Statement of Assets and Liabilities
September 30, 2022 (Unaudited)
Assets |
|
Long-term investments, at value (cost $737,087,382) |
$698,588,734 |
Short-term investments, at value (cost approximate value) |
1,082,375 |
Cash collateral at brokers for investments in futures(1) |
7,981,997 |
Receivable for: |
|
Interest |
13,724,704 |
Investments sold |
136,089 |
Variation margin on futures contracts |
1,906,125 |
Deferred offering costs |
222,760 |
Other assets |
69,949 |
Total assets |
723,712,733 |
Liabilities |
|
Cash overdraft |
341,701 |
Reverse repurchase agreements, including accrued interest |
201,784,767 |
Floating rate obligations |
36,810,000 |
Payable for: |
|
Dividends |
3,114,358 |
Interest(2) |
178,714 |
Accrued expenses: |
|
Management fees |
407,056 |
Trustees fees |
71,430 |
Shelf offering costs |
34,069 |
Other |
144,169 |
Total liabilities |
242,886,264 |
Commitments and contingencies (as disclosed in Note 8) |
|
Net assets applicable to common shares |
$480,826,469 |
Common shares outstanding |
29,388,744 |
Net asset value (“NAV”) per common share outstanding |
$ 16.36 |
Net assets applicable to common shares consist of: |
|
Common shares, $0.01 par value per share |
$ 293,887 |
Paid-in surplus |
540,143,516 |
Total distributable earnings (loss) |
(59,610,934) |
Net assets applicable to common shares |
$480,826,469 |
Authorized common shares |
Unlimited |
(1) | | Cash pledged to collateralize the net payment obligations for
investments in derivatives. |
(2) | | Excludes accrued interest on reverse repurchase agreements,
which is recognized above. |
See accompanying notes to financial statements.
21
Statement of Operations
Six Months Ended September 30, 2022 (Unaudited)
Total Investment Income |
$ 21,281,297 |
Expenses |
|
Management fees |
2,599,624 |
Interest expense and amortization of offering costs |
2,728,170 |
Custodian fees |
52,645 |
Trustees fees |
12,176 |
Professional fees |
53,512 |
Shareholder reporting expenses |
43,899 |
Shareholder servicing agent fees |
90 |
Stock exchange listing fees |
3,771 |
Investor relations expenses |
20,460 |
Other |
8,483 |
Total expenses |
5,522,830 |
Net investment income (loss) |
15,758,467 |
Realized and Unrealized Gain (Loss) |
|
Net realized gain (loss) from: |
|
Investments |
(459,847) |
Futures contracts |
42,257,444 |
Change in net unrealized appreciation (depreciation) of: |
|
Investments |
(148,725,804) |
Futures contracts |
4,552,934 |
Net realized and unrealized gain (loss) |
(102,375,273) |
Net increase (decrease) in net assets applicable to common shares from operations |
$ (86,616,806) |
See accompanying notes to financial statements.
22
Statement of Changes in Net Assets
|
(Unaudited) |
|
|
Six Months |
Year |
|
Ended |
Ended |
|
9/30/22 |
3/31/22 |
Operations |
|
|
Net investment income (loss) |
$ 15,758,467 |
$ 34,793,695 |
Net realized gain (loss) from: |
|
|
Investments |
(459,847) |
42,406 |
Futures contracts |
42,257,444 |
1,705,203 |
Change in net unrealized appreciation (depreciation) of: |
|
|
Investments |
(148,725,804) |
(60,623,085) |
Futures contracts |
4,552,934 |
(936,111) |
Net increase (decrease) in net assets applicable to common shares from operations |
(86,616,806) |
(25,017,892) |
Distributions to Common Shareholders |
|
|
Dividends |
(18,828,098) |
(36,176,376) |
Decrease in net assets applicable to common shares from distributions to common shareholders |
(18,828,098) |
(36,176,376) |
Capital Share Transactions |
|
|
Common shares: |
|
|
Proceeds from shelf offering, net of offering costs and adjustments |
13,972,150 |
19,282,125 |
Net proceeds from shares issued to shareholders due to reinvestment of distributions |
212,304 |
834,999 |
Net increase (decrease) in net assets applicable to common shares from capital share transactions |
14,184,454 |
20,117,124 |
Net increase (decrease) in net assets applicable to common shares |
(91,260,450) |
(41,077,144) |
Net assets applicable to common shares at the beginning of period |
572,086,919 |
613,164,063 |
Net assets applicable to common shares at the end of period |
$480,826,469 |
$572,086,919 |
See accompanying notes to financial statements.
23
Statement of Cash Flows
Six Months Ended September 30, 2022 (Unaudited)
Cash Flows from Operating Activities: |
|
Net Increase (Decrease) in Net Assets Applicable to Common Shares from Operations |
$ (86,616,806) |
Adjustments to reconcile the net increase (decrease) in net assets applicable to common shares |
|
from operations to net cash provided by (used in) operating activities: |
|
Purchases of investments |
(130,688) |
Proceeds from sales and maturities of investments |
2,580,437 |
Proceeds from (Purchase of) short-term investments, net |
(1,082,375) |
Amortization (Accretion) of premiums and discounts, net |
1,174,459 |
(Increase) Decrease in: |
|
Receivable for interest |
407,701 |
Receivable for investments sold |
440,013 |
Receivable for variation margin on futures contracts |
(1,906,125) |
Other assets |
1,071 |
Increase (Decrease) in |
|
Payable for interest |
506,140 |
Payable for variation margin on futures contracts |
(1,249,500) |
Accrued management fees |
(79,290) |
Accrued Trustees fees |
(3,076) |
Accrued other expenses |
(6,227) |
Net realized (gain) loss of investments |
459,847 |
Change in net unrealized appreciation (depreciation) of investments |
148,725,804 |
Net cash provided by (used in) operating activities |
63,221,385 |
Cash Flow from Financing Activities: |
|
Proceeds from reverse repurchase agreements |
861,760,275 |
(Repayments of) reverse repurchase agreements |
(917,660,275) |
Proceeds from shelf offering, net of offering costs |
13,974,995 |
Increase (Decrease) in: |
|
Accrued shelf offering costs |
(3,337) |
Cash overdraft |
(2,755,955) |
Cash distributions paid to common shareholders |
(18,537,085) |
Net cash provided by (used in) financing activities |
(63,221,382) |
Net Increase (Decrease) in Cash and Cash Collateral at Brokers |
3 |
Cash and cash collateral at brokers at the beginning of period |
7,981,994 |
Cash and cash collateral at brokers at the end of period |
$ 7,981,997 |
The following table provides a reconciliation of cash and cash collateral at brokers to the statement of assets and liabilities: |
|
|
Cash |
$ — |
Cash collateral at brokers for investments in futures contracts |
7,981,997 |
Total cash and cash collateral at brokers |
$ 7,981,997 |
Supplemental Disclosure of Cash Flow Information |
|
Cash paid for interest (excluding amortization of offering costs) |
$ 2,218,809 |
Non-cash financing activities not included herein consists of reinvestments of common share distributions |
212,304 |
See accompanying notes to financial statements.
