,653    1,734,482 
PepsiCo, Inc.  4.25%  10/22/2044   419    463,118 
Total              5,085,683 
                 
Brokerage 0.21%                
E*TRADE Financial Corp.  3.80%  8/24/2027   1,167    1,165,188 
Freedom Mortgage Corp.  8.125%  11/15/2024   1,255    1,281,669 
Total              2,446,857 
                 
Building & Construction 1.24%                
Ashton Woods USA LLC/Ashton Woods Finance Co.  6.75%  8/1/2025   1,087    1,091,076 
Ashton Woods USA LLC/Ashton Woods Finance Co.  6.875%  2/15/2021   1,023    1,047,296 
Beazer Homes USA, Inc.  6.75%  3/15/2025   705    746,419 
Boral Finance Pty Ltd. (Australia)†(d)  3.75%  5/1/2028   1,306    1,318,021 
ITR Concession Co. LLC  5.183%  7/15/2035   785    831,940 
Lennar Corp.  4.75%  11/15/2022   1,304    1,374,090 
Lennar Corp.  4.75%  5/30/2025   830    865,275 
PulteGroup, Inc.  5.00%  1/15/2027   1,959    2,054,501 
PulteGroup, Inc.  6.375%  5/15/2033   2,250    2,531,250 
Toll Brothers Finance Corp.  5.625%  1/15/2024   1,000    1,101,250 
William Lyon Homes, Inc.  5.875%  1/31/2025   1,500    1,535,625 
Total              14,496,743 
                 
Building Materials 1.05%                
Builders FirstSource, Inc.  5.625%  9/1/2024   752    785,426 
FBM Finance, Inc.  8.25%  8/15/2021   1,003    1,070,703 
Hillman Group, Inc. (The)  6.375%  7/15/2022   1,311    1,314,278 
James Hardie International Finance DAC (Ireland)†(d)  4.75%  1/15/2025   485    491,063 
Lennox International, Inc.  3.00%  11/15/2023   1,081    1,068,668 
Martin Marietta Materials, Inc.  4.25%  7/2/2024   1,146    1,206,851 
Owens Corning  4.30%  7/15/2047   1,763    1,741,517 
Standard Industries, Inc.  5.00%  2/15/2027   1,121    1,149,025 
Standard Industries, Inc.  5.375%  11/15/2024   934    980,980 
Standard Industries, Inc.  6.00%  10/15/2025   1,786    1,915,485 
U.S. Concrete, Inc.  6.375%  6/1/2024   552    594,780 
Total              12,318,776 

 

20 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Cable & Satellite Television 1.34%                
CCO Holdings LLC/CCO Holdings Capital Corp.  5.125%  5/1/2027  $2,134   $2,107,325 
CCO Holdings LLC/CCO Holdings Capital Corp.  5.75%  2/15/2026   1,575    1,639,969 
CCO Holdings LLC/CCO Holdings Capital Corp.  5.875%  4/1/2024   1,785    1,865,325 
CSC Holdings LLC  10.875%  10/15/2025   2,647    3,149,930 
DISH DBS Corp.  7.75%  7/1/2026   3,658    3,859,190 
UPCB Finance IV Ltd.  5.375%  1/15/2025   1,929    1,951,955 
Ziggo Secured Finance BV (Netherlands)†(d)  5.50%  1/15/2027   1,122    1,123,402 
Total              15,697,096 
                 
Chemicals 1.32%                
Albemarle Corp.  5.45%  12/1/2044   1,524    1,803,523 
CF Industries, Inc.  4.50%  12/1/2026   1,640    1,712,231 
Chemours Co. (The)  5.375%  5/15/2027   647    671,262 
Chemours Co. (The)  7.00%  5/15/2025   1,380    1,504,200 
GCP Applied Technologies, Inc.  9.50%  2/1/2023   459    510,638 
Halcyon Agri Corp. Ltd. (Singapore)(d)    4.50%
(H15T2Y + 8.31%
)# (j)  758    754,033 
Kraton Polymers LLC/Kraton Polymers Capital Corp.  10.50%  4/15/2023   1,025    1,163,375 
Olin Corp.  5.125%  9/15/2027   1,992    2,101,560 
Sociedad Quimica y Minera de Chile SA (Chile)†(d)  4.375%  1/28/2025   1,092    1,138,410 
TPC Group, Inc.  8.75%  12/15/2020   1,133    1,138,665 
Tronox Finance LLC  7.50%  3/15/2022   1,772    1,856,170 
Westlake Chemical Corp.  3.60%  8/15/2026   1,108    1,116,105 
Total              15,470,172 
                 
Consumer/Commercial/Lease Financing 1.00%                
Nationstar Mortgage LLC/Nationstar Capital Corp.  6.50%  7/1/2021   892    907,053 
Navient Corp.  5.00%  10/26/2020   964    979,665 
Navient Corp.  6.125%  3/25/2024   3,319    3,377,082 
Navient Corp.  6.75%  6/25/2025   2,669    2,749,070 
Quicken Loans, Inc.  5.25%  1/15/2028   3,532    3,495,620 
TMX Finance LLC/TitleMax Finance Corp.  8.50%  9/15/2018   189    173,880 
Total              11,682,370 
                 
Department Stores 0.35%                
Kohl’s Corp.  5.55%  7/17/2045   2,288    2,241,109 
Macy’s Retail Holdings, Inc.  4.375%  9/1/2023   1,868    1,886,287 
Total              4,127,396 

 

  See Notes to Financial Statements. 21
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Discount Stores 0.79%                
Amazon.com, Inc.  4.25%  8/22/2057  $2,075   $2,272,354 
Amazon.com, Inc.  4.80%  12/5/2034   4,062    4,778,610 
Amazon.com, Inc.  5.20%  12/3/2025   1,950    2,241,559 
Total              9,292,523 
                 
Diversified Capital Goods 0.80%                
BCD Acquisition, Inc.  9.625%  9/15/2023   1,561    1,721,002 
Griffon Corp.  5.25%  3/1/2022   1,163    1,180,445 
Siemens Financieringsmaatschappij NV (Netherlands)†(d)  3.25%  5/27/2025   1,235    1,256,461 
SPX FLOW, Inc.  5.625%  8/15/2024   873    923,198 
SPX FLOW, Inc.  5.875%  8/15/2026   1,465    1,560,225 
Valmont Industries, Inc.  5.25%  10/1/2054   2,656    2,756,919 
Total              9,398,250 
                 
Electric: Distribution/Transportation 0.20%                
Oklahoma Gas & Electric Co.  4.15%  4/1/2047   960    1,046,191 
Pennsylvania Electric Co.  3.25%  3/15/2028   1,334    1,315,008 
Total              2,361,199 
                 
Electric: Generation 1.06%                
Acwa Power Management & Investments One Ltd. (United Arab Emirates)†(d)  5.95%  12/15/2039   1,386    1,424,725 
Calpine Corp.  5.75%  1/15/2025   1,886    1,798,772 
Dynegy, Inc.  8.125%  1/30/2026   1,517    1,663,011 
Infraestructura Energetica Nova SAB de CV (Mexico)†(d)  4.875%  1/14/2048   766    738,233 
Minejesa Capital BV (Netherlands)†(d)  4.625%  8/10/2030   2,170    2,223,284 
NSG Holdings LLC/NSG Holdings, Inc.  7.75%  12/15/2025   1,763    1,943,755 
Talen Energy Supply LLC  4.60%  12/15/2021   1,287    1,184,040 
TerraForm Power Operating LLC  5.00%  1/31/2028   1,486    1,472,998 
Total              12,448,818 
                 
Electric: Integrated 1.68%                
Aegea Finance Sarl (Brazil)†(d)  5.75%  10/10/2024   1,132    1,154,640 
Arizona Public Service Co.  2.95%  9/15/2027   1,333    1,314,123 
El Paso Electric Co.  5.00%  12/1/2044   1,953    2,161,595 
Emera, Inc. (Canada)(d)  6.75%
(3 Mo. LIBOR + 5.44%
)# 6/15/2076   916    1,035,080 
Enel Finance International NV (Netherlands)†(d)  3.625%  5/25/2027   2,137    2,126,802 
Entergy Arkansas, Inc.  4.95%  12/15/2044   1,909    2,000,350 
Entergy Mississippi, Inc.  2.85%  6/1/2028   625    605,752 

 

22 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Electric: Integrated (continued)                
Indianapolis Power & Light Co.  4.05%  5/1/2046  $2,203   $2,298,890 
Louisville Gas & Electric Co.  4.375%  10/1/2045   1,017    1,133,347 
Monongahela Power Co.  3.55%  5/15/2027   942    961,992 
NRG Energy, Inc.  5.75%  1/15/2028   1,059    1,072,237 
Puget Sound Energy, Inc.  7.02%  12/1/2027   314    405,637 
Rochester Gas & Electric Corp.  3.10%  6/1/2027   1,113    1,102,749 
Southern California Edison Co.  3.90%  3/15/2043   1,000    1,053,636 
Southern California Edison Co.  4.00%  4/1/2047   1,237    1,330,812 
Total              19,757,642 
                 
Electronics 1.41%                
Applied Materials, Inc.  4.35%  4/1/2047   2,370    2,662,923 
Corning, Inc.  4.375%  11/15/2057   2,595    2,585,459 
Nokia OYJ (Finland)(d)  4.375%  6/12/2027   928    919,648 
NVIDIA Corp.  3.20%  9/16/2026   2,872    2,885,187 
Qorvo, Inc.  7.00%  12/1/2025   2,479    2,779,579 
Trimble, Inc.  4.75%  12/1/2024   3,132    3,384,274 
Xilinx, Inc.  2.95%  6/1/2024   1,345    1,337,468 
Total              16,554,538 
                 
Energy: Exploration & Production 5.44%                
Alta Mesa Holdings LP/Alta Mesa Finance Services Corp.  7.875%  12/15/2024   1,563    1,721,254 
Anadarko Petroleum Corp.  6.60%  3/15/2046   1,740    2,244,384 
Bill Barrett Corp.  7.00%  10/15/2022   1,042    1,066,748 
Bill Barrett Corp.  8.75%  6/15/2025   548    608,280 
California Resources Corp.  8.00%  12/15/2022   1,484    1,229,865 
Carrizo Oil & Gas, Inc.  6.25%  4/15/2023   1,916    1,997,430 
Centennial Resource Production LLC  5.375%  1/15/2026   1,155    1,179,544 
CNX Resources Corp.  8.00%  4/1/2023   1,091    1,172,280 
CNX Resources Corp.  5.875%  4/15/2022   740    759,425 
Concho Resources, Inc.  4.875%  10/1/2047   2,658    2,915,919 
Continental Resources, Inc.  3.80%  6/1/2024   3,564    3,537,270 
Continental Resources, Inc.  4.50%  4/15/2023   4,919    5,029,677 
Eclipse Resources Corp.  8.875%  7/15/2023   1,322    1,363,312 
Endeavor Energy Resources LP/EER Finance, Inc.  5.50%  1/30/2026   849    865,980 
EP Energy LLC/Everest Acquisition Finance, Inc.  8.00%  11/29/2024   1,138    1,180,675 
EP Energy LLC/Everest Acquisition Finance, Inc.  8.00%  2/15/2025   437    321,195 
Gulfport Energy Corp.  6.00%  10/15/2024   259    260,295 
Gulfport Energy Corp.  6.375%  5/15/2025   327    329,861 

 

  See Notes to Financial Statements. 23
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Energy: Exploration & Production (continued)                
Gulfport Energy Corp.  6.375%  1/15/2026  $658   $664,580 
Halcon Resources Corp.  6.75%  2/15/2025   1,097    1,146,365 
Hilcorp Energy I LP/Hilcorp Finance Co.  5.00%  12/1/2024   2,553    2,540,235 
Jonah Energy LLC/Jonah Energy Finance Corp.  7.25%  10/15/2025   1,853    1,869,214 
Kosmos Energy Ltd.  7.875%  8/1/2021   1,175    1,207,313 
MEG Energy Corp. (Canada)†(d)  6.375%  1/30/2023   1,661    1,420,155 
MEG Energy Corp. (Canada)†(d)  6.50%  1/15/2025   1,354    1,342,153 
MEG Energy Corp. (Canada)†(d)  7.00%  3/31/2024   3,196    2,712,605 
Murphy Oil Corp.  6.875%  8/15/2024   517    553,190 
Newfield Exploration Co.  5.625%  7/1/2024   3,041    3,284,280 
Oasis Petroleum, Inc.  6.875%  3/15/2022   1,100    1,131,625 
PT Saka Energi Indonesia (Indonesia)†(d)  4.45%  5/5/2024   948    964,259 
Range Resources Corp.  4.875%  5/15/2025   2,379    2,307,630 
Range Resources Corp.  5.875%  7/1/2022   726    744,150 
Sanchez Energy Corp.  6.125%  1/15/2023   2,564    2,185,810 
SM Energy Co.  6.50%  1/1/2023   1,867    1,913,675 
Southwestern Energy Co.  7.75%  10/1/2027   1,714    1,831,837 
SRC Energy, Inc.  6.25%  12/1/2025   1,455    1,495,012 
Texaco Capital, Inc.  8.625%  11/15/2031   1,223    1,881,577 
Ultra Resources, Inc.  7.125%  4/15/2025   918    919,148 
WPX Energy, Inc.  6.00%  1/15/2022   1,242    1,304,100 
YPF SA (Argentina)†(d)  6.95%  7/21/2027   1,361    1,448,104 
YPF SA (Argentina)†(d)  7.00%  12/15/2047   1,180    1,172,330 
Total              63,822,741 
                 
Food & Drug Retailers 0.10%                
Ingles Markets, Inc.  5.75%  6/15/2023   1,158    1,178,265 
                 
Food: Wholesale 1.08%                
Arcor SAIC (Argentina)†(d)  6.00%  7/6/2023   890    946,738 
Chobani LLC/Chobani Finance Corp., Inc.  7.50%  4/15/2025   1,312    1,395,640 
Cosan Luxembourg SA (Luxembourg)†(d)  7.00%  1/20/2027   1,664    1,797,120 
Kernel Holding SA (Ukraine)†(d)  8.75%  1/31/2022   1,185    1,308,117 
Lamb Weston Holdings, Inc.  4.625%  11/1/2024   1,299    1,344,465 
McCormick & Co., Inc.  4.20%  8/15/2047   613    647,979 
MHP SE (Ukraine)†(d)  7.75%  5/10/2024   1,597    1,734,981 
Pilgrim’s Pride Corp.  5.875%  9/30/2027   1,148    1,185,310 
Post Holdings, Inc.  5.75%  3/1/2027   1,235    1,259,700 
Simmons Foods, Inc.  5.75%  11/1/2024   1,095    1,086,787 
Total              12,706,837 

 

24 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Foreign Sovereign 0.14%                
Instituto Costarricense de Electricidad (Costa Rica)†(d)  6.375%  5/15/2043  $1,801   $1,669,563 
                 
Forestry/Paper 0.55%                
Klabin Finance SA (Luxembourg)†(d)  4.875%  9/19/2027   1,313    1,299,214 
Norbord, Inc. (Canada)†(d)  6.25%  4/15/2023   1,991    2,182,634 
Rayonier AM Products, Inc.  5.50%  6/1/2024   1,145    1,146,431 
Rayonier, Inc.  3.75%  4/1/2022   1,262    1,278,682 
West Fraser Timber Co. Ltd. (Canada)†(d)  4.35%  10/15/2024   600    590,622 
Total              6,497,583 
                 
Gaming 1.62%                
CRC Escrow Issuer LLC/CRC Finco, Inc.  5.25%  10/15/2025   2,286    2,315,261 
Eldorado Resorts, Inc.  6.00%  4/1/2025   552    579,600 
Everi Payments, Inc.  7.50%  12/15/2025   1,494    1,484,662 
GLP Capital LP/GLP Financing II, Inc.  5.375%  4/15/2026   704    756,800 
International Game Technology plc  6.50%  2/15/2025   593    665,643 
Jacobs Entertainment, Inc.  7.875%  2/1/2024   1,033    1,107,892 
MGM Growth Properties Operating Partnership LP/MGP Finance Co-Issuer, Inc.  5.625%  5/1/2024   544    582,080 
MGM Resorts International  6.00%  3/15/2023   3,631    3,930,557 
MGM Resorts International  7.75%  3/15/2022   416    475,280 
Mohegan Gaming & Entertainment  7.875%  10/15/2024   2,065    2,124,369 
Penn National Gaming, Inc.  5.625%  1/15/2027   1,226    1,275,040 
River Rock Entertainment Authority(l)  9.00%  11/1/2018   431    104,518 
Scientific Games International, Inc.  10.00%  12/1/2022   1,460    1,607,825 
Station Casinos LLC  5.00%  10/1/2025   1,110    1,118,325 
Wynn Macau Ltd. (Macau)†(d)  5.50%  10/1/2027   823    834,316 
Total              18,962,168 
                 
Gas Distribution 1.74%                
Andeavor Logistics LP/Tesoro Logistics Finance Corp.  6.25%  10/15/2022   398    422,764 
Blue Racer Midstream LLC/Blue Racer Finance Corp.  6.125%  11/15/2022   1,057    1,104,565 
Cheniere Corpus Christi Holdings LLC  5.125%  6/30/2027   1,162    1,204,878 
Cheniere Corpus Christi Holdings LLC  5.875%  3/31/2025   1,059    1,149,677 
Cheniere Corpus Christi Holdings LLC  7.00%  6/30/2024   1,017    1,159,380 
Dominion Energy Gas Holdings LLC  3.60%  12/15/2024   1,175    1,202,093 
Energy Transfer Equity LP  5.875%  1/15/2024   347    366,085 
Florida Gas Transmission Co. LLC  4.35%  7/15/2025   1,895    2,026,737 

 

  See Notes to Financial Statements. 25
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Gas Distribution (continued)                
IFM US Colonial Pipeline 2 LLC  6.45%  5/1/2021  $1,400   $1,537,124 
LBC Tank Terminals Holding Netherlands BV (Belgium)†(d)  6.875%  5/15/2023   1,419    1,484,629 
National Fuel Gas Co.  3.95%  9/15/2027   1,975    1,970,497 
NGPL PipeCo LLC  4.875%  8/15/2027   1,339    1,394,234 
Rockies Express Pipeline LLC  5.625%  4/15/2020   1,600    1,684,000 
Rockies Express Pipeline LLC  6.875%  4/15/2040   1,360    1,536,800 
Southern Star Central Corp.  5.125%  7/15/2022   1,145    1,190,800 
Williams Cos., Inc. (The)  3.70%  1/15/2023   543    543,000 
Williams Cos., Inc. (The)  4.55%  6/24/2024   457    476,422 
Total              20,453,685 
                 
Health Facilities 1.97%                
Ascension Health  3.945%  11/15/2046   1,017    1,077,133 
CHS/Community Health Systems, Inc.  8.00%  11/15/2019   1,203    1,025,557 
Dignity Health  3.812%  11/1/2024   675    697,389 
HCA, Inc.  5.25%  4/15/2025   1,612    1,708,720 
HCA, Inc.  5.25%  6/15/2026   763    810,687 
HCA, Inc.  5.50%  6/15/2047   1,683    1,683,000 
HCA, Inc.  5.875%  3/15/2022   1,715    1,839,337 
HCA, Inc.  7.05%  12/1/2027   390    430,950 
HCA, Inc.  7.50%  2/15/2022   2,467    2,781,542 
HCA, Inc.  7.58%  9/15/2025   552    634,800 
HCA, Inc.  7.69%  6/15/2025   1,240    1,410,500 
HCA, Inc.  8.36%  4/15/2024   261    309,938 
Kindred Healthcare, Inc.  8.75%  1/15/2023   1,190    1,267,350 
Memorial Sloan-Kettering Cancer Center  4.20%  7/1/2055   2,978    3,225,668 
New York & Presbyterian Hospital (The)  4.063%  8/1/2056   1,770    1,862,635 
NYU Hospitals Center  4.368%  7/1/2047   1,191    1,285,286 
RegionalCare Hospital Partners Holdings, Inc.  8.25%  5/1/2023   1,034    1,096,040 
Total              23,146,532 
                 
Health Services 0.81%                
ASP AMC Merger Sub, Inc.  8.00%  5/15/2025   1,405    1,355,825 
inVentiv Group Holdings, Inc./inVentiv Health, Inc./inVentiv Health Clinical, Inc.  7.50%  10/1/2024   596    646,660 
Jaguar Holding Co. II/Pharmaceutical Product Development LLC  6.375%  8/1/2023   1,109    1,122,863 
MPH Acquisition Holdings LLC  7.125%  6/1/2024   1,034    1,103,795 
Polaris Intermediate Corp. PIK 8.5%  8.50%  12/1/2022   1,603    1,667,120 

 

26 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Health Services (continued)                
Sterigenics-Nordion Holdings LLC  6.50%  5/15/2023  $1,483   $1,549,735 
West Street Merger Sub, Inc.  6.375%  9/1/2025   2,006    2,021,045 
Total              9,467,043 
                 
Hotels 0.30%                
ESH Hospitality, Inc.  5.25%  5/1/2025   1,095    1,108,688 
Hilton Domestic Operating Co., Inc.  4.25%  9/1/2024   1,254    1,269,675 
Hilton Grand Vacations Borrower LLC/Hilton                
Grand Vacations Borrower, Inc.  6.125%  12/1/2024   1,070    1,172,987 
Total              3,551,350 
                 
Insurance Brokerage 0.30%                
Alliant Holdings Intermediate LLC/Alliant                
Holdings Co-Issuer  8.25%  8/1/2023   1,639    1,725,048 
Farmers Insurance Exchange   4.747%
(3 Mo. LIBOR + 3.23%
)#(k) 11/1/2057   1,750    1,759,275 
Total              3,484,323 
                 
Insurance-Reinsurance 0.36%                
Berkshire Hathaway, Inc.  2.75%  3/15/2023   907    913,436 
Berkshire Hathaway, Inc.  3.125%  3/15/2026   907    917,988 
Validus Holdings Ltd.  8.875%  1/26/2040   1,581    2,342,725 
Total              4,174,149 
                 
Integrated Energy 1.26%                
Cenovus Energy, Inc. (Canada)(d)  6.75%  11/15/2039   2,678    3,244,944 
Exxon Mobil Corp.  3.043%  3/1/2026   2,101    2,135,138 
Hess Corp.  4.30%  4/1/2027   552    554,225 
Hess Corp.  5.80%  4/1/2047   602    671,814 
Petrobras Global Finance BV (Netherlands)(d)  5.625%  5/20/2043   2,500    2,243,475 
Petrobras Global Finance BV (Netherlands)(d)  7.375%  1/17/2027   1,200    1,323,600 
Petroleos Mexicanos (Mexico)(d)  5.50%  6/27/2044   1,275    1,176,137 
Shell International Finance BV (Netherlands)(d)  6.375%  12/15/2038   2,473    3,451,922 
Total              14,801,255 
                 
Investments & Miscellaneous Financial Services 1.54%                
Cboe Global Markets, Inc.  3.65%  1/12/2027   874    901,635 
FMR LLC  5.35%  11/15/2021   800    873,182 
GrupoSura Finance SA  5.50%  4/29/2026   1,015    1,102,544 
Moody’s Corp.  3.25%  1/15/2028   2,326    2,303,658 
MSCI, Inc.  5.75%  8/15/2025   1,338    1,443,368 

 

  See Notes to Financial Statements. 27
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Investments & Miscellaneous Financial Services (continued)                
Neuberger Berman Group LLC/Neuberger Berman Finance Corp.  4.50%  3/15/2027  $1,938   $2,041,595 
Neuberger Berman Group LLC/Neuberger Berman Finance Corp.  4.875%  4/15/2045   4,097    4,189,989 
OM Asset Management plc (United Kingdom)(d)  4.80%  7/27/2026   1,571    1,629,031 
S&P Global, Inc.  6.55%  11/15/2037   1,391    1,868,328 
Unifin Financiera SAB de CV SOFOM ENR (Mexico)†(d)  7.25%  9/27/2023   1,100    1,156,155 
VFH Parent LLC/Orchestra Co-Issuer, Inc.  6.75%  6/15/2022   550    580,250 
Total              18,089,735 
                 
Life Insurance 0.73%                
Lincoln National Corp.  3.625%  12/12/2026   1,176    1,201,957 
Northwestern Mutual Life Insurance Co. (The)  3.85%  9/30/2047   2,206    2,240,051 
Nuveen Finance LLC  4.125%  11/1/2024   1,453    1,535,382 
Teachers Insurance & Annuity Association of America  4.27%  5/15/2047   1,889    2,000,878 
Teachers Insurance & Annuity Association of America  4.90%  9/15/2044   1,424    1,631,283 
Total              8,609,551 
                 
Machinery 0.09%                
Xylem, Inc.  3.25%  11/1/2026   1,004    1,000,345 
                 
Managed Care 0.91%                
Anthem, Inc.  3.65%  12/1/2027   1,434    1,464,245 
Centene Corp.  4.75%  1/15/2025   1,797    1,832,940 
Centene Corp.  6.125%  2/15/2024   2,044    2,166,640 
Kaiser Foundation Hospitals  4.15%  5/1/2047   2,048    2,216,549 
WellCare Health Plans, Inc.  5.25%  4/1/2025   2,829    2,991,667 
Total              10,672,041 
                 
Media: Content 1.17%                
Activision Blizzard, Inc.  3.40%  9/15/2026   1,101    1,116,001 
AMC Networks, Inc.  4.75%  8/1/2025   1,741    1,730,119 
Gray Television, Inc.  5.125%  10/15/2024   151    151,000 
Gray Television, Inc.  5.875%  7/15/2026   481    494,227 
iHeartCommunications, Inc.  9.00%  3/1/2021   3,492    2,514,240 
Netflix, Inc.  4.375%  11/15/2026   1,705    1,675,162 
Netflix, Inc.  4.875%  4/15/2028   1,307    1,282,494 
Netflix, Inc.  5.875%  2/15/2025   1,661    1,768,965 

 

28 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Media: Content (continued)                
Sirius XM Radio, Inc.  5.00%  8/1/2027  $1,792   $1,805,440 
Sirius XM Radio, Inc.  6.00%  7/15/2024   1,075    1,139,500 
Total              13,677,148 
                 
Media: Diversified 0.25%                
21st Century Fox America, Inc.  4.75%  11/15/2046   2,576    2,991,453 
                 
Medical Products 0.66%                
Boston Scientific Corp.  7.00%  11/15/2035   1,785    2,312,104 
Fresenius Medical Care US Finance II, Inc.  4.75%  10/15/2024   1,613    1,722,790 
Ortho-Clinical Diagnostics, Inc./Ortho-Clinical Diagnostics SA  6.625%  5/15/2022   2,325    2,348,250 
Stryker Corp.  4.625%  3/15/2046   644    733,662 
Teleflex, Inc.  4.625%  11/15/2027   641    648,885 
Total              7,765,691 
                 
Metals/Mining (Excluding Steel) 4.16%                
Alcoa Nederland Holding BV (Netherlands)†(d)  6.75%  9/30/2024   2,477    2,712,315 
Aleris International, Inc.  9.50%  4/1/2021   1,184    1,255,040 
Alliance Resource Operating Partners LP/Alliance Resource Finance Corp.  7.50%  5/1/2025   1,363    1,453,299 
Anglo American Capital plc (United Kingdom)†(d)  4.00%  9/11/2027   1,321    1,313,881 
Anglo American Capital plc (United Kingdom)†(d)  4.75%  4/10/2027   2,386    2,500,297 
Cleveland-Cliffs, Inc.  5.75%  3/1/2025   2,458    2,353,535 
Corp. Nacional del Cobre de Chile (Chile)†(d)  4.50%  8/1/2047   910    981,581 
First Quantum Minerals Ltd. (Canada)†(d)  7.25%  4/1/2023   1,150    1,242,000 
Freeport-McMoRan, Inc.  3.55%  3/1/2022   4,670    4,629,137 
Freeport-McMoRan, Inc.  3.875%  3/15/2023   4,941    4,941,000 
Glencore Funding LLC  4.00%  3/27/2027   1,958    1,969,009 
Grinding Media, Inc./Moly-Cop AltaSteel Ltd.  7.375%  12/15/2023   686    738,273 
Hudbay Minerals, Inc. (Canada)†(d)  7.25%  1/15/2023   1,039    1,106,535 
Imperial Metals Corp. (Canada)†(d)  7.00%  3/15/2019   1,037    979,965 
Indika Energy Capital III Pte Ltd. (Singapore)†(d)  5.875%  11/9/2024   1,182    1,186,401 
Indo Energy Finance II BV (Netherlands)†(d)  6.375%  1/24/2023   1,408    1,450,467 
Kinross Gold Corp. (Canada)(d)  5.125%  9/1/2021   1,175    1,230,812 
Kinross Gold Corp. (Canada)(d)  5.95%  3/15/2024   1,322    1,455,852 
Lundin Mining Corp. (Canada)†(d)  7.875%  11/1/2022   964    1,036,300 
Mirabela Nickel Ltd. (Australia)(d)(l)  1.00%  9/10/2044   15    2(m)
New Gold, Inc. (Canada)†(d)  6.375%  5/15/2025   481    511,063 
Novelis Corp.  5.875%  9/30/2026   1,000    1,022,500 

 

  See Notes to Financial Statements. 29
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Metals/Mining (Excluding Steel) (continued)                
Novelis Corp.  6.25%  8/15/2024  $974   $1,022,700 
Peabody Energy Corp.  6.00%  3/31/2022   1,099    1,144,334 
Peabody Energy Corp.  6.375%  3/31/2025   2,810    2,932,937 
Peabody Energy Corp.(l)  10.00%  3/15/2022   1,310    131(m)
Rain CII Carbon LLC/CII Carbon Corp.  7.25%  4/1/2025   2,127    2,321,089 
Rain CII Carbon LLC/CII Carbon Corp.†(c)  8.50%  1/15/2021  EUR475    586,855 
Samarco Mineracao SA (Brazil)†(d)(l)  4.125%  11/1/2022  $1,620    1,109,700 
Teck Resources Ltd. (Canada)†(d)  8.50%  6/1/2024   1,169    1,323,892 
Vedanta Resources plc (India)†(d)  6.125%  8/9/2024   2,272    2,323,938 
Total              48,834,840 
                 
Monoline Insurance 0.35%                
Acrisure LLC/Acrisure Finance, Inc.  7.00%  11/15/2025   2,449    2,366,371 
Fidelity National Financial, Inc.  5.50%  9/1/2022   406    448,313 
MGIC Investment Corp.  5.75%  8/15/2023   1,204    1,319,885 
Total              4,134,569 
                 
Multi-Line Insurance 0.15%                
American International Group, Inc.  4.70%  7/10/2035   1,576    1,747,084 
                 
Non-Electric Utilities 0.12%                
Brooklyn Union Gas Co. (The)  3.407%  3/10/2026   1,368    1,397,343 
                 
Oil Field Equipment & Services 1.60%                
Abu Dhabi Crude Oil Pipeline LLC (United Arab Emirates)†(d)  4.60%  11/2/2047   2,329    2,401,828 
Ensco plc (United kingdom)(d)  4.50%  10/1/2024   1,035    874,575 
Ensco plc (United kingdom)(d)  5.20%  3/15/2025   1,368    1,169,640 
Eterna Capital Pte Ltd. PIK 6.00% (Singapore)(d)  6.00%  12/11/2022   70    73,541(b)
Eterna Capital Pte Ltd. PIK 8.00% (Singapore)(d)  8.00%  12/11/2022   252    243,549(b)
Forum Energy Technologies, Inc.  6.25%  10/1/2021   1,300    1,309,750 
National Oilwell Varco, Inc.  3.95%  12/1/2042   2,614    2,321,090 
Precision Drilling Corp. (Canada)(d)  5.25%  11/15/2024   1,804    1,709,290 
Precision Drilling Corp. (Canada)(d)  6.50%  12/15/2021   182    186,322 
Precision Drilling Corp. (Canada)(d)  7.75%  12/15/2023   553    583,415 
Rowan Cos., Inc.  4.75%  1/15/2024   1,114    985,890 
Rowan Cos., Inc.  7.375%  6/15/2025   553    567,516 
Transocean Phoenix 2 Ltd.  7.75%  10/15/2024   921    1,011,619 
Transocean Proteus Ltd.  6.25%  12/1/2024   899    946,303 

 

30 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Oil Field Equipment & Services (continued)                
Transocean, Inc.  7.50%  1/15/2026  $1,992   $2,044,888 
Unit Corp.  6.625%  5/15/2021   1,136    1,150,200 
Weatherford International Ltd.  9.875%  2/15/2024   1,071    1,143,292 
Total              18,722,708 
                 
Oil Refining & Marketing 0.65%                
Andeavor  4.50%  4/1/2048   1,092    1,107,899 
Citgo Holding, Inc.  10.75%  2/15/2020   1,985    2,138,838 
HollyFrontier Corp.  5.875%  4/1/2026   876    976,012 
Marathon Petroleum Corp.  4.75%  9/15/2044   1,042    1,091,926 
Raizen Fuels Finance SA (Luxembourg)†(d)  5.30%  1/20/2027   1,051    1,102,289 
Tupras Turkiye Petrol Rafinerileri AS (Turkey)†(d)  4.50%  10/18/2024   1,168    1,156,537 
Total              7,573,501 
                 
Packaging 0.87%                
BWAY Holding Co.  7.25%  4/15/2025   3,369    3,486,915 
Crown Cork & Seal Co., Inc.  7.375%  12/15/2026   1,295    1,515,150 
Pactiv LLC  7.95%  12/15/2025   1,152    1,310,400 
Plastipak Holdings, Inc.  6.25%  10/15/2025   1,732    1,788,290 
Sealed Air Corp.  6.875%  7/15/2033   1,850    2,159,875 
Total              10,260,630 
                 
Personal & Household Products 0.53%                
FGI Operating Co. LLC/FGI Finance, Inc.  7.875%  5/1/2020   1,582    359,905 
Gibson Brands, Inc.  8.875%  8/1/2018   1,725    1,457,625 
Mattel, Inc.  2.35%  8/15/2021   2,885    2,584,787 
Mattel, Inc.  6.75%  12/31/2025   839    852,382 
SC Johnson & Son, Inc.  4.75%  10/15/2046   805    942,520 
Total              6,197,219 
                 
Pharmaceuticals 1.11%                
Johnson & Johnson  2.90%  1/15/2028   4,318    4,328,561 
Pfizer, Inc.  5.60%  9/15/2040   1,578    2,058,076 
Valeant Pharmaceuticals International, Inc.  5.625%  12/1/2021   2,885    2,830,906 
Valeant Pharmaceuticals International, Inc.  7.00%  3/15/2024   1,332    1,428,570 
Valeant Pharmaceuticals International, Inc.  7.50%  7/15/2021   1,451    1,481,834 
Zoetis, Inc.  3.95%  9/12/2047   889    909,619 
Total              13,037,566 

 

  See Notes to Financial Statements. 31
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Property & Casualty 0.33%                
Allstate Corp. (The)  4.20%  12/15/2046  $1,244   $1,361,815 
Arch Capital Finance LLC  4.011%  12/15/2026   1,507    1,571,430 
Chubb INA Holdings, Inc.  3.35%  5/3/2026   876    894,722 
Total              3,827,967 
                 
Rail 0.39%                
Central Japan Railway Co. (Japan)†(d)  4.25%  11/24/2045   1,524    1,691,519 
Rumo Luxembourg Sarl (Luxembourg)†(d)  7.375%  2/9/2024   1,659    1,789,397 
Watco Cos. LLC/Watco Finance Corp.  6.375%  4/1/2023   1,072    1,114,880 
Total              4,595,796 
                 
Real Estate Development & Management 0.23%                
Country Garden Holdings Co. Ltd. (China)(d)  4.75%  9/28/2023   1,076    1,071,535 
Kaisa Group Holdings Ltd. (China)(d)  9.375%  6/30/2024   1,663    1,624,837 
Total              2,696,372 
                 
Real Estate Investment Trusts 0.64%                
Alexandria Real Estate Equities, Inc.  3.95%  1/15/2028   1,627    1,664,200 
Digital Realty Trust LP  3.70%  8/15/2027   1,132    1,142,195 
Digital Realty Trust LP  4.75%  10/1/2025   989    1,076,669 
Goodman US Finance Four LLC  4.50%  10/15/2037   1,137    1,178,002 
Goodman US Finance Three LLC  3.70%  3/15/2028   769    764,454 
VEREIT Operating Partnership LP  3.95%  8/15/2027   1,748    1,730,946 
Total              7,556,466 
                 
Real Estate Management & Development 0.22%                
Ontario Teachers’ Cadillac Fairview Properties Trust (Canada)†(d)  3.875%  3/20/2027   2,539    2,597,938 
                 
Recreation & Travel 0.83%                
Cedar Fair LP/Canada’s Wonderland Co./Magnum Management Corp./Millennium Op  5.375%  4/15/2027   1,144    1,204,060 
LTF Merger Sub, Inc.  8.50%  6/15/2023   591    628,676 
Royal Caribbean Cruises Ltd.  3.70%  3/15/2028   1,186    1,177,346 
Royal Caribbean Cruises Ltd.  7.50%  10/15/2027   2,950    3,812,314 
Silversea Cruise Finance Ltd.  7.25%  2/1/2025   1,587    1,717,928 
Viking Cruises Ltd.  5.875%  9/15/2027   1,144    1,166,880 
Total              9,707,204 
                 
Restaurants 0.73%                
Arcos Dorados Holdings, Inc. (Uruguay)†(d)  5.875%  4/4/2027   1,199    1,270,532 
Arcos Dorados Holdings, Inc. (Uruguay)†(d)  6.625%  9/27/2023   880    986,269 

 

32 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Restaurants (continued)                
KFC Holding Co./Pizza Hut Holdings LLC/Taco Bell of America LLC  4.75%  6/1/2027  $762   $781,050 
KFC Holding Co./Pizza Hut Holdings LLC/Taco Bell of America LLC  5.00%  6/1/2024   1,610    1,664,338 
McDonald’s Corp.  3.70%  1/30/2026   2,699    2,817,474 
Seminole Hard Rock Entertainment, Inc./Seminole Hard Rock International LLC  5.875%  5/15/2021   975    994,500 
Total              8,514,163 
                 
Software/Services 2.58%                
Alibaba Group Holding Ltd. (China)(d)  3.125%  11/28/2021   2,150    2,178,966 
Alibaba Group Holding Ltd. (China)(d)  4.20%  12/6/2047   426    444,260 
Alibaba Group Holding Ltd. (China)(d)  4.40%  12/6/2057   747    779,591 
Autodesk, Inc.  3.50%  6/15/2027   2,322    2,281,581 
Citrix Systems, Inc.  4.50%  12/1/2027   1,722    1,750,561 
First Data Corp.  5.75%  1/15/2024   2,996    3,122,581 
j2 Cloud Services LLC/j2 Global Co-Obligor, Inc.  6.00%  7/15/2025   1,095    1,157,962 
Match Group, Inc.  5.00%  12/15/2027   1,154    1,174,195 
Microsoft Corp.  3.30%  2/6/2027   2,122    2,190,742 
Microsoft Corp.  4.00%  2/12/2055   3,817    4,091,147 
Oracle Corp.  4.375%  5/15/2055   2,565    2,872,160 
Rackspace Hosting, Inc.  8.625%  11/15/2024   1,065    1,139,550 
Solera LLC/Solera Finance, Inc.  10.50%  3/1/2024   1,010    1,141,280 
Sophia LP/Sophia Finance, Inc.  9.00%  9/30/2023   700    743,750 
VeriSign, Inc.  4.625%  5/1/2023   872    899,250 
VeriSign, Inc.  5.25%  4/1/2025   1,593    1,742,344 
Visa, Inc.  3.15%  12/14/2025   477    488,012 
VMware, Inc.  3.90%  8/21/2027   2,091    2,114,345 
Total              30,312,277 
                 
Specialty Retail 0.76%                
Alimentation Couche-Tard, Inc. (Canada)†(d)  4.50%  7/26/2047   1,095    1,143,310 
Brookstone Holdings Corp. PIK 10.00%  10.00%  7/7/2021   44    2,409(b)
Claire’s Stores, Inc.  9.00%  3/15/2019   1,464    962,580 
Hot Topic, Inc.  9.25%  6/15/2021   1,564    1,493,620 
Midas Intermediate Holdco II LLC/Midas Intermediate Holdco II Finance, Inc.  7.875%  10/1/2022   1,475    1,493,438 
Rent-A-Center, Inc.  4.75%  5/1/2021   960    912,000 
Tapestry, Inc.  4.125%  7/15/2027   1,682    1,697,562 
Tiffany & Co.  4.90%  10/1/2044   1,133    1,146,934 

 

  See Notes to Financial Statements. 33
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Specialty Retail (continued)                
VF Corp.  6.00%  10/15/2033  $8   $10,037 
Total              8,861,890 
                 
Steel Producers/Products 0.51%                
Allegheny Technologies, Inc.  5.95%  1/15/2021   235    240,875 
Allegheny Technologies, Inc.  7.875%  8/15/2023   849    918,508 
ArcelorMittal (Luxembourg)(d)  6.125%  6/1/2025   2,346    2,712,562 
Joseph T Ryerson & Son, Inc.  11.00%  5/15/2022   815    913,819 
Steel Dynamics, Inc.  4.125%  9/15/2025   604    610,040 
Steel Dynamics, Inc.  5.00%  12/15/2026   502    532,120 
Total              5,927,924 
                 
Support: Services 2.70%                
AECOM  5.125%  3/15/2027   1,418    1,447,991 
AECOM  5.875%  10/15/2024   999    1,087,112 
Ahern Rentals, Inc.  7.375%  5/15/2023   1,190    1,124,550 
Ashtead Capital, Inc.  4.375%  8/15/2027   1,393    1,417,378 
BakerCorp International, Inc.  8.25%  6/1/2019   507    468,975 
BlueLine Rental Finance Corp./BlueLine Rental LLC  9.25%  3/15/2024   1,040    1,112,800 
Brand Industrial Services, Inc.  8.50%  7/15/2025   1,787    1,880,817 
Brink’s Co. (The)  4.625%  10/15/2027   1,509    1,482,592 
Cleveland Clinic Foundation (The)  4.858%  1/1/2114   1,100    1,239,624 
Cloud Crane LLC  10.125%  8/1/2024   990    1,118,700 
GW Honos Security Corp. (Canada)†(d)  8.75%  5/15/2025   1,182    1,273,605 
H&E Equipment Services, Inc.  5.625%  9/1/2025   1,122    1,175,295 
IHS Markit Ltd. (United kingdom)†(d)  4.00%  3/1/2026   1,698    1,704,367 
Jurassic Holdings III, Inc.  6.875%  2/15/2021   1,467    1,254,285 
Marble II Pte Ltd. (Singapore)†(d)  5.30%  6/20/2022   2,199    2,235,816 
Metropolitan Museum of Art (The)  3.40%  7/1/2045   1,350    1,304,740 
Monitronics International, Inc.  9.125%  4/1/2020   1,185    989,475 
Prime Security Services Borrower LLC/Prime Finance, Inc.  9.25%  5/15/2023   1,601    1,781,112 
Ritchie Bros Auctioneers, Inc. (Canada)†(d)  5.375%  1/15/2025   1,130    1,169,550 
Sotheby’s  5.25%  10/1/2022   837    863,366 
United Rentals North America, Inc.  4.625%  10/15/2025   1,138    1,149,380 
United Rentals North America, Inc.  4.875%  1/15/2028   1,328    1,337,960 
United Rentals North America, Inc.  5.875%  9/15/2026   755    810,681 
Weight Watchers International, Inc.  8.625%  12/1/2025   2,134    2,235,365 
Total              31,665,536 

 

34 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Technology Hardware & Equipment 0.81%                
CDW LLC/CDW Finance Corp.  5.50%  12/1/2024  $1,425   $1,556,813 
Dell International LLC/EMC Corp.  6.02%  6/15/2026   2,552    2,817,805 
Dell International LLC/EMC Corp.  7.125%  6/15/2024   3,055    3,345,964 
Western Digital Corp.  10.50%  4/1/2024   1,489    1,729,101 
Total              9,449,683 
                 
Telecommunications: Satellite 0.40%                
Intelsat Connect Finance SA (Luxembourg)†(d)  12.50%  4/1/2022   1,225    1,078,000 
Intelsat Jackson Holdings SA (Luxembourg)(d)  7.25%  10/15/2020   1,719    1,624,455 
Intelsat Jackson Holdings SA (Luxembourg)(d)  7.50%  4/1/2021   2,183    1,997,445 
Total              4,699,900 
                 
Telecommunications: Wireless 1.31%                
GTH Finance BV (Netherlands)†(d)  7.25%  4/26/2023   1,939    2,184,051 
SBA Communications Corp.  4.875%  9/1/2024   663    682,890 
Sprint Corp.  7.625%  2/15/2025   3,410    3,580,500 
Sprint Corp.  7.875%  9/15/2023   1,686    1,799,805 
T-Mobile USA, Inc.  6.375%  3/1/2025   2,386    2,558,985 
T-Mobile USA, Inc.  6.50%  1/15/2026   4,228    4,624,375 
Total              15,430,606 
                 
Telecommunications: Wireline Integrated & Services 1.17%                
Equinix, Inc.  5.875%  1/15/2026   4,621    4,973,351 
GCI, Inc.  6.875%  4/15/2025   1,480    1,583,600 
IHS Netherlands Holdco BV (Netherlands)†(d)  9.50%  10/27/2021   1,050    1,133,333 
Uniti Group LP/Uniti Group Finance, Inc./CSL Capital LLC  8.25%  10/15/2023   1,578    1,526,715 
West Corp.  8.50%  10/15/2025   1,201    1,191,993 
Wind Tre SpA (Italy)†(d)  5.00%  1/20/2026   2,186    2,089,816 
WTT Investment Ltd. (Hong Kong)†(d)  5.50%  11/21/2022   1,168    1,191,088 
Total              13,689,896 
                 
Transportation: Infrastructure/Services 0.79%                
Adani Ports & Special Economic Zone Ltd. (India)†(d)  4.00%  7/30/2027   1,579    1,569,425 
Aeropuertos Dominicanos Siglo XXI SA (Dominican Republic)†(d)  6.75%  3/30/2029   1,200    1,318,500 
Autopistas del Sol SA (Costa Rica)†(d)  7.375%  12/30/2030   1,418    1,516,917 
Autoridad del Canal de Panama (Panama)†(d)  4.95%  7/29/2035   1,000    1,118,750 
Delhi International Airport Ltd. (India)†(d)  6.125%  10/31/2026   1,706    1,816,890 
DP World Ltd. (United Arab Emirates)†(d)  6.85%  7/2/2037   1,030    1,270,539 
Stena AB (Sweden)†(d)  7.00%  2/1/2024   677    639,342 
Total              9,250,363 

 

  See Notes to Financial Statements. 35
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Trucking & Delivery 0.10%                
XPO CNW, Inc.  6.70%  5/1/2034  $1,155   $1,206,975 
Total High Yield Corporate Bonds (cost $781,005,212)              809,706,965 
                 
MUNICIPAL BONDS 4.29%                
                 
Air Transportation 0.09%                
Miami Dade Cnty, FL  3.982%  10/1/2041   970    993,930 
                 
Education 1.12%                
California St Univ  3.899%  11/1/2047   2,675    2,822,526 
Ohio Univ  5.59%  12/1/2114   1,000    1,201,300 
Permanent University Fund - Texas A&M University System  3.66%  7/1/2047   7,640    7,651,002 
Univ of California Bd of Regents  6.548%  5/15/2048   1,000    1,421,690 
Total              13,096,518 
                 
General Obligation 1.37%                
California  7.55%  4/1/2039   1,000    1,577,630 
Chicago Transit Auth, IL  6.899%  12/1/2040   1,000    1,358,760 
Chicago, IL  5.432%  1/1/2042   2,292    2,212,926 
Chicago, IL  6.314%  1/1/2044   2,167    2,315,244 
District of Columbia  5.591%  12/1/2034   1,445    1,789,286 
Honolulu City & Cnty, HI  5.418%  12/1/2027   740    876,944 
Los Angeles Unif Sch Dist, CA  5.75%  7/1/2034   1,000    1,277,910 
New York City  5.985%  12/1/2036   1,134    1,467,192 
Ohio St Univ  4.048%  12/1/2056   676    728,120 
Pennsylvania  5.45%  2/15/2030   1,336    1,583,494 
The Bd of Governors of the Univ of North Carolina  3.847%  12/1/2034   855    926,623 
Total              16,114,129 
                 
Government Guaranteed 0.05%                
City & County of San Francisco CA  5.45%  6/15/2025   460    535,284 
                 
Lease Obligation 0.06%                
Wisconsin  3.294%  5/1/2037   790    756,212 
                 
Miscellaneous 0.59%                
Dallas Convention Center Hotel Dev Corp., TX         1,960    2,668,834 
Pasadena Public Fing Auth         2,945    4,304,883 
Total              6,973,717 

 

36 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
Tax Revenue 0.65%                
Massachusetts Sch Bldg Auth  5.715%  8/15/2039  $2,220   $2,833,697 
Memphis-Shelby County Industrial Development Board, TN  7.00%  7/1/2045   1,225    1,303,633 
New York City Indl Dev Agy  11.00%  3/1/2029   2,585    3,523,225 
Total              7,660,555 
                 
Transportation: Infrastructure/Services 0.19%                
Chicago Transit Auth, IL  6.20%  12/1/2040   330    430,591 
Port of Seattle, WA  3.571%  5/1/2032   650    658,827 
Port of Seattle, WA  3.755%  5/1/2036   1,105    1,130,967 
Total              2,220,385 
                 
Utilities 0.17%                
San Antonio, TX  5.718%  2/1/2041   1,480    1,991,384 
Total Municipal Bonds (cost $48,577,067)              50,342,114 
                 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITY 0.38%                
Caesars Palace Las Vegas Trust 2017-VICI D
(cost $4,421,759)
  4.354%#(a) 10/15/2034   4,354    4,448,033 
                
   Dividend
Rate
     Shares
(000)
      
PREFERRED STOCK 0.03%                
                 
Energy: Exploration & Production                
Templar Energy LLC Units
(cost $387,546)
Zero Coupon      39    368,169 
Total Long-Term Investments (cost $1,111,815,731)             $1,165,909,767 

 

  See Notes to Financial Statements. 37
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
    Fair
Value
 
SHORT-TERM INVESTMENTS 1.40%                
                 
FOREIGN GOVERNMENT OBLIGATION 0.17%                
                 
Uruguay                
Uruguay Treasury Bill(c)
(cost $2,023,057)
Zero Coupon  5/4/2018  UYU58,901   $1,981,978 
                 
REPURCHASE AGREEMENT 1.23%                
                 
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $12,225,000 of U.S. Treasury Bond at 7.875% due 2/15/2021; value: $14,756,895; proceeds: $14,466,016 (cost $14,465,148)        $14,465    14,465,148 
Total Short-Term Investments (cost $16,488,205)              16,447,126 
Total Investments in Securities 100.78% (cost $1,128,303,936)              1,182,356,893 
Liabilities in Excess of Other Assets(n) (0.78%)              (9,135,662)
Net Assets 100.00%             $1,173,221,231 

 

AUD   Australian dollar.
CAD   Canadian dollar.
EUR   euro.
GBP   British pound.
JPY   Japanese yen.
UYU   Uruguayan Peso.
ADR   American Depositary Receipt.
BADLAR   Banco de la Republica Argentina.
LIBOR   London Interbank Offered Rate.
PIK   Payment-in-kind.
Units   More than one class of securities traded together.
  Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
#   Variable rate security. The interest rate represents the rate in effect at December 31, 2017.
*   Non-income producing security.
(a)   Interest rate is based on the weighted average interest rates of the underlying mortgages within the mortgage pool.
(b)   Level 3 Investment as described in Note 2(o) in the Notes to Financials. Security valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of such Level 3 investments.
(c)   Investment in non-U.S. dollar denominated securities.
(d)   Foreign security traded in U.S. dollars.
(e)   Amount is less than $1,000.
(f)   Floating Rate Loans in which the Fund invests generally pay interest at rates which are periodically re-determined at a margin above the London Interbank Offered Rate (“LIBOR”) or the prime rate offered by major U.S. banks. The rate(s) shown is the rate(s) in effect at December 31, 2017.
(g)   Interest rate to be determined.
(h)   Floating Rate Loans categorized as Level 3 are valued based on a single quotation obtained from a dealer. Accounting principles generally accepted in the United States of America do not require the Fund to create quantitative unobservable inputs that were not developed by the Fund. Therefore, the Fund does not have access to unobservable inputs and cannot disclose such inputs in the valuation.

 

38 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

(i)   To-be-announced (“TBA”). Security purchased on a forward commitment basis with an approximate principal and maturity date. Actual principal and maturity will be determined upon settlement when the specific mortgage pools are assigned.
(j)   Security is perpetual in nature and has no stated maturity.
(k)   Variable Rate is Fixed to Float: Rate remains fixed until designated future date.
(l)   Defaulted (non-income producing security).
(m)   Level 3 Investment as described in Note 2(o) in the Notes to Financials. Security fair valued by the Pricing Committee.
(n)   Liabilities in Excess of Other Assets include net unrealized appreciation/depreciation on open forward foreign currency exchange contracts, futures contracts and swaps as follows:

 

Centrally Cleared Credit Default Swaps on Indexes - Buy Protection at December 31, 2017(1):

 

Referenced
Index
  Central
Clearing party
  Fund
Pays
   Termination
Date
  Notional Amount   Notional
Value
   Payments
Upfront(2)
   Unrealized
Depreciation(3)
 
Markit CDX.
NA.IG.29(4)(5)
  Credit Suisse   1.00%   12/20/2022  $12,998,000   $13,307,723   $(265,992)  $(43,731)
Markit CDX.
NA.IG.28(4)(5)
  Credit Suisse   1.00%   6/20/2022   81,136,000    82,943,995    (1,298,219)   (509,776)
Markit CDX.
NA.EM.28(6)(7)
  Credit Suisse   1.00%   12/20/2022   39,101,670    38,750,011    1,497,815    (1,146,156)
              $133,235,670   $135,001,729   $(66,396)  $(1,699,663)

 

(1)   If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and make delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities.
(2)   Upfront payments received by Central Clearinghouse are presented net of amortization (See Note 2(m)).
(3)   Total unrealized appreciation on Credit Default Swaps on Indexes amounted to $0. Total unrealized depreciation on Credit Default Swaps on Indexes amounted to $1,699,663.
(4)   Central Clearinghouse: Chicago Mercantile Exchange (CME).
(5)   The Referenced Index is for Centrally Cleared Credit Default Swaps on Indexes, which is comprised of a basket of investment grade issuers.
(6)   Central Clearinghouse: Intercontinental Exchange (ICE).
(7)   The Referenced Index is for Credit Default Swaps on Indexes, which is comprised of a basket of emerging markets soverign Issuers. (See Note 2(m)).

 

  See Notes to Financial Statements. 39
 

Schedule of Investments (continued)

December 31, 2017

 

Open Forward Foreign Currency Exchange Contracts at December 31, 2017:

 

Forward
Foreign
Currency
Exchange
Contracts
  Transaction
Type
  Counterparty  Expiration
Date
  Foreign
Currency
   U.S. $
Cost on
Origination
Date
   U.S. $
Current
Value
   Unrealized
Appreciation
 
Danish krone  Buy  Barclays Bank plc  1/10/2018   2,166,000   $344,034   $349,244   $5,210 
Danish krone  Buy  J.P. Morgan  1/10/2018   2,189,000    348,532    352,953    4,421 
Danish krone  Buy  J.P. Morgan  1/10/2018   3,645,000    581,129    587,717    6,588 
euro  Buy  Barclays Bank plc  2/16/2018   263,000    311,440    316,360    4,920 
euro  Buy  Deutsche Bank AG  2/16/2018   782,000    927,940    940,661    12,721 
euro  Buy  Standard Chartered Bank  2/16/2018   295,000    349,698    354,853    5,155 
euro  Buy  State Street Bank and Trust  2/16/2018   780,000    925,771    938,255    12,484 
euro  Buy  UBS AG  2/16/2018   361,000    430,334    434,244    3,910 
Swiss franc  Buy  J.P. Morgan  1/5/2018   572,000    582,758    587,038    4,280 
Swiss franc  Buy  J.P. Morgan  1/5/2018   201,000    205,040    206,284    1,244 
Swiss franc  Buy  State Street Bank and Trust  1/5/2018   457,000    466,569    469,015    2,446 
British pound  Sell  State Street Bank and Trust  1/19/2018   258,941    350,135    349,787    348 
Swiss franc  Sell  Barclays Bank plc  1/5/2018   1,230,000    1,270,370    1,262,337    8,033 
Unrealized Appreciation on Forward Foreign Currency Exchange Contracts             $71,760 

 

 

40 See Notes to Financial Statements.

 

Schedule of Investments (continued)

December 31, 2017

 

Forward
Foreign
Currency
Exchange
Contracts
  Transaction
Type
  Counterparty  Expiration
Date
  Foreign
Currency
   U.S. $
Cost on
Origination
Date
   U.S. $
Current
Value
   Unrealized
Depreciation
 
British pound  Sell  J.P. Morgan  1/19/2018   616,000   $812,222   $832,117   $(19,895)
British pound   Sell  State Street Bank and Trust  1/19/2018   265,000    348,594    357,972    (9,378)
British pound   Sell  State Street Bank and Trust  1/19/2018   432,000    583,130    583,562    (432)
British pound   Sell  State Street Bank and Trust  1/19/2018   73,500    98,924    99,287    (363)
British pound   Sell  State Street Bank and Trust  1/19/2018   140,000    188,566    189,117    (551)
Danish krone  Sell  Barclays Bank plc  1/10/2018   8,000,000    1,268,174    1,289,915    (21,741)
euro  Sell  Barclays Bank plc  2/16/2018   391,000    468,618    470,330    (1,712)
euro   Sell  State Street Bank and Trust  2/16/2018   500,000    583,971    601,445    (17,474)
euro   Sell  State Street Bank and Trust  2/16/2018   13,900,000    16,455,822    16,720,181    (264,359)
euro   Sell  State Street Bank and Trust  2/16/2018   586,000    698,481    704,894    (6,413)
Japanese yen  Sell  Barclays Bank plc  1/26/2018   633,000,000    5,580,953    5,623,724    (42,771)
Japanese yen  Sell  J.P. Morgan  1/26/2018   26,272,000    232,749    233,407    (658)
Japanese yen  Sell  J.P. Morgan  1/26/2018   145,284,000    1,286,340    1,290,738    (4,398)
Japanese yen   Sell  State Street Bank and Trust  1/26/2018   39,648,000    350,291    352,242    (1,951)
Japanese yen   Sell  State Street Bank and Trust  1/26/2018   119,226,000    1,053,340    1,059,232    (5,892)
Unrealized Depreciation on Forward Foreign Currency Exchange Contracts              $(397,988)

 

Open Futures Contracts at December 31, 2017:

 

               Notional   Notional   Unrealized 
Type  Expiration   Contracts   Position   Amount   Value   Appreciation 
U.S. 10-Year Treasury Note   March 2018    1,061    Short   $(131,988,847)  $(131,613,734)  $375,113 
U.S. Ultra Treasury Bond   March 2018    95    Short    (12,743,071)   (12,688,437)   54,634 
U.S. Long Bond   March 2018    986    Short    (151,232,890)   (150,858,000)   374,890 
Totals                 $(295,964,808)  $(295,160,171)  $804,637 

 

               Notional   Notional   Unrealized 
Type  Expiration   Contracts   Position   Amount   Value   Depreciation 
U.S. 2-Year Treasury Note   March 2018    207    Long   $44,385,667   $44,320,641   $(65,026)
U.S. 5-Year Treasury Note   March 2018    1,875    Long    218,922,537    217,807,618    (1,114,919)
Ultra Long U.S. Treasury Bond   March 2018    11    Short    (1,838,441)   (1,844,219)   (5,778)
Totals                 $261,469,763   $260,284,040   $(1,185,723)
     
  See Notes to Financial Statements. 41
 

Schedule of Investments (continued)

December 31, 2017

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)    Level 1   Level 2   Level 3   Total 
Asset-Backed Securities                     
Other  $   $18,976,117   $2,273,600   $21,249,717 
Remaining Industries        1,240,204        1,240,204 
Common Stocks(3)                      
Air Transportation    1,121,937    1,263,568        2,385,505 
Auto Parts & Equipment        1,085,419        1,085,419 
Banking    6,422,715    2,026,877        8,449,592 
Beverages    4,849,376    4,478,322        9,327,698 
Electronics    3,473,466    2,319,615        5,793,081 
Energy: Exploration & Production   12,064,436    403,943        12,468,379 
Gaming    8,891,040    1,300,097        10,191,137 
Machinery    4,953,717    2,400,564        7,354,281 
Metals/Mining (Excluding Steel)        2,603,785        2,603,785 
Real Estate Investment Trusts        1,705,272        1,705,272 
Software/Services    11,695,761    619,671        12,315,432 
Specialty Retail    10,672,513    3,549,405        14,221,918 
Support: Services    4,931,801    1,233,788        6,165,589 
Technology Hardware & Equipment   1,074,874    1,352,921        2,427,795 
Remaining Industries    75,004,786            75,004,786 
Convertible Bonds        3,494,019        3,494,019 
Convertible Preferred Stocks                     
Personal & Household Products    2,381,350            2,381,350 
Software/Services        565,167        565,167 
Floating Rate Loans                     
Advertising        1,761,918        1,761,918 
Building Materials        1,524,153        1,524,153 
Department Stores        1,193,017        1,193,017 
Electric: Generation        5,677,653        5,677,653 
Electronics        1,151,874        1,151,874 
Energy: Exploration & Production       1,750,195        1,750,195 
Gaming        1,113,688    2,449,716    3,563,404 
Health Services        1,103,628        1,103,628 
Investments & Miscellaneous Financial Services       869,478        869,478 
Media: Diversified        1,255,109        1,255,109 
Metals/Mining (Excluding Steel)        652,438        652,438 
Personal & Household Products        1,614,488        1,614,488 
Real Estate Development & Management        1,082,920        1,082,920 
Recreation & Travel        2,106,928    687,360    2,794,288 
Software/Services        970,307        970,307 
Specialty Retail        6,583,172        6,583,172 
Support: Services        333,550        333,550 
Telecommunications: Satellite        609,402        609,402 
Transportation: Infrastructure/Services       3,006,644        3,006,644 
   
42 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investment Type(2)  Level 1   Level 2   Level 3   Total 
Foreign Bonds  $   $5,338,493   $   $5,338,493 
Foreign Government Obligations       42,705,730        42,705,730 
Government Sponsored Enterprises Pass-Through       17,054,477        17,054,477 
High Yield Corporate Bonds                    
Banking       95,330,725    125    95,330,850 
Metals/Mining (Excluding Steel)       48,834,707    133    48,834,840 
Oil Field Equipment & Services       18,405,618    317,090    18,722,708 
Specialty Retail       8,859,481    2,409    8,861,890 
Remaining Industries       637,956,677        637,956,677 
Municipal Bonds       50,342,114        50,342,114 
Non-Agency Commercial Mortgage-Backed Security       4,448,033        4,448,033 
Preferred Stock       368,169        368,169 
Repurchase Agreement       14,465,148        14,465,148 
Total  $147,537,772   $1,029,088,688   $5,730,433   $1,182,356,893 
Other Financial Instruments                    
Centrally Cleared Credit Default Swap                    
Assets  $   $   $   $ 
Liabilities       (1,699,663)       (1,699,663)
Forward Foreign Currency Exchange Contracts                    
Assets       71,760        71,760 
Liabilities       (397,988)       (397,988)
Futures Contracts                    
Assets   804,637            804,637 
Liabilities   (1,185,723)           (1,185,723)
Total  $(381,086)  $(2,025,891)  $   $(2,406,977)

 

(1)   Refer to Note 2(o) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography. The table above is presented by Investment Type. Industries are presented within an Investment Type should such Investment Type include securities classified as two or more levels within the three-tier fair value hierarchy. Each level 3 security is identified on the Schedule of Investment along with the valuation technique utilized.
(3)   Securities in the amount of $4,540,867 were transferred from Level 1 to Level 2 during the fiscal year ended December 31, 2017, due to a change in valuation technique. As of December 31, 2017, the Fund utilized adjusted valuations (as described in Note 2(a)), which resulted in Level 2 inputs. As of December 31, 2016, the Fund utilized the last sale or official closing price on the exchange or system on which the securities are principally traded, which resulted in Level 1 inputs.

 

  See Notes to Financial Statements. 43
 

Schedule of Investments (concluded)

December 31, 2017

 

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

 

   Asset-Backed
Securities
   Common
Stocks
   Floating
Rate Loans
   High Yield
Corporate
Bonds
   Non-Agency
Commercial
Mortgage-Backed
Securities
 
Balance as of January 1, 2017  $1,057,410   $ 18,476   $765,335   $6,521   $63,006 
Accrued Discounts (Premiums)   2        22,471    9    (616)
Realized Gain (Loss)       (184,855)   (4,676)       (10,306)
Change in Unrealized Appreciation (Depreciation)   23,898    166,379    63,748    (8,982)   3,697 
Purchases   2,249,700        688,733    322,209     
Sales           (790,860)       (55,781)
Transfers into Level 3           2,392,325         
Transfers out of Level 3   (1,057,410)                
Balance as of December 31, 2017  $2,273,600   $   $3,137,076   $319,757   $ 
Change in unrealized appreciation/depreciation for the year ended December 31, 2017 related to Level 3 investments held at December 31, 2017  $23,898   $   $59,602   $(8,982)  $ 
   
44 See Notes to Financial Statements.
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:    
Investments in securities, at fair value (cost $1,128,303,936)  $1,182,356,893 
Deposits with brokers for derivatives collateral   5,401,326 
Receivables:     
Interest and dividends   13,175,966 
Investment securities sold   2,433,271 
Capital shares sold   2,304,378 
From advisor (See Note 3)   19,493 
Unrealized appreciation on forward foreign currency exchange contracts   71,760 
Prepaid expenses and other assets   5,975 
Total assets   1,205,769,062 
LIABILITIES:     
Payables:     
Investment securities purchased   27,245,511 
Management fee   487,650 
Capital shares reacquired   404,440 
Variation margin on futures contracts   332,810 
Directors’ fees   142,474 
Fund administration   39,572 
Variation margin for centrally cleared credit default swap agreements   1,309,673 
To Bank   1,262,062 
Unrealized depreciation on forward foreign currency exchange contracts   397,988 
Accrued expenses   925,651 
Total liabilities   32,547,831 
NET ASSETS  $1,173,221,231 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $1,114,654,666 
Undistributed net investment income   110,404 
Accumulated net realized gain on investments, futures contracts, swaps and foreign currency related transactions   6,806,619 
Net unrealized appreciation on investments, futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies   51,649,542 
Net Assets  $1,173,221,231 
Outstanding shares (200 million shares of common stock authorized, $.001 par value)   94,751,471 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)   $12.38 
     
  See Notes to Financial Statements. 45
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:    
Dividends (net of foreign withholding taxes of $49,117)  $1,903,871 
Interest and other (net of foreign withholding taxes of $4,910)   54,655,194 
Interest earned from Interfund Lending (See Note 11)   261 
Total investment income   56,559,326 
Expenses:     
Management fee   5,561,682 
Non 12b-1 service fees   2,813,390 
Shareholder servicing   1,206,394 
Fund administration   449,927 
Reports to shareholders   103,143 
Professional   96,885 
Custody   72,550 
Directors’ fees   31,419 
Other   60,532 
Gross expenses   10,395,922 
Expense reductions (See Note 9)   (10,277)
Fees waived and expenses reimbursed (See Note 3)   (262,281)
Net expenses   10,123,364 
Net investment income   46,435,962 
Net realized and unrealized gain (loss):     
Net realized gain on investments   54,252,097 
Net realized loss on futures contracts   (5,804,820)
Net realized loss on foreign currency exchange contracts   (1,524,163)
Net realized loss on swap contracts   (1,511,322)
Net realized gain on foreign currency related translations   36,421 
Net change in unrealized appreciation/depreciation on investments   10,225,785 
Net change in unrealized appreciation/depreciation on futures contracts   (1,516,229)
Net change in unrealized appreciation/depreciation on foreign currency exchange contracts   (443,457)
Net change in unrealized appreciation/depreciation on swap contracts   (1,283,037)
Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies   7,177 
Net realized and unrealized gain   52,438,452 
Net Increase in Net Assets Resulting From Operations  $98,874,414 

 

46 See Notes to Financial Statements.
 

Statements of Changes in Net Assets

 

   For the Year Ended   For the Year Ended 
INCREASE IN NET ASSETS  December 31, 2017   December 31, 2016 
Operations:        
Net investment income            $46,435,962             $44,967,399 
Net realized gain (loss) on investments, futures contracts, swaps and foreign currency related transactions   45,448,213    (4,832,421)
Net change in unrealized appreciation/depreciation on investments, futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies   6,990,239    77,190,459 
Net increase in net assets resulting from operations   98,874,414    117,325,437 
Distributions to shareholders from:          
Net investment income   (47,823,337)   (47,075,516)
Net realized gain   (11,266,291)    
Total distributions to shareholders   (59,089,628)   (47,075,516)
Capital share transactions (See Note 14):          
Proceeds from sales of shares   146,613,258    148,838,089 
Reinvestment of distributions   59,089,628    47,075,515 
Cost of shares reacquired   (138,899,244)   (177,659,555)
Net increase in net assets resulting from capital share transactions   66,803,642    18,254,049 
Net increase in net assets   106,588,428    88,503,970 
NET ASSETS:          
Beginning of year  $1,066,632,803   $978,128,833 
End of year  $1,173,221,231   $1,066,632,803 
Undistributed (distributions in excess of) net investment income  $110,404   $(133,148)

 

  See Notes to Financial Statements. 47
 

Financial Highlights

 

       Per Share Operating Performance:  
        Investment operations:  Distributions to
shareholders from:
 
                      
   Net asset
value,
beginning
of period
  Net
invest-
ment
income(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
invest-
ment
operations
 

Net

invest-
ment
income

  Net
realized
gain
  Total
distributions
12/31/2017      $11.94       $0.52       $0.58       $1.10       $(0.53)      $(0.13)      $(0.66)
12/31/2016   11.14    0.52    0.83    1.35    (0.55)       (0.55)
12/31/2015   11.89    0.47    (0.65)   (0.18)   (0.49)   (0.08)   (0.57)
12/31/2014   12.31    0.54    (0.01)   0.53    (0.61)   (0.34)   (0.95)
12/31/2013   12.21    0.62    0.39    1.01    (0.65)   (0.26)   (0.91)

 

(a) Calculated using average shares outstanding during the period.
(b) Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

 

48 See Notes to Financial Statements.
 
       Ratios to Average Net Assets:  Supplemental Data: 
                  
Net
asset
value,
end of
period
Total
return
(%)(b)
  Total
expenses
after
waivers
and/or
reimburse-
ments
(%)
  Total
expenses
(%)
  Net
investment
income
(%)
 

Net
assets,

end of
period
(000)

  Portfolio
turnover
rate
(%)
$12.38   9.21    0.90    0.92    4.13       $1,173,221    121 
11.94   12.13    0.90    0.93    4.41    1,066,633    120 
11.14   (1.53)   0.90    0.94    3.91    978,129    116 
11.89   4.35    0.90    0.93    4.26    913,108    90 
12.31   8.17    0.90    0.93    4.89    861,130    50 

 

  See Notes to Financial Statements. 49
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Bond-Debenture Portfolio (the “Fund”).

