AGIC Global Equity & Convertible Income Fund
Statement of Assets and Liabilities
August 31, 2012
|
|
|
|
|
Assets:
|
|
|
|
Investments, at value (cost-$157,122,719)
|
|
$104,264,733
|
|
Foreign currency (cost-$9,698)
|
|
9,634
|
|
Dividends and interest receivable (net of foreign withholding taxes)
|
|
323,827
|
|
Prepaid expenses
|
|
14,256
|
|
Total Assets
|
|
104,612,450
|
|
|
|
|
|
Liabilities:
|
|
|
|
Investment management fees payable
|
|
88,190
|
|
Call options written, at value (premiums received-$49,879)
|
|
25,802
|
|
Accrued expenses and other liabilities
|
|
152,872
|
|
Total Liabilities
|
|
266,864
|
|
Net Assets
|
|
$104,345,586
|
|
|
|
|
|
Composition of Net Assets:
|
|
|
|
Common Shares:
|
|
|
|
Par value ($0.00001 per share, applicable to 7,019,923 shares issued and outstanding)
|
|
$70
|
|
Paid-in-capital in excess of par
|
|
160,302,058
|
|
Dividends in excess of net investment income
|
|
(346,587
|
)
|
Accumulated net realized loss
|
|
(2,775,814
|
)
|
Net unrealized depreciation of investments, call options written and foreign currency transactions
|
|
(52,834,141
|
)
|
Net Assets
|
|
$104,345,586
|
|
Net Asset Value Per Share
|
|
$14.86
|
|
22
|
AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
|
See accompanying Notes to Financial Statements.
|
|
AGIC Global Equity & Convertible Income Fund
Statement of Operations
Year ended August 31, 2012
|
|
|
|
|
|
|
|
Investment Income:
|
|
|
|
Dividends (net of foreign withholding taxes of $92,693)
|
|
$3,112,293
|
|
Interest
|
|
416,959
|
|
Total Investment Income
|
|
3,529,252
|
|
|
|
|
|
Expenses:
|
|
|
|
Investment management fees
|
|
1,045,731
|
|
Custodian and accounting agent fees
|
|
111,993
|
|
Audit and tax services
|
|
67,071
|
|
Shareholder communications
|
|
37,986
|
|
Transfer agent fees
|
|
32,799
|
|
New York Stock Exchange listing fees
|
|
21,800
|
|
Legal fees
|
|
15,822
|
|
Trustees fees and expenses
|
|
10,008
|
|
Insurance expense
|
|
4,424
|
|
Miscellaneous
|
|
3,920
|
|
Total Expenses
|
|
1,351,554
|
|
|
|
|
|
Net Investment Income
|
|
2,177,698
|
|
|
|
|
|
Realized and Change in Unrealized Gain (Loss):
|
|
|
|
Net Realized gain (loss) on:
|
|
|
|
Investments
|
|
1,294,686
|
|
Call options written
|
|
(244,437
|
)
|
Foreign currency transactions
|
|
(5,671
|
)
|
Net change in unrealized appreciation/depreciation of:
|
|
|
|
Investments
|
|
520,347
|
|
Call options written
|
|
59,537
|
|
Foreign currency transactions
|
|
(3,018
|
)
|
Net realized and change in unrealized gain on investments, call options written and foreign currency transactions
|
|
1,621,444
|
|
Net Increase in Net Assets Resulting from Investment Operations
|
|
$3,799,142
|
|
|
See accompanying Notes to Financial Statements.
| 8.31.12 |
AGIC Global Equity & Convertible Income Fund Annual Report
|
23
|
AGIC Global Equity & Convertible Income Fund
Statement of Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended August 31,
|
|
|
|
2012
|
|
|
2011
|
|
Investments Operations:
|
|
|
|
|
|
|
Net investment income
|
|
$2,177,698
|
|
|
$2,179,853
|
|
Net realized gain on investments, call options written and foreign currency transactions
|
|
1,044,578
|
|
|
7,898,855
|
|
Net change in unrealized appreciation/depreciation of investments, call options written and foreign currency transactions
|
|
576,866
|
|
|
5,225,396
|
|
Net increase in net assets resulting from investment operations
|
|
3,799,142
|
|
|
15,304,104
|
|
|
|
|
|
|
|
|
Dividends and Distributions to Shareholders from:
|
|
|
|
|
|
|
Net investment income
|
|
(3,008,509
|
)
|
|
(1,897,427
|
)
|
Net realized gains
|
|
(3,721,167
|
)
|
|
(6,507,599
|
)
|
Return of capital
|
|
(1,689,511
|
)
|
|
|
|
Total dividends and distributions to shareholders
|
|
(8,419,187
|
)
|
|
(8,405,026
|
)
|
|
|
|
|
|
|
|
Capital Share Transactions:
|
|
|
|
|
|
|
Reinvestment of dividends and distributions
|
|
221,691
|
|
|
|
|
Total increase (decrease) in net assets
|
|
(4,398,354
|
)
|
|
6,899,078
|
|
|
|
|
|
|
|
|
Net Assets:
|
|
|
|
|
|
|
Beginning of year
|
|
108,743,940
|
|
|
101,844,862
|
|
End of year (including undistributed (dividends in excess of) net investment income of $(346,587) and $291,929, respectively)
|
|
$104,345,586
|
|
|
$108,743,940
|
|
|
|
|
|
|
|
|
Shares Issued in Reinvestment of Dividends and Distributions
|
|
15,734
|
|
|
|
|
24
|
AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
|
See accompanying Notes to Financial Statements.
|
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
1. Organization and Significant Accounting Policies
AGIC Global Equity & Convertible Income Fund (the Fund) was organized as a Massachusetts business trust on May 3, 2007. Prior to commencing operations on September 28, 2007, the Fund had no operations other than matters relating to its organization and registration as a diversified, closed-end management investment company under the Investment Company Act of 1940 and the rules and regulations thereunder, as amended. Allianz Global Investors Fund Management LLC (the Investment Manager) serves as the Funds investment manager and is an indirect wholly-owned subsidiary of Allianz Asset Management of America L.P. (AAM). AAM is an indirect, wholly-owned subsidiary of Allianz SE, a publicly traded European insurance and financial services company. The Fund has authorized an unlimited amount of common shares with $0.00001 par value per share.
The Funds investment objective is to seek total return comprised of capital appreciation, current income and gains. Under normal market conditions the Fund pursues its investment objective by investing in a diversified, global portfolio of equity securities and income-producing convertible securities. The Fund also employs a strategy of writing (selling) call options on stocks held, as well as on equity indexes, in an attempt to generate gains from option premiums. There can be no guarantee that the Fund will meet its stated objective.
The preparation of the financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the Funds financial statements. Actual results could differ from these estimates.
In the normal course of business, the Fund enters into contracts that contain a variety of representations that provide general indemnifications. The Funds 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.
In December 2011, the Financial Accounting Standards Board issued Accounting Standards Update No. 2011-11, Disclosures About Offsetting Assets and Liabilities, which requires enhanced disclosures that will enable users to evaluate the effect or potential effect of netting arrangements on an entitys financial position, including the effect or potential effect of rights of setoff associated with certain financial instruments and derivative instruments. The amendments are effective for fiscal years beginning on or after January 1, 2013. The Funds management is currently evaluating the effect that the guidance may have on the Funds financial statements.
The following is a summary of significant accounting policies consistently followed by the Fund:
(a) Valuation of Investments
Portfolio securities and other financial instruments for which market quotations are readily available are stated at market value. Market value is generally determined on the basis of last reported sales prices, or if no sales are reported, on the basis of quotes obtained from a quotation reporting system, established market makers, or independent pricing services. The Funds investments are valued daily using prices supplied by an independent pricing service or dealer quotations, or by using the last sale price on the exchange that is the primary market for such securities, or the mean between the last quoted bid and ask price. Independent pricing services use information provided by market makers or estimates of market values obtained from yield data relating to investments or securities with similar characteristics.
The Board of Trustees (the Board) has adopted procedures for valuing portfolio securities and other financial derivative instruments in circumstances where market quotes are not readily available, and has delegated the responsibility for applying the valuation methods to the Investment Manager and Allianz Global Investors Capital LLC (AGIC) (the Sub-Adviser), an affiliate of the Investment Manager. The Funds Valuation Committee was established to oversee the implementation of the Funds valuation methods and to make fair value determinations on behalf of the Board, as instructed. The Sub-Adviser monitors the continual appropriateness of methods applied and determines if adjustments should be made in light of market changes, events affecting the issuer, or other factors. If the Sub-Adviser determines that a valuation method may no longer be appropriate, another valuation method may be selected, or the Valuation Committee will be convened to consider the matter and take any appropriate action in accordance with procedures set forth by the Board. The Board shall review the appropriateness of the valuation methods and these methods may be amended or supplemented from time to time by the Valuation Committee.