24
THIS PAGE INTENTIONALLY LEFT BLANK
25
Financial Highlights
Selected data for a common share outstanding throughout each period:
|
|
|
|
|
|
|
Less Distributions |
|
|
|
|
|
|
|
|
Investment Operations |
|
|
|
to Common Shareholders |
|
|
|
Common Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
Premium |
|
|
|
|
|
|
|
|
|
From |
|
|
|
|
from |
|
|
|
|
|
|
|
|
|
Accum- |
|
|
|
|
Shares |
|
|
|
Beginning |
Net |
Net |
|
|
From |
ulated |
|
|
|
|
Sold |
|
|
|
Common |
Investment |
Realized/ |
|
|
Net |
Net |
|
|
|
Shelf |
through |
|
Ending |
|
Share |
Income |
Unrealized |
|
|
Investment |
Realized |
Return of |
|
|
Offering |
Shelf |
Ending |
Share |
|
NAV |
(Loss)(a) |
Gain (Loss) |
Total |
|
Income |
Gains |
Capital |
Total |
|
Costs |
Offering |
NAV |
Price |
Year Ended 3/31: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022(g) |
$20.00 |
$0.55 |
$(3.55) |
$(3.00) |
|
$(0.65) |
$ — |
$ — |
$(0.65) |
|
$ —* |
$0.01 |
$16.36 |
$15.69 |
2022 |
22.11 |
1.23 |
(2.07) |
(0.84) |
|
(1.28) |
— |
— |
(1.28) |
|
—* |
0.01 |
20.00 |
19.99 |
2021 |
19.89 |
1.18 |
2.16 |
3.34 |
|
(1.13) |
— |
— |
(1.13) |
|
—* |
0.01 |
22.11 |
22.59 |
2020 |
21.35 |
1.11 |
(1.39) |
(0.28) |
|
(1.17) |
— |
(0.01) |
(1.18) |
|
— |
— |
19.89 |
19.15 |
2019 |
21.96 |
1.08 |
(0.45) |
0.63 |
|
(1.24) |
— |
— |
(1.24) |
|
— |
— |
21.35 |
20.52 |
2018 |
21.41 |
1.18 |
0.61 |
1.79 |
|
(1.24) |
— |
— |
(1.24) |
|
— |
— |
21.96 |
20.79 |
|
Borrowings |
|
Aggregate |
Asset |
|
Amount |
Coverage |
|
Outstanding |
Per Share |
|
(000)(e) |
$1,000(f) |
Year Ended 3/31: |
|
|
2022(g) |
$ — |
$ — |
2022 |
— |
— |
2021 |
— |
— |
2020 |
— |
— |
2019 |
— |
— |
2018 |
90,175 |
7,445 |
26
|
|
|
|
Common Share Supplemental Data/ |
|
|
|
|
|
Ratios Applicable to Common Shares |
|
Common Share |
|
|
|
|
|
Total Returns |
|
|
Ratios to Average Net Assets(c) |
|
|
Based on |
|
Ending |
|
Net |
Portfolio |
Based on |
Share |
|
Net |
|
Investment |
Turnover |
NAV(b) |
Price(b) |
|
Assets (000) |
Expenses |
Income (Loss) |
Rate(d) |
(15.17)% |
(18.56)% |
|
$480,826 |
2.10%** |
6.00%** |
0%* |
(4.26) |
(6.31) |
|
572,087 |
1.31 |
5.46 |
1 |
16.99 |
24.16 |
|
613,164 |
1.37 |
5.36 |
9 |
(1.74) |
(1.44) |
|
544,173 |
1.83 |
5.05 |
16 |
3.06 |
4.97 |
|
584,098 |
1.64 |
5.12 |
4 |
8.47 |
5.42 |
|
581,186 |
1.34 |
5.37 |
6 |
(a) | | Per share Net Investment Income (Loss) is calculated using the average daily shares method. |
(b) | | Total Return Based on Common Share NAV is the combination of changes in common share NAV,
reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The last dividend declared in the period,
which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending NAV. The actual reinvest
price for the last dividend declared in the period may often be based on the Fund’s market price (and not its NAV), and therefore
may be different from the price used in the calculation. Total returns are not annualized. |
Total Return Based on Common Share Price is the combination of
changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any,
at the average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on
the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the
last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so
the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.
(c) | | • Net Investment Income (Loss) ratios reflect income earned and expenses incurred on
assets attributable to borrowings and/or reverse repurchase agreements (as described in Note 9 – Fund Leverage), where applicable. |
| | • The expense ratios reflect, among other things, all interest expense and other costs related
to borrowings and/or reverse repurchase agreements (as described in Note 9 –Fund Leverage) and/or the interest expense deemed to
have been paid by the Fund on the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters
held by the Fund (as described in Note 4 – Portfolio Securities and Investments in Derivatives), where applicable, as follows: |
|
Ratios of Interest Expense |
|
to Average Net Assets Applicable |
|
to Common Shares |
Year Ended 3/31: |
2022(g) |
1.01%** |
2022 |
0.32 |
2021 |
0.39 |
2020 |
0.85 |
2019 |
0.63 |
2018 |
0.47 |
(d)
|
Portfolio
Turnover Rate is calculated based on the lesser of long-term purchases or sales (as disclosed in Note 4 – Portfolio Securities
and Investments in Derivatives) divided by the average long-term market value during the period. |
(e)
|
Aggregate
Amount Outstanding: Aggregate amount outstanding represents the principal amount as of the end of the relevant fiscal year owed by the
Fund to lenders under arrangements in place at the time. |
(f)
|
Asset
Coverage Per $1,000: Asset coverage per $1,000 of debt is calculated by subtracting the Fund’s liabilities and indebtedness not
represented by senior securities from the Fund’s total assets, dividing the results by the aggregate amount of the Fund’s
senior securities representing indebtedness then outstanding, and multiplying the result by 1,000. The Fund’s borrowings constitute
“senior securities” as defined in the Investment Company Act of 1940, as amended. |
(g) |
Unaudited. For the six months ended September 30, 2022. |
* |
Value rounds to zero. |
** |
Annualized. |
See accompanying notes to financial statements.
27
Notes to
Financial Statements (Unaudited)
1.
General Information
Fund Information
The fund covered in this report and its corresponding New York
Stock Exchange (“NYSE”) symbol is Nuveen Taxable Municipal Income Fund (NBB) (the “Fund”). The Fund is registered
under the Investment Company Act of 1940 (the “1940 Act”), as amended, as a diversified, closed-end management investment
company. The Fund was organized as a Massachusetts business trust on December 4, 2009.
