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.
* Rounds to less than $0.01 per share.
Financial Highlights (continued)
Selected data for a common share outstanding throughout each period:
|
|
|
|
|
|
Less
Distributions |
|
|
|
|
|
|
|
Investment Operations |
|
to
Common Shareholders |
|
|
Common
Share |
|
|
|
|
|
|
|
|
|
|
|
|
Premium |
|
|
|
|
|
|
|
|
|
|
|
|
|
from |
|
|
|
|
|
|
|
|
|
From |
|
|
|
Shares |
|
|
|
Beginning |
Net |
Net |
|
|
From |
Accumu- |
|
|
|
Sold |
|
|
|
Common |
Investment |
Realized/ |
|
|
Net |
lated
Net |
|
|
Shelf |
through |
|
Ending |
|
Share |
Income |
Unrealized |
|
|
Investment |
Realized |
|
|
Offering |
Shelf |
Ending |
Share |
|
NAV |
(Loss) |
Gain
(Loss) |
Total |
|
Income |
Gains |
Total |
|
Costs |
Offering |
NAV |
Price |
NMI |
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended 10/31: |
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
$11.08 |
$0.37 |
$
0.20 |
$
0.57 |
|
$(0.38) |
$
— |
$(0.38) |
|
$
— |
$
— |
$11.27 |
$11.65 |
2020 |
11.32 |
0.41 |
(0.20) |
0.21 |
|
(0.41) |
(0.04) |
(0.45) |
|
— |
—* |
11.08 |
11.31 |
2019 |
10.92 |
0.43 |
0.47 |
0.90 |
|
(0.43) |
(0.07) |
(0.50) |
|
— |
—* |
11.32 |
11.33 |
2018 |
11.38 |
0.43 |
(0.43) |
— |
|
(0.46) |
— |
(0.46) |
|
(0.01) |
0.01 |
10.92 |
10.09 |
2017 |
11.61 |
0.48 |
(0.22) |
0.26 |
|
(0.49) |
— |
(0.49) |
|
(0.01) |
0.01 |
11.38 |
11.45 |
|
NEV |
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended 10/31: |
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
15.05 |
0.69 |
0.99 |
1.68 |
|
(0.73) |
(0.23) |
(0.96) |
|
— |
— |
15.77 |
15.52 |
2020 |
15.23 |
0.71 |
(0.18) |
0.53 |
|
(0.71) |
— |
(0.71) |
|
— |
— |
15.05 |
14.61 |
2019 |
14.24 |
0.73 |
0.94 |
1.67 |
|
(0.68) |
— |
(0.68) |
|
— |
— |
15.23 |
14.60 |
2018 |
15.03 |
0.75 |
(0.77) |
(0.02) |
|
(0.77) |
— |
(0.77) |
|
— |
— |
14.24 |
12.70 |
2017 |
15.58 |
0.82 |
(0.55) |
0.27 |
|
(0.82) |
— |
(0.82) |
|
— |
— |
15.03 |
14.28 |
(a) | | Total Return Based on Common Shares 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.
88
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
Share Supplemental Data/ |
|
|
|
|
|
|
Ratio
Applicable to Common Shares |
|
|
Common
Share |
|
|
|
|
|
|
|
Total
Returns |
|
|
|
Ratios
to Average Net Assets |
|
|
|
|
Based |
|
Ending |
|
|
|
Based |
|
on |
|
Net |
|
Net |
Portfolio |
on |
|
Share |
|
Assets |
|
Investment |
Turnover |
NAV(a) |
|
Price(a) |
|
(000) |
Expenses(b) |
Income
(Loss) |
Rate(c) |
|
5.18% |
|
6.51% |
|
$113,191 |
0.73% |
3.23% |
15% |
1.86 |
|
3.87 |
|
101,924 |
0.74 |
3.70 |
15 |
8.45 |
|
17.61 |
|
99,822 |
0.79 |
3.83 |
10 |
(0.05) |
|
(8.14) |
|
95,396 |
0.89 |
3.87 |
17 |
2.34 |
|
(2.04) |
|
97,138 |
0.79 |
4.23 |
12 |
|
11.37 |
|
12.86 |
|
393,701 |
1.14 |
4.36 |
13 |
3.55 |
|
5.03 |
|
375,413 |
1.41 |
4.73 |
19 |
11.92 |
|
20.66 |
|
379,961 |
1.61 |
4.92 |
11 |
(0.17) |
|
(5.93) |
|
355,342 |
1.42 |
5.14 |
15 |
1.93 |
|
2.50 |
|
375,081 |
1.14 |
5.47 |
8 |
(b) | | The expense ratios reflect, among other things, 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: |
|
|
|
|
|
NMI |
|
|
NEV |
|
Year Ended 10/31: |
|
|
Year Ended 10/31: |
|
2021 |
—% |
|
2021 |
0.22% |
2020 |
— |
|
2020 |
0.45 |
2019 |
— |
|
2019 |
0.61 |
2018 |
— |
|
2018 |
0.40 |
2017 |
— |
|
2017 |
0.17 |
(c) | | 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. |
* | | Rounds to less than $0.01 per share. |
See accompanying notes to financial statements.
89
Notes to
Financial Statements
1.
General Information
Fund Information
The funds covered in this report and their corresponding New York
Stock Exchange (“NYSE”) symbols are as follows (each a “Fund” and collectively, the “Funds”):
• Nuveen Municipal Value Fund, Inc. (NUV)
• Nuveen AMT-Free
Municipal Value Fund (NUW)
• Nuveen Municipal Income Fund, Inc. (NMI)
• Nuveen Enhanced Municipal Value Fund (NEV)
The Funds are registered under the Investment Company Act of 1940
(the “1940 Act”), as amended, as diversified closed-end management investment companies. NUV and NMI were incorporated under
the state laws of Minnesota on April 8, 1987 and February 26, 1988, respectively. NUW and NEV were organized as Massachusetts business
trusts on November 19, 2008 and July 27, 2009, respectively.
The end of the reporting period for the Funds is October 31, 2021,
and the period covered by these Notes to Financial Statements is the fiscal year ended October 31, 2021 (the “current fiscal period”).
Investment Adviser and Sub-Adviser
The Funds’ 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 Funds, oversees the management
of the Funds’ portfolios, manages the Funds’ business affairs and provides certain clerical, bookkeeping and other administrative
services, and, if necessary, asset allocation decisions. The Adviser has entered into sub-advisory agreements with Nuveen Asset Management,
LLC (the “Sub-Adviser”), a subsidiary of the Adviser, under which the Sub-Adviser manages the investment portfolios of the
Funds.
Fund Reorganizations
Effective prior to the opening of business on March 8, 2021, Nuveen
New Jersey Municipal Value Fund (NJV) and Nuveen Pennsylvania Municipal Value Fund (NPN) (the “Target Funds”) were reorganized
into NUW (the “Acquiring Fund”) (the “Reorganizations”).
For accounting and performance reporting purposes, the Acquiring
Fund is the survivor.
Upon the closing of the Reorganizations, each Target Fund transferred
its assets to the Acquiring Fund in exchange for common shares of the Acquiring Fund and the assumption by the Acquiring Fund of the liabilities
of each Target Fund. Each Target Fund was then liquidated, dissolved and terminated in accordance with its Declaration of Trust. Shareholders
of each Target Fund became shareholders of the Acquiring Fund. Holders of common shares of each Target Fund will receive newly issued
common shares of the Acquiring Fund, the aggregate net asset value (“NAV”) of which was equal to the aggregate NAV of the
common shares of each Target Fund held immediately prior to the Reorganizations (including for this purpose fractional Acquiring Fund
shares to which shareholders would be entitled). Details of the Reorganizations are further described in Note 10 – Fund Reorganizations.
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 Funds’ 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. Each 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 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
90
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 Funds.
Compensation
The Funds pay no compensation directly to those of its directors/trustees
who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Funds from the Adviser
or its affiliates. The Funds’ Board of Directors/Trustees (the “Board”) has adopted a deferred compensation plan for
independent directors/trustees that enables directors/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 Funds’ organizational documents, their officers
and directors/trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition,
in the normal course of business, the Funds enter into contracts that provide general indemnifications to other parties. The Funds’
maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have
not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect 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 the accretion of discounts and the
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. Investment income
also reflects dividend income, which is recorded on the ex-dividend date.
Netting Agreements
In the ordinary course of business, the Funds may enter into transactions
subject to enforceable International Swaps and Derivatives Association, Inc. (ISDA) master agreements or other similar arrangements (“netting
agreements”). Generally, the right to offset in netting agreements allows each 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, each Fund manages its cash collateral and securities collateral on a counterparty basis.
The Funds’ 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 Funds
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 Funds’ investments and has currently
determined that it is unlikely the ASU’s adoption will have a significant impact on the Funds’ financial statements and various
filings.
Securities and Exchange Commission (“SEC”) Adopts
New Rules to Modernize Fund Valuation Framework
In December 2020, the SEC voted to adopt a new rule governing fund
valuation practices. New Rule 2a-5 under the 1940 Act establishes requirements for determining fair value in good faith for purposes of
the 1940 Act. Rule 2a-5 will permit 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. The SEC also
adopted new Rule 31a-4 under the 1940 Act, which sets forth the recordkeeping requirements associated with fair value determinations.
Finally, the SEC is rescinding previously issued guidance on related issues, including the role of a board in determining fair value and
the accounting and
91
Notes to Financial Statements (continued)
auditing of fund investments. Rule 2a-5 and Rule 31a-4 became effective
on March 8, 2021, with a compliance date of September 8, 2022. A fund may voluntarily comply with the rules after the effective date,
and in advance of the compliance date, under certain conditions. Management is currently assessing the impact of these provisions on the
Funds’ financial statements.
3. Investment Valuation and Fair Value Measurements
The Funds’ investments in securities are recorded at their
estimated fair value utilizing valuation methods approved by 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 Funds’
major classifications of assets and liabilities measured at fair value follows:
Prices of fixed-income securities are generally provided by an independent
pricing service (“pricing service”) approved by the Board. The pricing service establishes a security’s fair value using
methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon,
maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral,
general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant.
In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about
a security, its issuer or market activity provided by the Adviser. These securities are generally classified as Level 2.
Equity securities and exchange-traded funds listed or traded on
a national market or exchange are valued based on their sale price at the official close of business of such market or exchange on the
valuation date. Foreign equity securities and registered investment companies that trade on a foreign exchange are valued at the last
sale price or official closing price reported on the exchange where traded and converted to U.S. dollars at the prevailing rates of exchange
on the date of valuation. To the extent these securities are actively traded and that valuation adjustments are not applied, they are
generally classified as Level 1. If there is no official close of business, then the latest available sale price is utilized. If no sales
are reported, then the mean of the latest available bid and ask prices is utilized and 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.
Any portfolio security or derivative for which market quotations
are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued at fair value, as
determined in good faith using procedures approved by the Board. As a general principle, the fair value of a security would appear to
be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining
the fair value of such securities, which may include consideration of the following: yields or prices of investments of comparable quality,
type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash
flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics
considered relevant. To the extent the inputs are observable and timely, the values would be classified as Level 2 of the fair value hierarchy;
otherwise they would be classified as Level 3.