 

The Fund’s investment objective is to seek high current income and the opportunity for capital appreciation to produce a high total return. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a) Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Fixed income securities are valued based on evaluated prices supplied by independent pricing services, which reflect broker/dealer supplied valuations and the independent pricing services’ own electronic data processing techniques. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used. Floating rate loans are valued at the average of bid and ask quotations obtained from dealers in loans on the basis of prices supplied by independent pricing services. Forward foreign currency exchange contracts are valued using daily forward exchange rates. Swaps are valued daily using independent pricing services or quotations from broker/dealers to the extent available.

 

50

 

Notes to Financial Statements (continued)

 

  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values, yield curves, broker quotes, observable trading activity, option adjusted spread models and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
   
  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
   
(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on futures contracts, swaps and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

 

51

 

Notes to Financial Statements (continued)

 

  The Fund uses foreign currency exchange contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts’ terms.
   
(g) Forward Foreign Currency Exchange Contracts–The Fund may enter into forward foreign currency exchange contracts in order to reduce exposure to changes in foreign currency exchange rates on foreign portfolio holdings, or gain or reduce exposure to foreign currency solely for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized loss on futures contracts, swaps and foreign currency related transactions on the Fund’s Statement of Operations.
   
(h) Futures Contracts–The Fund may purchase and sell futures contracts to enhance returns, to attempt to economically hedge some of its investment risk, or as a substitute position in lieu of holding the underlying asset on which the instrument is based. At the time of entering into a futures transaction, an investor is required to deposit and maintain a specified amount of cash or eligible securities called “initial margin.” Subsequent payments made or received by the Fund called “variation margin” are made on a daily basis as the market price of the futures contract fluctuates. The Fund will record an unrealized gain (loss) based on the amount of variation margin. When a contract is closed, a realized gain (loss) is recorded equal to the difference between the opening and closing value of the contract.
   
(i) When-Issued, Forward Transactions or To-Be-Announced (“TBA”) Transactions–The Fund may purchase portfolio securities on a when-issued or forward basis. When-issued, forward transactions or TBA transactions involve a commitment by a fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the fair value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and fair value of the security in determining its net asset value (“NAV”). The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.
   
(j) TBA Sale Commitments–The Fund may enter into TBA sale commitments to hedge its positions or to sell mortgage-backed securities it owns under delayed delivery arrangements. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, equivalent deliverable securities, or an offsetting TBA purchase commitment deliverable on or before the sale commitment date, are held as “cover” for the transaction. Unsettled TBA sale commitments are valued at the current

 

52

 

Notes to Financial Statements (continued)

 

  market value of the underlying securities, according to the procedures described under “Investment Valuation” above. The contract is adjusted to market value daily and the change in market value is recorded by the Fund as unrealized appreciation (depreciation). If the TBA sale (purchase) commitment is closed through the acquisition of an offsetting purchase (sale) commitment, the Fund realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into.
   
(k) Mortgage Dollar Rolls–The Fund may enter into mortgage dollar rolls in which the Fund sells mortgage-backed securities for delivery in the current month and simultaneously contracts with the same counterparty to repurchase similar (same type, coupon and maturity) but not identical securities on a specified future date. During the roll period, the Fund loses the right to receive principal (including prepayments of principal) and interest paid on the securities sold.
   
(l) Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(m) Credit Default Swaps–The Fund may enter into credit default swap contracts in order to hedge credit risk or for speculation purposes. As a seller of a credit default swap contract (“seller of protection”), the Fund is required to pay the notional amount or other agreed-upon value of a referenced debt obligation to the counterparty in the event of a default by or other credit event involving the referenced issuer, obligation or index. In return, the Fund receives from the counterparty a periodic stream of payments over the term of the contract.
   
  As a purchaser of a credit default swap contract (“buyer of protection”), the Fund would receive the notional amount or other agreed upon value of a referenced debt obligation from the counterparty in the event of default by or other credit event involving the referenced issuer, obligation or index. In return, the Fund would make periodic payments to the counterparty over the term of the contracts, provided no event of default has occurred.
   
  These credit default swaps may have as a reference obligation corporate or sovereign issuers or credit indices. These credit indices are comprised of a basket of securities representing a particular sector of the market. During the fiscal year, the Fund entered into credit default swaps based on CMBX indexes, CDX indices and single issuers, which are comprised of a basket of commercial mortgage-backed securities, a basket of investment grade securities, a basket of emerging markets sovereign issuers and a corporate issuer, respectively.
   
  Credit default swaps are fair valued based upon quotations from counterparties, brokers or market-makers and the change in value, if any, is recorded as an unrealized appreciation or depreciation. For a credit default swap sold by the Fund, payment of the agreed-upon amount made by the Fund in the event of default of the referenced debt obligation is recorded as the cost of the referenced debt obligation purchased/received. For a credit default swap purchased by the Fund, the agreed-upon amount received by the Fund in the event of default of the referenced debt obligation is recorded as proceeds from sale/delivery of the referenced debt

 

53

 

Notes to Financial Statements (continued)

 

  obligation and the resulting gain or loss realized on the referenced debt obligation is recorded as such by the Fund.
   
  Any upfront payments made or received upon entering a credit default swap contract would be amortized or accreted over the life of the swap and recorded as realized gains or losses. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with the custodian bank or broker in accordance with the swap agreement. The value and credit rating of each credit default swap where the Fund is the seller of protection, are both measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the total notional amount, the payment/performance risk may decrease or increase, respectively. The maximum potential amount of future payments (undiscounted) that the Fund as a seller of protection could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement, or net amounts received from the settlement of buy protection credit default swap agreements entered into by the Fund for the same referenced entity or entities.
   
  Entering into credit default swaps involves credit and market risk. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreements, and that there may be unfavorable changes in interest rates, and that Lord Abbett does not correctly predict the creditworthiness of the issuers of the reference obligation on which the credit default swap is based. For the centrally cleared credit default swaps, there was minimal counterparty risk to the Fund, since such credit default swaps entered into were traded through a central clearinghouse, which guarantees against default.
   
(n) Floating Rate Loans–The Fund may invest in floating rate loans, which usually take the form of loan participations and assignments. Loan participations and assignments are agreements to make money available to U.S. or foreign corporations, partnerships or other business entities (the “Borrower”) in a specified amount, at a specified rate and within a specified time. A loan is typically originated, negotiated and structured by a U.S. or foreign bank, insurance company or other financial institution (the “Agent”) for a group of loan investors (“Loan Investors”). The Agent typically administers and enforces the loan on behalf of the other Loan Investors in the syndicate and may hold any collateral on behalf of the Loan Investors. Such loan participations and assignments are typically senior, secured and collateralized in nature. The Fund records an investment when the Borrower withdraws money and records interest as earned. These loans pay interest at rates which are periodically reset by reference to a base lending rate plus a spread. These base lending rates are generally the prime rate offered by a designated U.S. bank or London InterBank Offered Rate (“LIBOR”).
   
  The loans in which the Fund invests may be subject to some restrictions on resale. For example, the Fund may be contractually obligated to receive approval from the Agent and/or Borrower prior to the sale of these investments. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the Borrower. As a result, the Fund assumes the credit risk of the Borrower, the selling participant and any other persons interpositioned between the Fund and the Borrower (“Intermediate Participants”). In the event that the Borrower, selling participant or Intermediate Participants become insolvent or enter into bankruptcy, the Fund may incur certain costs and delays in realizing payment or may suffer a loss of principal and/or interest.

 

54

 

Notes to Financial Statements (continued)

 

  Unfunded commitments represent the remaining obligation of the Fund to the Borrower. At any point in time, up to the maturity date of the issue, the Borrower may demand the unfunded portion. Until demanded by the Borrower, unfunded commitments are not recognized as an asset on the Statement of Assets and Liabilities. Unrealized appreciation/depreciation on unfunded commitments presented on the Statement of Assets and Liabilities represents mark to market of the unfunded portion of the Fund’s floating rate notes. As of December 31, 2017, the Fund had unfunded loan commitments:
   
  Itron Inc., 2017 Bridge Loan  $1,158,000   
  Centene Corp. Bridge Loan   3,340,000   
  Total  $4,498,000   
   
(o) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
  Level 1 – unadjusted quoted prices in active markets for identical investments;
       
  Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
       
  Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
       
  A summary of inputs used in valuing the Fund’s investments and other financial instruments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
   
  Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel,

 

55

 

Notes to Financial Statements (continued)

 

provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .50%
Over $1 billion .45%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of .47% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of .90%. This agreement may be terminated only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily NAV of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 was as follows:

 

     Year Ended
12/31/2017
     Year Ended
12/31/2016
 
Distributions paid from:              
Ordinary income    $55,855,286     $47,075,516 
Net long-term capital gains     3,234,342       
Total distributions paid    $59,089,628     $47,075,516 

 

56

 

Notes to Financial Statements (continued)

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Undistributed ordinary income – net  $7,105,534 
Undistributed long-term capital gains   1,672,887 
Total undistributed earnings   8,778,421 
Temporary differences   (142,473)
Unrealized gains – net   49,930,617 
Total accumulated gains – net  $58,566,565 

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $1,130,022,861 
Gross unrealized gain   61,039,858 
Gross unrealized loss   (11,112,803)
Net unrealized security gain  $49,927,055 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain securities, forward currency contracts, futures, swaps, amortization of premium and wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Undistributed Net
Investment Income
  Accumulated
Net Realized Gain
 
  $1,630,927     $(1,630,927)  

 

The permanent differences are primarily attributable to the tax treatment of foreign currency transactions, certain securities, premium amortization, certain distributions, and principal paydown gains and losses.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

U.S.
Government
Purchases
 
 
 
 
 
 
Non-U.S.
Government
Purchases
 
 
 
 
 
 
U.S.
Government
Sales
 
 
 
 
 
 
Non-U.S.
Government
Sales
 
 
 
 $220,070,606    $1,188,332,857    $203,165,074    $1,140,619,750 

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades purchases of $2,219,524 and sales of $19,814,409, which resulted in net realized gains of $959,076.

 

57

 

Notes to Financial Statements (continued)

 

6. DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES  

 

The Fund entered into forward foreign currency exchange contracts for the fiscal year ended December 31, 2017 (as described in note 2(g)). A forward foreign currency exchange contract reduces the Fund’s exposure to changes in the value of the currency it will deliver (or settle in cash) and increases its exposure to changes in the value of the currency it will receive (or settle in cash) for the duration of the contract. The Fund’s use of forward foreign currency exchange contracts involves the risk that Lord Abbett will not accurately predict currency movements, and the Fund’s returns could be reduced as a result. Forward foreign currency exchange contracts are subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedged positions, that the U.S. dollar will decline relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time. The Fund’s risk of loss from counterparty credit risk is the unrealized appreciation on forward foreign currency exchange contracts and deposits with brokers as collateral.

 

The Fund entered into U.S. Treasury futures contracts for the fiscal year ended December 31, 2017 (as described in note 2(h)) to economically hedge against changes in interest rates. The Fund bears the risk of interest rates moving unexpectedly, in which case the Fund may not achieve the anticipated benefits of the futures contracts and realize a loss. There is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

 

The Fund entered into credit default swaps for the fiscal year ended December 31, 2017 (as described in note 2(m)) to economically hedge credit risk. Credit default swaps involve the exchange of a fixed rate premium for protection against the loss in value of an underlying security within the index in the event of a defined credit event, such as payment default or bankruptcy. Under a credit default swap one party acts as a guarantor by receiving the fixed periodic payment in exchange for the commitment to purchase the underlying security at par if the defined credit event occurs. The Fund’s maximum risk of loss from counterparty risk, either as the protection seller or as the protection buyer, is the fair value of the contract.

 

As of December 31, 2017, the Fund had the following derivatives at fair value, grouped into appropriate risk categories that illustrate the Fund’s use of derivative instruments:

 

Asset Derivatives  Interest Rate
Contracts
   Foreign
Currency
Contracts
   Credit
Contracts
Forward Foreign Currency Exchange Contracts(1)      $71,760    
Futures Contract(2)  $804,637        
               
Liability Derivatives           
Forward Foreign Currency Exchange Contracts(3)      $397,988    
Futures Contracts(2)  $1,185,723        
Centrally Cleared Credit Default Swap Contracts(4)          $1,699,663

 

(1) Statements of Assets and Liabilities location: Unrealized appreciation on forward foreign currency exchange contracts.
(2) Statements of Assets and Liabilities location: Includes cumulative unrealized appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.
(3) Statements of Assets and Liabilities location: Unrealized depreciation on forward foreign currency exchange contracts.
(4) Statements of Assets and Liabilities location: Includes cumulative unrealized appreciation/depreciation of centrally cleared swap contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

 

58

 

Notes to Financial Statements (continued)

 

Transactions in derivative instruments for the year ended December 31, 2017, were as follows:

 

   Interest Rate
Contracts
   Forward
Currency
Contracts
   Credit
Contracts
 
Net Realized Gain (Loss)               
Credit Default Swaps Contracts(1)          $(1,511,322)
Forward Foreign Currency Exchange Contracts(2)      $(1,524,163)    
Futures Contracts(3)  $(5,804,820)        
Net Change in Unrealized Appreciation/Depreciation               
Credit Default Swaps Contracts(4)          $(1,283,037)
Forward Foreign Currency Exchange Contracts(5)      $(443,457)    
Futures Contracts(6)  $(1,516,229)        
Average Number of Contracts/Notional Amounts*               
Credit Default Swaps Contracts(7)          $80,603,205 
Forward Foreign Currency Exchange Contracts(7)      $27,615,707     
Futures Contracts(8)   2,572         

 

* Calculated based on the number of contracts or notional amounts for the fiscal year ended December 31, 2017.
(1) Statements of Operations location: Net realized gain (loss) on swap contracts.
(2) Statements of Operations location: Net realized gain (loss) on foreign currency exchange contracts.
(3) Statements of Operations location: Net realized gain (loss) on future contracts.
(4) Statements of Operations location: Net Change in unrealized appreciation/depreciation on swap contracts.
(5) Statements of Operations location: Net change in unrealized appreciation/depreciation on foreign currency exchange contracts.
(6) Statements of Operations location: Net change in unrealized appreciation/depreciation on future contracts.
(7) Amount represents notional amounts in U.S. dollars.
(8) Amount represents number of contracts.

 

7. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

Description  Gross Amounts of
Recognized Assets
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
Forward Foreign Currency Exchange Contracts   $ 71,760     $     $ 71,760
Repurchase Agreements   14,465,148        14,465,148
Total  $14,536,908   $   $14,536,908

 

59

 

Notes to Financial Statements (continued)

 

   Net Amounts                
   of Assets   Amounts Not Offset in the    
   Presented in   Statement of Assets and Liabilities    
Counterparty  the Statement
of Assets
and Liabilities
    
Financial
Instruments
   Cash
Collateral
Received(a)
   Securities
Collateral
Received(a)
    
Net
Amount(b)
Barclays Bank plc  $18,163         $(18,163)  $   $   $
Deutsche Bank AG   12,721                12,721
Fixed Income Clearing Corp.   14,465,148            (14,465,148)   
J.P. Morgan Chase   16,533    (16,533)           
Standard Chartered Bank   5,155                5,155
State Street Bank and Trust   15,278    (15,278)           
UBS AG   3,910                3,910
Total  $14,536,908   $(49,974)  $   $(14,465,148)  $21,786

 

Description  Gross Amounts of
Recognized Liabilities
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Liabilities Presented
in the Statement of
Assets and Liabilities
Forward Foreign Currency Exchange Contracts        $397,988         $         $397,988
Total  $397,988   $   $397,988

 

   Net Amounts                
   of Liabilities   Amounts Not Offset in the    
   Presented in   Statement of Assets and Liabilities    
Counterparty  the Statement
of Assets and
Liabilities
    
Financial
Instruments
   Cash
Collateral
Pledged(a)
   Securities
Collateral
Pledged(a)
    
Net
Amount(b)
Barclays Bank plc  $66,224         $(18,163)  $   $   $48,061
J.P. Morgan Chase   24,951    (16,533)           8,418
State Street Bank and Trust   306,813    (15,278)           291,535
Total  $397,988   $(49,974)  $   $   $348,014
                         
(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets (liabilities) presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

8. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

60

 

Notes to Financial Statements (continued)

 

9. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

10. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

11. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

 

During the fiscal year ended December 31, 2017, the Fund participated as a lender in the Interfund Lending Program. The average amount loaned and interest rate were $4,958,199 and 1.01%, respectively. The Fund earned interest of $261, which is included in the Statement of Operations. There were no interfund loans outstanding as of December 31, 2017.

 

12. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

13. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with investing in debt securities and to the changing prospects of individual companies and/or sectors in which the Fund invests. The value of an investment will change as interest rates fluctuate and in response to market movements. When interest rates rise, the prices of debt securities are likely to decline; when rates fall, such prices tend to rise. Longer-term debt securities are usually more sensitive to interest rate changes. There is also the risk that an issuer of a debt security will fail to make timely payments of principal or interest to the Fund, a risk that is greater with high-yield securities (sometimes called “lower-rated bonds” or “junk bonds”) in which the Fund may substantially invest. Some issuers, particularly of high-yield securities, may default as to principal and/or interest payments after the Fund purchases its securities. A default, or concerns in the market about an increase in risk of default, may result in losses to the Fund. High-yield securities are subject to

 

61

 

Notes to Financial Statements (continued)

 

greater price fluctuations, as well as additional risks. The market for below investment grade securities may be less liquid, which may make such securities more difficult to sell at an acceptable price, especially during periods of financial distress, increased market volatility, or significant market decline.

 

The Fund is subject to the risk of investing in securities issued or guaranteed by the U.S. Government or its agencies and instrumentalities (such as the Government National Mortgage Association (“Ginnie Mae”), the Federal National Mortgage Association (“Fannie Mae”), or the Federal Home Loan Mortgage Corporation (“Freddie Mac”)). Unlike Ginnie Mae securities, securities issued or guaranteed by U.S. Government-related organizations such as Fannie Mae and Freddie Mac are not backed by the full faith and credit of the U.S. Government and no assurance can be given that the U.S. Government would provide financial support to its agencies and instrumentalities if not required to do so by law. Consequently, the Fund may be required to look principally to the agency issuing or guaranteeing the obligation.

 

The asset backed securities and mortgage-related securities in which the Fund may invest may be particularly sensitive to changes in prevailing interest rates and economic conditions, including delinquencies and/or defaults. These changes can affect the value, income and/or liquidity of such positions. When interest rates are declining, the value of these securities with prepayment features may not increase as much as other fixed income securities. Early principal repayment may deprive the Fund of income payments above current market rates. Alternatively, rising interest rates may cause prepayments to occur at a slower-than-expected rate, extending the duration of a security and typically reducing its value. The payment rate will thus affect the price and volatility of a mortgage-related security. In addition, the Fund may invest in non-agency asset backed and mortgage-related securities, which are issued by private institutions, not by government sponsored enterprises.

 

The Fund may invest up to 20% of its net assets in equity securities, the value of which fluctuates in response to movements in the equity securities market in general, changing prospects of individual companies in which the Fund invests, or an individual company’s financial condition.

 

The Fund may invest in convertible securities, which have both equity and fixed income risk characteristics, including market, credit, liquidity, and interest rate risks. Generally, convertible securities offer lower interest or dividend yields than non-convertible securities of similar quality and less potential for gains or capital appreciation in a rising equity securities market than equity securities. They tend to be more volatile than other fixed income securities, and the market for convertible securities may be less liquid than the markets for stocks or bonds. A significant portion of convertible securities have below investment grade credit ratings and are subject to increased credit and liquidity risks.

 

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, industry and sector, liquidity, currency, political, information and other risks. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

The Fund is subject to the risks associated with derivatives, which may be different from and greater than the risks associated with directly investing in securities. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may

 

62

 

Notes to Financial Statements (concluded)

 

lower the Fund’s returns since the Fund may be unable to sell these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements and other factors. If the Fund incorrectly forecasts these and other factors, the Fund’s performance could suffer. The Fund’s use of derivatives could result in a loss exceeding the amount of the Fund’s investment in these instruments.

 

The Fund may invest up to 15% of its net assets in floating rate or adjustable rate senior loans, including bridge loans, novations, assignments, and participations, which are subject to increased credit and liquidity risks. Senior loans are business loans made to borrowers that may be U.S. or foreign corporations, partnerships or other business entities. The senior loans in which the Fund invests may consist primarily of senior loans that are rated below investment grade or, if unrated, deemed by Lord Abbett to be equivalent to below investment grade securities. Below investment grade senior loans, as in the case of high-yield debt securities, or junk bonds, are usually more credit sensitive than interest rate sensitive, although the value of these instruments may be impacted by broader interest rate swings in the overall fixed income market. Below investment grade senior loans may be affected by interest rate swings in the overall fixed income market. In addition, senior loans may be subject to structural subordination.

 

These factors can affect the Fund’s performance.

 

14. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended
December 31, 2017
   Year Ended
December 31, 2016
 
Shares sold   11,707,991    12,721,182 
Reinvestment of distributions   4,788,463    3,949,141 
Shares reacquired   (11,090,027)   (15,163,582)
Increase   5,406,427    1,506,741 

 

63

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Bond-Debenture Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Bond-Debenture Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Bond-Debenture Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian, brokers and agent banks; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

64

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

 

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012   Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

Other Directorships: None.
         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC

90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016   Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

Other Directorships: None.

 

 

 

Independent Directors

 

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC

c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014   Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

65

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011             Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

Other Directorships: None.
   
         
Julie A. Hill
Lord, Abbett & Co. LLC

c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004             Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).  
         
Franklin W. Hobbs
Lord, Abbett & Co. LLC

c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001   Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).  

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
         
Kathleen M. Lutito
Lord, Abbett & Co. LLC

c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017   Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).  

Other Directorships: None
         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012   Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).


Other Directorships: Blyth, Inc., a home products company (2004–2015).
         
Karla M. Rabusch
Lord, Abbett & Co. LLC

c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017             Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).  

Other Directorships:
None.
 
         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016   Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).  

Other Directorships:
None.

 

66

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC

c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006; Chairman since 2017   Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).  

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

 

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current

Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

67

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current

Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

68

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current

Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

69

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of appropriate benchmarks. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-, three-, five-, and ten-year periods. The Board

 

70

 

Approval of Advisory Contract (continued)

 

further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoint in the level of the management fee, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment

 

71

 

Approval of Advisory Contract (concluded)

 

advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

72

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

Tax Information

 

For corporate shareholders, 2% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

 

Additionally, of the distribution paid to the shareholders during the year ended December 31, 2017, $8,031,949 and $3,234,342, respectively, represent short-term capital gains and long-term capital gains.

 

73

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.      
    Lord Abbett Series Fund, Inc.  
Lord Abbett mutual fund shares are distributed by     LASFBD-2
LORD ABBETT DISTRIBUTOR LLC.   Bond-Debenture Portfolio (02/18)
 

 

 

 

 

 

 

 

LORD ABBETT
ANNUAL REPORT

 

 

 

 


 

Lord Abbett

Series Fund—Calibrated Dividend Growth Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
5   Investment Comparison
     
6   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
8   Schedule of Investments
     
12   Statement of Assets and Liabilities
     
13   Statement of Operations
     
14   Statements of Changes in Net Assets
     
16   Financial Highlights
     
18   Notes to Financial Statements
     
26   Report of Independent Registered Public Accounting Firm
     
27   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund — Calibrated Dividend Growth Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Calibrated Dividend Growth Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer



 

 For the fiscal year ended December 31, 2017, the Fund returned 19.12%, reflecting performance at the net asset value (NAV) of Class VC shares with all distributions reinvested, compared to its benchmark, the S&P 500® Index1, which returned 21.83% over the same period.

 Domestic equity markets (as represented by the S&P 500® Index1) returned 21.83%, ending the year with their strongest quarterly performance in two years and marking their first calendar year with 12 consecutive months of positive performance. Much of the market

momentum was driven by the anticipation of supportive U.S. fiscal policies, as the passage of the Tax Cut and Jobs Act and the prospect of significant infrastructure spending drove the forecast of U.S. gross domestic product (GDP) growth incrementally higher. These forces persisted despite a myriad of geopolitical and environmental headwinds, as threats from North Korea, U.S. political tensions, and Hurricanes Harvey, Irma, and Maria all had the potential to derail the market’s forward progress.


1

 

 

 

During the year, the National Federation of Independent Business Index of Small Business Optimism reached a 34 year high, marking its second-highest level in the history of the index. The University of Michigan’s average consumer confidence measure for the year was the highest since 2000, while consumer spending reached an all-time high in the third quarter. A reoccurring theme persisted throughout the year with large caps outperforming small caps and value stocks significantly outpacing their growth-oriented peers.

The U.S. economy continued to expand during the trailing 12-month period. U.S. GDP grew at a 3.2% pace during the third quarter, an increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third quarter personal consumption and federal government spending increased, quarter-over-quarter. The Federal Reserve raised target rates three times during the year, changing the target range in December 2017 from 1.00–1.25% to 1.25–1.50%. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.1% in December, a decline of 0.6% year-over-year.

The Fund underperformed its index for the period. The Fund’s stock selection in the information technology sector detracted from relative performance. Within information technology, an underweight position in Apple, Inc. detracted. The

consumer electronics company’s stock rose throughout the year as Apple was viewed as a potential beneficiary of tax reform and reported strong initial sales of its much-anticipated updated iPhone X model. Similarly, the Fund’s underweight position in Facebook Inc., detracted from the Fund’s relative performance as the stock rose. The social networking company benefited from strong advertising revenue growth, increasing operating margins, and a growing user base.

Stock selection in the consumer staples sector also detracted from the Fund’s performance relative to its benchmark. Within consumer staples, an overweight position in Walgreens Boots Alliance, Inc., a provider of drug store services, detracted. The company’s stock declined after the company reported a decline in same-store-sales amid an increase in cheaper generic drugs. The company also continued to struggle after it failed to get approval from the Federal Trade Commission to purchase as many Rite Aid stores as it had initially planned.

Stock selection in the industrials sector was a positive contributor to the Fund’s performance, relative to its benchmark, during the period. Within industrials, one of the largest contributors was 3M Co., a manufacturer of industrial, safety, and consumer products. 3M benefited from strong organic growth and an undervalued balance sheet, as well as above-average returns and margins. An underweight position in General Electric Co., also


 

2

 

 

 

contributed to relative performance as the technology and financial services company’s stock price declined throughout the year. The company’s stock was hurt after its CEO resigned and the new CEO cut earnings guidance, labeled 2018 a “reset year”, and committed to a rethinking of the company’s entire business model.

 

Stock selection in the health care sector also contributed positively to the Fund’s performance relative to its benchmark. Within health care, an

overweight position in AbbVie Inc., helped relative performance. The biopharmaceutical company advanced as the company’s Humira drug forecasts improved following an intellectual property case resolution.

 

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


3

 

 

 

1   The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

4

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the S&P 500® Index and the S&P 900® 10-Year Dividend Growth Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

 

The S&P 900® 10-Year Dividend Growth Index is a custom index that, along with changes in the Fund’s investment strategy, the Fund began disclosing in its prospectus effective September 27, 2012.

 

Average Annual Total Returns for the

Periods Ended December 31, 2017

  1 Year   5 Years   10 Years  
Class VC 19.12%   13.87%   8.47%  

 

1   Performance for the unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of the index is not necessarily representative of the Fund’s performance.

2   Performance for the unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of the index is not necessarily representative of the Fund’s performance. Performance for the index began on September 27, 2012.


 

5

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

6

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
    7/1/17   12/31/17   7/1/17 -
12/31/17
 
Class VC              
Actual   $1,000.00   $1,113.50   $4.53  
Hypothetical (5% Return Before Expenses)   $1,000.00   $1,020.92   $4.33  

 

Net expenses are equal to the Fund’s annualized expense ratio of 0.85%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector* %** 
Consumer Discretionary 9.90%
Consumer Staples 17.36%
Energy 4.96%
Financials 7.00%
Health Care 11.10%
Industrials 21.48%
Information Technology 12.24%
Materials 5.30%
Telecommunication Services 3.39%
Utilities 6.41%
Repurchase Agreement 0.86%
Total  100.00%

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

7

 

Schedule of Investments

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
COMMON STOCKS 99.03%          
           
Aerospace & Defense 5.36%          
General Dynamics Corp.   11,700   $2,380 
Lockheed Martin Corp.   10,192    3,272 
Northrop Grumman Corp.   7,500    2,302 
Raytheon Co.   12,500    2,348 
Total        10,302 
           
Air Freight & Logistics 2.17%          
FedEx Corp.   16,700    4,167 
           
Banks 0.40%          
People’s United Financial, Inc.   40,900    765 
           
Beverages 4.14%          
Brown-Forman Corp. Class B   7,500    515 
Coca-Cola Co. (The)   89,668    4,114 
PepsiCo, Inc.   27,824    3,337 
Total        7,966 
           
Biotechnology 2.91%          
AbbVie, Inc.   57,899    5,599 
           
Building Products 0.94%          
A.O. Smith Corp.   29,500    1,808 
           
Capital Markets 2.86%          
Ameriprise Financial, Inc.   13,900    2,356 
Eaton Vance Corp.   20,400    1,151 
S&P Global, Inc.   9,500    1,609 
T. Rowe Price Group, Inc.   3,700    388 
Total        5,504 
           
Chemicals 5.03%          
Air Products & Chemicals, Inc.   4,600    755 
Ecolab, Inc.   11,200    1,503 
International Flavors & Fragrances, Inc.   8,700    1,328 
Monsanto Co.   18,395    2,148 
PPG Industries, Inc.   16,506    1,928 
RPM International, Inc.   24,300    1,274 
Sherwin-Williams Co. (The)   1,800    738 
Total        9,674 
Investments  Shares   Fair
Value
(000)
 
Commercial Services & Supplies 0.76%          
Waste Management, Inc.   16,800   $1,450 
           
Containers & Packaging 0.26%          
Sonoco Products Co.   9,400    499 
           
Diversified Telecommunication Services 3.39%
AT&T, Inc.   66,608    2,590 
Verizon Communications, Inc.   74,000    3,917 
Total        6,507 
           
Electric: Utilities 3.66%          
Edison International   15,500    980 
Eversource Energy   18,100    1,143 
NextEra Energy, Inc.   14,821    2,315 
Southern Co. (The)   27,300    1,313 
Xcel Energy, Inc.   26,600    1,280 
Total        7,031 
           
Food & Staples Retailing 7.91%          
Costco Wholesale Corp.   12,500    2,326 
CVS Health Corp.   31,400    2,277 
Kroger Co. (The)   27,900    766 
Sysco Corp.   41,600    2,526 
Wal-Mart Stores, Inc.   44,180    4,363 
Walgreens Boots Alliance, Inc.   40,421    2,935 
Total        15,193 
           
Food Products 1.55%          
Archer-Daniels-Midland Co.   9,400    377 
Flowers Foods, Inc.   19,300    373 
General Mills, Inc.   21,000    1,245 
J.M. Smucker Co. (The)   7,900    981 
Total        2,976 
           
Health Care Equipment & Supplies 5.37%
Abbott Laboratories   78,600    4,486 
Becton, Dickinson & Co.   10,000    2,140 
Medtronic plc (Ireland)(a)   38,091    3,076 
West Pharmaceutical Services, Inc.   6,200    612 
Total        10,314 


 

8

 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Health Care Providers & Services 0.96%          
AmerisourceBergen Corp.   5,500   $505 
Cardinal Health, Inc.   21,948    1,345 
Total        1,850 
           
Hotels, Restaurants & Leisure 2.53%          
McDonald’s Corp.   28,274    4,866 
           
Household Products 3.74%          
Clorox Co. (The)   4,400    655 
Kimberly-Clark Corp.   30,135    3,636 
Procter & Gamble Co. (The)   31,600    2,903 
Total        7,194 
           
Industrial Conglomerates 3.16%          
3M Co.   20,417    4,806 
Roper Technologies, Inc.   4,900    1,269 
Total        6,075 
           
Information Technology Services 4.60%          
Accenture plc Class A (Ireland)(a)   22,200    3,398 
Automatic Data Processing, Inc.   11,300    1,324 
International Business Machines Corp.   26,787    4,110 
Total        8,832 
           
Insurance 3.73%          
Aflac, Inc.   5,000    439 
Brown & Brown, Inc.   11,500    592 
Chubb Ltd. (Switzerland)(a)   25,564    3,736 
Hanover Insurance Group, Inc. (The)   7,500    810 
RenaissanceRe Holdings Ltd.   12,700    1,595 
Total        7,172 
           
Leisure Products 0.80%          
Hasbro, Inc.   16,900    1,536 
Investments  Shares   Fair
Value
(000)
 
Machinery 5.01%          
Caterpillar, Inc.   4,800   $756 
Cummins, Inc.   13,800    2,438 
Graco, Inc.   19,500    882 
Illinois Tool Works, Inc.   15,800    2,636 
Pentair plc (United Kingdom)(a)   24,100    1,702 
Stanley Black & Decker, Inc.   7,200    1,222 
Total        9,636 
           
Multi-Utilities 2.75%          
Consolidated Edison, Inc.   11,500    977 
Dominion Energy, Inc.   42,600    3,453 
SCANA Corp.   21,298    847 
Total        5,277 
           
Oil, Gas & Consumable Fuels 4.96%          
Chevron Corp.   52,849    6,616 
Occidental Petroleum Corp.   39,573    2,915 
Total        9,531 
           
Pharmaceuticals 1.85%          
Johnson & Johnson   25,419    3,552 
           
Professional Services 0.97%          
Robert Half International, Inc.   33,700    1,872 
           
Road & Rail 2.69%          
J.B. Hunt Transport Services, Inc.   5,700    655 
Ryder System, Inc.   6,100    513 
Union Pacific Corp.   29,900    4,010 
Total        5,178 
           
Semiconductors & Semiconductor Equipment 5.30%
Analog Devices, Inc.   24,900    2,217 
Microchip Technology, Inc.   21,866    1,922 
QUALCOMM, Inc.   46,757    2,993 
Texas Instruments, Inc.   29,300    3,060 
Total        10,192 


 

  See Notes to Financial Statements. 9
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Software 2.33%          
Microsoft Corp.   52,300   $4,474 
           
Specialty Retail 4.55%          
Lowe’s Cos., Inc.   51,125    4,752 
Ross Stores, Inc.   35,200    2,825 
TJX Cos., Inc. (The)   15,400    1,177 
Total        8,754 
           
Textiles, Apparel & Luxury Goods 2.00%
NIKE, Inc. Class B   39,500    2,471 
VF Corp.   18,600    1,376 
Total        3,847 
           
Trading Companies & Distributors 0.39%
W.W. Grainger, Inc.   3,200    756 
Total Common Stocks
(cost $165,520,463)
        190,349 
Investments  Principal
Amount
(000)
   Fair
Value
(000)
 
SHORT-TERM INVESTMENT 0.86%          
           
Repurchase Agreement          
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $1,400,000 of U.S. Treasury Bond at 7.875% due 2/15/2021; value: $1,689,951; proceeds: $1,654,266
(cost $1,654,166)
  $1,654   $1,654 
Total Investments in Securities 99.89%
(cost $167,174,629)
        192,003 
Other Assets in Excess of Liabilities(b) 0.11%        219 
Net Assets 100.00%       $192,222 

 

(a)   Foreign security traded in U.S. dollars.
(b)   Other Assets in Excess of Liabilities include net unrealized Appreciation on futures contracts as follows:


 

Open Futures Contracts at December 31, 2017:

 

Type   Expiration   Contracts   Position   Notional
Amount
  Notional
Value
  Unrealized
Appreciation
 
E-Mini S&P 500 Index   March 2018   10   Long   $1,333,306   $1,338,000   $4,694  

 

10 See Notes to Financial Statements.  
 

Schedule of Investments (concluded)

December 31, 2017

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)(3)  Level 1
(000)
   Level 2
(000)
   Level 3
(000)
   Total
(000)
 
Common Stocks  $190,349   $   $   $190,349 
Repurchase Agreement       1,654        1,654 
Total  $190,349   $1,654   $   $192,003 
                     
Other Financial Instruments                    
Futures Contracts                    
Assets  $5   $   $   $5 
Liabilities                
Total  $5   $   $   $5 

 

(1)   Refer to Note 2(i) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)   There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.

 

  See Notes to Financial Statements. 11
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:    
Investments in securities, at fair value (cost $167,174,629)  $192,002,960 
Deposits with brokers for futures collateral   45,000 
Receivables:     
Interest and dividends   237,547 
Investment securities sold   211,784 
From advisor (See Note 3)   59,888 
Capital shares sold   19,178 
Prepaid expenses   913 
Total assets   192,577,270 
LIABILITIES:     
Payables:     
Management fee   122,118 
Capital shares reacquired   43,662 
Directors’ fees   21,798 
Fund administration   6,513 
Variation margin for futures contracts   4,865 
Accrued expenses   156,608 
Total liabilities   355,564 
NET ASSETS  $192,221,706 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $167,422,362 
Distributions in excess of net investment income   (21,797)
Accumulated net realized loss on investments, futures contracts and foreign currency related transactions   (11,884)
Net unrealized appreciation on investments and futures contracts   24,833,025 
Net Assets  $192,221,706 
Outstanding shares (50 million shares of common stock authorized, $.001 par value)   12,001,154 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)   $16.02 

 

12 See Notes to Financial Statements.  
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:    
Dividends  $4,595,595 
Interest   2,031 
Total investment income   4,597,626 
Expenses:     
Management fee   1,348,403 
Non 12b-1 service fees   449,717 
Shareholder servicing   191,755 
Fund administration   71,915 
Professional   56,451 
Reports to shareholders   24,041 
Custody   20,832 
Directors’ fees   4,998 
Other   14,252 
Gross expenses   2,182,364 
Expense reductions (See Note 9)   (1,640)
Fees waived and expenses reimbursed (See Note 3)   (652,535)
Net expenses   1,528,189 
Net investment income   3,069,437 
Net realized and unrealized gain (loss):     
Net realized gain on investments   9,936,031 
Net realized gain on futures contracts   227,659 
Net realized loss on foreign currency related transactions   (352)
Net change in unrealized appreciation/depreciation on investments   18,391,849 
Net change in unrealized appreciation/depreciation on futures contracts   8,819 
Net realized and unrealized gain   28,564,006 
Net Increase in Net Assets Resulting From Operations  $31,633,443 

 

  See Notes to Financial Statements. 13
 

Statements of Changes in Net Assets

 

INCREASE IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:          
Net investment income  $3,069,437   $2,757,601 
Net realized gain on investments, futures contracts and foreign currency related transactions   10,163,338    11,315,945 
Net change in unrealized appreciation/depreciation on investments and futures contracts   18,400,668    5,544,702 
Net increase in net assets resulting from operations   31,633,443    19,618,248 
Distributions to shareholders from:          
Net investment income   (3,082,034)   (2,760,683)
Net realized gain   (10,510,653)   (10,343,840)
Total distributions to shareholders   (13,592,687)   (13,104,523)
Capital share transactions (See Note 14):          
Proceeds from sales of shares   21,128,282    87,781,663 
Reinvestment of distributions   13,592,687    13,104,523 
Cost of shares reacquired   (31,869,957)   (41,085,594)
Net increase in net assets resulting from capital share transactions   2,851,012    59,800,592 
Net increase in net assets   20,891,768    66,314,317 
NET ASSETS:          
Beginning of year  $171,329,938   $105,015,621 
End of year  $192,221,706   $171,329,938 
Distributions in excess of net investment income  $(21,797)  $(19,946)

 

14 See Notes to Financial Statements.  
 

This page is intentionally left blank.

 

Financial Highlights

 

      Per Share Operating Performance:
      Investment operations:  Distributions to
shareholders from:
   Net asset
value,
beginning
of period
  Net
invest-
 ment
income
(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
invest-
ment
opera-
 tions
  Net
 investment
income
  Net
realized
gain
  Total
distri-
butions
12/31/2017   $14.47    $0.26    $2.49    $2.75    $(0.27)   $(0.93)   $(1.20)
12/31/2016   13.60    0.28    1.78    2.06    (0.25)   (0.94)   (1.19)
12/31/2015   15.55    0.27    (0.60)   (0.33)   (0.27)   (1.35)   (1.62)
12/31/2014   16.27    0.27    1.60    1.87    (0.29)   (2.30)   (2.59)
12/31/2013   14.22    0.26    3.68    3.94    (0.28)   (1.61)   (1.89)

 

(a) Calculated using average shares outstanding during the period.
(b) Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.

 

16 See Notes to Financial Statements.  
 
        Ratios to Average Net Assets:  Supplemental Data:
                   
Net
asset
value,
end of
period
  Total
return(b)
(%)
  Total
expenses
after
waivers
and/or reim-
bursements
(%)
  Total
expenses
(%)
  Net
investment
income
(%)
  Net
assets,
end of
period
(000)
  Portfolio
turnover
rate
(%)
 $16.02    19.12    0.85    1.21    1.71    $192,222    58 
 14.47    15.10    0.85    1.25    1.89    171,330    75 
 13.60    (2.13)   0.85    1.28    1.76    105,016    70 
 15.55    11.54    0.85    1.25    1.63    118,300    79 
 16.27    27.93    0.85    1.27    1.62    128,593    65 

 

  See Notes to Financial Statements. 17
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Calibrated Dividend Growth Portfolio (the “Fund”).

 

The Fund’s investment objective is to seek current income and capital appreciation. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a) Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

 

18

 

Notes to Financial Statements (continued)

 

Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

 

(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts and translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on futures contracts and foreign currency related transactions in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
(g) Futures Contracts–The Fund may purchase and sell index futures contracts to manage cash, or as a substitute position in lieu of holding the underlying asset on which the instrument is based. At the time of entering into a futures transaction, an investor is required to deposit and maintain a specified amount of cash or eligible securities called “initial margin.” Subsequent payments made or received by the Fund called “variation margin” are made on a daily basis as the market price of the futures contract fluctuates. The Fund will record an unrealized gain (loss) based on the amount of variation margin. When a contract is closed, a realized gain (loss) is recorded equal to the difference between the opening and closing value of the contract.
   
(h) Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an

 

19

 

Notes to Financial Statements (continued)

 

agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.

 

(i) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
  Level 1  –  unadjusted quoted prices in active markets for identical investments;
         
  Level 2 other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
         
  Level 3 significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

 

A summary of inputs used in valuing the Fund’s investments and other financial instruments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

 

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

20

 

Notes to Financial Statements (continued)

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .75%
Next $1 billion .70%
Over $2 billion .65%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of .39% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of .85%. This agreement may be terminated only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 was as follows:

 

   Year Ended
12/31/2017
   Year Ended
12/31/2016
 
Distributions paid from:              
Ordinary income    $9,776,911     $4,821,625 
Net long-term capital gains     3,815,776      8,282,898 
Total distributions paid    $13,592,687     $13,104,523 

 

21

 

Notes to Financial Statements (continued)

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Undistributed ordinary income – net  $784,137 
Undistributed long-term capital gains   999,614 
Total undistributed earnings   1,783,751 
Temporary differences   (21,797)
Unrealized gains – net   23,037,390 
Total accumulated gains – net  $24,799,344 

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $168,970,264 
Gross unrealized gain   25,957,970 
Gross unrealized loss   (2,920,580)
Net unrealized security gain  $23,037,390 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of futures and wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in
Excess of Net
Investment Income
   Accumulated Net
Realized Loss
 
$10,746    $(10,746)

 

The permanent differences are attributable to the tax treatment of foreign currency transactions, and certain distributions.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

Purchases   Sales
$103,771,724   $111,246,519

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades purchases of $835,131 and sales of $613,929, which resulted in net realized gains of $28,248.

 

22

 

Notes to Financial Statements (continued)

 

6. DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES  

 

The Fund entered into E-Mini S&P 500® Index futures contracts for the fiscal year ended December 31, 2017 (as described in note 2(g)) to manage cash. The Fund bears the risk that the underlying index will move unexpectedly, in which case the Fund may realize a loss. There is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

 

As of December 31, 2017, the Fund had futures contracts with unrealized appreciation of $4,694, which is included in the Schedule of Investments. Only the current day’s variation margin is reported within the Fund’s Statement of Assets and Liabilities. Amounts of $227,659 and $8,819 are included in the Statement of Operations related to futures contracts under the captions Net realized gain on futures contracts and Net change in unrealized appreciation/depreciation on futures contracts, respectively. The average number of futures contracts throughout the period was 10.

 

7. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

Description  Gross Amounts of
Recognized Assets
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
 
Repurchase Agreement  $1,654,166   $   $1,654,166 
Total  $1,654,166   $   $1,654,166 

 

   Net Amounts                 
   of Assets   Amounts Not Offset in the     
   Presented in   Statement of Assets and Liabilities     
Counterparty  the Statement
of Assets and
Liabilities
   Financial
Instruments
   Cash
Collateral
Received
(a)
   Securities
Collateral
Received
(a)
   Net
Amount(b)
 
Fixed Income Clearing Corp.  $1,654,166   $   $   $(1,654,166)  $ 
Total  $1,654,166   $   $   $(1,654,166)  $ 

 

(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

23

 

Notes to Financial Statements (continued)

 

8. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

9. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

10. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

11. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

 

During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

12. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

24

 

Notes to Financial Statements (concluded)

 

13. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with equity investing. The Fund invests primarily in equity securities of large and mid-sized company stocks that have a history of growing their dividends, but there is no guarantee that a company will pay a dividend. At times, the performance of dividend paying companies may lag the performance of other companies or the broader market as a whole. The value of the Fund’s investments in equity securities will fluctuate in response to general economic conditions and to the changes in the prospects of particular companies and/or sectors in the economy. If the Fund’s fundamental research and quantitative analysis fail to produce the intended result, the Fund may suffer losses or underperform its benchmark or other funds with the same investment objective or similar strategies, even in a favorable market.

 

Large and mid-sized company stocks each may perform differently than the market as a whole and other types of stocks. This is because different types of stocks tend to shift in and out of favor over time depending on market and economic conditions. Mid-sized company stocks may be less able to weather economic shifts or other adverse developments than those of larger, more established companies. Although investing in mid-sized companies offers the potential for above average returns, these companies may not succeed and the value of their stock could decline significantly. Mid-sized companies also may fall out of favor relative to larger companies in certain market cycles, causing the Fund to incur losses or under perform.

 

The Fund’s exposure to foreign companies and markets presents increased market, industry and sector, liquidity, currency, political and other risks. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

These factors can affect the Fund’s performance.

 

14. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended
December 31, 2017
   Year Ended
December 31, 2016
 
Shares sold   1,365,645    6,045,995 
Reinvestment of distributions   854,365    893,876 
Shares reacquired   (2,057,388)   (2,821,771)
Increase   162,622    4,118,100 

 

25

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Calibrated Dividend Growth Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Calibrated Dividend Growth Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Calibrated Dividend Growth Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

26

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012  

Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

 

Other Directorships: None.

 

         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016   Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

 

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014  

Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

 

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

27

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

 

Other Directorships: None.

         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004  

Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

 

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).

         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001  

Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

 

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).

         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017  

Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

 

Other Directorships: None

         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012   Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).
         
        Other Directorships: Blyth, Inc., a home products company (2004–2015).
         
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017  

Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

 

Other Directorships: None.

         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016  

Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

 

Other Directorships: None.

 

28

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006; Chairman since 2017  

Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

29

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/ Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

30

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

31

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of appropriate benchmarks. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the three- and ten-year periods and below the median

 

32

 

Approval of Advisory Contract (continued)

 

for the one- and five-year periods. The Board considered that Lord Abbett was implementing a plan intended to improve the performance of its equity Funds. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, in conjunction with the Fund’s proposed expense limitation agreement, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory

 

33

 

Approval of Advisory Contract (concluded)

 

services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

34

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

Tax Information

 

For corporate shareholders, 46% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

 

Additionally, of the distribution paid to the shareholders during the year ended December 31, 2017, $6,705,975 and $3,815,776, respectively, represent short-term capital gains and long-term capital gains.

 

35

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.      
       
Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
 

Lord Abbett Series Fund, Inc.

 

Calibrated Dividend Growth Portfolio

SFCS-PORT-3
(02/18)
 

 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett

Series Fund—Classic Stock Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
4   Investment Comparison
     
5   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
7   Schedule of Investments
     
10   Statement of Assets and Liabilities
     
11   Statement of Operations
     
12   Statements of Changes in Net Assets
     
14   Financial Highlights
     
16   Notes to Financial Statements
     
23   Report of Independent Registered Public Accounting Firm
     
24   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund – Classic Stock Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund - Classic Stock Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

 

Daria L. Foster

Director, President and Chief Executive Officer


 

 

For the fiscal year ended December 31, 2017, the Fund returned 16.84%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 1000® Index,1 which returned 21.69% over the same period.

The domestic equity market (as represented by the S&P 500® Index2) returned 21.83%, ending the year with its strongest quarterly performance in two years and marking its first calendar year with 12 consecutive months of positive performance. Much of the market

momentum was driven by the anticipation of supportive U.S. fiscal policies, as the passage of the Tax Cut and Jobs Act and the prospect of significant infrastructure spending drove the forecast of U.S. gross domestic product (GDP) growth incrementally higher. These forces persisted despite a myriad of geopolitical and environmental headwinds, as North Korea, U.S. political tensions, and Hurricanes Harvey, Irma, and Maria all had the potential to derail the market’s forward progress.

During the year the National Federation of Independent Business Small Business


 

1

 

 

 

Confidence Index reached a 34 year high, marking its second-highest level in the history of the index. The University of Michigan’s average consumer confidence for the year was the highest since 2000, while consumer spending reached an all-time high in the third quarter. A reoccurring theme persisted throughout the year with large caps outperforming small caps and value stocks significantly outpacing their growth oriented peers.

The U.S. economy continued to expand during the trailing 12-month period. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, an increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third quarter personal consumption and federal government spending increased, quarter-over-quarter. The Federal Reserve (Fed) gradually raised the Fed Funds rate over the trailing 12-month period by raising interest rates by 25bps three times, ultimately reaching a target range of 1.25-1.50%. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.1% in December, a decline of 0.6% year-over-year.

The Fund underperformed its index for the period. The largest detractors to relative performance during the trailing 12-month period were the information technology and energy sectors. Within the information technology sector, shares of Qualcomm, Inc., a manufacturer of digital wireless communication equipment, dropped early

in the year following Apple’s lawsuit, which accused Qualcomm’s patent of violating competition laws. Trading volatility in shares of Oracle Corp., a supplier of software and information management, detracted from relative performance. Additionally, shares of Oracle fell following disappointing sales forecasts for the company’s cloud-based software and services. Within the energy sector, shares of Range Resources Corp., an independent natural gas, natural gas liquids, and oil company, were hurt by the weakness in gas prices driven by above average winter temperatures. Shares further declined after the company posted disappointing third-quarter production guidance. Shares of Anadarko Petroleum Corp., an oil and gas company, dropped after the company came under pressure after a fire broke out from one of Anadarko’s oil tanks, resulting in the death of two individuals.

Among the largest contributors to relative performance during the trailing 12-month period were the health care and industrials sectors. Within the health care sector, shares of Abbott Laboratories, a diversified global medical products company, advanced in the beginning of 2017 after Abbott completed its acquisition of St. Jude Medical, Inc. and gained approval by the FDA for the Assurance MRI pacemaker and Tendril MRI pacing lead. Shares continued to rise after the company expanded its implantable cardioverter defibrillator market share with the MRI compatibility of its Ellipse ICD, and


 

2

 

 

 

when the FDA approved the FreeStyle Libre Flash Glocose Monitoring system. Shares of UnitedHealth Group, Inc., a diversified health company, rose from strong financial performance and solid growth across all business lines. Within the industrials sector, the Fund’s holding of CSX Corp., a rail-based freight transportation company, contributed to performance as shares of the company jumped in the beginning of the year due to speculation that Canadian Pacific’s former CEO, Hunter Harrison, would be installed as CEO of CSX via activism. Despite his sudden death at the end of 2017, investors appeared to be confident that Harrison, who became CEO of CSX in March 2017, implemented

necessary structural changes throughout the year in order to drive future performance. Shares of Honeywell International Inc., a diversified technology and manufacturing company, rose after the company reported strong earnings throughout the year. Shares continued to increase over positive sentiment after Honeywell announced its intention to spin off into two separate companies.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The Russell 1000 Index® measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represent approximately 92% of the total market capitalization of the Russell 3000 Index.

 

2   The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information
Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

 

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

3

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in both the Russell 1000® Index and the S&P 500® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

  Average Annual Total Returns for the
Periods Ended December 31, 2017
    1 Year   5 Years   10 years  
Class VC   16.84%   13.03%   6.74%  

 

1   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

 

4

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

5

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

      Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
      7/1/17   12/31/17   7/1/17 -
 12/31/17
 
Class VC                
Actual     $1,000.00   $1,099.00   $5.03  
Hypothetical (5% Return Before Expenses)     $1,000.00   $1,020.42   $4.84  

 

Net expenses are equal to the Fund’s annualized expense ratio of 0.95%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector*   %**
Consumer Discretionary 15.53%
Consumer Staples 6.18%
Energy 3.57%
Financials 16.67%
Health Care 13.29%
Industrials 7.32%
Information Technology 23.25%
Materials 3.76%
Real Estate 2.68%
Telecommunication Services 1.25%
Utilities 1.99%
Repurchase Agreement 4.51%
Total 100.00%

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6

 

Schedule of Investments

December 31, 2017

 

Investments   Shares    Fair
Value
(000)
 
COMMON STOCKS 98.04%          
           
Banks 4.87%          
Citizens Financial Group, Inc.   36,044   $1,513 
East West Bancorp, Inc.   11,320    689 
Total        2,202 
           
Beverages 1.81%          
Coca-Cola Co. (The)   12,542    575 
PepsiCo, Inc.   2,023    243 
Total        818 
           
Biotechnology 1.92%          
Vertex Pharmaceuticals, Inc.*   5,788    867 
           
Capital Markets 3.63%          
Charles Schwab Corp. (The)   8,966    461 
Morgan Stanley   22,462    1,178 
Total        1,639 
           
Chemicals 3.86%          
DowDuPont, Inc.   12,286    875 
PPG Industries, Inc.   7,454    871 
Total        1,746 
           
Consumer Finance 1.76%          
Discover Financial Services   10,335    795 
           
Diversified Telecommunication Services 1.28%          
AT&T, Inc.   14,910    580 
           
Electric: Utilities 2.05%          
NextEra Energy, Inc.   5,923    925 
           
Electrical Equipment 1.35%          
AMETEK, Inc.   8,421    610 
           
Electronic Equipment, Instruments & Components 1.61% 
Corning, Inc.   22,807    730 
           
Energy Equipment & Services 0.58%          
Halliburton Co.   5,395    264 
Investments   Shares    Fair
Value
(000)
 
Equity Real Estate Investment Trusts 2.76%          
Boston Properties, Inc.   5,027   $654 
Prologis, Inc.   9,177    592 
Total        1,246 
           
Food & Staples Retailing 2.11%          
Wal-Mart Stores, Inc.   9,639    952 
           
Food Products 0.52%          
Mondelez International, Inc. Class A   5,550    238 
           
Health Care Equipment & Supplies 3.09%          
Abbott Laboratories   8,230    470 
Baxter International, Inc.   14,372    929 
Total        1,399 
           
Health Care Providers & Services 3.83%          
UnitedHealth Group, Inc.   7,847    1,730 
           
Hotels, Restaurants & Leisure 2.74%          
McDonald’s Corp.   3,576    616 
Yum! Brands, Inc.   7,613    621 
Total        1,237 
           
Household Durables 0.56%          
Lennar Corp. Class A   4,021    254 
           
Household Products 1.34%          
Clorox Co. (The)   3,276    487 
Colgate-Palmolive Co.   1,584    120 
Total        607 
           
Industrial Conglomerates 2.56%          
Honeywell International, Inc.   7,554    1,158 
           
Information Technology Services 0.76%          
Vantiv, Inc. Class A*   4,658    343 
           
Insurance 6.85%          
Allstate Corp. (The)   13,716    1,436 
Chubb Ltd. (Switzerland)(a)   7,239    1,058 
Hartford Financial Services Group, Inc. (The)   10,744    605 
Total        3,099 


 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments   Shares    Fair
Value
(000)
 
Internet & Direct Marketing Retail 5.23%          
Amazon.com, Inc.*   1,161   $1,358 
Netflix, Inc.*   5,254    1,008 
Total        2,366 
           
Internet Software & Services 7.58%          
Alibaba Group Holding Ltd. ADR*   5,036    868 
Alphabet, Inc. Class A*   1,202    1,266 
Facebook, Inc. Class A*   7,325    1,293 
Total        3,427 
           
Machinery 2.49%          
Caterpillar, Inc.   1,244    196 
ITT, Inc.   9,160    489 
Parker-Hannifin Corp.   2,217    442 
Total        1,127 
           
Media 4.04%          
Charter Communications, Inc. Class A*   658    221 
Comcast Corp. Class A   11,844    474 
Walt Disney Co. (The)   10,509    1,130 
Total        1,825 
           
Oil, Gas & Consumable Fuels 3.09%          
Devon Energy Corp.   21,238    879 
EOG Resources, Inc.   4,783    516 
Total        1,395 
           
Pharmaceuticals 4.80%          
Bristol-Myers Squibb Co.   5,368    329 
Johnson & Johnson   8,282    1,157 
Novartis AG ADR   8,158    685 
Total        2,171 
           
Professional Services 0.35%          
Nielsen Holdings plc   4,359    159 
Investments   Shares    Fair
Value
(000)
 
Road & Rail 0.76%          
CSX Corp.   6,236   $343 
           
Semiconductors & Semiconductor Equipment 1.65% 
Tower Semiconductor Ltd. (Israel) *(a)   21,885    746 
           
Software 7.87%          
Microsoft Corp.   21,311    1,823 
Nintendo Co. Ltd. ADR   14,230    642 
Oracle Corp.   23,122    1,093 
Total        3,558 
           
Specialty Retail 2.34%          
Burlington Stores, Inc.*   3,713    457 
Home Depot, Inc. (The)   3,164    599 
Total        1,056 
           
Technology Hardware, Storage & Peripherals 4.40%  
Apple, Inc.   11,756    1,989 
           
Textiles, Apparel & Luxury Goods 1.04%          
Kering ADR   9,971    469 
           
Tobacco 0.56%          
Altria Group, Inc.   3,539    253 
Total Common Stocks
(cost $37,353,648)
        44,323 


 

8 See Notes to Financial Statements.  
 

Schedule of Investments (concluded)

December 31, 2017

 

Investments  Principal
Amount
(000)
   Fair
Value
(000)
 
SHORT-TERM INVESTMENT 4.63%          
           
Repurchase Agreement          
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $2,190,000 of U.S. Treasury Note at 1.125% due 2/28/2021; value: $2,136,082; proceeds: $2,092,499 (cost $2,092,373)   $2,092   $2,092 
Total Investments in Securities 102.67%
(cost $39,446,021)
        46,415 
Liabilities in Excess of Cash and Other Assets (2.67)%        (1,208)
Net Assets 100.00%       $45,207 

 

ADR   American Depositary Receipt.
*   Non-income producing security.
(a)   Foreign security traded in U.S. dollars.


 

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)(3)  Level 1
(000)
   Level 2
(000)
   Level 3
(000)
  

Total

(000)

 
Common Stocks   $44,323   $   $    $44,323 
Repurchase Agreement       2,092        2,092 
Total  $44,323   $2,092   $   $46,415 

 

(1)   Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)   There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.

 

  See Notes to Financial Statements. 9
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:   
Investments in securities, at fair value (cost $39,446,021)  $46,414,653 
Cash   238 
Receivables:     
Interest and dividends   36,412 
From advisor (See Note 3)   8,726 
Capital shares sold   284 
Prepaid expenses   255 
Total assets   46,460,568 
LIABILITIES:     
Payables:     
Investment securities purchased   1,139,812 
Management fee   26,889 
Directors’ fees   6,310 
Capital shares reacquired   4,535 
Fund administration   1,537 
Accrued expenses   74,074 
Total liabilities   1,253,157 
NET ASSETS  $45,207,411 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $37,485,393 
Distributions in excess of net investment income   (6,310)
Accumulated net realized gain on investments   759,696 
Net unrealized appreciation on investments   6,968,632 
Net Assets  $45,207,411 
Outstanding shares (50 million shares of common stock authorized, $.001 par value)   3,391,864 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)  $13.33 

 

10 See Notes to Financial Statements.  
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:    
Dividends  $752,888 
Interest   1,394 
Total investment income   754,282 
Expenses:     
Management fee   310,111 
Non 12b-1 service fees   110,764 
Shareholder servicing   46,603 
Professional   42,786 
Reports to shareholders   20,107 
Fund administration   17,721 
Custody   4,230 
Directors’ fees   1,251 
Other   5,509 
Gross expenses   559,082 
Expense reductions (See Note 8)   (402)
Fees waived and expenses reimbursed (See Note 3)   (137,815)
Net expenses   420,865 
Net investment income   333,417 
Net realized and unrealized gain:     
Net realized gain on investments   3,973,533 
Net change in unrealized appreciation/depreciation on investments   2,600,901 
Net realized and unrealized gain   6,574,434 
Net Increase in Net Assets Resulting From Operations  $6,907,851 

 

  See Notes to Financial Statements. 11
 

Statements of Changes in Net Assets

 

INCREASE IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:          
Net investment income  $333,417   $483,688 
Net realized gain on investments   3,973,533    1,660,746 
Net change in unrealized appreciation/depreciation on investments   2,600,901    2,623,332 
Net increase in net assets resulting from operations   6,907,851    4,767,766 
Distributions to shareholders from:          
Net investment income   (358,909)   (442,540)
Net realized gain   (3,672,218)   (1,677,064)
Total distributions to shareholders   (4,031,127)   (2,119,604)
Capital share transactions (See Note 13):          
Proceeds from sales of shares   1,448,843    29,910,562 
Reinvestment of distributions   4,031,127    2,119,575 
Cost of shares reacquired   (8,346,425)   (23,123,823)
Net increase (decrease) in net assets resulting from capital share transactions   (2,866,455)   8,906,314 
Net increase in net assets   10,269    11,554,476 
NET ASSETS:          
Beginning of year  $45,197,142   $33,642,666 
End of year  $45,207,411   $45,197,142 
Distributions in excess of net investment income  $(6,310)  $(221)

 

12 See Notes to Financial Statements.  
 

This page is intentionally left blank.

 

13

 

Financial Highlights

 

       Per Share Operating Performance:
       Investment operations:  Distributions to
shareholders from:
   Net asset
value,
beginning
of period
  Net
invest-
ment
income(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
invest-
ment
opera-
tions
  Net
investment
income
  Net
realized
gain
  Total
distri-
butions
12/31/2017   $12.51    $0.10    $ 1.99    $ 2.09    $(0.11)   $(1.16)   $(1.27)
12/31/2016   11.66    0.14    1.31    1.45    (0.13)   (0.47)   (0.60)
12/31/2015   14.15    0.11    (0.23)   (0.12)   (0.11)   (2.26)   (2.37)
12/31/2014   14.77    0.10    1.25    1.35    (0.11)   1.86    (1.97)
12/31/2013   12.77    0.14    3.64    3.78    (0.15)   (1.63)   (1.78)

 

(a) Calculated using average shares outstanding during the period.
(b) Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

 

14 See Notes to Financial Statements.  
 
        Ratios to Average Net Assets:  Supplemental Data:
                   
Net
asset
value,
end of
period
  Total
return(b)
(%)
  Total
expenses
after
waivers
and/or reim-
bursements
(%)
  Total
expenses
(%)
  Net
investment
income
(%)
  Net
assets,
end of
period
(000)
  Portfolio
turnover
rate
(%)
 $13.33    16.84    0.95    1.26    0.75    $45,207    71 
 12.51    12.44    0.95    1.33    1.20    45,197    100 
 11.66    (0.90)   0.95    1.32    0.78    33,643    100 
 14.15    9.14    0.95    1.30    0.68    43,297    50 
 14.77    29.85    0.95    1.31    0.95    45,458    42 

 

  See Notes to Financial Statements. 15
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Classic Stock Portfolio (the “Fund”).

 

The Fund’s investment objective is growth of capital and growth of income consistent with reasonable risk. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a) Investment ValuationUnder procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
   
  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

 

16

 

Notes to Financial Statements (continued)

 

(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
(g) Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(h) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs

 

17

 

Notes to Financial Statements (continued)

 

  refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk — for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
  Level 1 – unadjusted quoted prices in active markets for identical investments;
       
  Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
       
  Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
       

  A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
   
  Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .70%
Next $1 billion .65%
Over $2 billion .60%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of .39% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary

 

18

 

Notes to Financial Statements (continued)

 

to limit total net annual operating expenses, to an annual rate of .95%. This agreement may be terminated only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 
4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 was as follows:

 

   Year Ended
12/31/2017
   Year Ended
12/31/2016
 
Distributions paid from:              
Ordinary income    $1,067,214     $442,540 
Net long-term capital gains     2,963,913      1,677,064 
Total distributions paid    $4,031,127     $2,119,604 

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Undistributed ordinary income – net  $136,196 
Undistributed long-term capital gains   684,291 
Total undistributed earnings   820,487 
Temporary differences   (6,310)
Unrealized gains – net   6,907,841 
Total accumulated gains – net  $7,722,018 

 

19

 

Notes to Financial Statements (continued)

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $39,506,812 
Gross unrealized gain   7,138,946 
Gross unrealized loss   (231,105)
Net unrealized security gain  $6,907,841 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in
Excess of Net
Investment Income
   Accumulated Net
Realized Gain
 
$19,403   $(19,403)

 

The permanent differences are attributable to the tax treatment of certain distributions.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

Purchases   Sales
$30,915,016   $37,451,996

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

20

 

Notes to Financial Statements (continued)

 

Description  Gross Amounts of
Recognized Assets
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
 
Repurchase Agreement       $2,092,373   $     $2,092,373 
Total  $2,092,373   $   $2,092,373 

 

   Net Amounts                 
   of Assets   Amounts Not Offset in the     
   Presented in   Statement of Assets and Liabilities     
Counterparty  the Statement
 of Assets and
 Liabilities
   Financial
Instruments
   Cash
Collateral
 Received(a)
   Securities
Collateral
 Received(a)
   Net
Amount(b)
 
Fixed Income Clearing Corp.     $2,092,373   $   $   $(2,092,373)  $ 
Total  $2,092,373   $   $   $(2,092,373)  $ 

 

(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

7. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

8. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

9. LINE OF CREDIT  

 

Effective August 28, 2017, the Funds and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

21

 

Notes to Financial Statements (concluded)

 

10. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions. During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

11. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

12. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value and growth stocks. This means the value of your investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Large-cap value and growth stocks may perform differently than the market as a whole and differently than each other or other types of stocks, such as small company stocks. This is because different types of stocks tend to shift in and out of favor over time depending on market and economic conditions. The market may fail to recognize the intrinsic value of particular value stocks for a long time. Growth stocks may be more volatile than other stocks. Growth stocks are often more sensitive to market fluctuations than other securities because their market prices are highly sensitive to future earnings expectations. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a favorable market.

 

Due to its investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, industry and sector liquidity, currency, political, information, and other risks. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

These factors can affect the Fund’s performance.

 

13. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended
December 31, 2017
   Year Ended
December 31, 2016
 
Shares sold   108,740    2,570,120 
Reinvestment of distributions   302,332    169,122 
Shares reacquired   (631,764)   (2,011,279)
Increase (decrease)   (220,692)   727,963 

 

22

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Classic Stock Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Classic Stock Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Classic Stock Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

23

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012  

Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

 

Other Directorships: None.

 

         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016  

Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

 

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address
and Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014  

Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

 

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

24

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

 

Other Directorships: None.

         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004   Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001   Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017   Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

Other Directorships: None
         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012   Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

Other Directorships: Blyth, Inc., a home products company (2004–2015).
         
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017   Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

Other Directorships: None.
         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016   Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

Other Directorships: None.

 

25

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006; Chairman since 2017  

Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

26

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/ Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

27

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007     Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President     Elected in 2016     Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President     Elected in 2010     Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President     Elected in 2012     Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer     Elected in 2017     Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

28

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-, three-, five-, and ten-year periods. The Board

 

29

 

Approval of Advisory Contract (continued)

 

considered that Lord Abbett was implementing a plan intended to improve the performance of its equity Funds. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was equal to the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, in conjunction with the Fund’s proposed expense limitation agreement, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord

 

30

 

Approval of Advisory Contract (concluded)

 

Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

31

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

Tax Information

 

For corporate shareholders, 58% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

 

Additionally, of the distribution paid to the shareholders during the year ended December 31, 2017, $709,765 and $2,963,913, respectively, represent short-term capital gains and long-term capital gains.

 

32

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
  Lord Abbett Series Fund, Inc.

Classic Stock Portfolio
SFCLASS-PORT-3
(02/18)
 

 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett

Series Fund—Developing Growth Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
4   Investment Comparison
     
5   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
7   Schedule of Investments
     
10   Statement of Assets and Liabilities
     
11   Statement of Operations
     
12   Statements of Changes in Net Assets
     
14   Financial Highlights
     
16   Notes to Financial Statements
     
23   Report of Independent Registered Public Accounting Firm
     
24   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund — Developing Growth Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Developing Growth Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer


 

 

For the fiscal year ended December 31, 2017, the Fund returned 29.92%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 2000® Growth Index,1 which returned 22.17% over the same period.