Current Fiscal Period
The end of the reporting period for the Fund is September 30,
2022, and the period covered by these Notes to Financial Statements is the six months ended September 30, 2022 (the “current fiscal
period”).
Investment Adviser and Sub-Adviser
The Fund’s investment adviser is Nuveen Fund Advisors, LLC
(the “Adviser”), a subsidiary of Nuveen, LLC (“Nuveen”). Nuveen is the investment management arm of Teachers Insurance
and Annuity Association of America (TIAA). The Adviser has overall responsibility for management of the Fund, oversees the management
of the Fund’s portfolio, manages the Fund’s business affairs and provides certain clerical, bookkeeping and other administrative
services, and, if necessary, asset allocation decisions. The Adviser has entered into a sub-advisory agreement with Nuveen Asset Management,
LLC (the “Sub-Adviser”), a subsidiary of the Adviser, under which the Sub-Adviser manages the investment portfolio of the
Fund.
Developments Regarding the Fund’s Control Share By-Law
On October 5, 2020, the Fund and certain other closed-end funds
in the Nuveen fund complex amended their by-laws. Among other things, the amended by-laws included provisions pursuant to which, in summary,
a shareholder who obtains beneficial ownership of common shares in a Control Share Acquisition (as defined in the by-laws) shall have
the same voting rights as other common shareholders only to the extent authorized by the other disinterested shareholders (the “Control
Share By-Law”). On January 14, 2021, a shareholder of certain Nuveen closed-end funds filed a civil complaint in the U.S. District
Court for the Southern District of New York (the “District Court”) against certain Nuveen funds and their trustees, seeking
a declaration that such funds’ Control Share By-Laws violate the 1940 Act, rescission of such fund’s Control Share By-Laws
and a permanent injunction against such funds applying the Control Share By-Laws. On February 18, 2022, the District Court granted judgment
in favor of the plaintiff’s claim for rescission of such funds’ Control Share By-Laws and the plaintiff’s declaratory
judgment claim, and declared that such funds’ Control Share By-Laws violate Section 18(i) of the 1940 Act. Following review of the
judgment of the District Court, on February 22, 2022, the Fund’s Board of Trustees (the “Board”) amended the Fund’s
by-laws to provide that the Fund’s Control Share By-Law shall be of no force and effect for so long as the judgment of the District
Court is effective and that if the judgment of the District Court is reversed, overturned, vacated, stayed, or otherwise nullified, the
Fund’s Control Share By-Law will be automatically reinstated and apply to any beneficial owner of common shares acquired in a Control
Share Acquisition, regardless of whether such Control Share Acquisition occurs before or after such reinstatement, for the duration of
the stay or upon issuance of the mandate reversing, overturning, vacating or otherwise nullifying the judgment of the District Court.
On February 25, 2022, the Board and the Funds appealed the District Court’s decision to the U.S. Court of Appeals for the Second
Circuit.
Other Matters
The outbreak of the novel coronavirus (“COVID-19”)
and subsequent global pandemic began significantly impacting the U.S. and global financial markets and economies during the calendar quarter
ended March 31, 2020. The worldwide spread of COVID-19 has created significant uncertainty in the global economy. The duration and extent
of COVID-19 over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which COVID-19
impacts the Fund’s normal course of business, results of operations, investments, and cash flows will depend on future developments,
which are highly uncertain and difficult to predict. Management continues to monitor and evaluate this situation.
2. Significant Accounting Policies
The accompanying financial statements were prepared in accordance
with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require the use of
estimates made by management and the evaluation of subsequent events. Actual results may differ from those estimates. The Fund is an investment
company and follows the accounting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification
946, Financial Services—Investment Companies. The net asset value (“NAV”) for financial reporting purposes may differ
from the NAV for processing security and common share transactions. The NAV for financial reporting purposes includes security and common
share transactions through the date of the report. Total return is computed based on the NAV used for processing security and common share
transactions. The following is a summary of the significant accounting policies consistently followed by the Fund.
28
Compensation
The Fund pays no compensation directly to those of its trustees
or to its officers, all of whom receive remuneration for their services to the Fund from the Adviser or its affiliates. The Board has
adopted a deferred compensation plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the
annual compensation they are entitled to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though
equal dollar amounts had been invested in shares of select Nuveen-advised funds.
Distributions to Common Shareholders
Distributions to common shareholders are recorded on the ex-dividend
date. The amount, character and timing of distributions are determined in accordance with federal income tax regulations, which may differ
from U.S. GAAP.
Indemnifications
Under the Fund’s organizational documents, its officers
and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the
normal course of business, the Fund enters into contracts that provide general indemnifications to other parties. The Fund’s maximum
exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.
However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
Investments and Investment Income
Securities transactions are accounted for as of the trade date
for financial reporting purposes. Realized gains and losses on securities transactions are based upon the specific identification method.
Investment income is comprised of interest income, which is recorded on an accrual basis and includes accretion of discounts and amortization
of premiums for financial reporting purposes. Investment income also reflects payment-in-kind (“PIK”) interest and paydown
gains and losses, if any. PIK interest represents income received in the form of securities in lieu of cash.
Netting Agreements
In the ordinary course of business, the Fund may enter into transactions
subject to enforceable master repurchase agreements, International Swaps and Derivatives Association, Inc. (ISDA) master agreements or
other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows the Fund to
offset certain securities and derivatives with a specific counterparty, when applicable, as well as any collateral received or delivered
to that counterparty based on the terms of the agreements. Generally, the Fund manages its cash collateral and securities collateral on
a counterparty basis.
The Fund’s investments subject to netting agreements as
of the end of the reporting period, if any, are further described in Note 4 – Portfolio Securities and Investments in Derivatives.
New Accounting Pronouncements and Rule Issuances
Reference Rate Reform
In March 2020, FASB issued Accounting Standards Update (“ASU”)
2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The main objective of the
new guidance is to provide relief to companies that will be impacted by the expected change in benchmark interest rates, when participating
banks will no longer be required to submit London Interbank Offered Rate (LIBOR) quotes by the UK Financial Conduct Authority (FCA). The
new guidance allows companies to, provided the only change to existing contracts are a change to an approved benchmark interest rate,
account for modifications as a continuance of the existing contract without additional analysis. For new and existing contracts, the Fund
may elect to apply the amendments as of March 12, 2020 through December 31, 2022. Management has not yet elected to apply the amendments,
is continuously evaluating the potential effect a discontinuation of LIBOR could have on the Fund’s investments and has currently
determined that it is unlikely the ASU’s adoption will have a significant impact on the Fund’s financial statements and various
filings.