92
The following table summarizes the market value of the Funds’
investments as of the end of the reporting period, based on the inputs used to value them:
|
|
|
|
|
NUV |
Level 1 |
Level 2 |
Level 3 |
Total |
Long-Term Investments*: |
|
|
|
|
Municipal Bonds |
$ — |
$2,197,758,777 |
$ — |
$2,197,758,777 |
NUW |
|
|
|
|
Long-Term Investments*: |
|
|
|
|
Municipal Bonds |
$ — |
$ 310,295,662 |
$ — |
$ 310,295,662 |
Common Stock |
— |
703,092*** |
— |
703,092 |
Investments in Derivatives: |
|
|
|
|
Futures Contracts**** |
510,933 |
— |
— |
510,933 |
Total |
$ 510,933 |
$ 310,998,754 |
$ — |
$ 311,509,687 |
NMI |
|
|
|
|
Long-Term Investments*: |
|
|
|
|
Municipal Bonds |
$ — |
$ 108,254,601 |
$159,544** |
$ 108,414,145 |
Short-Term Investments*: |
|
|
|
|
Municipal Bonds |
— |
3,000,000 |
— |
3,000,000 |
Total |
$ — |
$ 111,254,601 |
$159,544 |
$ 111,414,145 |
NEV |
|
|
|
|
Long-Term Investments*: |
|
|
|
|
Municipal Bonds |
$ — |
$ 533,881,961 |
$ — |
$ 533,881,961 |
Common Stock |
— |
12,383,108*** |
— |
12,383,108 |
Total |
$ — |
$ 546,265,069 |
$ — |
$ 546,265,069 |
* | | Refer to the Fund’s Portfolio of Investments for state and/or industry classifications. |
** | | Refer to the Fund’s Portfolio of Investments for securities classified as Level 3. |
*** | | Refer to the Fund’s Portfolio of Investments for securities classified as Level 2. |
**** | | Represents net unrealized appreciation (depreciation) as reported in the Fund’s Portfolio
of Investments. |
The Funds hold liabilities in floating rate obligations, where applicable,
which are not reflected in the tables above. The fair values of the Funds’ 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.
4. Portfolio Securities and Investments in Derivatives
Portfolio Securities
Inverse Floating Rate Securities
Each 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 one or more Funds. 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 one or more of the Funds. 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 a 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.
93
Notes to Financial Statements (continued)
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”).
A 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 and amortization of offering costs”
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 each Fund’s TOB Trust for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as follows:
|
|
|
|
|
Floating
Rate Obligations Outstanding |
NUV |
NUW |
NMI |
NEV |
Floating
rate obligations: self-deposited Inverse Floaters |
$29,705,000 |
$3,185,000 |
$
— |
$158,917,000 |
Floating
rate obligations: externally-deposited Inverse Floaters |
— |
1,070,000 |
— |
40,945,000 |
Total |
$29,705,000 |
$4,255,000 |
$
— |
$199,862,000 |
During the current fiscal period, the average amount of Floaters
(including any borrowings from a Liquidity Provider) outstanding, and average annual interest rate and fees related to self-deposited
Inverse Floaters, were as follows:
|
|
|
|
|
Self-Deposited Inverse Floaters |
NUV |
NUW |
NMI |
NEV |
Average floating rate obligations outstanding |
$29,705,000 |
$4,060,384 |
$ — |
$134,199,479 |
Average annual interest rate and fees |
0.52% |
0.52% |
—% |
0.64% |
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 for any of the Funds.
94
Each 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, each 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 |
NUV |
NUW |
NMI |
NEV |
Maximum
exposure to Recourse Trusts: self-deposited Inverse Floaters |
$29,705,000 |
$3,185,000 |
$
— |
$158,917,000 |
Maximum
exposure to Recourse Trusts: externally-deposited Inverse Floaters |
— |
1,070,000 |
— |
38,435,000 |
Total |
$29,705,000 |
$4,255,000 |
$
— |
$197,352,000 |
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.
Investment Transactions
Long-term purchases and sales (including maturities but excluding
derivative transactions, where applicable) during the current fiscal period were as follows:
|
|
|
|
|
|
NUV |
NUW |
NMI |
NEV |
Purchases |
$242,622,743 |
$35,524,772 |
$21,480,130 |
$87,105,593 |
Sales and maturities |
266,199,448 |
29,660,041 |
16,311,604 |
67,520,075 |
The Funds 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 Funds have earmarked securities
in their portfolios with a current value at least equal to the amount of the when-issued/ delayed-delivery purchase commitments. If a
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 each
Fund may invest, which are considered portfolio securities for financial reporting purposes, each Fund is authorized to invest in certain
other derivative instruments, such as futures, options and swap contracts. Each 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 Funds record derivative instruments at fair value, with changes in fair value
recognized on the Statement of Operations, when applicable. Even though the Funds’ 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, a 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 brokers for investments in futures contracts” on the Statement of Assets and Liabilities. Investments
in futures contracts obligate a 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 a Fund has unrealized appreciation the clearing broker would credit the Fund’s
account with an amount equal to appreciation and conversely if a 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, a Fund records a realized gain or loss
equal
95
Notes to Financial Statements (continued)
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 reporting period, NUW 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:
|
|
|
NUW |
Average notional amount of futures contracts outstanding* |
$31,846,442 |
* 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.
The following table presents the fair value of all futures contracts
held by the Fund as of the end of the reporting period, the location of these instruments on the Statement of Assets and Liabilities and
the primary underlying risk exposure.
|
|
Location on the Statement of Assets and Liabilities |
|
|
Underlying |
Derivative |
Asset Derivatives |
|
|
(Liability) Derivatives |
|
Risk Exposure |
Instrument |
Location |
Value |
Location |
|
Value |
NUW |
|
|
|
|
|
|
Interest rate |
Futures contracts |
Receivable for variation margin |
510,933 |
— |
|
$ — |
|
|
on futures contracts* |
|
|
|
|
* | | Value represents the cumulative unrealized appreciation (depreciation) of futures contracts
as reported in the Fund’s Portfolio of Investments and not the asset and/or liability derivative 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 Risk |
Derivative |
Gain (Loss) from |
Appreciation (Depreciation) of |
Fund |
Exposure |
Instrument |
Futures Contracts |
Futures Contracts |
NUW |
Interest rate |
Futures contracts |
$762,757 |
$335,646 |
Market and Counterparty Credit Risk
In the normal course of business each 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 each Fund to counterparty credit risk, consist
principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of each 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.
Each 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 each Fund with a value approximately equal to the amount of any unrealized
gain above a pre-determined threshold. Reciprocally, when each Fund has an unrealized loss, the Funds have instructed the custodian to
pledge assets of the Funds 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 Share Equity Shelf Programs and Offering Costs
The following Funds have each filed registration statements with
the SEC authorizing each Fund to issue additional common shares through one or more equity shelf programs (“Shelf Offering”),
which became effective with the SEC during a prior fiscal period.
Under these Shelf Offerings, the Funds, 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 each Fund’s NAV per common share. In the event each Fund’s
96
Shelf Offering registration statement is no longer current, the
Funds may not issue additional common shares until a post-effective amendment to the registration statement has been filed with the SEC.
Additional authorized common shares, common shares sold and offering
proceeds, net of offering costs under each Fund’s Shelf Offering during the Funds’ current and prior fiscal period were as
follows:
|
NUW |
|
NMI |
|
Year |
Year |
|
Year |
Year |
|
Ended |
Ended |
|
Ended |
Ended |
|
10/31/21 |
10/31/20 |
|
10/31/21 |
10/31/20 |
Additional
authorized common shares |
1,500,000* |
1,500,000 |
|
2,200,000 |
2,200,000** |
Common
shares sold |
— |
— |
|
834,470 |
371,496 |
Offering
proceeds, net of offering costs |
$— |
$
— |
|
$9,576,034 |
$4,240,676 |
* | | Represents additional authorized common shares for the period November 1, 2020 through August
31, 2021. |
** | | Represents additional authorized common shares for the period September 23, 2020 through
October 31, 2020. An additional 800,000 common shares were authorized for the period November 1, 2019 through March 8, 2020. |
Costs incurred by the Funds in connection with their initial shelf
registrations 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 after the effectiveness
of the initial shelf registration will be expensed. Costs incurred by the Funds to keep the shelf registration current are expensed as
incurred and recognized as a component of “Shelf offering expense” on the Statement of Operations.
Common Share Transactions
Transactions in common shares during the Funds’ current and
prior fiscal period, where applicable, were as follows:
|
|
NUW |
|
|
Year |
|
Year |
|
Ended |
|
Ended |
|
10/31/21 |
|
10/31/20 |
Common
shares: |
|
|
|
Issued
in the Reorganizations |
2,435,254 |
|
— |
|
NUV |
|
NMI |
|
NEV |
|
Year |
Year |
|
Year |
Year |
|
Year |
Year |
|
Ended |
Ended |
|
Ended |
Ended |
|
Ended |
Ended |
|
10/31/21 |
10/31/20 |
|
10/31/21 |
10/31/20 |
|
10/31/21 |
10/31/20 |
Common
shares: |
|
|
|
|
|
|
|
|
Issued
to shareholders due to reinvestment of distributions |
434,220 |
199,565 |
|
10,201 |
11,464 |
|
9,346 |
— |
Sold
through shelf offering |
— |
— |
|
834,470 |
371,496 |
|
— |
— |
Weighted
average common share: |
|
|
|
|
|
|
|
|
Premium
to NAV per shelf offering common share sold |
—% |
—% |
|
2.35% |
1.73% |
|
—% |
—% |
6. Income Tax Information
Each Fund is a separate taxpayer for federal income tax purposes.
Each Fund intends to distribute substantially all of its net investment income and net capital gains to shareholders and to 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. Furthermore, each Fund intends to satisfy conditions that will enable interest from municipal
securities, which is exempt from regular federal income tax, and in the case of NUW the alternative minimum tax applicable to individuals,
to retain such tax-exempt status when distributed to shareholders of the Funds. Net realized capital gains and ordinary income distributions
paid by the Funds are subject to federal taxation.
For all open tax years and all major taxing jurisdictions, management
of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements.
Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim
tax period since then). Furthermore, management of the Funds is also not aware of any tax positions for which it is reasonably possible
that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
97
Notes to Financial Statements (continued)
The following information is presented on an income tax basis. Differences
between amounts for financial statement and federal income tax purposes are primarily due to timing differences in recognizing taxable
market discount, timing differences in recognizing certain gains and losses on investment transactions and the treatment of investments
in inverse floating rate securities reflected as financing transactions, if any. To the extent that differences arise that are permanent
in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification.
Temporary and permanent differences do not impact the NAVs of the Funds.
The table below presents the cost and unrealized appreciation (depreciation)
of each Fund’s investment portfolio, as determined on a federal income tax basis, as of October 31, 2021.
For purposes of this disclosure, derivative tax cost is generally
the sum of any upfront fees or premiums exchanged and any amounts unrealized for income statement reporting but realized in income and/or
capital gains for tax reporting. If a particular derivative category does not disclose any tax unrealized appreciation or depreciation,
the change in value of those derivatives have generally been fully realized for tax purposes.
|
|
|
|
|
|
NUV |
NUW |
NMI |
NEV |
Tax
cost of investments |
$1,915,531,333 |
$269,400,717 |
$103,438,408 |
$342,287,700 |
Gross
unrealized: |
|
|
|
|
Appreciation |
$
264,934,429 |
$
39,629,197 |
$
8,220,194 |
$
48,862,037 |
Depreciation |
(12,411,753) |
(704,048) |
(244,457) |
(3,796,878) |
Net
unrealized appreciation (depreciation) of investments |
$
252,522,676 |
$
38,925,149 |
$
7,975,737 |
$
45,065,159 |
Permanent differences, primarily due to taxable market discount,
paydowns, reorganization adjustments, treatment of notional principal contracts, nondeductible reorganization expenses, and distribution
reallocations resulted in reclassifications among the Funds’ components of net assets as of October 31, 2021, the Funds’ tax
year end.