If third party evaluated vendor pricing is neither available nor deemed to be reliable of fair value, the Sub-Adviser may elect to obtain market quotations (broker quotes) directly from a broker-dealer.
Short-term securities maturing in 60 days or less are valued at amortized cost, if their original term to maturity was 60 days or less, or by amortizing their value on the 61st day prior to maturity, if the original term to maturity exceeded 60 days.
|
8.31.12 |
AGIC Global Equity & Convertible Income Fund Annual Report
|
25
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
1. Organizational and Significant Accounting Policies
(continued)
Investments initially valued in currencies other than the U.S. dollar are converted to the U.S. dollar using exchange rates obtained from pricing services. As a result, the net asset value (NAV) of the Funds shares may be affected by changes in the value of currencies in relation to the U.S. dollar. The value of securities traded in markets outside the United States or denominated in currencies other than the U.S. dollar may be affected significantly on a day that the New York Stock Exchange (NYSE) is closed.
The prices used by the Fund to value securities may differ from the value that would be realized if the securities were sold, and these differences could be material to the Funds financial statements. The Funds NAV is normally determined at the close of regular trading (normally, 4:00 p.m. Eastern time) on the NYSE on each day the NYSE is open for business.
The prices of certain portfolio securities or financial instruments may be determined at a time prior to the close of regular trading on the NYSE. When fair-valuing the securities, the Fund may, among other things, consider significant events (which may be considered to include changes in the value of U.S. securities or securities indices) that occur after the close of the relevant market and before the time the Funds NAV is calculated. With respect to certain foreign securities, the Fund may fair-value securities using modeling tools provided by third-party vendors. The Fund has retained a statistical research service to assist in the determining the fair value of foreign securities. This service utilizes statistics and programs based on historical performance of markets and other economic data to assist in making fair value estimates. Fair value estimates used by the Fund for foreign securities may differ from the value realized from the sale of those securities and the difference could be material to the financial statements. Fair value pricing may require subjective determinations about the value of a security or other assets, and fair values used to determine the Funds NAV may differ from quoted or published prices, or from prices that are used by others, for the same investments. In addition, the use of fair value pricing may not always result in adjustments to the prices of securities or other assets held by the Fund.
(b) Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e. the exit price) in an orderly transaction between market participants. The three levels of the fair value hierarchy are described below:
·
Level 1 quoted prices in active markets for identical investments that the Fund has the ability to access
·
Level 2 valuations based on other significant observable inputs, which may include, but not limited to, quoted prices for similar assets and liabilities, interest rates, yield curves, violatilities, prepayment speeds, loss severities, credit risk and default rates or other market corroborated inputs
·
Level 3 valuations based on significant unobservable inputs (including the Sub-Advisers or Valuation Committees own assumptions and single broker quotes in determining the fair value of investments)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following are certain inputs and techniques that the Fund generally uses to evaluate how to classify each major category of assets and liabilities for Level 2 and Level 3, in accordance with Generally Accepted Accounting Principles (GAAP).
Equity Securities (Common and Preferred Stock)
Equity securities traded in inactive markets and certain foreign equity securities are valued using inputs which include broker-dealer quotes, recently executed transactions adjusted for changes in the benchmark index, or evaluated price quotes received from independent pricing services that take into account the integrity of the market sector and issuer, the individual characteristics of the security, and information received from broker-dealers and other market sources pertaining to the issuer or security. To the extent that these inputs are observable, the values of equity securities are categorized as Level 2. To the extent that these inputs are unobservable the values are categorized as Level 3.
Convertible Bonds & Notes
Convertible bonds & notes are valued by independent pricing services using various inputs and techniques, which include broker-dealer quotations from relevant market makers and recently executed transactions in securities of the issuer or comparable issuers. The broker-dealer quotations received are supported by credit analysis of the issuer that takes into consideration credit quality assessments, daily trading activity, and the activity of the underlying equities, listed bonds and sector-specific trends. To the extent that these inputs are observable, the values of convertible bonds & notes are categorized as Level 2. To the extent that these inputs are unobservable the values are categorized as Level 3.
26
|
AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
|
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
1. Organizational and Significant Accounting Policies
(continued)
Option Contracts
Option contracts traded over the counter (OTC) are valued by independent pricing services based on pricing models that incorporate various inputs such as interest rates, credit spreads, currency exchange rates and volatility measurements for in-the-money, at-the-money, and out-of-the-money contracts based on a given strike price. To the extent that these inputs are observable, the values of OTC option contracts are categorized as Level 2. To the extent that these inputs are unobservable the values are categorized as Level 3.
The valuation techniques used by the Fund to measure fair value during the year ended August 31, 2012 were intended to maximize the use of observable inputs and to minimize the use of unobservable inputs.
The Funds policy is to recognize transfers between levels at the end of the reporting period. An investment assets or liabilitys level within the fair value hierarchy is based on the lowest level input, individually or in aggregate, that is significant to the fair value measurement. The objective of fair value measurement remains the same even when there is a significant decrease in the volume and level of activity for an asset or liability and regardless of the valuation techniques used. Assets categorized as Level 1 or 2 as of period end may have been transferred between Levels 1 and 2 since the prior period due to changes in the valuation method utilized in valuing the investments.
A summary of the inputs used at August 31, 2012 in valuing the Funds assets and liabilities is listed below (refer to the Schedule of Investments for more detailed information on Investments in Securities):
|
|
Level 1
Quoted Prices
|
|
Level 2
Other Significant
Observable
Inputs
|
|
Level 3
Significant
Unobservable
Inputs
|
|
Value at
8/31/12
|
|
Investments in Securities Assets
|
|
|
|
|
|
|
|
|
|
Common Stock:
|
|
|
|
|
|
|
|
|
|
Australia
|
|
|
|
$2,247,715
|
|
|
|
$2,247,715
|
|
Austria
|
|
|
|
89,512
|
|
|
|
89,512
|
|
Belgium
|
|
|
|
154,179
|
|
|
|
154,179
|
|
China
|
|
|
|
194,771
|
|
|
|
194,771
|
|
Denmark
|
|
|
|
111,981
|
|
|
|
111,981
|
|
Finland
|
|
|
|
152,571
|
|
|
|
152,571
|
|
France
|
|
|
|
1,908,044
|
|
|
|
1,908,044
|
|
Germany
|
|
|
|
1,883,514
|
|
|
|
1,883,514
|
|
Greece
|
|
|
|
7,093
|
|
|
|
7,093
|
|
Hong Kong
|
|
|
|
2,045,935
|
|
|
|
2,045,935
|
|
Ireland
|
|
$294
|
|
|
|
$261
|
|
555
|
|
Italy
|
|
|
|
540,997
|
|
|
|
540,997
|
|
Japan
|
|
|
|
5,080,168
|
|
|
|
5,080,168
|
|
Netherlands
|
|
|
|
110,864
|
|
|
|
110,864
|
|
New Zealand
|
|
|
|
145,986
|
|
|
|
145,986
|
|
Norway
|
|
|
|
612,867
|
|
|
|
612,867
|
|
Singapore
|
|
|
|
1,256,398
|
|
|
|
1,256,398
|
|
Spain
|
|
|
|
759,869
|
|
|
|
759,869
|
|
Sweden
|
|
|
|
1,470,983
|
|
|
|
1,470,983
|
|
Switzerland
|
|
|
|
1,426,814
|
|
|
|
1,426,814
|
|
United Kingdom
|
|
|
|
8,766,971
|
|
264
|
|
8,767,235
|
|
All Other
|
|
56,652,843
|
|
|
|
|
|
56,652,843
|
|
|
8.31.12 |
AGIC Global Equity & Convertible Income Fund Annual Report
|
27
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
1. Organizational and Significant Accounting Policies
(continued)
|
|
Level 1
Quoted Prices
|
|
Level 2
Other Significant
Observable
Inputs
|
|
Level 3
Significant
Unobservable
Inputs
|
|
Value at
8/31/12
|
|
Convertible Preferred Stock:
|
|
|
|
|
|
|
|
|
|
|
Airlines
|
|
|
|
$508,553
|
|
|
|
|
$508,553
|
|
Automobiles
|
|
$421,260
|
|
|
|
|
|
|
421,260
|
|
Capital Markets
|
|
|
|
619,704
|
|
$332,377
|
|
|
952,081
|
|
Commercial Banks
|
|
299,000
|
|
242,462
|
|
|
|
|
541,462
|
|
Commercial Services & Supplies
|
|
|
|
339,047
|
|
|
|
|
339,047
|
|
Oil, Gas & Consumable Fuels
|
|
406,783
|
|
524,800
|
|
|
|
|
931,583
|
|
Professional Services
|
|
|
|
563,550
|
|
|
|
|
563,550
|
|
Road & Rail
|
|
|
|
409,953
|
|
|
|
|
409,953
|
|
All Other
|
|
4,723,855
|
|
|
|
|
|
|
4,723,855
|
|
Convertible Bonds & Notes
|
|
|
|
8,467,153
|
|
|
|
|
8,467,153
|
|
Preferred Stock
|
|
|
|
203,749
|
|
|
|
|
203,749
|
|
Warrants
|
|
111,608
|
|
|
|
|
|
|
111,608
|
|
Short-Term Investments
|
|
|
|
469,985
|
|
|
|
|
469,985
|
|
Total Investments in Securities Assets
|
|
$62,615,643
|
|
$41,316,188
|
|
$332,902
|
|
|
$104,264,733
|
|
Investments in Securities Liabilities
|
|
|
|
|
|
|
|
|
|
|
Call Options Written, at value:
|
|
|
|
|
|
|
|
|
|
|
Market price
|
|
$(25,802)
|
|
|
|
|
|
|
$(25,802
|
)
|
Total Investments
|
|
$62,589,841
|
|
$41,316,188
|
|
$332,902
|
|
|
$104,238,931
|
|
At August 31, 2012, securities valued at $1,136,200 were transferred from Level 1 to Level 2 due to the application of modeling tools provided by a third-party vendor.