New Rules to Modernize Fund Valuation Framework Take Effect
A new rule adopted by the Securities and Exchange Commission (the
“SEC”) governing fund valuation practices, Rule 2a-5 under the 1940 Act, has established requirements for determining fair
value in good faith for purposes of the 1940 Act. Rule 2a-5 permits fund boards to designate certain parties to perform fair value determinations,
subject to board oversight and certain other conditions. Rule 2a-5 also defines when market quotations are “readily available”
for purposes of Section 2(a)(41) of the 1940 Act, which requires a fund to fair value a security when market quotations are not readily
available. Separately, new SEC Rule 31a-4 under the 1940 Act sets forth the recordkeeping requirements associated with fair value determinations.
The Fund adopted a valuation policy conforming to the new rules, effective September 1, 2022, and there was no material impact to the
Fund.
29
Notes to Financial Statements (Unaudited) (continued)
3. Investment Valuation and Fair Value Measurements
The Fund’s investments in securities are recorded at their
estimated fair value utilizing valuation methods approved by the Adviser, subject to oversight of the Board. Fair value is defined as
the price that would be received upon selling an investment or transferring a liability in an orderly transaction to an independent buyer
in the principal or most advantageous market for the investment. U.S. GAAP establishes the three-tier hierarchy which is used to maximize
the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements
for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable
inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect management’s
assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the
best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.
Level 1 – Inputs are unadjusted and prices are determined
using quoted prices in active markets for identical securities.
Level 2 – Prices are determined using other significant
observable inputs (including quoted prices for similar securities, interest rates, credit spreads, etc.).
Level 3 – Prices are determined using significant unobservable
inputs (including management’s assumptions in determining the fair value of investments).
A description of the valuation techniques applied to the Fund’s
major classifications of assets and liabilities measured at fair value follows:
Prices of fixed-income securities are generally provided by pricing
services approved by the Adviser, which is subject to review by the Adviser and oversight of the Board. Pricing services establish a security’s
fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type
of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows
or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered
relevant. In pricing certain securities, particularly less liquid and lower quality securities, pricing services may consider information
about a security, its issuer or market activity provided by the Adviser. These securities are generally classified as Level 2.
Repurchase agreements are valued at contract amount plus accrued
interest, which approximates market value. These securities are generally classified as Level 2.
Futures contracts are valued using the closing settlement price
or, in the absence of such a price, the last traded price and are generally classified as Level 1.
For any portfolio security or derivative for which market quotations
are not readily available or for which the Adviser deems the valuations derived using the valuation procedures described above not to
reflect fair value, the Adviser will determine a fair value in good faith using alternative procedures approved by the Adviser, subject
to the oversight of the Board. As a general principle, the fair value of a security is the amount that the owner might reasonably expect
to receive for it in a current sale. A variety of factors may be considered in determining the fair value of such securities, which may
include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating,
market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions
and other information and analysis, including the obligor’s credit characteristics considered relevant. To the extent the inputs
are observable and timely, the values would be classified as Level 2; otherwise they would be classified as Level 3.
The following table summarizes the market value of the Fund’s
investments as of the end of the reporting period, based on the inputs used to value them:
|
Level 1 |
Level 2 |
Level 3 |
Total |
Long-Term Investments*: |
|
|
|
|
Municipal Bonds |
$ — |
$698,588,734 |
$ — |
$698,588,734 |
Short-Term Investments: |
|
|
|
|
Repurchase Agreements |
— |
$ 1,082,375 |
— |
$ 1,082,375 |
Investments in Derivatives: |
|
|
|
|
Futures Contracts** |
$13,658,574 |
— |
— |
$ 13,658,574 |
Total |
$13,658,574 |
$699,671,109 |
$ — |
$713,329,683 |
* | | Refer to the Fund’s Portfolio of Investments for state classifications. |
** | | Represents net unrealized appreciation (depreciation) as reported in the Fund’s Portfolio
of Investments. |
The Fund holds liabilities in floating rate obligations, which
are not reflected in the table above. The fair values of the Fund’s liabilities for floating rate obligations approximate their
liquidation values. Floating rate obligations are generally classified as Level 2 and further described in Note 4 – Portfolio Securities
and Investments in Derivatives.
30
4. Portfolio Securities and Investments in Derivatives
Portfolio Securities
Inverse Floating Rate Securities
The Fund is authorized to invest in inverse floating rate securities.
An inverse floating rate security is created by depositing a municipal bond (referred to as an “Underlying Bond”), typically
with a fixed interest rate, into a special purpose tender option bond (“TOB”) trust (referred to as the “TOB Trust”)
created by or at the direction of the Fund. In turn, the TOB Trust issues (a) floating rate certificates (referred to as “Floaters”),
in face amounts equal to some fraction of the Underlying Bond’s par amount or market value, and (b) an inverse floating rate certificate
(referred to as an “Inverse Floater”) that represents all remaining or residual interest in the TOB Trust. Floaters typically
pay short-term tax-exempt interest rates to third parties who are also provided a right to tender their certificate and receive its par
value, which may be paid from the proceeds of a remarketing of the Floaters, by a loan to the TOB Trust from a third party liquidity provider
(“Liquidity Provider”), or by the sale of assets from the TOB Trust. The Inverse Floater is issued to a long term investor,
such as the Fund. The income received by the Inverse Floater holder varies inversely with the short-term rate paid to holders of the Floaters,
and in most circumstances the Inverse Floater holder bears substantially all of the Underlying Bond’s downside investment risk and
also benefits disproportionately from any potential appreciation of the Underlying Bond’s value. The value of an Inverse Floater
will be more volatile than that of the Underlying Bond because the interest rate is dependent on not only the fixed coupon rate of the
Underlying Bond but also on the short-term interest paid on the Floaters, and because the Inverse Floater essentially bears the risk of
loss (and possible gain) of the greater face value of the Underlying Bond.
The Inverse Floater held by the Fund gives the Fund the right
to (a) cause the holders of the Floaters to tender their certificates at par (or slightly more than par in certain circumstances), and
(b) have the trustee of the TOB Trust (the “Trustee”) transfer the Underlying Bond held by the TOB Trust to the Fund, thereby
collapsing the TOB Trust.
The Fund may acquire an Inverse Floater in a transaction where
it (a) transfers an Underlying Bond that it owns to a TOB Trust created by a third party or (b) transfers an Underlying Bond that it owns,
or that it has purchased in a secondary market transaction for the purpose of creating an Inverse Floater, to a TOB Trust created at its
direction, and in return receives the Inverse Floater of the TOB Trust (referred to as a “self-deposited Inverse Floater”).
The Fund may also purchase an Inverse Floater in a secondary market transaction from a third party creator of the TOB Trust without first
owning the Underlying Bond (referred to as an “externally-deposited Inverse Floater”).