The tax components of undistributed net tax-exempt income, net ordinary
income and net long-term capital gains as of October 31, 2021, the Funds’ tax year end, were as follows:
|
|
|
|
|
|
NUV |
NUW |
NMI |
NEV |
Undistributed net tax-exempt income1 |
$8,387,576 |
$ 415,840 |
$139,993 |
$2,032,246 |
Undistributed net ordinary income2 |
942,228 |
538,802 |
— |
17,233 |
Undistributed net long-term capital gains |
— |
3,075,337 |
4,909 |
506,792 |
1 | | Undistributed net tax-exempt income (on a tax basis) has not been reduced for the dividend
declared on October 1, 2021 and paid on November 1, 2021. |
2 | | Net ordinary income consists of taxable market discount income and net short-term capital
gains, if any. |
The tax character of distributions paid during the Funds’
tax years ended October 31, 2021 and October 31, 2020 was designated for purposes of the dividends paid deduction as follows:
2021 |
NUV |
NUW |
NMI |
NEV |
Distributions from net tax-exempt income3 |
$73,442,393 |
$7,613,930 |
$3,573,719 |
$17,368,224 |
Distributions from net ordinary income2 |
1,190,676 |
400,577 |
65,337 |
3,045,287 |
Distributions from net long-term capital gains4 |
— |
— |
— |
3,580,441 |
2020 |
NUV |
NUW |
NMI |
NEV |
Distributions from net tax-exempt income |
$74,458,618 |
$7,373,541 |
$3,701,146 |
$17,589,798 |
Distributions from net ordinary income2 |
2,536,534 |
12,114 |
813 |
— |
Distributions from net long-term capital gains |
— |
— |
315,472 |
— |
2 | | Net ordinary income consists of taxable market discount income and net short-term capital
gains, if any. |
3 | | The Funds hereby designate these amounts paid during the fiscal year ended October 31, 2021,
as Exempt Interest Dividends. |
4 | | The Funds hereby designate as long-term capital gains dividend, pursuant to the Internal
Revenue Code Section 852(b)(3), the amount necessary to reduce earnings and profits of the Funds related to net capital gain to zero
for the tax year ended October 31, 2021. |
98
As of October 31, 2021, the Funds’ tax year end, the following
Fund had unused capital losses carrying forward available for federal income tax purposes to be applied against future capital gains,
if any. The capital losses are not subject to expiration.
|
|
|
NUV |
Not subject to expiration: |
|
Short-term |
$12,424,745 |
Long-term |
5,718,145 |
Total |
$18,142,890 |
During the Funds’ tax year ended October 31, 2021 the following
Funds utilized capital loss carryforwards as follows:
|
|
|
|
|
NUV |
NUW |
NMI |
Utilized capital loss carryforwards |
$6,427,498 |
$79,623 |
$213,024 |
7. Management Fees and Other Transactions with Affiliates
Management Fees
Each Fund’s management fee compensates the Adviser for the
overall investment advisory and administrative services and general office facilities. The Sub-Adviser is compensated for its services
to the Funds from the management fees paid to the Adviser.
Each Fund’s management fee consists of two components –
a fund-level fee, based only on the amount of assets within each individual Fund, and a complex-level fee, based on the aggregate amount
of all eligible fund assets managed by the Adviser and for NUV a gross interest income component. This pricing structure enables Fund
shareholders to benefit from growth in the assets within their respective Fund as well as from growth in the amount of complex-wide assets
managed by the Adviser.
The annual fund-level fee, payable monthly, for NUV is calculated according to the following schedule:
|
NUV |
Average Daily Net Assets |
Fund-Level Fee Rate |
For the first $500 million |
0.1500% |
For the next $500 million |
0.1250 |
For net assets over $1 billion |
0.1000 |
In addition, NUV pays an annual management fee, payable monthly,
based on gross interest income (excluding interest on bonds underlying a “self-deposited inverse floater” trust that is attributed
to the Fund over and above the net interest earned on the inverse floater itself) as follows:
|
NUV |
Gross Interest Income |
Gross Income Fee Rate |
For the first $50 million |
4.125% |
For the next $50 million |
4.000 |
For gross income over $100 million |
3.875 |
The annual fund-level fee, payable monthly, for NUW, NMI and NEV
is calculated according to the following schedules:
|
|
|
NUW |
Average Daily Managed Assets* |
Fund-Level Fee Rate |
For the first $125 million |
0.4000% |
For the next $125 million |
0.3875 |
For the next $250 million |
0.3750 |
For the next $500 million |
0.3625 |
For the next $1 billion |
0.3500 |
For the next $3 billion |
0.3250 |
For managed assets over $5 billion |
0.3125 |
99
Notes to Financial Statements (continued)
|
|
|
NMI |
Average
Daily Net 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
net assets over $5 billion |
0.3625 |
|
NEV |
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, for each Fund is
calculated by multiplying the current complex-wide fee rate, determined according to the following schedule by the Fund’s daily
managed assets (net assets for NUV and NMI):
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 October 31, 2021, the complex-level fee rate for each Fund was 0.1534%. |
Other Transactions with Affiliates
Each 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.
100
During the current fiscal period, the Funds engaged in cross-trades
pursuant to these procedures as follows:
|
|
Cross-Trades |
NEV |
Purchases |
$2,044,492 |
Sales |
— |
Realized gain (loss) |
— |
8. Commitments and Contingencies
In the normal course of business, each 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 Funds did not have any unfunded commitments.
From time to time, the Funds may be a party to certain legal proceedings
in the ordinary course of business, including proceedings relating to the enforcement of the Funds’ rights under contracts. As of
the end of the reporting period, the Funds are not subject to any material legal proceedings.
9. Borrowing Arrangements
Committed Line of Credit
The Funds, along with certain other funds managed by the Adviser
(“Participating Funds”), have established a 364-day, $2.635 billion standby credit facility with a group of lenders, under
which the Participating Funds may borrow for temporary purposes (other than on-going leveraging for investment purposes). Each Participating
Fund is allocated a designated proportion of the facility’s capacity (and its associated costs, as described below) based upon a
multifactor assessment of the likelihood and frequency of its need to draw on the facility, the size of the Fund and its anticipated draws,
and the potential importance of such draws to the operations and well-being of the Fund, relative to those of the other Funds. A Fund
may effect draws on the facility in excess of its designated capacity if and to the extent that other Participating Funds have undrawn
capacity. The credit facility expires in June 2022 unless extended or renewed.
The credit facility has the following terms: 0.15% per annum on
unused commitment amounts and a drawn interest rate equal to the higher of (a) OBFR (Overnight Bank Funding Rate) plus 1.20% per annum
or (b) the Fed Funds Effective Rate plus 1.20% per annum on amounts borrowed. Prior to June 23, 2021, the drawn interest rate was equal
to the higher of (a) one-month LIBOR (London Inter-Bank Offered Rate) plus 1.25% per annum or (b) the Fed Funds rate plus 1.25% per annum
on amounts borrowed. The Participating Funds also incurred a 0.05% upfront fee on the increase of the $230 million commitment amount during
the reporting period. Interest expense incurred by the Participating Funds, when applicable, is recognized as a component of “Interest
expense” on the Statement of Operations. Participating Funds paid administration, legal and arrangement fees, which are recognized
as a component of “Interest expense” on the Statement of Operations, and along with commitment fees, have been allocated among
such Participating Funds based upon the relative proportions of the facility’s aggregate capacity reserved for them and other factors
deemed relevant by the”Adviser and the Board of each Participating Fund.
During the current fiscal period, the following Funds utilized this
facility. Each Fund’s maximum outstanding balance during the utilization period was as follows:
|
|
|
|
|
NUV |
NUW |
NEV |
Maximum outstanding balance |
$22,300,000 |
$118,287 |
$13,900,000 |
During each Fund’s utilization period(s), during the current
fiscal period, the average daily balance outstanding and average annual interest rate on the Borrowings were as follows:
|
|
|
|
|
NUV |
NUW |
NEV |
Utilization period (days outstanding) |
41 |
4 |
9 |
Average daily balance outstanding |
$12,640,256 |
$118,287 |
$7,047,596 |
Average annual interest rate |
1.29% |
1.40% |
1.33% |
Borrowings outstanding as of the end of the reporting period, if
any, are recognized as “Borrowings” on the Statement of Assets and Liabilities, where applicable.
101
Notes to Financial Statements (continued)
Inter-Fund Borrowing and Lending
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 Funds 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, none of the Funds covered by
this shareholder report have entered into any inter-fund loan activity.
10. Fund Reorganizations
The Reorganizations as previously described in Note 1 — General
Information were structured to qualify as tax-free reorganizations under the Internal Revenue Code for federal income tax purposes, and
the Target Funds’ shareholders recognized no gain or loss for federal income tax purposes as a result. Prior to the closing of the
Reorganizations, the Target Funds distributed all of its net investment income and capital gains, if any. Such a distribution may be taxable
to the Target Funds’ shareholders for federal income tax purposes.
Investments
The cost, fair value and net unrealized appreciation (depreciation)
of the investments (including investments in derivatives) of the Target Funds as of the date of the Reorganizations, were as follows:
|
|
|
|
NJV |
NPN |
Cost of investments |
$15,136,850 |
$19,331,322 |
Fair value of investments |
20,676,952 |
16,541,215 |
Net unrealized appreciation (depreciation) of investments |
5,540,102 |
(2,790,107) |
For financial reporting purposes, assets received and shares issued
by the Acquiring Funds were recorded at fair value; however, the cost basis of the investments received from the Target Funds were carried
forward to align ongoing reporting of the Acquiring Funds’ realized and unrealized gains and losses with amounts distributable to
shareholders for tax purposes.
102
Common Shares
The common shares outstanding, net assets applicable to common shares
and NAV per common share outstanding immediately before and after the Reorganizations were as follows:
|
|
Target Fund - Prior to Reorganization into NUW |
NJV |
Common shares outstanding |
1,524,357 |
Net assets applicable to common shares |
$23,600,163 |
NAV per common share outstanding |
$15.48 |
|
Target Fund - Prior to Reorganization into NUW |
NPN |
Common shares outstanding |
1,219,222 |
Net assets applicable to common shares |
$18,397,596 |
NAV per common share outstanding |
$15.09 |
|
Acquiring Fund - Prior to Reorganization |
NUW |
Common shares outstanding |
15,516,082 |
Net assets applicable to common shares |
$267,585,890 |
NAV per common share outstanding |
$17.25 |
|
Acquiring Fund - Post to Reorganization |
NUW |
Common shares outstanding |
17,951,336 |
Net assets applicable to common shares |
$309,583,649 |
NAV per common share outstanding |
$17.25 |
Pro Forma Results of Operations (unaudited)
The beginning of the Target Funds’ current fiscal period were
March 1, 2021. Assuming the Reorganizations had been completed on November 1, 2020, the beginning of the Acquiring Fund’s current
fiscal period, the pro forma results of operations for each Fund’s current fiscal period, are as follows:
|
|
Acquiring Fund - Pro Forma Results from Operations |
NUW |
Net investment income (loss) |
$ 8,074,153 |
Net realized and unrealized gains (losses) |
9,469,616 |
Change in net assets resulting from operations |
17,543,768 |
Because the combined investment portfolios of each Acquiring Fund
have been managed as a single integrated portfolio since the Reorganizations were completed, it is not practicable to separate the amounts
of revenue and earnings of the Target Funds that have been included in the Statement of Operations of the Acquiring Fund since the Reorganizations
were consummated.
