UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM N-Q

 

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

 

Investment Company Act file number

811-21765

 

 

Macquarie Global Infrastructure Total Return Fund Inc.

(Exact name of registrant as specified in charter)

 

125 West 55th Street, New York, NY

 

10019

(Address of principal executive offices)

 

(Zip code)

 

JoEllen L. Legg
ALPS Fund Services, Inc.
1290 Broadway, Suite 1100
Denver, Colorado 80203

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

(303) 623-2577

 

 

Date of fiscal year end:

November 30

 

 

 

 

Date of reporting period:

June 1 - August 31, 2009

 

 



 

Item 1.  Schedule of Investments.

 



 

Schedule of Investments

August 31, 2009 (unaudited)

(Expressed in U.S. Dollars)

 

Description

 

Shares

 

Value $

 

 

 

 

 

 

 

COMMON STOCKS - 113.42%

 

 

 

 

 

Australia - 12.82%

 

 

 

 

 

SP AusNet

 

19,706,642

 

$

12,825,182

 

Spark Infrastructure Group

 

16,754,225

 

15,151,943

 

Transurban Group

 

2,696,545

 

9,207,659

 

 

 

 

 

 

 

 

 

 

 

37,184,784

 

 

 

 

 

 

 

Brazil - 1.48%

 

 

 

 

 

AES Tiete SA

 

434,800

 

4,304,859

 

 

 

 

 

 

 

Canada - 6.89%

 

 

 

 

 

Enbridge, Inc.

 

276,197

 

10,318,755

 

TransCanada Corp.

 

324,450

 

9,661,631

 

 

 

 

 

 

 

 

 

 

 

19,980,386

 

 

 

 

 

 

 

China - 10.25%

 

 

 

 

 

Beijing Capital International Airport Co., Ltd.

 

11,018,000

 

6,127,074

 

Cheung Kong Infrastructure Holdings, Ltd.

 

1,000,004

 

3,638,513

 

Dalian Port PDA Co., Ltd.

 

9,528,000

 

4,106,022

 

Jiangsu Expressway Co., Ltd.

 

9,284,000

 

7,330,939

 

Zhejiang Expressway Co., Ltd.

 

8,942,609

 

8,503,639

 

 

 

 

 

 

 

 

 

 

 

29,706,187

 

 

 

 

 

 

 

France - 11.08%

 

 

 

 

 

Aeroports de Paris

 

158,191

 

13,602,511

 

Electricite de France

 

107,035

 

5,608,466

 

Eutelsat Communications

 

140,976

 

3,769,250

 

Vinci SA

 

170,361

 

9,140,351

 

 

 

 

 

 

 

 

 

 

 

32,120,578

 

 

 

 

 

 

 

Germany - 11.61%

 

 

 

 

 

E.ON AG

 

318,930

 

13,492,595

 

Fraport AG Frankfurt Airport Services Worldwide

 

137,393

 

6,937,210

 

Hamburger Hafen und Logistik AG

 

316,936

 

13,244,666

 

 

 

 

 

 

 

 

 

 

 

33,674,471

 

 

 

 

 

 

 

India - 0.59%

 

 

 

 

 

NTPC, Ltd.

 

391,162

 

1,701,244

 

 

 

 

 

 

 

Italy - 10.75%

 

 

 

 

 

Atlantia SpA

 

692,212

 

15,401,454

 

Enel SpA

 

1,830,821

 

10,787,445

 

Snam Rete Gas SpA

 

202,410

 

940,173

 

Terna SpA

 

1,095,634

 

4,036,728

 

 

 

 

 

 

 

 

 

 

 

31,165,800

 

 



 

Japan - 6.78%

 

 

 

 

 

East Japan Railway Co.

 

138,278

 

9,035,253

 

Electric Power Development Co., Ltd.

 

158,500

 

4,812,063

 

Tokyo Gas Co., Ltd.

 

1,453,473

 

5,826,388

 

 

 

 

 

 

 

 

 

 

 

19,673,704

 

 

 

 

 

 

 

Mexico - 1.49%

 

 

 

 

 

Grupo Aeroportuario del Pacifico SA de CV - Class B

 

1,655,906

 

4,322,585

 

 

 

 

 

 

 

New Zealand - 1.90%

 

 

 

 

 

Auckland International Airport, Ltd.