A roll forward of fair value measurements using significant unobservable inputs (Level 3) for the year ended August 31, 2012, was as follows:
|
|
Beginning
Balance
8/31/11
|
|
Purchases
|
|
Sales
|
|
Accrued
Discounts
(Premiums)
|
|
Net
Realized
Gain
(Loss)
|
|
Net
Change in
Unrealized
Appreciation/
(Depreciation)**
|
|
Transfers
into
Level 3*
|
|
Transfers
out of
Level 3
|
|
Ending
Balance
8/31/12
|
|
Investments in Securities Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ireland
|
|
$298
|
|
|
|
|
|
|
|
|
|
$(37
|
)
|
|
|
|
|
|
|
$261
|
|
United Kingdom
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$264
|
|
|
|
|
264
|
|
Convertible Preferred Stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automobiles
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Markets
|
|
459,324
|
|
|
|
$(119,773
|
)
|
|
|
$(1,945,095
|
)
|
1,937,921
|
|
|
|
|
|
|
|
332,377
|
|
Total Investments
|
|
$459,622
|
|
|
|
$(119,773
|
)
|
|
|
$(1,945,095
|
)
|
$1,937,884
|
|
|
$264
|
|
|
|
|
$332,902
|
|
Escrow GM Corp. is fair-valued at $0.
* Transferred out of Level 2 into Level 3 because trading halted and an independent price was not available.
** Net change in unrealized appreciation/depreciation is reflected on the Statement of Operations.
The net change in unrealized appreciation/depreciation of Level 3 investments, which the Fund held at August 31, 2012 was $1,931,601.
28
|
AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
|
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
1. Organizational and Significant Accounting Policies
(continued)
(c) Investment Transactions and Investment Income
Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Dividend income is recorded on the ex-dividend date. Interest income adjusted for the accretion of discount and amortization of premium is recorded on an accrual basis. Discounts or premiums on debt securities purchased are accreted or amortized, respectively, to interest income over the lives of the respective securities. Conversion premium is not amortized. Payments received on synthetic convertible securities are generally included in dividend income. Payments received from certain investments may be comprised of dividends, realized gains and return of capital. These payments may initially be recorded as dividend income and subsequently be reclassified as realized gains and/or return of capital upon receipt of information from the issuer.
(d) Federal Income Taxes
The Fund intends to distribute all of its taxable income and to comply with the other requirements of Subchapter M of the U.S. Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Accordingly, no provision for U.S. federal income taxes is required.
Accounting for uncertainty in income taxes establishes for all entities, including pass-through entities such as the Fund, a minimum threshold for financial statement recognition of the benefit of positions taken in filing tax returns (including whether an entity is taxable in a particular jurisdiction), and requires certain expanded tax disclosures. The Funds management has determined that its evaluation has resulted in no material impact on the Funds financial statements at August 31, 2012. The Funds federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service.
(e) Dividends and Distributions
The Fund declares quarterly dividends and distributions from net investment income and gains from option premiums and the sale of portfolio securities. The Fund records dividends and distributions on the ex-dividend date. The amount of dividends from net investment income and distributions from net realized capital gains is determined in accordance with federal income tax regulations, which may differ from GAAP. These book-tax differences are considered either temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts based on their federal income tax treatment. Temporary differences do not require reclassification. To the extent dividends and/or distributions exceed current and accumulated earnings and profits for federal income tax purposes, they are reported as dividends and/or distributions to shareholders from return of capital.
(f) Foreign Currency Translations
The Funds accounting records are maintained in U.S. dollars as follows: (1) the foreign currency market value of investments and other assets and liabilities denominated in foreign currency are translated at the prevailing exchange rate at the end of the period; and (2) purchases and sales, income and expenses are translated at the prevailing exchange rate on the respective dates of such transactions. The resulting net foreign currency gain (loss) is included in the Funds Statement of Operations.
The Fund does not generally isolate that portion of the results of operations arising as a result of changes in the foreign currency exchange rates from the fluctuations arising from changes in the market prices of securities. Accordingly, such foreign currency gain (loss) is included in net realized and unrealized gain (loss) on investments. However, the Fund does isolate the effect of fluctuations in foreign currency exchange rates when determining the gain (loss) upon the sale or maturity of foreign currency denominated debt obligations pursuant to U.S. federal income tax regulations; such amount is categorized as foreign currency gain (loss) for both financial reporting and income tax reporting purposes.
(g) Convertible Securities
It is the Funds policy to invest a portion of its assets in convertible securities. Although convertible securities do derive part of their value from the securities into which they are convertible, they are not considered derivative financial instruments. However, certain of the Funds investments in convertible securities include features which render them more sensitive to price changes in their underlying securities. The value of structured/synthetic convertible securities can be affected by interest rate changes and credit risks of the issuer. Such securities may be structured in ways that limit their potential for capital appreciation and the entire value of the security may be at risk
|
8.31.12 |
AGIC Global Equity & Convertible Income Fund Annual Report
|
29
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
1. Organizational and Significant Accounting Policies
(continued)
of loss depending on the performance of the underlying equity security. Consequently, the Fund is exposed to greater downside risk than traditional convertible securities, but still less than that of the underlying stock.
2. Principal Risks
In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to, among other things, changes in the market (market risk) or failure of the other party to a transaction to perform (counterparty risk). The Fund is also exposed to other risks such as, but not limited to, interest rate, foreign currency and credit risks.
Interest rate risk is the risk that fixed income securities will decline in value because of changes in interest rates. As nominal interest rates rise, the value of certain fixed income securities held by the Fund is likely to decrease. A nominal interest rate can be described as the sum of a real interest rate and an expected inflation rate. Fixed income securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than securities with shorter durations. Duration is used primarily as a measure of the sensitivity of a fixed income securitys market price to interest rate (i.e. yield) movements.
The Fund is exposed to credit risk, which is the risk of losing money if the issuer or guarantor of a fixed income security is unable or unwilling, or is perceived (whether by market participants, rating agencies, pricing services or otherwise) as unable or unwilling, to make timely principal and/or interest payments, or to otherwise honor its obligations. Securities are subject to varying degrees of credit risk, which are often reflected in credit ratings.
To the extent the Fund invests directly in foreign currencies or in securities that trade in, and receive revenues in, foreign currencies, or in derivatives that provide exposure to foreign currencies, it will be subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time for a number of reasons, including economic growth, inflation, changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad. As a result, the Funds investments in foreign currency-denominated securities may reduce the returns of the Fund.