Cost and Expenses
In connection with the Reorganizations, the Acquiring Fund incurred
certain associated costs and expenses. Such amounts were included as components of “Accrued other expenses” on the Statement
of Assets and Liabilities and “Reorganization expenses” on the Statement of Operations.
11. Subsequent Events
During December 2021, the Board approved a proposal that, if approved
by shareholders, would result in the reorganization of NEV into Nuveen Municipal Credit Income Fund (NZF).
103
Shareholder Update (Unaudited)
CURRENT INVESTMENT OBJECTIVES, INVESTMENT
POLICIES AND PRINCIPAL RISKS OF THE FUNDS
NUVEEN MUNICIPAL VALUE FUND, INC. (NUV)
Investment Objectives
The Fund’s primary investment objective is current income
exempt from federal income tax. The Fund’s secondary objective is the enhancement of portfolio value through selection of tax-exempt
bonds and municipal market sectors. The Fund seeks to achieve its investment objectives by investing in a portfolio of municipal securities,
a significant portion of which the Fund’s investment sub-adviser believes are underrated and undervalued, based upon its bottom-up,
research-driven investment strategy.
Investment Policies
Under normal circumstances, the Fund will invest at least 80% of
its Assets (as defined below) in municipal securities, the income from which is exempt from regular federal income taxes.
The Fund generally invests in municipal securities with intermediate
or long-term maturities, but the average effective maturity of obligations held by the Fund may be lengthened or shortened as a result
of portfolio transactions effected by the Fund’s investment adviser and/or the Fund’s sub-adviser, depending on market conditions
and on an assessment by the portfolio manager of which segments of the municipal securities markets offer the most favorable relative
investment values and opportunities for tax-exempt income and total return.
“Assets” mean the net assets of the Fund plus the amount
of any borrowings for investment purposes. “Managed Assets” mean the total assets of the Fund, minus the sum of its accrued
liabilities (other than Fund liabilities incurred for the express purpose of creating leverage). Total assets for this purpose shall include
assets attributable to the Fund’s use of leverage (whether or not those assets are reflected in the Fund’s financial statements
for purposes of generally accepted accounting principles), and derivatives will be valued at their market value.
Under normal circumstances:
• | | The Fund may invest up to 20% of its Managed Assets in municipal securities that pay interest
that is taxable under the federal alternative minimum tax. |
• | | The Fund will invest at least 80% of its Managed Assets in investment grade quality municipal
securities that, at the time of investment, are rated within the four highest grades (Baa or BBB or better) by at least one nationally
recognized statistical rating organization (“NRSRO”) that rate such securities, or if it is unrated but judged to be of comparable
quality by the Fund’s sub-adviser. A security is considered investment grade if it is rated within the four highest letter grades
by at least one NRSRO that rate such securities (even if rated lower by another), or if it is unrated but judged to be of comparable
quality by the Fund’s sub-adviser (such securities are commonly referred to as split-rated securities). |
• | | The Fund may invest up to 20% of its Managed Assets in municipal securities that at the time
of investment are rated below investment grade (Ba or BB or lower) by all NRSROs or are unrated but judged to be of comparable quality
by the Fund’s sub-adviser; however, the Fund may not invest more than 10% of its Managed Assets in municipal securities rated below
B3/B- by all NRSROs that rate the security or that are unrated but judged to be of comparable quality by the Fund’s sub-adviser. |
• | | The Fund may invest up to 15% of its Managed Assets in inverse floating rate securities. |
• | | The Fund will not invest more than 25% of its Managed Assets in municipal securities in any
one industry or in any one state of origin. |
• | | The Fund will not invest more than 10% of its Managed Assets in “tobacco settlement
bonds.” |
• | | The Fund may invest in distressed securities but may not invest in the securities of an issuer
which, at the time of investment, is in default on its obligations to pay principal or interest thereon when due or that is involved
in a bankruptcy proceeding (i.e., rated below C-, at the time of investment); provided, however, that the Fund’s sub-adviser
may determine that it is in the best interest of shareholders in pursuing a workout arrangement with issuers of defaulted securities
to make loans to the defaulted issuer or another party, or purchase a debt, equity or other interest from the defaulted issuer or another
party, or take other related or similar steps involving the investment of additional monies, but only if that issuer’s securities
are already held by the Fund. |
• | | The Fund may not enter into a futures contract or related options or forward contracts if
more than 30% of the Fund’s Managed Assets would be represented by futures contracts or more than 5% of the Fund’s Managed
Assets would be committed to initial margin deposits and premiums on futures contracts or related options. |
104
The foregoing
policies apply only at the time of any new investment.
Approving Changes in Investment Policies
The Board of Trustees of the Fund may change the policies described
above without a shareholder vote. However, with respect to the Fund’s policy of investing at least 80% of its Assets in municipal
securities, the income from which is exempt from regular federal income taxes, such policy may not be changed without 60 days’ prior
written notice and the approval of the holders of a majority of the outstanding common shares and preferred shares voting together as
a single class, and the approval of the holders of a majority of the outstanding preferred shares, voting separately as a single class.
A “majority of the outstanding” shares means (i) 67% or more of the shares present at a meeting, if the holders of more than
50% of the shares are present or represented by proxy or (ii) more than 50% of the shares, whichever is less.
Portfolio Contents
The Fund generally invests in municipal securities. Municipal securities
include municipal bonds, notes, securities issued to finance and refinance public projects, certificates of participation, variable rate
demand obligations, lease obligations, municipal notes, pre-refunded municipal bonds, private activity bonds, securities issued by tender
option bond (“TOB”) Trusts, including inverse floating rate securities, and other forms of municipal bonds and securities,
and other related instruments that create exposure to municipal bonds, notes and securities that provide for the payment of interest income
that is exempt from regular U.S. federal income tax.
Municipal securities are debt obligations generally issued by states,
cities and local authorities and certain possessions and territories of the United States (such as Puerto Rico and Guam) to finance or
refinance public purpose projects such as roads, schools, and water supply systems.
The Fund may invest in municipal securities that are additionally
secured by insurance, bank credit agreements or escrow accounts.
The Fund may invest a significant portion of its Managed Assets
in certain sectors of the municipal securities market, such as hospitals and other health care facilities, charter schools and other private
educational facilities, special taxing districts and start-up utility districts, and private activity bonds including industrial development
bonds on behalf of transportation companies such as airline companies, whose credit quality and performance may be more susceptible to
economic, business, political, regulatory and other developments than other sectors of municipal issuers.
The Fund may also invest in municipal securities that pay interest
that is taxable under the federal alternative minimum tax applicable to noncorporate taxpayers (“AMT Bonds”). AMT Bonds may
trigger adverse tax consequences for Fund shareholders who are subject to the federal alternative minimum tax.
The Fund may invest in municipal securities that represent lease
obligations and certificates of participation in such leases. A municipal lease is an obligation in the form of a lease or installment
purchase that is issued by a state or local government to acquire equipment and facilities. Income from such obligations generally is
exempt from state and local taxes in the state of issuance. A certificate of participation represents an undivided interest in an unmanaged
pool of municipal leases, an installment purchase agreement or other instruments. The certificates typically are issued by a municipal
agency, a trust or other entity that has received an assignment of the payments to be made by the state or political subdivision under
such leases or installment purchase agreements. Such certificates provide the Fund with the right to a pro rata undivided interest
in the underlying municipal securities. In addition, such participations generally provide the Fund with the right to demand payment,
on not more than seven days’ notice, of all or any part of the Fund’s participation interest in the underlying municipal securities,
plus accrued interest.
The Fund may invest in municipal notes. Municipal securities in
the form of notes generally are used to provide for short-term capital needs, in anticipation of an issuer’s receipt of other revenues
or financing, and typically have maturities of up to three years. Such instruments may include tax anticipation notes, revenue anticipation
notes, bond anticipation notes, tax and revenue anticipation notes and construction loan notes. Tax anticipation notes are issued to finance
the working capital needs of governments. Generally, they are issued in anticipation of various tax revenues, such as income, sales, property,
use and business taxes, and are payable from these specific future taxes. Revenue anticipation notes are issued in expectation of receipt
of other kinds of revenue, such as federal revenues available under federal revenue sharing programs. Bond anticipation notes are issued
to provide interim financing until long-term bond financing can be arranged. In most cases, the long-term bonds then provide the funds
needed for repayment of the bond anticipation notes. Tax and revenue anticipation notes combine the funding sources of both tax anticipation
notes and revenue anticipation notes. Construction loan notes are sold to provide construction financing. Mortgage notes insured by the
Federal Housing Authority secure these notes; however, the proceeds from the insurance may be less than the economic equivalent of the
payment of principal and interest on the mortgage note if there has been a default. The anticipated revenues from taxes, grants or bond
financing generally secure the obligations of an issuer of municipal notes.
The Fund may invest in “tobacco settlement bonds.” Tobacco
settlement bonds are municipal securities that are secured or payable solely from the collateralization of the proceeds from class action
or other litigation against the tobacco industry.
The Fund may invest in pre-refunded municipal securities. The principal
of and interest on pre-refunded municipal securities are no longer paid from the original revenue source for the securities. Instead,
the source of such payments is typically an escrow fund consisting of U.S. government securities. The assets in the escrow fund are derived
from the proceeds of refunding bonds issued by the same issuer as the pre-refunded municipal securities.
105
Shareholder Update (Unaudited) (continued)
Issuers of municipal securities use this advance refunding technique
to obtain more favorable terms with respect to securities that are not yet subject to call or redemption by the issuer. For example, advance
refunding enables an issuer to refinance debt at lower market interest rates, restructure debt to improve cash flow or eliminate restrictive
covenants in the indenture or other governing instrument for the pre-refunded municipal securities. However, except for a change in the
revenue source from which principal and interest payments are made, the pre-refunded municipal securities remain outstanding on their
original terms until they mature or are redeemed by the issuer.
The Fund may invest in private activity bonds. Private activity
bonds are issued by or on behalf of public authorities to obtain funds to provide privately operated housing facilities, airport, mass
transit or port facilities, sewage disposal, solid waste disposal or hazardous waste treatment or disposal facilities and certain local
facilities for water supply, gas or electricity. Other types of private activity bonds, the proceeds of which are used for the construction,
equipment, repair or improvement of privately operated industrial or commercial facilities, may constitute municipal securities, although
the current federal tax laws place substantial limitations on the size of such issues.
The Fund may invest in municipal securities issued by special taxing
districts. Special taxing districts are organized to plan and finance infrastructure developments to induce residential, commercial and
industrial growth and redevelopment. The bond financing methods such as tax increment finance, tax assessment, special services district
and Mello-Roos bonds, are generally payable solely from taxes or other revenues attributable to the specific projects financed by the
bonds without recourse to the credit or taxing power of related or overlapping municipalities.
The Fund may invest in inverse floating rate securities issued by
a TOB trust, the interest rate on which varies inversely with the Securities Industry Financial Markets Association short-term rate, which
resets weekly, or a similar short-term rate, and is reduced by the expenses related to the TOB trust. Typically, inverse floating rate
securities represent beneficial interests in a special purpose trust (sometimes called a TOB trust) formed by a third party sponsor for
the purpose of holding municipal bonds. Inverse floating rate securities may increase or decrease in value at a greater rate than the
underlying interest rate on the municipal bond held by the TOB trust, which effectively leverages the Fund’s investment.