The domestic equity market (as represented by the S&P 500® Index2) returned 21.83%, ending the year with its strongest quarterly performance in two years and marking its first calendar year with 12 consecutive months of positive performance. Much of the market

momentum was driven by the anticipation of supportive U.S. fiscal policies, as the passage of the Tax Cut and Jobs Act and the prospect of significant infrastructure spending drove the forecast for U.S. gross domestic product (GDP) growth incrementally higher. These forces persisted despite a myriad of geopolitical and environmental headwinds, as threats from North Korea, U.S. political tensions, and Hurricanes Harvey, Irma, and Maria all had the potential to derail the market’s forward progress.


 

1

 

 

 

During the year, the National Federation of Independent Business Small Business Confidence Index reached a 34 year high, marking its second-highest level in the history of the index. The University of Michigan’s average consumer confidence measure for the year was the highest since 2000, while consumer spending reached an all-time high in the third quarter. A reoccurring theme persisted throughout the year with large caps outperforming small caps and value stocks significantly outpacing their growth-oriented peers.

The U.S. economy continued to expand during the trailing 12-month period. U.S. GDP grew at a 3.2% pace during the third quarter, an increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third quarter personal consumption and federal government spending increased, quarter-over-quarter. The Federal Reserve raised target rates three times during the year, changing the target range in December from 1.00–1.25% to 1.25–1.50%. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.1% in December, a decline of 0.6% year-over-year.

The leading contributor to the Fund’s relative performance during the period was security selection in the information technology sector. Within this sector, the Fund’s holdings of Shopify, Inc., an operator of a multi-faceted cloud-based commerce

platform utilized by businesses, contributed most. Shares of Shopify rose as continued platform enhancements and better than expected new merchant growth fueled accelerated revenue growth and market share gains. Another contributor within this sector over the past year was the Fund’s position in Universal Display Corp., a developer of organic light emitting technologies. Shares of Universal Display appreciated as it reported faster than expected revenue growth, which was driven by iPhone and OLED TV market penetration.

Security selection within the health care sector also positively impacted the Fund’s relative performance during the period. Within this sector, the Fund’s holdings of Exact Sciences, Inc., a molecular diagnostics company, contributed most. Exact Sciences released results that displayed faster than expected adoption of non-invasive colorectal cancer screening.

The leading detractor from the Fund’s performance, relative to the benchmark, during the period was stock selection within the materials sector. Within this sector, the Fund’s position in AK Steel Holding Corp., an operator of steel making and metallurgical coal plants, detracted. Shares of AK Steel were adversely affected by increased raw material costs, which put near-term pressure on the company’s pricing and margins. Additionally, the lack of progress on an infrastructure spending bill and the current administration’s delay in prioritizing section 232, an investigation


 

2

 

 

 

into steel imports’ relation to national security, were also headwinds. Another detractor within the sector was the Fund’s position in Cleveland-Cliffs, Inc., a mining and natural resources company. Shares of Cleveland-Cliffs declined as iron ore prices fell during the period.

Stock selection and an overweight in the financials sector were detractors from the Fund’s performance, relative to the benchmark, during the period. Within this sector, the Fund’s holdings of WisdomTree Investments, Inc., an asset manager

focused on exchange traded products, detracted. Shares of WisdomTree fell precipitously as higher than expected compensation expenses, pessimism around the company’s international business, and increasing industry pressure on fees, weighed on the stock.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The Russell 2000® Growth Index measures the performance of those Russell 2000 companies with higher price-to-book ratios and higher forecasted growth values.

 

2   The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information
Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

3

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 2000® Growth Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

Average Annual Total Returns for the

Periods Ended December 31, 2017

   1 Year  5 Years  Life of Class
Class VC2   29.92%   13.55%   13.12%

 

1   Performance for the unmanaged index does not reflect any fees or expenses. The performance of the index is not necessarily representative of the Fund’s performance. Performance for the index began on May 1, 2010.

2   The Class VC shares commenced operations on April 23, 2010. Performance for the Class began on May 1, 2010.


 

4

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

5

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
    7/1/17   12/31/17   7/1/17 -
12/31/17
 
Class VC              
Actual   $1,000.00   $1,151.10   $4.88  
Hypothetical (5% Return Before Expenses)   $1,000.00   $1,020.67   $4.58  

 

Net expenses are equal to the Fund’s annualized expense ratio of 0.90%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector*  %**
Consumer Discretionary   17.76%
Energy   1.66%
Financials   10.19%
Health Care   21.42%
Industrials   19.22%
Information Technology   26.29%
Materials   1.99%
Real Estate   0.51%
Repurchase Agreement   0.96%
Total   100.00%

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6 See Notes to Financial Statements.  
 

Schedule of Investments

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
COMMON STOCKS 99.25%          
           
Aerospace & Defense 3.58%          
Aerojet Rocketdyne Holdings, Inc.*   8,591   $268 
Aerovironment, Inc.*   6,320    355 
BWX Technologies, Inc.   6,328    383 
Curtiss-Wright Corp.   3,400    414 
Total        1,420 
           
Air Freight & Logistics 2.92%          
Atlas Air Worldwide Holdings, Inc.*   8,586    504 
XPO Logistics, Inc.*   7,165    656 
Total        1,160 
           
Banks 7.79%          
Cadence BanCorp*   11,406    309 
CenterState Bank Corp.   17,572    452 
Pinnacle Financial Partners, Inc.   6,038    400 
Sterling Bancorp   11,697    288 
Texas Capital Bancshares, Inc.*   4,365    388 
Webster Financial Corp.   5,738    322 
Western Alliance Bancorp*   10,550    597 
Wintrust Financial Corp.   4,023    332 
Total        3,088 
           
Biotechnology 15.24%          
Agios Pharmaceuticals, Inc.*   5,737    328 
Avexis, Inc.*   4,793    530 
Bluebird Bio, Inc.*   2,857    509 
Blueprint Medicines Corp.*   9,308    702 
Clovis Oncology, Inc.*   2,978    203 
Exact Sciences Corp.*   9,250    486 
FibroGen, Inc.*   6,877    326 
Foundation Medicine, Inc.*   6,686    456 
Insmed, Inc.*   7,484    233 
Loxo Oncology, Inc.*   5,204    438 
Repligen Corp.*   5,799    210 
Sage Therapeutics, Inc.*   5,212    859 
Sarepta Therapeutics, Inc.*   8,042    447 
Investments  Shares   Fair
Value
(000)
 
Biotechnology (continued)          
Spark Therapeutics, Inc.*   3,984   $205 
TESARO, Inc.*   1,345    112 
Total        6,044 
           
Building Products 2.34%          
Builders FirstSource, Inc.*   24,342    530 
Trex Co., Inc.*   3,670    398 
Total        928 
           
Capital Markets 2.20%          
Evercore, Inc. Class A   4,902    441 
Hamilton Lane, Inc. Class A   1,000    35 
Moelis & Co. Class A   8,200    398 
Total        874 
           
Chemicals 0.79%          
Minerals Technologies, Inc.   368    25 
PolyOne Corp.   6,609    288 
Total        313 
           
Commercial Services & Supplies 0.64%          
Brink’s Co. (The)   3,242    255 
           
Communications Equipment 0.46%          
Lumentum Holdings, Inc.*   3,735    183 
           
Construction & Engineering 2.50%          
MasTec, Inc.*   10,238    501 
Quanta Services, Inc.*   12,506    489 
Total        990 
           
Construction Materials 1.21%          
Eagle Materials, Inc.   4,225    479 
           
Diversified Consumer Services 3.00%          
Chegg, Inc.*   37,267    608 
Grand Canyon Education, Inc.*   6,488    581 
Total        1,189 
           
Electronic Equipment, Instruments & Components 1.39%      
Universal Display Corp.   3,183    550 


 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Health Care Equipment & Supplies 4.99%     
ABIOMED, Inc.*   710   $133 
Insulet Corp.*   12,572    868 
Nevro Corp.*   4,653    321 
Penumbra, Inc.*   6,993    658 
Total        1,980 
           
Health Care Providers & Services 1.23%          
HealthEquity, Inc.*   6,208    290 
Tivity Health, Inc.*   5,443    199 
Total        489 
           
Hotels, Restaurants & Leisure 4.49%          
Dave & Buster’s Entertainment, Inc.*   5,635    311 
Marriott Vacations Worldwide Corp.   3,101    419 
Planet Fitness, Inc. Class A*   30,320    1,050 
Total        1,780 
           
Household Durables 2.94%          
Roku, Inc.*   10,772    558 
SodaStream International Ltd. (Israel)*(a)   8,668    609 
Total        1,167 
           
Information Technology Services 1.00%          
EPAM Systems, Inc.*   3,674    395 
           
Internet & Direct Marketing Retail 0.46%          
Overstock.com, Inc.*   2,842    182 
           
Internet Software & Services 10.55%          
2U, Inc.*   13,286    857 
Alarm.com Holdings, Inc.*   5,045    190 
Cargurus, Inc.*   9,415    282 
Coupa Software, Inc.*   5,324    166 
Etsy, Inc.*   15,338    314 
Five9, Inc.*   21,897    545 
GrubHub, Inc.*   10,735    771 
Mimecast Ltd.*   6,730    193 
MuleSoft, Inc. Class A*   3,904    91 
Okta, Inc.*   4,718    121 
Investments  Shares   Fair
Value
(000)
 
Internet Software & Services (continued)      
Stamps.com, Inc.*   2,057   $387 
Trade Desk, Inc. (The) Class A*   5,863    268 
Total        4,185 
           
Machinery 3.72%          
Allison Transmission Holdings, Inc.   9,148    394 
Chart Industries, Inc.*   8,472    397 
Proto Labs, Inc.*   3,806    392 
RBC Bearings, Inc.*   2,314    292 
Total        1,475 
           
Media 1.68%          
Live Nation Entertainment, Inc.*   15,672    667 
           
Multi-Line Retail 0.46%          
Ollie’s Bargain Outlet Holdings, Inc.*   3,405    181 
           
Oil, Gas & Consumable Fuels 1.66%          
GasLog Ltd. (Monaco)(a)   29,664    660 
           
Professional Services 0.49%          
WageWorks, Inc.*   3,139    195 
           
Real Estate Management & Development 0.52%          
Redfin Corp.*   6,518    204 
           
Semiconductors & Semiconductor Equipment 4.14%    
Cavium, Inc.*   3,335    280 
CEVA, Inc.*   8,614    398 
Cirrus Logic, Inc.*   4,001    207 
Inphi Corp.*   4,764    174 
Monolithic Power Systems, Inc.   5,179    582 
Total        1,641 
           
Software 8.81%          
Appian Corp.*   5,454    172 
Blackline, Inc.*   6,076    199 
Everbridge, Inc.*   8,939    266 
HubSpot, Inc.*   8,432    745 


 

8 See Notes to Financial Statements.  
 

Schedule of Investments (concluded)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Software (continued)          
Materialise NV ADR*   5,840   $74 
Paycom Software, Inc.*   7,051    566 
Paylocity Holding Corp.*   5,442    257 
Proofpoint, Inc.*   5,415    481 
RingCentral, Inc. Class A*   11,267    545 
Verint Systems, Inc.*   4,513    189 
Total        3,494 
           
Specialty Retail 3.28%          
At Home Group, Inc.*   9,483    288 
Camping World Holdings, Inc. Class A   8,745    391 
Floor & Decor Holdings, Inc. Class A*   11,573    563 
National Vision Holdings, Inc.*   1,466    60 
Total        1,302 
           
Textiles, Apparel & Luxury Goods 1.49%          
Canada Goose Holdings, Inc. (Canada)*(a)   18,754    592 
           
Thrifts & Mortgage Finance 0.22%          
WSFS Financial Corp.   1,795    86 
           
Trading Companies & Distributors 3.06%          
Air Lease Corp.   12,829    617 
Beacon Roofing Supply, Inc.*   9,365    597 
Total        1,214 
Total Common Stocks
(cost $31,760,173)
        39,362 
Investments  Principal
Amount
(000)
   Fair
Value
(000)
 
SHORT-TERM INVESTMENT 0.96%          
           
Repurchase Agreement          
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $325,000 of U.S. Treasury Bond at 7.875% due 2/15/2021; value: $392,310; proceeds: $379,738
(cost $379,716)
  $380   $380 
Total Investments in Securities 100.21%
(cost $32,139,889)
        39,742 
Liabilities in Excess of Other Assets (0.21)%        (84)
Net Assets 100.00%       $39,658 

 

ADR   American Depositary Receipt.
*   Non-income producing security.
(a)   Foreign security traded in U.S. dollars.

 

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

   Level 1   Level 2   Level 3   Total 
Investment Type(2)(3)  (000)   (000)   (000)   (000) 
Common Stocks  $39,362    $   $   $39,362 
Repurchase Agreement       380        380 
Total  $39,362   $380   $   $39,742 

 

(1)   Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)   There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.
     
  See Notes to Financial Statements. 9
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:     
Investments in securities, at fair value (cost $32,139,889)  $39,741,593 
Receivables:     
Investment securities sold   117,511 
Capital shares sold   23,412 
From advisor (See Note 3)   10,480 
Interest and dividends   5,530 
Prepaid expenses   173 
Total assets   39,898,699 
LIABILITIES:     
Payables:     
Investment securities purchased   113,249 
Capital shares reacquired   30,293 
Management fee   25,370 
Directors’ fees   2,269 
Fund administration   1,353 
Accrued expenses   67,849 
Total liabilities   240,383 
NET ASSETS  $39,658,316 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $33,135,442 
Accumulated net investment loss   (2,269)
Accumulated net realized loss on investments   (1,076,561)
Net unrealized appreciation on investments   7,601,704 
Net Assets  $39,658,316 
Outstanding shares (50 million shares of common stock authorized, $.001 par value)   1,407,406 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)   $28.18 

 

10 See Notes to Financial Statements.  
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:     
Dividends  $129,679 
Interest   1,109 
Total investment income   130,788 
Expenses:     
Management fee   258,012 
Non 12b-1 service fees   86,130 
Professional   40,892 
Shareholder servicing   36,896 
Custody   18,360 
Reports to shareholders   15,734 
Fund administration   13,761 
Directors’ fees   945 
Other   4,837 
Gross expenses   475,567 
Expense reductions (See Note 8)   (317)
Fees waived and expenses reimbursed (See Note 3)   (165,636)
Net expenses   309,614 
Net investment loss   (178,826)
Net realized and unrealized gain:     
Net realized gain on investments   3,225,081 
Net change in unrealized appreciation/depreciation on investments   5,999,258 
Net realized and unrealized gain   9,224,339 
Net Increase in Net Assets Resulting From Operations  $9,045,513 

 

  See Notes to Financial Statements. 11
 

Statements of Changes in Net Assets

 

INCREASE (DECREASE) IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:          
Net investment loss  $(178,826)  $(104,073)
Net realized gain (loss) on investments   3,225,081    (1,968,606)
Net change in unrealized appreciation/depreciation on investments   5,999,258    1,799,143 
Net increase (decrease) in net assets resulting from operations   9,045,513    (273,536)
Capital share transactions (See Note 13):          
Proceeds from sales of shares   9,093,518    15,087,712 
Cost of shares reacquired   (7,085,462)   (15,091,059)
Net increase (decrease) in net assets resulting from capital share transactions   2,008,056    (3,347)
Net increase (decrease) in net assets   11,053,569    (276,883)
NET ASSETS:          
Beginning of year  $28,604,747   $28,881,630 
End of year  $39,658,316   $28,604,747 
Accumulated net investment loss  $(2,269)  $(1,760)

 

12 See Notes to Financial Statements.  
 

This page is intentionally left blank.

 

Financial Highlights

 

       Per Share Operating Performance:        
       Investment operations:  Distributions
to
shareholders
from:
    
   Net asset
value,
beginning of
period
  Net
investment
income
(loss)(a)
  Net
realized and
unrealized
gain (loss)
  Total from
investment
operations
  Net
realized
gain
  Net asset
value,
end of
period
12/31/2017   $21.69    $(0.13)   $ 6.62    $ 6.49    $      –    $28.18 
12/31/2016   22.28    (0.07)   (0.52)   (0.59)       21.69 
12/31/2015   24.46    (0.14)   (1.86)   (2.00)   (0.18)   22.28 
12/31/2014   23.74    (0.16)   1.03    0.87    (0.15)   24.46 
12/31/2013   16.43    (0.16)   9.44    9.28    (1.97)   23.74 

 

  (a) Calculated using average shares outstanding during the period.
  (b) Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

 

14 See Notes to Financial Statements.  
 
    Ratios to Average Net Assets:  Supplemental Data:
        
Total
return(b)
(%)
  Total
expenses after
waivers and/or
reimburse-
ments
(%)
  Total
expenses
(%)
  Net
investment
income (loss)
(%)
  Net assets,
end of
period
(000)
  Portfolio
turnover
rate
(%)
 29.92    0.90    1.38    (0.52)   $39,658    103 
 (2.60)   0.90    1.51    (0.34)   28,605    222 
 (8.21)   0.90    1.56    (0.56)   28,882    197 
 3.71    0.90    2.02    (0.68)   17,494    235 
 56.68    0.90    6.47    (0.72)   4,294    245 

 

  See Notes to Financial Statements. 15
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Developing Growth Portfolio (the “Fund”).

 

The Fund’s investment objective is long-term growth of capital. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  
   
(a) Investment ValuationUnder procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

 

16

 

Notes to Financial Statements (continued)

 

  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
   
(b) Security TransactionsSecurity transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment IncomeDividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income TaxesIt is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) ExpensesExpenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign TransactionsThe books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
(g) Repurchase AgreementsThe Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(h) Fair Value MeasurementsFair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy

 

17

 

Notes to Financial Statements (continued)

 

  is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk — for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
  Level 1 –  unadjusted quoted prices in active markets for identical investments;
       
  Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
       
  Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
       
  A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
   
  Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
   
3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $100 million .75%
Over $100 million .50%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of 0.27% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary

 

18

 

Notes to Financial Statements (continued)

 

to limit total net annual operating expenses to an annual rate of 0.90%. This agreement may be terminated prior to April 30, 2018 only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Capital loss carryforwards*  $(920,342)
Temporary differences   (2,269)
Unrealized gains – net   7,445,485 
Total accumulated gains – net  $6,522,874 
   
* The capital losses will carry forward indefinitely.

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $32,296,108 
Gross unrealized gain   8,236,112 
Gross unrealized loss   (790,627)
Net unrealized security gain  $7,445,485 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of wash sales.

 

19

 

Notes to Financial Statements (continued)

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Accumulated Net
Investment Loss
  Paid-in Capital  
$178,317   $(178,317 )

 

The permanent differences are attributable to the tax treatment of net investment losses.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

Purchases   Sales  
$36,536,142   $34,720,298  

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the year ended December 31, 2017, the Fund engaged in cross-trades purchases of $81,330 and sales of $159,651, which resulted in net realized gains of $27,972.

 

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

Description  Gross Amounts of
Recognized Assets
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
 
Repurchase Agreement   $379,716   $    $379,716 
Total   $379,716   $    $379,716 

 

20

 

Notes to Financial Statements (continued)

 

   Net Amounts
of Assets
Presented in
the Statement of Assets and Liabilities
   Amounts Not Offset in the
Statement of Assets and Liabilities
     
Counterparty     Financial
Instruments
   Cash
Collateral
Received(a)
   Securities
Collateral
Received(a)
   Net
Amount(b)
 
Fixed Income Clearing Corp.  $379,716   $   $   $(379,716)  $ 
Total  $379,716   $   $   $(379,716)  $ 
   
(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

7. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

8. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

9. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

10. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

 

21

 

Notes to Financial Statements (concluded)

 

During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

11. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

12. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with equity investing. The value of an investment will fluctuate in response to movements in the equity securities markets in general and to the changing prospects of individual companies in which the Fund invests.

 

The Fund has particular risks associated with growth stocks. Different types of stocks shift in and out of favor over time depending on market and economic conditions. Growth stocks tend to be more volatile than other stocks. Growth stocks are often more sensitive to marker fluctuations than other securities because their market prices are highly sensitive to future earnings expectations. In addition, if the Fund’s assessment of a company’s potential for growth or market conditions is wrong, it could suffer losses or produce poor performance relative to other funds, even in a favorable market. The Fund invests primarily in small-cap growth company stocks, which tend to be more volatile and can be less liquid than other types of stocks. The shares of small and mid-sized companies tend to trade less frequently than those of larger, more established companies, which can adversely affect the pricing of these securities and the ability to sell these securities in the future. Small-cap companies may also have more limited product lines, markets or financial resources, and typically experience a higher risk of failure than large-cap companies. Because the Fund may invest a portion of its assets in foreign securities and American Depositary Receipts, it may experience increased market, industry and sector, liquidity, currency, political, information and other risks. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

These factors can affect the Fund’s performance.

 

13. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended
December 31, 2017
   Year Ended
December 31, 2016
 
Shares sold   371,336    738,518 
Reinvestment of distributions        
Shares reacquired   (282,612)   (716,390)
Increase   88,724    22,128 

 

22

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Developing Growth Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Developing Growth Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Developing Growth Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

23

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012  

Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

 

Other Directorships: None.

         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016  

Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

 

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014  

Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

 

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

   
(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

24

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

 

Other Directorships: None.

         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004  

Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

 

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).

         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001  

Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

 

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).

         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017  

Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

 

Other Directorships: None

         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012  

Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

 

Other Directorships: Blyth, Inc., a home products company (2004–2015).

         
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017  

Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

 

Other Directorships: None.

         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016  

Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

 

Other Directorships: None.

 

25

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006;
Chairman since 2017
  Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

26

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/ Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and
Assistant Secretary
  Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and
Assistant Secretary
  Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and
Vice President
  Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

27

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and
Assistant Secretary
  Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and
Assistant Secretary
  Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

28

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of the Fund’s benchmark; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and the Fund’s benchmark as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was below the median of the performance peer group for the one-, three-, and five-year periods. The Board considered that

 

29

 

Approval of Advisory Contract (continued)

 

Lord Abbett was implementing a plan intended to improve the performance of its equity Funds. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoint in the level of the management fee, in conjunction with the Fund’s proposed expense limitation agreement, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory

 

30

 

Approval of Advisory Contract (concluded)

 

services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

31

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

32

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

 

Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

 

Developing Growth Portfolio

  SFDG-PORT-3
(02/18)
 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett

Series Fund—Fundamental Equity Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
4   Investment Comparison
     
5   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
7   Schedule of Investments
     
10   Statement of Assets and Liabilities
     
11   Statement of Operations
     
12   Statements of Changes in Net Assets
     
14   Financial Highlights
     
16   Notes to Financial Statements
     
24   Report of Independent Registered Public Accounting Firm
     
25   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund – Fundamental Equity Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund – Fundamental Equity Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer


 

 

For the fiscal year ended December 31, 2017, the Fund returned 12.57%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 1000® Value Index,1 which returned 13.66% over the same period.

The domestic equity market (as represented by the S&P 500® Index2) returned 21.83%, ending the year with its strongest quarterly performance in two years and marking its first calendar year with 12 consecutive months of positive performance. Much of the market momentum was driven by the anticipation

of supportive U.S. fiscal policies, as the passage of the Tax Cut and Jobs Act and the prospect of significant infrastructure spending drove the forecast of U.S. gross domestic product (GDP) growth incrementally higher. These forces persisted despite a myriad of geopolitical and environmental headwinds, as North Korea, U.S. political tenions, and Hurricanes Harvey, Irma, and Maria all had the potential to derail the market’s forward progress.

During the year the National Federation of Independent Business Index of Small Business Confidence reached a 34


 

1

 

 

 

year high, marking its second-highest level in the history of the index. The University of Michigan’s average consumer confidence for the year was the highest since 2000, while consumer spending reached an all-time high in the third quarter. A reoccurring theme persisted throughout the year with large caps outperforming small caps and value stocks significantly outpacing their growth oriented peers.

The U.S. economy continued to expand during the trailing 12-month period. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, an increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third quarter personal consumption and federal government spending increased, quarter-over-quarter. The Federal Reserve (Fed) gradually raised the Fed Funds rate over the trailing 12-month period by raising interest rates by 25bps three times, ultimately reaching a target range of 1.25-1.50%. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.1% in December, a decline of 0.6% year-over-year.

The Fund underperformed its index for the period. During the trailing 12-month period, the largest detractors from relative performance were the financials and consumer staples sectors. Within the financials sector, shares of Signature Bank, a full-service commercial bank, fell after the bank had to write down its taxi

medallion portfolio due to increased pressure from the ride-share industry, which resulted in loan losses. TD Ameritrade Holding Corp., a brokerage, mutual fund, and banking company, found itself involved in a price war in the beginning of the year as competing firms lowered commissions on online retail trading, which led shares of the company to decline. Within the consumer staples sector, shares of CVS Health Corp., a pharmacy and health care provider, dropped after sales in the retail segment fell due to the impact of the three large hurricanes during the year. Shares further declined after analysts suggested that Amazon would be in the business of selling prescription drugs in the next few years. Shares of Mondelez International Inc., a manufacturer of snack food and beverage products, dropped due to disappointing organic sales after a cyberattack crippled the company’s corporate computer systems and disrupted the company’s ability to ship and invoice.

Among the largest contributors to relative performance during the trailing 12-month period were the industrials and the consumer discretionary sectors. Within the industrials sector, the portfolio’s holding of CSX Corp., a rail-based freight transportation company, contributed to performance as shares of the company jumped in the beginning of the year due to speculation that Canadian Pacific’s former CEO, Hunter Harrison, would be installed as CEO of CSX via activism. Despite his sudden


 

2

 

 

 

death at the end of 2017, investors appeared to be confident that Harrison, who became CEO of CSX in March 2017, implemented necessary structural changes throughout the year in order to drive future performance. Shares of Ametek, Inc., a global manufacturer of electric instruments and electromechanical devices, rose throughout the year after producing strong organic growth through its digital marketing investments and initiatives around sales force training and development coupled with the company’s successful “growth by M&A” strategy. Within the consumer discretionary sector,

shares of Lennar Corp., a homebuilding company, rose due to the company’s improving fundamentals and focus on technology to optimize returns. Shares of Burlington Stores, Inc., an owner and operator of clothing retail stores, also rose due to improving sales, efficient inventory management, and the growth of its online presence.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The Russell 1000® Value Index measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values.

 

2   The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

3

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 1000® Value Index, Russell 3000® Index, Russell 3000® Value Index, and S&P 500® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

  Average Annual Total Returns for the
  Periods Ended December 31, 2017
    1 Year   5 Years   10 Years
Class VC   12.57%   12.85%   7.53%  

 

1   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

 

4

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

5

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

   Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
   7/1/17  12/31/17  7/1/17 -
12/31/17
 
Class VC                 
Actual   $1,000.00    $1,085.40       $6.04       
Hypothetical (5% Return Before Expenses)   $1,000.00    $1,019.41    $5.85   

 

Net expenses are equal to the Fund’s annualized expense ratio of 1.15%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector*     %**
Consumer Discretionary   5.55%
Consumer Staples   7.85%
Energy   11.90%
Financials   27.81%
Health Care   12.79%
Industrials   9.99%
Information Technology   11.64%
Materials   3.26%
Real Estate   1.61%
Telecommunication Services   2.58%
Utilities   3.15%
Repurchase Agreement   1.87%
Total   100.00%

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6

 

Schedule of Investments

December 31, 2017

 

Investments  Shares    Fair
Value
(000)
 
COMMON STOCKS 98.24%          
           
Aerospace & Defense 1.27%          
General Dynamics Corp.   24,349   $4,954 
           
Airlines 1.20%          
Delta Air Lines, Inc.   83,296    4,665 
           
Banks 16.72%          
Bank of America Corp.   287,277    8,480 
Citigroup, Inc.   115,079    8,563 
Citizens Financial Group, Inc.   177,041    7,432 
Comerica, Inc.   48,574    4,217 
East West Bancorp, Inc.   95,245    5,794 
JPMorgan Chase & Co.   174,621    18,674 
Signature Bank*   34,789    4,775 
Webster Financial Corp.   72,259    4,058 
Wells Fargo & Co.   49,395    2,997 
Total        64,990 
           
Beverages 1.58%          
Coca-Cola Co. (The)   62,221    2,854 
PepsiCo, Inc.   27,500    3,298 
Total        6,152 
           
Building Products 1.05%          
Owens Corning   44,554    4,096 
           
Capital Markets 3.29%          
Charles Schwab Corp. (The)   43,682    2,244 
Goldman Sachs Group,          
Inc. (The)   22,077    5,624 
Invesco Ltd.   134,511    4,915 
Total        12,783 
           
Chemicals 2.39%          
DowDuPont, Inc.   130,250    9,276 
           
Communications Equipment 3.04%          
Cisco Systems, Inc.   308,700    11,823 
           
Consumer Finance 1.67%          
Discover Financial Services   84,440    6,495 
Investments  Shares   Fair
Value
(000)
 
Diversified Telecommunication Services 2.58%          
AT&T, Inc.   258,469   $10,049 
           
Electric: Utilities 3.15%          
Duke Energy Corp.   76,195    6,409 
NextEra Energy, Inc.   37,402    5,842 
Total        12,251 
           
Electrical Equipment 1.61%          
AMETEK, Inc.   86,404    6,262 
           
Electronic Equipment, Instruments & Components 1.36%     
Corning, Inc.   165,568    5,297 
           
Energy Equipment & Services 1.30%          
Halliburton Co.   103,208    5,044 
           
Equity Real Estate Investment Trusts 1.62%          
Boston Properties, Inc.   15,180    1,974 
Prologis, Inc.   66,843    4,312 
Total        6,286 
           
Food & Staples Retailing 3.00%          
CVS Health Corp.   47,802    3,466 
Wal-Mart Stores, Inc.   82,839    8,180 
Total        11,646 
           
Food Products 0.81%          
Mondelez International, Inc.          
Class A   73,213    3,134 
           
Health Care Equipment & Supplies 4.08%          
Abbott Laboratories   174,600    9,964 
Baxter International, Inc.   77,208    4,991 
Boston Scientific Corp.*   37,363    926 
Total        15,881 
           
Health Care Providers & Services 2.22%          
Aetna, Inc.   16,104    2,905 
HCA Healthcare, Inc.*   26,949    2,367 
UnitedHealth Group, Inc.   15,207    3,353 
Total        8,625 


 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Hotels, Restaurants & Leisure 1.42%          
Carnival Corp.   37,015   $2,457 
Yum! Brands, Inc.   37,411    3,053 
Total        5,510 
           
Household Durables 0.35%          
Lennar Corp. Class A   21,721    1,374 
           
Household Products 1.38%          
Clorox Co. (The)   21,930    3,262 
Colgate-Palmolive Co.   28,000    2,112 
Total        5,374 
           
Industrial Conglomerates 1.99%          
General Electric Co.   53,400    932 
Honeywell International, Inc.   44,385    6,807 
Total        7,739 
           
Insurance 6.17%          
Allstate Corp. (The)   73,700    7,717 
Chubb Ltd. (Switzerland)(a)   45,800    6,693 
Hartford Financial Services Group, Inc. (The)   87,663    4,934 
MetLife, Inc.   91,659    4,634 
Total        23,978 
           
Internet Software & Services 0.72%          
Alphabet, Inc. Class A*   2,652    2,794 
           
Life Sciences Tools & Services 0.49%          
Thermo Fisher Scientific, Inc.   10,030    1,904 
           
Machinery 2.30%          
Dover Corp.   51,175    5,168 
ITT, Inc.   70,715    3,774 
Total        8,942 
           
Media 1.31%          
Comcast Corp. Class A   54,906    2,199 
Walt Disney Co. (The)   27,041    2,907 
Total        5,106 
Investments  Shares   Fair
Value
(000)
 
Metals & Mining 0.87%          
Reliance Steel &          
Aluminum Co.   39,572   $3,395 
           
Oil, Gas & Consumable Fuels 10.62%          
Chevron Corp.   107,018    13,398 
ConocoPhillips   139,300    7,646 
Devon Energy Corp.   130,900    5,419 
EOG Resources, Inc.   61,892    6,679 
Exxon Mobil Corp.   23,727    1,984 
Royal Dutch Shell plc Class A ADR   92,319    6,159 
Total        41,285 
           
Pharmaceuticals 6.02%          
Allergan plc   14,991    2,452 
Johnson & Johnson   97,900    13,679 
Merck & Co., Inc.   34,505    1,942 
Novartis AG ADR   63,275    5,312 
Total        23,385 
           
Road & Rail 0.57%          
CSX Corp.   40,452    2,225 
           
Semiconductors & Semiconductor Equipment 3.35%     
Broadcom Ltd.   6,322    1,624 
Intel Corp.   165,222    7,627 
Marvell Technology Group Ltd.   123,826    2,659 
QUALCOMM, Inc.   17,624    1,128 
Total        13,038 
           
Software 2.69%          
Microsoft Corp.   62,564    5,352 
Oracle Corp.   108,332    5,122 
Total        10,474 
           
Specialty Retail 2.47%          
Burlington Stores, Inc.*   26,318    3,238 
Home Depot, Inc. (The)   10,603    2,010 
Lowe’s Cos., Inc.   46,806    4,350 
Total        9,598 


 

8 See Notes to Financial Statements.
 

Schedule of Investments (concluded)

December 31, 2017

 

Investments  Shares    Fair
Value
(000)
 
Technology Hardware, Storage & Peripherals 0.49%
Apple, Inc.   11,159   $1,888 
           
Tobacco 1.09%          
Altria Group, Inc.   27,640    1,974 
Philip Morris          
International, Inc.   21,520    2,273 
Total        4,247 
Total Common Stocks
(cost $334,086,363)
        381,965 
Investments  Principal
Amount
(000)
   Fair
Value
(000)
 
SHORT-TERM INVESTMENT 1.88%          
           
Repurchase Agreement          
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $6,165,000 of U.S. Treasury Bond at 7.875% due 2/15/2021; value: $7,441,821; proceeds: $7,294,890
(cost $7,294,452)
  $7,294   $7,294 
Total Investments in Securities 100.12%
(cost $341,380,815)
        389,259 
Liabilities in Excess of Other Assets (0.12)%        (460)
Net Assets 100.00%       $388,799 
     
ADR   American Depositary Receipt.
*   Non-income producing security.
(a)   Foreign security traded in U.S. dollars.


 

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

   Level 1   Level 2   Level 3   Total 
Investment Type(2)(3)  (000)   (000)   (000)   (000) 
Common Stocks    $381,965     $     $    $381,965 
Repurchase Agreement       7,294        7,294 
Total  $381,965   $7,294   $   $389,259 
     
  (1) Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
  (2) See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
  (3) There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.
     
  See Notes to Financial Statements. 9
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:    
Investments in securities, at fair value (cost $341,380,815)  $389,258,795 
Receivables:     
Interest and dividends   300,285 
Capital shares sold   14,536 
From advisor (See Note 3)   13,935 
Prepaid expenses   1,922 
Total assets   389,589,473 
LIABILITIES:     
Payables:     
Management fee   247,735 
Capital shares reacquired   127,919 
Directors’ fees   51,644 
Fund administration   13,213 
Accrued expenses   350,361 
Total liabilities   790,872 
NET ASSETS  $388,798,601 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $340,527,645 
Distributions in excess of net investment income   (51,644)
Accumulated net realized gain on investments   444,620 
Net unrealized appreciation on investments   47,877,980 
Net Assets  $388,798,601 
Outstanding shares (50 million shares of common stock authorized, $.001 par value)   20,613,386 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)   $18.86 
   
10 See Notes to Financial Statements.
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:    
Dividends (net of foreign withholding taxes of $10,944)   $8,256,136 
Interest   10,620 
Total investment income   8,266,756 
Expenses:     
Management fee   2,876,869 
Non 12b-1 service fees   959,041 
Shareholder servicing   409,660 
Fund administration   153,433 
Professional   57,005 
Reports to shareholders   41,534 
Custody   21,226 
Directors’ fees   10,852 
Other   28,979 
Gross expenses   4,558,599 
Expense reductions (See Note 8)   (3,487)
Fees waived and expenses reimbursed (See Note 3)   (143,913)
Net expenses   4,411,199 
Net investment income   3,855,557 
Net realized and unrealized gain:     
Net realized gain on investments   31,007,779 
Net change in unrealized appreciation/depreciation on investments   10,765,589 
Net realized and unrealized gain   41,773,368 
Net Increase in Net Assets Resulting From Operations  $45,628,925 
     
  See Notes to Financial Statements. 11
 

Statements of Changes in Net Assets

 

INCREASE IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:              
Net investment income    $3,855,557     $4,564,594 
Net realized gain on investments     31,007,779      7,678,555 
Net change in unrealized appreciation/depreciation on investments     10,765,589      39,219,549 
Net increase in net assets resulting from operations     45,628,925      51,462,698 
Distributions to shareholders from:              
Net investment income     (3,948,579)     (4,325,749)
Net realized gain     (29,231,636)     (7,059,588)
Total distributions to shareholders     (33,180,215)     (11,385,337)
Capital share transactions (See Note 13):              
Proceeds from sales of shares     13,642,490      248,253,422 
Reinvestment of distributions     33,180,215      11,385,337 
Cost of shares reacquired     (57,991,110)     (173,204,196)
Net increase (decrease) in net assets resulting from capital share transactions     (11,168,405)     86,434,563 
Net increase in net assets     1,280,305      126,511,924 
NET ASSETS:              
Beginning of year    $387,518,296     $261,006,372 
End of year    $388,798,601     $387,518,296 
Distributions in excess of net investment income    $(51,644)    $(48,682)
   
12 See Notes to Financial Statements.
 

This page is intentionally left blank.

 

13

 

Financial Highlights

 

      Per Share Operating Performance:
      Investment operations:  Distributions to
shareholders from:
                      
   Net asset
value,
beginning
of period
  Net
invest-
ment
income(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
invest-
ment
opera-
tions
  Net
investment
income
  Net
realized
gain
  Total
distri-
butions
12/31/2017     $18.30         $0.19         $ 2.10        $ 2.29         $(0.21)       $(1.52)       $(1.73)  
12/31/2016   16.28    0.23    2.34    2.57    (0.21)   (0.34)   (0.55)
12/31/2015   18.61    0.16    (0.79)   (0.63)   (0.21)   (1.49)   (1.70)
12/31/2014   21.03    0.09    1.43    1.52    (0.10)   (3.84)   (3.94)
12/31/2013   17.61    0.05    6.18    6.23    (0.05)   (2.76)   (2.81)
   
(a) Calculated using average shares outstanding during the period.
(b) Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.
   
14 See Notes to Financial Statements.
 

 

      Ratios to Average Net Assets:  Supplemental Data:
          
Net
asset
value,
end of
period
  Total
return(b)
(%)
  Total
expenses
after
waivers
and/or reim-
bursements
(%)
  Total
expenses
(%)
  Net
investment
income
(%)
  Net
assets,
end of
period
(000)
  Portfolio
turnover
rate
(%)
   $18.86      12.57      1.15                  1.19            1.01              $388,799          106      
 18.30    15.74    1.15    1.20    1.36    387,518    132 
 16.28    (3.44)   1.15    1.21    0.90    261,006    135 
 18.61    7.14    1.15    1.19    0.43    442,860    132 
 21.03    35.76    1.15    1.18    0.26    465,208    87 
     
  See Notes to Financial Statements. 15
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Fundamental Equity Portfolio (the “Fund”).

 

The Fund’s investment objective is long-term growth of capital and income without excessive fluctuations in market value. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  
   
(a) Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

 

16

 

Notes to Financial Statements (continued)

 

  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
   
(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
(g) Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(h) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent

 

17

 

Notes to Financial Statements (continued)

 

  buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
Level 1 – unadjusted quoted prices in active markets for identical investments;
     
Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
     
Level 3 –  significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
   
  A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
   
  Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
   
3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion   .75%
Next $1 billion   .70%
Over $2 billion   .65%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of .71% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

18

 

Notes to Financial Statements (continued)

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of 1.15%. This agreement may be terminated only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 was as follows:

 

   Year Ended
12/31/2017
   Year Ended
12/31/2016
 
Distributions paid from:          
Ordinary income   $24,955,446    $9,867,397 
Net long-term capital gains   8,224,769    1,517,940 
Total distributions paid  $33,180,215   $11,385,337 

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Undistributed ordinary income – net  $1,857,839 
Undistributed long-term capital gains   1,013,879 
Total undistributed earnings   2,871,718 
Temporary differences   (51,644)
Unrealized gains – net   45,450,882 
Total accumulated gains – net  $48,270,956 

 

19

 

Notes to Financial Statements (continued)

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $343,807,913 
Gross unrealized gain   48,428,975 
Gross unrealized loss   (2,978,093)
Net unrealized security gain  $45,450,882 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

 Distributions in
Excess of Net
Investment Income
    Accumulated Net
Realized Gain
 
 $90,060    $(90,060)

 

The permanent differences are attributable to the tax treatment of certain distributions.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

Purchases   Sales 
 $398,304,735    $439,027,765 

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades sales of $1,253,915 and sales of $1,319,228, which resulted in net realized gains of $145,896.

 

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of

 

20

 

Notes to Financial Statements (continued)

 

financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

Description  Gross Amounts of
Gross Amounts
   Recognized Assets
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
 
Repurchase Agreement  $7,294,452   $   $7,294,452 
Total  $7,294,452   $   $7,294,452 

 

   Net Amounts
of Assets
Presented in
the Statement
of Assets and
Liabilities
   Amounts Not Offset in the
Statement of Assets and Liabilities
     
Counterparty     Financial
Instruments
   Cash
Collateral
Received(a)
   Securities
Collateral
Received(a)
   Net
Amount(b)
 
Fixed Income Clearing Corp.  $7,294,452   $   $   $(7,294,452)  $ 
Total  $7,294,452   $   $   $(7,294,452)  $ 
   
(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

7. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

8. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

9. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

21

 

Notes to Financial Statements (continued)

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

10. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

 

During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

11. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

12. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with investing in equity securities as well as the particular risks associated with value stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Value investing also is subject to the risk that a company judged to be undervalued may actually be appropriately priced or even overpriced. Large value stocks, in which the Fund invests a significant portion of its assets, may perform differently than the market as a whole and other types of stocks, such as mid-sized or small-company stocks and growth stocks. This is because different types of stocks tend to shift in and out of favor over time depending on market and economic conditions as well as investor sentiment. In addition, large companies may have smaller rates of growth as compared to successful but well established smaller companies. Mid-cap and small-cap company stocks in which the Fund may invest may be more volatile and less liquid than large-cap stocks, especially over the short term. The market may fail to recognize the intrinsic value of a particular value stock for a long time. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a favorable market.

 

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, industry and sector, liquidity, currency, political, information, and other risks. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

The Fund is subject to the risks associated with derivatives, which may be different and greater than the risks associated with investing directly in securities and other investments. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may lower the Fund’s returns since the Fund may be unable to sell

 

22

 

Notes to Financial Statements (concluded)

 

these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements, changes in foreign exchange and interest rates, and other factors. If the Fund incorrectly forecasts these and other factors, its performance could suffer. The Fund’s use of derivatives could result in a loss exceeding the amount of the Fund’s investment in these instruments.

 

These factors can affect the Fund’s performance.

 

13. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended
December 31, 2017
   Year Ended
December 31, 2016
 
Shares sold   723,908    15,238,804 
Reinvestment of distributions   1,762,529    620,615 
Shares reacquired   (3,047,575)   (10,720,561)
Increase (decrease)   (561,138)   5,138,858 

 

23

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Fundamental Equity Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Fundamental Equity Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fundamental Equity Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

24

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC  
90 Hudson Street  
Jersey City, NJ 07302
(1954)  
  Director and President since 2006; Chief Executive Officer since 2012  Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.  

Other Directorships: None.
       
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC  
90 Hudson Street
Jersey City, NJ 07302
(1969)  
  Director since 2016  Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.  

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014  Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).  

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
       
(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

25

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

Other Directorships: None.
       
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004  Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
       
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001  Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
       
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017  Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

Other Directorships: None
       
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012  Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

Other Directorships: Blyth, Inc., a home products company (2004–2015).
       
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017  Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

Other Directorships: None.
       
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016  Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

Other Directorships: None.

 

26

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006;
Chairman since 2017
  Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer  Elected as President in 2006 and Chief Executive Officer in 2012  Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
          
Sean J. Aurigemma
(1969)
  Executive Vice President  Elected in 2010  Portfolio Manager, joined Lord Abbett in 2007.
          
Jeff D. Diamond
(1960)
  Executive Vice President  Elected in 2008  Portfolio Manager, joined Lord Abbett in 2007.
          
Todd D. Jacobson
(1966)
  Executive Vice President  Elected in 2005  Partner and Associate Director, joined Lord Abbett in 2003.
          
Robert A. Lee
(1969)
  Executive Vice President  Elected in 2010  Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
          
David J. Linsen
(1974)
  Executive Vice President  Elected in 2008  Partner and Director, joined Lord Abbett in 2001.
          
Thomas B. Maher
(1967)
  Executive Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 2003.
          
Justin C. Maurer
(1969)
  Executive Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

27

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President  Elected in 2010  Partner and Director, joined Lord Abbett in 2003.
          
Andrew H. O’Brien
(1973)
  Executive Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 1998.
          
F. Thomas O’Halloran, III
(1955)
  Executive Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 2001.
          
Marc Pavese
(1972)
  Executive Vice President  Elected in 2016  Partner and Portfolio Manager, joined Lord Abbett in 2008.
          
Walter H. Prahl
(1958)
  Executive Vice President  Elected in 2012  Partner and Director, joined Lord Abbett in 1997.
          
Jeffrey Rabinowitz
(1972)
  Executive Vice President  Elected in 2017  Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/ Technology Analyst at Goldman Sachs Asset Management (1999–2014).
          
Steven F. Rocco
(1979)  
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
          
A. Edward Allinson
(1961)
  Vice President  Elected in 2011  Portfolio Manager, joined Lord Abbett in 2005.
          
Matthew R. DeCicco
(1977)
  Vice President  Elected in 2003  Portfolio Manager, joined Lord Abbett in 1999.
          
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary  Elected in 2014  Partner and Deputy General Counsel, joined Lord Abbett in 2006.
          
John K. Forst
(1960)
  Vice President and Assistant Secretary  Elected in 2005  Partner and Deputy General Counsel, joined Lord Abbett in 2004.
          
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President  Elected in 2017  Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
          
Lawrence H. Kaplan
(1957)
  Vice President and Secretary  Elected in 1997  Partner and General Counsel, joined Lord Abbett in 1997.

 

28

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary  Elected in 2016  Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
          
Joseph M. McGill
(1962)
  Chief Compliance Officer  Elected in 2014  Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
          
A. Edward Oberhaus, III
(1959)
  Vice President  Elected in 1998  Partner and Director, joined Lord Abbett in 1983.
          
Noah Petrucci
(1970)
  Vice President  Elected in 2013  Portfolio Manager, joined Lord Abbett in 2012.
          
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary  Elected in 2007  Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
          
Leah G. Traub
(1979)
  Vice President  Elected in 2016  Partner and Portfolio Manager, joined Lord Abbett in 2007.
          
Arthur K. Weise
(1970)
  Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 2007.
          
Kewjin Yuoh
(1971)
  Vice President  Elected in 2012  Partner and Portfolio Manager, joined Lord Abbett in 2010.
          
Scott S. Wallner
(1955)
  AML Compliance Officer  Elected in 2011  Assistant General Counsel, joined Lord Abbett in 2004.
          
Christian J. Kelly
(1975)
  Treasurer  Elected in 2017  Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

29

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of appropriate benchmarks. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the three-, five-, and ten-year periods and below the

 

30

 

Approval of Advisory Contract (continued)

 

median for the one-year period. The Board considered that Lord Abbett was implementing a plan intended to improve the performance of its equity Funds. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was above the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord

 

31

 

Approval of Advisory Contract (concluded)

 

Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

32

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

 

Tax Information

 

For corporate shareholders, 33% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

 

Additionally, of the distribution paid to the shareholders during the year ended December 31, 2017, $21,026,825 and $8,224,769, respectively, represent short-term capital gains and long-term capital gains.

 

 

33

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
  Lord Abbett Series Fund, Inc.

Fundamental Equity Portfolio
SFFE-PORT-3
(02/18)
 

 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett

Series Fund—Growth and Income Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
4   Investment Comparison
     
5   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
7   Schedule of Investments
     
10   Statement of Assets and Liabilities
     
11   Statement of Operations
     
12   Statements of Changes in Net Assets
     
14   Financial Highlights
     
16   Notes to Financial Statements
     
23   Report of Independent Registered Public Accounting Firm
     
24   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund — Growth and Income Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund - Growth and Income Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

 

Daria L. Foster

Director, President and Chief Executive Officer


 

For the fiscal year ended December 31, 2017, the Fund returned 13.38%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 1000® Value Index,1 which returned 13.66% over the same period.

The domestic equity market (as represented by the S&P 500® Index2) returned 21.83%, ending the year with its strongest quarterly performance in two years and marking its first calendar year with 12 consecutive months of positive performance. Much of the market

momentum was driven by the anticipation of supportive U.S. fiscal policies, as the passage of the Tax Cut and Jobs Act and the prospect of significant infrastructure spending drove the forecast of U.S. gross domestic product (GDP) growth incrementally higher. These forces persisted despite a myriad of geopolitical and environmental headwinds, as North Korea, U.S. political tensions, and Hurricanes Harvey, Irma and Maria all had the potential to derail the market’s forward progress.

During the year the National Federation of Independent Business Small Business


 

1

 

 

 

Confidence Index reached a 34 year high, marking its second-highest level in the history of the index. The University of Michigan’s average consumer confidence for the year was the highest since 2000, while consumer spending reached an all-time high in the third quarter. A reoccurring theme persisted throughout the year with large caps outperforming small caps and value stocks significantly outpacing their growth oriented peers.

The U.S. economy continued to expand during the trailing 12-month period. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, an increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third quarter personal consumption and federal government spending increased, quarter-over-quarter. The Federal Reserve (Fed) gradually raised the Fed Funds rate over the trailing 12-month period by raising interest rates by 25bps three times, ultimately reaching a target range of 1.25-1.50%. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.1% in December, a decline of 0.6% year-over-year.

The Fund underperformed its index for the period. During the trailing 12-month period, the largest detractors from relative performance were the financials and consumer staples sectors. Within the financials sector, shares of Signature Bank, a full-service commercial bank, fell after the bank had to write down its taxi medallion portfolio due to increased

pressure from the ride-share industry, which resulted in loan losses. TD Ameritrade Holding Corp., a brokerage, mutual fund, and banking company, found itself involved in a price war in the beginning of the year as competing firms lowered commissions on online retail trading, which led shares of the company to decline. Within the consumer staples sector, shares of Mondelez International Inc., a manufacturer of snack food and beverage products, dropped due to disappointing organic sales after a cyberattack crippled the company’s corporate computer systems and disrupted the company’s ability to ship and invoice. Shares of CVS Health Corp., a pharmacy and health care provider, dropped after sales in the retail segment fell due to the impact of the three large hurricanes during the year. Shares further declined after analysts suggested that Amazon would be in the business of selling prescription drugs during the next few years.

Among the largest contributors to relative performance during the trailing 12-month period were the industrials and the consumer discretionary sectors. Within the industrials sector, the portfolio’s holding of CSX Corp., a rail-based freight transportation company, contributed to performance as shares of the company jumped in the beginning of the year due to speculation that Canadian Pacific’s former CEO, Hunter Harrison, would be installed as CEO of CSX via activism. Despite his sudden death at the end of 2017, investors appeared to be confident that Harrison,


 

2

 

 

 

who became CEO of CSX in March 2017, implemented necessary structural changes throughout the year in order to drive future performance. Shares of Ametek, Inc., a global manufacturer of electric instruments and electromechanical devices, rose throughout the year after producing strong organic growth through its digital marketing investments and initiatives around sales force training and development coupled with the company’s successful “growth by M&A” strategy. Within the consumer discretionary sector, shares of Lennar Corp., a homebuilding

company, rose due to the company’s improving fundamentals and focus on technology to optimize returns. Shares of Burlington Stores, Inc., an owner and operator of clothing retail stores, also rose due to improving sales, efficient inventory management, and the growth of its online presence.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The Russell 1000® Value Index measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values.

2   The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

3

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 1000® Value Index, the S&P 500® Index and the S&P 500® Value Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Past performance is no guarantee of future results.

 

 

  Average Annual Total Returns for the
Periods Ended December 31, 2017
    1 Year   5 Years   10 Years  
Class VC   13.38%   13.54%   5.83%  

 

1   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

 

4

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

5

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

   Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
   7/1/17  12/31/17  7/1/17 -
12/31/17
 
Class VC           
Actual  $1,000.00  $1,091.00  $4.85  
Hypothetical (5% Return Before Expenses)  $1,000.00  $1,020.57  $4.69  

 

Net expenses are equal to the Fund’s annualized expense ratio of 0.92%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector*   %**
Consumer Discretionary 5.52%
Consumer Staples 7.81%
Energy 11.83%
Financials 28.40%
Health Care 12.69%
Industrials 9.91%
Information Technology 11.54%
Materials 3.14%
Real Estate 1.60%
Telecommunication Services 2.57%
Utilities 3.13%
Repurchase Agreement 1.86%
Total 100.00%

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6

 

Schedule of Investments

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
COMMON STOCKS 98.57%          
           
Aerospace & Defense 1.27%          
General Dynamics Corp.   43,577   $8,866 
           
Airlines 1.20%          
Delta Air Lines, Inc.   148,966    8,342 
           
Banks 17.45%          
Bank of America Corp.   513,820    15,168 
Citigroup, Inc.   205,816    15,315 
Citizens Financial Group, Inc.   316,440    13,284 
Comerica, Inc.   99,819    8,665 
East West Bancorp, Inc.   197,391    12,008 
JPMorgan Chase & Co.   311,865    33,351 
Signature Bank*   61,715    8,471 
Webster Financial Corp.   177,172    9,950 
Wells Fargo & Co.   88,367    5,361 
Total        121,573 
           
Beverages 1.58%          
Coca-Cola Co. (The)   111,216    5,103 
PepsiCo, Inc.   49,100    5,888 
Total        10,991 
           
Building Products 1.05%          
Owens Corning   79,578    7,316 
           
Capital Markets 3.26%          
Charles Schwab Corp. (The)   78,159    4,015 
Goldman Sachs Group, Inc. (The)   39,250    9,999 
Invesco Ltd.   238,082    8,700 
Total        22,714 
           
Chemicals 2.29%          
DowDuPont, Inc.   223,531    15,920 
           
Communications Equipment 3.04%          
Cisco Systems, Inc.   552,120    21,146 
           
Consumer Finance 1.67%          
Discover Financial Services   150,973    11,613 
Investments  Shares   Fair
Value
(000)
 
Diversified Telecommunication Services 2.58% 
AT&T, Inc.   462,148   $17,968 
           
Electric: Utilities 3.14%          
Duke Energy Corp.   136,099    11,447 
NextEra Energy, Inc.   66,871    10,445 
Total        21,892 
           
Electrical Equipment 1.60%          
AMETEK, Inc.   153,420    11,118 
           
Electronic Equipment, Instruments & Components 1.36%
Corning, Inc.   295,522    9,454 
           
Energy Equipment & Services 1.30%          
Halliburton Co.   184,655    9,024 
           
Equity Real Estate Investment Trusts 1.60% 
Boston Properties, Inc.   27,096    3,523 
Prologis, Inc.   118,535    7,647 
Total        11,170 
           
Food & Staples Retailing 2.99%          
CVS Health Corp.   85,447    6,195 
Wal-Mart Stores, Inc.   148,193    14,634 
Total        20,829 
           
Food Products 0.80%          
Mondelez International, Inc.          
Class A   130,941    5,604 
           
Health Care Equipment & Supplies 4.07%  
Abbott Laboratories   311,829    17,796 
Baxter International, Inc.   138,057    8,924 
Boston Scientific Corp.*   66,683    1,653 
Total        28,373 
           
Health Care Providers & Services 2.21%  
Aetna, Inc.   28,784    5,192 
HCA Healthcare, Inc.*   48,074    4,223 
UnitedHealth Group, Inc.   27,259    6,010 
Total        15,425 


 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Hotels, Restaurants & Leisure 1.41%    
Carnival Corp.   65,749   $4,364 
Yum! Brands, Inc.   66,933    5,462 
Total        9,826 
           
Household Durables 0.35%          
Lennar Corp. Class A   38,860    2,458 
           
Household Products 1.38%          
Clorox Co. (The)   39,283    5,843 
Colgate-Palmolive Co.   50,100    3,780 
Total        9,623 
           
Industrial Conglomerates 1.97%          
General Electric Co.   95,533    1,667 
Honeywell International, Inc.   78,647    12,061 
Total        13,728 
           
Insurance 6.14%          
Allstate Corp. (The)   131,900    13,811 
Chubb Ltd. (Switzerland)(a)   81,856    11,962 
Hartford Financial Services Group, Inc. (The)   155,197    8,734 
MetLife, Inc.   163,945    8,289 
Total        42,796 
           
Internet Software & Services 0.66%          
Alphabet, Inc. Class A*   4,371    4,604 
           
Life Sciences Tools & Services 0.49%    
Thermo Fisher Scientific, Inc.   18,007    3,419 
           
Machinery 2.29%          
Dover Corp.   91,465    9,237 
ITT, Inc.   126,365    6,744 
Total        15,981 
           
Media 1.31%          
Comcast Corp. Class A   98,040    3,926 
Walt Disney Co. (The)   48,429    5,207 
Total        9,133 
Investments  Shares   Fair
Value
(000)
 
Metals & Mining 0.87%          
Reliance Steel & Aluminum Co.   70,851   $6,078 
           
Oil, Gas & Consumable Fuels 10.59%    
Chevron Corp.   191,401    23,962 
ConocoPhillips   248,900    13,662 
Devon Energy Corp.   234,100    9,692 
EOG Resources, Inc.   109,968    11,867 
Exxon Mobil Corp.   42,400    3,546 
Royal Dutch Shell plc Class A ADR   165,077    11,012 
Total        73,741 
           
Pharmaceuticals 5.97%          
Allergan plc   26,757    4,377 
Johnson & Johnson   173,573    24,252 
Merck & Co., Inc.   61,674    3,470 
Novartis AG ADR   113,076    9,494 
Total        41,593 
           
Road & Rail 0.57%          
CSX Corp.   72,345    3,980 
           
Semiconductors & Semiconductor Equipment 3.35%
Broadcom Ltd.   11,292    2,901 
Intel Corp.   295,314    13,632 
Marvell Technology Group Ltd.   221,368    4,753 
QUALCOMM, Inc.   31,538    2,019 
Total        23,305 
           
Software 2.71%          
Microsoft Corp.   113,143    9,678 
Oracle Corp.   193,875    9,167 
Total        18,845 
           
Specialty Retail 2.47%          
Burlington Stores, Inc.*   47,139    5,799 
Home Depot, Inc. (The)   18,956    3,593 
Lowe’s Cos., Inc.   83,732    7,782 
Total        17,174 


 

8 See Notes to Financial Statements.  
 

Schedule of Investments (concluded)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Technology Hardware, Storage & Peripherals 0.49% 
Apple, Inc.   19,960   $3,378 
           
Tobacco 1.09%          
Altria Group, Inc.   49,358    3,525 
Philip Morris International, Inc.   38,479    4,065 
Total        7,590 
Total Common Stocks
(cost $586,587,981)
        686,590 
Investments  Principal
Amount
(000)
   Fair
Value
(000)
 
SHORT-TERM INVESTMENT 1.87%          
           
Repurchase Agreement          
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $13,650,000 of U.S. Treasury Note at 1.125% due 2/28/2021; value: $13,313,937; proceeds: $13,052,236
(cost $13,051,453)
   $13,051   $13,051 
Total Investments in Securities 100.44%
(cost $599,639,434)
        699,641 
Other Assets in Excess of Liabilities (0.44)%         (3,077 )
Net Assets 100.00%       $696,564 

 

ADR   American Depositary Receipt.
*   Non-income producing security.
(a)   Foreign security traded in U.S. dollars.


 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)(3)  Level 1
(000)
   Level 2
(000)
   Level 3
(000)
   Total
(000)
 
Common Stocks  $686,590   $   $   $686,590 
Repurchase Agreement       13,051        13,051 
Total  $686,590   $13,051   $   $699,641 

 

(1)   Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)   There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.

 

  See Notes to Financial Statements. 9
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:    
Investments in securities, at fair value (cost $599,639,434)  $699,640,974 
Receivables:     
Interest and dividends   526,669 
Capital shares sold   8,672 
Prepaid expenses   4,292 
Total assets   700,180,607 
LIABILITIES:     
Payables:     
Capital shares reacquired   2,366,435 
Management fee   295,361 
Directors’ fees   205,674 
Fund administration   23,629 
Accrued expenses   725,549 
Total liabilities   3,616,648 
NET ASSETS  $696,563,959 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $596,084,715 
Distributions in excess of net investment income   (205,674)
Accumulated net realized gain on investments   683,378 
Net unrealized appreciation on investments   100,001,540 
Net Assets  $696,563,959 
Outstanding shares (200 million shares of common stock authorized, $.001 par value)     18,749,752  
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)     $37.15  

 

10 See Notes to Financial Statements.  
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:    
Dividends (net of foreign withholding taxes of $19,582)  $15,244,949 
Interest and other   15,964 
Total investment income   15,260,913 
Expenses:     
Management fee   3,496,532 
Non 12b-1 service fees   1,748,050 
Shareholder servicing   749,663 
Fund administration   279,723 
Professional   77,426 
Reports to shareholders   43,687 
Custody   21,241 
Directors’ fees   19,875 
Other   55,112 
Gross expenses   6,491,309 
Expense reductions (See Note 8)   (6,341)
Net expenses   6,484,968 
Net investment income   8,775,945 
Net realized and unrealized gain:     
Net realized gain on investments   70,166,662 
Net change in unrealized appreciation/depreciation on investments   8,637,716 
Net realized and unrealized gain   78,804,378 
Net Increase in Net Assets Resulting From Operations $87,580,323 

 

  See Notes to Financial Statements. 11
 

Statements of Changes in Net Assets

 

DECREASE IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:        
Net investment income  $8,775,945   $10,810,723 
Net realized gain on investments   70,166,662    8,690,520 
Net change in unrealized appreciation/depreciation on investments   8,637,716    91,213,658 
Net increase in net assets resulting from operations   87,580,323    110,714,901 
Distributions to shareholders from:          
Net investment income   (9,018,929)   (10,267,052)
Net realized gain   (66,734,396)   (9,421,851)
Total distributions to shareholders   (75,753,325)   (19,688,903)
Capital share transactions (See Note 13):          
Proceeds from sales of shares   17,368,355    19,444,471 
Reinvestment of distributions   75,753,394    19,688,903 
Cost of shares reacquired   (126,934,815)   (135,907,144)
Net decrease in net assets resulting from capital share transactions     (33,813,066 )     (96,773,770 )
Net decrease in net assets   (21,986,068)   (5,747,772)
NET ASSETS:          
Beginning of year  $718,550,027   $724,297,799 
End of year  $696,563,959   $718,550,027 
Distributions in excess of net investment income  $(205,674)  $(212,408)

 

12 See Notes to Financial Statements.  
 

This page is intentionally left blank.

 

Financial Highlights

 

       Per Share Operating Performance:
       Investment operations:  Distributions to
shareholders from:
   Net asset
value,
beginning
of period
  Net
invest-
ment
income(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
invest-
ment
opera-
tions
  Net
investment
income
  Net
realized
gain
  Total
distri-
butions
12/31/2017    $36.72    $0.48    $ 4.39    $ 4.87    $(0.53)   $(3.91)  $(4.44)
12/31/2016    32.21    0.52    4.99    5.51    (0.52)   (0.48)   (1.00)
12/31/2015    35.54    0.40    (1.43)   (1.03)   (0.44)   (1.86)   (2.30)
12/31/2014    33.24    0.22    2.33    2.55    (0.25)       (0.25)
12/31/2013    24.59    0.16    8.66    8.82    (0.17)       (0.17)

 

(a)   Calculated using average shares outstanding during the period.
(b)   Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.

 

14 See Notes to Financial Statements.  
 
       Ratios to Average Net Assets:  Supplemental Data:
                
Net
asset
value,
end of
period
  Total
return(b)
(%)
  Total
expenses
(%)
  Net
investment
income
(%)
  Net
assets,
end of
period
(000)
  Portfolio
turnover
rate
(%)
 $37.15    13.38    0.93    1.26    $   696,564    97 
 36.72    17.11    0.94    1.54    718,550    98 
 32.21    (2.86)   0.94    1.15    724,298    105 
 35.54    7.65    0.93    0.65    882,379    122 
 33.24    35.90    0.92    0.54    1,011,786    88 

 

  See Notes to Financial Statements. 15
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Growth and Income Portfolio (the “Fund”).

 

The Fund’s investment objective is long-term growth of capital and income without excessive fluctuations in market value. The Fund’s Variable Contract class shares (“Class VC Shares”), are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a) Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity,

 

16

 

Notes to Financial Statements (continued)

 

  reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
   
  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
   
(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
(g) Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.

 

17

 

Notes to Financial Statements (continued)

 

(h) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
  Level 1 – unadjusted quoted prices in active markets for identical investments;
       
  Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
       
  Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
     
  A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
   
  Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .50%
Over $1 billion .45%

 

For the fiscal year ended December 31, 2017, the effective management fee paid to Lord Abbett was at an annualized rate of .50% of the Fund’s average daily net assets.

 

18

 

Notes to Financial Statements (continued)

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 were as follows:

 

   Year Ended
12/31/2017
   Year Ended
12/31/2016
 
Distributions paid from:              
Ordinary income    $33,415,693     $17,544,959 
Net long-term capital gains     42,337,632      2,143,944 
Total distributions paid    $75,753,325     $19,688,903 

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Undistributed ordinary income – net  $5,596,688 
Undistributed long-term capital gains   2,969,138 
Total undistributed earnings   8,565,826 
Temporary differences   (205,674)
Unrealized gains – net   92,119,092 
Total accumulated gains – net  $100,479,244 

 

19

 

Notes to Financial Statements (continued)

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $607,521,882 
Gross unrealized gain   96,656,493 
Gross unrealized loss   (4,537,401)
Net unrealized security gain  $92,119,092 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in         
Excess of Net  Accumulated Net  
Investment Income  Realized Gain  
    $249,718      $(249,718 )

 

The permanent differences are attributable to the tax treatment of certain distributions.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

Purchases   Sales
$666,615,019   $771,979,978

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades purchase of $2,240,745, and sales of $2,412,342, which resulted in net realized gains of $262,604.

 

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

20

 

Notes to Financial Statements (continued)

 

Description  Gross Amounts of
Recognized Assets
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
 
Repurchase Agreement  $13,051,453   $   $13,051,453 
Total  $13,051,453   $   $13,051,453 

 

   Net Amounts                     
   of Assets    Amounts Not Offset in the     
   Presented in    Statement of Assets and Liabilities     
Counterparty  the Statement
of Assets and
Liabilities
    Financial
Instruments
   Cash
Collateral
Received(a)
   Securities
Collateral
Received(a)
   Net
Amount(b)
 
Fixed Income Clearing Corp.  $ 13,051,453    $    $   $(13,051,453)  $ 
Total  $ 13,051,453    $    $   $(13,051,453)  $ 

 

(a)Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

7. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

8. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

9. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

21

 

Notes to Financial Statements (concluded)

 

10. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”) certain registered open-ended management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary emergency purposes subject to the limitations and conditions.

 

During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

11. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

12. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Value investing also is subject to the risk that the company judged to be undervalued may actually be appropriately priced or even overpriced. Large-cap value stocks may perform differently than the market as a whole and other types of stocks, such as small company stocks and growth stocks. This is because different types of stocks tend to shift in and out of favor over time depending on market and economic conditions as well as investor sentiment. In addition, large companies may have smaller rates of growth as compared to successful but well established smaller companies.. The market may fail to recognize the intrinsic value of particular value stocks for a long time. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a favorable market.

 

Due to its investments in multinational companies, foreign companies and American Depositary Receipts, the Fund may experience increased market, industry and sector, liquidity, currency, political, information and other risks. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

These factors can affect the Fund’s performance.

 

13. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended
December 31, 2017
   Year Ended
December 31, 2016
 
Shares sold   459,722    565,181 
Reinvestment of distributions   2,044,858    534,694 
Shares reacquired   (3,324,857)   (4,015,682)
Decrease   (820,277)   (2,915,807)

 

22

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Growth and Income Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Growth and Income Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Growth and Income Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

23

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012  

Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

 

Other Directorships: None.

         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016  

Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

 

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014  

Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

 

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

24

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).  

 

Other Directorships: None.

         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004  

Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

 

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).

         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001  

Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).  

 

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).

         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017  

Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

 

Other Directorships: None

         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012  

Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

 

Other Directorships: Blyth, Inc., a home products company (2004–2015).

         
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017  

Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

 

Other Directorships: None.

         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016  

Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

 

Other Directorships: None.

 

25

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006; Chairman since 2017  

Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

26

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

27

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

28

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; and (8) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the three- and five-year periods, equal to the median for the ten-year period, and below the median for the one-year period. The Board considered that Lord Abbett was implementing a plan intended to improve the performance of its equity Funds.

 

29

 

Approval of Advisory Contract (continued)

 

The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoint in the level of the management fee, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord

 

30

 

Approval of Advisory Contract (concluded)

 

Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

31

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

Tax Information

 

For corporate shareholders, 44% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

 

Additionally, of the distribution paid to the shareholders during the year ended December 31, 2017, $24,437,917 and $42,337,632, respectively, represent short-term capital gains and long-term capital gains.

 

32

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.      
       
Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
 

Lord Abbett Series Fund, Inc.

 

Growth and Income Portfolio

LASFGI-3
(02/18)
 

 

 

LORD ABBETT
ANNUAL REPORT

 

 

Lord Abbett

Series Fund—Growth Opportunities Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
4   Investment Comparison
     
5   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
7   Schedule of Investments
     
11   Statement of Assets and Liabilities
     
12   Statement of Operations
     
13   Statements of Changes in Net Assets
     
14   Financial Highlights
     
16   Notes to Financial Statements
     
24   Report of Independent Registered Public Accounting Firm
     
25   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund – Growth Opportunities Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund - Growth Opportunities Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer


 

For the fiscal year ended December 31, 2017, the Fund returned 22.91%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell Midcap® Growth Index,1 which returned 25.27% over the same period.

The domestic equity market (as represented by the S&P 500® Index2) returned 21.83%, ending the year with its strongest quarterly performance in two years and marking its first calendar year with 12 consecutive months of positive performance. Much of the market momentum was driven by the anticipation

of supportive U.S. fiscal policies, as the passage of the Tax Cut and Jobs Act and the prospect of significant infrastructure spending drove the forecast for U.S. gross domestic product (GDP) growth incrementally higher. These forces persisted despite a myriad of geopolitical and environmental headwinds, as threats from North Korea, U.S. political tensions, and Hurricanes Harvey, Irma, and Maria all had the potential to derail the market’s forward progress.