 

4,624,792

 

5,511,522

 

 

 

 

 

 

 

Spain - 13.02%

 

 

 

 

 

Abertis Infraestructuras SA

 

366,920

 

7,982,354

 

Cintra Concesiones de Infraestructuras de Transporte SA

 

412,772

 

3,654,080

 

Enagas SA

 

629,582

 

12,423,942

 

Red Electrica de Espana SA

 

292,103

 

13,693,505

 

 

 

 

 

 

 

 

 

 

 

37,753,881

 

 

 

 

 

 

 

Switzerland - 2.33%

 

 

 

 

 

Flughafen Zuerich AG

 

25,055

 

6,767,145

 

 

 

 

 

 

 

United Arab Emirates - 2.36%

 

 

 

 

 

DP World, Ltd.

 

16,295,564

 

6,844,137

 

 

 

 

 

 

 

United Kingdom - 6.52%

 

 

 

 

 

Pennon Group Plc

 

673,589

 

5,055,180

 

Severn Trent Plc

 

868,491

 

13,841,677

 

 

 

 

 

 

 

 

 

 

 

18,896,857

 

 

 

 

 

 

 

United States - 13.55%

 

 

 

 

 

American Water Works Co., Inc.

 

232,300

 

4,669,230

 

Exelon Corp.

 

250,360

 

12,523,007

 

ITC Holdings Corp.

 

231,208

 

10,769,669

 

Northeast Utilities

 

476,948

 

11,346,593

 

 

 

 

 

 

 

 

 

 

 

39,308,499

 

 

 

 

 

 

 

Total Common Stocks
(Cost $362,462,519)

 

 

 

328,916,639

 

 

 

 

 

 

 

PREFERRED STOCKS - 1.41%

 

 

 

 

 

Brazil - 1.41%

 

 

 

 

 

AES Tiete SA

 

380,500

 

4,090,269

 

 

 

 

 

 

 

Total Preferred Stocks
(Cost $3,477,027)

 

 

 

4,090,269

 

 



 

CANADIAN INCOME TRUSTS - 0.28%

 

 

 

 

 

 

 

 

 

 

 

Canada - 0.28%

 

 

 

 

 

Northland Power Income Fund

 

85,681

 

817,873

 

 

 

 

 

 

 

Total Canadian Income Trusts
(Cost $1,159,987)

 

 

 

817,873

 

 

 

 

 

 

 

MASTER LIMITED PARTNERSHIPS - 10.71%

 

 

 

 

 

 

 

 

 

 

 

United States - 10.71%

 

 

 

 

 

Energy Transfer Partners LP

 

232,733

 

9,434,996

 

Enterprise Products Partners LP

 

405,978

 

10,961,406

 

Magellan Midstream Partners LP

 

294,488

 

10,672,245

 

 

 

 

 

 

 

 

 

 

 

31,068,647

 

 

 

 

 

 

 

Total Master Limited Partnerships
(Cost $34,968,047)

 

 

 

31,068,647

 

 

 

 

7 Day

 

 

 

Description

 

Yield

 

Value $

 

 

 

 

 

 

 

SHORT TERM INVESTMENTS - 1.99%

 

 

 

 

 

Money Market Fund — 1.99%

 

 

 

 

 

Northern Institutional Government Select Portfolio(1)

 

0.090

%

5,769,554

 

 

 

 

 

 

 

Total Short Term Investments
(Cost $5,769,554)

 

 

 

5,769,554

 

 

 

 

 

 

 

Total Investments - 127.81%
(Cost $407,837,134)

 

 

 

370,662,982

 

 

 

 

 

 

 

Other  Liabilities Less Other Assets - (0.91)%

 

 

 

(2,655,940

)

 

 

 

 

 

 

Leverage Facility - (26.90)%(2)(3)

 

 

 

(78,000,000

)

 

 

 

 

 

 

Total Net Assets - 100.00%

 

 

 

$

290,007,042

 

 

See Notes to Quarterly Schedule of Investments.