The Fund may invest in floating rate securities issued by special
purpose trusts. Floating rate securities may take the form of short-term floating rate securities or the option period may be substantially
longer. Generally, the interest rate earned will be based upon the market rates for municipal securities with maturities or remarketing
provisions that are comparable in duration to the periodic interval of the tender option, which may vary from weekly, to monthly, to extended
periods of one year or multiple years. Since the option feature has a shorter term than the final maturity or first call date of the underlying
bond deposited in the trust, the Fund as the holder of the floating rate security relies upon the terms of the agreement with the financial
institution furnishing the option as well as the credit strength of that institution. As further assurance of liquidity, the terms of
the trust provide for a liquidation of the municipal security deposited in the trust and the application of the proceeds to pay off the
floating rate security. The trusts that are organized to issue both short-term floating rate securities and inverse floaters generally
include liquidation triggers to protect the investor in the floating rate security.
The Fund may invest in zero coupon bonds. A zero coupon bond is
a bond that typically does not pay interest for the entire life of the obligation or for an initial period after the issuance of the obligation.
The Fund may buy and sell securities on a when-issued or delayed
delivery basis, making payment or taking delivery at a later date, normally within 15 to 45 days of the trade date.
The Fund may invest in illiquid securities (i.e., securities
that are not readily marketable), including, but not limited to, restricted securities (securities the disposition of which is restricted
under the federal securities laws), securities that may be resold only pursuant to Rule 144A under the Securities Act of 1933, as amended
(the “1933 Act”), and repurchase agreements with maturities in excess of seven days.
The Fund may enter into certain derivative instruments in pursuit
of its investment objectives, including to seek to enhance return, to hedge certain risks of its investments in municipal securities or
as a substitute for a position in the underlying asset. Such instruments include financial futures contracts, swap contracts (including
interest rate swaps, credit default swaps and municipal market data rate locks (“MMD Rate Locks”)), options on financial futures,
options on swap contracts or other derivative instruments.
The Fund may purchase and sell MMD Rate Locks. An MMD Rate Lock
permits the Fund to lock in a specified municipal interest rate for a portion of its portfolio to preserve a return on a particular investment
or a portion of its portfolio as a duration management technique or to protect against any increase in the price of securities to be purchased
at a later date. By using an MMD Rate Lock, the Fund can create a synthetic long or short position, allowing the Fund to select what the
manager believes is an attractive part of the yield curve. The Fund will ordinarily use these transactions as a hedge or for duration
or risk management although it is permitted to enter into them to enhance income or gain or to increase the Fund’s yield, for example,
during periods of steep interest rate yield curves (i.e., wide differences between short term and long term interest rates).
The Fund may also invest in securities of other open- or closed-end
investment companies (including exchange-traded funds (“ETFs”)) that invest primarily in municipal securities of the types
in which the Fund may invest directly, to the extent permitted by the Investment Company Act of 1940, as amended (the “1940 Act”),
the rules and regulations issued thereunder and applicable exemptive orders issued by the Securities and Exchange Commission (“SEC”).
106
Use of Leverage
As a fundamental policy, the Fund will not leverage its capital
structure by issuing senior securities such as the issuance of preferred shares of beneficial interest (“Preferred Shares”)
or debt instruments. However, the Fund may borrow for temporary or emergency purposes and invest in certain instruments, including inverse
floating rate securities that have the economic effect of leverage. The Fund may source leverage through investments in inverse floating
rate securities, which have the economic effect of leverage. The amount of leverage will vary depending on market conditions.
Temporary Defensive Periods
During temporary defensive periods (e.g., times when, in the Fund’s
investment adviser’s and/or the Fund’s sub-adviser’s opinion, temporary imbalances of supply and demand or other temporary
dislocations in the tax-exempt bond market adversely affect the price at which long-term or intermediate-term municipal securities are
available), and in order to keep the Fund’s cash fully invested, the Fund may invest up to 100% of its Managed Assets in short-term
investments including high quality, short-term debt securities that may be either tax-exempt or taxable. The Fund may not achieve its
investment objectives during such periods.
107
Shareholder Update (Unaudited) (continued)
NUVEEN AMT-FREE MUNICIPAL VALUE FUND (NUW)
Investment Objectives
The Fund’s primary investment objective is to provide current
income exempt from regular federal income tax. The Fund’s secondary investment objective is to enhance portfolio value and total
return.
Investment Policies
Under normal circumstances, the Fund will invest at least 80% of
its Assets (as defined below) in municipal securities and other related investments, the income from which is exempt from regular federal
income taxes. Generally, the Fund expects to be fully invested (at least 95% of its assets) in such municipal securities.
The Fund generally invests in municipal securities with intermediate
or long-term maturities in order to maintain an average effective maturity of at least 15 years, but the average effective maturity of
obligations held by the Fund may be lengthened or shortened as a result of portfolio transactions effected by the Fund’s investment
adviser and/or the Fund’s sub-adviser, depending on market conditions and on an assessment by the portfolio manager of which segments
of the municipal securities markets offer the most favorable relative investment values and opportunities for tax-exempt income and total
return.
“Assets” mean the net assets of the Fund plus the amount
of any borrowings for investment purposes. “Managed Assets” mean the total assets of the Fund, minus the sum of its accrued
liabilities (other than Fund liabilities incurred for the express purpose of creating leverage). Total assets for this purpose shall include
assets attributable to the Fund’s use of leverage (whether or not those assets are reflected in the Fund’s financial statements
for purposes of generally accepted accounting principles), and derivatives will be valued at their market value.
Under normal circumstances:
• | | The Fund will invest at least 80% of its Managed Assets in investment grade quality municipal
securities that, at the time of investment, are rated within the four highest grades (Baa or BBB or better) by at least one NRSRO that
rate such securities, or if it is unrated but judged to be of comparable quality by the Fund’s sub-adviser. A security is considered
investment grade if it is rated within the four highest letter grades by at least one NRSRO that rate such securities (even if rated
lower by another), or if it is unrated but judged to be of comparable quality by the Fund’s sub-adviser (such securities are commonly
referred to as split-rated securities). |
• | | The Fund may invest up to 20% of its Managed Assets in municipal securities that at the time
of investment are rated below investment grade (Ba or BB or lower) by all NRSRO or are unrated but judged to be of comparable quality
by the Fund’s sub-adviser; however, the Fund may not invest more than 10% of its Managed Assets in municipal securities rated below
B3/B- by all NRSROs that rate the security or that are unrated but judged to be of comparable quality by the Fund’s sub-adviser. |
• | | The Fund will not invest in municipal securities that pay interest that is taxable under
the federal alternative minimum tax applicable to individuals. |
• | | The Fund may invest in distressed securities but may not invest in the securities of an issuer
which, at the time of investment, is in default on its obligations to pay principal or interest thereon when due or that is involved
in a bankruptcy proceeding (i.e., rated below C-, at the time of investment); provided, however, that the Fund’s sub-adviser
may determine that it is in the best interest of shareholders in pursuing a workout arrangement with issuers of defaulted securities
to make loans to the defaulted issuer or another party, or purchase a debt, equity or other interest from the defaulted issuer or another
party, or take other related or similar steps involving the investment of additional monies, but only if that issuer’s securities
are already held by the Fund. |
• | | The Fund may invest up to 15% of its Managed Assets in inverse floating rate securities. |
• | | The Fund will not invest more than 25% of its Managed Assets in municipal securities in any
one industry or in any one state of origin and no more than 5% of its Managed Assets in any one issuer. |
• | | The Fund may not enter into a futures contract or related options or forward contracts if
more than 30% of the Fund’s Managed Assets would be represented by futures contracts or more than 5% of the Fund’s Managed
Assets would be committed to initial margin deposits and premiums on futures contracts or related options. |
The foregoing
policies apply only at the time of any new investment.
Approving Changes in Investment Policies
The Board of Trustees of the Fund may change the policies described
above without a shareholder vote. However, with respect to the Fund’s policy of investing at least 80% of its Assets in municipal
securities and other related investments, the income from which is exempt from regular federal income taxes, such policy may not be changed
without 60 days’ prior written notice and the approval of the holders of a majority of the outstanding common shares and preferred
shares voting together as a single class, and the approval of the holders of a majority of the outstanding preferred shares, voting
108
separately as a single class. A “majority of the outstanding”
shares means (i) 67% or more of the shares present at a meeting, if the holders of more than 50% of the shares are present or represented
by proxy or (ii) more than 50% of the shares, whichever is less.
Portfolio Contents
The Fund generally invests in municipal securities. Municipal securities
include municipal bonds, notes, securities issued to finance and refinance public projects, certificates of participation, variable rate
demand obligations, lease obligations, municipal notes, pre-refunded municipal bonds, private activity bonds, securities issued by TOB
Trusts, including inverse floating rate securities, and other forms of municipal bonds and securities, and other related instruments that
create exposure to municipal bonds, notes and securities that provide for the payment of interest income that is exempt from regular U.S.
federal income tax.
Municipal securities are debt obligations generally issued by states,
cities and local authorities and certain possessions and territories of the United States (such as Puerto Rico and Guam) to finance or
refinance public purpose projects such as roads, schools, and water supply systems.
The Fund may invest in municipal securities that are additionally
secured by insurance, bank credit agreements or escrow accounts.
The Fund may invest a significant portion of its Managed Assets
in certain sectors of the municipal securities market, such as hospitals and other health care facilities, charter schools and other private
educational facilities, special taxing districts and start-up utility districts, and private activity bonds including industrial development
bonds on behalf of transportation companies such as airline companies, whose credit quality and performance may be more susceptible to
economic, business, political, regulatory and other developments than other sectors of municipal issuers.
The Fund may invest in municipal securities that represent lease
obligations and certificates of participation in such leases. A municipal lease is an obligation in the form of a lease or installment
purchase that is issued by a state or local government to acquire equipment and facilities. Income from such obligations generally is
exempt from state and local taxes in the state of issuance. A certificate of participation represents an undivided interest in an unmanaged
pool of municipal leases, an installment purchase agreement or other instruments. The certificates typically are issued by a municipal
agency, a trust or other entity that has received an assignment of the payments to be made by the state or political subdivision under
such leases or installment purchase agreements. Such certificates provide the Fund with the right to a pro rata undivided interest
in the underlying municipal securities. In addition, such participations generally provide the Fund with the right to demand payment,
on not more than seven days’ notice, of all or any part of the Fund’s participation interest in the underlying municipal securities,
plus accrued interest.
The Fund may invest in municipal notes. Municipal securities in
the form of notes generally are used to provide for short-term capital needs, in anticipation of an issuer’s receipt of other revenues
or financing, and typically have maturities of up to three years. Such instruments may include tax anticipation notes, revenue anticipation
notes, bond anticipation notes, tax and revenue anticipation notes and construction loan notes. Tax anticipation notes are issued to finance
the working capital needs of governments. Generally, they are issued in anticipation of various tax revenues, such as income, sales, property,
use and business taxes, and are payable from these specific future taxes. Revenue anticipation notes are issued in expectation of receipt
of other kinds of revenue, such as federal revenues available under federal revenue sharing programs. Bond anticipation notes are issued
to provide interim financing until long-term bond financing can be arranged. In most cases, the long-term bonds then provide the funds
needed for repayment of the bond anticipation notes. Tax and revenue anticipation notes combine the funding sources of both tax anticipation
notes and revenue anticipation notes. Construction loan notes are sold to provide construction financing. Mortgage notes insured by the
Federal Housing Authority secure these notes; however, the proceeds from the insurance may be less than the economic equivalent of the
payment of principal and interest on the mortgage note if there has been a default. The anticipated revenues from taxes, grants or bond
financing generally secure the obligations of an issuer of municipal notes.