During the year, the National Federation of Independent Business Small Business Confidence Index reached a 34


 

1

 

 

 

year high, marking its second-highest level in the history of the index. The University of Michigan’s average consumer confidence measure for the year was the highest since 2000, while consumer spending reached an all-time high in the third quarter. A reoccurring theme persisted throughout the year with large caps outperforming small caps and value stocks significantly outpacing their growth-oriented peers.

The U.S. economy continued to expand during the trailing 12-month period. U.S. GDP grew at a 3.2% pace during the third quarter, an increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased, quarter-over-quarter. The Federal Reserve raised target rates three times during the year, changing the target range in December from 1.00–1.25% to 1.25–1.50%. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.1% in December, a decline of 0.6% year-over-year.

Security selection in the health care sector was the largest detractor from the Fund’s relative performance during the period. Within the health care sector, the Fund’s holdings of Dexcom, Inc., a manufacturer of medical devices, detracted most. Shares of Dexcom fell as Abbott Laboratories’ flash glucose monitor, Libre, received a “concomitant nonadjunctive to

fingerstick label”, meaning the utilization of fingersticks alongside its monitoring systems is not required. This development eliminated a key competitive advantage of Dexcom’s G5 product, undercutting its addressable market. The Fund’s position in TESARO, Inc., a biopharmaceutical company focused on oncology, also detracted from performance. New competition from Astra Zeneca’s Lynparza, a PARP inhibitor, pressured future revenue estimates for TESARO’s Zejula drug.

Security selection and a modest overweight to the information technology sector also detracted from the Fund’s relative performance. The Fund’s holdings of Akamai Technologies, Inc., a cloud service provider, detracted. Shares of Akamai Technologies fell as the company faced multiple headwinds over the past year. Akamai’s slowing media segment, an increasingly competitive industry environment, and the risk of clients insourcing business capabilities, resulted in continued pressure on the company’s earnings and stock price.

During the period, security selection in the consumer discretionary sector was the largest contributor to the Fund’s relative performance. Within the consumer discretionary sector, the Fund’s holdings of Wynn Resorts, Ltd., a developer of casino resorts, contributed to performance. Shares of Wynn rose as strong growth within the Macau gaming market, specifically the VIP segment, drove revenues higher. The Fund’s


 

2

 

 

 

position in Marriott International, Inc., a global lodging and hotel company, contributed. Shares of Marriott rose throughout the period driven by substantial cost and revenue synergies associated with its merger with Starwood, and its large share repurchase program.

Security selection and an underweight to the consumer staples sector also contributed to the Fund’s relative performance. The Fund’s position in Brown-Forman Corp., a distributor of

alcoholic beverages, contributed. Shares of Brown-Forman rose as the company experienced significant sales growth, specifically in the United States and emerging markets.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The Russell Midcap® Growth Index measures the performance of those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values.

 

2   The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

During certain periods shown, expense waivers and reimbursements were in place. Without such expense

waivers and reimbursements, the Fund’s returns would have been lower.

 

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

3

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in both the Russell Midcap® Growth Index and the Russell Midcap® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

 

Average Annual Total Returns for the
Periods Ended December 31, 2017

 

  1 Year   5 Years   10 Years  
Class VC 22.91%   13.19%   7.74%  

 

1   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

2   The Fund (Class VC shares) at net asset value.


 

4

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

5

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
    7/1/17   12/31/17   7/1/17
12/31/17
 
Class VC              
Actual   $1,000.00   $1,093.70   $5.80  
Hypothetical (5% Return Before Expenses)   $1,000.00   $1,019.66   $5.60  

 

Net expenses are equal to the Fund’s annualized expense ratio of 1.10%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector* %**
Consumer Discretionary 19.16 %
Consumer Staples 3.23 %
Energy 1.27 %
Financials 11.52 %
Health Care 15.22 %
Industrials 15.11 %
Information Technology 27.52 %
Materials 6.10 %
Real Estate 0.59 %
Repurchase Agreement 0.28 %
Total 100.00 %

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6 See Notes to Financial Statements.  
 

Schedule of Investments

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
COMMON STOCKS 99.97%          
           
Air Freight & Logistics 0.87%          
Expeditors International of Washington, Inc.   18,032   $1,166 
           
Banks 2.25%          
First Republic Bank   15,450    1,339 
Western Alliance Bancorp*   29,604    1,676 
Total        3,015 
           
Beverages 1.33%          
Brown-Forman Corp. Class B   25,916    1,780 
           
Biotechnology 3.50%          
Alexion Pharmaceuticals, Inc.*   8,834    1,056 
Incyte Corp., Ltd.*   9,921    940 
Insmed, Inc.*   23,532    734 
Repligen Corp.*   15,877    576 
TESARO, Inc.*   5,174    429 
Vertex Pharmaceuticals, Inc.*   6,407    960 
Total        4,695 
           
Building Products 1.40%          
A.O. Smith Corp.   13,581    832 
Allegion plc (Ireland)(a)   13,068    1,040 
Total        1,872 
           
Capital Markets 5.35%          
Cboe Global Markets, Inc.   10,950    1,364 
E*TRADE Financial Corp.*   29,857    1,480 
MarketAxess Holdings, Inc.   5,155    1,040 
Moody’s Corp.   16,614    2,452 
MSCI, Inc.   6,635    840 
Total        7,176 
           
Chemicals 2.78%          
Axalta Coating Systems Ltd.*   45,364    1,468 
FMC Corp.   23,924    2,265 
Total        3,733 
           
Commercial Services & Supplies 1.18%          
Cintas Corp.   10,160    1,583 
Investments  Shares   Fair
Value
(000)
 
Construction Materials 1.37%          
Vulcan Materials Co.   14,357   $1,843 
           
Consumer Finance 0.78%          
SLM Corp.*   93,044    1,051 
           
Containers & Packaging 1.96%          
Ball Corp.   32,586    1,234 
Owens-Illinois, Inc.*   63,293    1,403 
Total        2,637 
           
Diversified Consumer Services 0.87%          
Service Corp. International   31,337    1,170 
           
Electrical Equipment 3.18%          
AMETEK, Inc.   19,979    1,448 
Hubbell, Inc.   10,825    1,465 
Rockwell Automation, Inc.   6,893    1,353 
Total        4,266 
          
Electronic Equipment, Instruments & Components 2.43% 
Keysight Technologies, Inc.*   21,351    888 
Trimble, Inc.*   35,799    1,455 
Universal Display Corp.   5,281    912 
Total        3,255 
           
Equity Real Estate Investment Trusts 0.59%          
SBA Communications Corp.*   4,826    788 
           
Food Products 1.00%          
Hershey Co. (The)   11,844    1,344 
           
Health Care Equipment & Supplies 3.71%          
DENTSPLY SIRONA, Inc.   11,913    784 
Edwards Lifesciences Corp.*   16,897    1,905 
Intuitive Surgical, Inc.*   1,861    679 
West Pharmaceutical Services, Inc.   16,337    1,612 
Total        4,980 
           
Health Care Providers & Services 0.69%          
Centene Corp.*   9,157    924 


 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Hotels, Restaurants & Leisure 4.96%          
Aramark   33,103   $1,415 
Marriott International, Inc. Class A   8,290    1,125 
Norwegian Cruise Line Holdings Ltd.*   19,263    1,026 
Vail Resorts, Inc.   6,923    1,471 
Wynn Resorts Ltd.   9,594    1,617 
Total        6,654 
           
Household Durables 1.34%          
Mohawk Industries, Inc.*   6,521    1,799 
           
Household Products 0.91%          
Church & Dwight Co., Inc.   24,308    1,220 
           
Industrial Conglomerates 1.73%          
Roper Technologies, Inc.   8,982    2,326 
           
Information Technology Services 7.67%          
DXC Technology Co.   21,941    2,082 
Euronet Worldwide, Inc.*   15,136    1,276 
Fidelity National Information Services, Inc.   23,511    2,212 
Global Payments, Inc.   21,320    2,137 
Total System Services, Inc.   15,393    1,217 
Vantiv, Inc. Class A*   18,571    1,366 
Total        10,290 
           
Insurance 3.17%          
Progressive Corp. (The)   51,670    2,910 
RenaissanceRe Holdings Ltd.   10,694    1,343 
Total        4,253 
           
Internet & Direct Marketing Retail 0.76%          
Expedia, Inc.   8,526    1,021 
           
Internet Software & Services 2.44%          
CoStar Group, Inc.*   6,016    1,786 
IAC/InterActiveCorp.*   12,215    1,494 
Total        3,280 
           
Leisure Products 0.84%          
Hasbro, Inc.   12,428    1,130 
Investments  Shares   Fair
Value
(000)
 
Life Sciences Tools & Services 4.89%          
Agilent Technologies, Inc.   25,556   $1,711 
Charles River Laboratories International, Inc.*   11,161    1,222 
Illumina, Inc.*   8,222    1,796 
Mettler-Toledo International, Inc.*   2,965    1,837 
Total        6,566 
           
Machinery 4.85%          
Fortive Corp.   26,385    1,909 
IDEX Corp.   13,940    1,840 
Stanley Black & Decker, Inc.   7,630    1,295 
Wabtec Corp.   18,055    1,470 
Total        6,514 
           
Multi-Line Retail 3.22%          
Dollar General Corp.   23,526    2,188 
Dollar Tree, Inc.*   19,900    2,136 
Total        4,324 
           
Oil, Gas & Consumable Fuels 1.27%          
Cimarex Energy Co.   11,744    1,433 
Parsley Energy, Inc. Class A*   9,251    272 
Total        1,705 
           
Pharmaceuticals 2.47%          
Zoetis, Inc.   46,073    3,319 
           
Road & Rail 1.94%          
Genesee & Wyoming, Inc. Class A*   16,547    1,303 
J.B. Hunt Transport Services, Inc.   11,298    1,299 
Total        2,602 
           
Semiconductors & Semiconductor Equipment 7.13%          
Advanced Micro Devices, Inc.*   37,876    389 
Analog Devices, Inc.   28,314    2,521 
Lam Research Corp.   11,825    2,177 
MACOM Technology Solutions Holdings, Inc.*   21,346    695 


 

8 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Semiconductors & Semiconductor Equipment (continued) 
Marvell Technology Group Ltd.   28,996   $623 
Microchip Technology, Inc.   19,780    1,738 
Skyworks Solutions, Inc.   15,002    1,424 
Total        9,567 
           
Software 7.13%          
PTC, Inc.*   22,397    1,361 
Red Hat, Inc.*   23,520    2,825 
ServiceNow, Inc.*   17,204    2,243 
Splunk, Inc.*   15,053    1,247 
Ultimate Software Group, Inc. (The)*   8,661    1,890 
Total        9,566 
           
Specialty Retail 6.22%          
AutoZone, Inc.*   1,844    1,312 
Burlington Stores, Inc.*   16,261    2,000 
O’Reilly Automotive, Inc.*   6,905    1,661 
Tractor Supply Co.   21,722    1,624 
Ulta Salon, Cosmetics & Fragrance, Inc.*   7,839    1,753 
Total        8,350 
           
Technology Hardware, Storage & Peripherals 0.80% 
NetApp, Inc.   19,385    1,072 
           
Textiles, Apparel & Luxury Goods 0.99%      
Carter’s, Inc.   11,274    1,325 
Total Common Stocks
(cost $112,782,970)
 
 
 
 
 
 
 
 
      134,161  
 
Investments  Principal
Amount
(000)
   Fair
Value
(000)
 
SHORT-TERM INVESTMENT 0.28%          
           
Repurchase Agreement          
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $325,000 of U.S. Treasury Bond at 7.875% due 2/15/2021; value: $392,310; proceeds: $379,194 (cost $379,172)   $379   $379 
Total Investments in Securities 100.25%
(cost $113,162,142)
        134,540 
Liabilities in Excess of Other Assets (0.25)%        (339)
Net Assets 100.00%       $134,201 

 

*   Non-income producing security.
(a)   Foreign security traded in U.S. dollars.

 

  See Notes to Financial Statements. 9
 

Schedule of Investments (concluded)

December 31, 2017

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)(3)  Level 1
(000)
   Level 2
(000)
   Level 3
(000)
   Total
(000)
 
Common Stocks  $134,161   $   $   $134,161 
Repurchase Agreement       379        379 
Total  $134,161   $379   $   $134,540 

 

(1)   Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)   There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.
     
10 See Notes to Financial Statements.  
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:     
Investments in securities, at fair value (cost $113,162,142)  $134,540,072 
Receivables:     
Interest and dividends   32,922 
Capital shares sold   27,652 
From advisor (See Note 3)   19,309 
Prepaid expenses and other assets   284 
Total assets   134,620,239 
LIABILITIES:     
Payables:     
Capital shares reacquired   130,152 
Management fee   91,505 
Directors’ fees   18,184 
Fund administration   4,575 
Accrued expenses   174,765 
Total liabilities   419,181 
NET ASSETS  $134,201,058 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $112,019,881 
Accumulated net investment loss   (18,184)
Accumulated net realized gain on investments   821,431 
Net unrealized appreciation on investments   21,377,930 
Net Assets  $134,201,058 
Outstanding shares (50 million shares of common stock authorized, $.001 par value)   9,451,927 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)   $14.20 

 

  See Notes to Financial Statements. 11
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:     
Dividends   $1,067,479 
Interest   851 
Total investment income   1,068,330 
Expenses:     
Management fee   1,056,165 
Non 12b-1 service fees   330,258 
Shareholder servicing   139,243 
Fund administration   52,808 
Professional   47,217 
Reports to shareholders   31,741 
Custody   9,515 
Directors’ fees   3,659 
Other   11,615 
Gross expenses   1,682,221 
Expense reductions (See Note 8)   (1,207)
Fees waived and expenses reimbursed (See Note 3)   (228,788)
Net expenses   1,452,226 
Net investment loss   (383,896)
Net realized and unrealized gain:     
Net realized gain on investments   6,248,087 
Net change in unrealized appreciation/depreciation on investments   21,239,301 
Net realized and unrealized gain   27,487,388 
Net Increase in Net Assets Resulting From Operations   $27,103,492 

 

12 See Notes to Financial Statements.  
 

Statements of Changes in Net Assets

 

INCREASE IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:          
Net investment loss  $(383,896)  $(266,854)
Net realized gain on investments   6,248,087    1,180,737 
Net change in unrealized appreciation/depreciation on investments   21,239,301    (1,435,580)
Net increase (decrease) in net assets resulting from operations   27,103,492    (521,697)
Distributions to shareholders from:          
Net realized gain   (4,600,431)   (736,893)
Capital share transactions (See Note 13):          
Proceeds from sales of shares   5,748,922    141,471,322 
Reinvestment of distributions   4,600,431    736,893 
Cost of shares reacquired   (22,386,775)   (109,191,183)
Net increase (decrease) in net assets resulting from capital share transactions   (12,037,422)   33,017,032 
Net increase in net assets   10,465,639    31,758,442 
NET ASSETS:          
Beginning of year  $123,735,419   $91,976,977 
End of year  $134,201,058   $123,735,419 
Accumulated net investment loss  $(18,184)  $(17,279)

 

  See Notes to Financial Statements. 13
 

Financial Highlights

 

       Per Share Operating Performance:    
       Investment Operations:  Distributions
to
shareholders
from:
    
   Net asset
value,
beginning
of period
  Net
investment
income
(loss)(a)
  Net
realized and
unrealized
gain
  Total from
investment
operations
  Net
realized
gain
  Net asset
value,
end of
period
12/31/2017   $11.96    $(0.04)   $2.77    $2.73    $(0.49)   $14.20 
12/31/2016   11.88    (0.03)   0.18    0.15    (0.07)   11.96 
12/31/2015   12.91    (0.06)   0.41    0.35    (1.38)   11.88 
12/31/2014   15.25    (0.04)   0.95    0.91    (3.25)   12.91 
12/31/2013   13.19    (0.08)   4.93    4.85    (2.79)   15.25 

 

(a)   Calculated using average shares outstanding during the period.
(b)   Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

 

14 See Notes to Financial Statements.  
 
    Ratios to Average Net Assets:  Supplemental Data:
                      
Total
return(b)
(%)
  Total
expenses after
waivers and/or
reimburse-
ments
(%)
  Total
expenses
(%)
  Net
investment
income
(loss)
(%)
  Net assets,
end of
period
(000)
  Portfolio
turnover
rate
(%)
 22.91    1.10    1.27    (0.29)   $134,201    69 
 1.23    1.13    1.33    (0.25)   123,735    155 
 2.72    1.20    1.31    (0.42)   91,977    125 
 6.07    1.20    1.32    (0.28)   87,234    198 
 37.08    1.20    1.31    (0.49)   98,244    121 

 

  See Notes to Financial Statements. 15
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (“the Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Growth Opportunities Portfolio (the “Fund”).

 

The Fund’s investment objective is capital appreciation. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a)Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.

 

Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.

 

Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity,

 

16

 

Notes to Financial Statements (continued)

 

reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

 

Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

 

(b)Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

 

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)Expenses-Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.

 

(f)Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

 

(g)Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.

 

17

 

Notes to Financial Statements (continued)

 

(h)Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

 

  Level 1  –  unadjusted quoted prices in active markets for identical investments;
         
  Level 2 other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
         
  Level 3 significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

 

A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

 

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .80%
Next $1 billion .75%
Next $1 billion .70%
Over $3 billion .65%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of .63% of the Fund’s average daily net assets.

 

18

 

Notes to Financial Statements (continued)

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses, to an annual rate of 1.10%. This agreement may be terminated only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 was as follows:

 

   Year Ended
12/31/2017
  Year Ended
12/31/2016
Distributions paid from:        
Ordinary income   $1,521,325  $
Net long-term capital gains   3,079,106   736,893
Total distributions paid   $4,600,431  $736,893

 

19

 

Notes to Financial Statements (continued)

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Undistributed ordinary income – net  $514,368 
Undistributed long-term capital gains   986,590 
Total undistributed earnings   1,500,958 
Temporary differences   (18,184)
Unrealized gains – net   20,698,403 
Total accumulated gains – net  $22,181,177 

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $113,841,669 
Gross unrealized gain  $22,601,359 
Gross unrealized loss   (1,902,956)
Net unrealized security gain  $20,698,403 

 

The difference between book-basis and tax basis unrealized gains (losses) is attributable to the tax treatment of wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Accumulated Net
Investment Loss
  Accumulated
Net Realized Gain
 
$382,991   $(382,991 )

 

The permanent differences are attributable to the tax treatment of certain distributions and net investment losses.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

Purchases Sales
$89,966,006 $105,452,142

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades purchases of $256,839 and sales of $430,392, which resulted in net realized gains of $43,574.

 

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting

 

20

 

Notes to Financial Statements (continued)

 

agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

         Gross Amounts  Net Amounts of
         Offset in the  Assets Presented
   Gross Amounts of     Statement of Assets  in the Statement of
Description  Recognized Assets     and Liabilities  Assets and Liabilities
Repurchase Agreement  $379,172    $          –  $379,172
Total  $379,172    $          –  $379,172

 

   Net Amounts               
   of Assets  Amounts Not Offset in the    
   Presented in  Statement of Assets and Liabilities    
   the Statement     Cash  Securities   
   of Assets and  Financial  Collateral  Collateral  Net
Counterparty  Liabilities  Instruments  Received(a)  Received(a)  Amount(b)
Fixed Income Clearing Corp.  $379,172  $          –  $          –  $(379,172) $          –
Total  $379,172  $          –  $          –  $(379,172) $          –

 

(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

7. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

8. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

9. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or

 

21

 

Notes to Financial Statements (continued)

 

emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

10. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

 

During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

11. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

12. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with equity investing. The value of an investment will fluctuate in response to movements in the equity securities markets in general, the changing prospects of individual companies in which the Fund invests, or an individual company’s financial condition. The Fund has particular risks associated with growth stocks. Growth companies may grow faster than other companies, which may result in more volatility in their stock prices. Growth stocks are often more sensitive to market fluctuations than other securities because their market prices are highly sensitive to future earnings expectations. In addition, if the Fund’s assessment of a company’s potential for growth or market conditions is wrong, it could suffer losses or produce poor performance relative to other funds, even in a favorable market. The Fund invests largely in mid-sized company stocks, which may be less able to weather economic shifts or other adverse developments than those of larger, more established companies. Although investing in mid-sized companies offers the potential for above average returns, these companies may not succeed and the value of their stock could decline significantly. Mid-sized companies also may fall out of favor relative to larger companies in certain market cycles, causing the Fund to incur losses or under perform.

 

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, industry and sector, liquidity, currency, political, information, and other risks. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

These factors can affect the Fund’s performance.

 

22

 

Notes to Financial Statements (concluded)

 

13. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

     Year Ended       Year Ended  
     December 31, 2017       December 31, 2016  
Shares sold   442,997    12,040,758 
Reinvestment of distributions   326,154    59,571 
Shares reacquired   (1,664,435)   (9,493,978)
Increase (decrease)   (895,284)   2,606,351 

 

23

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Growth Opportunities Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Growth Opportunities Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Growth Opportunities Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

24

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service

with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012   Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

Other Directorships: None.
     
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016   Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service

with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014   Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

25

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

 

Other Directorships: None.

         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004  

Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

 

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).

         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001  

Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

 

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).

         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017  

Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

 

Other Directorships: None

         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012  

Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

 

Other Directorships: Blyth, Inc., a home products company (2004–2015).

         
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017  

Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

 

Other Directorships: None.

         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016  

Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

 

Other Directorships: None.

 

26

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006;
Chairman since 2017
 

Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

27

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

28

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

29

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was below the median of the performance peer group for the one-, three-, five-, and ten-year periods. The Board

 

30

 

Approval of Advisory Contract (continued)

 

considered that Lord Abbett was implementing a plan intended to improve the performance of its equity Funds. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, in conjunction with the Fund’s proposed expense limitation agreement, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment

 

31

 

Approval of Advisory Contract (concluded)

 

advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

32

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

Tax Information

 

For corporate shareholders, 49% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

 

Additionally, of the distribution paid to the shareholders during the year ended December 31, 2017, $1,521,325 and $3,079,106, respectively, represent short-term capital gains and long-term capital gains.

 

33

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.      
       
Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
  Lord Abbett Series Fund, Inc.  
    Growth Opportunities Portfolio LASFGO-3
(02/18)
 

 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett
Series Fund—International Equity Portfolio*

 

For the fiscal year ended December 31, 2017
*Formerly International Core Equity Portfolio

 

Table of Contents

 

1   A Letter to Shareholders
     
5   Investment Comparison
     
6   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
8   Schedule of Investments
     
14   Statement of Assets and Liabilities
     
15   Statement of Operations
     
16   Statements of Changes in Net Assets
     
18   Financial Highlights
     
20   Notes to Financial Statements
     
28   Report of Independent Registered Public Accounting Firm
     
29   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund — International Equity Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — International Equity Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

 

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer


 

For the fiscal year ended December 31, 2017, the Fund returned 25.67%, reflecting performance at the net asset value (NAV) of Class VC Shares, with all distributions reinvested, compared to its benchmark, the MSCI ACWI ex-USA® Index — Net Dividends1, which returned 27.19% over the same period.

Over the period, global equity markets experienced significant positive performance, as most central banks remained accommodative, interest rates remained low, unemployment steadily declined, corporate earnings grew, and

global economic growth accelerated. Overall, European markets (as measured by the EURO STOXX 50® Index2) rose roughly 25.3% in U.S. dollars for the period, while Japan’s Nikkei 2253 rose 21.33% in U.S. dollars.

At its March 2017 meeting, the Federal Reserve (Fed) raised interest rates for the third time since the financial crisis to a range of 0.75% – 1.00%, after indicating that the “stance of monetary policy remains accommodative, thereby supporting some further strengthening in labor market conditions and sustained return to 2 percent inflation”. The Fed


 

1

 

 

 

continued with 0.25% rate hikes at its June and December meetings, bringing the fed funds rate to a range between 1.25% -1.50% and forecasted three additional rate increases in both 2018 and 2019. Additionally, the Fed indicated that in October of 2017 it would begin its much anticipated balance sheet normalization process by selling assets it had purchased as part of its quantitative easing program. Meanwhile, other central banks have continued their accommodative policies. The European Central Bank (ECB) kept its benchmark rate unchanged at 0%, since March 2016, and at its October 2017 meeting, the ECB extended its asset purchase program at a monthly pace of €30 billion until the end of September 2018 “or beyond, if necessary”, from a previous rate of €60 billion a month. The Bank of Japan (BoJ) also maintained its stimulative monetary policy at its December 2017 meeting as short term interest rates remained unchanged, at -0.1%, and the bank kept its 10-year government bond yield target at around 0%, amid a more upbeat view on private consumption and capital expenditure.

The election of Donald Trump as U.S. President in November 2016 coincided with the start of rising equity markets, as Trump’s “America First” policy focused on lower taxes, lower regulation, “smart trade” policy, and less government spending, fueling global growth optimism. Unemployment steadily declined in most developed countries, falling to a nine year

low of 8.7% in the Euro area, 4.1% in the United States, 2.7% in Japan, and 3.95% in China, all multiyear lows. GDP growth has remained positive in most developed countries, while inflation remained subdued, allowing central banks to continue their stimulative monetary policies with global stock markets as the beneficiaries. At the end of the year, the United States passed its much anticipated tax reform, lowering the corporate tax rate to 21%, reducing the tax on accumulated overseas earnings, and altering the individual tax brackets, among other changes. This reform is broadly expected to benefit corporations going forward.

Although volatility, as measured by the VIX index, has remained near all-time low levels for most of the year, sources of tension throughout the year have come from nuclear threats from North Korea, continued turmoil in the middle east, populist and independence forces in Europe, and remaining uncertainty regarding “Brexit”.

During the period, the Fund’s underperformance relative to the benchmark was driven by stock selection, and sector weights, particularly within the consumer staples and information technology sectors. Within the consumer staples sector, an underweight position in Diageo Plc detracted from relative performance. Shares of the British alcoholic beverage producer and distributor rose as the company reported accelerating organic growth during the


 

2

 

 

 

year and strong sales in most regions. Additionally, shares of Jbs Sa also detracted from relative performance. The Brazilian meat processor company’s shares declined after the company was involved in a Brazilian political bribery scandal.

An underweight to the information technology sector also detracted from relative performance. The sector had the strongest performance in the index over the year as technology stocks led markets higher with generally strong balance sheets, large free cash flows, and the belief that they would benefit from expected tax changes on overseas earnings.

Conversely, stock selection within the utilities and industrials sectors contributed to relative performance over the period. Within the utilities sector, shares of Enel S.p.A. contributed to relative performance. Shares of the multinational power company rose as it signaled that it was adding new renewal power generation

capacity at a higher rate, which would lead to higher earnings growth in the future. RWE AG, a German electricity generator, distributor, and trader, also contributed to relative performance. The company benefited as it reported earnings that suggested that full year adjusted net income would be at the top end of the previous guidance range and that net debt was lower than market expectations.

Within the industrials sector, shares of Vinci S.a. a French construction and engineering firm, contributed to performance. The company has continued to benefit from its strong position in the European road and airport segments and good visibility on future growth drivers.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The Morgan Stanley Capital International (MSCI) All Country World Index (ACWI) ex-USA® Index is a subset of the MSCI ACWI ex-USA® Index. The MSCI ACWI ex-USA® Index is a free float adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets. The MSCI ACWI ex-USA® Index with Gross Dividends approximates the maximum possible dividend reinvestment. The amount reinvested is the entire dividend distributed to individuals resident in the country of the company, but does not include tax credits. The MSCI ACWI ex-USA® Index with Net Dividends approximates the minimum possible dividend reinvestment. The dividend is reinvested after deduction of withholding tax, applying the rate to non-resident individuals who do not benefit from double taxation treaties. MSCI ACWI ex-USA® uses withholding tax rates applicable to Luxembourg holding companies, as Luxembourg applies the highest rates.

2   The EURO STOXX 50® Index represents the performance of the 50 largest companies among the 19 supersectors in terms of free-float market cap in 12 eurozone countries. These countries include Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, the Netherlands, Portugal and Spain. The index has a fixed number of components and is part of the STOXX blue-chip index family. The index captures about 60% of the free-float market cap of the EURO STOXX Total Market Index (TMI).

3   The Nikkei Stock Average, the Nikkei 225 is used around the globe as the premier index of Japanese stocks. Because of the prominent nature of the index, many financial products linked to the Nikkei 225 have been created are traded worldwide while the index has been sufficiently used as the indicator of the movement of Japanese stock markets. The Nikkei 225


 

3

 

 

 

is a price-weighted equity index, which consists of 225 stocks in the 1st section of the Tokyo Stock Exchange.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

4

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Morgan Stanley Capital International (MSCI) All Country World Index (ACWI) ex-USA® Index with Gross Dividends, the MSCI ACWI ex-USA® Index with Net Dividends, the MSCI Europe, Australasia, Far East® Index (MSCI EAFE® Index) with Gross Dividends and the MSCI EAFE® Index with Net Dividends, assuming reinvestment of all dividends and distributions. The Fund has adopted the MSCI ACWI ex-USA® Index as its primary benchmark index and therefore will remove the MSCI EAFE® Index from its next annual report. The Fund believes that the MSCI ACWI ex-USA® Index more closely reflects the Fund’s investment strategies than the MSCI EAFE® Index. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund were waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

Average Annual Total Returns for the
Period Ended December 31, 2017

  1 Year   5 Years   Life of Class  
Class VC2 25.67%   6.22%   4.98%  

 

1   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index began on May 1, 2010.

2   The Class VC shares commenced operations on April 16, 2010. Performance for the Class began on May 1, 2010.


 

5

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

6

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
    7/1/17   12/31/17   7/1/17 -
12/31/17
 
Class VC              
Actual   $1,000.00   $1,128.20   $4.67  
Hypothetical (5% Return Before Expenses)   $1,000.00   $1,020.82   $4.43  

 

Net expenses are equal to the Fund’s annualized expense ratio of 0.87%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector* %**
Consumer Discretionary 13.47%
Consumer Staples 8.35%
Energy 4.31%
Financials 24.88%
Health Care 5.67%
Industrials 16.32%
Information Technology 12.54%
Materials 7.15%
Real Estate 2.50%
Telecommunication Services 2.70%
Utilities 1.56%
Repurchase Agreement 0.55%
Total 100.00%

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

7

 

Schedule of Investments

December 31, 2017

 

       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
COMMON STOCKS 97.36%          
           
Australia 1.42%          
           
Beverages 0.61%          
Treasury Wine Estates Ltd.   32,817   $407 
           
Metals & Mining 0.81%          
BHP Billiton Ltd.   23,689    544 
Total Australia        951 
           
Austria 1.03%          
           
Banks          
Erste Group Bank AG*   15,930    690 
           
Belgium 0.90%          
           
Beverages          
Anheuser-Busch InBev SA   5,402    603 
           
Canada 0.72%          
           
Oil, Gas & Consumable Fuels          
Seven Generations Energy Ltd. Class A*   11,600    164 
Whitecap Resources, Inc.   44,300    315 
Total Canada        479 
           
China 2.86%          
           
Insurance 0.49%          
Ping An Insurance Group Co. of China Ltd. Class H   32,000    332 
              
Internet Software & Services 2.37%             
Alibaba Group Holding Ltd. ADR*   3,800    655 
China Literature Ltd.*   9    (a)
Tencent Holdings Ltd.   17,900    927 
         1,582 
Total China        1,914 
 
Denmark 2.80%          
 
Banks 1.25%          
Danske Bank A/S   21,485    836 
       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
Diversified Telecommunication Services 1.01%
TDC A/S   110,397   $678 
           
Pharmaceuticals 0.54%          
Novo Nordisk A/S Class B   6,654    358 
Total Denmark        1,872 
 
Finland 0.95%          
 
Insurance          
Sampo OYJ A Shares   11,594    636 
 
France 8.42%          
           
Auto Components 1.28%          
Valeo SA   11,472    855 
           
Beverages 1.38%          
Remy Cointreau SA   6,656    922 
              
Construction & Engineering 1.63%             
Vinci SA   10,701    1,092 
              
Information Technology Services 0.69%             
Atos SE   3,166    460 
           
Machinery 1.04%          
Alstom SA   16,683    692 
              
Oil, Gas & Consumable Fuels 0.97%             
Total SA   11,763    649 
           
Pharmaceuticals 0.43%          
Sanofi   3,310    285 
              
Textiles, Apparel & Luxury Goods 1.00%             
LVMH Moet Hennessy Louis Vuitton SE   2,275    668 
Total France        5,623 
 
Germany 9.64%          
 
Hotels, Restaurants & Leisure 1.19%             
TUI AG   38,373    795 
              
Industrial Conglomerates 0.70%             
Rheinmetall AG   3,668    464 


 

8 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
Germany (continued)          
 
Insurance 1.52%          
Allianz SE Registered Shares   4,423   $1,012 
              
Life Sciences Tools & Services 0.68%             
MorphoSys AG*   4,992    456 
           
Pharmaceuticals 0.95%          
Bayer AG Registered Shares   5,097    633 
 
Real Estate Management & Development 2.44%
Aroundtown SA   115,486    889 
PATRIZIA Immobilien AG*   32,149    744 
         1,633 
 
Semiconductors & Semiconductor Equipment 1.18%
Infineon Technologies AG   28,933    788 
           
Software 0.98%          
SAP SE   5,873    657 
Total Germany        6,438 
 
Hong Kong 3.49%          
 
Hotels, Restaurants & Leisure 0.53%             
Melco Resorts & Entertainment Ltd. ADR   12,121    352 
           
Household Durables 1.10%          
Techtronic Industries Co., Ltd.   113,000    735 
           
Insurance 1.10%          
AIA Group Ltd.   86,600    737 
 
Paper & Forest Products 0.76%             
Nine Dragons Paper Holdings Ltd.   316,000    505 
Total Hong Kong        2,329 
 
India 1.92%          
 
Banks 1.32%          
ICICI Bank Ltd. ADR   90,805    883 
       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
Information Technology Services 0.60%             
Vakrangee Ltd.   30,486   $201 
Vakrangee Ltd.   30,486    200 
         401 
Total India        1,284 
 
Indonesia 1.69%          
           
Banks          
Bank Rakyat Indonesia Persero Tbk PT   2,720,500    730 
Bank Tabungan Negara Persero Tbk PT   1,511,700    398 
Total Indonesia        1,128 
 
Ireland 1.10%          
           
Banks          
AIB Group plc   56,241    371 
Bank of Ireland Group plc*   42,480    362 
Total Ireland        733 
 
Israel 0.81%          
           
Semiconductors & Semiconductor Equipment
Tower Semiconductor Ltd.*   15,861    540 
 
Italy 5.41%          
           
Banks 0.90%          
UniCredit SpA*   32,064    598 
           
Capital Markets 0.53%          
Anima Holding SpA   49,798    356 
           
Consumer Finance 0.72%          
doBank SpA*   29,670    483 
           
Electric: Utilities 1.53%          
Enel SpA   166,397    1,023 
           
Electrical Equipment 1.23%          
Prysmian SpA   25,143    819 
              
Internet & Direct Marketing Retail 0.50%             
Yoox Net-A-Porter Group SpA*    9,664      337  
Total Italy        3,616 


 

  See Notes to Financial Statements. 9
 

Schedule of Investments (continued)

December 31, 2017

 

       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
Japan 17.80%          
 
Automobiles 1.86%          
Honda Motor Co., Ltd.   36,400   $1,242 
           
Building Products 1.27%          
Daikin Industries Ltd.   7,200    851 
           
Chemicals 3.27%          
Asahi Kasei Corp.   49,735    640 
Mitsubishi Chemical Holdings Corp.   62,100    679 
Mitsubishi Gas Chemical Co., Inc.   30,200    865 
         2,184 
              
Construction & Engineering 0.45%             
Taisei Corp.   6,100    303 
           
Distributors 0.82%          
PALTAC Corp.   12,100    551 
              
Diversified Financial Services 1.20%             
ORIX Corp.   47,600    803 
           
Household Durables 1.57%          
Sony Corp.   23,300    1,046 
           
Machinery 3.45%          
DMG Mori Co., Ltd.   33,700    694 
Komatsu Ltd.   13,000    470 
Makino Milling Machine Co., Ltd.   48,000    484 
SMC Corp.   1,600    656 
         2,304 
           
Professional Services 0.77%          
Recruit Holdings Co., Ltd.   20,600    512 
           
Software 0.93%          
Nintendo Co., Ltd.   1,727    622 
           
Specialty Retail 1.02%          
Bic Camera, Inc.   47,400    683 
       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
Trading Companies & Distributors 1.19%             
Mitsubishi Corp.   28,730   $792 
Total Japan        11,893 
 
Luxembourg 0.57%          
 
Multi-Line Retail          
B&M European Value Retail SA   67,322    384 
 
Macau 1.01%          
 
Hotels, Restaurants & Leisure          
Wynn Macau Ltd.   213,200    674 
 
Mexico 0.72%          
 
Banks          
Grupo Financiero Banorte SAB de CV   87,600    480 
 
Netherlands 4.99%          
 
Banks 0.97%          
ING Groep NV   35,285    648 
              
Health Care Equipment & Supplies 1.07%             
Koninklijke Philips NV   19,008    718 
           
Insurance 1.03%          
ASR Nederland NV   16,649    686 
              
Oil, Gas & Consumable Fuels 1.43%             
Royal Dutch Shell plc B Shares   28,430    957 
 
Semiconductors & Semiconductor Equipment 0.49%
ASML Holding NV   1,883    327 
Total Netherlands        3,336 
 
Norway 0.29%          
 
Banks          
Sparebank 1 Oestlandet*   17,663    195 


 

10 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
Philippines 1.34%          
 
Banks          
Metropolitan Bank & Trust Co.   440,740   $894 
 
Poland 0.76%          
 
Banks          
Powszechna Kasa Oszczednosci Bank Polski SA*   40,077    509 
 
South Africa 1.12%          
           
Paper & Forest Products          
Mondi plc   28,785    748 
 
South Korea 3.50%          
 
Auto Components 0.74%          
Mando Corp.   1,707    492 
           
Insurance 1.05%          
ING Life Insurance Korea Ltd.   14,152      706  
 
Technology Hardware, Storage & Peripherals 1.71%
Samsung Electronics Co., Ltd.   481    1,143 
Total South Korea        2,341 
 
Spain 2.05%          
 
Banks 0.97%          
Banco Bilbao Vizcaya Argentaria SA   76,457    650 
              
Oil, Gas & Consumable Fuels 1.08%             
Repsol SA   40,744    719 
Total Spain        1,369 
 
Sweden 2.22%          
 
Commercial Services & Supplies 1.29%             
Loomis AB Class B   20,550    863 
           
Machinery 0.93%          
Volvo AB B Shares   33,418    623 
Total Sweden        1,486 
       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
Switzerland 5.00%          
 
Food Products 1.77%          
Nestle SA Registered Shares   13,778   $1,185 
           
Insurance 1.35%          
Swiss Life Holding AG Registered Shares*   2,550    901 
           
Pharmaceuticals 1.88%          
Novartis AG Registered Shares   8,042    677 
Roche Holding AG   2,295    580 
         1,257 
Total Switzerland        3,343 
 
Taiwan 1.89%          
 
Semiconductors & Semiconductor Equipment 1.48%
Advanced Semiconductor Engineering, Inc.   383,682    491 
Taiwan Semiconductor Manufacturing Co., Ltd. ADR   12,585    499 
         990 
 
Technology Hardware, Storage & Peripherals 0.41%
Primax Electronics Ltd.   103,470    274 
Total Taiwan        1,264 
 
United Kingdom 9.89%          
 
Beverages 0.94%          
Coca-Cola European Partners plc   15,704    626 
           
Insurance 1.03%          
Direct Line Insurance Group plc   133,128    685 
           
Machinery 1.03%          
Weir Group plc (The)   23,986    688 
           
Metals & Mining 1.04%          
Rio Tinto plc   13,308    698 
           
Personal Products 0.99%          
Unilever NV CVA   11,749    661 


 

  See Notes to Financial Statements. 11
 

Schedule of Investments (continued)

December 31, 2017

 

       U.S. $ 
       Fair Value 
Investments  Shares   (000) 
United Kingdom (continued)             
 
Professional Services 1.01%          
RELX NV   29,400   $676 
 
Semiconductors & Semiconductor Equipment 0.63%
IQE plc*   228,643    423 
           
Tobacco 1.59%          
British American Tobacco plc   15,726    1,063 
 
Wireless Telecommunication Services 1.63%
Vodafone Group plc   343,768    1,087 
Total United Kingdom        6,607 
 
United States 1.05%          
 
Insurance          
Hiscox Ltd.   35,419    700 
Total Common Stocks
(cost $56,359,460)
        65,059 
 
RIGHTS 0.03%          
 
Spain          
 
Oil, Gas & Consumable Fuels          
Repsol SA*
(cost $18,582)
   40,744    19 
   Principal   U.S. $ 
   Amount   Fair Value 
Investments  (000)   (000) 
SHORT-TERM INVESTMENT 0.54%          
           
Repurchase Agreement          
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $355,000 of U.S. Treasury Note at 3.625% due 2/15/2020; value: $372,412; proceeds: $361,218
(cost $361,197)
  $361   $361 
Total Investments in Securities 97.93%
(cost $56,739,239)
        65,439 
Foreign Cash and Other Assets in Excess of Liabilities 2.07%        1,383 
Net Assets 100.00%       $66,822 

 

ADR   American Depositary Receipt.
CVA   Company Voluntary Arrangement.
*   Non-income producing security.
  Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
(a)   Amount is less than $1,000.


 

12 See Notes to Financial Statements.
 

Schedule of Investments (concluded)

December 31, 2017

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

   Level 1   Level 2   Level 3   Total
Investment Type(2)  (000)   (000)   (000)   (000)
Common Stocks                   
Australia  $   $951   $   $951
Austria(3)       690        690
Belgium(3)       603        603
Canada   479            479
China   655    1,259        1,914
Denmark(3)   678    1,194        1,872
Finland       636        636
France(3)       5,623        5,623
Germany(3)   889    5,549        6,438
Hong Kong   352    1,977        2,329
India   1,084    200        1,284
Indonesia   1,128            1,128
Ireland   733            733
Israel   540            540
Italy(3)   483    3,133        3,616
Japan(3)       11,893        11,893
Luxembourg       384        384
Macau       674        674
Mexico   480            480
Netherlands(3)       3,336        3,336
Norway   195            195
Philippines       894        894
Poland       509        509
South Africa       748        748
South Korea(3)   706    1,635        2,341
Spain(3)       1,369        1,369
Sweden(3)   863    623        1,486
Switzerland(3)       3,343        3,343
Taiwan   499    765        1,264
United Kingdom(3)   1,111    5,496        6,607
United States   700            700
Right   19            19
Repurchase Agreement       361        361
Total  $11,594   $53,845   $   $65,439

 

(1)   Refer to Note 2(i) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography. The table above is presented by Investment Type. Industries are presented within an Investment Type should such Investment Type include securities classified as two or more levels within the three-tier fair value hierarchy.
(3)   Securities in the amount of $24,910,118 were transferred from Level 1 to Level 2 during the fiscal year ended December 31, 2017, due to a change in valuation technique. As of December 31, 2017, the Fund utilized adjusted valuations (as described in Note 2(a)), which resulted in Level 2 inputs. As of December 31, 2016, the Fund utilized the last sale or official closing price on the exchange or system on which the securities are principally traded, which resulted in Level 1 inputs.

 

  See Notes to Financial Statements. 13
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:     
Investments in securities, at fair value (cost $56,739,239)  $65,438,537 
Foreign cash, at value (cost $1,652,484)   1,678,880 
Receivables:     
Interest and dividends   152,395 
From advisor (See Note 3)   37,246 
Prepaid expenses   318 
Total assets   67,307,376 
LIABILITIES:     
Payables:     
Investment securities purchased   304,239 
Management fee   42,112 
Directors’ fees   5,360 
Fund administration   2,246 
Accrued expenses   131,444 
Total liabilities   485,401 
NET ASSETS  $66,821,975 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $61,101,956 
Distributions in excess of net investment income   (113,574)
Accumulated net realized loss on investments and foreign currency related transactions   (2,895,580)
Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies   8,729,173 
Net Assets  $66,821,975 
Outstanding shares (50 million shares of common stock authorized, $.001 par value)   3,672,449 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)  $18.20 
   
14 See Notes to Financial Statements.
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:     
Dividends (net of foreign withholding taxes of $171,042)  $1,579,430 
Interest   240 
Total investment income   1,579,670 
Expenses:     
Management fee   475,997 
Non 12b-1 service fees   158,758 
Custody   68,844 
Shareholder servicing   68,117 
Professional   58,474 
Fund administration   25,387 
Reports to shareholders   24,878 
Directors’ fees   1,762 
Other   11,666 
Gross expenses   893,883 
Expense reductions (See Note 8)   (579)
Fees waived and expenses reimbursed (See Note 3)   (341,148)
Net expenses   552,156 
Net investment income   1,027,514 
Net realized and unrealized gain (loss):     
Net realized gain on investments (net of foreign capital gains tax of $16,514)   6,199,403 
Net realized loss on foreign currency related transactions   (20,318)
Net change in unrealized appreciation/depreciation on investments   7,188,771 
Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies   34,602 
Net realized and unrealized gain   13,402,458 
Net Increase in Net Assets Resulting From Operations  $14,429,972 
     
  See Notes to Financial Statements. 15
 

Statements of Changes in Net Assets

 

   For the Year Ended   For the Year Ended 
INCREASE (DECREASE) IN NET ASSETS  December 31, 2017   December 31, 2016 
Operations:          
Net investment income  $1,027,514   $1,416,990 
Net realized gain (loss) on investments and foreign currency related transactions   6,179,085    (4,234,373)
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies   7,223,373    1,851,263 
Net increase (decrease) in net assets resulting from operations   14,429,972    (966,120)
Distributions to shareholders from:          
Net investment income   (1,203,254)   (1,555,460)
Capital share transactions (See Note 13):          
Proceeds from sales of shares   1,733,223    3,545,976 
Reinvestment of distributions   1,203,254    1,555,460 
Cost of shares reacquired   (8,370,323)   (3,775,290)
Net increase (decrease) in net assets resulting from capital share transactions   (5,433,846)   1,326,146 
Net increase (decrease) in net assets   7,792,872    (1,195,434)
NET ASSETS:          
Beginning of year  $59,029,103   $60,224,537 
End of year  $66,821,975   $59,029,103 
Distributions in excess of net investment income  $(113,574)  $(52,131)
   
16 See Notes to Financial Statements.
 

 

This page is intentionally left blank.

 

17

 

Financial Highlights

 

      Per Share Operating Performance:
               Distributions to
      Investment operations:  shareholders from:
            Total         
         Net  from         
   Net asset  Net  realized  invest-         
   value,  invest-  and  ment  Net  Net  Return
   beginning  ment  unrealized  opera-  investment  realized  of
   of period  income(a)  gain (loss)  tions  income  gain  capital
12/31/2017   $14.75    $0.27    $ 3.51    $ 3.78    $(0.33)   $    –    $    – 
12/31/2016   15.42    0.36    (0.63)   (0.27)   (0.40)        
12/31/2015   15.95    0.30    (0.59)   (0.29)   (0.23)       (0.01)
12/31/2014   18.38    0.26    (1.99)   (1.73)   (0.18)   (0.52)    
12/31/2013   15.31    0.22    3.32    3.54    (0.24)   (0.23)    

 

(a) Calculated using average shares outstanding during the period.
(b) Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

 

18 See Notes to Financial Statements.
 
         Ratios to Average Net Assets:  Supplemental Data:
                      
         Total
expenses
            
   Net     after        Net   
   asset     waivers     Net  assets,  Portfolio
Total  value,  Total  and/or reim-  Total  investment  end of  turnover
distri-  end of  return(b)  bursements  expenses  income  period  rate
butions  period  (%)  (%)  (%)  (%)  (000)  (%)
 $(0.33)   $18.20    25.67    0.87    1.41    1.62    $66,822    137 
 (0.40)   14.75    (1.74)   0.87    1.39    2.43    59,029    190 
 (0.24)   15.42    (1.78)   0.87    1.43    1.84    60,225    60 
 (0.70)   15.95    (9.47)   0.87    1.59    1.49    52,629    58 
 (0.47)   18.38    23.16    0.87    2.02    1.31    31,923    56 
     
  See Notes to Financial Statements. 19
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (“the Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers International Equity Portfolio (the “Fund”). Effective October 31, 2017, International Core Equity Portfolio changed its name to International Equity Portfolio.

 

The Fund’s investment objective is to seek long-term capital appreciation. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a) Investment ValuationUnder procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity,

 

20

 

Notes to Financial Statements (continued)

 

  reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
   
  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
   
(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on foreign currency related transactions in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
  The Fund uses foreign currency exchange contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts’ terms.
   
(g) Forward Foreign Currency Exchange Contracts–The Fund may enter into forward foreign currency exchange contracts in order to reduce their exposure to changes in foreign currency exchange rates on their foreign portfolio holdings, or gain or reduce exposure to foreign currency solely for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included

 

21

 

Notes to Financial Statements (continued)

 

  in Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized loss on foreign currency related transactions in the Fund’s Statement of Operations.
   
(h) Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(i) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

 

  Level 1 – unadjusted quoted prices in active markets for identical investments;
       
  Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
       
  Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

 

A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

 

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

22

 

Notes to Financial Statements (continued)

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

 

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .75%
Next $1 billion .70%
Over $2 billion .65%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of 0.21% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses, excluding any acquired fund fees and expenses, to an annual rate of .87%. This agreement may be terminated only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

23

 

Notes to Financial Statements (continued)

 

The tax character of distributions paid during the fiscal year ended December 31, 2017 and fiscal year ended December 31, 2016, was as follows:

 

   Year Ended   Year Ended 
   12/31/2017   12/31/2016 
Distributions paid from:              
Ordinary income    $1,203,254     $1,555,460 
Total distributions paid    $1,203,254     $1,555,460 

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Undistributed ordinary income – net  $55,010 
Total undistributed earnings   55,010 
Capital loss carryforwards*   (2,840,212)
Temporary differences   (5,360)
Unrealized gains – net   8,510,581 
Total accumulated gains – net  $5,720,019 

 

* The capital losses will carry forward indefinitely.

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $56,957,831 
Gross unrealized gain   8,785,249 
Gross unrealized loss   (304,543)
Net unrealized security gain  $8,480,706 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain securities, forward currency contracts and wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in      
Excess of Net   Accumulated Net  
Investment Income   Realized Loss  
$114,297   $(114,297 )

 

The permanent differences are attributable to the tax treatment of certain securities, certain expenses, and foreign currency transactions.

 

5. PORTFOLIO SECURITIES TRANSACTIONS

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

Purchases   Sales
$84,584,187   $90,571,962

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance

 

24

 

Notes to Financial Statements (continued)

 

with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades purchases of $213,268 and sales of $131,156, which resulted in net realized gains (losses) of $16,407.

 

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

       Gross Amounts   Net Amounts of 
       Offset in the   Assets Presented 
   Gross Amounts of   Statement of Assets   in the Statement of 
Description  Recognized Assets   and Liabilities   Assets and Liabilities 
Repurchase Agreement   $361,197   $    $361,197 
Total   $361,197   $    $361,197 
                     
   Net Amounts                 
   of Assets   Amounts Not Offset in the     
   Presented in   Statement of Assets and Liabilities     
   the Statement       Cash   Securities     
   of Assets and   Financial   Collateral   Collateral   Net 
Counterparty   Liabilities   Instruments   Received(a)   Received(a)   Amount(b) 
Fixed Income Clearing Corp.   $361,197   $   $    $(361,197)  $ 
Total   $361,197   $   $    $(361,197)  $ 

 

(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

7. DIRECTORS’ REMUNERATION

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

25

 

Notes to Financial Statements (continued)

 

8. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

9. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

10. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

 

During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

11. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

12. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with equity investing. The value of an investment will fluctuate in response to movements in the equity securities markets in general and to the changing prospects of individual companies in which the Fund invests.

 

Large company value stocks, in which the Fund invests, may perform differently than the market as a whole and other types of stocks, such as small company stocks and growth stocks. This is because different types of stocks tend to shift in and out of favor over time depending on market and economic conditions as well as investor sentiment. In addition, large companies may have smaller rates of growth as compared to successful but well established smaller companies.

 

The Fund is subject to the risks of investing in foreign securities and derivatives. Foreign securities may pose greater risks than domestic securities, including greater price fluctuations and higher transaction costs. Foreign investments also may be affected by changes in currency rates or

 

26

 

Notes to Financial Statements (concluded)

 

currency controls. These risks are generally greater for securities issued by companies in emerging market countries. As compared with companies organized and operated in the U.S., these companies may be more vulnerable to economic, political and social instability and subject to less government supervision, lack of transparency, inadequate regulatory and accounting standards, and foreign taxes. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

The Fund is also subject to the risks associated with derivatives, which may be different from and greater than the risks associated with investing directly in securities and other investments. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may lower the Fund’s returns since the Fund may be unable to sell these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements, changes in foreign exchange and interest rates, and other factors. If the Fund incorrectly forecasts these and other factors, its performance could suffer. The Fund’s use of derivatives could result in a loss exceeding the amount of the Fund’s investment in these instruments.

 

These factors can affect the Fund’s performance.

 

13. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended   Year Ended 
   December 31, 2017   December 31, 2016 
Shares sold   106,804    241,082 
Reinvestment of distributions   66,810    105,670 
Shares reacquired   (501,938)   (250,444)
Increase (decrease)   (328,324)   96,308 

 

27

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of International Equity Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

 

We have audited the accompanying statement of assets and liabilities, including the schedules of investments, of the International Equity Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the International Equity Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

28

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012 

Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

 

Other Directorships: None.

       
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016 

Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

 

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014 

Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

 

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

29

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011 

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

 

Other Directorships: None.

       
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004 

Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

 

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).

       
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001 

Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

 

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).

       
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017 

Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

 

Other Directorships: None

       
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012 

Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

 

Other Directorships: Blyth, Inc., a home products company (2004–2015).

       
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017 

Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

 

Other Directorships: None.

       
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016 

Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

 

Other Directorships: None.

 

30

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006;
Chairman since 2017
 

Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief
Executive Officer
  Elected as President in 2006 and Chief Executive Officer in 2012  Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
          
Sean J. Aurigemma
(1969)
  Executive Vice President  Elected in 2010  Portfolio Manager, joined Lord Abbett in 2007.
          
Jeff D. Diamond
(1960)
  Executive Vice President  Elected in 2008  Portfolio Manager, joined Lord Abbett in 2007.
          
Todd D. Jacobson
(1966)
  Executive Vice President  Elected in 2005  Partner and Associate Director, joined Lord Abbett in 2003.
          
Robert A. Lee
(1969)
  Executive Vice President  Elected in 2010  Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
          
David J. Linsen
(1974)
  Executive Vice President  Elected in 2008  Partner and Director, joined Lord Abbett in 2001.
          
Thomas B. Maher
(1967)
  Executive Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 2003.
          
Justin C. Maurer
(1969)
  Executive Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

31

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President  Elected in 2010  Partner and Director, joined Lord Abbett in 2003.
          
Andrew H. O’Brien
(1973)
  Executive Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 1998.
          
F. Thomas O’Halloran, III
(1955)
  Executive Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 2001.
          
Marc Pavese
(1972)
  Executive Vice President  Elected in 2016  Partner and Portfolio Manager, joined Lord Abbett in 2008.
          
Walter H. Prahl
(1958)
  Executive Vice President  Elected in 2012  Partner and Director, joined Lord Abbett in 1997.
          
Jeffrey Rabinowitz
(1972)
  Executive Vice President  Elected in 2017  Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/ Technology Analyst at Goldman Sachs Asset Management (1999–2014).
          
Steven F. Rocco
(1979)
  Executive Vice President  Elected in 2014  Partner and Portfolio Manager, joined Lord Abbett in 2004.
          
A. Edward Allinson
(1961)
  Vice President  Elected in 2011  Portfolio Manager, joined Lord Abbett in 2005.
          
Matthew R. DeCicco
(1977)
  Vice President  Elected in 2003  Portfolio Manager, joined Lord Abbett in 1999.
          
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary  Elected in 2014  Partner and Deputy General Counsel, joined Lord Abbett in 2006.
          
John K. Forst
(1960)
  Vice President and Assistant Secretary  Elected in 2005  Partner and Deputy General Counsel, joined Lord Abbett in 2004.
          
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President  Elected in 2017  Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
          
Lawrence H. Kaplan
(1957)
  Vice President and Secretary  Elected in 1997  Partner and General Counsel, joined Lord Abbett in 1997.

 

32

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Positio
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary  Elected in 2016  Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
          
Joseph M. McGill
(1962)
  Chief Compliance Officer  Elected in 2014  Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
          
A. Edward Oberhaus, III
(1959)
  Vice President  Elected in 1998  Partner and Director, joined Lord Abbett in 1983.
          
Noah Petrucci
(1970)
  Vice President  Elected in 2013  Portfolio Manager, joined Lord Abbett in 2012.
          
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary  Elected in 2007  Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
          
Leah G. Traub
(1979)
  Vice President  Elected in 2016  Partner and Portfolio Manager, joined Lord Abbett in 2007.
          
Arthur K. Weise
(1970)
  Vice President  Elected in 2010  Partner and Portfolio Manager, joined Lord Abbett in 2007.
          
Kewjin Yuoh
(1971)
  Vice President  Elected in 2012  Partner and Portfolio Manager, joined Lord Abbett in 2010.
          
Scott S. Wallner
(1955)
  AML Compliance Officer  Elected in 2011  Assistant General Counsel, joined Lord Abbett in 2004.
          
Christian J. Kelly
(1975)
  Treasurer  Elected in 2017  Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

33

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of the Fund’s benchmark; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and the Fund’s benchmark as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was below the median of the performance peer group for the one-, three-, and five-year periods. The Board considered that Lord

 

34

 

Approval of Advisory Contract (continued)

 

Abbett was implementing a plan intended to improve the performance of its equity Funds. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, in conjunction with the Fund’s proposed expense limitation agreement, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment

 

35

 

Approval of Advisory Contract (concluded)

 

advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

36

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

Tax Information

 

The Fund intends to pass through foreign source income of $1,749,958 and foreign taxes of $186,030.

 

37

 

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.      
       
Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
 

Lord Abbett Series Fund, Inc.

 

International Equity Portfolio

SFICE-3
(02/18)
 

 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett

Series Fund—International Opportunities Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
5   Investment Comparison
     
6   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
8   Schedule of Investments
     
14   Statement of Assets and Liabilities
     
15   Statement of Operations
     
16   Statements of Changes in Net Assets
     
18   Financial Highlights
     
20   Notes to Financial Statements
     
28   Report of Independent Registered Public Accounting Firm
     
29   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund — International Opportunities Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — International Opportunities Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

 

Daria L. Foster

Director, President and Chief Executive Officer


 

 

For the fiscal year ended December 31, 2017, the Fund returned 39.21%, reflecting performance at the net asset value (NAV) of Class VC Shares, with all distributions reinvested, compared to its benchmark, the S&P Developed Ex-US Small Cap® Index1, which returned 32.39% over the same period.

Over the period, global equity markets experienced significant positive performance, as most central banks remained accommodative, interest rates remained low, unemployment steadily declined, corporate earnings grew, and

global economic growth accelerated. Overall, European markets (as measured by the EURO STOXX 50® Index2) rose roughly 25.3% in U.S. dollars for the period, while Japan’s Nikkei 2253 rose 21.33% in U.S. dollars.

At its March 2017 meeting, the Federal Reserve (Fed) raised interest rates for the third time since the financial crisis to a range of 0.75% - 1.00%, after indicating that the “stance of monetary policy remains accommodative, thereby supporting some further strengthening in labor market conditions and sustained


 

1

 

 

 

return to 2 percent inflation”. The Fed continued with 0.25% rate hikes at its June and December meetings, bringing the fed funds rate to a range between 1.25% - 1.50% and forecasted three additional rate increases in both 2018 and 2019. Additionally, the Fed indicated that in October of 2017 it would begin its much anticipated balance sheet normalization process by selling assets it had purchased as part of its quantitative easing program. Meanwhile, other central banks have continued their accommodative policies. The European Central Bank (ECB) kept its benchmark rate unchanged at 0%, since March 2016, and at its October 2017 meeting, the ECB extended its asset purchase program at a monthly pace of €30 billion until the end of September 2018 “or beyond, if necessary”, from a previous rate of €60 billion a month. The Bank of Japan (BoJ) also maintained its stimulative monetary policy at its December 2017 meeting as short term interest rates remained unchanged, at -0.1%, and the bank kept its 10-year government bond yield target at around 0%, amid a more upbeat view on private consumption and capital expenditure.

The election of Donald Trump as U.S. President in November 2016 coincided with the start of rising equity markets, as Trump’s “America First” policy focused on lower taxes, lower regulation, “smart trade” policy, and less government spending, fueling global growth optimism. Unemployment steadily declined in most

developed countries, falling to a nine year low of 8.7% in the Euro area, 4.1% in the United States, 2.7% in Japan, and 3.95% in China, all multiyear lows. GDP growth has remained positive in most developed countries, while inflation remained subdued, allowing central banks to continue their stimulative monetary policies with global stock markets as the beneficiaries. At the end of the year, the United States passed its much anticipated tax reform, lowering the corporate tax rate to 21%, reducing the tax on accumulated overseas earnings, and altering the individual tax brackets, among other changes. This reform is broadly expected to benefit corporations going forward.

Although volatility, as measured by the VIX index, has remained near all-time low levels for most of the year, sources of tension throughout the year have come from nuclear threats from North Korea, continued turmoil in the middle east, populist and independence forces in Europe, and remaining uncertainty regarding “Brexit”.

Stock selection, most notably in the financials and consumer discretionary sectors, was the primary driver of relative outperformance during the period. Within the financials sector, shares of Dewan Housing Finance contributed to performance. Shares of the Indian housing finance provider rose as its loan portfolio experienced strong growth during the period and the company benefited from government efforts to encourage home ownership. In addition, shares of Man


 

2

 

 

 

Group plc contributed to performance. Shares of the global provider of alternative investment products and solutions advanced throughout the year as the company had strong net inflows into its products and announced a new share buyback program.

Within the consumer discretionary sector, shares of Cairn Homes PLC contributed to performance. Shares of the Irish homebuilder advanced, as the company was able to build more completed housing units that sold for higher prices and market conditions remained positive.

Conversely, stock selection in the energy and health care sectors detracted from relative performance. Within the energy sector, shares of Africa Oil Corp detracted from relative performance. Shares of the oil and gas exploration and production company declined as the company was

impacted by political uncertainty in Africa, which affected its performance. The Fund’s position in Whitecap Resources Inc. also detracted from relative performance during the period. Shares of the Canadian exploration and production company declined as oil prices were under pressure for much of the year.

Within the health care sector, an underweight position to Lonza Group AG detracted from relative performance, as shares of the company rose during the year. The Swiss life science equipment company benefited from strong demand for its clinical stage services.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

3

 

 

 

 

1   The S&P Developed Ex-U.S. Small Cap® Index captures the bottom 15% of companies domiciled in the developed markets (excluding the United States) within the S&P Global BMI with a float-adjusted market capitalization of at least US$100 million and a value traded of at least US$50 million for the past 12 months at the time of the annual reconstitution. Stocks are excluded if their market capitalization falls below US$75 million, or if the value traded is less than US$35 million at the time of reconstitution.

 

2   The EURO STOXX 50® Index represents the performance of the 50 largest companies among the 19 supersectors in terms of free-float market cap in 12 eurozone countries. These countries include Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, the Netherlands, Portugal and Spain. The index has a fixed number of components and is part of the STOXX blue-chip index family. The index captures about 60% of the free-float market cap of the EURO STOXX Total Market Index (TMI).

 

3   The Nikkei Stock Average, the Nikkei 225 is used around the globe as the premier index of Japanese stocks. Because of the prominent nature of the index, many financial products linked to the Nikkei 225 have been created are traded worldwide while the index has been sufficiently used as the indicator of the movement of Japanese stock markets. The Nikkei 225 is a price-weighted equity index, which consists of 225 stocks in the 1st section of the Tokyo Stock Exchange.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of

future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

 

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

4

 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the S&P Developed Ex-U.S. SmallCap® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

Average Annual Total Returns for the
Periods Ended December 31, 2017
    1 Year    5 Years    10 Years 
Class VC   39.21%    12.94%    4.94% 

 

1   Performance for the unmanaged index does not reflect any fees or expenses. The performance of the index is not necessarily representative of the Fund’s performance.