 



 

SWAP AGREEMENTS(4):

 

Interest
Rate Swap
Counterparty

 

Notional
Amount

 

Fixed
Rate paid
by the
Fund

 

Floating Rate
Received by
the Fund (5)

 

Floating
Rate Index

 

Termination
Date

 

Unrealized
Depreciation

 

% of
Net
Assets

 

National Australia Bank

 

40,000,000

USD

 

4.865

%

US 1MT LIBOR

 

USD LIBOR BBA 1MT

 

December 9,
2010

 

$

(2,098,466

)

(0.72

)%

 

PORTFOLIO DIVERSIFICATION BY INDUSTRY SECTOR(6)(7):

 

Pipelines

 

17.5

%

Toll Roads

 

16.6

%

Electric Utility

 

14.6

%

Airports

 

11.8

%

Electricity and Gas Distribution

 

9.2

%

Electricity Transmission

 

7.7

%

Ports

 

6.6

%

Water

 

6.4

%

Electricity Generation

 

4.3

%

Rail/ Other Transportation

 

2.4

%

Diversified

 

1.0

%

Other

 

1.0

%

Other Net Assets

 

0.9

%

 

 

100.0

%

 


(1)

Investment in other funds is calculated at their respective net asset value determined by those funds, in accordance with the Investment Company Act of 1940.

(2)

The aggregate market value of collateralized securities totals $364,893,428 as of August 31, 2009.

(3)

Leverage facility expressed as a percentage of net assets. However, leverage limitations are calculated based on Total Assets as defined in the Fund’s Prospectus. (See Note 6 Under Notes to Quarterly Schedule of Investments)

(4)

Derivatives are not accounted for as hedging instruments under FAS 133 & FAS 161.

(5)

London-Interbank Offered Rate — British Bankers Association Fixing for U.S. Dollar. The fixing is conducted each day at 11:00 a.m. (London time). The rate is an average derived from the quotations provided by the banks determined by the British Bankers Association. The U.S. 1M LIBOR was 0.259% as of August 31, 2009.

(6)

Percentages are based upon Total Assets as defined in the Fund’s Prospectus. Please note that percentages shown on the Schedule of Investments are based on net assets.

(7)

Industry segments are based on the Manager’s own evaluation of issuers and industries may group multiple sectors together and do not necessarily track any standard industry or segment classifications.

 

Common Abbreviations:

 

AG

Aktiengesellschaft is a German term that refers to a corporation that is limited by shares, i.e., owned by shareholders.

BBA

British Banker’s Association.

LIBOR

London Interbank Offered Rate.

LP

Limited Partnership.

Ltd.

Limited.

Plc

Public Limited Company.

SA

Generally designates corporations in various countries, mostly those employing the civil law.

SA de CV

Sociedad Anonima de Capital Variable is a Spanish Variable Capital Company.

SpA

Societeta’ Per Azioni is an Italian shared company.

USD

United States Dollar.

 

See Notes to Quarterly Schedule of Investments.

 



 

NOTES TO QUARTERLY SCHEDULE OF INVESTMENTS

August 31, 2009 (Unaudited)

 

1. Portfolio Valuation: The net asset value (“NAV”) of the common shares will be computed based upon the value of the securities and other assets and liabilities held by the Fund. The NAV is determined as of the close of regular trading on the NYSE (normally 4:00 p.m. Eastern Standard Time) on each day the NYSE is open for trading. U.S. debt securities and non-U.S. securities will normally be priced using data reflecting the earlier closing of the principal markets for those securities (subject to the fair value policies described below).

 

Readily marketable portfolio securities listed on any U.S. exchange other than the NASDAQ National Market are valued, except as indicated below, at the last sale price on the business day as of which such value is being determined, or if no sale price, at the mean of the most recent bid and asked prices on such day. Securities admitted to trade on the NASDAQ National Market are valued at the NASDAQ official closing price as determined by NASDAQ. Securities traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is being determined at the close of the exchange representing the principal market for such securities. U.S. equity securities traded in the over-the-counter market, but excluding securities admitted to trading on the NASDAQ National Market, are valued at the closing bid prices.

 

Non-U.S. exchange-listed securities will generally be valued using information provided by an independent third party pricing service. The official non-U.S. security price is determined using the last sale price at the official close of the security’s respective non-U.S. market, which is usually different from the close of the NYSE. Occasionally, events affecting the value of such securities may occur between such times and the close of NYSE that will not always be reflected in the computation of the value of such securities.  If event materially affecting the value of such securities occur during such period, these securities will be valued at their fair value according to the procedures adopted by the Fund’s Board of Directors.  Non-U.S. securities, currencies and other assets denominated in non-U.S. currencies are translated into U.S. dollars at the exchange rate of such currencies against the U.S. dollar as provided by a pricing service. When price quotes are not available, fair market value may be based on prices of comparable securities.

 

Forward currency exchange contracts are valued by calculating the mean between the last bid and asked quotation supplied to a pricing service by certain independent dealers in such contracts. Non-U.S. traded forward currency contracts are valued using the same method as the U.S. traded contracts. Exchange traded options and futures contracts are valued at the closing price in the market where such contracts are principally traded. These contracts may involve market risk. In addition, the Fund could be exposed to risk if the counterparties are unable to meet the terms of the contract or if the value of the currencies changes unfavorably to the U.S. Dollar.