The Fund may invest in “tobacco settlement bonds.” Tobacco
settlement bonds are municipal securities that are secured or payable solely from the collateralization of the proceeds from class action
or other litigation against the tobacco industry.
The Fund may invest in pre-refunded municipal securities. The principal
of and interest on pre-refunded municipal securities are no longer paid from the original revenue source for the securities. Instead,
the source of such payments is typically an escrow fund consisting of U.S. government securities. The assets in the escrow fund are derived
from the proceeds of refunding bonds issued by the same issuer as the pre-refunded municipal securities. Issuers of municipal securities
use this advance refunding technique to obtain more favorable terms with respect to securities that are not yet subject to call or redemption
by the issuer. For example, advance refunding enables an issuer to refinance debt at lower market interest rates, restructure debt to
improve cash flow or eliminate restrictive covenants in the indenture or other governing instrument for the pre-refunded municipal securities.
However, except for a change in the revenue source from which principal and interest payments are made, the pre-refunded municipal securities
remain outstanding on their original terms until they mature or are redeemed by the issuer.
The Fund may invest in private activity bonds. Private activity
bonds are issued by or on behalf of public authorities to obtain funds to provide privately operated housing facilities, airport, mass
transit or port facilities, sewage disposal, solid waste disposal or hazardous waste treatment or disposal facilities and certain local
facilities for water supply, gas or electricity. Other types of private activity bonds, the proceeds of which are used for the construction,
equipment, repair or improvement of privately operated industrial or commercial facilities, may constitute municipal securities, although
the current federal tax laws place substantial limitations on the size of such issues.
109
Shareholder Update (Unaudited) (continued)
The Fund may invest in municipal securities issued by special taxing
districts. Special taxing districts are organized to plan and finance infrastructure developments to induce residential, commercial and
industrial growth and redevelopment. The bond financing methods such as tax increment finance, tax assessment, special services district
and Mello-Roos bonds, are generally payable solely from taxes or other revenues attributable to the specific projects financed by the
bonds without recourse to the credit or taxing power of related or overlapping municipalities.
The Fund may invest in inverse floating rate securities issued by
a TOB trust, the interest rate on which varies inversely with the Securities Industry Financial Markets Association short-term rate, which
resets weekly, or a similar short-term rate, and is reduced by the expenses related to the TOB trust. Typically, inverse floating rate
securities represent beneficial interests in a special purpose trust (sometimes called a TOB trust) formed by a third party sponsor for
the purpose of holding municipal bonds. Inverse floating rate securities may increase or decrease in value at a greater rate than the
underlying interest rate on the municipal bond held by the TOB trust, which effectively leverages the Fund’s investment.
The Fund may invest in floating rate securities issued by special
purpose trusts. Floating rate securities may take the form of short-term floating rate securities or the option period may be substantially
longer. Generally, the interest rate earned will be based upon the market rates for municipal securities with maturities or remarketing
provisions that are comparable in duration to the periodic interval of the tender option, which may vary from weekly, to monthly, to extended
periods of one year or multiple years. Since the option feature has a shorter term than the final maturity or first call date of the underlying
bond deposited in the trust, the Fund as the holder of the floating rate security relies upon the terms of the agreement with the financial
institution furnishing the option as well as the credit strength of that institution. As further assurance of liquidity, the terms of
the trust provide for a liquidation of the municipal security deposited in the trust and the application of the proceeds to pay off the
floating rate security. The trusts that are organized to issue both short-term floating rate securities and inverse floaters generally
include liquidation triggers to protect the investor in the floating rate security.
The Fund may invest in zero coupon bonds. A zero coupon bond is
a bond that typically does not pay interest for the entire life of the obligation or for an initial period after the issuance of the obligation.
The Fund may buy and sell securities on a when-issued or delayed
delivery basis, making payment or taking delivery at a later date, normally within 15 to 45 days of the trade date.
The Fund may invest in illiquid securities (i.e., securities
that are not readily marketable), including, but not limited to, restricted securities (securities the disposition of which is restricted
under the federal securities laws), securities that may be resold only pursuant to Rule 144A under the 1933 Act, and repurchase agreements
with maturities in excess of seven days.
The Fund may enter into certain derivative instruments in pursuit
of its investment objectives, including to seek to enhance return, to hedge certain risks of its investments in municipal securities or
as a substitute for a position in the underlying asset. Such instruments include financial futures contracts, swap contracts (including
interest rate swaps, credit default swaps and MMD Rate Locks), options on financial futures, options on swap contracts or other derivative
instruments.
The Fund may purchase and sell MMD Rate Locks. An MMD Rate Lock
permits the Fund to lock in a specified municipal interest rate for a portion of its portfolio to preserve a return on a particular investment
or a portion of its portfolio as a duration management technique or to protect against any increase in the price of securities to be purchased
at a later date. By using an MMD Rate Lock, the Fund can create a synthetic long or short position, allowing the Fund to select what the
manager believes is an attractive part of the yield curve. The Fund will ordinarily use these transactions as a hedge or for duration
or risk management although it is permitted to enter into them to enhance income or gain or to increase the Fund’s yield, for example,
during periods of steep interest rate yield curves (i.e., wide differences between short term and long term interest rates).
The Fund may also invest in securities of other open- or closed-end
investment companies (including ETFs) that invest primarily in municipal securities of the types in which the Fund may invest directly,
to the extent permitted by the 1940 Act, the rules and regulations issued thereunder and applicable exemptive orders issued by the SEC.
Use of Leverage
As a fundamental policy, the Fund will not leverage its capital
structure by issuing senior securities such as Preferred Shares or debt instruments. However, the Fund may borrow for temporary or emergency
purposes and invest in certain instruments, including inverse floating rate securities that have the economic effect of leverage. The
Fund may source leverage through investments in inverse floating rate securities, which have the economic effect of leverage. The amount
of leverage will vary depending on market conditions.
Temporary Defensive Periods
During temporary defensive periods (e.g., times when, in the Fund’s
investment adviser’s and/or the Fund’s sub-adviser’s opinion, temporary imbalances of supply and demand or other temporary
dislocations in the tax-exempt bond market adversely affect the price at which long-term or intermediate-term municipal securities are
available), and in order to keep the Fund’s cash fully invested, the Fund may up to 100% of its Managed Assets in short-term investments
including high quality, short-term debt securities that may be either tax-exempt or taxable. The Fund may not achieve its investment objectives
during such periods.
110
NUVEEN MUNICIPAL INCOME FUND, INC. (NMI)
Investment Objective
The Fund’s investment objective is a high level of current
income exempt from federal income tax, which the Fund seeks to achieve by investing primarily in a diversified portfolio of tax-exempt
municipal obligations.
Investment Policies
Under normal circumstances, the Fund will invest at least 80% of
its Assets (as defined below) in municipal securities and other related investments, the income from which is exempt from regular federal
income taxes.
The Fund generally invests in municipal securities with intermediate
or long-term maturities, but the average effective maturity of obligations held by the Fund may be lengthened or shortened as a result
of portfolio transactions effected by the Fund’s investment adviser and/or the Fund’s sub-adviser, depending on market conditions
and on an assessment by the portfolio manager of which segments of the municipal securities markets offer the most favorable relative
investment values and opportunities for tax-exempt income and total return.
“Assets” mean the net assets of the Fund plus the amount
of any borrowings for investment purposes. “Managed Assets” means the total assets of the Fund, minus the sum of its accrued
liabilities (other than Fund liabilities incurred for the express purpose of creating leverage). Total assets for this purpose shall include
assets attributable to the Fund’s use of leverage (whether or not those assets are reflected in the Fund’s financial statements
for purposes of generally accepted accounting principles), and derivatives will be valued at their market value.
Under normal circumstances:
• | | The Fund may invest up to 20% of its Managed Assets in municipal securities that pay interest
that is taxable under the federal alternative minimum tax. |
• | | The Fund will invest at least 80% of its Managed Assets in investment grade quality municipal
securities that, at the time of investment, are rated within the four highest grades (Baa or BBB or better) by at least one NRSRO that
rate such securities, or if it is unrated but judged to be of comparable quality by the Fund’s sub-adviser. A security is considered
investment grade if it is rated within the four highest letter grades by at least one NRSRO that rate such securities (even if rated
lower by another), or if it is unrated but judged to be of comparable quality by the Fund’s sub-adviser (such securities are commonly
referred to as split-rated securities). |
• | | The Fund may invest up to 20% of its Managed Assets in municipal securities that at the time
of investment are rated below investment grade (Ba or BB or lower) by all NRSRO or are unrated but judged to be of comparable quality
by the Fund’s sub-adviser; however, the Fund may not invest more than 10% of its Managed Assets in municipal securities rated below
B3/B- by all NRSROs that rate the security or that are unrated but judged to be of comparable quality by the Fund’s sub-adviser. |
• | | The Fund may invest in distressed securities but may not invest in the securities of an issuer
which, at the time of investment, is in default on its obligations to pay principal or interest thereon when due or that is involved
in a bankruptcy proceeding (i.e., rated below C-, at the time of investment); provided, however, that the Fund’s sub-adviser
may determine that it is in the best interest of shareholders in pursuing a workout arrangement with issuers of defaulted securities
to make loans to the defaulted issuer or another party, or purchase a debt, equity or other interest from the defaulted issuer or another
party, or take other related or similar steps involving the investment of additional monies, but only if that issuer’s securities
are already held by the Fund. |
• | | The Fund may invest up to 25% of its Managed Assets in municipal securities in any one industry
or in any one state of origin. |
• | | The Fund may invest up to 15% of its Managed Assets in inverse floating rate securities. |
• | | The Fund may not enter into a futures contract or related options or forward contracts if
more than 30% of the Fund’s Managed Assets would be represented by futures contracts or more than 5% of the Fund’s Managed
Assets would be committed to initial margin deposits and premiums on futures contracts or related options. |
The foregoing
policies apply only at the time of any new investment.
Approving Changes in Investment Policies
The Board of Trustees of the Fund may change the policies described
above without a shareholder vote. However, with respect to the Fund’s policy of investing at least 80% of its Assets in municipal
securities and other related investments, the income from which is exempt from regular federal income taxes, such policy may not be changed
without 60 days’ prior written notice and the approval of the holders of a majority of the outstanding common shares and preferred
shares voting together as a single class, and the approval of the holders of a majority of the outstanding preferred shares, voting separately
as a single class. A “majority of the outstanding” shares means (i) 67% or more of the shares present at a meeting, if the
holders of more than 50% of the shares are present or represented by proxy or (ii) more than 50% of the shares, whichever is less.
111
Shareholder Update (Unaudited) (continued)
Portfolio Contents
The Fund generally invests in municipal securities. Municipal securities
include municipal bonds, notes, securities issued to finance and refinance public projects, certificates of participation, variable rate
demand obligations, lease obligations, municipal notes, pre-refunded municipal bonds, private activity bonds, securities issued by TOB
Trusts, including inverse floating rate securities, and other forms of municipal bonds and securities, and other related instruments that
create exposure to municipal bonds, notes and securities that provide for the payment of interest income that is exempt from regular U.S.
federal income tax.
Municipal securities are debt obligations generally issued by states,
cities and local authorities and certain possessions and territories of the United States (such as Puerto Rico and Guam) to finance or
refinance public purpose projects such as roads, schools, and water supply systems.
The Fund may invest in municipal securities that are additionally
secured by insurance, bank credit agreements or escrow accounts.
The Fund may also invest in AMT Bonds. AMT Bonds may trigger adverse
tax consequences for Fund shareholders who are subject to the federal alternative minimum tax.