An investment in a self-deposited Inverse Floater is accounted
for as a “financing” transaction (i.e., a secured borrowing). For a self-deposited Inverse Floater, the Underlying Bond deposited
into the TOB Trust is identified in the Fund’s Portfolio of Investments as “(UB) – Underlying bond of an inverse floating
rate trust reflected as a financing transaction,” with the Fund recognizing as liabilities, labeled “Floating rate obligations”
on the Statement of Assets and Liabilities, (a) the liquidation value of Floaters issued by the TOB Trust, and (b) the amount of any borrowings
by the TOB Trust from a Liquidity Provider to enable the TOB Trust to purchase outstanding Floaters in lieu of a remarketing. In addition,
the Fund recognizes in “Investment Income” the entire earnings of the Underlying Bond, and recognizes (a) the interest paid
to the holders of the Floaters or on the TOB Trust’s borrowings, and (b) other expenses related to remarketing, administration,
trustee, liquidity and other services to a TOB Trust, as a component of “Interest expense” on the Statement of Operations.
Earnings due from the Underlying Bond and interest due to the holders of the Floaters as of the end of the reporting period are recognized
as components of “Receivable for interest” and “Payable for interest” on the Statement of Assets and Liabilities,
respectively.
In contrast, an investment in an externally-deposited Inverse
Floater is accounted for as a purchase of the Inverse Floater and is identified in the Fund’s Portfolio of Investments as “(IF)
– Inverse floating rate investment.” For an externally-deposited Inverse Floater, a Fund’s Statement of Assets and Liabilities
recognizes the Inverse Floater and not the Underlying Bond as an asset, and the Fund does not recognize the Floaters, or any related borrowings
from a Liquidity Provider, as a liability. Additionally, the Fund reflects in “Investment Income” only the net amount of earnings
on the Inverse Floater (net of the interest paid to the holders of the Floaters or the Liquidity Provider as lender, and the expenses
of the Trust), and does not show the amount of that interest paid or the expenses of the TOB Trust as described above as interest expense
on the Statement of Operations.
Fees paid upon the creation of a TOB Trust for self-deposited
Inverse Floaters and externally-deposited Inverse Floaters are recognized as part of the cost basis of the Inverse Floater and are capitalized
over the term of the TOB Trust.
As of the end of the reporting period, the aggregate value of
Floaters issued by the Fund’s TOB Trust for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as follows:
Floating Rate Obligations Outstanding |
|
Floating rate obligations: self-deposited Inverse Floaters |
$ 36,810,000 |
Floating rate obligations: externally-deposited Inverse Floaters |
103,190,000 |
Total |
$140,000,000 |
31
Notes to Financial Statements (Unaudited) (continued)
During the current fiscal period, the average amount of Floaters
(including any borrowings from a Liquidity Provider) outstanding and the average annual interest rate and fees related to self-deposited
Inverse Floaters, were as follows:
Self-Deposited Inverse Floaters |
|
Average floating rate obligations outstanding |
$36,810,000 |
Average annual interest rate and fees |
1.53% |
TOB Trusts are supported by a liquidity facility provided by a
Liquidity Provider pursuant to which the Liquidity Provider agrees, in the event that Floaters are (a) tendered to the Trustee for remarketing
and the remarketing does not occur, or (b) subject to mandatory tender pursuant to the terms of the TOB Trust agreement, to either purchase
Floaters or to provide the Trustee with an advance from a loan facility to fund the purchase of Floaters by the TOB Trust. In certain
circumstances, the Liquidity Provider may otherwise elect to have the Trustee sell the Underlying Bond to retire the Floaters that were
tendered and not remarketed prior to providing such a loan. In these circumstances, the Liquidity Provider remains obligated to provide
a loan to the extent that the proceeds of the sale of the Underlying Bond is not sufficient to pay the purchase price of the Floaters.
The size of the commitment under the loan facility for a given
TOB Trust is at least equal to the balance of that TOB Trust’s outstanding Floaters plus any accrued interest. In consideration
of the loan facility, fee schedules are in place and are charged by the Liquidity Provider(s). Any loans made by the Liquidity Provider
will be secured by the purchased Floaters held by the TOB Trust. Interest paid on any outstanding loan balances will be effectively borne
by the Fund that owns the Inverse Floaters of the TOB Trust that has incurred the borrowing and may be at a rate that is greater than
the rate that would have been paid had the Floaters been successfully remarketed.
As described above, any amounts outstanding under a liquidity
facility are recognized as a component of “Floating rate obligations” on the Statement of Assets and Liabilities by the Fund
holding the corresponding Inverse Floaters issued by the borrowing TOB Trust. As of the end of the reporting period, there were no loans
outstanding under any such facility.
The Fund may also enter into shortfall and forbearance agreements
(sometimes referred to as a “recourse arrangement”) (TOB Trusts involving such agreements are referred to herein as “Recourse
Trusts”), under which a Fund agrees to reimburse the Liquidity Provider for the Trust’s Floaters, in certain circumstances,
for the amount (if any) by which the liquidation value of the Underlying Bond held by the TOB Trust may fall short of the sum of the liquidation
value of the Floaters issued by the TOB Trust plus any amounts borrowed by the TOB Trust from the Liquidity Provider, plus any shortfalls
in interest cash flows. Under these agreements, a Fund’s potential exposure to losses related to or on an Inverse Floater may increase
beyond the value of the Inverse Floater as a Fund may potentially be liable to fulfill all amounts owed to holders of the Floaters or
the Liquidity Provider. Any such shortfall amount in the aggregate is recognized as “Unrealized depreciation on Recourse Trusts”
on the Statement of Assets and Liabilities.
As of the end of the reporting period, the Fund’s maximum
exposure to the Floaters issued by Recourse Trusts for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as
follows:
Floating Rate Obligations - Recourse Trusts |
|
Maximum exposure to Recourse Trusts: self-deposited Inverse Floaters |
$ 36,810,000 |
Maximum exposure to Recourse Trusts: externally-deposited Inverse Floaters |
103,190,000 |
Total |
$140,000,000 |
Repurchase Agreements
In connection with transactions in repurchase agreements, it is
the Fund’s policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the
principal amount of the repurchase transaction, including accrued interest, at all times. If the counterparty defaults, and the fair value
of the collateral declines, realization of the collateral may be delayed or limited.
The following table presents the repurchase agreements for the
Fund that are subject to netting agreements as of the end of the reporting period, and the collateral delivered related to those repurchase
agreements.
|
Short-Term |
Collateral |
|
Investments, |
Pledged (From) |
Counterparty |
at Value |
Counterparty |
Fixed Income Clearing Corporation |
$1,082,375 |
($1,104,073) |
Zero Coupon Securities
A zero coupon security does not pay a regular interest coupon
to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the
original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity.
The market prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.