 

5

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

6

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

   Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
   7/1/17  12/31/17  7/1/17 -
12/31/17
 
Class VC           
Actual  $1,000.00  $1,158.60  $6.53  
Hypothetical (5% Return Before Expenses)  $1,000.00  $1,019.16  $6.11  
   
Net expenses are equal to the Fund’s annualized expense ratio of 1.20%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector*  %**
Consumer Discretionary   16.41%
Consumer Staples   6.00%
Energy   3.67%
Financials   18.31%
Health Care   4.53%
Industrials   18.91%
Information Technology   12.02%
Materials   8.58%
Real Estate   7.22%
Telecommunication Services   0.91%
Utilities   2.24%
Repurchase Agreement   1.20%
Total   100.00%
     
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

7

 

Schedule of Investments

December 31, 2017

 

Investments  Shares   U.S. $
Fair Value
(000)
 
COMMON STOCKS 96.94%            
             
Australia 1.61%            
             
Auto Components 0.58%            
GUD Holdings Ltd.   34,449     $327 
             
Electric: Utilities 1.03%            
AusNet Services   414,581      582 
Total Australia          909 
             
Canada 4.61%            
             
Metals & Mining 0.85%            
Hudbay Minerals, Inc.   54,302      481 
             
Oil, Gas & Consumable Fuels 2.73%            
Africa Oil Corp.*   197,904      222 
Canacol Energy Ltd.*   163,000      582 
Vermilion Energy, Inc.   10,800      393 
Whitecap Resources, Inc.   49,600      353 
           1,550 
             
Paper & Forest Products 1.03%            
Interfor Corp.*   34,700      583 
Total Canada          2,614 
             
China 0.78%            
             
Consumer Finance 0.19%            
China Rapid Finance Ltd. ADR*   19,000      109 
             
Energy Equipment & Services 0.16%            
Hilong Holding Ltd.   649,000      93 
             
Internet & Direct Marketing Retail 0.43%            
Secoo Holding Ltd. ADR*   25,064      242 
Total China          444 
             
Finland 3.70%            
             
Health Care Providers & Services 0.69%            
Terveystalo OYJ*   36,596      391 
Investments  Shares   U.S. $
Fair Value
(000)
 
Machinery 2.34%            
Konecranes OYJ   15,490     $709 
Outotec OYJ*   72,025      613 
           1,322 
                
Trading Companies & Distributors 0.67%               
Cramo OYJ   16,077      381 
Total Finland          2,094 
                
France 4.27%            
                
Construction Materials 0.72%            
Vicat SA   5,196      410 
                
Health Care Providers & Services 0.97%               
Korian SA   15,577      550 
                
Information Technology Services 0.47%               
Altran Technologies SA   15,887      264 
                
Life Sciences Tools & Services 0.25%               
Genfit*   4,893      141 
                
Real Estate Management & Development 1.07%           
Nexity SA*   10,163      605 
                
Specialty Retail 0.79%            
Maisons du Monde SA   9,955      451 
Total France          2,421 
                
Germany 5.93%            
                
Industrial Conglomerates 0.95%               
Rheinmetall AG   4,274      541 
                
Internet Software & Services 0.77%               
XING SE   1,356      436 
                
Life Sciences Tools & Services 1.57%               
Gerresheimer AG   6,723      556 
MorphoSys AG*   3,646      333 
           889 
                
Machinery 1.27%            
Deutz AG   79,432      718 


 

8 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   U.S. $
Fair Value
(000)
 
Germany (continued)            
             
Real Estate Management & Development 1.37%            
PATRIZIA Immobilien AG*   33,533     $776 
Total Germany          3,360 
             
Hong Kong 1.79%            
             
Communications Equipment 0.91%            
VTech Holdings Ltd.   39,400      515 
             
Paper & Forest Products 0.88%            
Lee & Man Paper Manufacturing Ltd.   423,000      498 
Total Hong Kong          1,013 
             
India 1.66%            
             
Consumer Finance 0.54%            
Satin Creditcare Network Ltd.*   43,167      308 
             
Information Technology Services 0.59%            
Vakrangee Ltd.   25,638      168 
Vakrangee Ltd.   25,638      168 
           336 
             
Thrifts & Mortgage Finance 0.53%            
Dewan Housing Finance Corp., Ltd.   32,590      297 
Total India          941 
             
Indonesia 1.24%            
             
Banks 0.97%            
Bank Tabungan Negara Persero Tbk PT   2,093,196      551 
             
Consumer Finance 0.27%            
PT Clipan Finance Indonesia Tbk*   7,426,600      153 
Total Indonesia          704 
Investments  Shares   U.S. $
Fair Value
(000)
 
Ireland 4.04%            
             
Equity Real Estate Investment Trusts 1.14%            
Hibernia REIT plc   354,361     $648 
             
Food Products 0.57%            
Origin Enterprises plc   42,554      324 
             
Health Care Providers & Services 0.48%            
UDG Healthcare plc   23,702      270 
             
Household Durables 1.85%            
Cairn Homes plc*   291,478      684 
Glenveagh Properties plc*   257,967      365 
           1,049 
Total Ireland          2,291 
             
Israel 2.63%            
             
Chemicals 0.60%            
Frutarom Industries Ltd.   3,592      337 
             
Electronic Equipment, Instruments & Components 1.23%    
Orbotech Ltd.*   13,895      698 
             
Semiconductors & Semiconductor Equipment 0.80%    
Tower Semiconductor Ltd.*   13,324      454 
Total Israel          1,489 
             
Italy 7.78%            
             
Beverages 0.39%            
Davide Campari-Milano SpA   28,956      223 
             
Capital Markets 1.05%            
Anima Holding SpA   83,187      594 
             
Construction Materials 1.23%            
Buzzi Unicem SpA   25,903      699 
             
Consumer Finance 1.20%            
doBank SpA*   41,844      680 
             
Electrical Equipment 0.98%            
Prysmian SpA   16,971      553 


 

  See Notes to Financial Statements. 9
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   U.S. $
Fair Value
(000)
 
Italy (continued)            
             
Internet & Direct Marketing Retail 0.94%            
Yoox Net-A-Porter Group SpA*   15,332     $535 
             
Textiles, Apparel & Luxury Goods 1.99%            
Brunello Cucinelli SpA   16,985      550 
Moncler SpA   18,441      576 
           1,126 
Total Italy          4,410 
             
Japan 21.65%            
             
Banks 0.78%            
Shinsei Bank Ltd.   25,600      441 
             
Beverages 1.52%            
Coca-Cola Bottlers Japan, Inc.   23,600      861 
             
Chemicals 1.39%            
KH Neochem Co., Ltd.   30,700      785 
             
Construction & Engineering 0.49%            
SHO-BOND Holdings Co., Ltd.   3,900      278 
             
Containers & Packaging 0.80%            
Fuji Seal International, Inc.   13,900      454 
             
Equity Real Estate Investment Trusts 0.94%            
GLP J-Reit   493      533 
             
Food & Staples Retailing 1.59%            
Sundrug Co., Ltd.   19,400      900 
             
Food Products 0.77%            
Nichirei Corp.   15,800      437 
             
Health Care Providers & Services 0.49%            
Japan Lifeline Co., Ltd.   13,400      278 
             
Hotels, Restaurants & Leisure 1.18%            
HIS Co., Ltd.   7,500      272 
St. Marc Holdings Co., Ltd.   14,500      399 
           671 
Investments  Shares   U.S. $
Fair Value
(000)
 
Information Technology Services 1.07%            
NS Solutions Corp.   22,100     $604 
             
Machinery 2.52%            
DMG Mori Co., Ltd.   30,000      618 
Takeuchi Manufacturing Co., Ltd.   34,300      810 
           1,428 
             
Professional Services 1.73%            
en-japan, Inc.   20,800      979 
             
Real Estate Management & Development 1.10%            
Kenedix, Inc.   102,400      625 
             
Semiconductors & Semiconductor Equipment 0.65%    
Megachips Corp.   12,400      370 
             
Software 1.54%            
Capcom Co., Ltd.   17,600      556 
Trend Micro, Inc.*   5,600      317 
           873 
             
Specialty Retail 2.20%            
Bic Camera, Inc.   35,200      507 
United Arrows Ltd.   18,200      739 
           1,246 
             
Wireless Telecommunication Services 0.89%    
Okinawa Cellular Telephone Co.   13,900      506 
Total Japan          12,269 
             
Luxembourg 1.63%            
             
Machinery 0.25%            
Stabilus SA   1,588      143 
             
Multi-Line Retail 1.38%            
B&M European Value Retail SA   136,937      781 
Total Luxembourg          924 


 

10 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   U.S. $
Fair Value
(000)
 
Mexico 0.73%            
             
Banks            
Banco del Bajio SA*   225,500     $413 
             
Netherlands 4.85%            
             
Air Freight & Logistics 1.31%            
PostNL NV   152,524      745 
             
Hotels, Restaurants & Leisure 1.01%            
Basic-Fit NV*   23,695      572 
             
Insurance 1.15%            
ASR Nederland NV   15,801      650 
             
Machinery 1.38%            
Aalberts Industries NV   15,334      779 
Total Netherlands          2,746 
             
Philippines 1.73%            
             
Banks 1.05%            
Security Bank Corp.   117,880      594 
             
Real Estate Management & Development 0.68%    
Filinvest Land, Inc.   10,256,500      386 
Total Philippines          980 
             
Portugal 1.17%            
             
Multi-Utilities            
REN—Redes Energeticas Nacionais SGPS SA   223,554      665 
             
South Korea 2.41%            
             
Auto Components 1.36%            
Mando Corp.   2,668      769 
             
Insurance 1.05%            
ING Life Insurance Korea Ltd.   11,916      594 
Total South Korea          1,363 
Investments  Shares   U.S. $
Fair Value
(000)
 
Spain 1.84%            
                
Household Durables 1.06%            
Neinor Homes SA*   27,477     $603 
                
Real Estate Management & Development 0.78%      
Aedas Homes SAU*   12,021      442 
Total Spain          1,045 
                
Sweden 5.34%            
                
Commercial Services & Supplies 2.92%               
Bravida Holding AB   45,627      305 
Intrum Justitia AB   14,225      526 
Loomis AB Class B   19,611      824 
           1,655 
                
Consumer Finance 1.37%            
Hoist Finance AB   69,071      777 
                
Food & Staples Retailing 1.05%               
Axfood AB   30,762      592 
Total Sweden          3,024 
                
Taiwan 1.61%            
                
Semiconductors & Semiconductor Equipment 1.06%     
Realtek Semiconductor Corp.   96,000      350 
Visual Photonics Epitaxy Co., Ltd.   80,000      250 
           600 
                
Technology Hardware, Storage & Peripherals 0.55%      
Primax Electronics Ltd.   119,000      315 
                
United Kingdom 11.28%            
                
Capital Markets 2.63%            
Man Group plc   264,412      736 
TP ICAP plc   105,330      755 
           1,491 
                
Consumer Finance 0.97%            
Arrow Global Group plc   102,945      551 


 

  See Notes to Financial Statements. 11
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   U.S. $
Fair Value
(000)
 
United Kingdom (continued)            
             
Electronic Equipment, Instruments & Components 0.81%
accesso Technology Group plc*   17,280     $458 
             
Insurance 1.32%            
Lancashire Holdings Ltd.   81,408      749 
             
Internet & Direct Marketing Retail 1.03%
ASOS plc*   6,444      581 
             
Machinery 1.75%            
Bodycote plc   52,116      641 
Concentric AB   18,918      348 
           989 
             
Media 0.30%            
Huntsworth plc   152,837      168 
             
Metals & Mining 0.92%            
Hill & Smith Holdings plc   28,793      521 
             
Oil, Gas & Consumable Fuels 0.70%            
Tullow Oil plc*   143,282      399 
             
Semiconductors & Semiconductor Equipment 0.75%    
IQE plc*   230,193      426 
             
Software 0.10%            
Alfa Financial Software Holdings plc*   8,039      58 
Total United Kingdom          6,391 
             
United States 1.29%            
             
Exchange-Traded Funds 0.81%            
VanEck Vectors Junior Gold Miners   13,347      455 
             
Semiconductors & Semiconductor Equipment 0.48%    
CEVA, Inc.*   5,907      273 
Total United States          728 
Investments  Shares   U.S. $
Fair Value
(000)
 
Vietnam 1.37%            
             
Closed-Ended Fund            
VinaCapital Vietnam Opportunity Fund Ltd.   173,283     $774 
Total Common Stocks
(cost $44,816,847)
          54,927 
             
   Principal
Amount
(000)
        
SHORT-TERM INVESTMENT 1.18%            
             
Repurchase Agreement            
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $700,000 of U.S. Treasury Note at 1.125% due 2/28/2021; value: $682,766; proceeds: $667,434
(cost $667,394)
   $667      667 
Total Investments in Securities 98.12%
(cost $45,484,241)
          55,594 
Foreign Cash and Other Assets in Excess of Liabilities 1.88%          1,068 
Net Assets 100.00%         $56,662 
     
ADR   American Depositary Receipt.
*   Non-income producing security.
  Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.


 

12 See Notes to Financial Statements.
 

Schedule of Investments (concluded)

December 31, 2017

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)  Level 1
(000)
   Level 2
(000)
   Level 3
(000)
   Total
(000)
 
Common Stocks                    
Australia(3)  $   $909   $   $909 
Canada   2,614            2,614 
China(3)   351    93        444 
Finland(3)   772    1,322        2,094 
France(3)   1,552    869        2,421 
Germany(3)       3,360        3,360 
Hong Kong(3)       1,013        1,013 
India(3)   168    773        941 
Indonesia   704            704 
Ireland(3)   1,337    954        2,291 
Israel(3)   1,152    337        1,489 
Italy(3)   680    3,730        4,410 
Japan(3)   739    11,530        12,269 
Luxembourg(3)   143    781        924 
Mexico   413            413 
Netherlands(3)   572    2,174        2,746 
Philippines   980            980 
Portugal   665            665 
South Korea   594    769        1,363 
Spain   1,045            1,045 
Sweden(3)   2,432    592        3,024 
Taiwan(3)   250    665        915 
United Kingdom(3)   2,530    3,861        6,391 
United States   728            728 
Vietnam(3)       774        774 
Repurchase Agreement       667        667 
Total  $20,421   $35,173   $   $55,594 
     
(1)   Refer to Note 2(i) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography. The table above is presented by Investment Type. Industries are presented within an Investment Type should such Investment Type include securities classified as two or more levels within the three-tier fair value hierarchy.
(3)   Securities in the amount of $19,006,256 were transferred from Level 1 to Level 2 during the fiscal year ended December 31, 2017, due to a change in valuation technique. As of December 31, 2017, the Fund utilized adjusted valuations (as described in Note 2(a)), which resulted in Level 2 inputs. As of December 31, 2016, the Fund utilized the last sale or official closing price on the exchange or system on which the securities are principally traded, which resulted in Level 1 inputs.
     
  See Notes to Financial Statements. 13
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:     
Investments in securities, at fair value (cost $45,484,241)  $55,594,386 
Foreign cash, at value (cost $982,249)   995,941 
Receivables:     
Investment securities sold   224,470 
Interest and dividends   59,015 
Capital shares sold   23,129 
From advisor (See Note 3)   8,818 
Prepaid expenses   280 
Total assets   56,906,039 
LIABILITIES:     
Payables:     
Management fee   35,525 
Investment securities purchased   29,189 
Capital shares reacquired   28,258 
Directors’ fees   8,359 
Fund administration   1,895 
Accrued expenses   141,140 
Total liabilities   244,366 
NET ASSETS  $56,661,673 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $45,384,969 
Distributions in excess of net investment income   (299,300)
Accumulated net realized gain on investments and foreign currency related transactions   1,450,402 
Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies   10,125,602 
Net Assets  $56,661,673 
Outstanding shares (50 million shares of common stock authorized, $.001 par value)   5,748,702 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)  $9.86 
   
14 See Notes to Financial Statements.
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:     
Dividends (net of foreign withholding taxes of $97,554)  $875,922 
Interest   780 
Total investment income   876,702 
Expenses:     
Management fee   390,868 
Non 12b-1 service fees   130,428 
Professional   65,164 
Shareholder servicing   64,273 
Custody   51,202 
Fund administration   20,846 
Reports to shareholders   20,774 
Directors’ fees   1,428 
Other   8,686 
Gross expenses   753,669 
Expense reductions (See Note 8)   (481)
Fees waived and expenses reimbursed (See Note 3)   (127,799)
Net expenses   625,389 
Net investment income   251,313 
Net realized and unrealized gain (loss):     
Net realized gain on investments (net of foreign capital gains tax of $50,967)   8,184,086 
Net realized loss on foreign currency related transactions   (14,196)
Net change in unrealized appreciation/depreciation on investments   8,452,742 
Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies   17,851 
Net realized and unrealized gain   16,640,483 
Net Increase in Net Assets Resulting From Operations  $16,891,796 
     
  See Notes to Financial Statements. 15
 

Statements of Changes in Net Assets

 

INCREASE (DECREASE) IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:          
Net investment income  $251,313   $457,593 
Net realized gain (loss) on investments and foreign currency related transactions   8,169,890    (310,960)
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies   8,470,593    (2,656,680)
Net increase (decrease) in net assets resulting from operations   16,891,796    (2,510,047)
Distributions to shareholders from:          
Net investment income   (580,813)   (435,134)
Net realized gain   (4,487,468)    
Total distributions to shareholders   (5,068,281)   (435,134)
Capital share transactions (See Note 13):          
Proceeds from sales of shares   24,321,830    11,437,768 
Reinvestment of distributions   5,068,281    435,134 
Cost of shares reacquired   (27,556,502)   (19,741,659)
Net increase (decrease) in net assets resulting from capital share transactions   1,833,609    (7,868,757)
Net increase (decrease) in net assets   13,657,124    (10,813,938)
NET ASSETS:          
Beginning of year  $43,004,549   $53,818,487 
End of year  $56,661,673   $43,004,549 
Distributions in excess of net investment income  $(299,300)  $(151,918)

 

16 See Notes to Financial Statements.
 

 

This page is intentionally left blank.

 

17

 

Financial Highlights

 

       Per Share Operating Performance:
       Investment operations:   Distributions to
shareholders from:
                             
   Net asset
value,
beginning
of period
  Net
invest-
ment
income(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
invest-
ment
oper-
ations
  Net
investment
income
  Net
realized
gain
  Total
distri-
butions
12/31/2017      $7.79          $0.05          $2.99          $3.04         $(0.11)          $(0.86)        $(0.97)   
12/31/2016   8.22    0.08    (0.43)   (0.35)   (0.08)       (0.08)
12/31/2015   8.07    0.06    0.83    0.89    (0.07)   (0.67)   (0.74)
12/31/2014   10.08    0.09    (0.64)   (0.55)   (0.13)   (1.33)   (1.46)
12/31/2013   8.48    0.09    2.56    2.65    (0.19)   (0.86)   (1.05)
   
(a) Calculated using average shares outstanding during the period.
(b) Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

 

18 See Notes to Financial Statements.
 
        Ratios to Average Net Assets:  Supplemental Data:
                          
Net
asset
value,
end of
period
  Total
return(b)
(%)
  Total
expenses
after
waivers
and/or
reimbursements
(%)
  Total
expenses
(%)
  Net
investment
income
(%)
  Net
assets, end
of period
(000)
  Portfolio
turnover
rate
(%)
  $9.86      39.21     1.20    1.44    0.48      $56,662     75 
 7.79    (4.28)   1.20    1.57    0.97    43,005    84 
 8.22    11.10    1.20    1.52    0.73    53,818    87 
 8.07    (5.76)   1.20    1.49    0.90    48,508    65 
 10.08    31.70    1.20    1.44    0.93    57,067    89 

 

  See Notes to Financial Statements. 19
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers International Opportunities Portfolio (the “Fund”).

 

The Fund’s investment objective is long-term capital appreciation. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  
   
(a) Investment ValuationUnder procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

 

20

 

Notes to Financial Statements (continued)

 

  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
   
(b) Security TransactionsSecurity transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment IncomeDividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income TaxesIt is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) ExpensesExpenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign TransactionsThe books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on foreign currency related transactions in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
  The Fund uses foreign currency exchange contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts’ terms.
   
(g) Forward Foreign Currency Exchange ContractsThe Fund may enter into forward foreign currency exchange contracts in order to reduce exposure to changes in foreign currency exchange rates on foreign portfolio holdings or gain or reduce exposure to foreign currency solely for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized loss on foreign currency related transactions in the Fund’s Statement of Operations.

 

21

 

Notes to Financial Statements (continued)

 

(h) Repurchase AgreementsThe Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(i) Fair Value MeasurementsFair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
  Level 1 –  unadjusted quoted prices in active markets for identical investments;
       
  Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
       
  Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

 

  A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
   
  Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
   
3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

22

 

Notes to Financial Statements (continued)

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .75%
Next $1 billion .70%
Over $2 billion .65%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of .50% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of 1.20%. This agreement may be terminated only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 was as follows:

 

   Year Ended
12/31/2017
   Year Ended
12/31/2016
 
Distributions paid from:          
Ordinary income  $669,964   $435,134 
Net long-term capital gains   4,398,317     
Total distributions paid  $5,068,281       $435,134 

 

23

 

Notes to Financial Statements (continued)

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Undistributed ordinary income – net  $409,768 
Undistributed long-term capital gains   1,261,369 
Total undistributed earnings   1,671,137 
Temporary differences   (8,356)
Unrealized gains – net   9,613,923 
Total accumulated gains – net  $11,276,704 

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $45,995,920 
Gross unrealized gain   10,496,338 
Gross unrealized loss   (897,872)
Net unrealized security gain  $9,598,466 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain securities, forward currency contracts, and wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in
Excess of Net
Investment Income
  Accumulated Net
Realized Gain
 
$182,118   $(182,118 )

 

The permanent differences are attributable to the tax treatment of certain securities, certain expenses, and foreign currency transactions.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

Purchases   Sales  
$38,206,305   $42,219,284  

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of

 

24

 

Notes to Financial Statements (continued)

 

financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

Description  Gross Amounts of
Recognized Assets
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
 
Repurchase Agreement   $667,394   $    $667,394 
Total   $667,394   $    $667,394 

 

   Net Amounts
of Assets
Presented in
   Amounts Not Offset in the
Statement of Assets and Liabilities
     
Counterparty  the Statement
of Assets and
Liabilities
   Financial
Instruments
   Cash
Collateral
Received(a)
   Securities
Collateral
Received(a)
   Net
Amount(b)
 
Fixed Income Clearing Corp.   $667,394   $   $    $(667,394)  $ 
Total   $667,394   $   $    $(667,394)  $ 
   
(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

7. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

8. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

9. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

25

 

Notes to Financial Statements (continued)

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

10. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

 

During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

11. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

12. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with equity investing. These include the risks of investing in equity markets in foreign countries, the risk of investing in derivatives, liquidity risk, and the risks from leverage. The value of an investment will fluctuate in response to movements in the stock market in general, and to the changing prospects of individual companies in which the Fund invests. The Fund is subject to the risks of investing in foreign securities and in the securities of small companies. Foreign securities may pose greater risks than domestic securities, including greater price fluctuations and higher transaction costs. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets. Foreign investments also may be affected by changes in currency rates or currency controls. These risks are generally greater for securities issued by companies in emerging market countries. Investing in small companies generally involves greater risks than investing in the stocks of larger companies, including more volatility and less liquidity.

 

The Fund is also subject to the risks associated with derivatives, which may be different from and greater than the risks associated with investing directly in securities and other instruments. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may lower the Fund’s returns since the Fund may be unable to sell these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements, changes in foreign exchange and interest rates, and other factors. If the Fund incorrectly forecasts these and other factors, its performance could suffer. The Fund’s use of derivatives could result in a loss exceeding the amount of the Fund’s investment in these instruments.

 

These factors can affect the Fund’s performance.

 

26

 

Notes to Financial Statements (concluded)

 

13. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended
December 31, 2017
   Year Ended
December 31, 2016
 
Shares sold   2,634,183    1,441,534 
Reinvestment of distributions   523,558    56,070 
Shares reacquired   (2,932,383)   (2,519,824)
Increase (decrease)   225,358    (1,022,220)

 

27

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of International Opportunities Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the International Opportunities Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the International Opportunities Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

28

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012  

Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

 

Other Directorships: None.

 

         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016  

Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

 

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014  

Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

 

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

   
(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

29

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

 

Other Directorships: None.

         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004  

Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

 

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).

         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001  

Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

 

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).

         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017  

Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

 

Other Directorships: None

         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012  

Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

 

Other Directorships: Blyth, Inc., a home products company (2004–2015).

         
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017  

Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

 

Other Directorships: None.

         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016  

Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

 

Other Directorships: None.

 

30

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006; Chairman since 2017  

Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

31

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/ Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

32

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

33

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of the Fund’s benchmark; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and the Fund’s benchmark as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-, three-, and five-year periods and below the median for the

 

34

 

Approval of Advisory Contract (continued)

 

ten-year period. The Board considered that Lord Abbett was implementing a plan intended to improve the performance of its equity Funds. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, in conjunction with the Fund’s proposed expense limitation agreement, adequately addressed any economies of scale in managing the Fund.

 

35

 

Approval of Advisory Contract (concluded)

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

36

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

Tax Information

 

Of the distribution paid to the shareholders during the year ended December 31, 2017, $89,151 and $4,398,317, respectively, represent short-term capital gains and long-term capital gains.

 

The Fund intends to pass through foreign source income of $973,274 and foreign taxes of $148,492.

 

 

37

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

 

Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

 

International Opportunities Portfolio

  SFIO-PORT-3
(02/18)
 

 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett

Series Fund—Mid Cap Stock Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
4   Investment Comparison
     
5   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
7   Schedule of Investments
     
10   Statement of Assets and Liabilities
     
11   Statement of Operations
     
12   Statements of Changes in Net Assets
     
14   Financial Highlights
     
16   Notes to Financial Statements
     
23   Report of Independent Registered Public Accounting Firm
     
24   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund — Mid Cap Stock Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Mid Cap Stock Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer


 

 

For the fiscal year ended December 31, 2017, the Fund returned 6.83%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell Midcap® Value Index,1 which returned 13.34% over the same period.

The domestic equity market (as represented by the S&P 500® Index2) returned 21.83%, ending the year with its strongest quarterly performance in two years and marking its first calendar year with 12 consecutive months of positive performance. Much of the market

momentum was driven by the anticipation of supportive U.S. fiscal policies, as the passage of the Tax Cut and Jobs Act and the prospect of significant infrastructure spending drove the forecast for U.S. gross domestic product (GDP) growth incrementally higher. These forces persisted despite a myriad of geopolitical and environmental headwinds, as threats from North Korea, U.S. political tensions, and Hurricanes Harvey, Irma, and Maria all had the potential to derail the market’s forward progress.


 

1

 

 

 

During the year, the National Federation of Independent Business Small Business Confidence Index reached a 34 year high, marking its second-highest level in the history of the index. The University of Michigan’s average consumer confidence measure for the year was the highest since 2000, while consumer spending reached an all-time high in the third quarter. A reoccurring theme persisted throughout the year with large caps outperforming small caps and value stocks significantly outpacing their growth-oriented peers.

The U.S. economy continued to expand during the trailing 12-month period. U.S. GDP grew at a 3.2% pace during the third quarter, an increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third quarter personal consumption and federal government spending increased, quarter-over-quarter. The Federal Reserve raised target rates three times during the year, changing the target range in December from 1.00–1.25% to 1.25–1.50%. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.1% in December, a decline of 0.6% year-over-year.

Security selection in the consumer discretionary sector was the largest detractor from the Fund’s relative performance during the period. Within this sector, the Fund’s holdings of Newell Rubbermaid, Inc., a manufacturer and

marketer of consumer and commercial products, detracted. Shares of Newell fell precipitously as a myriad of headwinds continued to adversely affect the company. The bankruptcy of Toys “R” Us and an overall industry slowdown were contributing factors to Newell reporting third quarter results that missed on all fronts. Additionally, Hurricane Harvey disrupted resin supply lines, causing shortages. The Fund’s position in L Brands, Inc., a retail business, also detracted from performance. Shares of L Brands fell as comparable store sales growth from Victoria’s Secret slowed, despite already lowering expectations to account for its exit from the swimwear and apparel categories last year.

Security selection and a modest overweight to the energy sector also detracted from the Fund’s performance. The Fund’s holdings of Marathon Oil Corp., a producer of natural gas and liquid hydrocarbons, detracted. Shares of Marathon fell as oil prices experienced significant volatility during the first half of the year.

During the period, security selection and an overweight in the materials sector were the largest contributors to the Fund’s relative performance. Within the materials sector, the Fund’s holdings of FMC Corp., a developer of products and solutions for various industries, contributed to performance. The required divestiture and subsequent acquisition by FMC of DuPont’s chewing pest insecticide and cereal


 

2

 

 

 

herbicide business was thought to have high expected synergies and transform FMC into a major player in the crop protection chemical industry. The Fund’s position in Freeport-McMoRan, Inc., a mining company, contributed. Investors expected the negotiations between Freeport-McMoRan and the state-owned PT Indonesia Asahan Aluminium to end favorably, as the Indonesian Government would acquire a majority ownership in the Grasberg mine.

The Fund’s underweight to the telecommunication services sector

contributed as it was the worst performing sector relative to the benchmark during the period. The relatively small sector housed the worst performing stock in the index, Frontier Communications Corporation, which adversely affected the sector’s overall performance.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The Russell Midcap® Value Index measures the performance of those Russell Midcap companies with lower price-to-book ratios and lower forecasted growth values. The stocks are also members of the Russell 1000® Value index.

 

2   The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

3

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in both the Russell Midcap® Value Index and the S&P MidCap 400® Value Index assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Past performance is no guarantee of future results.

 

 

Average Annual Total Returns for the

Periods Ended December 31, 2017

  1 Year   5 Years   10 Years  
Class VC 6.83%   11.70%   6.29%  

 

1   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

 

4

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

5

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
            7/1/17 -  
    7/1/17   12/31/17   12/31/17  
Class VC              
Actual   $1,000.00   $1,026.90   $5.93  
Hypothetical (5% Return Before Expenses)   $1,000.00   $1,019.36   $5.90  

 

Net expenses are equal to the Fund’s annualized expense ratio of 1.16%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector*   %**  
Consumer Discretionary   8.01 %  
Consumer Staples   4.08 %  
Energy   8.98 %  
Financials   20.94 %  
Health Care   5.45 %  
Industrials   13.84 %  
Information Technology   7.75 %  
Materials   8.91 %  
Real Estate   11.06 %  
Utilities   7.22 %  
Repurchase Agreement   3.76 %  
Total   100.00 %  

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6

 

Schedule of Investments

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
COMMON STOCKS 96.19%          
           
Aerospace & Defense 1.99%          
Textron, Inc.   116,468   $6,591 
           
Airlines 1.55%          
Alaska Air Group, Inc.   69,815    5,132 
           
Banks 9.51%          
CIT Group, Inc.   90,954    4,478 
Citizens Financial Group, Inc.   156,600    6,574 
East West Bancorp, Inc.   67,700    4,118 
First Horizon National Corp.   203,200    4,062 
KeyCorp   381,800    7,701 
Sterling Bancorp   186,162    4,579 
Total        31,512 
           
Beverages 2.31%          
Coca-Cola European Partners plc (United Kingdom)(a)   65,959    2,628 
Molson Coors Brewing Co. Class B   61,356    5,036 
Total        7,664 
           
Capital Markets 2.97%          
E*TRADE Financial Corp.*   121,600    6,028 
OM Asset Management plc (United Kingdom)(a)   228,384    3,825 
Total        9,853 
           
Chemicals 4.63%          
Ashland Global Holdings, Inc.   64,000    4,557 
Axalta Coating Systems Ltd.*   92,431    2,991 
Eastman Chemical Co.   50,617    4,689 
FMC Corp.   32,611    3,087 
Total        15,324 
           
Containers & Packaging 1.86%          
Graphic Packaging Holding Co.   275,936    4,263 
Packaging Corp. of America   15,702    1,893 
Total        6,156 
Investments  Shares   Fair
Value
(000)
 
Electric: Utilities 5.04%          
Edison International   66,700   $4,218 
FirstEnergy Corp.   209,695    6,421 
Great Plains Energy, Inc.   188,000    6,061 
Total        16,700 
           
Electrical Equipment 2.91%          
AMETEK, Inc.   42,501    3,080 
Hubbell, Inc.   48,539    6,569 
Total        9,649 
           
Electronic Equipment, Instruments & Components 1.10%
Flex Ltd.*   202,700    3,647 
           
Energy Equipment & Services 1.18%          
Patterson-UTI Energy, Inc.   169,812    3,907 
           
Equity Real Estate Investment Trusts 11.06%          
Alexandria Real Estate Equities, Inc.   40,206    5,250 
Apartment Investment & Management Co. Class A   71,300    3,117 
Boston Properties, Inc.   37,300    4,850 
Brixmor Property Group, Inc.    124,360    2,321 
Duke Realty Corp.   151,101    4,111 
Healthcare Trust of America, Inc. Class A   128,740    3,867 
Highwoods Properties, Inc.   83,600    4,256 
Invitation Homes, Inc.   134,700    3,175 
UDR, Inc.   147,914    5,698 
Total        36,645 
           
Food Products 1.77%          
B&G Foods, Inc.   91,120    3,203 
Bunge Ltd.   39,617    2,657 
Total        5,860 
           
Health Care Equipment & Supplies 2.79%
DENTSPLY SIRONA, Inc.   67,211    4,424 
Zimmer Biomet Holdings, Inc.   40,000    4,827 
Total        9,251 


 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Health Care Providers & Services 1.03%          
Encompass Health Corp.   69,274   $3,423 
           
Hotels, Restaurants & Leisure 2.37%          
Aramark   92,500    3,953 
MGM Resorts International   116,678    3,896 
Total        7,849 
           
Household Durables 2.65%          
Lennar Corp. Class A   68,700    4,345 
Newell Brands, Inc.   143,719    4,441 
Total        8,786 
           
Information Technology Services 2.07%          
Conduent, Inc.*   225,535    3,644 
CSRA, Inc.   107,779    3,225 
Total        6,869 
           
Insurance 8.44%          
Allstate Corp. (The)   20,245    2,120 
Brown & Brown, Inc.   44,867    2,309 
Hanover Insurance Group, Inc. (The)   42,648    4,610 
Hartford Financial Services Group, Inc. (The)   80,086    4,507 
Lincoln National Corp.   45,300    3,482 
RenaissanceRe Holdings Ltd.   25,297    3,177 
Validus Holdings Ltd.   66,600    3,125 
XL Group Ltd.   132,200    4,648 
Total        27,978 
           
Leisure Products 1.07%          
Hasbro, Inc.   39,028    3,547 
           
Life Sciences Tools & Services 1.63%          
Agilent Technologies, Inc.   21,100    1,413 
PerkinElmer, Inc.   54,400    3,978 
Total        5,391 
Investments  Shares   Fair
Value
(000)
 
Machinery 6.39%          
ITT, Inc.   88,227   $4,709 
Kennametal, Inc.   85,309    4,130 
Parker-Hannifin Corp.   27,369    5,462 
Pentair plc (United Kingdom)(a)   97,399    6,878 
Total        21,179 
           
Metals & Mining 2.42%          
Freeport-McMoRan, Inc.*   210,851    3,998 
Steel Dynamics, Inc.   93,300    4,024 
Total        8,022 
           
Multi-Line Retail 1.05%          
Dollar Tree, Inc.*   32,253    3,461 
           
Multi-Utilities 2.18%          
CMS Energy Corp.   123,825    5,857 
SCANA Corp.   34,316    1,365 
Total        7,222 
           
Oil, Gas & Consumable Fuels 7.79%          
Cabot Oil & Gas Corp.   118,300    3,383 
Cimarex Energy Co.   54,569    6,658 
Concho Resources, Inc.*   40,200    6,039 
Hess Corp.   60,100    2,853 
Noble Energy, Inc.   107,444    3,131 
Williams Cos., Inc. (The)   123,400    3,763 
Total        25,827 
           
Road & Rail 0.99%          
Kansas City Southern   31,267    3,290 
           
Semiconductors & Semiconductor Equipment 2.84%
Marvell Technology Group Ltd.   142,300    3,055 
Qorvo, Inc.*   43,978    2,929 
Teradyne, Inc.   21,609    905 
Tower Semiconductor Ltd. (Israel)*(a)   73,700    2,512 
Total        9,401 


 

8 See Notes to Financial Statements.  
 

Schedule of Investments (concluded)

December 31, 2017

 

Investments  Shares   Fair
Value
(000)
 
Specialty Retail 0.87%          
Advance Auto Parts, Inc.   29,000   $2,891 
           
Technology Hardware, Storage & Peripherals 1.73%
NetApp, Inc.   70,362    3,893 
Western Digital Corp.   23,200    1,845 
Total        5,738 
Total Common Stocks
(cost $281,767,692)
        318,765 
Investments  Principal
Amount
(000)
   Fair
Value
(000)
 
SHORT-TERM INVESTMENT 3.76%          
           
Repurchase Agreement          
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $13,040,000 of U.S. Treasury Note at 1.125% due 2/28/2021; value: $12,718,955; proceeds: $12,469,184
(cost $12,468,435)
  $12,468   $12,468 
Total Investments in Securities 99.95%
(cost $294,236,127)
        331,233 
Other Assets in Excess of Liabilities 0.05%        155 
Net Assets 100.00%       $331,388 

 

*   Non-income producing security.
(a)   Foreign security traded in U.S. dollars.


 

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)(3)  Level 1
(000)
   Level 2
(000)
   Level 3
(000)
   Total
(000)
 
Common Stocks  $318,765   $   $   $318,765 
Repurchase Agreement       12,468        12,468 
Total  $318,765   $12,468   $   $331,233 

 

(1)   Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)   There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.

 

  See Notes to Financial Statements. 9
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:    
Investments in securities, at fair value (cost $294,236,127)  $331,233,384 
Receivables:     
Capital shares sold   660,296 
Interest and dividends   477,025 
Prepaid expenses   2,074 
Total assets   332,372,779 
LIABILITIES:     
Payables:     
Management fee   208,790 
Directors’ fees   103,835 
Fund administration   11,135 
Capital shares reacquired   7,470 
Accrued expenses   653,721 
Total liabilities   984,951 
NET ASSETS  $331,387,828 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $296,749,868 
Distributions in excess of net investment income   (103,835)
Accumulated net realized loss on investments   (2,255,462)
Net unrealized appreciation on investments   36,997,257 
Net Assets  $331,387,828 
Outstanding shares (200 million shares of common stock authorized, $.001 par value)   13,522,417 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)   $24.51 

 

10 See Notes to Financial Statements.  
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:    
Dividends  $5,834,252 
Interest   9,295 
Total investment income   5,843,547 
Expenses:     
Management fee   2,560,256 
Non 12b-1 service fees   853,288 
Shareholder servicing   260,431 
Fund administration   136,547 
Professional   64,414 
Reports to shareholders   42,702 
Custody   12,045 
Directors’ fees   9,764 
Other   26,598 
Gross expenses   3,966,045 
Expense reductions (See Note 8)   (3,099)
Net expenses   3,962,946 
Net investment income   1,880,601 
Net realized and unrealized gain (loss):     
Net realized gain on investments   24,410,967 
Net change in unrealized appreciation/depreciation on investments   (3,751,279)
Net realized and unrealized gain   20,659,688 
Net Increase in Net Assets Resulting From Operations  $22,540,289 

 

  See Notes to Financial Statements. 11
 

Statements of Changes in Net Assets

 

INCREASE (DECREASE) IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:          
Net investment income  $1,880,601   $1,791,492 
Net realized gain on investments   24,410,967    24,359,673 
Net change in unrealized appreciation/depreciation on investments   (3,751,279)   26,147,065 
Net increase in net assets resulting from operations   22,540,289    52,298,230 
Distributions to shareholders from:          
Net investment income   (1,987,686)   (1,708,602)
Net realized gain   (32,008,018)   (19,456,583)
Total distributions to shareholders   (33,995,704)   (21,165,185)
Capital share transactions (See Note 13):          
Proceeds from sales of shares   23,848,124    23,269,382 
Reinvestment of distributions   33,995,704    21,165,186 
Cost of shares reacquired   (71,563,154)   (66,531,091)
Net decrease in net assets resulting from capital share transactions   (13,719,326)   (22,096,523)
Net increase (decrease) in net assets   (25,174,741)   9,036,522 
NET ASSETS:          
Beginning of year  $356,562,569   $347,526,047 
End of year  $331,387,828   $356,562,569 
Undistributed (distributions in excess of) net investment income  $(103,835)  $850 

 

12 See Notes to Financial Statements.  
 

This page is intentionally left blank.

 

13

 

Financial Highlights

 

       Per Share Operating Performance:
       Investment operations:  Distributions to
shareholders from:
   Net asset
value,
beginning
of period
  Net
invest-
ment
income(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
invest-
ment
opera-
tions
  Net
investment
income
  Net
realized
 gain
  Total
distri-
butions
12/31/2017   $25.52    $0.14    $ 1.58    $ 1.72    $(0.16)   $(2.57)   $(2.73)
12/31/2016   23.28    0.13    3.69    3.82    (0.13)   (1.45)   (1.58)
12/31/2015   26.02    0.15    (1.16)   (1.01)   (0.15)   (1.58)   (1.73)
12/31/2014   23.43    0.10    2.60    2.70    (0.11)       (0.11)
12/31/2013   18.05    0.10    5.37    5.47    (0.09)       (0.09)

 

(a)   Calculated using average shares outstanding during the period.
(b)   Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

 

14 See Notes to Financial Statements.  
 
        Ratios to Average Net Assets:  Supplemental Data:  
              
Net
asset
value,
end of
period
  Total
return(b)
(%)
  Total
expenses
(%)
  Net
investment
income
(%)
  Net
assets,
end of
period
(000)
  Portfolio
turnover
rate
(%)
 
$24.51    6.83    1.16         0.55   $331,388    70       
 25.52    16.39    1.17    0.52    356,563    67   
 23.28    (3.79)   1.18    0.56    347,526    61   
 26.02    11.53    1.16    0.40    418,164    58   
 23.43    30.32    1.14    0.49    437,155    62   

 

  See Notes to Financial Statements. 15
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (“the Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Mid Cap Stock Portfolio (the “Fund”).

 

The Fund’s investment objective is to seek capital appreciation through investments, primarily in equity securities, which are believed to be undervalued in the marketplace. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a) Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

 

16

 

Notes to Financial Statements (continued)

 

Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

 

(b) Security TransactionsSecurity transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment IncomeDividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income TaxesIt is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) ExpensesExpenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign TransactionsThe books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
(g) Repurchase AgreementsThe Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(h) Fair Value MeasurementsFair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy

 

17

 

Notes to Financial Statements (continued)

 

  is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk — for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
  Level 1 –  unadjusted quoted prices in active markets for identical investments;
     
  Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
     
  Level 3 –  significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

 

A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

 

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .75%
Next $1 billion .70%
Over $2 billion .65%

 

For the fiscal year ended December 31, 2017, the effective management was at an annualized rate of .75% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

18

 

Notes to Financial Statements (continued)

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 was as follows:

 

   Year Ended
12/31/2017
   Year Ended
12/31/2016
 
Distributions paid from:          
Ordinary income  $5,200,449   $1,708,602 
Net long-term capital gains   28,795,255    19,456,583 
Total distributions paid  $33,995,704   $21,165,185 

 

As of December 31, 2017, the components of accumulated gains on a tax-basis were as follows:

 

Temporary differences  $(596,952)
Unrealized gains – net   35,234,912 
Total accumulated gains – net  $34,637,960 

 

At the Fund’s election, certain losses incurred within the taxable year (Qualified Late-Year Losses) are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer post-October capital losses of $493,117 during fiscal 2017.

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $295,998,472 
Gross unrealized gain   42,208,010 
Gross unrealized loss   (6,973,098)
Net unrealized security gain  $35,234,912 

 

19

 

Notes to Financial Statements (continued)

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in        
Excess of Net        
Investment   Accumulated Net   
Income   Realized Loss  Paid-in Capital 
$2,400       $498  $(2,898)

 

The permanent differences are attributable to certain distributions.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

     
Purchases   Sales
$233,647,611   $288,908,032

 

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2017.

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades purchases of $716,395 and sales of $2,982,894, which resulted in net realized gains of $34,946.

 

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

20

 

Notes to Financial Statements (continued)

 

Description  Gross Amounts of
Recognized Assets
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
   Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
 
Repurchase Agreement  $12,468,435   $   $12,468,435 
Total  $12,468,435   $   $12,468,435 

 

   Net Amounts               
   of Assets  Amounts Not Offset in the    
   Presented in  Statement of Assets and Liabilities    
Counterparty  the Statement
of Assets and
Liabilities
  Financial
Instruments
  Cash
Collateral
Received(a)
   Securities
Collateral
Received(a)
   Net
Amount(b)
 
Fixed Income Clearing Corp.  $12,468,435  $           –  $   $(12,468,435)  $ 
Total  $12,468,435  $           –  $   $(12,468,435)  $ 

 

(a)   Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)   Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

7. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

8. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

9. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

21

 

Notes to Financial Statements (concluded)

 

10. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions. During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

11. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

12. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value and mid-sized company stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. The market may fail to recognize for a long time the intrinsic value of particular value stocks the Fund may hold. Value investing also is subject to the risk that the company judged to be undervalued may actually be appropriately priced or even overpriced. The mid-sized company stocks in which the Fund invests may be less able to weather economic shifts or other adverse developments than those of larger, more established companies. Although investing in mid-sized companies offers the potential for above average returns, these companies may not succeed and the value of their stock could decline significantly. Mid-sized companies also may fall out of favor relative to larger companies in certain market cycles, causing the Fund to incur losses or under perform. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

 

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, industry and sector liquidity, currency, political, information, and other risks. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets.

 

These factors can affect the Fund’s performance.

 

13. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

      Year Ended
December 31, 2017
      Year Ended
December 31, 2016
 
Shares sold     917,562       972,000  
Reinvestment of distributions     1,373,182       822,686  
Shares reacquired     (2,739,249 )     (2,749,761 )
Decrease     (448,505 )     (955,075 )

 

22

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Mid Cap Stock Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Mid Cap Stock Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Mid Cap Stock Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

23

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012  

Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

 

Other Directorships: None.

 

         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016  

Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.  

 

Other Directorships: None.

 

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014  

Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

 

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

24

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

 

Other Directorships: None.

 

         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004  

Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

 

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).

 

         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001  

Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

 

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).

         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017  

Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

 

Other Directorships: None

 

         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012  

Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

 

Other Directorships: Blyth, Inc., a home products company (2004–2015).

 

Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept
 90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017  

Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

 

Other Directorships: None.

 

         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016  

Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

 

Other Directorships: None.

 

         

25

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006; Chairman since 2017  

Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             

26

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

27

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

28

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was below the median of the performance peer group for the one-, three-, five-, and ten-year periods. The Board

 

29

 

Approval of Advisory Contract (continued)

 

considered that Lord Abbett was implementing a plan intended to improve the performance of its equity Funds. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that although the Fund’s net total expense ratio was above the median of the expense peer group, the Fund’s advisory fee rate equaled the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment

 

30

 

Approval of Advisory Contract (concluded)

 

advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

31

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

 

Tax Information

 

For corporate shareholders, 84% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

 

Additionally, of the distribution paid to the shareholders during the year ended December 31, 2017, $3,212,763 and $28,795,255, respectively, represent short-term capital gains and long-term capital gains.

 

 

32

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.      
   

Lord Abbett Series Fund, Inc.

 
Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
 

 

Mid Cap Stock Portfolio

LASFMCV-3
(02/18)
 

 

 

LORD ABBETT
ANNUAL REPORT

 

 

Lord Abbett

Series Fund — Short Duration Income Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
4   Investment Comparison
     
5   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
7   Schedule of Investments
     
47   Statement of Assets and Liabilities
     
48   Statement of Operations
     
49   Statements of Changes in Net Assets
     
50   Financial Highlights
     
52   Notes to Financial Statements
     
64   Report of Independent Registered Public Accounting Firm
     
65   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund — Short Duration Income
Portfolio Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Short Duration Income Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

Daria L. Foster

Director, President and Chief Executive Officer


 

For the fiscal year ended December 31, 2017, the Fund returned 2.19%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the ICE BofA Merrill Lynch 1-3 year U.S. Corporate Credit Index,1 which returned 1.91% over the same period.

The Federal Reserve (Fed) gradually raised the Fed Funds rate over the 12-month period ended December 31, 2017, by raising interest rates by 25bps three times, ultimately reaching a target range of

1.25-1.50%. Inflation rose at a moderate pace during the year. The Consumer Price Index (CPI) gained 2.1% over the 12-month period ended December 31, 2017. Meanwhile, the employment picture continued to improve with the unemployment rate falling to 4.1% by year end, compared to 4.7% a year earlier and a high of 10.0% in October 2009. The U.S. Treasury yield curve flattened during the period, with the yield on two-year Treasury notes increasing by 69bps. Yields on longer-dated Treasury bonds were lower


1

 

 

 

over the period, with the yield on 10-year Treasury bonds slightly lower and the yield on 30-year Treasury bonds falling 32bps.

Consistent with the Fund’s strategic design, the Fund maintained exposures to a variety of bond market sectors, in addition to the investment grade corporate bonds represented in the benchmark. This design provides portfolio diversification and allows for the flexibility to take advantage of relative value opportunities across sectors. These sector weightings were important factors affecting performance.

For the trailing 12-month period, the primary factor contributing to the Fund’s relative performance was allocation to out-of-benchmark sectors, including commercial mortgage-backed securities and high yield corporate bonds. High yield corporate bonds outperformed higher-

rated securities as spreads tightened. Improving fundamentals and low defaults also created a positive environment for high yield corporate bonds during the period. Additionally, security selection within investment grade corporate bonds contributed to performance.

The Fund’s modest allocation to U.S. Government-related securities detracted from performance. While these securities offer diversification and liquidity with limited volatility, they did not perform as well as corporate bonds during the period.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1   The ICE BofA Merrill Lynch 1-3 Year U.S. Corporate Credit Index is an unmanaged index comprised of U.S. dollar-denominated investment grade corporate debt securities publicly issued in the U.S. domestic market with between one and three years remaining to final maturity.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost.

You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.


 

2

 

 

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

3

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the ICE BofA Merrill Lynch 1-3 Year U.S. Corporate® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund were waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

Average Annual Total Returns for the
Periods Ended December 31, 2017

   1 Year  Life of Class
Class VC2   2.19%  1.73%

 

1    Performance for the unmanaged index does not reflect any fees or expenses. The performance of the index is not necessarily representative of the Fund’s performance. Performance for the index began on April 14, 2014.

2    The Class VC shares commenced operations on April 4, 2014. Performance for the Class began on April 14, 2014.


 

4

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

5

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

   Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
   7/1/17  12/31/17  7/1/17 -
12/31/17
Class VC         
Actual  $1,000.00  $1,007.40  $4.05
Hypothetical (5% Return Before Expenses)  $1,000.00  $1,021.17  $4.08

 

Net expenses are equal to the Fund’s annualized expense ratio of 0.80%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector*    %**
Auto   2.13%
Basic Industry   0.55%
Capital Goods   0.69%
Consumer Cyclical   0.97%
Consumer Discretionary   0.46%
Consumer Services   0.80%
Consumer Staples   0.54%
Energy   9.15%
Financial Services   64.22%
Foreign Government   0.22%
Health Care   1.61%
Integrated Oils   0.34%
Materials & Processing   3.45%
Municipal   0.20%
Other   0.11%
Producer Durables   0.67%
Technology   2.85%
Telecommunications   0.25%
Transportation   0.17%
U.S. Government   5.59%
Utilities   2.69%
Repurchase Agreement   2.34%
Total   100.00%

 

* A sector may comprise several industries.
** Represents percent of total investments.

 

6 See Notes to Financial Statements.
 

Schedule of Investments

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
LONG-TERM INVESTMENTS 96.63%                
ASSET-BACKED SECURITIES 29.14%                
 
Automobiles 12.52%                
Ally Auto Receivables Trust 2014-2 A3  1.25%  4/15/2019  $(a)  $388 
Ally Auto Receivables Trust 2015-2 A3  1.49%  11/15/2019   3    3,116 
American Credit Acceptance Receivables Trust 2015-3 C  4.84%  10/12/2021   100    101,974 
AmeriCredit Automobile Receivables Trust 2013-3 E  3.74%  12/8/2020   100    100,185 
AmeriCredit Automobile Receivables Trust 2014-3 B  1.92%  11/8/2019   93    92,637 
AmeriCredit Automobile Receivables Trust 2016-3 A3  1.46%  5/10/2021   49    48,782 
AmeriCredit Automobile Receivables Trust 2016-3 B  1.80%  10/8/2021   31    30,803 
AmeriCredit Automobile Receivables Trust 2016-4 A2A  1.34%  4/8/2020   15    14,740 
AmeriCredit Automobile Receivables Trust 2016-4 D  2.74%  12/8/2022   166    164,650 
AmeriCredit Automobile Receivables Trust 2017-1 A2A  1.51%  5/18/2020   26    25,658 
AmeriCredit Automobile Receivables Trust 2017-1 D  3.13%  1/18/2023   16    16,040 
AmeriCredit Automobile Receivables Trust 2017-2 B  2.40%  5/18/2022   43    42,963 
AmeriCredit Automobile Receivables Trust 2017-2 C  2.97%  3/20/2023   64    64,375 
AmeriCredit Automobile Receivables Trust 2017-3 A2A  1.69%  12/18/2020   54    53,930 
AmeriCredit Automobile Receivables Trust 2017-3 B  2.24%  6/19/2023   29    28,765 
AmeriCredit Automobile Receivables Trust 2017-4 A3  2.04%  7/18/2022   97    96,610 
AmeriCredit Automobile Receivables Trust 2017-4 B  2.36%  12/19/2022   42    41,780 
Avis Budget Rental Car Funding AESOP LLC 2012-3A A  2.10%  3/20/2019   97    96,503 
Bank of The West Auto Trust 2017-1 A3  2.11%  1/15/2023   100    99,504 
Bank of The West Auto Trust 2017-1 A4  2.33%  9/15/2023   100    99,473 
California Republic Auto Receivables Trust 2015-3 A4  2.13%  5/17/2021   15    15,009 

 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Automobiles (continued)                
California Republic Auto Receivables Trust 2015-4 A3  2.04%  1/15/2020  $4   $4,075 
California Republic Auto Receivables Trust 2015-4 A4  2.58%  6/15/2021   228    229,025 
California Republic Auto Receivables Trust 2015-4 B  3.73%  11/15/2021   12    12,194 
California Republic Auto Receivables Trust 2016-1 A3  1.89%  5/15/2020   19    18,762 
California Republic Auto Receivables Trust 2016-1 A4  2.24%  10/15/2021   58    58,041 
California Republic Auto Receivables Trust 2016-2 A3  1.56%  7/15/2020   10    9,762 
California Republic Auto Receivables Trust 2016-2 A4  1.83%  12/15/2021   15    14,896 
Capital Auto Receivables Asset Trust 2014-3 C  2.71%  11/20/2019   21    21,057 
Capital Auto Receivables Asset Trust 2015-2 C  2.67%  8/20/2020   132    132,685 
Capital Auto Receivables Asset Trust 2015-3 B  2.43%  9/21/2020   11    11,033 
Capital Auto Receivables Asset Trust 2015-3 C  2.90%  12/21/2020   10    10,071 
Capital Auto Receivables Asset Trust 2015-3 D  3.34%  3/22/2021   9    9,114 
Capital Auto Receivables Asset Trust 2016-1 A4  1.98%  10/20/2020   16    15,981 
Capital Auto Receivables Asset Trust 2016-1 B  2.67%  12/21/2020   12    12,063 
Capital Auto Receivables Asset Trust 2016-2 A3  1.46%  6/22/2020   19    19,359 
Capital Auto Receivables Asset Trust 2016-2 A4  1.63%  1/20/2021   24    23,873 
Capital Auto Receivables Asset Trust 2016-2 B  2.11%  3/22/2021   4    3,990 
Capital Auto Receivables Asset Trust 2017-1 A2  1.76%  6/22/2020   64    63,905 
Capital Auto Receivables Asset Trust 2017-1 A3  2.02%  8/20/2021   28    27,934 
Capital Auto Receivables Asset Trust 2017-1 A4  2.22%  3/21/2022   17    16,919 
CarMax Auto Owner Trust 2016-3 A3  1.39%  5/17/2021   32    31,767 
CarMax Auto Owner Trust 2016-3 A4  1.60%  1/18/2022   32    31,491 
CarMax Auto Owner Trust 2016-4 A2  1.21%  11/15/2019   17    17,063 
CarMax Auto Owner Trust 2016-4 A3  1.40%  8/15/2021   28    27,725 
CarMax Auto Owner Trust 2016-4 A4  1.60%  6/15/2022   21    20,614 
CarMax Auto Owner Trust 2017-3 A2A  1.64%  9/15/2020   113    112,776 
CarMax Auto Owner Trust 2017-3 A3  1.97%  4/15/2022   165    164,148 
CarMax Auto Owner Trust 2017-3 A4  2.22%  11/15/2022   49    48,755 
CarMax Auto Owner Trust 2017-4 A3  2.11%  10/17/2022   125    124,434 
Chesapeake Funding II LLC 2016-2A A1  1.88%  6/15/2028   148    147,865 
Chesapeake Funding II LLC 2017-4A A1  2.12%  11/15/2029   130    129,688 
Chrysler Capital Auto Receivables Trust 2015-AA A4  1.55%  2/18/2020   32    32,042 
   
8 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Automobiles (continued)                
Chrysler Capital Auto Receivables Trust 2015-BA B  2.70%  12/15/2020  $3   $3,019 
Chrysler Capital Auto Receivables Trust 2016-AA A3  1.77%  10/15/2020   33    32,637 
Chrysler Capital Auto Receivables Trust 2016-AA B  2.88%  2/15/2022   11    11,100 
CPS Auto Receivables Trust 2016-B A  2.07%  11/15/2019   19    19,289 
CPS Auto Receivables Trust 2017-C A  1.78%  9/15/2020   74    73,738 
CPS Auto Receivables Trust 2017-C B  2.30%  7/15/2021   100    99,619 
CPS Auto Trust 2017-D C  3.01%  10/17/2022   100    99,395 
Drive Auto Receivables Trust 2015-AA C  3.06%  5/17/2021   32    32,120 
Drive Auto Receivables Trust 2015-BA C  2.76%  7/15/2021   1    1,182 
Drive Auto Receivables Trust 2015-BA D  3.84%  7/15/2021   5    5,081 
Drive Auto Receivables Trust 2015-DA C  3.38%  11/15/2021   18    18,272 
Drive Auto Receivables Trust 2015-DA D  4.59%  1/17/2023   22    22,521 
Drive Auto Receivables Trust 2016-AA B  3.17%  5/15/2020   4    4,155 
Drive Auto Receivables Trust 2016-BA B  2.56%  6/15/2020   9    9,143 
Drive Auto Receivables Trust 2016-BA C  3.19%  7/15/2022   20    20,155 
Drive Auto Receivables Trust 2016-BA D  4.53%  8/15/2023   41    42,166 
Drive Auto Receivables Trust 2016-CA B  2.37%  11/16/2020   30    30,043 
Drive Auto Receivables Trust 2016-CA C  3.02%  11/15/2021   78    78,608 
Drive Auto Receivables Trust 2016-CA D  4.18%  3/15/2024   27    27,739 
Drive Auto Receivables Trust 2017-2 B  2.25%  6/15/2021   37    37,023 
Drive Auto Receivables Trust 2017-2 C  2.75%  9/15/2023   42    42,077 
Drive Auto Receivables Trust 2017-2 D  3.49%  9/15/2023   180    179,975 
Drive Auto Receivables Trust 2017-BA B  2.20%  5/15/2020   41    41,077 
Drive Auto Receivables Trust 2017-BA C  2.61%  8/16/2021   52    52,128 
Drive Auto Receivables Trust 2017-BA D  3.72%  10/17/2022   34    34,468 
Exeter Automobile Receivables Trust 2017-3A A  2.05%  12/15/2021   56    55,795 
Exeter Automobile Receivables Trust 2017-3A B  2.81%  9/15/2022   50    49,680 
Fifth Third Auto Trust 2017-1 A4  2.03%  7/15/2024   39    38,628 
First Investors Auto Owner Trust 2016-2A A1  1.53%  11/16/2020   17    16,807 
First Investors Auto Owner Trust 2017-1A A1  1.69%  4/15/2021   28    27,488 
First Investors Auto Owner Trust 2017-3A A1  2.00%  3/15/2022   53    53,420 
Flagship Credit Auto Trust 2015-2 A  1.98%  10/15/2020   74    73,816 
Flagship Credit Auto Trust 2015-3 A  2.38%  10/15/2020   3    2,580 
Flagship Credit Auto Trust 2016-2 A2  3.05%  8/16/2021   60    60,388 
Flagship Credit Auto Trust 2016-4 A2  1.96%  2/16/2021   10    9,980 
Flagship Credit Auto Trust 2017-3 A  1.88%  10/15/2021   55    55,311 
     
  See Notes to Financial Statements. 9
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Automobiles (continued)                
Flagship Credit Auto Trust 2017-3 B†  2.59%  7/15/2022  $30   $29,889 
Flagship Credit Auto Trust 2017-4 A  2.07%  4/15/2022   83    82,899 
Ford Credit Auto Lease Trust 2016-A A3  1.71%  4/15/2019   23    23,005 
Ford Credit Auto Owner Trust 2016-C A2A  1.04%  9/15/2019   35    34,607 
Honda Auto Receivables Owner Trust 2016-4 A2  1.04%  4/18/2019   32    31,555 
Huntington Auto Trust 2016-1 A3  1.59%  11/16/2020   92    91,638 
Hyundai Auto Receivables Trust 2016-B C  2.19%  11/15/2022   72    71,270 
Mercedes-Benz Auto Lease Trust 2016-A A3  1.52%  3/15/2019   35    34,756 
Mercedes-Benz Auto Receivables Trust 2016-1 A2A  1.11%  3/15/2019   22    21,676 
Nissan Auto Receivables Owner Trust 2014-B A3  1.11%  5/15/2019   7    7,271 
Nissan Auto Receivables Owner Trust 2016-A A3  1.34%  10/15/2020   590    587,371 
Nissan Auto Receivables Owner Trust 2016-B A3  1.32%  1/15/2021   26    25,825 
Santander Drive Auto Receivables Trust 2014-3 D  2.65%  8/17/2020   14    14,045 
Santander Drive Auto Receivables Trust 2014-4 C  2.60%  11/16/2020   11    10,737 
Santander Drive Auto Receivables Trust 2015-3 B  2.07%  4/15/2020   3    2,709 
Santander Drive Auto Receivables Trust 2015-3 C  2.74%  1/15/2021   13    13,063 
Santander Drive Auto Receivables Trust 2015-4 C  2.97%  3/15/2021   77    77,545 
Santander Drive Auto Receivables Trust 2015-5 D  3.65%  12/15/2021   22    22,342 
Santander Drive Auto Receivables Trust 2016-1 D  4.02%  4/15/2022   264    270,784 
Santander Drive Auto Receivables Trust 2016-2 B  2.08%  2/16/2021   10    10,004 
Santander Drive Auto Receivables Trust 2016-3 A2  1.34%  11/15/2019   6    6,275 
Santander Drive Auto Receivables Trust 2016-3 A3  1.50%  8/17/2020   34    33,947 
Santander Drive Auto Receivables Trust 2016-3 B  1.89%  6/15/2021   250    249,518 
Santander Drive Auto Receivables Trust 2017-1 D  3.17%  4/17/2023   14    14,080 
Santander Drive Auto Receivables Trust 2017-2 D  3.49%  7/17/2023   89    89,954 
Santander Drive Auto Receivables Trust 2017-3 C  2.76%  12/15/2022   20    20,022 
TCF Auto Receivables Owner Trust 2015-1A A4  1.96%  11/16/2020   621    620,761 
TCF Auto Receivables Owner Trust 2015-1A B  2.49%  4/15/2021   29    29,003 
TCF Auto Receivables Owner Trust 2015-1A D  3.53%  3/15/2022   10    9,974 
TCF Auto Receivables Owner Trust 2015-2A A3  2.06%  4/15/2020   8    8,489 
TCF Auto Receivables Owner Trust 2015-2A B  3.00%  9/15/2021   6    6,034 
TCF Auto Receivables Owner Trust 2015-2A C  3.75%  12/15/2021   4    4,044 
TCF Auto Receivables Owner Trust 2016-1A A2  1.39%  11/15/2019   15    14,860 
TCF Auto Receivables Owner Trust 2016-1A A4  2.03%  2/15/2022   50    49,644 
TCF Auto Receivables Owner Trust 2016-1A B  2.32%  6/15/2022   33    32,495 
TCF Auto Receivables Owner Trust 2016-PT1A A  1.93%  6/15/2022   65    64,900 
Toyota Auto Receivables Owner Trust 2016-A A3  1.25%  3/16/2020   41    40,907 
Toyota Auto Receivables Owner Trust 2016-D A3  1.23%  10/15/2020   40    39,659 
   
10 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Automobiles (continued)                
Westlake Automobile Receivables Trust 2016-2A C  2.83%  5/17/2021  $10   $10,032 
Westlake Automobile Receivables Trust 2016-3A B  2.07%  12/15/2021   11    10,967 
Westlake Automobile Receivables Trust 2017-1A B  2.30%  10/17/2022   100    99,927 
Westlake Automobile Receivables Trust 2017-2A A2A  1.80%  7/15/2020   82    81,880 
Westlake Automobile Receivables Trust 2017-2A B  2.25%  12/15/2020   67    66,691 
Westlake Automobile Receivables Trust 2017-2A D  3.28%  12/15/2022   130    128,962 
Total              7,497,631 
                 
Credit Cards 7.32%                
American Express Credit Account Master Trust 2017-6 A  2.04%  5/15/2023   167    166,251 
American Express Credit Account Master Trust 2017-7 A  2.35%  5/15/2025   129    128,701 
BA Credit Card Trust 2016-A1 A  1.867%
(1 Mo. LIBOR + .39%
)# 10/15/2021   48    48,182 
BA Credit Card Trust 2017-A2  1.84%  1/17/2023   241    238,724 
Barclays Dryrock Issuance Trust 2016-1 A  1.52%  5/16/2022   100    99,113 
Barclays Dryrock Issuance Trust 2017-1 A  1.807%
(1 Mo. LIBOR + .33%
)# 3/15/2023   220    220,723 
Barclays Dryrock Issuance Trust 2017-2 A  1.777%
(1 Mo. LIBOR + .30%
)# 5/15/2023   221    221,323 
Capital One Multi-Asset Execution Trust 2015-A3  1.877%
(1 Mo. LIBOR + .40%
)# 3/15/2023   50    50,285 
Capital One Multi-Asset Execution Trust 2015-A5  1.60%  5/17/2021   28    27,974 
Capital One Multi-Asset Execution Trust 2016-A1  1.927%
(1 Mo. LIBOR + .45%
)# 2/15/2022   74    74,364 
Capital One Multi-Asset Execution Trust 2016-A4  1.33%  6/15/2022   28    27,660 
Capital One Multi-Asset Execution Trust 2017-A4  1.99%  7/17/2023   247    245,527 
Capital One Multi-Asset Execution Trust 2017-A6  2.29%  7/15/2025   133    132,190 
Chase Issuance Trust 2012-A4  1.58%  8/16/2021   150    148,799 
Chase Issuance Trust 2016-A2 A  1.37%  6/15/2021   22    21,793 
Citibank Credit Card Issuance Trust 2014-A1  2.88%  1/23/2023   35    35,645 
Citibank Credit Card Issuance Trust 2017-A8  1.86%  8/8/2022   178    176,390 
Discover Card Execution Note Trust 2015-A2 A  1.90%  10/17/2022   145    144,166 
Discover Card Execution Note Trust 2015-A4  2.19%  4/17/2023   100    100,039 
Discover Card Execution Note Trust 2016-A2  2.017%
(1 Mo. LIBOR + .54%
)# 9/15/2021   100    100,547 
Discover Card Execution Note Trust 2016-A4  1.39%  3/15/2022   100    98,801 
Discover Card Execution Note Trust 2017-A6  1.88%  2/15/2023   161    159,771 
     
  See Notes to Financial Statements. 11
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Credit Cards (continued)                
First National Master Note Trust 2017-2 A  1.917%
(1 Mo. LIBOR + 0.44%
)# 10/16/2023  $172   $172,443 
Synchrony Credit Card Master Note Trust 2015-1 A  2.37%  3/15/2023   24    24,080 
Synchrony Credit Card Master Note Trust 2015-2 A  1.60%  4/15/2021   56    55,967 
Synchrony Credit Card Master Note Trust 2016-1 A  2.04%  3/15/2022   300    299,962 
Synchrony Credit Card Master Note Trust 2016-2 A  2.21%  5/15/2024   179    178,053 
Synchrony Credit Card Master Note Trust 2016-2 B  2.55%  5/15/2024   100    99,111 
Synchrony Credit Card Master Note Trust 2017-1 A  1.93%  6/15/2023   142    140,739 
Synchrony Credit Card Master Note Trust 2017-1 B  2.19%  6/15/2023   44    43,503 
Synchrony Credit Card Master Note Trust 2017-2 A  2.62%  10/15/2025   122    122,081 
Synchrony Credit Card Master Note Trust 2017-2 B  2.82%  10/15/2025   100    99,645 
World Financial Network Credit Card Master Trust 2012-A  3.14%  1/17/2023   17    17,212 
World Financial Network Credit Card Master Trust 2015-B A  2.55%  6/17/2024   49    49,206 
World Financial Network Credit Card Master Trust 2016-A  2.03%  4/15/2025   134    131,678 
World Financial Network Credit Card Master Trust 2017-A  2.12%  3/15/2024   150    149,452 
World Financial Network Credit Card Master Trust 2017-B A  1.98%  6/15/2023   131    130,650 
Total              4,380,750 
                 
Other 9.30%                
Access Point Funding I LLC 2017-A  3.06%  4/15/2029   242    241,483 
Ammc CLO 19 Ltd. 2016-19A A   2.859%
(3 Mo. LIBOR + 1.50%
)# 10/15/2028   250    252,495 
Apidos CLO X 2012-10A A  2.798%
(3 Mo. LIBOR + 1.42%
)# 10/30/2022   109    109,651 
Arbor Realty Collateralized Loan Obligation Ltd. 2017-FL3 A  2.233%
(1 Mo. LIBOR + 0.99%
)# 12/15/2027   100    100,196 
Ascentium Equipment Receivables Trust 2016-1A A2  1.75%  11/13/2018   7    6,921 
Ascentium Equipment Receivables Trust 2016-2A A2  1.46%  4/10/2019   13    13,363 
Ascentium Equipment Receivables Trust 2016-2A A3  1.65%  5/10/2022   28    27,784 
Ascentium Equipment Receivables Trust 2017-1A A3  2.29%  6/10/2021   20    19,943 
Ascentium Equipment Receivables Trust 2017-2A A2  2.00%  5/11/2020   22    21,947 
   
12 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Other (continued)                
Avery Point V CLO Ltd. 2014-5A AR    2.333%
(3 Mo. LIBOR + .98%
)# 7/17/2026  $250   $250,820 
CNH Equipment Trust 2015-B A4  1.89%  4/15/2022   11    10,978 
CNH Equipment Trust 2015-C A3  1.66%  11/16/2020   43    43,186 
CNH Equipment Trust 2016-B A4  1.97%  11/15/2021   6    5,953 
Conn Funding II LP 2017-A  2.73%  7/15/2019   26    26,514 
Dell Equipment Finance Trust 2016-1 A3  1.65%  7/22/2021   100    99,871 
Dell Equipment Finance Trust 2016-1 B  2.03%  7/22/2021   100    99,818 
Dell Equipment Finance Trust 2017-1 A2  1.86%  6/24/2019   100    99,973 
Dell Equipment Finance Trust 2017-1 A3  2.14%  4/22/2022   100    99,918 
Diamond Resorts Owner Trust 2015-2 A  2.99%  5/22/2028   28    28,103 
Diamond Resorts Owner Trust 2016-1 A  3.08%  11/20/2028   46    46,519 
DLL Securitization Trust 2017-A A2  1.89%  7/15/2020   100    99,839 
DLL Securitization Trust 2017-A A3  2.14%  12/15/2021   100    99,537 
Dryden 30 Senior Loan Fund 2013-30A AR    2.236%
(3 Mo. LIBOR + .82%
)# 11/15/2028   250    250,310 
Engs Commercial Finance Trust 2015-1A A2  2.31%  10/22/2021   30    29,579 
Engs Commercial Finance Trust 2016-1A A2  2.63%  2/22/2022   78    77,903(b) 
Ford Credit Floorplan Master Owner Trust 2015-4 A1  1.77%  8/15/2020   62    61,969 
Ford Credit Floorplan Master Owner Trust 2017-2 A1  2.16%  9/15/2022   100    99,658 
Ford Credit Floorplan Master Owner Trust A 2015-1 A1  1.42%  1/15/2020   50    49,991 
GoldenTree Loan Opportunities IX Ltd. 2014-9A AR  2.748%
(3 Mo. LIBOR + 1.37%
)# 10/29/2026   500    504,010 
Greystone Commercial Real Estate Notes Ltd. 2017-FL1A A  3.027%
(1 Mo. LIBOR + 1.55%
)# 3/15/2027   100    100,873 
Greystone Commercial Real Estate Notes Ltd. 2017-FL1A B  4.227%
(1 Mo. LIBOR + 2.75%
)# 3/15/2027   100    100,151 
Leaf Receivables Funding 12 LLC 2017-1 A3  2.07%  8/15/2020   100    99,666 
MMAF Equipment Finance LLC 2016-AA A2  1.39%  12/17/2018   32    31,868 
Mountain Hawk II CLO Ltd. 2013-2A A1    2.523%
(3 Mo. LIBOR + 1.16%
)# 7/22/2024   249    249,478 
Mountain Hawk III CLO Ltd. 2014-3A AR    2.554%
(3 Mo. LIBOR + 1.20%
)# 4/18/2025   250    250,793 
MVW Owner Trust 2017-1A A  2.42%  12/20/2034   96    95,329 
NextGear Floorplan Master Owner Trust 2017-1A A2  2.54%  4/18/2022   100    99,796 
Nissan Master Owner Trust Receivables 2016-A A2  1.54%  6/15/2021   35    34,714 
     
  See Notes to Financial Statements. 13
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Other (continued)                
Oaktree EIF I Ltd. 2015-A1 A    2.974%
(3 Mo. LIBOR + 1.62%
)# 10/18/2027  $250   $251,367 
Octagon Investment Partners XXI Ltd. 2014-1A A1AR  2.763%
(3 Mo. LIBOR + 1.35%
)# 11/14/2026   250    251,588 
OneMain Financial Issuance Trust 2015-1A A  3.19%  3/18/2026   100    100,636 
OneMain Financial Issuance Trust 2015-2A A  2.57%  7/18/2025   48    47,692 
SCF Equipment Leasing LLC 2017-2A A  3.41%  12/20/2023   97    96,762 
SoFi Professional Loan Program 2017-D A1FX  1.72%  9/25/2040   85    84,500 
SoFi Professional Loan Program LLC 2017-C A2A  1.75%  7/25/2040   77    77,196 
SoFi Professional Loan Program LLC 2017-E A2A  1.86%  11/26/2040   128    127,116 
SoFi Professional Loan Program LLC 2017-F A1FX  2.05%  1/25/2041   100    99,767 
Taco Bell Funding LLC 2016-1A A2I  3.832%  5/25/2046   25    25,074 
Tryon Park CLO Ltd. 2013-1A A1    2.479%
(3 Mo. LIBOR + 1.12%
)# 7/15/2025   213    213,468 
Wells Fargo Dealer Floorplan Master Note Trust 2015-2 A  2.151%
(1 Mo. LIBOR + .65%
)# 1/20/2022   5    5,036 
West CLO Ltd. 2014-2A A1AR    2.231%
(3 Mo. LIBOR + 0.87%
)# 1/16/2027   250    250,116 
Total              5,571,218 
Total Asset-Backed Securities (cost $17,478,747)              17,449,599 
                 
         Shares
(000)
      
                 
COMMON STOCK 0.00%                
                 
Oil                
Templar Energy LLC Class A Units
(cost $728)
         (a)   160 
                 