The Fund may invest a significant portion of its Managed Assets
in certain sectors of the municipal securities market, such as hospitals and other health care facilities, charter schools and other private
educational facilities, special taxing districts and start-up utility districts, and private activity bonds including industrial development
bonds on behalf of transportation companies such as airline companies, whose credit quality and performance may be more susceptible to
economic, business, political, regulatory and other developments than other sectors of municipal issuers.
The Fund may invest in municipal securities that represent lease
obligations and certificates of participation in such leases. A municipal lease is an obligation in the form of a lease or installment
purchase that is issued by a state or local government to acquire equipment and facilities. Income from such obligations generally is
exempt from state and local taxes in the state of issuance. A certificate of participation represents an undivided interest in an unmanaged
pool of municipal leases, an installment purchase agreement or other instruments. The certificates typically are issued by a municipal
agency, a trust or other entity that has received an assignment of the payments to be made by the state or political subdivision under
such leases or installment purchase agreements. Such certificates provide the Fund with the right to a pro rata undivided interest
in the underlying municipal securities. In addition, such participations generally provide the Fund with the right to demand payment,
on not more than seven days’ notice, of all or any part of the Fund’s participation interest in the underlying municipal securities,
plus accrued interest.
The Fund may invest in municipal notes. Municipal securities in
the form of notes generally are used to provide for short-term capital needs, in anticipation of an issuer’s receipt of other revenues
or financing, and typically have maturities of up to three years. Such instruments may include tax anticipation notes, revenue anticipation
notes, bond anticipation notes, tax and revenue anticipation notes and construction loan notes. Tax anticipation notes are issued to finance
the working capital needs of governments. Generally, they are issued in anticipation of various tax revenues, such as income, sales, property,
use and business taxes, and are payable from these specific future taxes. Revenue anticipation notes are issued in expectation of receipt
of other kinds of revenue, such as federal revenues available under federal revenue sharing programs. Bond anticipation notes are issued
to provide interim financing until long-term bond financing can be arranged. In most cases, the long-term bonds then provide the funds
needed for repayment of the bond anticipation notes. Tax and revenue anticipation notes combine the funding sources of both tax anticipation
notes and revenue anticipation notes. Construction loan notes are sold to provide construction financing. Mortgage notes insured by the
Federal Housing Authority secure these notes; however, the proceeds from the insurance may be less than the economic equivalent of the
payment of principal and interest on the mortgage note if there has been a default. The anticipated revenues from taxes, grants or bond
financing generally secure the obligations of an issuer of municipal notes.
The Fund may invest in “tobacco settlement bonds.” Tobacco
settlement bonds are municipal securities that are secured or payable solely from the collateralization of the proceeds from class action
or other litigation against the tobacco industry.
The Fund may invest in pre-refunded municipal securities. The principal
of and interest on pre-refunded municipal securities are no longer paid from the original revenue source for the securities. Instead,
the source of such payments is typically an escrow fund consisting of U.S. government securities. The assets in the escrow fund are derived
from the proceeds of refunding bonds issued by the same issuer as the pre-refunded municipal securities. Issuers of municipal securities
use this advance refunding technique to obtain more favorable terms with respect to securities that are not yet subject to call or redemption
by the issuer. For example, advance refunding enables an issuer to refinance debt at lower market interest rates, restructure debt to
improve cash flow or eliminate restrictive covenants in the indenture or other governing instrument for the pre-refunded municipal securities.
However, except for a change in the revenue source from which principal and interest payments are made, the pre-refunded municipal securities
remain outstanding on their original terms until they mature or are redeemed by the issuer.
The Fund may invest in private activity bonds. Private activity
bonds are issued by or on behalf of public authorities to obtain funds to provide privately operated housing facilities, airport, mass
transit or port facilities, sewage disposal, solid waste disposal or hazardous waste treatment or disposal facilities and certain local
facilities for water supply, gas or electricity. Other types of private activity bonds, the proceeds of which are used for the construction,
equipment, repair or improvement of privately operated industrial or commercial facilities, may constitute municipal securities, although
the current federal tax laws place substantial limitations on the size of such issues.
112
The Fund may invest in municipal securities issued by special taxing
districts. Special taxing districts are organized to plan and finance infrastructure developments to induce residential, commercial and
industrial growth and redevelopment. The bond financing methods such as tax increment finance, tax assessment, special services district
and Mello-Roos bonds, are generally payable solely from taxes or other revenues attributable to the specific projects financed by the
bonds without recourse to the credit or taxing power of related or overlapping municipalities.
The Fund may invest in inverse floating rate securities issued by
a TOB trust, the interest rate on which varies inversely with the Securities Industry Financial Markets Association short-term rate, which
resets weekly, or a similar short-term rate, and is reduced by the expenses related to the TOB trust. Typically, inverse floating rate
securities represent beneficial interests in a special purpose trust (sometimes called a TOB trust) formed by a third party sponsor for
the purpose of holding municipal bonds. Inverse floating rate securities may increase or decrease in value at a greater rate than the
underlying interest rate on the municipal bond held by the TOB trust, which effectively leverages the Fund’s investment.
The Fund may invest in floating rate securities issued by special
purpose trusts. Floating rate securities may take the form of short-term floating rate securities or the option period may be substantially
longer. Generally, the interest rate earned will be based upon the market rates for municipal securities with maturities or remarketing
provisions that are comparable in duration to the periodic interval of the tender option, which may vary from weekly, to monthly, to extended
periods of one year or multiple years. Since the option feature has a shorter term than the final maturity or first call date of the underlying
bond deposited in the trust, the Fund as the holder of the floating rate security relies upon the terms of the agreement with the financial
institution furnishing the option as well as the credit strength of that institution. As further assurance of liquidity, the terms of
the trust provide for a liquidation of the municipal security deposited in the trust and the application of the proceeds to pay off the
floating rate security. The trusts that are organized to issue both short-term floating rate securities and inverse floaters generally
include liquidation triggers to protect the investor in the floating rate security.
The Fund may invest in zero coupon bonds. A zero coupon bond is
a bond that typically does not pay interest for the entire life of the obligation or for an initial period after the issuance of the obligation.
The Fund may buy and sell securities on a when-issued or delayed
delivery basis, making payment or taking delivery at a later date, normally within 15 to 45 days of the trade date.
The Fund may invest in illiquid securities (i.e., securities
that are not readily marketable), including, but not limited to, restricted securities (securities the disposition of which is restricted
under the federal securities laws), securities that may be resold only pursuant to Rule 144A under the 1933 Act, and repurchase agreements
with maturities in excess of seven days.
The Fund may enter into certain derivative instruments in pursuit
of its investment objective, including to seek to enhance return, to hedge certain risks of its investments in municipal securities or
as a substitute for a position in the underlying asset. Such instruments include financial futures contracts, swap contracts (including
interest rate swaps, credit default swaps and MMD Rate Locks), options on financial futures, options on swap contracts, or other derivative
instruments.
The Fund may purchase and sell MMD Rate Locks. An MMD Rate Lock
permits the Fund to lock in a specified municipal interest rate for a portion of its portfolio to preserve a return on a particular investment
or a portion of its portfolio as a duration management technique or to protect against any increase in the price of securities to be purchased
at a later date. By using an MMD Rate Lock, the Fund can create a synthetic long or short position, allowing the Fund to select what the
manager believes is an attractive part of the yield curve. The Fund will ordinarily use these transactions as a hedge or for duration
or risk management although it is permitted to enter into them to enhance income or gain or to increase the Fund’s yield, for example,
during periods of steep interest rate yield curves (i.e., wide differences between short term and long term interest rates).
The Fund may also invest in securities of other open- or closed-end
investment companies (including ETFs) that invest primarily in municipal securities of the types in which the Fund may invest directly,
to the extent permitted by the 1940 Act, the rules and regulations issued thereunder and applicable exemptive orders issued by the SEC.
Use of Leverage
As a fundamental policy, the Fund will not leverage its capital
structure by issuing senior securities such as Preferred Shares or debt instruments. However, the Fund may borrow for temporary or emergency
purposes and invest in certain instruments, including inverse floating rate securities that have the economic effect of leverage. The
Fund may source leverage through investments in inverse floating rate securities, which have the economic effect of leverage. The amount
of leverage will vary depending on market conditions.
Temporary Defensive Periods
During temporary defensive periods (e.g., times when, in the Fund’s
investment adviser’s and/or the Fund’s sub-adviser’s opinion, temporary imbalances of supply and demand or other temporary
dislocations in the tax-exempt bond market adversely affect the price at which long-term or intermediate-term municipal securities are
available), and in order to keep the Fund’s cash fully invested, the Fund may invest up to 100% of its Managed Assets in short-term
investments including high quality, short-term debt securities that may be either tax-exempt or taxable. The Fund may not achieve its
investment objectives during such periods.
113
Shareholder Update (Unaudited) (continued)
NUVEEN ENHANCED MUNICIPAL VALUE FUND (NEV)
Investment Objectives
The Fund’s primary investment objective is to provide current
income exempt from regular federal income tax. The Fund’s secondary investment objective is to enhance portfolio value and total
return.
Investment Policies
Under normal circumstances, the Fund will invest at least 80% of
its Assets (as defined below) in municipal securities and other related investments, the income from which is exempt from regular federal
income taxes.
The Fund will invest primarily in municipal securities with intermediate
or long-term maturities in order to maintain an average effective maturity of at least 15 years, but the average effective maturity of
obligations held by the Fund may be lengthened or shortened as a result of portfolio transactions effected by the Fund’s investment
adviser and/or the Fund’s sub-adviser, depending on market conditions and on an assessment by the portfolio manager of which segments
of the municipal securities markets offer the most favorable relative investment values and opportunities for tax-exempt income and total
return.
“Assets” means net assets of the Fund plus the amount
of any borrowings for investment purposes. “Managed Assets” means the total assets of the Fund, minus the sum of its accrued
liabilities (other than Fund liabilities incurred for the express purpose of creating leverage). Total assets for this purpose shall include
assets attributable to the Fund’s use of effective leverage (whether or not those assets are reflected in the Fund’s financial
statements for purposes of generally accepted accounting principles), such as, but not limited to, the portion of assets in special purpose
trusts of which the Fund owns the inverse floater certificates that has been effectively financed by the trust’s issuance of floating
rate certificates.