32
Investment Transactions
Long-term purchases and sales (including maturities but excluding
derivative transactions) during the current fiscal period were as follows:
Purchases |
$ 130,688 |
Sales and maturities |
2,580,437 |
The Fund may purchase securities on a when-issued or delayed-delivery
basis. Securities purchased on a when-issued or delayed-delivery basis may have extended settlement periods; interest income is not accrued
until settlement date. Any securities so purchased are subject to market fluctuation during this period. The Fund has earmarked securities
in its portfolio with a current value at least equal to the amount of the when issued/ delayed-delivery purchase commitments. If the Fund
has outstanding when-issued/delayed-delivery purchases commitments as of the end of the reporting period, such amounts are recognized
on the Statement of Assets and Liabilities.
Investments in Derivatives
In addition to the inverse floating rate securities in which the
Fund may invest, which are considered portfolio securities for financial reporting purposes, the Fund is authorized to invest in certain
other derivative instruments such as futures, options and swap contracts. The Fund limits its investments in futures, options on futures
and swap contracts to the extent necessary for the Adviser to claim the exclusion from registration by the Commodity Futures Trading Commission
as a commodity pool operator with respect to the Fund. The Fund records derivative instruments at fair value, with changes in fair value
recognized on the Statement of Operations, when applicable. Even though the Fund’s investments in derivatives may represent economic
hedges, they are not considered to be hedge transactions for financial reporting purposes.
Futures Contracts
Upon execution of a futures contract, the Fund is obligated to
deposit cash or eligible securities, also known as ‘‘initial margin,’’ into an account at its clearing broker
equal to a specified percentage of the contract amount. Cash held by the broker to cover initial margin requirements on open futures contracts,
if any, is recognized as ‘‘Cash collateral at broker for investments in futures contracts’’ on the Statement of
Assets and Liabilities. Investments in futures contracts obligate the Fund and the clearing broker to settle monies on a daily basis representing
changes in the prior days ‘‘mark-to-market’’ of the open contracts. If the Fund has unrealized appreciation the
clearing broker would credit the Fund’s account with an amount equal to appreciation and conversely if the Fund has unrealized depreciation
the clearing broker would debit the Fund’s account with an amount equal to depreciation. These daily cash settlements are also known
as ‘‘variation margin.’’ Variation margin is recognized as a receivable and/or payable for ‘‘Variation
margin on futures contracts’’ on the Statement of Assets and Liabilities.
During the period the futures contract is open, changes in the
value of the contract are recognized as an unrealized gain or loss by ‘‘marking-to-market’’ on a daily basis to
reflect the changes in market value of the contract, which is recognized as a component of ‘‘Change in net unrealized appreciation
(depreciation) of futures contracts’’ on the Statement of Operations. When the contract is closed or expired, the Fund records
a realized gain or loss equal to the difference between the value of the contract on the closing date and value of the contract when originally
entered into, which is recognized as a component of ‘‘Net realized gain (loss) from futures contracts’’ on the
Statement of Operations.
Risks of investments in futures contracts include the possible
adverse movement in the price of the securities or indices underlying the contracts, the possibility that there may not be a liquid secondary
market for the contracts and/or that a change in the value of the contract may not correlate with a change in the value of the underlying
securities or indices.
During the current fiscal period, the Fund managed the duration
of its portfolio by shorting interest rate futures contracts.
The average notional amount of futures contracts outstanding during
the current fiscal period was as follows:
Average notional amount of futures contracts outstanding* |
$193,993,535 |
* The average notional amount is calculated based on the absolute
aggregate notional amount of contracts outstanding at the beginning of the current fiscal period and at the end of each fiscal quarter
within the current fiscal period.
33
Notes to Financial Statements (Unaudited) (continued)
The following table presents the fair value of all futures contracts
held by the Fund as of end of the reporting period, the location of these instruments on the Statement of Assets and Liabilities and the
primary underlying risk exposure.
|
|
Location on the Statement of Assets and Liabilities |
Underlying |
Derivative |
Asset Derivatives |
|
(Liability) Derivatives |
Risk Exposure |
Instrument |
Location |
Value |
Location |
|
Value |
Interest rate |
Futures contracts |
Receivable for variation |
|
|
|
|
|
|
margin on futures contracts* |
$13,658,574 |
— |
|
$ — |
* | | Value represents the cumulative unrealized appreciation (depreciation) of futures contracts
as reported in the Fund’s Portfolio of Investments and not the daily asset and/or liability derivatives location as described in
the table above. |
The following table presents the amount of net realized gain (loss)
and change in net unrealized appreciation (depreciation) recognized on futures contracts on the Statement of Operations during the current
fiscal period, and the primary underlying risk exposure.
|
|
Net Realized |
Change in net Unrealized |
Underlying |
Derivative |
Gain (Loss) from |
Appreciation (Depreciation) of |
Risk Exposure |
Instrument |
Futures Contracts |
Futures Contracts |
Interest rate |
Futures contracts |
$42,257,444 |
$4,552,934 |
Market and Counterparty Credit Risk
In the normal course of business the Fund may invest in financial
instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure
of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial
assets recorded on the financial statements. Financial assets, which potentially expose the Fund to counterparty credit risk, consist
principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of the Fund’s
exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement
of Assets and Liabilities.
The Fund helps manage counterparty credit risk by entering into
agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser
monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based
on the daily valuation of the financial asset) on behalf of the Fund with a value approximately equal to the amount of any unrealized
gain above a pre-determined threshold. Reciprocally, when the Fund has an unrealized loss, the Fund has instructed the custodian to pledge
assets of the Fund as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined threshold.
Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined
threshold amount.
5. Fund Shares
Common Shares
Common Share Equity Shelf Programs and Offering Costs
The Fund has filed a registration statement with the SEC authorizing
the Fund to issue additional common shares through one or more equity shelf programs (“Shelf Offering”), which became effective
with the SEC during the prior fiscal period.
Under this Shelf Offering, the Fund, subject to market conditions,
may raise additional equity capital by issuing additional common shares from time to time in varying amounts and by different offering
methods at a net price at or above the Fund’s NAV per common share. In the event the Fund’s Shelf Offering registration statement
is no longer current, the Fund may not issue additional common shares until a post-effective amendment to the registration statement has
been filed with the SEC.
Maximum aggregate offering, common shares sold and offering proceeds,
net of offering costs under the Fund’s Shelf Offering during the Fund’s current fiscal period were as follows:
|
Six Months |
Year |
|
Ended |
Ended |
|
9/30/22 |
3/31/22 |
Maximum aggregate offering |
$162,000,000 |
$162,000,000 |
Common shares sold |
766,405 |
847,169 |
Offering proceeds, net of offering cost |
$ 13,972,150 |
$ 19,282,125 |
34
Costs incurred by the Fund in connection with its initial shelf
registration are recorded as a prepaid expense and recognized as “Deferred offering costs” on the Statement of Assets and
Liabilities. These costs are amortized pro rata as common shares are sold and are recognized as a component of “Proceeds from shelf
offering, net of offering costs” on the Statement of Changes in Net Assets. Any deferred offering costs remaining one year after
effectiveness of the initial shelf registration will be expensed. Costs incurred by the Fund to keep the shelf registration current are
expensed as incurred and recognized as a component of “Other expenses” on the Statement of Operations.