The market values of securities may decline due to general market conditions (market risk) which are not specifically related to a particular company, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment. They may also decline due to factors which affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. Equity securities and equity-related investments generally have greater market price volatility than fixed income securities.
The Fund is subject to elements of risk not typically associated with investments in the U.S., due to concentrated investments in foreign issuers located in a specific country or region. Such concentrations will subject the Fund to additional risks resulting from future political or economic conditions in such country or region and the possible imposition of adverse governmental laws or currency exchange restrictions affecting such country or region, which could cause the securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies.
The Fund is exposed to counterparty risk, or the risk that an institution or other entity with which the Fund has unsettled or open transactions will default. The potential loss to the Fund could exceed the value of the financial assets recorded in the Funds financial statements. Financial assets, which potentially expose the Fund to counterparty risk, consist principally of cash due from counterparties and investments. The Funds Sub-Adviser seeks to minimize the Funds counterparty risk by performing reviews of each counterparty and by minimizing concentration of counterparty risk by undertaking transactions with multiple customers and counterparties on recognized and reputable exchanges. Delivery of securities sold is only made once the Fund has received payment. Payment is made on a purchase once the securities have been delivered by the counterparty. The trade will fail if either party fails to meet its obligation.
The counterparty risk associated with certain contracts may be reduced by master netting arrangements to the extent that if an event of default occurs, all amounts with the counterparty are terminated and settled on a net basis. The
30
|
AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
|
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
2. Principal Risks
(continued)
Funds overall exposure to counterparty risk with respect to transactions subject to master netting arrangements can change substantially within a short period, as it is affected by each transaction subject to the arrangement.
The Fund holds synthetic convertible securities with a Lehman Brothers entity as counterparty at the time the relevant Lehman Brothers entity filed for bankruptcy protection or was placed in administration. These securities are being valued at the sales prices obtained by other mutual funds affiliated with the Investment Manager less cash received on a per share basis.
3. Financial Derivative Instruments
Disclosure about derivatives and hedging activities requires qualitative disclosure regarding objectives and strategies for using derivatives, quantitative disclosure about fair value amounts of gains and losses on derivatives, and disclosure about credit-risk related contingent features in derivative agreements. The disclosure requirements distinguish between derivatives which are accounted for as hedges, and those that do not qualify for such accounting. Although the Fund sometimes uses derivatives for hedging purposes, the Fund reflects derivatives at fair value and recognizes changes in fair value through the Funds Statement of Operations, and such derivatives do not qualify for hedge accounting treatment.
Option Transactions
The Fund writes (sells) call options on securities and indices to earn premiums, for hedging purposes, risk management purposes or otherwise as part of its investment strategies. When an option is written, the premium received is recorded as an asset with an equal liability which is subsequently marked to market to reflect the market value of the option written. These liabilities are reflected as call options written in the Funds Statement of Assets and Liabilities. Premiums received from writing options which expire unexercised are recorded on the expiration date as a realized gain. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option written is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss. If a put option written is exercised, the premium reduces the cost basis of the security. In writing an option, the Fund bears the market risk of an unfavorable change in the price of the security underlying the written option. Exercise of a written option could result in the Fund purchasing a security at a price different from its current market value.
The following is a summary of the fair valuations of the Funds derivatives categorized by risk exposure.
The effect of derivatives on the Statement of Assets and Liabilities for the year ended August 31, 2012:
Location
|
|
Market
Price
|
|
Liability derivatives:
|
|
|
|
|
Call options written, at value
|
|
$(25,802
|
)
|
|
|
|
|
|
|
The effect of derivatives on the Statement of Operations for the year ended August 31, 2012:
|
|
|
|
|
|
|
|
|
|
Location
|
|
Market
Price
|
|
|
Net realized gain (loss) on:
|
|
|
|
|
Call options written
|
|
$(244,437
|
)
|
|
Net change in unrealized appreciation/depreciation of:
|
|
|
|
|
Call options written
|
|
$59,537
|
|
|
The average volume (measured at each fiscal quarter end) of derivative activity during the year ended August 31, 2012 was 669 contracts.
4. Investment Manager/Sub-Adviser
The Fund has an Investment Management Agreement (the Agreement) with the Investment Manager. Subject to the supervision of the Funds Board of Trustees, the Investment Manager is responsible for managing, either directly or through others selected by it, the Funds investment activities, business affairs and administrative matters. Pursuant
|
8.31.12 |
AGIC Global Equity & Convertible Income Fund Annual Report
|
31
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
August 31, 2012
|
4. Investment Manager/Sub-Adviser
(continued)
to the Agreement, the Investment Manager receives an annual fee, payable monthly, at the annual rate of 1.00% of the Funds average daily total managed assets. Total managed assets refer to the total assets of the Fund (including assets attributable to borrowings that may be outstanding) minus accrued liabilities (other than liabilities representing borrowings).
The Investment Manager has retained the Sub-Adviser to manage the Funds investments. Subject to the supervision of the Investment Manager, the Sub-Adviser is responsible for making all of the Funds investment decisions. The Investment Manager, and not the Fund, pays a portion of the fees it receives as Investment Manager to the Sub-Adviser in return for its services.
5. Investment in Securities
For the year ended August 31, 2012, purchases and sales of investments, other than short-term securities were $65,704,093 and $70,718,325, respectively.
(a) Transactions in options written for the year ended August 31, 2012:
|
|
Contracts
|
Premiums
|
|
Options outstanding, August 31, 2011
|
|
545
|
|
$33,125
|
|
Options written
|
|
11,685
|
|
802,031
|
|
Options terminated in closing transactions
|
|
(4,250
|
)
|
(378,660
|
)
|
Options expired
|
|
|
(7,380
|
)
|
|
(406,617
|
)
|
Options outstanding, August 31, 2012
|
|
|
600
|
|
|
$49,879
|
|
6. Income Tax Information
The tax character of dividends paid was:
|
|
Year ended
August 31, 2012
|
|
Year ended
August 31, 2011
|
|
Ordinary Income
|
|
$5,840,371
|
|
$8,405,026
|
|
Long-Term Capital Gain
|
|
889,305
|
|
|
|
Return of Capital
|
|
1,689,511
|
|
|
|
In accordance with U.S. Treasury regulations, the Fund elected to defer realized long-term capital losses of $1,635,814 arising after October 31, 2011.
For the year ended August 31, 2012, permanent book tax differences were primarily attributable to the differing treatment of convertible securities, foreign currency transactions and REITs. These adjustments were to decrease dividends in excess of net investment income by $192,295, increase accumulated net realized loss by $210,442 and increase paid-in-capital in excess of par by $18,147.
Under the Regulated Investment Company Modernization Act of 2010, the Fund will be permitted to carryforward capital losses incurred in taxable years beginning after December 22, 2010, for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term capital losses.
At August 31, 2012, the cost basis of portfolio securities for federal income tax purposes was $158,586,982. Gross unrealized appreciation was $7,233,618; gross unrealized depreciation was $61,555,867 and net unrealized depreciation was $54,322,249. The difference between book and tax cost basis was attributable to wash sale loss deferrals and differing treatment of convertible securities.
7. Subsequent Events
On September 7, 2012, a quarterly dividend of $0.30 per share was declared to shareholders, payable September 27, 2012 to shareholders of record on September 17, 2012.
32
|
AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
|
|
AGIC Global Equity & Convertible Income Fund
Notes to Financial Statements
August 31, 2012
|
7. Subsequent Events
(continued)
American Stock Transfer & Trust Company, LLC (AST) became the transfer agent for the Fund, effective as of September 17, 2012 (the Effective Date). The amended Dividend Reinvestment Plan (the Plan) and ASTs role as transfer agent for Participants under the Plan commenced as of the Effective Date.