         Principal
Amount
(000)
      
                 
CONVERTIBLE BOND 0.14%                
                 
Real Estate Investment Trusts                
VEREIT, Inc.
(cost $84,336)
  3.00%  8/1/2018  $84    84,105 
   
14 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
CORPORATE BONDS 36.49%                
 
Aerospace/Defense 0.38%                
Embraer Overseas Ltd.  5.696%  9/16/2023  $33   $36,217 
Embraer SA (Brazil)(c)  5.15%  6/15/2022   2    2,145 
Harris Corp.  1.999%  4/27/2018   60    59,942 
Orbital ATK, Inc.  5.50%  10/1/2023   122    129,320 
Total              227,624 
 
Air Transportation 0.05%                
American Airlines 2014-1 Class B Pass-Through Trust  4.375%  4/1/2024   13    13,587 
Continental Airlines 2012-1 Class B Pass-Through Trust  6.25%  10/11/2021   3    2,853 
US Airways 2012-2 Class B Pass-Through Trust  6.75%  12/3/2022   11    11,763 
Total              28,203 
 
Auto Parts: Original Equipment 0.55%                
American Axle & Manufacturing, Inc.  6.625%  10/15/2022   79    82,061 
International Automotive Components Group SA (Luxembourg)†(c)  9.125%  6/1/2018   17    16,841 
Nexteer Automotive Group Ltd.  5.875%  11/15/2021   200    209,500 
TI Group Automotive Systems LLC (United Kingdom)†(c)  8.75%  7/15/2023   8    8,620 
Titan International, Inc.  6.50%  11/30/2023   14    14,280 
Total              331,302 
 
Automotive 1.40%                
Deck Chassis Acquisition, Inc.  10.00%  6/15/2023   19    21,233 
Ford Motor Credit Co. LLC  8.125%  1/15/2020   200    221,637 
General Motors Financial Co., Inc.  2.40%  5/9/2019   55    55,027 
General Motors Financial Co., Inc.  3.15%  6/30/2022   103    103,014 
General Motors Financial Co., Inc.  3.20%  7/6/2021   46    46,482 
General Motors Financial Co., Inc.  4.20%  3/1/2021   85    88,452 
General Motors Financial Co., Inc.  4.375%  9/25/2021   82    86,320 
Hyundai Capital America  1.75%  9/27/2019   36    35,328 
Hyundai Capital America  2.00%  7/1/2019   5    4,941 
Hyundai Capital America  2.40%  10/30/2018   29    28,978 
Hyundai Capital America  2.50%  3/18/2019   117    116,741 
Hyundai Capital America  3.25%  9/20/2022   31    30,993 
Total              839,146 
     
  See Notes to Financial Statements. 15
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Banks: Regional 8.18%                
ABN AMRO Bank NV (Netherlands)(c)  6.25%  4/27/2022  $400   $447,516 
Associated Banc-Corp.  2.75%  11/15/2019   29    29,108 
Banco de Credito del Peru (Panama)†(c)  2.25%  10/25/2019   200    200,250 
Bank of America Corp.  2.151%  11/9/2020   20    19,921 
Bank of America Corp.  2.328%#(d) 10/1/2021   59    58,853 
Bank of America Corp.  2.369%
(3 Mo. LIBOR + .66%
)# 7/21/2021   37    36,946 
Bank of America Corp.  2.65%  4/1/2019   9    9,052 
Bank of America Corp.  3.004%#(d) 12/20/2023   225    225,701 
Bank of America Corp.  5.49%  3/15/2019   300    310,661 
Bank of America Corp.  5.65%  5/1/2018   50    50,599 
Bank of America Corp.  6.875%  4/25/2018   83    84,272 
Bank of America Corp.  6.875%  11/15/2018   14    14,581 
Barclays Bank plc (United Kingdom)†(c)  10.179%  6/12/2021   80    97,563 
Citigroup, Inc.  1.80%  2/5/2018   20    19,998 
Citigroup, Inc.  2.327%
(3 Mo. LIBOR + .96%
)# 4/25/2022   90    90,988 
Citigroup, Inc.  2.45%  1/10/2020   61    61,054 
Citigroup, Inc.  2.876%
(3 Mo. LIBOR + .95%
)# 7/24/2023   61    60,751 
Citigroup, Inc.  2.90%  12/8/2021   70    70,517 
Citigroup, Inc.  4.05%  7/30/2022   42    43,754 
Citigroup, Inc.  8.50%  5/22/2019   45    48,761 
Compass Bank  5.50%  4/1/2020   68    71,578 
Discover Bank  8.70%  11/18/2019   250    274,983 
European Investment Bank (Luxembourg)(c)  1.00%  3/15/2018   157    156,810 
European Investment Bank (Luxembourg)(c)  1.25%  5/15/2018   66    65,907 
Goldman Sachs Group, Inc. (The)  2.481%
(3 Mo. LIBOR + 1.11%
)# 4/26/2022   64    64,775 
Goldman Sachs Group, Inc. (The)  2.60%  12/27/2020   69    69,036 
Goldman Sachs Group, Inc. (The)  2.876%#(d) 10/31/2022   96    95,766 
Goldman Sachs Group, Inc. (The)  2.908%
(3 Mo. LIBOR + 1.05%
)# 6/5/2023   67    66,615 
Goldman Sachs Group, Inc. (The)  5.25%  7/27/2021   103    111,674 
Goldman Sachs Group, Inc. (The)  5.375%  3/15/2020   119    126,212 
Goldman Sachs Group, Inc. (The)  5.75%  1/24/2022   24    26,623 
Goldman Sachs Group, Inc. (The)  5.95%  1/18/2018   8    8,013 
Goldman Sachs Group, Inc. (The)  6.00%  6/15/2020   19    20,554 
Goldman Sachs Group, Inc. (The)  7.50%  2/15/2019   55    58,138 
HBOS plc (United Kingdom)†(c)  6.75%  5/21/2018   400    406,819 
Intesa Sanpaolo SpA (Italy)(c)  3.875%  1/15/2019   200    202,706 
Macquarie Bank Ltd. (Australia)†(c)  2.539%
(3 Mo. LIBOR + 1.18%
)# 1/15/2019   136    137,230 
   
16 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Banks: Regional (continued)                
Macquarie Group Ltd. (Australia)†(c)  6.00%  1/14/2020  $75   $79,937 
Macquarie Group Ltd. (Australia)†(c)  7.625%  8/13/2019   9    9,708 
Morgan Stanley  2.213%
(3 Mo. LIBOR + .80%
)# 2/14/2020   56    56,232 
Morgan Stanley  2.543%
(3 Mo. LIBOR + 1.18%
)# 1/20/2022   59    60,002 
Morgan Stanley  2.80%  6/16/2020   11    11,105 
Morgan Stanley  4.875%  11/1/2022   39    42,036 
Morgan Stanley  7.30%  5/13/2019   200    213,274 
Popular, Inc.  7.00%  7/1/2019   57    59,565 
Santander UK Group Holdings plc (United Kingdom)(c)  2.875%  10/16/2020   55    55,232 
Santander UK Group Holdings plc (United Kingdom)(c)  3.125%  1/8/2021   173    174,816 
Santander UK plc (United Kingdom)(c)  2.00%  8/24/2018   10    10,003 
Santander UK plc (United Kingdom)(c)  2.50%  3/14/2019   38    38,121 
Santander UK plc (United Kingdom)(c)  3.05%  8/23/2018   15    15,104 
SVB Financial Group  5.375%  9/15/2020   5    5,347 
Wells Fargo & Co.  2.55%  12/7/2020   6    6,026 
Wells Fargo & Co.  3.069%  1/24/2023   117    117,931 
Total              4,898,724 
                 
Beverages 0.03%                
Beam Suntory, Inc.  1.75%  6/15/2018   2    1,997 
Cott Beverages, Inc.  5.375%  7/1/2022   16    16,643 
Total              18,640 
                 
Biotechnology Research & Production 0.02%                
Sterigenics-Nordion Topco LLC PIK 8.875%  8.125%  11/1/2021   11    11,138 
                 
Building Materials 0.36%                
Atrium Windows & Doors, Inc.  7.75%  5/1/2019   12    12,225 
Boral Finance Pty Ltd. (Australia)†(c)  3.00%  11/1/2022   19    18,852 
CPG Merger Sub LLC  8.00%  10/1/2021   37    38,388 
Griffon Corp.  5.25%  3/1/2022   48    48,720 
Holcim US Finance Sarl & Cie SCS (Luxembourg)†(c)  6.00%  12/30/2019   34    36,083 
Martin Marietta Materials, Inc.  2.096%
(3 Mo. LIBOR + .65%
)# 5/22/2020   10    10,057 
Martin Marietta Materials, Inc.  6.60%  4/15/2018   14    14,182 
NCI Building Systems, Inc.  8.25%  1/15/2023   13    13,796 
Ply Gem Industries, Inc.  6.50%  2/1/2022   24    24,900 
Total              217,203 
     
  See Notes to Financial Statements. 17
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Business Services 0.37%                
APX Group, Inc.  8.75%  12/1/2020  $113   $115,684 
Chicago Parking Meters LLC  5.489%  12/30/2020   30    30,747 
ERAC USA Finance LLC  5.25%  10/1/2020   25    26,697 
Prime Security Services Borrower LLC/Prime Finance, Inc.  9.25%  5/15/2023   19    21,137 
Sotheby’s  5.25%  10/1/2022   11    11,346 
Verisk Analytics, Inc.  4.875%  1/15/2019   17    17,411 
Total              223,022 
                 
Chemicals 0.57%                
Blue Cube Spinco, Inc.  9.75%  10/15/2023   62    73,470 
Celanese US Holdings LLC  5.875%  6/15/2021   55    60,250 
GCP Applied Technologies, Inc.  9.50%  2/1/2023   9    10,013 
Westlake Chemical Corp.  4.625%  2/15/2021   60    61,800 
Westlake Chemical Corp.  4.875%  5/15/2023   81    83,835 
Yara International ASA (Norway)†(c)  7.875%  6/11/2019   47    50,451 
Total              339,819 
                 
Coal 0.03%                
Eterna Capital Pte Ltd. PIK 6% (Singapore)(c)  6.00%  12/11/2022   10    10,506(b) 
Peabody Energy Corp.  6.00%  3/31/2022   8    8,330 
Total              18,836 
                 
Computer Hardware 0.51%                
Dell International LLC/EMC Corp.  3.48%  6/1/2019   32    32,409 
Dell International LLC/EMC Corp.  5.45%  6/15/2023   49    53,005 
Dell International LLC/EMC Corp.  4.42%  6/15/2021   93    96,974 
Dell International LLC/EMC Corp.  5.875%  6/15/2021   30    31,200 
Everi Payments, Inc.  10.00%  1/15/2022   88    94,875 
Total              308,463 
                 
Computer Software 0.66%                
Activision Blizzard, Inc.  6.125%  9/15/2023   98    103,909 
Dun & Bradstreet Corp. (The)  4.25%  6/15/2020   3    3,078 
First Data Corp.  5.75%  1/15/2024   31    32,310 
First Data Corp.  7.00%  12/1/2023   77    81,620 
Infor Software Parent LLC/Infor Software Parent, Inc. PIK 7.875%  7.125%  5/1/2021   41    42,127 
Solera LLC/Solera Finance, Inc.  10.50%  3/1/2024   63    71,189 
VMware, Inc.  2.95%  8/21/2022   60    59,889 
Total              394,122 
   
18 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Construction/Homebuilding 0.44%                
Brookfield Residential Properties, Inc. (Canada)†(c)  6.50%  12/15/2020  $98   $100,205 
Century Communities, Inc.  6.875%  5/15/2022   30    31,650 
D.R. Horton, Inc.  3.75%  3/1/2019   60    60,816 
M/I Homes, Inc.  6.75%  1/15/2021   3    3,120 
William Lyon Homes, Inc.  5.75%  4/15/2019   30    30,300 
William Lyon Homes, Inc.  7.00%  8/15/2022   35    36,138 
Total              262,229 
                 
Containers 0.34%                
OI European Group BV (Netherlands)†(c)  4.00%  3/15/2023   15    15,058 
Packaging Corp. of America  6.50%  3/15/2018   85    85,705 
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer (Luxembourg) SA  5.75%  10/15/2020   102    103,410 
Total              204,173 
                 
Drugs 0.42%                
inVentiv Group Holdings, Inc./inVentiv Health, Inc./inVentiv Health Clinical, Inc.  7.50%  10/1/2024   14    15,190 
Mylan, Inc.  2.55%  3/28/2019   122    122,030 
Teva Pharmaceutical Finance Co. BV (Curacao)(c)  3.65%  11/10/2021   9    8,569 
Teva Pharmaceutical Finance Netherlands III BV (Netherlands)(c)  1.40%  7/20/2018   36    35,765 
Teva Pharmaceutical Finance Netherlands III BV (Netherlands)(c)  1.70%  7/19/2019   30    29,156 
Teva Pharmaceutical Finance Netherlands III BV (Netherlands)(c)  2.20%  7/21/2021   44    40,222 
Total              250,932 
                 
Electric: Power 2.27%                
AES Corp. (The)  4.875%  5/15/2023   31    31,736 
Dominion Energy, Inc.  2.962%  7/1/2019   37    37,297 
Dominion Energy, Inc.  1.50%  9/30/2018   30    29,898 
Dominion Energy, Inc.  4.104%  4/1/2021   77    80,183 
Duquesne Light Holdings, Inc.  5.90%  12/1/2021   15    16,598 
Duquesne Light Holdings, Inc.  6.40%  9/15/2020   22    24,071 
Emera US Finance LP  2.70%  6/15/2021   10    9,983 
Enel Finance International NV (Netherlands)†(c)  2.875%  5/25/2022   200    199,636 
Eversource Energy  2.50%  3/15/2021   200    198,866 
Exelon Generation Co. LLC  3.40%  3/15/2022   7    7,124 
Exelon Generation Co. LLC  4.25%  6/15/2022   2    2,100 
Jersey Central Power & Light Co.  7.35%  2/1/2019   45    47,262 
     
  See Notes to Financial Statements. 19
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Electric: Power (continued)                
Metropolitan Edison Co.  7.70%  1/15/2019  $11   $11,595 
Oklahoma Gas & Electric Co.  8.25%  1/15/2019   100    105,971 
Origin Energy Finance Ltd. (Australia)†(c)  3.50%  10/9/2018   200    201,228 
Origin Energy Finance Ltd. (Australia)†(c)  5.45%  10/14/2021   102    110,097 
Pennsylvania Electric Co.  5.20%  4/1/2020   11    11,616 
PPL WEM Ltd./Western Power Distribution Ltd. (United Kingdom)†(c)  5.375%  5/1/2021   10    10,724 
PSEG Power LLC  5.125%  4/15/2020   3    3,173 
Public Service Co. of New Mexico  7.95%  5/15/2018   19    19,397 
Puget Energy, Inc.  6.00%  9/1/2021   35    38,750 
San Diego Gas & Electric Co.  1.914%  2/1/2022   19    18,835 
SCANA Corp.  4.125%  2/1/2022   53    54,169 
SCANA Corp.  4.75%  5/15/2021   40    41,503 
SCANA Corp.  6.25%  4/1/2020   39    41,420 
TECO Finance, Inc.  5.15%  3/15/2020   7    7,371 
Total              1,360,603 
 
Electrical Equipment 0.55%                
Broadcom Corp./Broadcom Cayman Finance Ltd.  2.375%  1/15/2020   13    12,918 
Broadcom Corp./Broadcom Cayman Finance Ltd.  2.65%  1/15/2023   71    68,514 
Broadcom Corp./Broadcom Cayman Finance Ltd.  3.00%  1/15/2022   43    42,671 
NXP BV/NXP Funding LLC (Netherlands)†(c)  5.75%  3/15/2023   200    207,000 
Total              331,103 
 
Electrical: Household 0.13%                
General Cable Corp.  5.75%  10/1/2022   74    77,052 
 
Electronics 0.15%                
Jabil, Inc.  8.25%  3/15/2018   22    22,378 
PerkinElmer, Inc.  5.00%  11/15/2021   10    10,789 
Tech Data Corp.  3.70%  2/15/2022   55    55,216 
Total              88,383 
 
Entertainment 0.33%                
Eldorado Resorts, Inc.  7.00%  8/1/2023   11    11,797 
Rivers Pittsburgh Borrower LP/Rivers Pittsburgh Finance Corp.  6.125%  8/15/2021   5    4,975 
Scientific Games International, Inc.  6.25%  9/1/2020   31    31,504 
Scientific Games International, Inc.  6.625%  5/15/2021   36    37,350 
Scientific Games International, Inc.  10.00%  12/1/2022   91    100,214 
Seminole Tribe of Florida, Inc.  7.804%  10/1/2020   3    3,045 
   
20 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Entertainment (continued)                
WMG Acquisition Corp.  5.625%  4/15/2022  $2   $2,068 
WMG Acquisition Corp.  6.75%  4/15/2022   9    9,427 
Total              200,380 
 
Financial Services 2.07%                
Discover Financial Services  5.20%  4/27/2022   31    33,396 
E*TRADE Financial Corp.  2.95%  8/24/2022   18    17,865 
International Lease Finance Corp.  5.875%  4/1/2019   34    35,395 
International Lease Finance Corp.  6.25%  5/15/2019   104    109,009 
International Lease Finance Corp.  7.125%  9/1/2018   61    62,954 
International Lease Finance Corp.  8.25%  12/15/2020   183    210,646 
International Lease Finance Corp.  8.625%  1/15/2022   2    2,411 
Jefferies Group LLC  8.50%  7/15/2019   196    212,947 
Lazard Group LLC  4.25%  11/14/2020   75    78,165 
Nationstar Mortgage LLC/Nationstar Capital Corp.  7.875%  10/1/2020   59    60,291 
Nationstar Mortgage LLC/Nationstar Capital Corp.  9.625%  5/1/2019   27    27,783 
Navient Corp.  4.875%  6/17/2019   21    21,407 
Navient Corp.  5.00%  10/26/2020   120    121,950 
Navient Corp.  5.50%  1/15/2019   42    42,840 
Navient Corp.  5.875%  3/25/2021   14    14,507 
Navient Corp.  6.625%  7/26/2021   58    61,335 
Navient Corp.  8.00%  3/25/2020   12    13,005 
OneMain Financial Holdings LLC  6.75%  12/15/2019   52    53,732 
OneMain Financial Holdings LLC  7.25%  12/15/2021   49    50,951 
VFH Parent LLC/Orchestra Co-Issuer, Inc.  6.75%  6/15/2022   7    7,385 
Total              1,237,974 
 
Food 0.47%                
Dean Foods Co.  6.50%  3/15/2023   37    36,908 
JBS USA LUX SA/JBS USA Finance, Inc.   7.25%  6/1/2021   138    140,932 
JBS USA LUX SA/JBS USA Finance, Inc.  8.25%  2/1/2020   76    76,418 
Smithfield Foods, Inc.  2.70%  1/31/2020   17    16,905 
Smithfield Foods, Inc.  3.35%  2/1/2022   10    10,028 
Total              281,191 
 
Health Care Products 0.26%                
Life Technologies Corp.  5.00%  1/15/2021   49    51,871 
Life Technologies Corp.  6.00%  3/1/2020   96    102,794 
Total              154,665 
     
  See Notes to Financial Statements. 21
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Health Care Services 0.44%                
Acadia Healthcare Co., Inc.  6.125%  3/15/2021  $18   $18,338 
Eagle Holding Co. II LLC PIK 8.375%  7.625%  5/15/2022   24    24,480 
Fresenius Medical Care US Finance II, Inc.  4.125%  10/15/2020   7    7,214 
Fresenius Medical Care US Finance II, Inc.  5.875%  1/31/2022   95    104,675 
Fresenius Medical Care US Finance, Inc.  5.75%  2/15/2021   6    6,496 
Kindred Healthcare, Inc.  8.00%  1/15/2020   24    26,123 
Kindred Healthcare, Inc.  8.75%  1/15/2023   38    40,470 
Universal Health Services, Inc.  3.75%  8/1/2019   11    11,220 
Universal Health Services, Inc.  4.75%  8/1/2022   25    25,531 
Total              264,547 
                 
Insurance 0.19%                
CNA Financial Corp.  5.875%  8/15/2020   11    11,905 
HUB International Ltd.  7.875%  10/1/2021   6    6,255 
Liberty Mutual Group, Inc.  5.00%  6/1/2021   17    18,194 
Lincoln National Corp.  7.00%  3/15/2018   5    5,049 
Lincoln National Corp.  8.75%  7/1/2019   10    10,921 
Protective Life Corp.  7.375%  10/15/2019   15    16,263 
Willis North America, Inc.  7.00%  9/29/2019   44    47,203 
Total              115,790 
 
Leasing 0.03%                
DAE Funding LLC (United Arab Emirates)†(c)  4.00%  8/1/2020   18    18,225 
 
Leisure 0.27%                
LTF Merger Sub, Inc.  8.50%  6/15/2023   40    42,550 
NCL Corp. Ltd.  4.75%  12/15/2021   14    14,525 
Royal Caribbean Cruises Ltd.  5.25%  11/15/2022   95    104,424 
Total              161,499 
 
Lodging 0.09%                
Hyatt Hotels Corp.  6.875%  8/15/2019   50    53,318 
 
Machinery: Agricultural 0.23%                
BAT Capital Corp.  2.764%  8/15/2022   36    35,838 
Bunge Ltd. Finance Corp.  8.50%  6/15/2019   1    1,083 
Viterra, Inc. (Canada)†(c)  5.95%  8/1/2020   94    101,567 
Total              138,488 
 
Machinery: Industrial/Specialty 0.02%                
Kennametal, Inc.  2.65%  11/1/2019   10    10,011 
   
22 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Manufacturing 0.29%                
American Outdoor Brands Corp.  5.00%  7/15/2018  $5   $4,975 
Bombardier, Inc. (Canada)†(c)  6.125%  1/15/2023   42    41,370 
Bombardier, Inc. (Canada)†(c)  8.75%  12/1/2021   56    61,880 
Gates Global LLC/Gates Global Co.  6.00%  7/15/2022   45    46,237 
Pentair Finance Sarl (Luxembourg)(c)  2.90%  9/15/2018   17    17,070 
Total              171,532 
 
Media 0.73%                
Clear Channel Worldwide Holdings, Inc.  7.625%  3/15/2020   92    90,505 
Cox Communications, Inc.  3.25%  12/15/2022   49    49,145 
DISH DBS Corp.  6.75%  6/1/2021   33    34,774 
NBCUniversal Enterprise, Inc.  5.25%  (e)  100    106,500 
Sky plc (United Kingdom)†(c)  9.50%  11/15/2018   50    53,110 
Time Warner Cable LLC  8.25%  4/1/2019   22    23,519 
Time Warner Cable LLC  8.75%  2/14/2019   6    6,399 
Viacom, Inc.  2.75%  12/15/2019   24    23,972 
WaveDivision Escrow LLC/WaveDivision Escrow Corp.  8.125%  9/1/2020   50    51,063 
Total              438,987 
 
Metal Fabricating 0.05%                
Zekelman Industries, Inc.  9.875%  6/15/2023   26    29,315 
 
Metals & Minerals: Miscellaneous 1.30%                
Century Aluminum Co.  7.50%  6/1/2021   80    82,400 
Eldorado Gold Corp. (Canada)†(c)  6.125%  12/15/2020   31    30,767 
FMG Resources (August 2006) Pty Ltd. (Australia)†(c)  9.75%  3/1/2022   271    300,539 
Glencore Finance Canada Ltd. (Canada)†(c)  4.25%  10/25/2022   70    73,426 
Glencore Finance Canada Ltd. (Canada)†(c)  4.95%  11/15/2021   54    57,670 
Glencore Funding LLC  3.00%  10/27/2022   11    10,913 
Glencore Funding LLC  4.125%  5/30/2023   12    12,429 
Goldcorp, Inc. (Canada)(c)  2.125%  3/15/2018   14    14,008 
Goldcorp, Inc. (Canada)(c)  3.625%  6/9/2021   80    81,813 
Hecla Mining Co.  6.875%  5/1/2021   23    23,661 
Hudbay Minerals, Inc. (Canada)†(c)  7.25%  1/15/2023   35    37,275 
Joseph T Ryerson & Son, Inc.  11.00%  5/15/2022   19    21,304 
New Gold, Inc. (Canada)†(c)  6.25%  11/15/2022   30    31,050 
Total              777,255 
     
  See Notes to Financial Statements. 23
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Natural Gas 0.13%                
CenterPoint Energy Resources Corp.  4.50%  1/15/2021  $10   $10,465 
National Fuel Gas Co.  3.75%  3/1/2023   8    8,113 
National Fuel Gas Co.  4.90%  12/1/2021   2    2,108 
Questar Gas Co.  5.31%  3/15/2018   10    10,059 
Sempra Energy  6.15%  6/15/2018   30    30,560 
Sempra Energy  9.80%  2/15/2019   18    19,499 
Total              80,804 
 
Oil 4.10%                
Anadarko Holding Co.  7.05%  5/15/2018   4    4,065 
Anadarko Petroleum Corp.  4.85%  3/15/2021   36    38,041 
Anadarko Petroleum Corp.  6.95%  6/15/2019   7    7,434 
Bill Barrett Corp.  7.00%  10/15/2022   12    12,285 
Canadian Oil Sands Ltd. (Canada)†(c)  7.75%  5/15/2019   13    13,880 
Canadian Oil Sands Ltd. (Canada)†(c)  9.40%  9/1/2021   63    75,376 
Carrizo Oil & Gas, Inc.  6.25%  4/15/2023   21    21,892 
Carrizo Oil & Gas, Inc.  7.50%  9/15/2020   114    116,280 
Cenovus Energy, Inc. (Canada)(c)  5.70%  10/15/2019   35    36,829 
CNOOC Finance 2013 Ltd. (Hong Kong)(c)  1.75%  5/9/2018   400    399,408 
CNOOC Finance 2015 Australia Pty Ltd. (Australia)(c)  2.625%  5/5/2020   200    199,585 
CNX Resources Corp.  8.00%  4/1/2023   22    23,639 
Continental Resources, Inc.  5.00%  9/15/2022   177    180,319 
Devon Energy Corp.  2.25%  12/15/2018   15    14,912 
Devon Energy Corp.  4.00%  7/15/2021   11    11,463 
Devon Energy Corp.  6.30%  1/15/2019   6    6,224 
Eclipse Resources Corp.  8.875%  7/15/2023   35    36,094 
Encana Corp. (Canada)(c)  3.90%  11/15/2021   27    27,770 
Encana Corp. (Canada)(c)  6.50%  5/15/2019   112    117,712 
Eni SpA (Italy)†(c)  4.15%  10/1/2020   100    103,583 
Gulfport Energy Corp.  6.625%  5/1/2023   33    33,825 
KazMunayGas National Co. JSC (Kazakhstan)†(c)  9.125%  7/2/2018   100    103,189 
Matador Resources Co.  6.875%  4/15/2023   59    62,245 
Motiva Enterprises LLC  5.75%  1/15/2020   8    8,452 
Newfield Exploration Co.  5.75%  1/30/2022   51    54,697 
Noble Energy, Inc.  5.625%  5/1/2021   56    57,566 
Oasis Petroleum, Inc.  6.875%  3/15/2022   38    39,092 
Petrobras Global Finance BV (Netherlands)(c)  6.125%  1/17/2022   25    26,594 
Petroleos Mexicanos (Mexico)(c)  3.125%  1/23/2019   20    20,150 
   
24 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Oil (continued)                
Petroleos Mexicanos (Mexico)(c)  5.50%  2/4/2019  $105   $108,775 
Petroleos Mexicanos (Mexico)(c)  8.00%  5/3/2019   30    32,115 
Phillips 66  2.009%
(3 Mo. LIBOR + .65%
)# 4/15/2019   16    16,010 
Pioneer Natural Resources Co.  3.45%  1/15/2021   25    25,519 
Pioneer Natural Resources Co.  3.95%  7/15/2022   14    14,605 
Pioneer Natural Resources Co.  6.875%  5/1/2018   21    21,325 
Pioneer Natural Resources Co.  7.50%  1/15/2020   13    14,265 
Range Resources Corp.  5.75%  6/1/2021   55    57,337 
Resolute Energy Corp.  8.50%  5/1/2020   59    60,327 
RSP Permian, Inc.  6.625%  10/1/2022   4    4,205 
Sable Permian Resources Land LLC  13.00%  11/30/2020   27    31,185 
Sanchez Energy Corp.  6.125%  1/15/2023   23    19,607 
Seven Generations Energy Ltd. (Canada)†(c)  6.75%  5/1/2023   2    2,135 
Seven Generations Energy Ltd. (Canada)†(c)  6.875%  6/30/2023   51    54,442 
SM Energy Co.  6.50%  11/15/2021   68    69,190 
SM Energy Co.  6.50%  1/1/2023   8    8,200 
Sunoco LP/Sunoco Finance Corp.  5.50%  8/1/2020   39    40,146 
Whiting Petroleum Corp.  5.00%  3/15/2019   21    21,562 
Total              2,453,551 
                 
Oil: Crude Producers 4.61%                
Andeavor Logistics LP/Tesoro Logistics Finance Corp.  6.25%  10/15/2022   22    23,369 
Andeavor Logistics LP/Tesoro Logistics Finance Corp.  6.375%  5/1/2024   92    99,935 
Boardwalk Pipelines LP  5.20%  6/1/2018   55    55,559 
Boardwalk Pipelines LP  5.75%  9/15/2019   7    7,340 
Buckeye Partners LP  2.65%  11/15/2018   111    111,342 
Buckeye Partners LP  5.50%  8/15/2019   50    51,936 
Buckeye Partners LP  6.05%  1/15/2018   41    41,051 
Columbia Pipeline Group, Inc.  2.45%  6/1/2018   115    115,079 
Columbia Pipeline Group, Inc.  3.30%  6/1/2020   77    78,139 
DCP Midstream Operating LP  9.75%  3/15/2019   71    77,124 
Enbridge Energy Partners LP  6.50%  4/15/2018   70    70,933 
Enbridge Energy Partners LP  9.875%  3/1/2019   110    119,067 
Energy Transfer LP  9.00%  4/15/2019   59    63,676 
Energy Transfer LP  9.70%  3/15/2019   42    45,466 
Energy Transfer LP  4.65%  6/1/2021   40    42,015 
Florida Gas Transmission Co. LLC  5.45%  7/15/2020   228    243,305 
     
  See Notes to Financial Statements. 25
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Oil: Crude Producers (continued)                
Florida Gas Transmission Co. LLC  7.90%  5/15/2019  $44   $47,126 
Gulf South Pipeline Co. LP  4.00%  6/15/2022   30    30,836 
Kinder Morgan Energy Partners LP  5.30%  9/15/2020   15    15,996 
Kinder Morgan Energy Partners LP  5.80%  3/1/2021   62    67,304 
Kinder Morgan Energy Partners LP  5.95%  2/15/2018   66    66,309 
Kinder Morgan Energy Partners LP  6.50%  4/1/2020   125    134,904 
Kinder Morgan Energy Partners LP  6.85%  2/15/2020   30    32,510 
Kinder Morgan Energy Partners LP  9.00%  2/1/2019   25    26,695 
Kinder Morgan, Inc.  5.00%  2/15/2021   16    16,987 
Kinder Morgan, Inc.  5.625%  11/15/2023   66    72,948 
Kinder Morgan, Inc.  7.25%  6/1/2018   79    80,672 
Midcontinent Express Pipeline LLC  6.70%  9/15/2019   33    34,510 
MPLX LP  5.50%  2/15/2023   133    137,034 
NGPL PipeCo LLC  4.375%  8/15/2022   9    9,186 
ONEOK Partners LP  3.20%  9/15/2018   22    22,131 
Panhandle Eastern Pipe Line Co. LP  7.00%  6/15/2018   65    66,446 
Rockies Express Pipeline LLC  6.00%  1/15/2019   37    38,202 
Rockies Express Pipeline LLC  6.85%  7/15/2018   7    7,157 
Sabine Pass Liquefaction LLC  5.625%  2/1/2021   240    257,442 
Sabine Pass Liquefaction LLC  5.625%  4/15/2023   200    219,780 
Spectra Energy Partners LP  4.60%  6/15/2021   5    5,290 
Sunoco Logistics Partners Operations LP  3.45%  1/15/2023   25    24,880 
Texas Eastern Transmission LP  2.80%  10/15/2022   5    4,973 
Texas Eastern Transmission LP  4.125%  12/1/2020   5    5,198 
Texas Gas Transmission LLC  4.50%  2/1/2021   25    26,053 
TransCanada PipeLines Ltd. (Canada)(c)  6.50%  8/15/2018   1    1,027 
TransCanada PipeLines Ltd. (Canada)(c)  7.125%  1/15/2019   25    26,223 
Western Gas Partners LP  2.60%  8/15/2018   5    5,009 
Williams Partners LP/ACMP Finance Corp.  4.875%  3/15/2024   32    33,520 
Total              2,761,684 
                 
Oil: Integrated Domestic 0.34%                
FTS International, Inc.  9.089%
(3 Mo. LIBOR + 7.50%
)# 6/15/2020   3    3,060 
National Oilwell Varco, Inc.  2.60%  12/1/2022   83    81,135 
SESI LLC  7.125%  12/15/2021   38    38,997 
TechnipFMC plc (United Kingdom)†(c)  3.45%  10/1/2022   4    3,999 
Weatherford International Ltd.  9.625%  3/1/2019   69    73,747 
Total              200,938 
   
26 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Real Estate Investment Trusts 1.46%                
Brixmor Operating Partnership LP  3.875%  8/15/2022  $29   $29,740 
CBRE Services, Inc.  5.00%  3/15/2023   55    56,560 
DDR Corp.  3.50%  1/15/2021   23    23,362 
DDR Corp.  4.625%  7/15/2022   34    35,878 
DDR Corp.  7.50%  7/15/2018   22    22,603 
EPR Properties  7.75%  7/15/2020   131    145,378 
HCP, Inc.  3.75%  2/1/2019   50    50,609 
Healthcare Trust of America Holdings LP  2.95%  7/1/2022   10    9,983 
Healthcare Trust of America Holdings LP  3.375%  7/15/2021   29    29,556 
Kilroy Realty LP  6.625%  6/1/2020   92    100,193 
SL Green Operating Partnership LP  3.25%  10/15/2022   3    2,991 
SL Green Realty Corp.  4.50%  12/1/2022   12    12,579 
SL Green Realty Corp.  5.00%  8/15/2018   8    8,099 
SL Green Realty Corp.  7.75%  3/15/2020   75    82,560 
VEREIT Operating Partnership LP  3.00%  2/6/2019   118    118,591 
VEREIT Operating Partnership LP  4.125%  6/1/2021   41    42,590 
Welltower, Inc.  2.25%  3/15/2018   75    75,033 
Weyerhaeuser Co.  4.70%  3/15/2021   25    26,566 
Weyerhaeuser Co.  7.375%  10/1/2019   2    2,168 
Total              875,039 
 
Retail 0.22%                
Best Buy Co., Inc.  5.00%  8/1/2018   5    5,083 
PVH Corp.  4.50%  12/15/2022   30    30,672 
Rite Aid Corp.  6.75%  6/15/2021   72    72,000 
Tapestry, Inc.  3.00%  7/15/2022   23    22,940 
Total              130,695 
 
Savings & Loan 0.19%                
People’s United Financial, Inc.  3.65%  12/6/2022   109    111,714 
 
Steel 0.27%                
BlueScope Steel Finance Ltd/BlueScope Steel                
Finance USA LLC (Australia)†(c)  6.50%  5/15/2021   45    47,025 
Signode Industrial Group Lux SA/Signode Industrial Group US, Inc.  6.375%  5/1/2022   52    54,535 
U.S. Steel Corp.  8.375%  7/1/2021   56    60,788 
Total              162,348 
     
  See Notes to Financial Statements. 27
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Technology 0.67%                 
Baidu, Inc. (China)(c)    3.25%  8/6/2018  $200   $200,983 
eBay, Inc.  1.857%
(3 Mo. LIBOR + .48%
)# 8/1/2019   75    75,218 
Expedia, Inc.  7.456%  8/15/2018   58    59,826 
TIBCO Software, Inc.    11.375%  12/1/2021   55    60,053 
VeriSign, Inc.  4.625%  5/1/2023   8    8,250 
Total               404,330 
                 
Telecommunications 0.17%                
GCI, Inc.  6.75%  6/1/2021   14    14,263 
Intelsat Jackson Holdings SA (Luxembourg)(c)  7.25%  10/15/2020   54    51,030 
Level 3 Parent LLC   5.75%  12/1/2022   31    31,203 
T-Mobile USA, Inc.  6.125%  1/15/2022   4    4,136 
Total               100,632 
                 
Textiles Products 0.04%                
Springs Industries, Inc.  6.25%  6/1/2021   22    22,495 
                 
Transportation: Miscellaneous 0.09%                
Asciano Finance Ltd. (Australia)†(c)  5.00%  4/7/2018   25    25,161 
Watco Cos. LLC/Watco Finance Corp.  6.375%  4/1/2023   25    26,000 
XPO Logistics, Inc.    6.50%  6/15/2022   3    3,142 
Total               54,303 
                 
Utilities 0.02%                 
United Utilities plc (United Kingdom)(c)  5.375%  2/1/2019   10    10,307 
Total Corporate Bonds (cost $21,805,877)              21,852,734 
                 
FLOATING RATE LOANS(f) 3.19%                
                 
Aerospace/Defense 0.01%                
Gol LuxCo S.A. Term Loan (Luxembourg)(c)  6.50%  8/31/2020   6    6,165 
                 
Biotechnology Research & Production 0.22%                
Gilead Sciences, Inc. Term Loan   2.218%
(3 Mo. LIBOR + 0.875%
)   9/7/2018   62    62,039(g) 
Gilead Sciences, Inc. Three Year Term Loan  2.495%
(3 Mo. LIBOR + 1.00%
) 9/8/2020   70    70,087(g) 
Total               132,126 
                 
Chemicals 0.44%                 
Celanese U.S. Holdings LLC Term Loan  2.861%
(1 Mo. LIBOR + 1.50%
) 7/15/2021   53    53,425 
   
28 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Chemicals (continued)                
E.I. du Pont de Nemours and Company Delayed Draw Term Loan A  2.35%
(3 Mo. LIBOR + 1.00%
) 3/22/2019  $110   $109,931(g)
FMC Corporation Term Loan A  2.819%
(1 Mo. LIBOR + 1.25%
) 4/21/2020   15    15,028(g)
Mosaic Company (The) Term Loan  3.052%
(1 Mo. LIBOR + 1.50%
) 11/18/2021   80    79,601(g)
Sherwin-Williams Company (The) Term Loan A  2.622%
(1 Mo. LIBOR + 1.25%
) 4/13/2021   5    5,100 
Total              263,085 
                 
Computer Hardware 0.39%                
Dell International L.L.C. Replacement Term Loan A2  3.32%
(1 Mo. LIBOR + 1.75%
) 9/7/2021   122    122,348 
Dell International L.L.C. Replacement Term Loan A3  3.07%
(1 Mo. LIBOR + 1.50%
) 12/31/2018   109    109,529 
Total              231,877 
                 
Containers 0.19%                
Ball Corp. USD Term Loan A  3.319%
(3 Mo. LIBOR + 1.75%
) 7/1/2021   70    70,488 
WestRock Co. Closing Date Term Loan  2.475%
(1 Mo. LIBOR + 1.13%
) 7/1/2020   41    41,019(g)
Total              111,507 
                 
Drugs 0.11%                
Teva Pharmaceutical Industries Ltd Delayed Draw Term Loan B (Israel)(c)  3.052%
(3 Mo. LIBOR + 1.50%
) 11/16/2020   65    63,243(g)
                 
Electric: Power 0.38%                
Energy Future Intermediate Holding Co. LLC DIP Term Loan  4.283%
(1 Mo. LIBOR + 3.00%)-4.349%
  6/30/2018   51    51,173 
FirstEnergy Corp. Term Loan  3.227%
(1 Mo. LIBOR + 1.75%
) 12/6/2021   174    173,347(g)
Total              224,520 
                 
Electrical Equipment 0.13%                
Analog Devices, Term Loan A  2.565%
(3 Mo. LIBOR + 1.13%
) 3/10/2020   79    78,638(g)
                 
Electronics 0.05%                
Keysight Technologies, Inc. Delayed Draw Term Loan  2.938%
(3 Mo. LIBOR + 1.50%
) 2/15/2020   27    27,300(g)

 

  See Notes to Financial Statements. 29
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount (000)
   Fair
Value
 
Food 0.04%                
Amplify Snack Brands, Inc. Term Loan  6.88%
(1 Mo. LIBOR + 5.50%
) 9/2/2023  $26   $25,813 
                 
Health Care Products 0.14%                
Zimmer Biomet Holdings, Inc. Term Loan  2.819%
(1 Mo. LIBOR + 1.25%
) 9/30/2019   64    63,980(g)
Zimmer Holdings, Inc. Term Loan  2.944%
(1 Mo. LIBOR + 1.38%
) 5/29/2019   19    18,936(g)
Total              82,916 
                 
Health Care Services 0.00%                
Laboratory Corp. of America Holdings Term Loan  2.819%
(3 Mo. LIBOR + 1.25%
) 2/19/2020   2    1,916(g)
                 
Investment Management Companies 0.05%                
RPI Finance Trust Term Loan A3  3.443%
(3 Mo. LIBOR + 1.75%
) 10/14/2021   32    31,577 
                 
Lodging 0.09%                
VML US Finance, LLC USD Term Loan  (h) 5/31/2022   55    54,587(g)
                 
Machinery: Industrial/Specialty 0.06%                
Flowserve Corp. 2012 Term Loan  2.943%
(3 Mo. LIBOR + 1.25%
) 10/14/2020   34    34,482(g)
                 
Manufacturing 0.08%                
Tyco International Holding S.a.r.I. Term Loan                
(Luxembourg)(c)  2.843%
(3 Mo. LIBOR + 1.50%
) 3/6/2020   51    50,754 
                 
Media 0.04%                
Charter Communications Operating, LLC Term Loan B  (h) 4/30/2025   26    26,046 
                 
Miscellaneous 0.11%                
Harris Corp. 3 Year Tranche Term Loan  3.07%
(3 Mo. LIBOR + 1.50%
) 5/29/2018   3    2,843(g)
Rockwell Collins, Inc. Term Loan  2.71%
(1 Mo. LIBOR + 1.25%
) 12/16/2019   56    56,627(g)
UTEX Industries Inc. Initial Term Loan B  (h) 5/22/2021   7    6,863 
Total              66,333 
                 
Oil 0.03%                
Petroleos Mexicanos Delayed Draw Term Loan (Mexico)(c)   (h) 2/17/2020   20    19,938(g)

 

30 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Oil: Crude Producers 0.06%                
Buckeye Partners L.P. Delayed Draw Term Loan  2.92%
(1 Mo. LIBOR + 1.35%
) 9/30/2019  $17   $16,958(g)
ONEOK Partners, L.P. Delayed Draw Term Loan  2.869%
 (3 Mo. LIBOR + 1.30%
) 1/8/2019   19    18,523(g)
Total              35,481 
                 
Real Estate Investment Trusts 0.18%                
American Tower Corporation Term Loan  2.82%
(3 Mo. LIBOR + 1.25%
) 1/31/2023   107    105,834(g)
                 
Retail 0.30%                
Burlington Coat Factory Warehouse Corporation Term Loan B5  4.00%
(1 Mo. LIBOR + 2.50%
) 11/7/2024   72    72,030 
PVH Corp. Tranche A Term Loan  2.991%
(1 Mo. LIBOR + 1.50%
) 5/19/2021   88    87,690 
Rite Aid Corp. 2nd Lien Tranche 2 Term Loan  5.365%
(3 Mo. LIBOR + 3.88%
) 6/21/2021   18    18,067 
Total              177,787 
                 
Technology 0.02%                
Symantec Corp. Term Loan A1  3.00%
(3 Mo. LIBOR + 1.50%
) 5/10/2019   2    1,500 
Symantec Corp. Term Loan A2  2.938%
 (3 Mo. LIBOR + 1.50%
) 8/1/2019   2    1,999 
Zayo Group, LLC 2017 Incremental Refinancing Term Loan B1  3.552%
(3 Mo. LIBOR + 2.00%
) 1/19/2021   9    8,967 
Total              12,466 
                 
Telecommunications 0.07%                
Intelsat Jackson Holdings SA Tranche B2 Term Loan (Luxembourg)(c) (h) 6/30/2019   44    43,952 
Total Floating Rate Loans (cost $1,904,981)              1,908,343 
                 
FOREIGN GOVERNMENT OBLIGATIONS 0.22%                
                 
Argentina 0.04%                
Republic of Argentina  5.625%  1/26/2022   25    26,438 
                 
Dominican Republic 0.00%                
Dominican Republic  9.04%  1/23/2018   1    1,104 
                 
Qatar 0.18%                
State of Qatar  5.25%  1/20/2020   100    105,176 
Total Foreign Government Obligations (cost $131,962)              132,718 

 

  See Notes to Financial Statements. 31
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
GOVERNMENT SPONSORED ENTERPRISES COLLATERALIZED MORTGAGE OBLIGATIONS 3.43%      
Federal Home Loan Mortgage Corp. 2011-K704 B  4.536%#(i) 10/25/2030  $20   $20,205 
Federal Home Loan Mortgage Corp. 2012-K707 B  3.883%#(i) 1/25/2047   143    144,535 
Federal Home Loan Mortgage Corp. 2012-K709 B  3.741%#(i) 4/25/2045   75    76,120 
Federal Home Loan Mortgage Corp. 2012-K710 B  3.812%#(i) 6/25/2047   104    105,702 
Federal Home Loan Mortgage Corp. 2012-K711 B  3.562%#(i) 8/25/2045   30    30,377 
Federal Home Loan Mortgage Corp. 2013-K713 B  3.165%#(i)  4/25/2046   30    30,176 
Federal Home Loan Mortgage Corp. 2014-K503 B  3.002%#(i) 10/25/2047   39    39,131 
Government National Mortgage Assoc. 2014-109 A  2.325%  1/16/2046   13    13,263 
Government National Mortgage Assoc. 2014-112 A  3.00%#(i) 1/16/2048   7    7,150 
Government National Mortgage Assoc. 2014-135 AS  2.30%  2/16/2047   17    17,175 
Government National Mortgage Assoc. 2014-64 A  2.20%  2/16/2045   27    26,976 
Government National Mortgage Assoc. 2014-64 IO  1.175%#(i) 12/16/2054   311    20,975 
Government National Mortgage Assoc. 2014-78 A  2.20%  4/16/2047   1    678 
Government National Mortgage Assoc. 2014-78 IO  0.607%#(i) 3/16/2056   56    2,564 
Government National Mortgage Assoc. 2015-47 AE  2.90%#(i) 11/16/2055   11    10,930 
Government National Mortgage Assoc. 2015-48 AS  2.90%#(i) 2/16/2049   26    26,462 
Government National Mortgage Assoc. 2015-73 AC  2.90%#(i) 2/16/2053   43    42,881 
Government National Mortgage Assoc. 2017 20 AS  2.50%  2/16/2057   56    54,758 
Government National Mortgage Assoc. 2017 23 AB  2.60%  12/16/2057   40    38,913 
Government National Mortgage Assoc. 2017-100 AS  2.75%  2/16/2058   49    47,917 
Government National Mortgage Assoc. 2017-168 AS  2.70%  8/16/2058   172    169,988 
Government National Mortgage Assoc. 2017-22 GA   2.60%#(i) 8/16/2051   29    28,063 
Government National Mortgage Assoc. 2017-28 AB  2.50%  10/16/2051   67    65,149 
Government National Mortgage Assoc. 2017-41 AS  2.60%  6/16/2057   194    190,504 
Government National Mortgage Assoc. 2017-44 AD  2.65%  11/17/2048   58    57,285 
Government National Mortgage Assoc. 2017-51 AS  2.75%  4/16/2058   90    88,762 
Government National Mortgage Assoc. 2017-53 B  2.75%  3/16/2050   88    86,683 
Government National Mortgage Assoc. 2017-54 AD  2.75%  1/16/2057   88    86,741 
Government National Mortgage Assoc. 2017-61 A  2.60%  8/16/2058   60    58,256 
Government National Mortgage Assoc. 2017-69 AS  2.75%  2/16/2058   74    73,133 
Government National Mortgage Assoc. 2017-71 AS  2.70%  4/16/2057   50    48,619 
Government National Mortgage Assoc. 2017-72 AM  2.60%  9/16/2051   30    28,992 
Government National Mortgage Assoc. 2017-74 AS  2.60%  10/16/2057   30    29,037 
Government National Mortgage Assoc. 2017-76 AS  2.65%  11/16/2050   60    59,038 
Government National Mortgage Assoc. 2017-86 AS  2.75%  2/16/2058   58    57,066 
Government National Mortgage Assoc. 2017-89 AB  2.60%  7/16/2058   48    46,941 
Government National Mortgage Assoc. 2017-90 AS  2.70%  7/16/2057   66    65,250 
Government National Mortgage Assoc. 2017-92 AS  2.75%  6/16/2058   60    58,979 
Total Government Sponsored Enterprises Collateralized Mortgage Obligations (cost $2,088,289)    2,055,374 

 

32 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
GOVERNMENT SPONSORED ENTERPRISES PASS-THROUGHS 0.47%               
Federal Home Loan Mortgage Corp.  3.124%
(12 Mo. LIBOR + 1.64%
)# 10/1/2043  $13   $12,814 
Federal Home Loan Mortgage Corp.  3.389%
(12 Mo. LIBOR + 1.83%
)# 6/1/2042   9    9,594 
Federal Home Loan Mortgage Corp.  3.563%
(12 Mo. LIBOR + 1.82%
)# 6/1/2041   13    13,621 
Federal Home Loan Mortgage Corp.  3.603%
(12 Mo. LIBOR + 1.90%
)# 12/1/2040   20    21,281 
Federal National Mortgage Assoc.  2.697%
(12 Mo. LIBOR + 1.60%
)# 12/1/2045   9    9,303 
Federal National Mortgage Assoc.  2.719%
(12 Mo. LIBOR + 1.60%
)# 12/1/2045   37    37,373 
Federal National Mortgage Assoc.  2.835%
(12 Mo. LIBOR + 1.60%
)# 10/1/2045   10    9,781 
Federal National Mortgage Assoc.  2.908%
(12 Mo. LIBOR + 1.72%
)# 6/1/2042   22    22,130 
Federal National Mortgage Assoc.  3.137%
(12 Mo. LIBOR + 1.79%
)# 3/1/2042   19    19,974 
Federal National Mortgage Assoc.  3.51%
(12 Mo. LIBOR + 1.78%
)# 10/1/2036   42    44,761 
Federal National Mortgage Assoc.  3.517%
(12 Mo. LIBOR + 1.82%
)# 4/1/2040   34    35,219 
Federal National Mortgage Assoc.  3.532%
(12 Mo. LIBOR + 1.82%
)# 12/1/2040   3    3,249 
Federal National Mortgage Assoc.  3.544%
(12 Mo. LIBOR + 1.80%
)# 10/1/2040   1    1,206 
Federal National Mortgage Assoc.  3.558%
(12 Mo. LIBOR + 1.81%
)# 12/1/2040   2    1,907 
Federal National Mortgage Assoc.  3.687%
(12 Mo. LIBOR + 1.81%
)# 1/1/2042   40    41,768 
Total Government Sponsored Enterprises Pass-Throughs (cost $287,315)           283,981 
                 
MUNICIPAL BONDS 0.20%                
                 
Miscellaneous                
Illinois  3.90%  1/1/2018   5    5,000 
Illinois  4.95%  6/1/2023   7    7,310 
Illinois  5.163%  2/1/2018   50    50,111 
Illinois  5.665%  3/1/2018   25    25,137 
Illinois  5.877%  3/1/2019   15    15,471 
New Jersey Transp Tr Fnd Auth  1.758%  12/15/2018   15    14,912 
Total Municipal Bonds (cost $117,691)              117,941  

 

  See Notes to Financial Statements. 33
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES 21.93%             
A10 Bridge Asset Financing LLC 2015-AA A1  3.30%  5/15/2036  $116   $115,356(b)
Americold LLC 2010-ARTA A1  3.847%  1/14/2029   36    37,021 
AOA Mortgage Trust 2015-1177 A  2.957%  12/13/2029   100    100,696 
Assurant Commercial Mortgage Trust 2016-1A A1  1.362%  5/15/2049   12    12,324 
Aventura Mall Trust 2013-AVM C  3.743%#(i) 12/5/2032   100    101,893 
Bancorp Commercial Mortgage Trust 2016-CRE1 A  2.907%
(1 Mo. LIBOR + 1.43%
)# 11/15/2033   88    88,534 
BB-UBS Trust 2012-TFT A  2.892%  6/5/2030   200    196,787 
BB-UBS Trust 2012-TFT B  3.468%#(i) 6/5/2030   100    97,801 
BB-UBS Trust 2012-TFT C  3.468%#(i) 6/5/2030   100    97,112 
BBCMS Mortgage Trust 2017-GLKS B  2.451%
(1 Mo. LIBOR + 1.20%
)# 11/15/2034   39    39,025 
BBCMS Mortgage Trust 2017-GLKS C  2.651%
(1 Mo. LIBOR + 1.40%
)# 11/15/2034   10    10,006 
Bear Stearns Commercial Mortgage Securities Trust 2004-PWR6 E  5.406%#(i) 11/11/2041   15    15,546 
Bear Stearns Commercial Mortgage Securities Trust 2004-PWR6 F  5.673%#(i) 11/11/2041   25    26,010 
BX Trust 2017-SLCT A  2.397%
(1 Mo. LIBOR + .92%
)# 7/15/2034   55    55,172 
BX Trust 2017-SLCT B  2.677%
(1 Mo. LIBOR + 1.20%
)# 7/15/2034   47    47,037 
BX Trust 2017-SLCT D  3.527%
(1 Mo. LIBOR + 2.05%
)# 7/15/2034   73    73,114 
BX Trust 2017-SLCT E  4.627%
(1 Mo. LIBOR + 3.15%
)# 7/15/2034   60    60,300 
BX Trust 2017-SLCT F  5.727%
(1 Mo. LIBOR + 4.25%
)# 7/15/2034   42    42,302 
BXP Trust 2017-CQHP A  2.327%
(1 Mo. LIBOR + .85%
)# 11/15/2034   43    43,053 
Caesars Palace Las Vegas Trust 2017-VICI A  3.531%  10/15/2034   212    217,020 
Caesars Palace Las Vegas Trust 2017-VICI B  3.835%  10/15/2034   99    101,569 
Caesars Palace Las Vegas Trust 2017-VICI C  4.138%  10/15/2034   149    153,206 
Caesars Palace Las Vegas Trust 2017-VICI D  4.354%#(i) 10/15/2034   40    40,864 
Caesars Palace Las Vegas Trust 2017-VICI E  4.354%#(i) 10/15/2034   140    136,270 
Caesars Palace Las Vegas Trust 2017-VICI XA IO  0.823%#(i) 10/15/2034   1,000    36,691 
Caesars Palace Las Vegas Trust 2017-VICI XB IO  0.393%#(i) 10/15/2034   1,000    18,651 
CCRESG Commercial Mortgage Trust 2016-HEAT B  4.114%  4/10/2029   29    29,221 
CCRESG Commercial Mortgage Trust 2016-HEAT C  4.919%  4/10/2029   29    29,396 
CFCRE Commercial Mortgage Trust 2016-C6 XA IO  1.207%#(i) 11/10/2049   194    15,327 
CFCRE Commercial Mortgage Trust 2016-C7 XA IO  0.789%#(i) 12/10/2054   192    10,486 
CGGS Commercial Mortgage Trust 2016-RNDA DFX  4.387%  2/10/2033   87    86,834 
Chicago Skyscraper Trust 2017-SKY A  2.277%
(1 Mo. LIBOR + .80%
)# 2/15/2030   137    137,353 

 

34 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)             
Chicago Skyscraper Trust 2017-SKY C  2.727%
(1 Mo. LIBOR + 1.25%
)# 2/15/2030  $100   $100,351 
Chicago Skyscraper Trust 2017-SKY XCP IO  2.624%#(i) 2/15/2030   2,938    11,091 
CHT Mortgage Trust 2017-CSMO A  2.31%# 11/15/2036   100    100,202 
CHT Mortgage Trust 2017-CSMO B  2.78%# 11/15/2036   100    100,204 
CHT Mortgage Trust 2017-CSMO D  3.63%# 11/15/2036   100    100,249 
Citigroup Commercial Mortgage Trust 2014-GC19 A1  1.199%  3/10/2047   1    614 
Citigroup Commercial Mortgage Trust 2015-GC27 AAB  2.944%  2/10/2048   10    10,113 
Citigroup Commercial Mortgage Trust 2015-GC31 XA IO  0.446%#(i) 6/10/2048   981    25,073 
Citigroup Commercial Mortgage Trust 2015-SHP2 XCP IO  Zero Coupon#(i) 7/15/2027   46,545    382 
Citigroup Commercial Mortgage Trust 2015-SSHP C  3.577%
(1 Mo. LIBOR + 2.10%
)# 9/15/2027   100    99,626 
Citigroup Commercial Mortgage Trust 2016-SMPL A  2.228%  9/10/2031   100    98,173 
Commercial Mortgage Loan Trust 2008-LS1 ASM  6.077%#(i) 12/10/2049   25    24,525 
Commercial Mortgage Pass-Through Certificates 2004-LB2A G  5.54%#(i) 3/10/2039   35    35,958 
Commercial Mortgage Pass-Through Certificates 2012-CR3 B  3.922%  10/15/2045   200    202,253 
Commercial Mortgage Pass-Through Certificates 2013-CR11 A2  3.047%  8/10/2050   10    10,095 
Commercial Mortgage Pass-Through Certificates 2013-CR6 A2  2.122%  3/10/2046   1    1,175 
Commercial Mortgage Pass-Through Certificates 2013-LC6 A2  1.906%  1/10/2046   3    2,765 
Commercial Mortgage Pass-Through Certificates 2013-SFS A1  1.873%  4/12/2035   114    111,574 
Commercial Mortgage Pass-Through Certificates 2014-FL4 C  3.41%
(1 Mo. LIBOR + 1.95%
)# 7/13/2031   62    63,033 
Commercial Mortgage Pass-Through Certificates 2014-UBS5 XB1 IO  0.098%#(i) 9/10/2047   2,000    19,348 
Commercial Mortgage Pass-Through Certificates 2015-PC1 XA IO  0.751%#(i) 7/10/2050   97    3,488 
Commercial Mortgage Pass-Through Certificates 2016-GCT D  3.461%#(i) 8/10/2029   100    100,299 
Commercial Mortgage Pass-Through Certificates 2016-GCT XA IO  0.784%  8/10/2029   4,000    91,340 

 

  See Notes to Financial Statements. 35
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)              
Commercial Mortgage Pass-Through Certificates 2016-SAVA A  3.152%
(1 Mo. LIBOR + 1.72%
)# 10/15/2034  $105   $104,950 
Commercial Mortgage Pass-Through Certificates 2016-SAVA B  3.732%
(1 Mo. LIBOR + 2.30%
)# 10/15/2034   100    100,378 
Commercial Mortgage Pass-Through Certificates 2016-SAVA XCP IO  2.173%#(i) 10/15/2034   578    9,962(b)
Commercial Mortgage Trust 2016-CD1 XA IO  1.437%#(i) 8/10/2049   56    5,174 
Core Industrial Trust 2015-CALW XA IO  0.81%#(i) 2/10/2034   1,006    29,385 
Credit Suisse First Boston Mortgage Securities Corp. 2006-OMA B1  5.466%  5/15/2023   50    51,442 
Credit Suisse First Boston Mortgage Securities Corp. 2006-OMA B2  5.538%  5/15/2023   200    209,610 
Credit Suisse Mortgage Capital Certificates 2014-USA X1 IO  0.552%#(i) 9/15/2037   1,000    34,995 
Credit Suisse Mortgage Capital Certificates 2015-DEAL A  2.797%
(1 Mo. LIBOR + 1.32%
)# 4/15/2029   72    72,048 
Credit Suisse Mortgage Capital Certificates 2016-MFF B  3.977%
(1 Mo. LIBOR + 2.50%
)# 11/15/2033   50    50,319 
Credit Suisse Mortgage Capital Certificates 2016-MFF C  4.977%
(1 Mo. LIBOR + 3.50%
)# 11/15/2033   50    50,478 
Credit Suisse Mortgage Capital Certificates 2017-HD A  2.427%
(1 Mo. LIBOR + .95%
)# 2/15/2031   50    50,100 
Credit Suisse Mortgage Capital Certificates 2017-HD D  3.977%
(1 Mo. LIBOR + 2.50%
)# 2/15/2031   50    50,127 
Credit Suisse Mortgage Capital Certificates 2017-LSTK A  2.761%  4/5/2033   84    84,259 
Credit Suisse Mortgage Capital Certificates 2017-LSTK B  3.03%  4/5/2033   50    50,171 
Credit Suisse Mortgage Capital Certificates 2017-LSTK C  3.229%  4/5/2033   50    50,249 
Credit Suisse Mortgage Capital Certificates 2017-LSTK D  3.331%#(i) 4/5/2033   50    49,825 
Credit Suisse Mortgage Capital Certificates 2017-MOON A  3.197%  7/10/2034   60    61,489(b)
Credit Suisse Mortgage Capital Certificates 2017-MOON B  3.197%#(i) 7/10/2034   50    50,911(b)
Credit Suisse Mortgage Capital Certificates 2017-MOON C  3.197%#(i) 7/10/2034   109    109,884(b)
Credit Suisse Mortgage Capital Certificates 2017-MOON D  3.197%#(i) 7/10/2034   50    49,048(b)
Credit Suisse Mortgage Capital Certificates 2017-MOON X IO  Zero Coupon#(i) 7/10/2034   28,675    44,590(b)

 

36 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)             
Credit Suisse Mortgage Capital Certificates Trust 2017-HD XCP IO  1.935%#(i) 2/15/2031  $1,376   $25,357(b)
Credit Suisse Mortgage Capital Certificates Trust 2017-PFHP A  2.245%# 12/15/2020   50    50,024 
CSAIL Commercial Mortgage Trust 2015-C4 A2  3.157%  11/15/2048   10    10,145 
CSAIL Commercial Mortgage Trust 2016-C6 XA IO  1.809%#(i) 1/15/2049   994    103,902 
DBJPM Mortgage Trust 2016-C3 XA IO  1.512%#(i) 9/10/2049   198    20,000 
DBUBS Mortgage Trust 2011-LC2A D  5.542%#(i) 7/10/2044   100    104,346 
DBWF Mortgage Trust 2015-LCM A1  2.998%  6/10/2034   20    20,051 
DBWF Mortgage Trust 2016-85T XA IO  0.014%#(i) 12/10/2036   3,140    13,094 
GAHR Commercial Mortgage Trust 2015-NRF BFX  3.382%#(i) 12/15/2034   100    101,189 
GAHR Commercial Mortgage Trust 2015-NRF CFX  3.382%#(i) 12/15/2034   323    325,311 
GS Mortgage Securities Corp. II 2013-GC10 A3  2.613%  2/10/2046   74    74,079 
GS Mortgage Securities Corp. Trust 2016-RENT C  4.067%#(i) 2/10/2029   100    101,987 
GS Mortgage Securities Corp. Trust 2017-485L XB IO  0.111%#(i) 2/10/2037   1,590    20,726(b)
GS Mortgage Securities Corp. Trust 2017-GPTX C  3.302%  5/10/2034   100    99,961 
GS Mortgage Securities Corp. Trust 2017-STAY A   2.327%
(1 Mo. LIBOR + .85%
)# 7/15/2032   100    99,562 
GS Mortgage Securities Trust 2011-GC5 B  5.398%#(i) 8/10/2044   107    114,250 
GS Mortgage Securities Trust 2012-GC6 XA IO  1.956%#(i) 1/10/2045   300    19,116 
GS Mortgage Securities Trust 2012-GCJ7 B  4.74%  5/10/2045   20    21,062 
GS Mortgage Securities Trust 2013-G1 A2  3.557%#(i) 4/10/2031   100    98,758 
GS Mortgage Securities Trust 2015-GS1 XB IO  0.184%#(i) 11/10/2048   1,082    17,761 
GS Mortgage Securities Trust 2016-GS4 225A  2.636%  11/10/2029   15    14,820(b)
GS Mortgage Securities Trust 2016-GS4 225C  3.778%  11/10/2029   26    25,867(b)
GS Mortgage Securities Trust 2016-GS4 225D  4.766%  11/10/2029   35    34,924(b)
H/2 Asset Funding 2015-1A-AFL  2.633%  6/24/2049   13    12,954(b)
H/2 Asset Funding 2015-1A-AFX  3.353%  6/24/2049   13    12,742(b)
H/2 Asset Funding 2015-1A-BFX  3.993%  6/24/2049   25    24,087(b)
HMH Trust 2017-NSS A  3.062%  7/5/2031   100    99,602 
HMH Trust 2017-NSS B  3.343%  7/5/2031   100    100,264 
HMH Trust 2017-NSS C  3.787%  7/5/2031   100    99,245 
HMH Trust 2017-NSS D  4.723%  7/5/2031   100    99,297 
Hospitality Mortgage Trust 2017-HIT D 3.394%
(1 Mo. LIBOR + 2.15%
)# 5/8/2030   100    100,326 
Hospitality Mortgage Trust 2017-HIT E 4.794%
(1 Mo. LIBOR + 3.55%
)# 5/8/2030   100    100,673 
Hudsons Bay Simon JV Trust 2015-HB7 A7  3.914%  8/5/2034   100    101,608 

 

  See Notes to Financial Statements. 37
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)             
Hudsons Bay Simon JV Trust 2015-HB7 B7  4.666%  8/5/2034  $179   $178,071 
Hudsons Bay Simon JV Trust 2015-HB7 XA7 IO  1.245%#(i) 8/5/2034   1,000    53,465 
Irvine Core Office Trust 2013-IRV A1  2.068%  5/15/2048   29    28,470 
Irvine Core Office Trust 2013-IRV A2  3.173%#(i) 5/15/2048   10    10,169 
JPMorgan Chase Commercial Mortgage Securities Trust 2009-IWST C  7.445%#(i) 12/5/2027   25    27,251 
JPMorgan Chase Commercial Mortgage Securities Trust 2012-C6 B  4.819%#(i) 5/15/2045   11    11,657 
JPMorgan Chase Commercial Mortgage Securities Trust 2012-WLDN A  3.905%  5/5/2030   95    97,811 
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C19 A2  3.046%  4/15/2047   25    25,156 
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C24 A1  1.539%  11/15/2047   4    4,011 
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C26 XA IO  1.132%#(i) 1/15/2048   967    46,493 
JPMorgan Chase Commercial Mortgage Securities Trust 2014-DSTY A  3.429%  6/10/2027   200    201,520 
JPMorgan Chase Commercial Mortgage Securities Trust 2015-C30 XA IO  0.685%#(i) 7/15/2048   978    31,015 
JPMorgan Chase Commercial Mortgage Securities Trust 2015-C32 ASB  3.358%  11/15/2048   20    20,536 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-JP4 XA IO  0.815%#(i) 12/15/2049   993    44,101 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI A  2.798%  10/5/2031   30    30,057 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI B  3.201%  10/5/2031   25    25,115 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI C  3.554%  10/5/2031   20    20,131 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI D  4.009%#(i) 10/5/2031   35    35,195 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI E  4.009%#(i) 10/5/2031   12    11,846 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI XB IO  0.657%#(i) 10/5/2031   1,000    21,944(b)
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WPT A  2.927%
(1 Mo. LIBOR + 1.45%
)# 10/15/2033   68    68,237 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WPT C  4.327%
(1 Mo. LIBOR + 2.85%
)# 10/15/2033   10    10,069 
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WPT D  5.227%
(1 Mo. LIBOR + 3.75%
)# 10/15/2033   27    27,278 

 

38 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)                
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WPT XCP IO  1.198%#(i) 10/15/2018  $4,967   $49,447 
JPMorgan Chase Commercial Mortgage Securities Trust 2017-JP7 XA IO  1.093%#(i) 9/15/2050   999    75,144 
JPMorgan Chase Commercial Mortgage Securities Trust 2017-MARK A  3.392%  6/5/2032   67    68,208 
JPMorgan Chase Commercial Mortgage Securities Trust 2017-MARK B  3.795%  6/5/2032   27    27,546 
JPMorgan Chase Commercial Mortgage Securities Trust 2017-MARK C  4.036%#(i) 6/5/2032   20    20,414 
JPMorgan Chase Commercial Mortgage Securities Trust 2017-MAUI C  2.727%
(1 Mo. LIBOR + 1.25%
)# 7/15/2034   20    20,038 
JPMorgan Chase Commercial Mortgage Securities Trust 2017-MAUI D  3.427%
(1 Mo. LIBOR + 1.95%
)# 7/15/2034   31    31,071 
LMREC, Inc. 2015-CRE1 A  3.285%
(1 Mo. LIBOR + 1.75%
)# 2/22/2032   100    100,958 
LSTAR Commercial Mortgage Trust 2015-3 A2  2.729%#(i) 4/20/2048   8    7,664 
LSTAR Commercial Mortgage Trust 2015-3 A3  3.113%#(i) 4/20/2048   56    56,144 
LSTAR Commercial Mortgage Trust 2016-4 XA IO  1.952%#(i) 3/10/2049   993    74,770 
LSTAR Commercial Mortgage Trust 2017-5 A1  2.417%  3/10/2050   99    98,326 
LSTAR Commercial Mortgage Trust 2017-5 A2  2.776%  3/10/2050   100    99,641 
LSTAR Commercial Mortgage Trust 2017-5 A3  4.50%  3/10/2050   100    107,043 
Morgan Stanley Bank of America Merrill Lynch Trust 2012-CKSV A1  2.117%  10/15/2030   53    51,529 
Morgan Stanley Bank of America Merrill Lynch Trust 2013-C12 A2  3.001%  10/15/2046   10    10,049 
Morgan Stanley Bank of America Merrill Lynch Trust 2015-C23 XA IO  0.732%#(i) 7/15/2050   488    16,390 
Morgan Stanley Bank of America Merrill Lynch Trust 2015-C24 ASB  3.479%  5/15/2048   21    21,683 
Morgan Stanley Bank of America Merrill Lynch Trust 2016-C31 XA IO  1.456%#(i) 11/15/2049   989    88,958 
Morgan Stanley Capital Barclays Bank Trust 2016-MART B  2.48%  9/13/2031   50    49,151 
Morgan Stanley Capital Barclays Bank Trust 2016-MART C  2.817%  9/13/2031   100    98,614 
Morgan Stanley Capital Barclays Bank Trust 2016-MART XCP IO  0.316%#(i) 9/13/2031   9,863    29,342(b)
Morgan Stanley Capital I Trust 2012-C4 B  5.213%#(i) 3/15/2045   100    107,403 
Morgan Stanley Capital I Trust 2014-MP A  3.469%  8/11/2033   100    102,451 
Morgan Stanley Capital I Trust 2015-UBS8 ASB  3.626%  12/15/2048   12    12,451 
Morgan Stanley Capital I Trust 2016-UB11 XB IO  0.995%#(i) 8/15/2049   1,000    71,216 