Under normal circumstances:
• | | The Fund may invest up to 20% of its Managed Assets in municipal securities that pay interest
that is taxable under the federal alternative minimum tax. |
• | | The Fund will invest at least 80% of its Managed Assets in investment grade quality municipal
securities that, at the time of investment, are rated within the four highest grades (Baa or BBB or better) by at least one NRSRO that
rate such securities, or if it is unrated but judged to be of comparable quality by the Fund’s sub-adviser. A security is considered
investment grade if it is rated within the four highest letter grades by at least one NRSRO that rate such securities (even if rated
lower by another), or if it is unrated but judged to be of comparable quality by the Fund’s sub-adviser (such securities are commonly
referred to as split-rated securities). |
• | | The Fund may invest up to 20% of its Managed Assets in municipal securities that at the time
of investment are rated below investment grade (Ba or BB or lower) by all NRSRO or are unrated but judged to be of comparable quality
by the Fund’s sub-adviser. |
• | | The Fund will not invest more than 25% of its Managed Assets in municipal securities in any
one industry or in any one state of origin and no more than 5% of its Managed Assets in any one issuer. |
• | | The Fund also may invest up to 20% of its Managed Assets in certain derivative instruments
in pursuit of its investment objectives, excluding inverse floating rate securities. Such instruments include financial futures contracts,
swap contracts (including interest rate swaps, credit default swaps and MMD Rate Locks), options on financial futures, options on swap
contracts, or other derivative instruments. The Fund’s sub-adviser may use derivative instruments to seek to enhance return, to
hedge some of the risk of the Fund’s investments in municipal securities or as a substitute for a position in the underlying asset. |
• | | The Fund will not invest more than 25% of its Managed Assets in municipal securities in any
one industry or in any one state of origin. |
• | | The Fund will not invest more than 10% of its Managed Assets in “tobacco settlement
bonds.” |
• | | The Fund may invest up to 15% of its Managed Assets in inverse floating rate securities. |
• | | The Fund may invest in distressed securities but may not invest in the securities of an issuer
which, at the time of investment, is in default on its obligations to pay principal or interest thereon when due or that is involved
in a bankruptcy proceeding (i.e., rated below C-, at the time of investment); provided, however, that the Fund’s sub-adviser
may determine that it is in the best interest of shareholders in pursuing a workout arrangement with issuers of defaulted securities
to make loans to the defaulted issuer or another party, or purchase a debt, equity or other interest from the defaulted issuer or another
party, or take other related or similar steps involving the investment of additional monies, but only if that issuer’s securities
are already held by the Fund. |
• | | The Fund may not enter into a futures contract or related options or forward contracts if
more than 30% of the Fund’s Managed Assets would be represented by futures contracts or more than 5% of the Fund’s Managed
Assets would be committed to initial margin deposits and premiums on futures contracts or related options. |
The foregoing policies apply only at the time of any new investment.
114
Approving Changes in Investment Policies
The Board of Trustees of the Fund may change the policies described
above without a shareholder vote. However, with respect to the Fund’s policy of investing at least 80% of its Assets, plus the amount
of any borrowings for investment purposes, in municipal securities, the income from which is exempt from regular federal income taxes,
such policy may not be changed without 60 days’ prior written notice and the approval of the holders of a majority of the outstanding
common shares and preferred shares voting together as a single class, and the approval of the holders of a majority of the outstanding
preferred shares, voting separately as a single class. A “majority of the outstanding” shares means (i) 67% or more of the
shares present at a meeting, if the holders of more than 50% of the shares are present or represented by proxy or (ii) more than 50% of
the shares, whichever is less.
Portfolio Contents
The Fund generally invests in municipal securities. Municipal securities
include municipal bonds, notes, securities issued to finance and refinance public projects, certificates of participation, variable rate
demand obligations, lease obligations, municipal notes, pre-refunded municipal bonds, private activity bonds, securities issued by TOB
Trusts, including inverse floating rate securities, and other forms of municipal bonds and securities, and other related instruments that
create exposure to municipal bonds, notes and securities that provide for the payment of interest income that is exempt from regular U.S.
federal income tax.
Municipal securities are debt obligations generally issued by states,
cities and local authorities and certain possessions and territories of the United States (such as Puerto Rico and Guam) to finance or
refinance public purpose projects such as roads, schools, and water supply systems.
The Fund may invest in municipal securities that are additionally
secured by insurance, bank credit agreements or escrow accounts.
The Fund may also invest in AMT Bonds. AMT Bonds may trigger adverse
tax consequences for Fund shareholders who are subject to the federal alternative minimum tax.
The Fund may invest a significant portion of its Managed Assets
in certain sectors of the municipal securities market, such as hospitals and other health care facilities, charter schools and other private
educational facilities, special taxing districts and start-up utility districts, and private activity bonds including industrial development
bonds on behalf of transportation companies such as airline companies, whose credit quality and performance may be more susceptible to
economic, business, political, regulatory and other developments than other sectors of municipal issuers.
The Fund may invest in municipal securities that represent lease
obligations and certificates of participation in such leases. A municipal lease is an obligation in the form of a lease or installment
purchase that is issued by a state or local government to acquire equipment and facilities. Income from such obligations generally is
exempt from state and local taxes in the state of issuance. A certificate of participation represents an undivided interest in an unmanaged
pool of municipal leases, an installment purchase agreement or other instruments. The certificates typically are issued by a municipal
agency, a trust or other entity that has received an assignment of the payments to be made by the state or political subdivision under
such leases or installment purchase agreements. Such certificates provide the Fund with the right to a pro rata undivided interest in
the underlying municipal securities. In addition, such participations generally provide the Fund with the right to demand payment, on
not more than seven days’ notice, of all or any part of the Fund’s participation interest in the underlying municipal securities,
plus accrued interest.
The Fund may invest in municipal notes. Municipal securities in
the form of notes generally are used to provide for short-term capital needs, in anticipation of an issuer’s receipt of other revenues
or financing, and typically have maturities of up to three years. Such instruments may include tax anticipation notes, revenue anticipation
notes, bond anticipation notes, tax and revenue anticipation notes and construction loan notes. Tax anticipation notes are issued to finance
the working capital needs of governments. Generally, they are issued in anticipation of various tax revenues, such as income, sales, property,
use and business taxes, and are payable from these specific future taxes. Revenue anticipation notes are issued in expectation of receipt
of other kinds of revenue, such as federal revenues available under federal revenue sharing programs. Bond anticipation notes are issued
to provide interim financing until long-term bond financing can be arranged. In most cases, the long-term bonds then provide the funds
needed for repayment of the bond anticipation notes. Tax and revenue anticipation notes combine the funding sources of both tax anticipation
notes and revenue anticipation notes. Construction loan notes are sold to provide construction financing. Mortgage notes insured by the
Federal Housing Authority secure these notes; however, the proceeds from the insurance may be less than the economic equivalent of the
payment of principal and interest on the mortgage note if there has been a default. The anticipated revenues from taxes, grants or bond
financing generally secure the obligations of an issuer of municipal notes.
The Fund may invest in “tobacco settlement bonds.” Tobacco
settlement bonds are municipal securities that are secured or payable solely from the collateralization of the proceeds from class action
or other litigation against the tobacco industry.
The Fund may invest in pre-refunded municipal securities. The principal
of and interest on pre-refunded municipal securities are no longer paid from the original revenue source for the securities. Instead,
the source of such payments is typically an escrow fund consisting of U.S. government securities. The assets in the escrow fund are derived
from the proceeds of refunding bonds issued by the same issuer as the pre-refunded municipal securities. Issuers of municipal securities
use this advance refunding technique to obtain more favorable terms with respect to securities that are not yet subject to call or redemption
by the issuer. For example, advance refunding enables an issuer to refinance debt at lower market interest rates, restructure debt to
improve cash flow or eliminate restrictive covenants in the indenture or other governing instrument for the pre-refunded municipal securities.
However, except for a change in the revenue source from which principal and interest payments are made, the pre-refunded municipal securities
remain outstanding on their original terms until they mature or are redeemed by the issuer.
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Shareholder Update (Unaudited) (continued)
The Fund may invest in private activity bonds. Private activity
bonds are issued by or on behalf of public authorities to obtain funds to provide privately operated housing facilities, airport, mass
transit or port facilities, sewage disposal, solid waste disposal or hazardous waste treatment or disposal facilities and certain local
facilities for water supply, gas or electricity. Other types of private activity bonds, the proceeds of which are used for the construction,
equipment, repair or improvement of privately operated industrial or commercial facilities, may constitute municipal securities, although
the current federal tax laws place substantial limitations on the size of such issues.
The Fund may invest in municipal securities issued by special taxing
districts. Special taxing districts are organized to plan and finance infrastructure developments to induce residential, commercial and
industrial growth and redevelopment. The bond financing methods such as tax increment finance, tax assessment, special services district
and Mello-Roos bonds, are generally payable solely from taxes or other revenues attributable to the specific projects financed by the
bonds without recourse to the credit or taxing power of related or overlapping municipalities.
The Fund may invest in inverse floating rate securities issued by
a TOB trust, the interest rate on which varies inversely with the Securities Industry Financial Markets Association short-term rate, which
resets weekly, or a similar short-term rate, and is reduced by the expenses related to the TOB trust. Typically, inverse floating rate
securities represent beneficial interests in a special purpose trust (sometimes called a TOB trust) formed by a third party sponsor for
the purpose of holding municipal bonds. Inverse floating rate securities may increase or decrease in value at a greater rate than the
underlying interest rate on the municipal bond held by the TOB trust, which effectively leverages the Fund’s investment.
The Fund may invest in floating rate securities issued by special
purpose trusts. Floating rate securities may take the form of short-term floating rate securities or the option period may be substantially
longer. Generally, the interest rate earned will be based upon the market rates for municipal securities with maturities or remarketing
provisions that are comparable in duration to the periodic interval of the tender option, which may vary from weekly, to monthly, to extended
periods of one year or multiple years. Since the option feature has a shorter term than the final maturity or first call date of the underlying
bond deposited in the trust, the Fund as the holder of the floating rate security relies upon the terms of the agreement with the financial
institution furnishing the option as well as the credit strength of that institution. As further assurance of liquidity, the terms of
the trust provide for a liquidation of the municipal security deposited in the trust and the application of the proceeds to pay off the
floating rate security. The trusts that are organized to issue both short-term floating rate securities and inverse floaters generally
include liquidation triggers to protect the investor in the floating rate security.
The Fund may invest in zero coupon bonds. A zero coupon bond is
a bond that typically does not pay interest for the entire life of the obligation or for an initial period after the issuance of the obligation.
The Fund may buy and sell securities on a when-issued or delayed
delivery basis, making payment or taking delivery at a later date, normally within 15 to 45 days of the trade date.
The Fund may invest in illiquid securities (i.e., securities
that are not readily marketable), including, but not limited to, restricted securities (securities the disposition of which is restricted
under the federal securities laws), securities that may be resold only pursuant to Rule 144A under the 1933 Act, and repurchase agreements
with maturities in excess of seven days.
The Fund may purchase and sell MMD Rate Locks. An MMD Rate Lock
permits the Fund to lock in a specified municipal interest rate for a portion of its portfolio to preserve a return on a particular investment
or a portion of its portfolio as a duration management technique or to protect against any increase in the price of securities to be purchased
at a later date. By using an MMD Rate Lock, the Fund can create a synthetic long or short position, allowing the Fund to select what the
manager believes is an attractive part of the yield curve. The Fund will ordinarily use these transactions as a hedge or for duration
or risk management although it is permitted to enter into them to enhance income or gain or to increase the Fund’s yield, for example,
during periods of steep interest rate yield curves (i.e., wide differences between short term and long term interest rates).
The Fund may also invest in securities of other open- or closed-end
investment companies (including ETFs) that invest primarily in municipal securities of the types in which the Fund may invest directly,
to the extent permitted by the 1940 Act, the rules and regulations issued thereunder and applicable exemptive orders issued by the SEC.
Use of Leverage
The Fund uses leverage to pursue its investment objectives. The
Fund may use leverage to the extent permitted by the 1940 Act. The Fund may source leverage through a number of methods including the
issuance of Preferred Shares, investments in inverse floating rate securities and borrowings. In addition, the Fund may also use certain
derivatives that have the economic effect of leverage by creating additional investment exposure. The amount and sources of leverage will
vary depending on market conditions.
Temporary Defensive Periods
During temporary defensive periods (e.g., times when, in the Fund’s
investment adviser’s and/or the Fund’s sub-adviser’s opinion, temporary imbalances of supply and demand or other temporary
dislocations in the tax-exempt bond market adversely affect the price at which long-term or intermediate-term municipal securities are
available), and in order to keep the Fund’s cash fully invested, the Fund may invest up to 100% of its Managed Assets in short-term
investments including high quality, short-term debt securities that may be either tax-exempt or taxable. The Fund may not achieve its
investment objectives during such periods.
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