There were no other subsequent events that require recognition or disclosure. In preparing these financial statements, the Funds management has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.
|
8.31.12 | AGIC Global Equity & Convertible Income Fund Annual Report
|
33
|
AGIC Global Equity & Convertible Income Fund Financial Highlights
For a share outstanding throughout each period:
|
|
|
Year ended August 31,
|
|
For the
Period
September 28,
2007*
through
August 31,
|
|
|
|
2012
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
2008
|
|
Net asset value, beginning of period
Investment Operations:
|
|
$15.53
|
|
|
$14.54
|
|
|
$14.71
|
|
|
$18.84
|
|
|
$23.88
|
**
|
Net investment income
|
|
0.31
|
|
|
0.31
|
|
|
0.27
|
|
|
0.44
|
|
|
0.65
|
|
Net realized and change in unrealized gain (loss) on investments, call options written and foreign currency transactions
|
|
0 .22
|
|
|
1.88
|
|
|
0.76
|
|
|
(2.93
|
)
|
|
(3.72
|
)
|
Total from investment operations
|
|
0.53
|
|
|
2.19
|
|
|
1.03
|
|
|
(2.49
|
)
|
|
(3.07
|
)
|
Dividends and Distributions to Shareholders from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
(0.43
|
)
|
|
(0.27
|
)
|
|
(0.33
|
)
|
|
(0.55
|
)
|
|
(0.60
|
)
|
Net realized gains
|
|
(0.53
|
)
|
|
(0.93
|
)
|
|
(0.69
|
)
|
|
(0.55
|
)
|
|
(1.32
|
)
|
Return of capital
|
|
(0.24
|
)
|
|
|
|
|
(0.18
|
)
|
|
(0.54
|
)
|
|
|
|
Total dividends and distributions to shareholders
|
|
(1.20
|
)
|
|
(1.20
|
)
|
|
(1.20
|
)
|
|
(1.64
|
)
|
|
(1.92
|
)
|
Common Share Transactions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Offering costs charged to paid-in capital in excess of par
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.05
|
)
|
Net asset value, end of period
|
|
$14.86
|
|
|
$15.53
|
|
|
$14.54
|
|
|
$14.71
|
|
|
$18.84
|
|
Market price, end of period
|
|
$13.30
|
|
|
$14.75
|
|
|
$14.10
|
|
|
$12.99
|
|
|
$18.10
|
|
Total Investment Return
(1)
|
|
(1.62
|
)%
|
|
12.59
|
%
|
|
17.66
|
%
|
|
(17.63
|
)%
|
|
(20.67
|
)%
|
RATIOS/SUPPLEMENTAL DATA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period (000s)
|
|
$104,346
|
|
|
$108,744
|
|
|
$101,845
|
|
|
$103,052
|
|
|
$131,941
|
|
Ratio of expenses to average net assets
|
|
1.29
|
%
|
|
1.29
|
%
|
|
1.30
|
%
|
|
1.39
|
%
|
|
1.23
|
%(2)
|
Ratio of net investment income to average net assets
|
|
2.08
|
%
|
|
1.86
|
%
|
|
1.74
|
%
|
|
3.45
|
%
|
|
3.31
|
%(2)
|
Portfolio turnover rate
|
|
63
|
%
|
|
120
|
%
|
|
75
|
%
|
|
26
|
%
|
|
105
|
%
|
*
|
Commencement of operations.
|
**
|
Initial public offering of $25.00 per share less underwriting discount of $1.125 per share.
|
(1)
|
Total investment return is calculated assuming a purchase of a share at the market price on the first day and a sale of a share at the market price on the last day of each period reported. Income dividends, capital gain and return of capital distributions, if any, are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Funds dividend reinvestment plan. Total investment return does not reflect brokerage commissions or sales charges in connection with the purchase or sale of Fund shares. Total investment return for a period of less than one year is not annualized.
|
(2)
|
Annualized.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34
|
AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12 |
See accompanying Notes to Financial Statements.
|
|
AGIC Global Equity & Convertible Income Fund
Report of Independent Registered Public Accounting Firm
|
To the Shareholders and Board of Trustees of:
AGIC Global Equity & Convertible Income Fund
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of AGIC Global Equity & Convertible Income Fund (the Fund) at August 31, 2012, 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 periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as financial statements) are the responsibility of the Funds management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2012 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, New York
October 23, 2012
|
8.31.12 | AGIC Global Equity & Convertible Income Fund Annual Report
|
35
|
AGIC Global Equity & Convertible Income Fund Tax Information
(unaudited)
|
Tax Information:
As required by the Internal Revenue Code, shareholders must be notified regarding certain tax attributes of distributions made by the Fund.
During the year ended August 31, 2012, the Fund distributed long-term capital gain in the amount of $889,305.
Under the Jobs and Growth Tax Relief Reconciliation Act of 2003, the Fund designates 46.70% of ordinary dividends paid (or the maximum amount allowable) as qualified dividend income.
The Fund designates 25.39% of ordinary dividends paid (or the maximum amount allowable) as qualifying for the Dividend Received Deduction.
Since the Funds tax year is not the calendar year, another notification will be sent with respect to calendar year 2012. In January 2013, shareholders will be advised on IRS Form 1099-DIV as to the federal tax status of the dividends and distributions received during calendar 2012. The amount that will be reported will be the amount to use on the shareholders 2012 federal income tax return and may differ from the amount which must be reported in connection with the Funds tax year ended August 31, 2012. Shareholders are advised to consult their tax advisers as to the federal, state and local tax status of the dividend income received from the Fund.
36
|
AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
|
|
AGIC Global Equity & Convertible Income Fund
Annual Shareholder Meeting Results/Changes to Board of Trustees/
Proxy Voting Policies & Procedures
(unaudited)
|
Annual Shareholder Meeting Results:
The Fund held its annual meeting of shareholders on December 19, 2011. Shareholders voted as indicated below:
|
|
Affirmative
|
|
Withheld
Authority
|
|
Election of Bradford K. Gallagher Class III to serve until 2013
|
|
6,501,551
|
|
92,130
|
|
Re-election of Hans W. Kertess Class I to serve until 2014
|
|
6,500,578
|
|
93,103
|
|
Re-election of William B. Ogden, IV Class I to serve until 2014
|
|
6,498,014
|
|
95,667
|
|
Re-election of Alan Rappaport Class I to serve until 2014
|
|
6,450,918
|
|
142,763
|
|
Election of Deborah A. DeCotis Class II to serve until 2012
|
|
6,519,227
|
|
74,454
|
|
With the exception of Mr. Paul Belica, who retired from the Board of Trustees on December 31, 2011, the other members of the Board of Trustees at the time of the meeting, namely Messrs. James A. Jacobson and John C. Maney, continue to serve as Trustees of the Fund.
Interested Trustee
Changes to Board of Trustees:
|
Paul Belica retired from the Funds Board of Trustees on December 31, 2011.
Proxy Voting Policies & Procedures:
|
A description of the polices and procedures that the Fund has adopted to determine how to vote proxies relating to portfolio securities and information about how the Fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30 is available (i) without charge, upon request, by calling the Funds shareholder servicing agent at (800) 254-5197; (ii) on the Funds website at www.allianzinvestors.com/closedendfunds; and (iii) on the Securities and Exchange Commissions website at www.sec.gov.
|
8.31.12 | AGIC Global Equity & Convertible Income Fund Annual Report
|
37
|
AGIC Global Equity & Convertible Income Fund
Matters Relating to the Trustees Consideration of the
Investment Management & Portfolio Management Agreements
(unaudited)
The Investment Company Act of 1940, as amended, requires that both the full Board of Trustees (the Trustees) and a majority of the non-interested Trustees (the Independent Trustees), voting separately, approve the Funds Management Agreement with the Investment Manager (the Advisory Agreement) and Portfolio Management Agreement between the Investment Manager and the Sub-Adviser (the Sub-Advisory Agreement, and together with the Advisory Agreement, the Agreements). The Trustees met in person on June 26-27, 2012 (the contract review meeting) for the specific purpose of considering whether to approve the continuation of the Advisory Agreement and the Sub-Advisory Agreement. The Independent Trustees were assisted in their evaluation of the Agreements by independent legal counsel, from whom they received separate legal advice and with whom they met separately from Fund management during the contract review meeting.
Based on their evaluation of factors that they deemed to be material, including those factors described below, the Trustees, including a majority of the Independent Trustees, concluded that the continuation of the Funds Advisory Agreement and the Sub-Advisory Agreement should be approved for a one-year period commencing July 1, 2012.
In connection with their deliberations regarding the continuation of the Agreements, the Trustees, including the Independent Trustees, considered such information and factors as they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. As described below, the Trustees considered the nature, quality, and extent of the various investment management, administrative and other services performed by the Investment Manager or the Sub-Adviser under the applicable Agreement.