 

  See Notes to Financial Statements. 39
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)             
Morgan Stanley Capital I Trust 2017-PRME D  4.877%
(1 Mo. LIBOR + 3.40%
)# 2/15/2034  $90   $90,398 
MSCG Trust 2015-ALDR A1  2.612%  6/7/2035   20    19,178 
MSCG Trust 2016-SNR A  3.348%#(i) 11/15/2034   69    68,657 
MSCG Trust 2016-SNR B  4.181%  11/15/2034   33    33,097 
MSCG Trust 2016-SNR C  5.205%  11/15/2034   25    25,425 
Nationslink Funding Corp. 1999-LTL1 D  6.45%  1/22/2026   21    21,820 
Palisades Center Trust 2016-PLSD A  2.713%  4/13/2033   10    9,944 
Palisades Center Trust 2016-PLSD D  4.737%  4/13/2033   77    77,186 
Palisades Center Trust 2016-PLSD XCP IO  0.965%#(i) 5/13/2018   1,000    4,085 
PFP Ltd. 2017-3 A  2.482%
(1 Mo. LIBOR + 1.05%
)# 1/14/2035   94    94,177 
PFP Ltd. 2017-3 B  3.182%
(1 Mo. LIBOR + 1.75%
)# 1/14/2035   100    100,398 
PFP Ltd. 2017-3 D  4.932%
(1 Mo. LIBOR + 3.50%
)# 1/14/2035   100    100,833 
Prima Capital CRE Securitization Ltd. 2016-6A A  2.85%  8/25/2040   131    131,590(b)
Prima Capital CRE Securitization 2006-1  2.55%  8/26/2049   80    79,997 
RAIT Trust 2017-FL8 A  2.10%
(1 Mo. LIBOR + .85%
)# 12/15/2037   49    49,389 
RBS Commercial Funding, Inc. Trust 2013-SMV A  3.26%  3/11/2031   100    100,162 
ReadyCap Commercial Mortgage Trust 2015-2 A  3.804%  6/25/2055   38    38,653 
ReadyCap Mortgage Trust 2016-3 A  2.94%  11/20/2038   162    161,995 
Shops at Crystals Trust 2016-CSTL XB IO  0.203%#(i) 7/5/2036   1,000    18,155 
Stonemont Portfolio Trust 2017-MONT D  3.551%
(1 Mo. LIBOR + 2.05%
)# 8/20/2030   100    100,188 
Stonemont Portfolio Trust 2017-MONT E  4.251%
(1 Mo. LIBOR + 2.75%
)# 8/20/2030   149    149,279 
Stonemont Portfolio Trust 2017-MONT F  5.101%
(1 Mo. LIBOR + 3.60%
)# 8/20/2030   17    17,032 
Stonemont Portfolio Trust 2017-MONT XCP IO  0.638%#(i) 8/20/2030   14,750    90,418 
UBS-BAMLL Trust 2012-WRM D  4.238%#(i) 6/10/2030   100    98,292 
UBS-Barclays Commercial Mortgage Trust 2012-C2 A4  3.525%  5/10/2063   34    35,147 
UBS-Barclays Commercial Mortgage Trust 2012-C4 A5  2.85%  12/10/2045   75    75,338 
UBS-Barclays Commercial Mortgage Trust 2013-C5 A4  3.185%  3/10/2046   52    52,992 
UBS-Barclays Commercial Mortgage Trust 2013-C5 XA IO  0.993%#(i) 3/10/2046   911    37,524 
UBS-Citigroup Commercial Mortgage Trust 2011-C1 A3  3.595%  1/10/2045   82    83,729 
VNDO Mortgage Trust 2012-6AVE A  2.996%  11/15/2030   300    303,062 
Wachovia Bank Commercial Mortgage Trust 2005-C21 D  5.291%#(i) 10/15/2044   10    9,968 

 

40 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)             
Waldorf Astoria Boca Raton Trust 2016-BOCA C  3.977%
(1 Mo. LIBOR + 2.50%
)# 6/15/2029  $100   $100,170 
Waldorf Astoria Boca Raton Trust 2016-BOCA E  5.827%
(1 Mo. LIBOR + 4.35%
)# 6/15/2029   27    27,085 
Wells Fargo Commercial Mortgage Trust 2010-C1 C  5.598%#(i) 11/15/2043   100    104,961 
Wells Fargo Commercial Mortgage Trust 2015-C26 ASB  2.991%  2/15/2048   21    21,240 
Wells Fargo Commercial Mortgage Trust 2015-C29 ASB  3.40%  6/15/2048   10    10,288 
Wells Fargo Commercial Mortgage Trust 2015-C29 XB IO  0.018%#(i) 6/15/2048   2,000    6,506 
Wells Fargo Commercial Mortgage Trust 2015-NXS4 A2A  3.075%  12/15/2048   10    10,124 
Wells Fargo Commercial Mortgage Trust 2015-NXS4 A2B  4.60%#(i) 12/15/2048   36    38,035 
Wells Fargo Commercial Mortgage Trust 2015-SG1 XA IO  0.784%#(i) 9/15/2048   974    41,882 
Wells Fargo Commercial Mortgage Trust 2016-BNK1 XA IO  1.796%#(i) 8/15/2049   988    114,424 
West Town Mall Trust 2017-KNOX A  3.823%  7/5/2030   74    75,338 
West Town Mall Trust 2017-KNOX B  4.322%  7/5/2030   31    31,572 
West Town Mall Trust 2017-KNOX C  4.346%#(i) 7/5/2030   25    24,671 
West Town Mall Trust 2017-KNOX D  4.346%#(i) 7/5/2030   25    23,827 
West Town Mall Trust 2017-KNOX E  4.346%#(i) 7/5/2030   16    14,613 
West Town Mall Trust 2017-KNOX X IO  0.376%#(i) 7/5/2030   1,604    26,003 
WF-RBS Commercial Mortgage Trust 2011-C2 A4  4.869%#(i) 2/15/2044   25    26,240 
WF-RBS Commercial Mortgage Trust 2011-C4 A3  4.394%  6/15/2044   59    60,210 
WF-RBS Commercial Mortgage Trust 2012-C7 B  4.761%#(i) 6/15/2045   25    25,810 
WF-RBS Commercial Mortgage Trust 2012-C8 A2  1.881%  8/15/2045   (a)   3 
WF-RBS Commercial Mortgage Trust 2012-C8 XA IO  1.851%#(i) 8/15/2045   357    24,053 
WF-RBS Commercial Mortgage Trust 2012-C9 A3  2.87%  11/15/2045   274    276,088 
WFCG Commercial Mortgage Trust 2015-BXRP A  2.599%
(1 Mo. LIBOR + 1.12%
)# 11/15/2029   25    24,758 
Total Non-Agency Commercial Mortgage-Backed Securities (cost $13,221,500)           13,131,650 
                 
          Shares
(000)
     
PREFERRED STOCK 0.02%                
                 
Oil                
Templar Energy LLC Units
(cost $10,685)
         1    10,151 

 

  See Notes to Financial Statements. 41
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
U.S. TREASURY OBLIGATIONS 1.40%                
U.S. Treasury Note  1.50%  10/31/2019  $227   $225,439 
U.S. Treasury Note  1.625%  12/31/2019   151    150,211 
U.S. Treasury Note  1.75%  11/30/2019   462    460,834 
Total U.S. Treasury Obligations (cost $839,671)              836,484 
Total Long-Term Investments (cost $57,971,782)              57,863,240 
                 
SHORT-TERM INVESTMENTS 3.00%                
                 
COMMERCIAL PAPER 0.16%                
                 
Automotive                
Ford Motor Credit Co.
(cost $98,916)
  2.058%  7/16/2018   100    98,912 
                 
CORPORATE BONDS 0.52%                
                 
Banks: Regional 0.33%                
Intesa Sanpaolo SpA (Italy)(c)  3.875%  1/16/2018   200    200,135 
                 
Electric: Power 0.02%                
TransAlta Corp. (Canada)(c)  6.90%  5/15/2018   11    11,184 
                 
Media 0.02%                
Sky plc (United Kingdom)†(c)  6.10%  2/15/2018   10    10,047 
                 
Oil: Crude Producers 0.14%                
Kinder Morgan Finance Co. LLC  6.00%  1/15/2018   87    87,154 
                 
Telecommunications 0.01%                
Nortel Networks Ltd. (Canada)(c)(j)  10.75%  7/15/2016   76    4,275 
Total Corporate Bonds (cost $312,467)              312,795 
                 
REPURCHASE AGREEMENT 2.32%                
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $1,460,000 of U.S. Treasury Note at 1.125% due 2/28/2021; value: $1,424,055; proceeds: $1,392,629 (cost $1,392,545)         1,393    1,392,545 
Total Short-Term Investments (cost $1,803,928)              1,804,252 
Total Investments in Securities 99.63% (cost $59,775,710)              59,667,492 
Cash, Foreign Cash and Other Assets in Excess of Liabilities(k) 0.37%              220,412 
Net Assets 100.00%             $59,887,904 

 

42 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

IO   Interest Only.
LIBOR   London Interbank Offered Rate.
PIK   Payment-in-kind.
Units   More than one class of securities traded together.
  Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
#   Variable rate security. The interest rate represents the rate in effect at December 31, 2017.
(a)   Amount is less than $1,000.
(b)   Level 3 Investment as described in Note 2(l) in the Notes to Financials. Security valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of such Level 3 investments.
(c)   Foreign security traded in U.S. dollars.
(d)   Variable Rate is Fixed to Float: Rate remains fixed until designated future date.
(e)   Security is perpetual in nature and has no stated maturity.
(f)   Floating Rate Loans in which the Fund invests generally pay interest at rates which are periodically re-determined at a margin above the London Interbank Offered Rate (“LIBOR”) or the prime rate offered by major U.S. banks. The rate(s) shown is the rate(s) in effect at December 31, 2017.
(g)   Floating Rate Loans categorized as Level 3 are valued based on a single quotation obtained from a dealer. Accounting principles generally accepted in the United States of America do not require the Fund to create quantitative unobservable inputs that were not developed by the Fund. Therefore, the Fund does not have access to unobservable inputs and cannot disclose such inputs in the valuation.
(h)   Interest rate to be determined.
(i)   Interest rate is based on the weighted average interest rates of the underlying mortgages within the mortgage pool.
(j)   Defaulted (non-income producing security).
(k)   Cash, Foreign Cash and Other Assets in Excess of Liabilities include net unrealized appreciation (depreciation) on open forward foreign currency exchange contracts and futures contracts as follows:

 

  See Notes to Financial Statements. 43
 

Schedule of Investments (continued)

December 31, 2017

 

Open Forward Foreign Currency Exchange Contracts at December 31, 2017:

 

Forward
Foreign
Currency
Exchange
Contracts
  Transaction
Type
  Counterparty   Expiration
Date
  Foreign
Currency
  U.S. $
Cost on
Origination
Date
  U.S. $
Current
Value
  Unrealized
Appreciation
 
euro   Buy   Morgan Stanley   2/16/2018   5,585   $6,656   $6,718   $62  
                               
Forward
Foreign
Currency
Exchange
Contracts
  Transaction
Type
  Counterparty   Expiration
Date
  Foreign
Currency
  U.S. $
Cost on
Origination
Date
  U.S. $
Current
Value
  Unrealized
Depreciation
 
euro    Sell   State Street Bank and Trust   2/16/2018   13,000   $15,375   $15,637   $(262)  

 

Open Futures Contracts at December 31, 2017:

 

Type  Expiration  Contracts  Position   Notional
Amount
   Notional
Value
   Unrealized
Appreciation
 
U.S. 10-Year Treasury Note  March 2018  1  Short   $   (124,430)   $   (124,047)   $   383 
U.S. 5-Year Treasury Note  March 2018  8  Short   (932,079)   (929,312)   2,767 
Totals            $(1,056,509)   $(1,053,359)   $3,150 
                       
Type  Expiration  Contracts  Position   Notional
Amount
   Notional
Value
   Unrealized
Depreciation
 
U.S. 2-Year Treasury Note  March 2018  44  Long   $9,434,625   $9,420,813   $(13,812)

 

44 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)(3)  Level 1   Level 2   Level 3   Total 
Asset-Backed Securities  $   $17,449,599   $   $17,449,599 
Common Stock       160        160 
Convertible Bond       84,105        84,105 
Corporate Bonds                    
Coal       8,330    10,506    18,836 
Remaining Industries       22,146,693        22,146,693 
Floating Rate Loans                    
Aerospace/Defense       6,165        6,165 
Biotechnology Research & Production           132,126    132,126 
Chemicals       58,525    204,560    263,085 
Computer Hardware       231,877        231,877 
Containers       70,488    41,019    111,507 
Drugs           63,243    63,243 
Electric: Power       51,173    173,347    224,520 
Electrical Equipment           78,638    78,638 
Electronics           27,300    27,300 
Food       25,813        25,813 
Health Care Products           82,916    82,916 
Health Care Services           1,916    1,916 
Investment Management Companies       31,577        31,577 
Lodging           54,587    54,587 
Machinery: Industrial/Specialty           34,482    34,482 
Manufacturing       50,754        50,754 
Media       26,046        26,046 
Miscellaneous       6,863    59,470    66,333 
Oil           19,938    19,938 
Oil: Crude Producers           35,481    35,481 
Real Estate Investment Trusts           105,834    105,834 
Retail       177,787        177,787 
Technology       12,466        12,466 
Telecommunications       43,952        43,952 
Foreign Government Obligations       132,718        132,718 
Government Sponsored Enterprises Collateralized Mortgage Obligations       2,055,374        2,055,374 
Government Sponsored Enterprises Pass-Throughs       283,981        283,981 
Municipal Bonds       117,941        117,941 
Non-Agency Commercial Mortgage-Backed Securities       12,812,911    318,739    13,131,650 
Preferred Stock       10,151        10,151 
U.S. Treasury Obligations       836,484        836,484 
Commercial Paper       98,912        98,912 
Repurchase Agreement       1,392,545        1,392,545 
Total  $   $58,223,390   $1,444,102   $59,667,492 

 

  See Notes to Financial Statements. 45
 

Schedule of Investments (concluded)

December 31, 2017

 

Other Financial Instruments  Level 1   Level 2   Level 3   Total 
Forward Foreign Currency Exchange Contracts                    
Assets  $   $62   $   $62 
Liabilities        (262)       (262)
Futures Contracts                     
Assets    3,150            3,150 
Liabilities   (13,812)           (13,812)
Total  $(10,662)  $(200)  $   $(10,862)

 

(1)   Refer to Note 2(l) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)   See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography. The table above is presented by Investment Type. Industries are presented within an Investment Type should such Investment Type include securities classified as two or more levels within the three-tier fair value hierarchy. Each Level 3 security is identified on the Schedule of Investment along with the valuation technique utilized.
(3)   There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.

 

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

 

Investment Type  Asset-Backed
Securities
   Corporate
Bonds
   Floating
Rate Loans
   Non-Agency
Commercial
Mortgage-Backed
Securities
 
Balance as of January 1, 2017  $99,474   $   $923,403   $707,721 
Accrued Discounts (Premiums)       (1)   670    (38,539)
Realized Gain (Loss)           2,946     
Change in Unrealized Appreciation (Depreciation)       (43)   528    465 
Purchases       10,550    1,192,474    182,042 
Sales           (818,467)   (182,250)
Transfers into Level 3           16,936     
Transfers out of Level 3  $(99,474)       (203,633)   (350,700)
Balance as of December 31, 2017      $10,506   $1,114,857   $318,739 
Net change in unrealized appreciation/depreciation for year ended December 31, 2017 related to Level 3 investments held at December 31, 2017  $   $(43)  $1,257   $465 

 

46 See Notes to Financial Statements.
 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:    
Investments in securities, at fair value (cost $59,775,710)  $59,667,492 
Cash  23,876 
Deposits with brokers for futures collateral  16,859 
Foreign cash, at value (cost $8,914)  8,897 
Receivables:    
Interest  416,606 
Investment securities sold  84,886 
Capital shares sold  47,590 
From advisor (See Note 3)  5,728 
Variation margin for futures contracts  1,261 
Unrealized appreciation on forward foreign currency exchange contracts  62 
Prepaid expenses  276 
Total assets  60,273,533 
LIABILITIES:    
Payables:    
Investment securities purchased  253,349 
Management fee  17,838 
Fund administration  2,039 
Directors’ fees  1,966 
Capital shares reacquired  348 
Unrealized depreciation on forward foreign currency exchange contracts  262 
Accrued expenses  109,827 
Total liabilities  385,629 
NET ASSETS  $59,887,904 
COMPOSITION OF NET ASSETS:    
Paid-in capital  $61,906,180 
Undistributed net investment income  11,873 
Accumulated net realized loss on investments, futures contracts and foreign currency related transactions  (1,911,053)
Net unrealized depreciation on investments, futures contracts and translation of assets and liabilities denominated in foreign currencies  (119,096)
Net Assets  $59,887,904 
Outstanding shares (200 million shares of common stock authorized, $.001 par value)  4,165,927 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)  $14.38 

 

  See Notes to Financial Statements. 47
 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:     
Dividends  $235 
Interest and other (net of foreign withholding taxes of $172)   1,518,688 
Total investment income   1,518,923 
Expenses:     
Management fee   186,203 
Non 12b-1 service fees   133,150 
Shareholder servicing   56,259 
Professional   53,730 
Reports to shareholders   22,287 
Fund administration   21,280 
Custody   18,652 
Directors’ fees   1,451 
Other   4,948 
Gross expenses   497,960 
Expense reductions (See Note 9)   (486)
Fees waived and expenses reimbursed (See Note 3)   (71,867)
Net expenses   425,607 
Net investment income   1,093,316 
Net realized and unrealized gain (loss):     
Net realized gain on investments   58,443 
Net realized loss on futures contracts   (24,117)
Net realized loss on foreign currency exchange contracts   (1,364)
Net realized gain on foreign currency related translations   396 
Net change in unrealized appreciation/depreciation on investments   (35,235)
Net change in unrealized appreciation/depreciation on futures contracts   (9,118)
Net change in unrealized appreciation/depreciation on foreign currency exchange contracts   (1,164)
Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies   (11)
Net realized and unrealized loss   (12,170)
Net Increase in Net Assets Resulting From Operations  $1,081,146 

 

48 See Notes to Financial Statements.
 

Statements of Changes in Net Assets

 

INCREASE IN NET ASSETS  For the Year Ended
December 31, 2017
   For the Year Ended
December 31, 2016
 
Operations:          
Net investment income  $1,093,316   $664,907 
Net realized gain (loss) on investments, futures contracts and foreign currency related transactions   33,358    (78,539)
Net change in unrealized appreciation/depreciation on investments, futures contracts and translation of assets and liabilities denominated in foreign currencies   (45,528)   247,087 
Net increase in net assets resulting from operations   1,081,146    833,455 
Distributions to shareholders from:          
Net investment income   (2,047,290)   (1,192,100)
Capital share transactions (See Note 14):          
Proceeds from sales of shares   33,186,207    32,551,047 
Reinvestment of distributions   2,047,290    1,192,100 
Cost of shares reacquired   (21,598,047)   (7,969,058)
Net increase in net assets resulting from capital share transactions   13,635,450    25,774,089 
Net increase in net assets   12,669,306    25,415,444 
NET ASSETS:          
Beginning of year  $47,218,598   $21,803,154 
End of year  $59,887,904   $47,218,598 
Undistributed net investment income  $11,873   $1,788 

 

  See Notes to Financial Statements. 49
 

Financial Highlights

 

       Per Share Operating Performance:
       Investment operations:  Distributions to
shareholders from:
   Net asset
value,
beginning
of period
  Net
investment
income(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
investment
operations
  Net
investment
income
  Return
of
capital
12/31/2017   $14.57    $0.30    $0.02    $0.32    $(0.51)  $ 
12/31/2016   14.43    0.33    0.19    0.52    (0.38)    
12/31/2015   14.72    0.27    (0.21)   0.06    (0.34)   (0.01)
12/31/2014(c)(d)   15.00    0.18    (0.15)   0.03    (0.31)    

 

(a)   Calculated using average shares outstanding during the period.
(b)   Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.
(c)   Commencement of operations was 4/4/2014, SEC effective date was 4/14/2014 and date shares first became available to the public was 5/1/2014.
(d)   Net investment income, net realized and unrealized gain (loss) amounted to less than $.01 for the period 4/4/2014 through 4/14/2014.
(e)   Not annualized.
(f)   Total return for the period 4/14/2014 through 12/31/2014 was also 0.22%.
(g)   Annualized.

 

50 See Notes to Financial Statements.
 
            Ratios to Average Net Assets:  Supplemental Data:
Total
distri-
butions
  Net
asset
value,
end of
period
  Total
return(b)
(%)
  Total expenses
after waivers
and/or
reimbursements
(%)
  Total
expenses
(%)
  Net
investment
income
(%)
  Net
assets,
end of
period
(000)
  Portfolio
turnover
rate
(%)
 $(0.51)  $14.38    2.19    0.80    0.94    2.05    $59,888    75 
 (0.38)   14.57    3.47    0.80    1.04    2.21    47,219    69 
 (0.35)   14.43    0.58    0.80    1.45    1.79    21,803    61 
 (0.31)   14.72    0.22(e)(f)    0.80(g)    2.02(g)    1.61(g)    7,680    103(e) 

 

  See Notes to Financial Statements. 51
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Short Duration Income Portfolio (the “Fund”).

 

The Fund’s investment objective is to seek a high level of income consistent with preservation of capital. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a) Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used. Fixed income securities are valued based on evaluated prices supplied by independent pricing services, which reflect broker/dealer supplied valuations and the independent pricing services’ own electronic data processing techniques. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used. Floating rate loans are valued at the average of bid and ask quotations obtained from dealers in loans on the basis of prices supplied by independent pricing services. Forward foreign currency exchange contracts are valued using daily forward exchange rates.

 

52

 

Notes to Financial Statements (continued)

 

  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values, yield curves, broker quotes, observable trading activity, option adjusted spread models and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
   
  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
   
(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remain open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending on jurisdiction
   
(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions, if any, are included in Net realized loss on futures contracts and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

 

53

 

Notes to Financial Statements (continued)

 

(g) Forward Foreign Currency Exchange Contracts–The Fund may enter into forward foreign currency exchange contracts in order to reduce exposure to changes in foreign currency exchange rates on foreign portfolio holdings, or gain or reduce exposure to foreign currency solely for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts and translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized gain on futures contracts and foreign currency related transactions in the Fund’s Statement of Operations.
   
(h) Futures ContractsThe Fund may purchase and sell futures contracts to enhance returns, to attempt to economically hedge some of its investment risk, or as a substitute position in lieu of holding the underlying asset on which the instrument is based. At the time of entering into a futures transaction, an investor is required to deposit and maintain a specified amount of cash or eligible securities called “initial margin.” Subsequent payments made or received by the Fund called “variation margin” are made on a daily basis as the market price of the futures contract fluctuates. The Fund will record an unrealized gain (loss) based on the amount of variation margin. When a contract is closed, a realized gain (loss) is recorded equal to the difference between the opening and closing value of the contract.
   
(i) When-Issued, Forward Transactions or To-Be-Announced (“TBA”) TransactionsThe Fund may purchase portfolio securities on a when-issued or forward basis. When-issued, forward transactions or TBA transactions involve a commitment by a fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the fair value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and fair value of the security in determining its net asset value (“NAV”). The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.
   
(j) Repurchase AgreementsThe Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time

 

54

 

Notes to Financial Statements (continued)

 

  when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(k) Floating Rate Loans–The Fund may invest in floating rate loans, which usually take the form of loan participations and assignments. Loan participations and assignments are agreements to make money available to U.S. or foreign corporations, partnerships or other business entities (the “Borrower”) in a specified amount, at a specified rate and within a specified time. A loan is typically originated, negotiated and structured by a U.S. or foreign bank, insurance company or other financial institution (the “Agent”) for a group of loan investors (“Loan Investors”). The Agent typically administers and enforces the loan on behalf of the other Loan Investors in the syndicate and may hold any collateral on behalf of the Loan Investors. Such loan participations and assignments are typically senior, secured and collateralized in nature. The Fund records an investment when the Borrower withdraws money and records interest as earned. These loans pay interest at rates which are periodically reset by reference to a base lending rate plus a spread. These base lending rates are generally the prime rate offered by a designated U.S. bank or London InterBank Offered Rate (“LIBOR”).
   
  The loans in which the Fund invests may be subject to some restrictions on resale. For example, the Fund may be contractually obligated to receive approval from the Agent and/or Borrower prior to the sale of these investments. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the Borrower. As a result, the Fund assumes the credit risk of the Borrower, the selling participant and any other persons interpositioned between the Fund and the Borrower (“Intermediate Participants”). In the event that the Borrower, selling participant or Intermediate Participants become insolvent or enter into bankruptcy, the Fund may incur certain costs and delays in realizing payment or may suffer a loss of principal and/or interest.
   
  Unfunded commitments represent the remaining obligation of the Fund to the Borrower. At any point in time, up to the maturity date of the issue, the Borrower may demand the unfunded portion. Until demanded by the Borrower, unfunded commitments are not recognized as an asset on the Statement of Assets and Liabilities. Unrealized appreciation/depreciation on unfunded commitments presented on the Statement of Assets and Liabilities represents mark to market of the unfunded portion of the Fund’s floating rate notes. As of December 31, 2017, the Fund did not have unfunded loan commitments.
   
(l) Fair Value MeasurementsFair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk — for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy
   

 

55

 

Notes to Financial Statements (continued)

 

  classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

 

  Level 1 unadjusted quoted prices in active markets for identical investments;
         
  Level 2 other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
         
  Level 3 significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

 

  A summary of inputs used in valuing the Fund’s investments and other financial instruments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
   
  Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .35%
Next $1 billion .30%
Over $2 billion .25%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of 0.21% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net operating expenses to an annual rate of .80%. This agreement may be terminated only upon the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other

 

56

 

Notes to Financial Statements (continued)

 

administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016 was as follows:

 

  Year Ended
12/31/2017
  Year Ended
12/31/2016
Distributions paid from:     
Ordinary income  $2,047,290    $1,192,100 
Total distributions paid  $2,047,290    $1,192,100 

 

As of December 31, 2017, the components of accumulated losses on a tax-basis were as follows:

 

Undistributed ordinary income - net  $13,839 
Total undistributed earnings   13,839 
Capital loss carryforwards*   (806,015)
Temporary differences   (1,966)
Unrealized losses   (1,224,134)
Total accumulated losses   (2,018,276)

 

* The capital losses will carry forward indefinitely.

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $60,880,748 
Gross unrealized gain   185,336 
Gross unrealized loss   (1,409,454)
Net unrealized security loss  $(1,224,118)

 

The difference between book-basis unrealized gains (losses) is primarily attributable to the tax treatment of forward currency contracts, futures, amortization of premium and wash sales.

 

Permanent items identified during the fiscal year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

 

 

57

 

Notes to Financial Statements (continued)

 

Undistributed
Net Investment
Income
  Accumulated
Net Realized
Loss
 
$ 964,059  $(964,059)

 

The permanent differences are primarily attributable to the tax treatment of foreign currency transactions, certain securities, premium amortization, and principal paydown gains and losses.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

U.S.
Government
Purchases
  Non-U.S.
Government
Purchases
  U.S.
Government
Sales
 Non-U.S.
Government
Sales
$7,195,203  $44,967,116  $7,276,860 $30,273,342

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades purchases of $754,503.

 

6. DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES  

 

The Fund entered into forward foreign currency exchange contracts for the fiscal year ended December 31, 2017 (as described in note 2(g)). A forward foreign currency exchange contract reduces the Fund’s exposure to changes in the value of the currency it will deliver (or settle in cash) and increases its exposure to changes in the value of the currency it will receive (or settle in cash) for the duration of the contract. The Fund’s use of forward foreign currency exchange contracts involves the risk that Lord Abbett will not accurately predict currency movements, and the Fund’s returns could be reduced as a result. Forward foreign currency exchange contracts are subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedged positions, that the U.S. dollar will decline relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time. The Fund’s risk of loss from counterparty credit risk is the unrealized appreciation on forward foreign currency exchange contracts and deposits with brokers as collateral.

 

The Fund entered into U.S. Treasury futures contracts for the fiscal year ended December 31, 2017 (as described in note 2(h)) to hedge against changes in interest rates. The Fund bears the risk of interest rates moving unexpectedly, in which case the Fund may not achieve the anticipated benefits of the futures contracts and realize a loss. There is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

 

58

 

Notes to Financial Statements (continued)

 

As of December 31, 2017, the Fund had the following derivatives at fair value, grouped into appropriate risk categories that illustrate the Funds use of derivative instruments:

 

  Short Duration Income Portfolio
Asset Derivatives Interest Rate
Contracts
   Foreign
Currency

Contracts
Forward Foreign Currency Exchange Contracts(1)        $62
Futures Contracts(3)  $3,150    
         
Liability Derivatives        
Forward Foreign Currency Exchange Contracts(2)     $262
Futures Contracts(3)  $13,812    

 

(1) Statements of Assets and Liabilities location: Unrealized appreciation on forward foreign currency exchange contracts.
(2) Statements of Assets and Liabilities location: Unrealized depreciation on forward foreign currency exchange contracts.
(3) Statements of Assets and Liabilities location: Includes cumulative unrealized appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

 

Transactions in derivative instruments for the fiscal year ended December 31, 2017, were as follows:

 

    Short Duration Income Portfolio  
    Interest Rate
Contracts
   Forward
Currency
Contracts
 
Net Realized Gain (Loss)           
Forward Foreign Currency Exchange Contracts(1)       $(1,364)
Futures Contracts(2)   $(24,117)    
Net Change in Unrealized Appreciation/Depreciation           
Forward Foreign Currency Exchange Contracts(3)       $(1,164)
Futures Contracts(4)   $(9,118)  $ 
Average Number of Contracts/Notional Amounts*           
Forward Foreign Currency Exchange Contracts(5)   $   $23,033 
Futures Contracts(6)    62     

 

* Calculated based on the number of contracts or notional amounts for the fiscal year ended December 31, 2017.
(1) Statements of Operations location: Net realized loss on forward foreign currency related transactions.
(2) Statements of Operations location: Net realized loss on futures contracts.
(3) Statements of Operations location: Net change in unrealized appreciation/depreciation on forward foreign currency related transactions.
(4) Statements of Operations location: Net change in unrealized appreciation/depreciation on futures contracts.
(5) Amount represents notional amounts in U.S. dollars.
(6) Amount represents number of contracts.

 

7. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net

 

59

 

Notes to Financial Statements (continued)

 

settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

Description Gross Amounts of
Recognized Assets
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
  Net Amounts of
Assets Presented
in the Statement of
Assets and Liabilities
 
               
Forward Foreign Currency Exchange Contracts      $62   $     $62  
Repurchase Agreements  1,392,545       1,392,545  
Total $1,392,607   $  $1,392,607  

 

   Net Amounts
of Assets Presented in
   Amounts Not Offset in the
Statement of Assets and Liabilities
      
Counterparty  the Statement
of Assets and
Liabilities
   Financial
Instruments
   Cash
Collateral
Received(a)
   Securities
Collateral
Received(a)
   Net
Amount(b)
 
Fixed Income Clearing Corp.   $1,392,545   $   $    $(1,392,545)   $  – 
Morgan Stanley   62                62 
Total  $1,392,607   $   $    $(1,392,545)   $62 

 

Description Gross Amounts of
Recognized Liabilities
   Gross Amounts
Offset in the
Statement of Assets
and Liabilities
  Net Amounts of
Liabilities Presented
in the Statement of
Assets and Liabilities
 
Forward Foreign Currency Exchange Contracts  $262   $   $262 
Total  $262   $   $262 

 

   Net Amounts
of Liabilities
Presented in
   Amounts Not Offset in the
Statement of Assets and Liabilities
     
Counterparty  the Statement
of Assets and
Liabilities
   Financial
Instruments
   Cash
Collateral
Pledged(a)
   Securities
Collateral

Pledged(a)
   Net
Amount(c)
 
State Street Bank and Trust   $262   $   $   $    $262 
Total   $262   $   $   $    $262 

 

(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets (liabilities) presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.
(c) Net amount represents the amount owed by the Fund to the counterparty as of December 31, 2017.

 

8. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an

 

60

 

Notes to Financial Statements (continued)

 

equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

9. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

10. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

11. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions. During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

12. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

13. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with investing in fixed income securities, including the risk that issuers will fail to make timely payments of principal or interest or default altogether. The value of an investment will change as interest rates fluctuate and in response to market movements. When interest rates rise, the prices of fixed income securities are likely to decline; when interest rates fall, such prices tend to rise. Longer-term securities are usually more sensitive to interest rate changes. There is also the risk that an issuer of a fixed income security will fail to make timely payments of principal and/or interest to the Fund, a risk that is greater with high-yield bonds (sometimes called “junk bonds”) in which the Fund may

 

61

 

Notes to Financial Statements (continued)

 

substantially invest. Some issuers, particularly of high-yield bonds, may default as to principal and/or interest payments after the Fund purchases its securities. A default, or concerns in the market about an increase in risk of default, may result in losses to the Fund. High-yield bonds are subject to greater price fluctuations, as well as additional risks. The market for below investment grade securities may be less liquid, which may make such securities more difficult to sell at an acceptable price, especially during periods of financial distress, increased market volatility, or significant market decline.

 

The Fund is subject to the general risks and considerations associated with investing in convertible securities, which have both equity and fixed income risk characteristics, including market, credit, liquidity, and interest rate risks. Generally, convertible securities offer lower interest or dividend yields than non-convertible securities of similar quality and less potential for gains or capital appreciation in a rising equity securities market than equity securities. They tend to be more volatile than other fixed income securities, and the markets for convertible securities may be less liquid than markets for stocks or bonds. A significant portion of convertible securities have below investment grade credit ratings and are subject to increased credit and liquidity risks.

 

The Fund’s investment exposure to foreign (which may include emerging market) companies presents increased market, liquidity, currency, political, information and other risks. As compared with companies organized and operated in the U.S., these companies may be more vulnerable to economic, political and social instability and subject to less government supervision, lack of transparency, inadequate regulatory and accounting standards, and foreign taxes. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets. The cost of the Fund’s potential use of forward foreign currency exchange contracts varies with factors such as the currencies involved, the length of the contract period and the market conditions prevailing.

 

The Fund is subject to the risks associated with derivatives, which may be different from and greater than the risks associated with directly investing in securities. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may lower the Fund’s returns since the Fund may be unable to sell these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements, changes in foreign exchange and interest rates, and other factors. If the Fund incorrectly forecasts these and other factors, its performance could suffer. The Fund’s use of derivatives could result in a loss exceeding the amount of the Fund’s investment in these instruments.

 

The Fund may invest in swap contracts. Swap contracts are bi-lateral agreements between a fund and its counterparty. Each party is exposed to the risk of default by the other. In addition, they may involve a small investment of cash compared to the risk assumed with the result that small changes may produce disproportionate and substantial gains or losses to the Fund.

 

The Fund may invest in credit default swap contracts. The risks associated with the Fund’s investment in credit default swaps are greater than if the Fund invested directly in the reference obligation because they are subject to illiquidity risk, counterparty risk, and credit risk at both the counterparty and underlying issuer levels.

 

62

 

Notes to Financial Statements (concluded)

 

The Fund may invest in floating rate or adjustable rate senior loans, which are subject to increased credit and liquidity risks. Senior loans are business loans made to borrowers that may be U.S. or foreign corporations, partnerships, or other business entities. The senior loans in which the Fund may invest may consist primarily of senior loans that are rated below investment grade or, if unrated, deemed by Lord Abbett to be equivalent to below investment grade securities. Below investment grade senior loans, as in the case of high-yield debt securities, or junk bonds, are usually more credit sensitive than interest rate sensitive, although the value of these instruments may be impacted by broader interest rate swings in the overall fixed income market. In addition, senior loans may be subject to structural subordination.

 

The Fund is subject to the risk of investing a significant portion of its assets in securities issued or guaranteed by the U.S. Government or its agencies and instrumentalities (such as the Government National Mortgage Association (“Ginnie Mae”), the Federal National Mortgage Association (“Fannie Mae”), or the Federal Home Loan Mortgage Corporation (“Freddie Mac”)). Unlike Ginnie Mae securities, securities issued or guaranteed by U.S. Government-related organizations such as Fannie Mae and Freddie Mac are not backed by the full faith and credit of the U.S. Government and no assurance can be given that the U.S. Government would provide financial support to its agencies and instrumentalities if not required to do so by law. Consequently, the Fund may be required to look principally to the agency issuing or guaranteeing the obligation. In addition, the Fund may invest in non-agency backed and mortgage related securities, which are issued by the private institutions, not by the government-sponsored enterprises. Such securities may be particularly sensitive to changes in economic conditions, including delinquencies and/or defaults, and changes in prevailing interest rates. These changes can affect the value, income and/or liquidity of such positions. When interest rates are declining, the value of these securities with prepayment features may not increase as much as other fixed income securities. Early principal repayment may deprive the Fund of income payments above current markets rates. The prepayment rate also will affect the price and volatility of a mortgage-related security. In addition, securities of government sponsored enterprises are guaranteed with respect to the timely payment of interest and principal by the particular enterprise involved, not by the U.S. Government.

 

These factors can affect the Fund’s performance.

 

14. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended
December 31, 2017
    Year Ended
December 31, 2016
 
Shares sold  2,247,989    2,190,614 
Reinvestment of distributions  142,561    81,988 
Shares reacquired  (1,465,617)   (542,280)
Increase  924,933    1,730,322 

 

63

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Short Duration Income Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Short Duration Income Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the periods presented, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Short Duration Income Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian, brokers and agent banks; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

64

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years

Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302

(1954)

 

  Director and President since 2006; Chief Executive Officer since 2012   Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

Other Directorships: None.
         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016   Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014   Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

65

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011   Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

Other Directorships: None.
         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004   Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001   Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017   Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

Other Directorships: None
         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012   Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

Other Directorships: Blyth, Inc., a home products company (2004–2015).
         
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017   Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

Other Directorships: None.
         
Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2016   Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

Other Directorships: None.

 

66

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006;
Chairman since 2017
  Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

67

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

68

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

69

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of the Fund’s benchmark; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and the Fund’s benchmark as of various periods ended August 31, 2017. The Board observed that the Fund’s investment performance was above the median of the

 

70

 

Approval of Advisory Contract (continued)

 

performance peer group for the one- and three-year periods. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was equal to the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, in conjunction with the Fund’s proposed expense limitation agreement, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment

 

71

 

Approval of Advisory Contract (concluded)

 

advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

72

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

73

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.      
    Lord Abbett Series Fund, Inc.  
Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
  Short Duration Income Portfolio SFSDI-PORT-3
(02/18)
 

 

LORD ABBETT
ANNUAL REPORT

 

Lord Abbett

Series Fund—Total Return Portfolio

 

For the fiscal year ended December 31, 2017

 

Table of Contents

 

1   A Letter to Shareholders
     
4   Investment Comparison
     
5   Information About Your Fund’s Expenses and Holdings Presented by Sector
     
7   Schedule of Investments
     
30   Statement of Assets and Liabilities
     
31   Statement of Operations
     
32   Statements of Changes in Net Assets
     
34   Financial Highlights
     
36   Notes to Financial Statements
     
45   Report of Independent Registered Public Accounting Firm
     
46   Supplemental Information to Shareholders
 

 

 

Lord Abbett Series Fund — Total Return Portfolio
Annual Report

For the fiscal year ended December 31, 2017

 

 

From left to right: James L.L. Tullis, Independent Chairman of the Lord Abbett Funds and Daria L. Foster, Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund – Total Return Portfolio for the fiscal year ended December 31, 2017. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

Daria L. Foster

Director, President and Chief Executive Officer


 

 

For the fiscal year ended December 31, 2017, the Fund returned 3.86%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Bloomberg Barclays U.S. Universal® Index,1 which returned 4.09% over the same period.

The Federal Reserve (Fed) gradually raised the Fed Funds rate over the 12-month period ended December 31, 2017, by raising interest rates by 25bps three times, ultimately reaching a target range of

1.25 - 1.50%. Inflation rose at a moderate pace during the year. The Consumer Price Index (CPI) gained 2.1% over the 12-month period ended December 31, 2017. Meanwhile, the employment picture continued to improve with the unemployment rate falling to 4.1% by year end, compared to 4.7% a year earlier and a high of 10.0% in October 2009. The U.S. Treasury yield curve flattened during the period, with the yield on two-year Treasury notes increasing by 69bps. Yields on longer-dated Treasury bonds were lower


 

1

 

 

 

over the period, with the yield on 10-year Treasury bonds slightly lower and the yield on 30-year Treasury bonds falling 32bps.

The overall global economic picture and accommodative Fed policy have created a positive environment for corporate credit. Although there was some volatility in spreads during the period, corporate credit spreads tightened across the ratings spectrum during the 12-month period, which generated strong returns, particularly within lower-rated corporate debt. This was beneficial for both high yield and investment grade corporate bonds.

For the 12-month period ended December 2017, the Fund’s overweight positions in Treasuries and asset-backed securities detracted from performance, as these securities lagged riskier assets. Security selection within mortgage-backed securities also detracted from performance. More specifically, an up-in-

coupon bias was a detractor, as higher coupons underperformed.

The Fund’s positioning within investment grade corporate bonds was the largest contributor to relative performance. Specifically, the Fund’s overweight position and security selection in ‘BBB’ rated bonds contributed to performance. Additionally, the Fund’s overweight position and security selection in high yield corporate bonds contributed to relative performance, as improving credit fundamentals and a continuation of low defaults have created a positive environment for high yield bonds.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.


 

1 The Bloomberg Barclays U.S. Universal® Index represents the union of the U.S. Aggregate Index, the U.S High Yield Corporate Index, the 144A Index, the Eurodollar Index, the Emerging Markets Index, and the non-ERISA portion of the CMBS Index. Municipal debt, private placements, and non-dollar-denominated issues are excluded from the Universal Index. The only constituent of the index that includes floating-rate debt is the Emerging Markets Index.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

Important Performance and Other Information
Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an

investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

 

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Fund as of December 31, 2017. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities


 

2

 

 

 

described above or may have otherwise changed its position in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

 

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.


 

3

 

 

 

Investment Comparison

 

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in both the Bloomberg Barclays U.S. Universal® Index and the Bloomberg Barclays U.S. Aggregate Bond® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund were waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

 

  Average Annual Total Returns for the
Periods Ended December 31, 2017
    1 Year    5 Years    Life of Class 
Class VC2   3.86%    2.45%    4.24% 

 

1   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index began on May 1, 2010.

2   The Class VC shares commenced operations on April 16, 2010. Performance for the Class began on May 1, 2010.


 

4

 

 

 

Expense Example

 

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2017 through December 31, 2017).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

 

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/17 – 12/31/17” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

5

 

 

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
 
    7/1/17   12/31/17   7/1/17 -
12/31/17
 
Class VC              
Actual   $1,000.00   $1,012.70   $3.25  
Hypothetical (5% Return Before Expenses)   $1,000.00   $1,021.98   $3.26  

 

Net expenses are equal to the Fund’s annualized expense ratio of 0.64%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2017

 

Sector*  %**
Auto   0.99%
Basic Industry   0.12%
Consumer Cyclical   0.90%
Consumer Discretionary   0.55%
Consumer Services   1.45%
Consumer Staples   0.54%
Energy   2.89%
Financial Services   32.20%
Foreign Government   5.01%
Health Care   0.71%
Integrated Oils   0.53%
Materials & Processing   2.64%
Municipal   0.38%
Producer Durables   0.57%
Technology   1.57%
Telecommunications   0.79%
Transportation   0.27%
U.S. Government   44.97%
Utilities   1.39%
Repurchase Agreement   1.53%
Total   100.00%

 

*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6 See Notes to Financial Statements.  
 

Schedule of Investments

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
LONG-TERM INVESTMENTS 106.51%                
                 
ASSET-BACKED SECURITIES 20.27%                
                 
Automobiles 10.21%                
Ally Auto Receivables Trust 2014-A  0.63%  4/15/2019  $222   $221,897 
American Credit Acceptance Receivables Trust 2015-1 C  4.29%  4/12/2021   717    724,164 
American Credit Acceptance Receivables Trust 2016-2 C  6.09%  5/12/2022   272    284,252 
AmeriCredit Automobile Receivables Trust 2013-5 D  2.86%  12/9/2019   656    658,642 
AmeriCredit Automobile Receivables Trust 2014-1 C  2.15%  3/9/2020   301    301,210 
AmeriCredit Automobile Receivables Trust 2015-2 C  2.40%  1/8/2021   1,977    1,982,795 
AmeriCredit Automobile Receivables Trust 2015-3 A3  1.54%  3/9/2020   191    191,226 
AmeriCredit Automobile Receivables Trust 2015-3 B  2.08%  9/8/2020   502    502,292 
AmeriCredit Automobile Receivables Trust 2016-2 A2A  1.42%  10/8/2019   30    29,673 
AmeriCredit Automobile Receivables Trust 2016-2 C  2.87%  11/8/2021   2,600    2,616,439 
AmeriCredit Automobile Receivables Trust 2016-4 A2A  1.34%  4/8/2020   185    184,464 
AmeriCredit Automobile Receivables Trust 2017-2 A2A  1.65%  9/18/2020   1,726    1,723,265 
AmeriCredit Automobile Receivables Trust 2017-2 C  2.97%  3/20/2023   669    672,917 
AmeriCredit Automobile Receivables Trust 2017-3 A2A  1.69%  12/18/2020   506    505,345 
AmeriCredit Automobile Receivables Trust 2017-3 B  2.24%  6/19/2023   275    272,775 
AmeriCredit Automobile Receivables Trust 2017-4 C  2.60%  9/18/2023   1,331    1,327,742 
AmeriCredit Automobile Receivables Trust 2017-4 D  3.08%  12/18/2023   1,967    1,961,089 
Avis Budget Rental Car Funding AESOP LLC 2012-3A A  2.10%  3/20/2019   263    262,510 
Avis Budget Rental Car Funding AESOP LLC 2013-1A A  1.92%  9/20/2019   1,070    1,068,493 
Avis Budget Rental Car Funding AESOP LLC 2013-2A  2.97%  2/20/2020   535    538,669 

 

  See Notes to Financial Statements. 7
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Automobiles (continued)                
Avis Budget Rental Car Funding AESOP LLC 2014-1A  2.46%  7/20/2020  $592   $593,018 
California Republic Auto Receivables Trust 2014-3 B  2.66%  8/17/2020   376    377,014 
California Republic Auto Receivables Trust 2015-1 A4  1.82%  9/15/2020   595    594,667 
California Republic Auto Receivables Trust 2015-2 B  2.53%  6/15/2021   908    907,966 
California Republic Auto Receivables Trust 2015-3 B  2.70%  9/15/2021   120    120,091 
California Republic Auto Receivables Trust 2016-2 A3  1.56%  7/15/2020   163    162,412 
California Republic Auto Receivables Trust 2016-2 B  2.52%  5/16/2022   328    325,062 
Capital Auto Receivables Asset Trust 2014-3 B  2.35%  7/22/2019   712    712,043 
Capital Auto Receivables Asset Trust 2015-1 A3  1.61%  6/20/2019   113    113,337 
Capital Auto Receivables Asset Trust 2016-2 A3  1.46%  6/22/2020   340    339,243 
Capital Auto Receivables Asset Trust 2017-1 B  2.43%  5/20/2022   462    459,586 
Capital Auto Receivables Asset Trust 2017-1 C  2.70%  9/20/2022   656    655,083 
Capital Auto Receivables Asset Trust 2017-1 D  3.15%  2/20/2025   427    424,971 
CarMax Auto Owner Trust 2014-1 A4  1.32%  7/15/2019   150    149,535 
CarMax Auto Owner Trust 2015-2 A3  1.37%  3/16/2020   91    90,930 
CarMax Auto Owner Trust 2016-3 A2  1.17%  8/15/2019   205    205,174 
CarMax Auto Owner Trust 2016-3 A3  1.39%  5/17/2021   553    548,974 
CarMax Auto Owner Trust 2016-4 A2  1.21%  11/15/2019   178    177,261 
Chesapeake Funding II LLC 2016-2A A1  1.88%  6/15/2028   601    599,594 
Chrysler Capital Auto Receivables Trust 2014-BA D  3.44%  8/16/2021   367    369,563 
Chrysler Capital Auto Receivables Trust 2016-AA B  2.88%  2/15/2022   195    196,778 
Chrysler Capital Auto Receivables Trust 2016-AA C  3.25%  6/15/2022   134    135,325 
CPS Auto Receivables Trust 2016-B D  6.58%  3/15/2022   150    159,253 
CPS Auto Trust 2017-D A  1.87%  3/15/2021   1,144    1,142,109 
Drive Auto Receivables Trust 2015-AA C  3.06%  5/17/2021   123    123,381 
Drive Auto Receivables Trust 2015-BA D  3.84%  7/15/2021   2,374    2,412,330 
Drive Auto Receivables Trust 2015-DA C  3.38%  11/15/2021   425    427,572 
Drive Auto Receivables Trust 2015-DA D  4.59%  1/17/2023   607    621,361 
Drive Auto Receivables Trust 2016-BA D  4.53%  8/15/2023   979    1,006,845 
Drive Auto Receivables Trust 2016-CA B  2.37%  11/16/2020   284    284,406 
Drive Auto Receivables Trust 2016-CA C  3.02%  11/15/2021   1,581    1,593,316 
Drive Auto Receivables Trust 2016-CA D  4.18%  3/15/2024   254    260,948 
Drive Auto Receivables Trust 2017-2 A2A  1.63%  8/15/2019   630    629,754 

 

8 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Automobiles (continued)                
Drive Auto Receivables Trust 2017-2 A3  1.82%  6/15/2020  $943   $942,353 
Drive Auto Receivables Trust 2017-3 C  2.80%  7/15/2022   1,459    1,460,293 
Drive Auto Receivables Trust 2017-AA B  2.51%  1/15/2021   535    536,556 
Drive Auto Receivables Trust 2017-AA D  4.16%  5/15/2024   447    458,472 
Enterprise Fleet Financing LLC 2017-1 A2  2.13%  7/20/2022   538    538,280 
First Investors Auto Owner Trust 2016-2A A1  1.53%  11/16/2020   209    208,841 
First Investors Auto Owner Trust 2017-3A A2  2.41%  12/15/2022   571    568,968 
First Investors Auto Owner Trust 2017-3A B  2.72%  4/17/2023   218    217,121(a)
Flagship Credit Auto Trust 2017-3 A  1.88%  10/15/2021   520    519,073 
Flagship Credit Auto Trust 2017-3 B  2.59%  7/15/2022   300    298,887 
Ford Credit Auto Owner Trust 2014-C A3  1.06%  5/15/2019   78    77,622 
Ford Credit Auto Owner Trust 2016-B A2A  1.08%  3/15/2019   84    83,804 
Ford Credit Auto Owner Trust 2016-C A2A  1.04%  9/15/2019   362    361,449 
Ford Credit Auto Owner Trust 2017-2 B  2.60%  3/15/2029   108    106,126 
Ford Credit Auto Owner Trust/Ford Credit 2014-1 A  2.26%  11/15/2025   2,624    2,629,985 
Foursight Capital Automobile Receivables Trust 2016-1 A2  2.87%  10/15/2021   435    435,235 
GM Financial Consumer Automobile 2017-1A B  2.30%  6/16/2023   144    143,012 
Harley-Davidson Motorcycle Trust 2015-2 A4  1.66%  12/15/2022   299    298,251 
Honda Auto Receivables Owner Trust 2014-4 A3  0.99%  9/17/2018   6    5,933 
Honda Auto Receivables Owner Trust 2015-1 A3  1.05%  10/15/2018   43    43,414 
Honda Auto Receivables Owner Trust 2016-4 A2  1.04%  4/18/2019   329    328,623 
Huntington Auto Trust 2016-1 A3  1.59%  11/16/2020   2,646    2,635,582 
Mercedes-Benz Auto Receivables Trust 2016-1 A2A  1.11%  3/15/2019   271    270,948 
Santander Drive Auto Receivables Trust 2014-2 C  2.33%  11/15/2019   117    116,724 
Santander Drive Auto Receivables Trust 2014-3 C  2.13%  8/17/2020   484    483,916 
Santander Drive Auto Receivables Trust 2014-4 C  2.60%  11/16/2020   630    631,608 
Santander Drive Auto Receivables Trust 2015-1 C  2.57%  4/15/2021   1,613    1,617,650 
Santander Drive Auto Receivables Trust 2016-2 B  2.08%  2/16/2021   190    190,068 
Santander Drive Auto Receivables Trust 2016-3 A2  1.34%  11/15/2019   80    79,759 
Santander Drive Auto Receivables Trust 2016-3 B  1.89%  6/15/2021   264    263,491 
Santander Drive Auto Receivables Trust 2017-2 A2  1.60%  3/16/2020   1,545    1,544,092 
Santander Drive Auto Receivables Trust 2017-2 B  2.21%  10/15/2021   1,359    1,358,660 
Santander Drive Auto Receivables Trust 2017-2 D  3.49%  7/17/2023   808    816,665 
Santander Drive Auto Receivables Trust 2017-3 C  2.76%  12/15/2022   192    192,208 
SunTrust Auto Receivables Trust 2015-1A A3  1.42%  9/16/2019   278    278,192 
SunTrust Auto Receivables Trust 2015-1A D  3.24%  1/16/2023   754    738,677 
TCF Auto Receivables Owner Trust 2014-1A A4  1.56%  1/15/2020   346    346,035 

 

  See Notes to Financial Statements. 9
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Automobiles (continued)                
TCF Auto Receivables Owner Trust 2015-1A A3  1.49%  12/16/2019  $40   $39,690 
TCF Auto Receivables Owner Trust 2015-1A B  2.49%  4/15/2021   791    791,078 
TCF Auto Receivables Owner Trust 2016-PT1A B  2.92%  10/17/2022   443    439,052 
Wheels SPV 2 LLC 2016-1A A2  1.59%  5/20/2025   589    587,459 
Total              56,632,613 
                 
Credit Cards 3.20%                
BA Credit Card Trust 2015-A1 A  1.807%
(1 Mo. LIBOR + .33%
)# 6/15/2020   3,682    3,682,580 
Capital One Multi-Asset Execution Trust 2015-A1  1.39%  1/15/2021   370    369,793 
Capital One Multi-Asset Execution Trust 2017-A5  2.057%
(1 Mo. LIBOR + .58%
)# 7/15/2027   513    517,873 
Capital One Multi-Asset Execution Trust 2017-A6  2.29%  7/15/2025   1,243    1,235,433 
Citibank Credit Card Issuance Trust 2017-A5  2.155%
(1 Mo. LIBOR + 0.62%
)# 4/22/2026   698    706,870 
Discover Card Execution Note Trust 2013-A1  1.777%
(1 Mo. LIBOR + 0.30%
)# 8/17/2020   3,126    3,127,094 
Discover Card Execution Note Trust 2017-A4  2.53%  10/15/2026   165    164,645 
Synchrony Credit Card Master Note Trust 2017-2 A  2.62%  10/15/2025   1,152    1,152,762 
World Financial Network Credit Card Master Trust 2013-A  1.61%  12/15/2021   601    600,887 
World Financial Network Credit Card Master Trust 2015-A  1.957%
(1 Mo. LIBOR + .48%
)# 2/15/2022   1,863    1,864,598 
World Financial Network Credit Card Master Trust 2017-B A  1.98%  6/15/2023   1,217    1,213,746 
World Financial Network Credit Card Master Trust 2017-C A  2.31%  8/15/2024   2,151    2,143,051 
World Financial Network Credit Card Master Trust 2017-C M  2.66%  8/15/2024   946    943,196 
Total              17,722,528 
                 
Home Equity 0.05%                
Asset Backed Securities Corp. Home Equity Loan                
Trust Series NC 2006-HE4 A5  1.712%
(1 Mo. LIBOR + .16%
)# 5/25/2036   28    27,782 
Meritage Mortgage Loan Trust 2004-2 M3  2.527%
(1 Mo. LIBOR + .98%
)# 1/25/2035   204    201,489 
New Century Home Equity Loan Trust 2005-A A6  4.507%#(b) 8/25/2035   31    31,721 
Total              260,992 

 

10 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Other 6.81%                
Access Point Funding I LLC 2017-A  3.06%  4/15/2029  $498   $497,455 
Anchorage Capital CLO Ltd. 2012-1A A2R  3.459%
(3 Mo. LIBOR + 2.10%
)# 1/13/2027   1,500    1,511,078 
Anchorage Capital CLO Ltd. 2014-4A A1AR  2.518%
(3 Mo. LIBOR + 1.14%
)# 7/28/2026   1,500    1,506,117 
Apidos CLO XVI 2013-16A CR  4.357%
(3 Mo. LIBOR + 3.00%
)# 1/19/2025   250    251,512 
Apollo Credit Funding IV Ltd. 4A A1  2.829%
(3 Mo. LIBOR + 1.47%
)# 4/15/2027   1,000    1,007,420 
Ascentium Equipment Receivables Trust 2016-2A A2  1.46%  4/10/2019   137    136,595 
Ascentium Equipment Receivables Trust 2016-2A A3  1.65%  5/10/2022   283    280,821 
Ascentium Equipment Receivables Trust 2016-2A B  2.50%  9/12/2022   182    181,219 
Ascentium Equipment Receivables Trust 2017-1A A2  1.87%  7/10/2019   608    607,194 
Ascentium Equipment Receivables Trust 2017-1A A3  2.29%  6/10/2021   183    182,479 
Atrium XIII 13A A1  2.621%
(3 Mo. LIBOR + 1.18%
)# 11/21/2030   500    503,174 
Avery Point V CLO Ltd. 2014-5A BR  2.853%
(3 Mo. LIBOR + 1.50%
)# 7/17/2026   372    373,820 
Birchwood Park CLO Ltd. 2014-1A AR  2.539%
(3 Mo. LIBOR + 1.18%
)# 7/15/2026   1,000    1,001,612 
BlueMountain CLO Ltd. 2013-2A A1R  2.539%
(3 Mo. LIBOR + 1.18%
)# 10/22/2030   753    758,418 
Carlyle Global Market Strategies CLO Ltd. 2015-2A A1  2.845%
(3 Mo. LIBOR + 1.47%
)# 4/27/2027   850    849,620 
Cavalry CLO IV Ltd. 2014-4A B1R  2.709%
(3 Mo. LIBOR + 1.35%
)# 10/15/2026   250    250,474 
Cent CLO Ltd. 2013-19A A1A  2.708%
(3 Mo. LIBOR + 1.33%
)# 10/29/2025   850    851,380 
CIFC Funding Ltd. 2017-5A A1  2.543%
(3 Mo. LIBOR + 1.18%
)# 11/16/2030   1,732    1,731,955(a) 
CNH Equipment Trust 2014-C A3  1.05%  11/15/2019   45    45,088 
CNH Equipment Trust 2016-A A2B  1.997%
(1 Mo. LIBOR + .52%
)# 7/15/2019   37    36,648 
Conn Funding II LP 2017-B A  2.73%  7/15/2020   1,666    1,682,115(a) 
Conn Funding II LP 2017-B C  5.95%  11/15/2022   1,063    1,074,150(a) 
Dell Equipment Finance Trust 2015-2 A3  1.72%  9/22/2020   30    29,690 

 

  See Notes to Financial Statements. 11
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Other (continued)                
Dell Equipment Finance Trust 2016-1 A3  1.65%  7/22/2021  $100   $99,872 
Dell Equipment Finance Trust 2017-1 A1  1.35%  5/22/2018   420    420,220 
Dell Equipment Finance Trust 2017-1 A2  1.86%  6/24/2019   186    185,950 
Diamond Resorts Owner Trust 2013-1 A  1.95%  1/20/2025   125    124,196 
Diamond Resorts Owner Trust 2015-2 A  2.99%  5/22/2028   149    148,666 
Diamond Resorts Owner Trust 2016-1 A  3.08%  11/20/2028   105    105,598 
Diamond Resorts Owner Trust 2017-1A B  4.11%  10/22/2029   784    778,802 
DLL Securitization Trust 2017-A A4  2.43%  11/17/2025   1,224    1,216,611 
DRB Prime Student Loan Trust 2015-D A2  3.20%  1/25/2040   647    652,857 
Engs Commercial Finance Trust 2015-1A A2  2.31%  10/22/2021   355    353,927 
Ford Credit Floorplan Master Owner Trust 2017-2 A1  2.16%  9/15/2022   942    938,782 
GMF Floorplan Owner Revolving Trust 2015-1 B  1.97%  5/15/2020   394    393,795 
Jackson Mill CLO Ltd. 2015-1A A  2.899%
(3 Mo. LIBOR + 1.54%
)# 4/15/2027   350    353,303 
Jamestown CLO VII Ltd. 2015-7A CR  3.967%
(3 Mo. LIBOR + 2.60%
)# 7/25/2027   611    612,035 
KKR CLO Ltd-11 AR  2.539%#  1/15/2031   2,057    2,059,673 
Laurel Road Prime Student Loan Trust 2017-B A1FX  1.63%  8/25/2042   85    84,733 
Marble Point CLO XI Ltd. 2017-2A A  2.793%
(3 Mo. LIBOR + 1.18%
)# 12/18/2030   1,809    1,811,623 
Mountain Hawk III CLO Ltd. 2014-3A AR  2.554%
(3 Mo. LIBOR + 1.20%
)# 4/18/2025   2,350    2,357,451 
Oaktree EIF I Series Ltd. 2015-A1 B  3.954%
(3 Mo. LIBOR + 2.60%
)# 10/18/2027   900    904,481 
Oaktree EIF II Series Ltd. 2014-A2 AR  2.566%
(3 Mo. LIBOR + 1.15%
)# 11/15/2025   500    501,445 
Oaktree EIF II Series Ltd. 2014-A2 BR  3.116%
(3 Mo. LIBOR + 1.70%
)# 11/15/2025   900    903,319 
OneMain Financial Issuance Trust 2015-1A A  3.19%  3/18/2026   484    487,077 
OneMain Financial Issuance Trust 2016-1A A  3.66%  2/20/2029   315    320,190 
OneMain Financial Issuance Trust 2016-2A B  5.94%  3/20/2028   100    102,555 
Pennsylvania Higher Education Assistance Agency 2006-1 B  1.637%
(3 Mo. LIBOR + .27%
)# 4/25/2038   350    338,575 
Regatta IV Funding Ltd. 2014-1A DR  4.667%
(3 Mo. LIBOR + 3.30%
)# 7/25/2026   600    600,351 
SCF Equipment Leasing LLC 2017-2A A  3.41%  12/20/2023   451    448,976 
Shackleton CLO 2014-6A A2R  2.513%
(3 Mo. LIBOR + 1.16%
)# 7/17/2026   438    439,319 
SLM Private Education Loan Trust 2010-A 2A  4.727%
(1 Mo. LIBOR + 3.25%
)# 5/16/2044   24    24,915 

 

12 See Notes to Financial Statements.
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Other (continued)                
SLM Student Loan Trust 2011-1 A1  1.848%
(1 Mo. LIBOR + .52%
)# 3/25/2026  $18   $18,043 
SoFi Professional Loan Program LLC 2017-E A1  2.052%
(1 Mo. LIBOR + .5%
)# 11/26/2040   1,028    1,030,288 
SoFi Professional Loan Program LLC 2017-E A2B  2.72%  11/26/2040   802    798,903 
Sound Point CLO IX Ltd. 2015-2A AR  2.243%
(3 Mo. LIBOR + .88%
)# 7/20/2027   250    250,077 
Tryon Park CLO Ltd. 2013-1A A1  2.479%
(3 Mo. LIBOR + 1.12%
)# 7/15/2025   681    683,097 
WhiteHorse VIII Ltd. 2014-1A AR  2.277%
(3 Mo. LIBOR + .9%
)# 5/1/2026   1,833    1,834,277 
Total              37,734,016 
Total Asset-Backed Securities (cost $112,410,252)              112,350,149 
                 
CORPORATE BONDS 26.94%                
                 
Aerospace/Defense 0.00%                
Embraer SA (Brazil)(c)  5.15%  6/15/2022   10    10,725 
                 
Air Transportation 0.05%                
Air Canada (Canada)†(c)  7.75%  4/15/2021   70    80,150 
American Airlines 2013-2 Class B Pass-Through Trust  5.60%  1/15/2022   168    174,627 
Total              254,777 
                 
Auto Parts: Original Equipment 0.27%                
American Axle & Manufacturing, Inc.  6.25%  4/1/2025   1,309    1,380,995 
International Automotive Components Group SA (Luxembourg)†(c)  9.125%  6/1/2018   107    105,997 
Total              1,486,992 
                 
Automotive 0.80%                
Aston Martin Capital Holdings Ltd. (Jersey)†(c)  6.50%  4/15/2022   200    210,750 
Ford Motor Co.  7.45%  7/16/2031   1,297    1,698,784 
General Motors Co.  6.60%  4/1/2036   1,489    1,818,115 
Tesla, Inc.  5.30%  8/15/2025   751    720,021 
Total              4,447,670 

 

  See Notes to Financial Statements. 13
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Banks: Regional 6.20%                
Akbank Turk AS (Turkey)†(c)  7.20%
(5 Yr Swap rate + 5.03%
)# 3/16/2027  $200   $210,500 
Banco de Credito e Inversiones (Chile)†(c)  3.50%  10/12/2027   535    522,628 
Bank of America Corp.  3.593%
(3 Mo. LIBOR + 1.37%
)# 7/21/2028   1,565    1,592,200 
Bank of America Corp.  3.824%
(3 Mo. LIBOR + 1.58%
)# 1/20/2028   1,597    1,653,318 
Bank of America Corp.  3.95%  4/21/2025   250    258,715 
Bank of America Corp.  4.00%  1/22/2025   728    757,909 
Bank of America Corp.  4.45%  3/3/2026   315    336,725 
Bank of Montreal (Canada)†(c)  2.50%  1/11/2022   2,747    2,744,435 
Citigroup, Inc.  3.668%
(3 Mo. LIBOR + 1.39%
)# 7/24/2028   1,692    1,718,177 
Citigroup, Inc.  3.887%
(3 Mo. LIBOR + 1.56%
)# 1/10/2028   396    410,245 
Citigroup, Inc.  4.45%  9/29/2027   552    584,928 
Commonwealth Bank of Australia (Australia)†(c)  4.50%  12/9/2025   734    769,458 
First Republic Bank  4.625%  2/13/2047   418    448,450 
Goldman Sachs Group, Inc. (The)  2.908%
(3 Mo. LIBOR + 1.05%
)# 6/5/2023   1,067    1,060,863 
Goldman Sachs Group, Inc. (The)  6.25%  2/1/2041   588    793,415 
Goldman Sachs Group, Inc. (The)  6.75%  10/1/2037   479    641,944 
Intesa Sanpaolo SpA (Italy)†(c)  5.71%  1/15/2026   523    551,729 
JPMorgan Chase & Co.  3.54%
(3 Mo. LIBOR + 1.38%
)# 5/1/2028   553    563,097 
JPMorgan Chase & Co.  3.782%
(3 Mo. LIBOR + 1.34%
)# 2/1/2028   2,762    2,864,610 
Manufacturers & Traders Trust Co.  3.40%  8/17/2027   264    267,324 
Morgan Stanley  3.625%  1/20/2027   408    417,933 
Morgan Stanley  3.875%  1/27/2026   873    910,699 
Morgan Stanley  4.00%  7/23/2025   770    806,824 
Morgan Stanley  7.25%  4/1/2032   84    116,552 
Santander UK Group Holdings plc (United Kingdom)(c)  3.823%# 11/3/2028   632    634,566 
Santander UK Group Holdings plc (United Kingdom)†(c)  4.75%  9/15/2025   545    572,710 
Santander UK plc (United Kingdom)†(c)  5.00%  11/7/2023   223    238,834 
Santander UK plc (United Kingdom)(c)  7.95%  10/26/2029   902    1,175,986 
Toronto-Dominion Bank (The) (Canada)†(c)  2.50%  1/18/2022   3,297    3,290,257 
Toronto-Dominion Bank (The) (Canada)(c)  3.625%
(5 Yr Swap rate + 2.21%
)# 9/15/2031   1,324    1,322,189 
Turkiye Garanti Bankasi AS (Turkey)†(c)  6.125%
(5 Yr Swap rate + 4.22%
)# 5/24/2027   475    475,271 
Turkiye Garanti Bankasi AS (Turkey)†(c)  6.25%  4/20/2021   200    211,825 
Wachovia Corp.  7.574%  8/1/2026   596    762,487 
Wells Fargo & Co.  3.00%  10/23/2026   483    473,827 

 

14 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Banks: Regional (continued)                
Wells Fargo Bank NA  5.85%  2/1/2037  $1,880   $2,413,720 
Wells Fargo Bank NA  6.60%  1/15/2038   687    959,344 
Westpac Banking Corp. (Australia)(c)  4.322%
(USISDA05 + 2.24%
)# 11/23/2031   812    837,927 
Total              34,371,621 
                 
Beverages 0.42%                
Anheuser-Busch InBev Finance, Inc.  4.70%  2/1/2036   1,481    1,665,976 
Becle SAB de CV (Mexico)†(c)  3.75%  5/13/2025   350    351,815 
Fomento Economico Mexicano SAB de CV (Mexico)(c)  4.375%  5/10/2043   300    317,386 
Total              2,335,177 
                 
Building Materials 0.41%                
James Hardie International Finance DAC (Ireland)†(c)  4.75%  1/15/2025   794    803,925 
Standard Industries, Inc.  5.50%  2/15/2023   272    284,240 
Standard Industries, Inc.  6.00%  10/15/2025   1,086    1,164,735 
Total              2,252,900 
                 