Common Share Transactions
Transactions in common shares during the Fund’s current
and prior fiscal period, where applicable were as follows:
|
Six Months |
|
|
Ended |
Year Ended |
|
9/30/22 |
3/31/22 |
Common shares: |
|
|
Sold through shelf offering |
766,405 |
847,169 |
Issued to shareholders due to reinvestment of distributions |
11,822 |
36,456 |
Weighted average common share: |
|
|
Premium to NAV per shelf offering sold |
1.66% |
1.26% |
6. Income Tax Information
The Fund intends to distribute substantially all of its net investment
income and net capital gains to shareholders and otherwise comply with the requirements of Subchapter M of the Internal Revenue Code applicable
to regulated investment companies. Therefore, no federal income tax provision is required.
The Fund files income tax returns in U.S. federal and applicable
state and local jurisdictions. A Fund’s federal income tax returns are generally subject to examination for a period of three fiscal
years after being filed. State and local tax returns may be subject to examination for an additional period of time depending on the jurisdiction.
Management has analyzed the Fund’s tax positions taken for all open tax years and has concluded that no provision for income tax
is required in the Fund’s financial statements.
As of the end of the reporting period, the aggregate cost and
net unrealized appreciation/(depreciation) of all investments for federal income tax purposes was as follows:
|
|
Gross |
Gross |
Net Unrealized |
|
|
Unrealized |
Unrealized |
Appreciation |
Fund |
Tax Cost |
Appreciation |
(Depreciation) |
(Depreciation) |
NBB |
$724,126,900 |
$29,575,731 |
$(77,183,982) |
$(47,608,251) |
For purposes of this disclosure, tax cost generally includes the
cost of portfolio investments as well as up-front fees or premiums exchanged on derivatives and any amounts unrealized for income statement
reporting but realized income and/or capital gains for tax reporting, if applicable.
As of prior fiscal year end, the components of accumulated earnings
on a tax basis were as follows:
|
Undistributed |
Undistributed |
Unrealized |
|
|
Other |
|
|
Ordinary |
Long-Term |
Appreciation |
Capital Loss |
Late-Year Loss |
Book-to-Tax |
|
Fund |
Income |
Capital Gains |
(Depreciation) |
Carryforwards |
Deferrals |
Differences |
Total |
NBB |
$3,959,260 |
$ — |
$102,327,904 |
$(57,348,953) |
$ — |
$(3,104,241) |
$45,833,970 |
As of prior fiscal period end, the Fund had capital loss carryforwards, which will not expire:
Fund |
|
|
|
|
Short-Term |
Long-Term |
Total |
NBB1 |
|
|
|
|
$10,655,682 |
$46,693,271 |
$57,348,953 |
1 A portion of NBB’s capital loss carryforwards is subject to limitation under the Internal Revenue Code and related regulations.
As of prior fiscal period end, the Fund utilized the following capital loss carryforwards:
Fund |
|
|
|
|
|
|
Utilized |
NBB |
|
|
|
|
|
|
$684,735 |
35
Notes to Financial Statements (Unaudited) (continued)
7. Management Fees and Other Transactions with Affiliates
Management Fees
The Fund’s management fee compensates the Adviser for overall
investment advisory and administrative services and general office facilities. The Sub-Adviser is compensated for its services to the
Fund from the management fees paid to the Adviser.
The Fund’s management fee consists of two components –
a fund-level fee, based only on the amount of assets within the Fund, and a complex-level fee, based on the aggregate amount of all eligible
fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets within the Fund
as well as from growth in the amount of complex-wide assets managed by the Adviser.
The annual fund-level fee, payable monthly, is calculated according to the following schedule:
Average Daily Managed Assets* |
Fund-Level Fee Rate |
For the first $125 million |
0.4500% |
For the next $125 million |
0.4375 |
For the next $250 million |
0.4250 |
For the next $500 million |
0.4125 |
For the next $1 billion |
0.4000 |
For the next $3 billion |
0.3750 |
For managed assets over $5 billion |
0.3625 |
The annual complex-level fee, payable monthly, is calculated by
multiplying the current complex-wide fee rate, determined according to the following schedule by the Fund’s daily managed assets:
Complex-Level Eligible Asset Breakpoint Level* |
Effective Complex-Level Fee Rate at Breakpoint Level |
$55 billion |
0.2000% |
$56 billion |
0.1996 |
$57 billion |
0.1989 |
$60 billion |
0.1961 |
$63 billion |
0.1931 |
$66 billion |
0.1900 |
$71 billion |
0.1851 |
$76 billion |
0.1806 |
$80 billion |
0.1773 |
$91 billion |
0.1691 |
$125 billion |
0.1599 |
$200 billion |
0.1505 |
$250 billion |
0.1469 |
$300 billion |
0.1445 |
* | | For the complex-level fees, managed assets include closed-end fund assets managed by the
Adviser that are attributable to certain types of leverage. For these purposes, leverage includes the funds’ use of preferred stock
and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender
option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust’s
issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for
determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets
of all Nuveen open-end and closed-end funds that constitute “eligible assets.” Eligible assets do not include assets attributable
to investments in other Nuveen funds or assets in excess of a determined amount (originally $2 billion) added to the Nuveen fund complex
in connection with the Adviser’s assumption of the management of the former First American Funds effective January 1, 2011, but
do not include certain assets of certain Nuveen funds that were reorganized into funds advised by an affiliate of the Adviser during
the 2019 calendar year. As of September 30, 2022, the complex-level fee for the Fund was 0.1587%. |
Other Transactions with Affiliates
The Fund is permitted to purchase or sell securities from or to
certain other funds or accounts managed by the Sub-Adviser (“Affiliated Entity”) under specified conditions outlined in procedures
adopted by the Board (“cross-trade”). These procedures have been designed to ensure that any cross-trade of securities by
the Fund from or to an Affiliated Entity by virtue of having a common investment adviser (or affiliated investment adviser), common officer
and/or common trustee complies with Rule 17a-7 under the 1940 Act. These transactions are effected at the current market price (as provided
by an independent pricing service) without incurring broker commissions.
During the current fiscal period, the Fund did not engage in inter-fund
trades pursuant to these procedures.
36
8. Commitments and Contingencies
In the normal course of business, the Fund enters into a variety
of agreements that may expose the Fund to some risk of loss. These could include recourse arrangements for certain TOB Trusts, which are
described elsewhere in these Notes to Financial Statements. The risk of future loss arising from such agreements, while not quantifiable,
is expected to be remote. As of the end of the reporting period, the Fund did not have any unfunded commitments.