In connection with their contract review meetings, the Trustees received and relied upon materials provided by the Investment Manager which included, among other items: (i) information provided by Lipper Inc. (Lipper) on the total return investment performance (based on net assets) of the Fund for various time periods, the investment performance of a group of funds with substantially similar investment classifications/objectives as the Fund identified by Lipper and the performance of an applicable benchmark index, (ii) information provided by Lipper on the Funds management fees and other expenses and the management fees and other expenses of comparable funds identified by Lipper, (iii) information regarding the investment performance and management fees of any comparable portfolios of other clients of the Sub-Adviser, including institutional separate accounts and other clients, (iv) the estimated profitability to the Investment Manager from its relationship with the Fund for the one-year period ended December 31, 2011, (v) descriptions of various functions performed by the Investment Manager and the Sub-Adviser for the Fund, such as portfolio management, compliance monitoring and portfolio trading practices, and (vi) information regarding the overall organization of the Investment Manager and the Sub-Adviser, including information regarding senior management, portfolio managers and other personnel providing investment management, administrative and other services to the Fund.
The Trustees conclusions as to the continuation of the Agreements were based on a comprehensive consideration of all information provided to the Trustees and were not the result of any single factor. Some of the factors that figured particularly in the Trustees deliberations are described below, although individual Trustees may have evaluated the information presented differently from one another, attributing different weights to various factors.
As part of their review, the Trustees examined the Investment Managers and the Sub-Advisers abilities to provide high quality investment management and other services to the Fund. The Trustees considered the investment philosophy and research and decision-making processes of the Sub-Adviser; the experience of key advisory personnel of the Sub-Adviser responsible for portfolio management of the Fund; the ability of the Investment Manager and the Sub-Adviser to attract and retain capable personnel; the capability and integrity of the senior management and staff of the Investment Manager and the Sub-Adviser; and the level of skill required to manage the Fund. In addition, the Trustees reviewed the quality of the Investment Managers and the Sub-Advisers services with respect to regulatory compliance and compliance with the investment policies of the Fund; the nature and quality of certain administrative services the Investment Manager is responsible for providing to the Fund; and conditions that might affect the Investment Managers or the Sub-Advisers ability to provide high quality services to the Fund in the future under the
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AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
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AGIC Global Equity & Convertible Income Fund
Matters Relating to the Trustees Consideration of the
Investment Management & Portfolio Management Agreements
(unaudited) (continued)
Agreements, including each organizations respective business reputation, financial condition and operational stability. Based on the foregoing, the Trustees concluded that the Sub-Advisers investment process, research capabilities and philosophy were well suited to the Fund given its investment objective and policies, and that the Investment Manager and the Sub-Adviser would be able to continue to meet any reasonably foreseeable obligations under the Agreements.
Based on information provided by Lipper, the Trustees also reviewed the Funds total return investment performance as well as the performance of comparable funds identified by Lipper. In the course of their deliberations, the Trustees took into account information provided by the Investment Manager in connection with the contract review meeting, as well as during investment review meetings conducted with portfolio management personnel during the course of the year regarding the Funds performance.
In assessing the reasonableness of the Funds fees under the Agreements, the Trustees considered, among other information, the Funds management fee and its total expense ratio as a percentage of average net assets attributable to common shares and the management fee and total expense ratios of comparable funds identified by Lipper.
The Trustees specifically took note of how the Fund compared to its Lipper peers as to performance, management fee expense and total net expenses. The Trustees noted that while the Fund is not charged a separate administration fee, certain of the peer funds in the Lipper categories were separately charged such a fee by their investment managers, so that the total expense ratio (rather than any individual expense component) represented the most relevant comparison. It was noted that the total expense ratio reflects the effect of expense waivers/reimbursements (although none exist for the Fund) and does not reflect interest expense.
The Trustees noted that the expense group for the Fund provided by Lipper consisted of a total of eight closed-end funds, including the Fund. The Trustees noted that only non-leveraged closed-end funds were considered for inclusion in the group. The Trustees also noted that average net assets of the common shares of the funds in the peer group ranged from $63.7 million to $482 million, and that three of the funds are larger in asset size than the Fund. The Trustees also noted that the Fund was ranked fifth out of eight funds in the expense peer group for total expense ratio based on common share assets and fourth out of eight funds in the expense peer group for eight funds in actual management fees (with funds ranked first having the lowest fees/expenses and ranked eighth having the highest fees/expenses in the peer group).
With respect to Fund performance (based on net asset value), the Trustees noted that the Fund had fourth quintile performance for the one-year period and second quintile performance for the three-year period ended February 29, 2012.
In addition to their review of Fund performance based on net asset value, the Trustees also considered the market value performance of the Funds common shares and related share price premium and/or discount information based on the materials provided by Lipper and management.
The Trustees also considered the management fees charged by the Sub-Adviser to other clients, including institutional separate accounts with investment strategies similar to those of the Fund. Regarding the institutional separate accounts, they noted that the management fees paid by the Fund are generally higher than the fees paid by these clients of the Sub-Adviser, but noted managements view that the administrative burden for the Investment Manager and the Sub-Adviser with respect to the Fund is also relatively higher, due in part to the more extensive regulatory regime to which the Fund is subject in comparison to institutional separate accounts. The Trustees noted that the management fees paid by the Fund is generally higher than the fees paid by the open-end funds offered for comparison but were advised that there are additional portfolio management challenges in managing the Fund, such as efforts to meet a regular dividend level.
Based on a profitability analysis provided by the Investment Manager, the Trustees also considered the estimated profitability of the Investment Manager from its relationship with the Fund and determined that such profitability did not appear to be excessive.
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8.31.12 | AGIC Global Equity & Convertible Income Fund Annual Report
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AGIC Global Equity & Convertible Income Fund
Matters Relating to the Trustees Consideration of the
Investment Management & Portfolio Management Agreements
(unaudited) (continued)
The Trustees also took into account that, as a closed-end investment company, the Fund does not currently intend to raise additional assets, so the assets of the Fund will grow (if at all) only through the investment performance of the Fund. Therefore, the Trustees did not consider potential economies of scale as a principal factor in assessing the fee rates payable under the Agreements.
Additionally, the Trustees considered so-called fall-out benefits to the Investment Manager and the Sub-Adviser, such as reputational value derived from serving as Investment Manager and Sub-Adviser to the Fund.
After reviewing these and other factors described herein, the Trustees concluded with respect to the Fund, within the context of their overall conclusions regarding the Agreements and based on the information provided and related representations made by management, that the fees payable under the Agreements represent reasonable compensation in light of the nature and quality of the services being provided by the Investment Manager and Sub-Adviser to the Fund.
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AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
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AGIC Global Equity & Convertible Income Fund Privacy Policy
(unaudited)
Privacy Policy:
Our Commitment to You
We consider customer privacy to be a fundamental aspect of our relationships with shareholders and are committed to maintaining the confidentiality, integrity and security of our current, prospective and former shareholders personal information. To ensure our shareholders privacy, we have developed policies that are designed to protect this confidentiality, while allowing shareholders needs to be served.
Obtaining Personal Information
In the course of providing shareholders with products and services, we may obtain non-public personal information about shareholders, which may come from sources such as account applications and other forms, from other written, electronic or verbal correspondence, from shareholder transactions, from a shareholders brokerage or financial advisory firm, financial adviser or consultant, and/or from information captured on our internet web sites.
Respecting Your Privacy
As a matter of policy, we do not disclose any personal or account information provided by shareholders or gathered by us to non-affiliated third parties, except as required for our everyday business purposes, such as to process transactions or service a shareholders account, or as otherwise permitted by law. As is common in the industry, non-affiliated companies may from time to time be used to provide certain services, such as preparing and mailing prospectuses, reports, account statements and other information, and gathering shareholder proxies. We may also retain non-affiliated financial services providers, such as broker-dealers, to market our shares or products and we may enter into joint-marketing arrangements with them and other financial companies. We may also retain marketing and research service firms to conduct research on shareholder satisfaction. These companies may have access to a shareholders personal and account information, but are permitted to use this information solely to provide the specific service or as otherwise permitted by law. We may also provide a shareholders personal and account information to their respective brokerage or financial advisory firm, Custodian, and/or to their financial advisor or consultant.
Sharing Information with Third Parties
We reserve the right to disclose or report personal information to non-affiliated third parties, in limited circumstances, where we believe in good faith that disclosure is required under law to cooperate with regulators or law enforcement authorities, to protect our rights or property or upon reasonable request by any Fund in which a shareholder has chosen to invest. In addition, we may disclose information about a shareholder or a shareholders accounts to a non-affiliated third party only if we receive a shareholders written request or consent.