Business Services 0.45%                
Adani Ports & Special Economic Zone Ltd. (India)†(c)  4.00%  7/30/2027   275    273,332 
Ashtead Capital, Inc.  4.375%  8/15/2027   277    281,848 
Brink’s Co. (The)  4.625%  10/15/2027   676    664,170 
Rent-A-Center, Inc.  4.75%  5/1/2021   528    501,600 
United Rentals North America, Inc.  4.875%  1/15/2028   783    788,872 
Total              2,509,822 
                 
Chemicals 0.69%                
Blue Cube Spinco, Inc.  10.00%  10/15/2025   1,043    1,256,815 
Chemours Co. (The)  7.00%  5/15/2025   469    511,210 
Equate Petrochemical BV (Netherlands)†(c)  4.25%  11/3/2026   700    714,350 
GCP Applied Technologies, Inc.  9.50%  2/1/2023   94    104,575 
Mexichem SAB de CV (Mexico)†(c)  4.875%  9/19/2022   205    218,325 
Rain CII Carbon LLC/CII Carbon Corp.  7.25%  4/1/2025   403    439,774 
Tronox Finance LLC  7.50%  3/15/2022   417    436,807 
Valvoline, Inc.  5.50%  7/15/2024   116    123,540 
Total              3,805,396 
                 
Coal 0.13%                
Peabody Energy Corp.  6.00%  3/31/2022   79    82,259 
Peabody Energy Corp.  6.375%  3/31/2025   624    651,300 
Total              733,559 

 

  See Notes to Financial Statements. 15
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Computer Hardware 0.34%                
Dell International LLC/EMC Corp.  3.48%  6/1/2019  $278   $281,554 
Dell International LLC/EMC Corp.  5.45%  6/15/2023   251    271,514 
Dell International LLC/EMC Corp.  6.02%  6/15/2026   563    621,640 
Dell International LLC/EMC Corp.  7.125%  6/15/2024   294    322,001 
Dell International LLC/EMC Corp.  8.35%  7/15/2046   283    365,550 
Total              1,862,259 
                 
Computer Software 0.26%                
First Data Corp.  5.75%  1/15/2024   500    521,125 
Oracle Corp.  6.125%  7/8/2039   675    928,167 
Total              1,449,292 
                 
Construction/Homebuilding 0.38%                
AV Homes, Inc.  6.625%  5/15/2022   505    531,512 
Century Communities, Inc.  5.875%  7/15/2025   365    367,738 
PulteGroup, Inc.  7.875%  6/15/2032   442    556,920 
TRI Pointe Group, Inc.  5.25%  6/1/2027   310    318,355 
William Lyon Homes, Inc.  5.875%  1/31/2025   307    314,291 
Total              2,088,816 
                 
Containers 0.13%                
BWAY Holding Co.  7.25%  4/15/2025   479    495,765 
SAN Miguel Industrias Pet SA (Peru)†(c)  4.50%  9/18/2022   200    203,700 
Total              699,465 
                 
Drugs 0.11%                
Teva Pharmaceutical Finance Netherlands III BV (Netherlands)(c)  2.20%  7/21/2021   356    325,434 
Valeant Pharmaceuticals International, Inc.  5.625%  12/1/2021   226    221,763 
Valeant Pharmaceuticals International, Inc.  7.50%  7/15/2021   68    69,445 
Total              616,642 
                 
Electric: Power 1.36%                
Appalachian Power Co.  7.00%  4/1/2038   529    754,916 
Dominion Energy, Inc.  7.00%  6/15/2038   266    368,242 
Dynegy, Inc.  7.625%  11/1/2024   755    813,512 
Emirates Semb Corp., Water & Power Co. PJSC (United Arab Emirates)†(c) 4.45%  8/1/2035   275    281,378 
Enel Finance International NV (Netherlands)†(c)  2.75%  4/6/2023   882    870,010 
Exelon Generation Co. LLC  5.60%  6/15/2042   390    428,757 
Exelon Generation Co. LLC  6.25%  10/1/2039   592    694,227 

 

16 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Electric: Power (continued)                
Massachusetts Electric Co.  4.004%  8/15/2046  $501   $532,861 
Minejesa Capital BV (Netherlands)†(c)  4.625%  8/10/2030   250    256,139 
Orazul Energy Egenor S en C por A (Peru)†(c)  5.625%  4/28/2027   574    566,251 
Origin Energy Finance Ltd. (Australia)†(c)  3.50%  10/9/2018   375    377,302 
Pacific Gas & Electric Co.  3.30%  12/1/2027   1,099    1,090,696 
South Carolina Electric & Gas Co.  6.05%  1/15/2038   177    221,768 
South Carolina Electric & Gas Co.  6.625%  2/1/2032   246    312,233 
Total              7,568,292 
                 
Engineering & Contracting Services 0.35%                
Aeropuertos Dominicanos Siglo XXI SA (Dominican Republic)†(c)  6.75%  3/30/2029   295    324,131 
Brand Industrial Services, Inc.  8.50%  7/15/2025   651    685,178 
China Railway Resources Huitung Ltd. (Hong Kong)(c)  3.85%  2/5/2023   900    928,796 
Total              1,938,105 
                 
Entertainment 0.48%                
Cedar Fair LP/Canada’s Wonderland Co./Magnum Management Corp./Millennium Op  5.375%  4/15/2027   862    907,255 
Eldorado Resorts, Inc.  6.00%  4/1/2025   505    530,250 
Jacobs Entertainment, Inc.  7.875%  2/1/2024   445    477,263 
Mohegan Gaming & Entertainment  7.875%  10/15/2024   723    743,786 
Total              2,658,554 
                 
Financial Services 1.32%                
Affiliated Managers Group, Inc.  3.50%  8/1/2025   125    126,495 
Affiliated Managers Group, Inc.  4.25%  2/15/2024   248    261,650 
Discover Financial Services  4.10%  2/9/2027   992    1,017,739 
Intelsat Connect Finance SA (Luxembourg)†(c)  12.50%  4/1/2022   539    474,320 
International Lease Finance Corp.  5.875%  4/1/2019   1,433    1,491,799 
Nationstar Mortgage LLC/Nationstar Capital Corp.  7.875%  10/1/2020   367    375,028 
Navient Corp.  6.625%  7/26/2021   1,015    1,073,362 
Neuberger Berman Group LLC/Neuberger Berman Finance Corp.  4.50%  3/15/2027   343    361,335 
Neuberger Berman Group LLC/Neuberger Berman Finance Corp.  4.875%  4/15/2045   347    354,876 
OM Asset Management plc (United Kingdom)(c)  4.80%  7/27/2026   489    507,063 
Quicken Loans, Inc.  5.25%  1/15/2028   978    967,927 
SURA Asset Management SA (Colombia)†(c)  4.375%  4/11/2027   280    283,500 
Total              7,295,094 

 

  See Notes to Financial Statements. 17
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Food 0.17%                
Arcor SAIC (Argentina)†(c)  6.00%  7/6/2023  $297   $315,934 
Chobani LLC/Chobani Finance Corp., Inc.  7.50%  4/15/2025   370    393,587 
Gruma SAB de CV (Mexico)†(c)  4.875%  12/1/2024   200    214,500 
Total              924,021 
                 
Health Care Services 0.65%                
Ascension Health  3.945%  11/15/2046   265    280,669 
HCA, Inc.  5.50%  6/15/2047   390    390,000 
HCA, Inc.  7.50%  11/6/2033   125    140,625 
Kaiser Foundation Hospitals  4.15%  5/1/2047   366    396,121 
MPH Acquisition Holdings LLC  7.125%  6/1/2024   97    103,548 
New York & Presbyterian Hospital (The)  4.063%  8/1/2056   496    521,959 
NYU Hospitals Center  4.368%  7/1/2047   85    91,729 
Polaris Intermediate Corp. PIK 8.5%  8.50%  12/1/2022   746    775,840 
WellCare Health Plans, Inc.  5.25%  4/1/2025   866    915,795 
Total              3,616,286 
                 
Household Equipment/Products 0.12%                
Central Garden & Pet Co.  6.125%  11/15/2023   513    545,062 
Kimberly-Clark de Mexico SAB de CV (Mexico)†(c)  3.80%  4/8/2024   100    101,794 
Total              646,856 
                 
Insurance 0.61%                
American International Group, Inc.  4.70%  7/10/2035   680    753,818 
Lincoln National Corp.  6.30%  10/9/2037   202    260,996 
Teachers Insurance & Annuity Association of America  4.90%  9/15/2044   1,230    1,409,044 
Unum Group  5.75%  8/15/2042   330    404,921 
Willis North America, Inc.  7.00%  9/29/2019   524    562,142 
Total              3,390,921 
                 
Leisure 0.50%                
Carlson Travel, Inc.  6.75%  12/15/2023   236    214,170 
Carnival plc  7.875%  6/1/2027   277    365,598 
Royal Caribbean Cruises Ltd.  7.50%  10/15/2027   1,030    1,331,079 
Silversea Cruise Finance Ltd.  7.25%  2/1/2025   495    535,838 
Viking Cruises Ltd.  5.875%  9/15/2027   343    349,860 
Total              2,796,545 
                 
Machinery: Industrial/Specialty 0.14%                
SPX FLOW, Inc.  5.625%  8/15/2024   720    761,400 

 

18 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Machinery: Oil Well Equipment & Services 0.10%                
BlueLine Rental Finance Corp./BlueLine Rental LLC  9.25%  3/15/2024  $497   $531,790 
                 
Manufacturing 0.47%                
Bombardier, Inc.(Canada)†(c)  7.50%  3/15/2025   533    539,662 
Gates Global LLC/Gates Global Co.  6.00%  7/15/2022   658    676,095 
Koppers, Inc.  6.00%  2/15/2025   495    525,938 
Siemens Financieringsmaatschappij NV (Netherlands)†(c)  3.40%  3/16/2027   876    893,429 
Total              2,635,124 
                 
Media 1.57%                
21st Century Fox America, Inc.  7.75%  12/1/2045   451    717,496 
Block Communications, Inc.  6.875%  2/15/2025   253    266,283 
Cablevision Systems Corp.  5.875%  9/15/2022   453    447,337 
CCO Holdings LLC/CCO Holdings Capital Corp.  5.75%  2/15/2026   178    185,343 
Comcast Corp.  3.15%  3/1/2026   1,505    1,517,370 
Comcast Corp.  3.969%  11/1/2047   722    747,124 
Cox Communications, Inc.  8.375%  3/1/2039   782    1,102,811 
CSC Holdings LLC  10.875%  10/15/2025   200    238,000 
DISH DBS Corp.  7.75%  7/1/2026   397    418,835 
Myriad International Holdings BV (Netherlands)†(c)  5.50%  7/21/2025   350    381,895 
SFR Group SA (France)†(c)  6.00%  5/15/2022   500    506,875 
Time Warner Cable LLC  7.30%  7/1/2038   1,032    1,296,507 
Time Warner Entertainment Co. LP  8.375%  7/15/2033   245    337,733 
VTR Finance BV (Netherlands)†(c)  6.875%  1/15/2024   507    536,152 
Total              8,699,761 
                 
Metal Fabricating 0.02%                
Grinding Media, Inc./Moly-Cop AltaSteel Ltd.  7.375%  12/15/2023   130    139,906 
                 
Metals & Minerals: Miscellaneous 0.87%                
Aleris International, Inc.  9.50%  4/1/2021   160    169,600 
Barrick International Barbados Corp. (Barbados)†(c)  6.35%  10/15/2036   158    204,868 
Barrick North America Finance LLC  7.50%  9/15/2038   200    277,001 
Corp. Nacional del Cobre de Chile (Chile)†(c)  4.50%  9/16/2025   700    753,312 
Freeport-McMoRan, Inc.  3.875%  3/15/2023   775    775,000 
Glencore Finance Canada Ltd. (Canada)†(c)  5.55%  10/25/2042   640    709,640 
Hudbay Minerals, Inc. (Canada)†(c)  7.25%  1/15/2023   72    76,680 
Hudbay Minerals, Inc. (Canada)†(c)  7.625%  1/15/2025   107    117,700 
Kinross Gold Corp. (Canada)(c)  5.95%  3/15/2024   281    309,451 

 

  See Notes to Financial Statements. 19
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Metals & Minerals: Miscellaneous (continued)                
MMC Norilsk Nickel OJSC via MMC Finance DAC (Ireland)†(c)  4.10%  4/11/2023  $430   $433,622 
Teck Resources Ltd. (Canada)(c)  4.75%  1/15/2022   948    994,262 
Total              4,821,136 
                 
Natural Gas 0.20%                
Dominion Energy Gas Holdings LLC  4.60%  12/15/2044   1,026    1,132,255 
                 
Oil 1.93%                
Afren plc (United Kingdom)†(c)(d)  6.625%  12/9/2020   244    1,003 
Cenovus Energy, Inc. (Canada)(c)  5.40%  6/15/2047   248    261,737 
Continental Resources, Inc.  3.80%  6/1/2024   832    825,760 
Eni SpA (Italy)†(c)  5.70%  10/1/2040   1,800    1,963,245 
EP Energy LLC/Everest Acquisition Finance, Inc.  8.00%  11/29/2024   498    516,675 
Gazprom OAO via Gaz Capital SA (Luxembourg)†(c)  4.95%  2/6/2028   200    208,677 
Halcon Resources Corp.  6.75%  2/15/2025   476    497,420 
Kerr-McGee Corp.  7.875%  9/15/2031   479    637,667 
MEG Energy Corp. (Canada)†(c)  7.00%  3/31/2024   450    381,937 
Pertamina Persero PT (Indonesia)†(c)  5.625%  5/20/2043   200    217,981 
Petrobras Global Finance BV (Netherlands)(c)  4.375%  5/20/2023   358    354,946 
Petrobras Global Finance BV (Netherlands)(c)  7.25%  3/17/2044   376    391,980 
Petroleos Mexicanos (Mexico)(c)  4.50%  1/23/2026   489    489,342 
Precision Drilling Corp. (Canada)(c)  7.75%  12/15/2023   147    155,085 
Raizen Fuels Finance SA (Luxembourg)†(c)  5.30%  1/20/2027   200    209,760 
Sanchez Energy Corp.  6.125%  1/15/2023   682    581,405 
Sinopec Group Overseas Development Ltd.  4.375%  10/17/2023   364    386,761 
SM Energy Co.  5.625%  6/1/2025   26    25,350 
SM Energy Co.  6.50%  1/1/2023   1,055    1,081,375 
Valero Energy Corp.  10.50%  3/15/2039   421    721,950 
WPX Energy, Inc.  5.25%  9/15/2024   374    374,580 
WPX Energy, Inc.  6.00%  1/15/2022   104    109,200 
YPF SA (Argentina)†(c)  8.50%  7/28/2025   281    326,662 
Total              10,720,498 
                 
Oil: Crude Producers 0.77%                
Abu Dhabi Crude Oil Pipeline LLC (United Arab Emirates)†(c)  4.60%  11/2/2047   320    330,006 
Cheniere Corpus Christi Holdings LLC  5.125%  6/30/2027   501    519,487 
Energy Transfer LP  7.50%  7/1/2038   679    843,784 
Energy Transfer LP/Regency Energy Finance Corp.  5.00%  10/1/2022   23    24,539 

 

20 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Oil: Crude Producers (continued)                
GNL Quintero SA (Chile)†(c)  4.634%  7/31/2029  $200   $209,000 
IFM US Colonial Pipeline 2 LLC  6.45%  5/1/2021   370    406,240 
Kinder Morgan, Inc.  7.75%  1/15/2032   1,413    1,828,282 
Tennessee Gas Pipeline Co. LLC  8.375%  6/15/2032   67    87,455 
Total              4,248,793 
                 
Oil: Integrated Domestic 0.57%                
Baker Hughes a GE Co. LLC/Baker Hughes Co-Obligor, Inc.  3.337%  12/15/2027   1,092    1,091,205 
Halliburton Co.  6.70%  9/15/2038   209    278,514 
Halliburton Co.  7.45%  9/15/2039   227    325,398 
National Oilwell Varco, Inc.  3.95%  12/1/2042   431    382,705 
Transocean Proteus Ltd.  6.25%  12/1/2024   343    360,902 
Trinidad Drilling Ltd. (Canada)†(c)  6.625%  2/15/2025   204    194,820 
Weatherford International Ltd.  8.25%  6/15/2023   522    528,525 
Total              3,162,069 
                 
Real Estate Investment Trusts 1.15%                
Boston Properties LP  3.20%  1/15/2025   235    234,562 
EPR Properties  4.75%  12/15/2026   501    515,033 
EPR Properties  5.25%  7/15/2023   1,150    1,224,965 
Equinix, Inc.  5.875%  1/15/2026   784    843,780 
Goodman US Finance Four LLC  4.50%  10/15/2037   316    327,395 
Goodman US Finance Three LLC  3.70%  3/15/2028   272    270,392 
MGM Growth Properties Operating Partnership LP/MGP Finance Co-Issuer, Inc.  5.625%  5/1/2024   195    208,650 
Ontario Teachers’ Cadillac Fairview Properties Trust (Canada)†(c)  3.875%  3/20/2027   875    895,312 
Physicians Realty LP  4.30%  3/15/2027   193    196,681 
VEREIT Operating Partnership LP  3.00%  2/6/2019   1,669    1,677,354 
Total              6,394,124 
                 
Retail 0.47%                
FirstCash, Inc.  5.375%  6/1/2024   259    271,303 
JC Penney Corp., Inc.  5.875%  7/1/2023   859    813,902 
Men’s Wearhouse, Inc. (The)  7.00%  7/1/2022   827    834,278 
PVH Corp.  7.75%  11/15/2023   561    676,005 
Total              2,595,488 

 

  See Notes to Financial Statements. 21
 

Schedule of Investments (continued)

December 31, 2017

 

Investments  Interest
Rate
  Maturity
Date
  Principal
Amount
(000)
   Fair
Value
 
Steel 0.14%                
Cleveland-Cliffs, Inc.  5.75%  3/1/2025  $578   $553,435 
Vale Overseas Ltd. (Brazil)(c)  6.875%  11/10/2039   188    231,475 
Total              784,910 
                 
Technology 1.10%                
Alibaba Group Holding Ltd. (China)(c)  3.60%  11/28/2024   965    1,001,724 
Alibaba Group Holding Ltd. (China)(c)  4.40%  12/6/2057   200    208,726 
Amazon.com, Inc.  3.15%  8/22/2027   840    842,715 
Amazon.com, Inc.  4.80%  12/5/2034   1,301    1,530,520 
Baidu, Inc. (China)(c)  3.50%  11/28/2022   433    439,672 
Expedia, Inc.  3.80%  2/15/2028   635    614,690 
Netflix, Inc.  4.375%  11/15/2026   944    927,480 
Tencent Holdings Ltd. (China)†(c)  3.375%  5/2/2019   510    516,189 
Total              6,081,716 
                 
Telecommunications 0.86%                
AT&T, Inc.  5.15%  2/14/2050   112    112,998 
AT&T, Inc.  5.15%  11/15/2046   672    688,809 
AT&T, Inc.  6.00%  8/15/2040   1,281    1,453,331 
MTN Mauritius Investment Ltd. (Mauritius)†(c)  4.755%  11/11/2024   200    199,200 
Ooredoo International Finance Ltd.  3.75%  6/22/2026   300    298,706 
Sprint Corp.  7.125%  6/15/2024   745    759,900 
Verizon Communications, Inc.  4.862%  8/21/2046   526    549,564 
Wind Tre SpA (Italy)†(c)  5.00%  1/20/2026   734    701,704 
Total              4,764,212 
                 
Transportation: Miscellaneous 0.24%                
Autoridad del Canal de Panama (Panama)†(c)  4.95%  7/29/2035   200    223,750 
Rumo Luxembourg Sarl (Luxembourg)†(c)  7.375%  2/9/2024   458    493,999 
XPO Logistics, Inc.  6.125%  9/1/2023   596    632,505 
Total              1,350,254 
                 
Utilities 0.14%                
Aquarion Co.  4.00%  8/15/2024   724    755,906 
Total Corporate Bonds (cost $145,067,733)              149,339,129 
                 
FOREIGN GOVERNMENT OBLIGATIONS 5.52%                
                 
Argentina 0.43%                
City of Buenos Aires(e)  26.661%
(BADLAR + 3.25%
)# 3/29/2024  ARS 1,800    94,481 
Provincia de Buenos Aires†(c)  6.50%  2/15/2023  $226    243,357 

 

22 See Notes to Financial Statements.  
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Argentina (continued)                
Provincia de Mendoza†(c)  8.375%  5/19/2024  $400   $447,024 
Republic of Argentina(c)  6.875%  1/26/2027   682    746,108 
Republic of Argentina(c)  8.28%  12/31/2033   714    844,947 
Total              2,375,917 
 
Bahamas 0.13%                
Commonwealth of Bahamas†(c)  6.00%  11/21/2028   370    386,650 
Commonwealth of Bahamas†(c)  6.95%  11/20/2029   300    330,241 
Total              716,891 
 
Bermuda 0.08%                
Government of Bermuda  3.717%  1/25/2027   430    436,988 
 
Brazil 0.14%                
Federal Republic of Brazil(c)  4.25%  1/7/2025   600    610,950 
Federal Republic of Brazil(c)  5.00%  1/27/2045   200    186,900 
Total              797,850 
 
Canada 0.57%                
Province of Quebec Canada(c)  2.75%  4/12/2027   3,186    3,162,541 
 
Egypt 0.04%                
Arab Republic of Egypt†(c)  6.125%  1/31/2022   220    230,599 
 
Ghana 0.04%                
Republic of Ghana†(c)  7.875%  8/7/2023   225    247,835 
 
Indonesia 0.21%                
Perusahaan Penerbit SBSN†(c)  4.00%  11/21/2018   200    203,460 
Republic of Indonesia†(c)  4.35%  1/8/2027   645    683,460 
Republic of Indonesia†(c)  5.875%  1/15/2024   250    285,240 
Total              1,172,160 
 
Japan 3.13%                
Japan Bank for International Corp.(c)  2.125%  7/21/2020   1,248    1,238,842 
Japan Bank for International Corp.(c)  2.125%  11/16/2020   16,216    16,083,628 
Total              17,322,470 
 
Latvia 0.05%                
Republic of Latvia†(c)  5.25%  6/16/2021   258    283,392 
 
Lithuania 0.12%                
Republic of Lithuania†(c)  7.375%  2/11/2020   592    654,627 

 

  See Notes to Financial Statements. 23
 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
Mexico 0.16%                
United Mexican States(c)  4.00%  10/2/2023  $834   $874,866 
 
Qatar 0.06%                
State of Qatar†(c)  3.25%  6/2/2026   345    336,682 
 
Romania 0.01%                
Republic of Romania†(c)  6.125%  1/22/2044   49    63,415 
 
Sri Lanka 0.08%                
Republic of Sri Lanka†(c)  6.25%  7/27/2021   200    212,955 
Republic of Sri Lanka†(c)  6.85%  11/3/2025   200    221,148 
Total              434,103 
 
Turkey 0.25%                
Republic of Turkey(c)  3.25%  3/23/2023   220    208,911 
Republic of Turkey(c)  5.625%  3/30/2021   616    649,411 
Republic of Turkey(c)  5.75%  3/22/2024   510    540,913 
Total              1,399,235 
 
Uruguay 0.02%                
Republic of Uruguay(c)  7.875%  1/15/2033   61    87,535 
Total Foreign Government Obligations (cost $30,417,918)              30,597,106 
 
GOVERNMENT SPONSORED ENTERPRISES COLLATERALIZED MORTGAGE OBLIGATIONS 1.52%
Federal Home Loan Mortgage Corp. Q001 XA IO  2.303%#(b) 2/25/2032   2,857    453,060 
Government National Mortgage Assoc. 2014-78 A  2.20%  4/16/2047   30    29,498 
Government National Mortgage Assoc. 2015-47 AE  2.90%#(b) 11/16/2055   1,333    1,335,669 
Government National Mortgage Assoc. 2015-48 AS  2.90%#(b) 2/16/2049   793    793,847 
Government National Mortgage Assoc. 2015-73 AC  2.90%#(b) 2/16/2053   314    311,861 
Government National Mortgage Assoc. 2017-168 AS  2.70%  8/16/2058   1,619    1,602,039 
Government National Mortgage Assoc. 2017-41 AS  2.60%  6/16/2057   1,311    1,286,877 
Government National Mortgage Assoc. 2017-69 AS  2.75%  2/16/2058   675    664,043 
Government National Mortgage Assoc. 2017-71 AS  2.70%  4/16/2057   450    441,465 
Government National Mortgage Assoc. 2017-86 AS  2.75%  2/16/2058   514    509,661 
Government National Mortgage Assoc. 2017-89 AB  2.60%  7/16/2058   432    425,399 
Government National Mortgage Assoc. 2017-90 AS  2.70%  7/16/2057   602    593,597 
Total Government Sponsored Enterprises Collateralized Mortgage Obligations (cost $8,535,373)       8,447,016 
 
GOVERNMENT SPONSORED ENTERPRISES PASS-THROUGHS 16.93%         
Federal Home Loan Mortgage Corp.  0.75%  4/9/2018   11,929    11,907,349 
Federal Home Loan Mortgage Corp.  4.00%  12/1/2044 - 8/1/2047   6,357    6,674,030 

 

24 See Notes to Financial Statements.

 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
GOVERNMENT SPONSORED ENTERPRISES PASS-THROUGHS (continued)         
Federal Home Loan Mortgage Corp.  5.00%  9/1/2019 - 6/1/2026  $117   $120,762 
Federal National Mortgage Assoc.  3.137%
(12 Mo. LIBOR + 1.79%
)# 3/1/2042   859    898,840 
Federal National Mortgage Assoc.  3.50%  4/1/2043 - 7/1/2043   2,387    2,476,400 
Federal National Mortgage Assoc.(f)  3.50%  TBA   25,750    26,454,987 
Federal National Mortgage Assoc.  4.00%  10/1/2040 - 9/1/2047   17,238    18,084,026 
Federal National Mortgage Assoc.(f)  4.50%  TBA   9,800    10,427,751 
Federal National Mortgage Assoc.  4.50%  9/1/2047   5,721    6,096,741 
Federal National Mortgage Assoc.  5.50%  11/1/2034 - 9/1/2036   1,032    1,145,104 
Government National Mortgage Assoc.(f)  3.00%  TBA   9,500    9,584,342 
Total Government Sponsored Enterprises Pass-Throughs (cost $94,150,484)       93,870,332 
 
MUNICIPAL BONDS 0.31%                
                 
Miscellaneous                
District of Columbia  5.591%  12/1/2034   695    860,590 
North Texas Tollway Auth  8.91%  2/1/2030   538    604,115 
Pennsylvania  5.35%  5/1/2030   235    249,911 
Total              1,714,616 
Total Municipal Bonds (cost $1,699,494)              1,714,616 
          
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES 3.31%         
BWAY Mortgage Trust 2015-1740 A  2.917%  1/10/2035   880    865,791 
Caesars Palace Las Vegas Trust 2017-VICI A  3.531%  10/15/2034   1,474    1,508,904 
Caesars Palace Las Vegas Trust 2017-VICI B  3.835%  10/15/2034   901    924,378 
CCUBS Commercial Mortgage Trust 2017-C1 B  4.159%#(b) 11/15/2050   739    760,764 
CFCRE Commercial Mortgage Trust 2017-C8 B  4.199%#(b) 6/15/2050   282    287,995 
CGBAM Commercial Mortgage Trust 2015-SMRT B  3.213%  4/10/2028   212    212,608 
CGBAM Commercial Mortgage Trust 2015-SMRT C  3.516%  4/10/2028   159    159,952 
Citigroup Commercial Mortgage Trust 2016-GC36 D  2.85%  2/10/2049   1,250    953,394 
Commercial Mortgage Pass-Through Certificates 2014-CR19 XA IO 1.224%#(b) 8/10/2047   731    36,709 
Commercial Mortgage Pass-Through Certificates 2015-PC1 B  4.441%#(b) 7/10/2050   178    182,192 
Commercial Mortgage Pass-Through Certificates 2015-PC1 C  4.441%#(b) 7/10/2050   410    391,968 
Commercial Mortgage Pass-Through Certificates 2015-PC1 D  4.441%#(b) 7/10/2050   574    465,439 

 

  See Notes to Financial Statements. 25

 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)         
Commercial Mortgage Pass-Through Certificates 2016-SAVA A  3.152%
(1 Mo. LIBOR + 1.72%
)# 10/15/2034  $1,060   $1,062,376 
CSAIL Commercial Mortgage Trust 2015-C2 C  4.21%#(b) 6/15/2057   700    647,182 
DBWF Mortgage Trust 2015-LCM D  3.421%#(b) 6/10/2034   257    225,920 
GAHR Commercial Mortgage Trust 2015-NRF DFX  3.382%#(b) 12/15/2034   278    279,102 
GS Mortgage Securities Corp. II 2017-GS8 B  3.953%#(b) 11/10/2050   227    233,726 
GS Mortgage Securities Trust 2015-GC32 C  4.412%#(b) 7/10/2048   195    194,607 
Hudsons Bay Simon JV Trust 2015-HB7 B7  4.666%  8/5/2034   668    664,531 
Hudsons Bay Simon JV Trust 2015-HB7 D7  5.159%#(b) 8/5/2034   629    597,703 
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C19 AS 4.243%#(b) 4/15/2047   300    316,428 
JPMorgan Chase Commercial Mortgage Securities Trust 2015-C30 C 4.309%#(b) 7/15/2048   374    365,274 
JPMorgan Chase Commercial Mortgage Securities Trust 2017-JP7 B 4.05%  9/15/2050   274    280,960 
MASTR Asset Securitization Trust 2006-3 1A3  6.00%  10/25/2036   6    5,930 
MASTR Asset Securitization Trust 2006-3 1A8  6.00%  10/25/2036   13    13,330 
Merrill Lynch Mortgage Investors Trust 2006-AF2 AF1  6.25%  10/25/2036   18    14,791 
Morgan Stanley Bank of America Merrill Lynch Trust 2015-C23 XA IO 0.732%#(b) 7/15/2050   19,534    655,584 
Morgan Stanley Capital I, Inc. 2017-HR2 B  4.061%  12/15/2050   792    818,845 
SFAVE Commercial Mortgage Securities Trust 2015-5AVE A2B  4.144%#(b) 1/5/2043   250    257,124 
Structured Asset Securities Corp. 2006-3H 1A2  5.75%  12/25/2035   9    9,202 
UBS Commercial Mortgage Trust 2017-C5 B  4.10%#(b) 11/15/2050   886    915,113 
UBS Commercial Mortgage Trust 2017-C6 B  4.154%#(b) 12/15/2050   507    523,824 
UBS-BAMLL Trust 2012-WRM E  4.238%#(b) 6/10/2030   595    569,812 
UBS-Barclays Commercial Mortgage Trust 2012-C3 B  4.365%#(b) 8/10/2049   200    208,234 
Wells Fargo Commercial Mortgage Trust 2013-LC12 D  4.291%#(b) 7/15/2046   364    307,058 
Wells Fargo Commercial Mortgage Trust 2015-C28 D  4.133%#(b) 5/15/2048   1,489    1,181,702 
Wells Fargo Commercial Mortgage Trust 2016-NXS5 E  4.88%#(b) 1/15/2059   434    359,418 
Wells Fargo Commercial Mortgage Trust 2017-C41 B  4.188%#(b) 11/15/2050   855    878,687 
Total Non-Agency Commercial Mortgage-Backed Securities (cost $18,150,323)       18,336,557 

 

26 See Notes to Financial Statements.

 

Schedule of Investments (continued)

December 31, 2017

 

         Principal     
   Interest  Maturity  Amount   Fair 
Investments  Rate  Date  (000)   Value 
U.S. TREASURY OBLIGATIONS 31.71%                
U.S. Treasury Bond  2.75%  8/15/2047  $6,348   $6,350,162 
U.S. Treasury Bond  2.75%  11/15/2047   1,466    1,466,984 
U.S. Treasury Bond  3.00%  5/15/2047   16,319    17,141,857 
U.S. Treasury Bond  3.75%  11/15/2043   5,621    6,692,033 
U.S. Treasury Inflation Indexed Bond(g)  0.125%  4/15/2022   11,117    11,044,070 
U.S. Treasury Inflation Indexed Bond(g)  0.625%  1/15/2026   4,746    4,827,159 
U.S. Treasury Note  1.125%  8/31/2021   3,591    3,469,289 
U.S. Treasury Note  1.25%  3/31/2021   5,378    5,245,688 
U.S. Treasury Note  1.375%  6/30/2018   10,368    10,362,027 
U.S. Treasury Note  1.375%  5/31/2021   2,934    2,868,240 
U.S. Treasury Note  1.50%  10/31/2019   4,772    4,739,179 
U.S. Treasury Note  1.625%  12/31/2019   1,620    1,611,533 
U.S. Treasury Note  1.75%  11/30/2019   4,659    4,647,249 
U.S. Treasury Note  1.75%  5/31/2022   2,028    1,992,721 
U.S. Treasury Note  1.875%  4/30/2022   1,406    1,389,267 
U.S. Treasury Note  1.875%  9/30/2022   62,105    61,205,981 
U.S. Treasury Note  2.25%  11/15/2027   10,547    10,396,558 
U.S. Treasury Note  2.625%  11/15/2020   4,247    4,323,779 
U.S. Treasury Notes  1.875%  12/15/2020   16,051    16,004,930 
Total U.S. Treasury Obligations (cost $176,320,400)              175,778,706 
Total Long-Term Investments (cost $586,751,977)             $590,433,611 
 
SHORT-TERM INVESTMENT 1.65%                
 
REPURCHASE AGREEMENT                
Repurchase Agreement dated 12/29/2017, 0.54% due 1/2/2018 with Fixed Income Clearing Corp. collateralized by $8,910,000 of U.S. Treasury Note at 3.625% due 2/15/2020; value: $9,347,009; proceeds: $9,164,006
(cost $9,163,456)
         9,163    9,163,456 
Total Investments in Securities 108.16% (cost $595,915,433)              599,597,067 
Liabilities in Excess of Other Assets(h) (8.16%)              (45,219,136)
Net Assets 100.00%             $554,377,931 

 

  See Notes to Financial Statements. 27

 

Schedule of Investments (continued)

December 31, 2017

 

ARS   Argentine Peso.
BADLAR   Banco de la Republica Argentina.
IO   Interest Only.
LIBOR   London Interbank Offered Rate.
PIK   Payment-in-kind.
  Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
#   Variable rate security. The interest rate represents the rate in effect at December 31, 2017.
(a)   Level 3 Investment as described in Note 2(k) in the Notes to Financials. Security valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of such Level 3 investments.
(b)   Interest rate is based on the weighted average interest rates of the underlying mortgages within the mortgage pool.
(c)   Foreign security traded in U.S. dollars.
(d)   Defaulted (non-income producing security).
(e)   Investment in non-U.S. dollar denominated securities.
(f)   To-be-announced (“TBA”). Security purchased on a forward commitment basis with an approximate principal and maturity date. Actual principal and maturity will be determined upon settlement when the specific mortgage pools are assigned.
(g)   Treasury Inflation Protected Security. A U.S. Treasury Note or Bond that offers protection from inflation by paying a fixed rate of interest on principal amount that is adjusted for inflation based on the Consumer Price Index.
(h)   Liabilities in Excess of Other Assets include net unrealized appreciation/depreciation on futures contracts as follows:

 

Open Futures Contracts at December 31, 2017:

 

            Notional    Notional  Unrealized 
Type  Expiration  Contracts  Position  Amount    Value  Appreciation 
U.S. 10-Year Treasury Note  March 2018  80  Short  $(9,954,376)  $(9,923,750)        $30,626 
Ultra Long U.S. Treasury Bond  March 2018  6  Long   1,002,057    1,005,937    3,880 
Totals           $(8,952,319)   $(8,917,813)  $34,506 
                         
            Notional   Notional Unrealized 
Type  Expiration  Contracts  Position  Amount   Value Depreciation 
U.S. 2-Year Treasury Note  March 2018  146  Long  $31,305,840   $31,259,969   $(45,871) 
U.S. 5-Year Treasury Note  March 2018  175  Long   20,442,495    20,328,711    (113,784) 
Totals           $51,748,335   $51,588,680   $(159,655)

 

28 See Notes to Financial Statements.

 

Schedule of Investments (concluded)

December 31, 2017

 

The following is a summary of the inputs used as of December 31, 2017 in valuing the Fund’s investments carried at fair value(1):

 

Investment Type(2)(3)  Level 1   Level 2   Level 3   Total 
Asset-Backed Securities  $   $107,861,929   $4,488,220   $112,350,149 
Corporate Bonds       149,339,129        149,339,129 
Foreign Government Obligations       30,597,106        30,597,106 
Government Sponsored Enterprises Collateralized Mortgage Obligations       8,447,016        8,447,016 
Government Sponsored Enterprises Pass-Throughs       93,870,332        93,870,332 
Municipal Bonds       1,714,616        1,714,616 
Non-Agency Commercial Mortgage-Backed Securities       18,336,557        18,336,557 
U.S. Treasury Obligations       175,778,706        175,778,706 
Repurchase Agreement       9,163,456        9,163,456 
Total  $   $595,108,847   $4,488,220   $599,597,067 
 
Other Financial Instruments                    
Futures Contracts                    
Assets  $34,506   $   $   $34,506 
Liabilities   (159,655)           (159,655)
Total  $(125,149)  $   $   $(125,149)

 

(1) Refer to Note 2(k) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2) See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography. The table above is presented by Investment Type. Industries are presented within an Investment Type should such Investment Type include securities classified as two or more levels within the three-tier fair value hierarchy. Each Level 3 security is identified on the Schedule of Investments along with the valuation technique utilized.
(3) There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2017.

 

 

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

 

Investment TypeAsset-Backed Securities 
Balance as of January 1, 2017  $ 
Accrued Discounts (Premiums)   2 
Realized Gain (Loss)    
Change in Unrealized Appreciation (Depreciation)   27,431 
Purchases   4,460,787 
Sales    
Transfers into Level 3    
Transfers out of Level 3    
Balance as of December 31, 2017  $4,488,220 
Change in unrealized appreciation/depreciation for the year ended December 31, 2017 related to Level 3 investments held at December 31, 2017  $27,431 

 

  See Notes to Financial Statements. 29

 

Statement of Assets and Liabilities

December 31, 2017

 

ASSETS:     
Investments in securities, at fair value (cost $595,915,433)  $599,597,067 
Deposits with brokers for futures collateral   131,355 
Receivables:     
Interest and dividends   3,556,778 
Capital shares sold   260,371 
From advisor (See Note 3)   108,904 
Variation margin for futures contracts   11,998 
Prepaid expenses   2,422 
Total assets   603,668,895 
LIABILITIES:     
Payables:     
Investment securities purchased   48,296,494 
Capital shares reacquired   336,334 
Management fee   210,367 
Directors’ fees   33,848 
Fund administration   18,699 
Accrued expenses   395,222 
Total liabilities   49,290,964 
NET ASSETS  $554,377,931 
COMPOSITION OF NET ASSETS:     
Paid-in capital  $559,109,240 
Distributions in excess of net investment income   (33,848)
Accumulated net realized loss on investments, futures contracts and foreign currency related transactions   (8,253,568)
Net unrealized appreciation on investments, futures contracts and translation of assets and liabilities denominated in foreign currencies   3,556,107 
Net Assets  $554,377,931 
Outstanding shares (50 million shares of common stock authorized, $.001 par value)   33,287,411 
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)  $16.65 

 

30 See Notes to Financial Statements.

 

Statement of Operations

For the Year Ended December 31, 2017

 

Investment income:    
Interest and other (net of foreign withholding taxes of $1,232)  $13,901,801 
Total investment income   13,901,801 
Expenses:     
Management fee   2,233,409 
Non 12b-1 service fees   1,241,731 
Shareholder servicing   532,704 
Fund administration   198,525 
Professional   64,527 
Reports to shareholders   39,606 
Custody   19,419 
Directors’ fees   13,631 
Other   34,475 
Gross expenses   4,378,027 
Expense reductions (See Note 9)   (4,550)
Fees waived and expenses reimbursed (See Note 3)   (1,197,074)
Net expenses   3,176,403 
Net investment income   10,725,398 
Net realized and unrealized gain (loss):     
Net realized gain on investments   796,529 
Net realized loss on futures contracts   (186,030)
Net realized loss on foreign currency related transactions   (699)
Net change in unrealized appreciation/depreciation on investments   7,005,125 
Net change in unrealized appreciation/depreciation on futures contracts   (135,338)
Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies   (378)
Net realized and unrealized gain   7,479,209 
Net Increase in Net Assets Resulting From Operations  $18,204,607 

 

  See Notes to Financial Statements. 31

 

Statements of Changes in Net Assets

 

 For the Year Ended For the Year Ended 
INCREASE IN NET ASSETSDecember 31, 2017 December 31, 2016 
Operations:          
Net investment income  $10,725,398   $9,082,563 
Net realized gain on investments, futures contracts and foreign currency related transactions   609,800    303,334 
Net change in unrealized appreciation/depreciation on investments, futures contracts and translation of assets and liabilities denominated in foreign currencies   6,869,409    6,686,191 
Net increase in net assets resulting from operations   18,204,607    16,072,088 
Distributions to shareholders from:          
Net investment income   (13,065,635)   (11,678,719)
Net realized gain       (1,693,962)
Total distributions to shareholders   (13,065,635)   (13,372,681)
Capital share transactions (See Note 14):          
Proceeds from sales of shares   141,989,369    98,161,165 
Reinvestment of distributions   13,065,635    13,372,681 
Cost of shares reacquired   (52,931,398)   (57,272,642)
Net increase in net assets resulting from capital share transactions   102,123,606    54,261,204 
Net increase in net assets   107,262,578    56,960,611 
NET ASSETS:          
Beginning of year  $447,115,353   $390,154,742 
End of year  $554,377,931   $447,115,353 
Distributions in excess of net investment income  $(33,848)  $(16,313)

 

32 See Notes to Financial Statements.
 

This page is intentionally left blank.

 

33

 

Financial Highlights

 

        Per Share Operating Performance:
                    Distributions to
        Investment Operations:   shareholders from:
    Net asset
value,
beginning
of period
  Net
invest-
ment
income(a)
  Net
realized
and
unrealized
gain (loss)
  Total
from
invest-
ment
opera-
tions
  Net
Investment
income
  Net
realized
gain
  Total
distri-
butions
12/31/2017   $16.42       $0.36              $ 0.27     $ 0.63         $(0.40 )        $       $(0.40 )
12/31/2016     16.25       0.36       0.31       0.67       (0.44 )     (0.06 )     (0.50 )
12/31/2015     16.85       0.36       (0.47 )     (0.11 )     (0.47 )     (0.02 )     (0.49 )
12/31/2014     16.22       0.32       0.66       0.98       (0.32 )     (0.03 )     (0.35 )
12/31/2013     16.73       0.29       (0.47 )     (0.18 )     (0.32 )     (0.01 )     (0.33 )

 

(a) Calculated using average shares outstanding during the period.
(b) Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

 

34 See Notes to Financial Statements.

 

      Ratios to Average Net Assets:  Supplemental Data:
 
      Total            
      expenses            
Net     after        Net   
asset     waivers     Net  assets,  Portfolio
value,  Total  and/or reim-  Total  investment  end of  turnover
end of  return(b)  bursements  expenses  income  period  rate
period  (%)  (%)  (%)  (%)  (000)  (%)
$16.65    3.86    0.64    0.88    2.16   $554,378    452 
 16.42    4.26    0.64    0.89    2.16    447,115    443 
 16.25    (0.66)   0.64    0.89    2.11    390,155    432 
 16.85    6.08    0.64    0.90    1.87    317,732    466 
 16.22    (1.10)   0.64    0.95    1.74    147,670    625 

 

  See Notes to Financial Statements. 35
 

Notes to Financial Statements

 

1. ORGANIZATION  

 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (“the Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of twelve separate portfolios. This report covers Total Return Portfolio (the “Fund”).

 

The Fund’s investment objective is to seek income and capital appreciation to produce a high total return. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

 

2. SIGNIFICANT ACCOUNTING POLICIES  

 

(a) Investment ValuationUnder procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
   
  Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Fixed income securities are valued based on evaluated prices supplied by independent pricing services, which reflect broker/dealer supplied valuations and the independent pricing services’ own electronic data processing techniques. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
   
  Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may

 

36

 

Notes to Financial Statements (continued)

 

  use related or comparable assets or liabilities, recent transactions, market multiples, book values, yield curves, broker quotes, observable trading activity, option adjusted spread models and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and may employ techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
   
  Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
   
(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
   
(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
   
(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
   
  The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2014 through December 31, 2017. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
   
(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
   
(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on futures contracts in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
   
(g) Futures Contracts–The Fund may purchase and sell futures contracts to enhance returns, to attempt to economically hedge some of its investment risk, or as a substitute position in lieu of holding the underlying asset on which the instrument is based. At the time of entering into a futures transaction, an investor is required to deposit and maintain a specified amount of

 

37

 

Notes to Financial Statements (continued)

 

  cash or eligible securities called “initial margin.” Subsequent payments made or received by the Fund called “variation margin” are made on a daily basis as the market price of the futures contract fluctuates. The Fund will record an unrealized gain (loss) based on the amount of variation margin. When a contract is closed, a realized gain (loss) is recorded equal to the difference between the opening and closing value of the contract.
   
(h) Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
   
(i) When-Issued, Forward Transactions or To-Be-Announced (“TBA”) Transactions–The Fund may purchase portfolio securities on a when-issued or forward basis. When-issued, forward transactions or TBA transactions involve a commitment by a fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the fair value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and fair value of the security in determining its net asset value (“NAV”). The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.
   
(j) Mortgage Dollar Rolls–The Fund may enter into mortgage dollar rolls in which the Fund sells mortgage-backed securities for delivery in the current month and simultaneously contracts with the same counterparty to repurchase similar (same type, coupon and maturity) but not identical securities on a specified future date. During the roll period, the Fund loses the right to receive principal (including prepayments of principal) and interest paid on the securities sold.
   
(k) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable.Observable inputs reflect the assumptions market participants would use in pricing the asset or

 

38

 

Notes to Financial Statements (continued)

 

  liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
   
  Level 1 –  unadjusted quoted prices in active markets for identical investments;
     
  Level 2 –  other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
     
  Level 3 –  significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
   
  A summary of inputs used in valuing the Fund’s investments as of December 31, 2017 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
   
  Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

 

The management fee is based on the Fund’s average daily net assets at the following annual rate:

 

First $1 billion .45%
Next $1 billion .40%
Over $2 billion .35%

 

For the fiscal year ended December 31, 2017, the effective management fee, net of waivers, was at an annualized rate of .21% of the Fund’s average daily net assets.

 

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

 

During the fiscal year ended December 31, 2017 and continuing through April 30, 2018, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of .64%. This agreement may be terminated only by the approval of the Board.

 

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares

 

39

 

Notes to Financial Statements (continued)

 

held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

 

The tax character of distributions paid during the fiscal years ended December 31, 2017 and 2016, was as follows:

 

   Year Ended   Year Ended 
    12/31/2017    12/31/2016 
Distributions paid from:          
Ordinary income  $13,065,635   $13,372,681 
Total distributions paid  $13,065,635   $13,372,681 

 

As of December 31, 2017, the components of accumulated losses on a tax-basis were as follows:

 

Capital loss carryforwards*  $(6,159,666)
Temporary differences   (33,848)
Unrealized gains – net   1,462,205 
Total accumulated losses — net  $(4,731,309)

 

*The capital losses will carry forward indefinitely.

 

As of December 31, 2017, the aggregate unrealized security gains and losses on investments and other financial instruments based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost  $598,009,335 
Gross unrealized gain   4,352,165 
Gross unrealized loss   (2,889,582)
Net unrealized security gain  $1,462,583 

 

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of futures, premium amortization and wash sales.

 

Permanent items identified during the year ended December 31, 2017 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

40

 

Notes to Financial Statements (continued)

 

Distributions in
Excess of Net
Investment Income
   Accumulated
Net Realized Loss
   Paid-in Capital 
$2,322,702   $(2,296,277)   $(26,425)

 

The permanent differences are attributable to the tax treatment of foreign currency transactions, premium amortization, principal paydown gains and losses, certain securities and certain distributions.

 

5. PORTFOLIO SECURITIES TRANSACTIONS  

 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2017 were as follows:

 

U.S.
Government
Purchases
*   Non-U.S.
Government Purchases
    U.S.
Government
Sales
*   Non-U.S.
Government
Sales
 
  $2,233,084,849       $275,168,863       $2,219,111,147       $205,390,372  

 

* Includes U.S. Government sponsored enterprises securities.

 

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the fiscal year ended December 31, 2017, the Fund engaged in cross-trades sales of $1,917,985, which resulted in net realized gains of $88,651.

 

6. DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES  

 

The Fund entered into U.S. Treasury futures contracts for the fiscal year ended December 31, 2017 (as described in note 2(g)) to hedge against changes in interest rates. The Fund bears the risk of interest rates moving unexpectedly, in which case the Fund may not achieve the anticipated benefits of the futures contracts and realize a loss. There is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

 

As of December 31, 2017, the Fund had futures contracts with unrealized appreciation of $34,506 and depreciation of $159,655 which is included in the Schedule of Investments. Only current day’s variation margin is reported within the Fund’s Statement of Assets and Liabilities. Net realized loss of $186,030 and net change in unrealized depreciation of $135,338 are included on the Statement of Operations related to futures contracts under the captions Net realized gain on futures contracts and Net change in unrealized appreciation/depreciation on futures contracts, respectively. The average number of futures contracts throughout the fiscal year was 429.

 

7. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or

 

41

 

Notes to Financial Statements (continued)

 

termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

 

       Offset in the   Assets Presented  
   Gross Amounts of   Statement of Assets   in the Statement of  
Description  Recognized Assets   and Liabilities   Assets and Liabilities  
Repurchase Agreement  $9,163,456     $     $9,163,456  
Total  $9,163,456   $     $9,163,456  

 

   Net Amounts               
   of Assets  Amounts Not Offset in the    
   Presented in  Statement of Assets and Liabilities    
Counterpartythe Statement
of Assets and
Liabilities
  Financial
Instruments
  Cash
Collateral
Received
(a)
   Securities
Collateral
Received
(a)
   Net
Amount
(b)
 
Fixed Income Clearing Corp.  $9,163,456  $    $   $(9,163,456)   $ 
Total  $9,163,456  $   $   $(9,163,456)  $ 

 

(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2017.

 

8. DIRECTORS’ REMUNERATION  

 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

9. EXPENSE REDUCTIONS  

 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

10. LINE OF CREDIT  

 

Effective August 28, 2017, the Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into an amended syndicated line of credit facility with various lenders for $600 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings.

 

42

 

Notes to Financial Statements (continued)

 

Prior to August 28, 2017, the Funds and certain other funds managed by Lord Abbett participated in a $550 million syndicated line of credit facility, based on the same terms as described above.

 

During the fiscal year ended December 31, 2017, the Fund did not utilize the Facility.

 

11. INTERFUND LENDING PROGRAM  

 

Pursuant to an exemptive order issued by the U.S. Securities and Exchange Commission (“SEC exemptive order”), certain registered open-end management investment companies managed by Lord Abbett, including the Fund, participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions. During the fiscal year ended December 31, 2017, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

 

12. CUSTODIAN AND ACCOUNTING AGENT  

 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

13. INVESTMENT RISKS  

 

The Fund is subject to the general risks and considerations associated with investing in fixed income securities, including the risk that issuers will fail to make timely payments of principal or interest or default altogether. The value of an investment will change as interest rates fluctuate in response to market movements. When interest rates rise, the prices of fixed income securities are likely to decline; when interest rates fall, such prices tend to rise.

 

The Fund is subject to the risk of investing a significant portion of its assets in securities issued or guaranteed by the U.S. Government or its agencies and instrumentalities (such as the Government National Mortgage Association (“Ginnie Mae”), the Federal National Mortgage Association (“Fannie Mae”), or the Federal Home Loan Mortgage Corporation (“Freddie Mac”)). Unlike Ginnie Mae securities, securities issued or guaranteed by U.S. Government-related organizations such as Fannie Mae and Freddie Mac are not backed by the full faith and credit of the U.S. Government and no assurance can be given that the U.S. Government would provide financial support to its agencies and instrumentalities if not required to do so by law. Consequently, the Fund may be required to look principally to the agency issuing or guaranteeing the obligation. In addition, the Fund may invest in non-agency asset backed and mortgage related securities, which are issued by private institutions, not by government-sponsored enterprises. Such securities may be particularly sensitive to changes in economic conditions, including delinquencies and/or defaults, and changes in prevailing interest rates. These changes can affect the value, income and/or liquidity of such positions. When interest rates are declining, the value of these securities with prepayment features may not increase as much as other fixed income securities. Early principal repayment may deprive the Fund of income payments above current market rates. The prepayment rate also will affect the price and volatility of these securities. In addition, securities of government sponsored enterprises are guaranteed with respect to the timely payment of interest and principal by the particular enterprises involved, not by the U.S. Government.

 

The lower-rated or high-yield bonds (also known as “junk” bonds) in which the Fund may invest are subject to greater price fluctuations, as well as additional risks. The market for below investment grade securities may be less liquid, which may make such securities more difficult to

 

43

 

Notes to Financial Statements (concluded)

 

sell at an acceptable price, especially during periods of financial distress, increased market volatility, or significant market decline.

 

The Fund is subject to the risks associated with derivatives, which may be different from and greater than the risks associated with directly investing in securities. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may lower the Fund’s returns since the Fund may be unable to sell these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements, changes in foreign exchange and interest rates, and other factors. Losses may also arise from the failure of a derivative counterparty to meet its contractual obligations. If the Fund incorrectly forecasts these and other factors, its performance could suffer.

 

The Fund’s investment exposure to foreign (which may include emerging market) companies presents increased market, industry and sector, liquidity, currency, political, information and other risks. As compared with companies organized and operated in the U.S., these companies may be more vulnerable to economic, political and social instability and subject to less govenment supervision, lack of transparency, inadequate regulatory and accounting standards, and foreign taxes. The securities of foreign companies also may be subject to inadequate exchange control regulations, the imposition of economic sanctions or other government restrictions, higher transaction and other costs, and delays in settlement to the extent they are traded on non-U.S. exchanges or markets. The cost of the Fund’s use of forward foreign currency exchange contracts varies with factors such as the currencies involved, the length of the contract period and the market conditions prevailing. The Fund’s exposure to inflation-linked investments, such as Treasury Inflation Protected Securities, may be vulnerable to changes in expectations of inflation or interest rates.

 

The Fund may invest in floating rate or adjustable rate senior loans, which are subject to increased credit and liquidity risks. Senior loans are business loans made to borrowers that may be U.S. or foreign corporations, partnerships or other business entities. The senior loans in which the Fund invests may consist primarily of senior loans that are rated below investment grade or, if unrated, deemed by Lord Abbett to be equivalent to below investment grade securities. Below investment grade senior loans, as in the case of high-yield debt securities, or junk bonds, are usually more credit sensitive than interest rate sensitive, although the value of these instruments may be impacted by broader interest rate swings in the overall fixed income market. In addition, senior loans may be subject to structural subordination.

 

These factors can affect the Fund’s performance.

 

14. SUMMARY OF CAPITAL TRANSACTIONS  

 

Transactions in shares of capital stock were as follows:

 

   Year Ended   Year Ended 
   December 31, 2017   December 31, 2016 
Shares sold   8,429,040    5,779,565 
Reinvestment of distributions   788,496    819,226 
Shares reacquired   (3,155,253)   (3,388,823)
Increase   6,062,283    3,209,968 

 

44

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Directors of Lord Abbett Series Fund, Inc. and the shareholders of Total Return Portfolio:

 

Opinion on the Financial Statements and Financial Highlights

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Total Return Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”), as of December 31, 2017, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Total Return Portfolio of the Fund as of December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation and financial highlights. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2018

 

We have served as the auditor of one or more Lord Abbett Family of Funds’ investment companies since 1932.

 

45

 

Basic Information About Management

 

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

 

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Fund.

 

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Fund as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Daria L. Foster(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1954)
  Director and President since 2006; Chief Executive Officer since 2012  

Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990.

 

Other Directorships: None.

 

         
Douglas B. Sieg(1)
Lord, Abbett & Co. LLC
90 Hudson Street
Jersey City, NJ 07302
(1969)
  Director since 2016  

Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994.  

 

Other Directorships: None.

 

 

 

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 61 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Eric C. Fast
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1949)
  Director since 2014  

Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014).

 

Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).

 

 

(1) Daria L. Foster, Managing Partner of Lord Abbett, a member of the Board, and the Chief Executive Officer and President of the Lord Abbett Family of Funds, will retire from her positions with Lord Abbett and the Lord Abbett Family of Funds effective March 31, 2018. Douglas B. Sieg, Partner and head of Client Services at Lord Abbett, and a member of the Board, will succeed Ms. Foster effective April 1, 2018.

 

46

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
Evelyn E. Guernsey
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1955)
  Director since 2011  

Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010).

 

Other Directorships: None.

 

         
Julie A. Hill
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1946)
  Director since 2004  

Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998).  

 

Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).

 

         
Franklin W. Hobbs
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2001  

Principal Occupation: President and CEO of Ribbon Communications (since 2017) and Advisor of One Equity Partners, a private equity firm (since 2004).

 

Other Directorships: Currently serves as director of Ribbon Communications (since 2017), director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).

 

         
Kathleen M. Lutito
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1963)
  Director since 2017  

Principal Occupation: President and Chief Investment Officer of CenturyLink Investment Management Company (since 2006).

 

Other Directorships: None

 

         
James M. McTaggart
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2012  

Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009).

 

Other Directorships: Blyth, Inc., a home products company (2004–2015).

 

         
Karla M. Rabusch
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1959)
  Director since 2017   Principal Occupation: President and Director of Wells Fargo Funds Management, LLC (2003–2017); President of Wells Fargo Funds (2003–2016).

Other Directorships: None.
         

Mark A. Schmid
Lord, Abbett & Co. LLC
c/o Legal Dept.

90 Hudson Street
Jersey City, NJ 07302
(1959)

  Director since 2016  

Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009).

 

Other Directorships: None.

 

         

47

 

Basic Information About Management (continued)

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with the Company
  Principal Occupation and Other Directorships
During the Past Five Years
James L.L. Tullis
Lord, Abbett & Co. LLC
c/o Legal Dept.
90 Hudson Street
Jersey City, NJ 07302
(1947)
  Director since 2006; Chairman since 2017  

Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012).

 

Other Directorships: Currently serves as director of Crane Co. (since 1998).

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Daria L. Foster
(1954)
  President and Chief Executive Officer   Elected as President in 2006 and Chief Executive Officer in 2012   Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
             
Sean J. Aurigemma
(1969)
  Executive Vice President   Elected in 2010   Portfolio Manager, joined Lord Abbett in 2007.
             
Jeff D. Diamond
(1960)
  Executive Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007.
             
Todd D. Jacobson
(1966)
  Executive Vice President   Elected in 2005   Partner and Associate Director, joined Lord Abbett in 2003.
             
Robert A. Lee
(1969)
  Executive Vice President   Elected in 2010   Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
             
David J. Linsen
(1974)
  Executive Vice President   Elected in 2008   Partner and Director, joined Lord Abbett in 2001.
             
Thomas B. Maher
(1967)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2003.
             
Justin C. Maurer
(1969)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

 

48

 

Basic Information About Management (continued)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Vincent J. McBride
(1964)
  Executive Vice President   Elected in 2010   Partner and Director, joined Lord Abbett in 2003.
             
Andrew H. O’Brien
(1973)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 1998.
             
F. Thomas O’Halloran, III
(1955)
  Executive Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.
             
Marc Pavese
(1972)
  Executive Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2008.
             
Walter H. Prahl
(1958)
  Executive Vice President   Elected in 2012   Partner and Director, joined Lord Abbett in 1997.
             
Jeffrey Rabinowitz
(1972)
  Executive Vice President   Elected in 2017   Portfolio Manager, joined Lord Abbett in 2017 and was formerly a Managing Director and Portfolio Manager/Technology Analyst at Jennison Associates LLC (2014–2017) and Managing Director and Portfolio Manager/ Technology Analyst at Goldman Sachs Asset Management (1999–2014).
             
Steven F. Rocco
(1979)
  Executive Vice President   Elected in 2014   Partner and Portfolio Manager, joined Lord Abbett in 2004.
             
A. Edward Allinson
(1961)
  Vice President   Elected in 2011   Portfolio Manager, joined Lord Abbett in 2005.
             
Matthew R. DeCicco
(1977)
  Vice President   Elected in 2003   Portfolio Manager, joined Lord Abbett in 1999.
             
Brooke A. Fapohunda
(1975)
  Vice President and Assistant Secretary   Elected in 2014   Partner and Deputy General Counsel, joined Lord Abbett in 2006.
             
John K. Forst
(1960)
  Vice President and Assistant Secretary   Elected in 2005   Partner and Deputy General Counsel, joined Lord Abbett in 2004.
             
Bernard J. Grzelak
(1971)
  Chief Financial Officer and Vice President   Elected in 2017   Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.
             
Lawrence H. Kaplan
(1957)
  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

49

 

Basic Information About Management (concluded)

 

Name and
Year of Birth
  Current Position
with the Company
  Length of Service
of Current
Position
  Principal Occupation
During the Past Five Years
Linda Y. Kim
(1980)
  Vice President and Assistant Secretary   Elected in 2016   Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
             
Joseph M. McGill
(1962)
  Chief Compliance Officer   Elected in 2014   Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
             
A. Edward Oberhaus, III
(1959)
  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.
             
             
Noah Petrucci
(1970)
  Vice President   Elected in 2013   Portfolio Manager, joined Lord Abbett in 2012.
             
Lawrence B. Stoller
(1963)
  Vice President and Assistant Secretary   Elected in 2007   Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
             
Leah G. Traub
(1979)
  Vice President   Elected in 2016   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Arthur K. Weise
(1970)
  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2007.
             
Kewjin Yuoh
(1971)
  Vice President   Elected in 2012   Partner and Portfolio Manager, joined Lord Abbett in 2010.
             
Scott S. Wallner
(1955)
  AML Compliance Officer   Elected in 2011   Assistant General Counsel, joined Lord Abbett in 2004.
             
Christian J. Kelly
(1975)
  Treasurer   Elected in 2017   Director of Fund Administration, joined Lord Abbett in 2009.

 

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

 

50

 

Approval of Advisory Contract

 

The Board, including all of the Directors who are not “interested persons” of the Company or of Lord Abbett, as defined in the Investment Company Act of 1940, as amended (the “Independent Directors”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included reviews of Fund performance conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Directors also met with their independent legal counsel in various private sessions at which no representatives of management were present.

 

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar, Inc. (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and actual management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

 

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

 

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2017. The Board observed that although the Fund’s investment performance was below the median of the performance peer group for the one-, three-, and five-year periods, the Fund

 

51

 

Approval of Advisory Contract (continued)

 

outperformed both benchmarks for the one-, three-, and five-year periods. The Board further considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board, and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s Agreement should be continued.

 

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

 

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

 

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense level of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the net total expense ratio of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

 

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the Fund’s operation, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins excluding Lord Abbett’s marketing and distribution expenses. The Board also considered Lord Abbett’s profit margins, without those exclusions, in comparison with available industry data and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

 

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the level of the management fee, in conjunction with the Fund’s proposed expense limitation agreement, adequately addressed any economies of scale in managing the Fund.

 

Other Benefits to Lord Abbett. The Board considered the amount and nature of the fees paid by the Fund and the Fund’s shareholders to Lord Abbett for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment

 

52

 

Approval of Advisory Contract (concluded)

 

advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares of the Lord Abbett Funds. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

 

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

 

53

 

Householding

 

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

 

Proxy Voting Policies, Procedures and Records

 

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

 

Shareholder Reports and Quarterly Portfolio Disclosure

 

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

 

54

 

 

 

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.      
    Lord Abbett Series Fund, Inc.  
Lord Abbett mutual fund shares are distributed by
LORD ABBETT DISTRIBUTOR LLC.
  Total Return Portfolio SFTR-PORT-3
(02/18)
 
Item 2: Code of Ethics.

 

(a)In accordance with applicable requirements, the Registrant adopted a Sarbanes-Oxley Code of Ethics on June 19, 2003 that applies to the principal executive officer and senior financial officers of the Registrant (“Code of Ethics”). The Code of Ethics was in effect during the fiscal year ended December 31, 2017 (the “Period”).

 

(b)Not applicable.

 

(c)The Registrant has not amended the Code of Ethics as described in Form N-CSR during the Period.

 

(d)The Registrant has not granted any waiver, including an implicit waiver, from a provision of the Code of Ethics as described in Form N-CSR during the Period.

 

(e)Not applicable.

 

(f)See Item 12(a)(1) concerning the filing of the Code of Ethics.

 

Item 3: Audit Committee Financial Expert.

 

The Registrant’s board of directors has determined that each of the following independent directors who are members of the audit committee is an audit committee financial expert: Evelyn E. Guernsey and Mark A. Schmid. Each of these persons is independent within the meaning of the Form N-CSR.

 

Item 4: Principal Accountant Fees and Services.

 

In response to sections (a), (b), (c) and (d) of Item 4, the aggregate fees billed to the Registrant for the fiscal years ended December 31, 2017 and 2016 by the Registrant’s principal accounting firm, Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu and their respective affiliates (collectively, “Deloitte”) were as follows:

 

    Fiscal year ended:
    2017   2016
Audit Fees {a}   $464,200   $507,800
Audit-Related Fees       - 0 -       - 0 -
Total audit and audit-related fees   464,200   507,800
         
Tax Fees {b}    123,098    122,938
All Other Fees        - 0 -        - 0 -
         
Total Fees   $587,298   $630,738
 
 

 

{a} Consists of fees for audits of the Registrant’s annual financial statements.

 

{b} Fees for the fiscal year ended December 31, 2017 and 2016 consist of fees for preparing the U.S. Income Tax Return for Regulated Investment Companies, New Jersey Corporation Business Tax Return, New Jersey Annual Report Form, U.S. Return of Excise Tax on Undistributed Income of Investment Companies, IRS Forms 1099-MISC and 1096 Annual Summary and Transmittal of U.S. Information Returns.

 

(e) (1) Pursuant to Rule 2-01(c) (7) of Regulation S-X, the Registrant’s Audit Committee has adopted pre-approval policies and procedures. Such policies and procedures generally provide that the Audit Committee must pre-approve:

 

·any audit, audit-related, tax, and other services to be provided to the Lord Abbett Funds, including the Registrant, and

 

·any audit-related, tax, and other services to be provided to the Registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to one or more Funds comprising the Registrant if the engagement relates directly to operations and financial reporting of a Fund, by the independent auditor to assure that the provision of such services does not impair the auditor’s independence.

 

The Audit Committee has delegated pre-approval authority to its Chairman, subject to a fee limit of $10,000 per event, and not to exceed $25,000 annually. The Chairman will report any pre-approval decisions to the Audit Committee at its next scheduled meeting. Unless a type of service to be provided by the independent auditor has received general pre-approval, it must be pre-approved by the Audit Committee. Any proposed services exceeding pre-approved cost levels will require specific pre-approval by the Audit Committee.

 

(e) (2) The Registrant’s Audit Committee has approved 100% of the services described in this Item 4 (b) through (d).

 

(f) Not applicable.

 

(g) The aggregate non-audit fees billed by Deloitte for services rendered to the Registrant are shown above in the response to Item 4 (a), (b), (c) and (d) as “All Other Fees”.

 

The aggregate non-audit fees billed by Deloitte for services rendered to the Registrant’s investment adviser, Lord, Abbett & Co. LLC (“Lord Abbett”), for the fiscal years ended December 31, 2017 and 2016 were:

 

    Fiscal year ended:
    2017   2016
All Other Fees {a}   $201,416   $95,230
 
 

 

{a} Consist of fees for Independent Services Auditors’ Report on Controls Placed in Operation and Tests of Operating Effectiveness related to Lord Abbett’s Asset Management Services (“SOC-1 Report”).

 

The aggregate non-audit fees billed by Deloitte for services rendered to entities under the common control of Lord Abbett for the fiscal years ended December 31, 2017 and 2016 were:

 

    Fiscal year ended:
    2017   2016
All Other Fees   $ - 0 -   $ - 0-

 

 

 

(h) The Registrant’s Audit Committee has considered the provision of non-audit services that were rendered to the Registrant’s investment adviser, and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant, that were not pre-approved pursuant to Rule 2-01 (c)(7)(ii) of Regulation S-X and has determined that the provision of such services is compatible with maintaining Deloitte’s independence.

 

Item 5: Audit Committee of Listed Registrants.

 

Not applicable.

 

Item 6: Investments.

 

Not applicable.

 

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

 

Not applicable.

 

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

 

Not applicable.

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

 

Not applicable.

 

Item 10: Submission of Matters to a Vote of Security Holders.

 

Not applicable.

 

Item 11: Controls and Procedures.

 

(a)Based on their evaluation of the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days prior to the filing date of this report, the Chief Executive Officer and Chief Financial Officer of the Registrant have concluded that such disclosure controls and procedures are reasonably designed and effective to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to them by others within those entities.

 

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

 

Item 12: Exhibits.

 

(a)(1)The Lord Abbett Family of Funds Sarbanes Oxley Code of Ethics for the Principal Executive Officer and Senior Financial Officers is attached hereto as part of Ex-99. CODEETH.

 

(a)(2)Certification of each Principal Executive Officer and Principal Financial Officer of the Registrant as required by Rule 30a-2 under the Investment Company Act of 1940 is attached hereto as a part of EX-99.CERT.

 

(b)Certification of each Principal Executive Officer and Principal Financial Officer of the Registrant as required by Section 906 of the Sarbanes-Oxley Act of 2002 is provided as a part of EX-99.906CERT.
 

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.

 

  LORD ABBETT SERIES FUND, INC.
       
  By: /s/ Daria L. Foster  
    Daria L. Foster  
    President and Chief Executive Officer
       
Date: February 15, 2018      
       
  By: /s/ Bernard J. Grzelak  
    Bernard J. Grzelak  
    Chief Financial Officer and Vice President
       
Date: February 15, 2018      
 

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

 

  By: /s/ Daria L. Foster  
    Daria L. Foster  
    President and Chief Executive Officer
       
Date: February 15, 2018      
       
  By: /s/ Bernard J. Grzelak  
    Bernard J. Grzelak  
    Chief Financial Officer and Vice President
       
Date: February 15, 2018