From time to time, the Fund may be a party to certain legal proceedings
in the ordinary course of business, including proceedings relating to the enforcement of the Fund’s rights under contracts. As of
the end of the reporting period, management has determined that any legal proceeding(s) the Fund is subject to, including those described
within this report, are unlikely to have a material impact to any of the Fund’s financial statements.
9. Fund Leverage
Reverse Repurchase Agreements
During the current fiscal period, the Fund utilized reverse repurchase
agreements as means of leverage.
The Fund may enter into a reverse repurchase agreement with brokers,
dealers, banks or other financial institutions that have been determined by the Adviser to be creditworthy. In a reverse repurchase agreement,
the Fund sells to the counterparty a security that it holds with a contemporaneous agreement to repurchase the same security at an agreed-upon
price and date, reflecting the interest rate effective for the term of the agreement. It may also be viewed as the borrowing of money
by the Fund. Cash received in exchange for securities delivered, plus accrued interest payments to be made by the Fund to a counterparty,
are reflected as a liability on the Statement of Assets and Liabilities. Interest payments made by the Fund to counterparties are recognized
as a component of “Interest expense” on the Statement of Operations.
In a reverse repurchase agreement, the Fund retains the risk of
loss associated with the sold security. In order to minimize risk, the Fund identifies for coverage securities and cash as collateral
with a fair value at least equal to its purchase obligations under these agreements (including accrued interest). Reverse repurchase agreements
also involve the risk that the purchaser fails to return the securities as agreed upon, files for bankruptcy or becomes insolvent. Upon
a bankruptcy or insolvency of a counterparty, the Fund is considered to be an unsecured creditor with respect to excess collateral and
as such the return of excess collateral may be delayed. The Fund will pledge assets determined to be liquid by the Adviser to cover its
obligations under reverse repurchase agreements.
As of the end of the reporting period, the Fund’s outstanding
balances on its reverse repurchase agreements were as follows:
During the current fiscal period, the average daily balance outstanding
(which was for the entire current reporting period) and average interest rate on the Fund’s reverse repurchase agreements were as
follows:
The following table presents the reverse repurchase agreements
subject to netting agreements and the collateral delivered related to those reverse repurchase agreements.
* Represents gross value and accrued interest for the counterparty
as reported in the preceding table.
The SEC has granted an exemptive order permitting registered open-end
and closed-end Nuveen funds to participate in an inter-fund lending facility whereby the Nuveen funds may directly lend to and borrow
money from each other for temporary purposes (e.g., to satisfy redemption requests or when a sale of securities “fails,” resulting
in an unanticipated cash shortfall) (the “Inter-Fund Program”). The closed-end Nuveen funds, including the Fund covered by
this shareholder report, will participate only as lenders, and not as borrowers, in the Inter-Fund Program because such closed-end funds
rarely, if ever, need to borrow cash to meet redemptions. The Inter-Fund Program is subject to a number of conditions, including, among
other things, the requirements that (1) no fund may borrow or lend money through the Inter-Fund Program unless it receives a more favorable
interest rate than is typically available from a bank or other financial institution for a comparable transaction; (2) no fund may borrow
on an unsecured basis through the Inter-Fund Program unless the fund’s outstanding borrowings from all sources immediately after
the inter-fund borrowing total 10% or less of its total assets; provided that if the borrowing fund has a secured borrowing outstanding
from any other lender, including but not limited to another fund, the inter-fund loan must be secured on at least an equal priority basis
with at least an equivalent percentage of collateral to loan value; (3) if a fund’s total outstanding borrowings immediately after
an inter-fund borrowing would be greater than 10% of its total assets, the fund may borrow through the inter-fund loan on a secured basis
only; (4) no fund may lend money if the loan would cause its aggregate outstanding loans through the Inter-Fund Program to exceed 15%
of its net assets at the time of the loan; (5) a fund’s inter-fund loans to any one fund shall not exceed 5% of the lending fund’s
net assets; (6) the duration of inter-fund loans will be limited to the time required to receive payment for securities sold, but in no
event more than seven days; and (7) each inter-fund loan may be called on one business day’s notice by a lending fund and may be
repaid on any day by a borrowing fund. In addition, a Nuveen fund may participate in the Inter-Fund Program only if and to the extent
that such participation is consistent with the fund’s investment objective and investment policies. The Board is responsible for
overseeing the Inter-Fund Program.
The limitations detailed above and the other conditions of the
SEC exemptive order permitting the Inter-Fund Program are designed to minimize the risks associated with Inter-Fund Program for both the
lending fund and the borrowing fund. However, no borrowing or lending activity is without risk. When a fund borrows money from another
fund, there is a risk that the loan could be called on one day’s notice or not renewed, in which case the fund may have to borrow
from a bank at a higher rate or take other actions to payoff such loan if an inter-fund loan is not available from another fund. Any delay
in repayment to a lending fund could result in a lost investment opportunity or additional borrowing costs.
During the current reporting period, the Fund did not enter into
any inter-fund loan activity.
Fund common shares are not guaranteed or endorsed by any bank or
other insured depository institution, and are not federally insured by the Federal Deposit Insurance Corporation.
Investing in closed-end funds involves risk; principal loss is
possible. There is no guarantee the Fund’s investment objectives will be achieved. Closed-end fund shares may frequently trade at
a discount or premium to their net asset value. Debt or fixed income securities such as those held by the Fund, are subject to
market risk, credit risk, interest rate risk, derivatives risk, liquidity risk, and income risk. As interest rates rise, bond prices fall.
Lower credit debt securities may be more likely to fail to make timely interest or principal payments. The Fund’s investments
in Build America Bonds, which were discontinued in 2010, subject the Fund to tax risk, liquidity risk, and may negatively affect
the Fund’s performance. Leverage increases return volatility and magnifies the Fund’s potential return and its risks;
there is no guarantee a fund’s leverage strategy will be successful. These and other risk considerations such as inverse floater
risk, and tax risk are described in more detail on the Fund’s web page at www.nuveen.com/NBB.
The Fund is required to file its complete schedule of portfolio
holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its report
on Form N-PORT. You may obtain this information on the SEC’s website at http://www.sec.gov.
You may obtain (i) information regarding how each fund voted proxies
relating to portfolio securities held during the most recent twelve-month period ended June 30, without charge, upon request, by calling
Nuveen toll-free at (800) 257-8787 or on Nuveen’s website at www.nuveen.com and (ii) a description of the policies and procedures
that each fund used to determine how to vote proxies relating to portfolio securities without charge, upon request, by calling Nuveen
toll free at (800) 257-8787. You may also obtain this information directly from the SEC. Visit the SEC on-line at http://www.sec.gov.