Sharing Information with Affiliates
We may share shareholder information with our affiliates in connection with our affiliates everyday business purposes, such as servicing a shareholders account, but our affiliates may not use this information to market products and services to you except in conformance with applicable laws or regulations. The information we share includes information about our experiences and transactions with a shareholder and may include, for example, a shareholders participation in one of the Funds or in other investment programs, a shareholders ownership of certain types of accounts (such as IRAs), or other data about a shareholders transactions or accounts. Our affiliates, in turn, are not permitted to share shareholder information with non-affiliated entities, except as required or permitted by law.
Procedures to Safeguard Private Information
We take seriously the obligation to safeguard shareholder non-public personal information. In addition to this policy, we have also implemented procedures that are designed to restrict access to a shareholders non-public personal information only to internal personnel who need to know that information in order to provide products or services to such shareholders. In addition, we have physical, electronic, and procedural safeguards in place to guard a shareholders non-public personal information.
Disposal of Confidential Records
We will dispose of records, if any, that are knowingly derived from data received from a consumer reporting agency regarding a shareholder that is an individual in a manner that ensures the confidentiality of the data is maintained. Such records include, among other things, copies of consumer reports and notes of conversations with individuals at consumer reporting agencies.
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AGIC Global Equity & Convertible Income Fund
Dividend Reinvestment Plan
(unaudited)
The Fund has adopted a Dividend Reinvestment Plan (the Plan) which allows common shareholders to reinvest Fund distributions in additional common shares of the Funds. American Stock Transfer & Trust Company, LLC. (the Plan Agent) serves as agent for common shareholders in administering the Plan. It is important to note that participation in the Plan and automatic reinvestment of Fund distributions does not ensure a profit, nor does it protect against losses in a declining market.
Automatic enrollment / voluntary participation.
Under the Plan, common shareholders whose shares are registered with the Plan Agent (registered shareholders) are automatically enrolled as participants in the Plan and will have all Fund distributions of income, capital gains and returns of capital (together, distributions) reinvested by the Plan Agent in additional common shares of the Fund, unless the shareholder elects to receive cash. Registered shareholders who elect not to participate in the Plan will receive all distributions in cash paid by check and mailed directly to the shareholder of record (or if the shares are held in street or other nominee name, to the nominee) by the Plan Agent.
Participation in the Plan is voluntary. Participants may terminate or resume their enrollment in the Plan at any time without penalty by notifying the Plan Agent online at www.amstock.com, by calling (800) 254-5197, by writing to the Plan Agent, American Stock Transfer & Trust Company, LLC, at P.O. Box 922, Wall Street Station, New York, NY 10269-0560, or, as applicable, by completing and returning the transaction form attached to a Plan statement. A proper notification will be effective immediately and apply to the Funds next distribution if received by the Plan Agent at least three (3) days prior to the record date for the distribution; otherwise, a notification will be effective shortly following the Funds next distribution and will apply to the Funds next succeeding distribution thereafter. If you withdraw from the Plan and so request, the Plan Agent will arrange for the sale of your shares and send you the proceeds, minus a transaction fee and brokerage commissions.
How shares are purchased under the Plan.
For Fund distributions, the Plan Agent will acquire common shares for participants either (i) through receipt of newly issued common shares from the Fund (newly issued shares) or (ii) by purchasing common shares of the Fund on the open market (open market purchases). If, on a distribution payment date, the net asset value per common share of the Fund (NAV) is equal to or less than the market price per common share plus estimated brokerage commissions (often referred to as a market premium), the Plan Agent will invest the distribution amount on behalf of participants in newly issued shares at a price equal to the greater of (i) NAV or (ii) 95% of the market price per common share on the payment date. If the NAV is greater than the market price per common share plus estimated brokerage commissions (often referred to as a market discount) on a distribution payment date, the Plan agent will instead attempt to invest the distribution amount through open market purchases. If the Plan Agent is unable to invest the full distribution amount in open market purchases, or if the market discount shifts to a market premium during the purchase period, the Plan Agent will invest any un-invested portion of the distribution in newly issued shares at a price equal to the greater of (i) NAV or (ii) 95% of the market price per share as of the last business day immediately prior to the purchase date (which, in either case, may be a price greater or lesser than the NAV per common share on the distribution payment date). No interest will be paid on distributions awaiting reinvestment.
Under the Plan, the market price of common shares on a particular date is the last sales price on the exchange where the shares are listed on that date or, if there is no sale on the exchange on that date, the mean between the closing bid and asked quotations for the shares on the exchange on that date. The NAV per common share on a particular date is the amount calculated on that date (normally at the close of regular trading on the New York Stock Exchange) in accordance with the Funds then current policies.
Fees and expenses.
No brokerage charges are imposed on reinvestments in newly issued shares under the Plan. However, all participants will pay a pro rata share of brokerage commissions incurred by the Plan Agent when it makes open market purchases. There are currently no direct service charges imposed on participants in the Plan, although the Fund reserves the right to amend the Plan to include such charges. The Plan Agent imposes a transaction fee (in
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AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
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AGIC Global Equity & Convertible Income Fund
Dividend Reinvestment Plan
(unaudited) (continued)
addition to brokerage commissions that are incurred) if it arranges for the sale of your common shares held under the Plan.
Shares held through nominees.
If your common shares are held through a broker, bank or other nominee (together, a nominee) and are not registered with the Plan Agent, neither you nor the nominee will be participants in or have distributions reinvested under the Plan. If you are a beneficial owner of common shares and wish to participate in the Plan, and your nominee is unable or unwilling to become a registered shareholder and a Plan participant on your behalf, you may request that your nominee arrange to have all or a portion of your shares re-registered with the Plan Agent in your name so that you may be enrolled as a participant in the Plan. Please contact your nominee for details or for other possible alternatives. Participants whose shares are registered with the Plan Agent in the name of one nominee firm may not be able to transfer the shares to another firm and continue to participate in the Plan.
Tax consequences.
Automatically reinvested dividends and distributions are taxed in the same manner as cash dividends and distributions
i.e.
, automatic reinvestment in additional shares does not relieve shareholders of, or defer the need to pay, any income tax that may be payable (or that is required to be withheld) on Fund dividends and distributions.
The Fund and the Plan Agent reserve the right to amend or terminate the Plan. Additional information about the Plan, as well as a copy of the full Plan itself, may be obtained from the Plan Agent, American Stock Transfer & Trust Company, LLC, P.O. Box 922, Wall Street Station, New York, NY 10269-0560; telephone number: (800) 254-5197; web site: www.amstock.com.
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AGIC Global Equity & Convertible Income Fund
Board of Trustees
(unaudited)
Name, Year of Birth, Position(s) Held with Fund,
Length of Service, Other Trusteeships/Directorships
Held by Trustee; Number of Portfolios in Fund
Complex/Outside Fund Complexes Currently
Overseen by Trustee
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Principal Occupation(s) During Past 5 Years:
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The address of each trustee is 1633 Broadway,
New York, NY 10019.
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Hans W. Kertess
Year of Birth: 1939
Chairman of the Board of Trustees since: 2007
Trustee since: 2002
Term of office: Expected to stand for re-election
at 2014 annual meeting of shareholders.
Trustee/Director of 59 funds in Fund Complex;
Trustee/Director of no funds outside of Fund Complex
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President, H. Kertess & Co., a financial advisory company. Formerly, Managing Director, Royal Bank of Canada Capital Markets.
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Deborah A. DeCotis
Year of Birth: 1952
Trustee since: 2011
Term of office: Expected to stand for re-election
at 2012 annual meeting of shareholders.
Trustee/Director of 59 funds in Fund Complex
Trustee/Director of no funds outside of Fund Complex
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Advisory Director, Morgan Stanley & Co., Inc. (since 1996); Director, Helena Rubenstein Foundation (since 1997); Co-Chair Special Projects Committee, Memorial Sloan Kettering (since 2005); Board Member and Member of the Investment and Finance Committees, Henry Street Settlement (since 2007); Trustee, Stanford University (since 2010). Formerly, Advisory Council, Stanford Business School (2002-2008) and Director, Armor Holdings, a manufacturing company (2002-2007).
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Bradford K. Gallagher
Year of Birth: 1944
Trustee since: 2010
Term of office: Expected to stand for re-election
at 2013 annual meeting of shareholders.
Trustee/Director of 59 funds in Fund Complex
Trustee/Director of no funds outside of Fund Complex
Formerly, Chairman and Trustee of Grail Advisors ETF
Trust (2009-2010) and Trustee of Nicholas-
Applegate Institutional Funds (2007-2010)
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Partner, New Technology Ventures Capital Management LLC, a venture capital fund (since 2011); Chairman and Trustee, Atlantic Maritime Heritage Foundation (since 2007); Trustee, The Common Fund (since 2005); Founder, Spyglass Investments LLC, a private investment vehicle (since 2001); and Founder, President and CEO, Cypress Holding Company and Cypress Tree Investment Management Company (since 1995).
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James A. Jacobson
Year of Birth: 1945
Trustee since: 2009
Term of office: Expected to stand for re-election
at 2013 annual meeting of shareholders.
Trustee/Director of 59 funds in Fund Complex
Trustee/Director of 17 funds in Alpine Mutual Funds
Complex
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Retired. Formerly, Vice Chairman and Managing Director, Spear, Leeds & Kellogg Specialists, LLC, a specialist firm on the New York Stock Exchange.
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William B. Ogden, IV
Year of Birth: 1945
Trustee since: 2006
Term of office: Expected to stand for re-election
at 2014 annual meeting of shareholders.
Trustee/Director of 59 funds in Fund Complex;
Trustee/Director of no funds outside of Fund Complex
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Asset Management Industry Consultant. Formerly, Managing Director, Investment Banking Division of Citigroup Global Markets Inc.
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AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
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AGIC Global Equity & Convertible Income Fund
Board of Trustees
(unaudited) (continued)
Name, Year of Birth, Position(s) Held with Fund,
Length of Service, Other Trusteeships/Directorships
Held by Trustee; Number of Portfolios in Fund
Complex/Outside Fund Complexes Currently
Overseen by Trustee
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Principal Occupation(s) During Past 5 Years:
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Alan Rappaport
Year of Birth: 1953
Trustee since: 2010
Term of office: Expected to stand for re-election
at 2014 annual meeting of shareholders.
Trustee/Director of 59 funds in Fund Complex
Trustee/Director of no funds outside of Fund Complex
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Advisory Director (since 2012), formerly, Vice Chairman, Roundtable Investment Partners (since 2009); Chairman (formerly President), Private Bank of Bank of America; Vice Chairman, US Trust (2001-2008); Trustee, American Museum of Natural History (since 2005) and Trustee, NYU Langone Medical Center (since 2007).
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John C. Maney
Year of Birth: 1959
Trustee since: 2006
Term of office: Expected to stand for re-election
at 2012 annual meeting of shareholders.
Trustee/Director of 78 funds in Fund Complex
Trustee/Director of no funds outside the Fund Complex
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Management Board, Managing Director and Chief Executive Officer of Allianz Global Investors Fund Management LLC; Management Board and Managing Director of Allianz Asset Management of America L.P. (since January 2005) and Chief Operating Officer of Allianz Asset Management of America L.P. (since November 2006).
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Mr. Maney is an interested person of the Trust, as defined in Section 2(a)(19) of the 1940 Act, due to his positions set forth in the table above, among others with the Funds Investment Manager and various affiliated entities.
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AGIC Global Equity & Convertible Income Fund
Fund Officers
(unaudited)
Name, Year of Birth, Position(s) Held with Fund.
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Principal Occupation(s) During Past 5 Years:
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Brian S. Shlissel
Year of Birth: 1964
President & Chief Executive Officer since: 2002
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Management Board, Managing Director and Head of Mutual Fund Services of Allianz Global Investors Fund Management LLC; President and Chief Executive Officer of 29 funds in the Fund Complex; President of 49 funds in the Fund Complex; and Treasurer, Principal Financial and Accounting Officer of The Korea Fund, Inc. Formerly, Treasurer, Principal Financial and Accounting Officer of 50 funds in the Fund Complex.
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Lawrence G. Altadonna
Year of Birth: 1966
Treasurer, Principal Financial and Accounting
Officer since: 2002
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Senior Vice President, Director of Fund Administration of Allianz Global Investors Fund Management LLC; Treasurer, Principal Financial and Accounting Officer of 78 funds in the Fund Complex; and Assistant Treasurer of The Korea Fund, Inc. Formerly, Assistant Treasurer of 50 funds in the Fund Complex.
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Thomas J. Fuccillo
Year of Birth: 1968
Vice President, Secretary & Chief Legal Officer
since: 2004
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Executive Vice President, Chief Legal Officer and Secretary of Allianz Global Investors Fund Management LLC; Executive Vice President, Chief Regulatory Counsel and Head of U.S. Compliance of Allianz Global Investors U.S. LLC; Vice President, Secretary and Chief Legal Officer of 78 funds in the Fund Complex; and Secretary and Chief Legal Officer of The Korea Fund, Inc.
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Scott Whisten
Year of Birth: 1971
Assistant Treasurer since: 2007
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Senior Vice President of Allianz Global Investors Fund Management LLC; and Assistant Treasurer of 78 funds in the Fund Complex.
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Richard J. Cochran
Year of Birth: 1961
Assistant Treasurer since: 2008
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Vice President of Allianz Global Investors Fund Management LLC; Assistant Treasurer of 78 funds in the Fund Complex and of The Korea Fund, Inc. Formerly, Tax Manager, Teachers Insurance Annuity Association/College Retirement Equity Fund (TIAA-CREF) (2002-2008).
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Orhan Dzemaili
Year of Birth: 1974
Assistant Treasurer since: 2011
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Vice President of Allianz Global Investors Fund Management LLC; Assistant Treasurer of 78 funds in the Fund Complex.
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Youse E. Guia
Year of Birth: 1972
Chief Compliance Officer since: 2004
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Senior Vice President, Chief Compliance Officer and Deputy Chief of U.S. Compliance, Allianz Global Investors U.S. LLC; Chief Compliance Officer of 78 funds in the Fund Complex and of The Korea Fund, Inc.
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Lagan Srivastava
Year of Birth: 1977
Assistant Secretary since: 2006
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Vice President of Allianz Global Investors U.S. LLC; Assistant Secretary of 78 funds in the Fund Complex and of The Korea Fund, Inc.
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Officers hold office at the pleasure of the Board and until their successors are appointed and qualified or until their earlier resignation or removal.
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AGIC Global Equity & Convertible Income Fund Annual Report | 8.31.12
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Trustees
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Fund Officers
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Hans W. Kertess
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Brian S. Shlissel
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Chairman of the Board of Trustees
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President & Chief Executive Officer
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Deborah A. DeCotis
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Lawrence G. Altadonna
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Bradford K. Gallagher
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Treasurer, Principal Financial & Accounting Officer
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James A. Jacobson
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Thomas J. Fuccillo
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John C. Maney
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Vice President, Secretary & Chief Legal Officer
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William B. Ogden, IV
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Scott Whisten
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Alan Rappaport
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Assistant Treasurer
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Richard J. Cochran
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Assistant Treasurer
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Orhan Dzemaili
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Assistant Treasurer
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Youse E. Guia
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Chief Compliance Officer
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Lagan Srivastava
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Assistant Secretary
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Investment Manager
Allianz Global Investors Fund Management LLC
1633 Broadway
New York, NY 10019
Sub-Adviser
Allianz Global Investors Capital LLC
600 West Broadway, 30th Floor
San Diego, CA 92101
Custodian & Accounting Agent
Brown Brothers Harriman & Co.
40 Water Street
Boston, MA 02109
Transfer Agent, Dividend Paying Agent and Registrar
American Stock Transfer & Trust Company, LLC
6201 15th Avenue
Brooklyn, NY 11219
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
300 Madison Avenue
New York, NY 10017
Legal Counsel
Ropes & Gray LLP
Prudential Tower
800 Boylston Street
Boston, MA 02199
This report, including the financial information herein, is transmitted to the shareholders of AGIC Global Equity & Convertible Income Fund for their information. It is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in this report.
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that from time to time the Fund may purchase its common shares in the open market.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of its fiscal year on Form N-Q. The Funds Form N-Q is available on the SECs website at www.sec.gov and may be reviewed and copied at the SECs Public Reference Room in Washington D.C. Information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330. The information on Form N-Q is also available on the Funds website at www.allianzinvestors.com/closedendfunds.
Information on the Fund is available at www.allianzinvestors.com/closedendfunds or by calling the Funds shareholder servicing agent at (800) 254-5197.
Receive this report electronically and eliminate paper mailings.
To enroll, go to
www.allianzinvestors.com/edelivery.
AGI-2012-08-28-4537
AZ605AR_083112