 

In the event that the pricing service cannot or does not provide a valuation for a particular security, or such valuation is deemed unreliable, especially with unlisted securities or instruments, fair value is determined by the Board of Directors or a committee of the Board of Directors or a designee of the Board. In fair valuing the Fund’s investments, consideration is given to several factors, which may include, among others, the following:

 

·                  the projected cash flows for the issuer;

 

·                  the fundamental business data relating to the issuer;

 

·                  an evaluation of the forces that influence the market in which these securities are purchased and sold;

 

·                  the type, size and cost of holding;

 

·                  the financial statements of the issuer;

 

·                  the credit quality and cash flow of the issuer, based on the Manager’s or external analysis;

 

·                  the information as to any transactions in or offers for the holding;

 



 

·                  the price and extent of public trading in similar securities (or equity securities) of the issuer, or comparable companies;

 

·                  the business prospects of the issuer/borrower, including any ability to obtain money or resources from a parent or      affiliate and an assessment of the issuer’s or borrower’s management; and

 

·                  the prospects for the issuer’s or borrower’s industry, and multiples (of earnings and/or cash flow) being paid for similar      businesses in that industry.

 

2. Foreign Currency Translation: The accounting records of the Fund are maintained in U.S. Dollars. Prices of securities and other assets and liabilities denominated in non-U.S. currencies are translated into U.S. Dollars using the exchange rate at 4:00 p.m., Eastern Standard Time. Amounts related to the purchases and sales of securities, investment income and expenses are translated at the rates of exchange prevailing on the respective dates of such transactions.

 

Net realized gain or loss on foreign currency transactions represents net foreign exchange gains or losses from the closure of forward currency contracts, disposition of foreign currencies, currency gains or losses realized between the trade and settlement dates on security transactions and the difference between the amount of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amount actually received or paid. Net unrealized currency gains and losses arising from valuing foreign currency denominated assets and liabilities, other than security investments, at the current exchange rate are reflected as part of unrealized appreciation/depreciation on foreign currency translation.

 

The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in the market prices of securities held at period end. The Fund does not isolate the effect of changes in foreign exchange rates from changes in market prices of securities sold during the year. The Fund may invest in foreign securities and foreign currency transactions that may involve risks not associated with domestic investments as a result of the level of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability, among others.

 

3.  Securities Transactions and Investment Income: Investment security transactions are accounted for as of trade date. Dividend income is recorded on the ex-dividend date. Interest income, which includes amortization of premium and accretion of discount, is accrued as earned. Realized gains and losses from securities transactions are determined on the basis of identified cost for both financial reporting and income tax purposes.

 

4.  Repurchase Agreements: Securities pledged as collateral for repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. In the event of default by the other party to the agreement, retention of the collateral may be subject to legal proceedings. As of August 31, 2009, the Fund did not hold any repurchase agreements in its portfolio.

 

5. Interest Rate Swap Contracts: The Fund has entered into an interest rate swap agreement with the National Australia Bank (“counterparty”), rated by Standard and Poor’s as “AA Stable”, in order to hedge its interest rate exposure on its leverage facility described in Note 7. Even though the Fund’s investment in an interest rate swap contract represents an economic hedge, it is considered to be a non-hedge transaction for the purposes of FAS 161. In this interest rate swap agreement, the Fund agrees to pay the other party to the interest rate swap a fixed rate payment in exchange for the counterparty agreeing to pay the Fund a variable rate payment that is intended to approximate the Fund’s variable rate payment obligation on the leverage facility. The payment obligation is based on the notional amount of the swap. Depending on the state of interest rates in general, the use of interest rate swaps could enhance or harm the overall performance of the Fund. The Fund’s maximum risk of loss from the counterparty is the discounted net value of the cash flows to be received from the counterparty over the contract remaining life, to the extent the amount is positive. As of August 31, 2009, the unrealized depreciation associated with the interest rate swap contract is $2.1 million and, therefore, the Fund did not possess any counterparty risk as of that date.  The market value of interest rate swaps is based on pricing models that consider the time value of money, volatility, the current market and contractual prices of the underlying financial instrument. A realized gain or loss is recorded upon payment or receipt of a periodic payment or termination of swap agreements.

 



 

6. Leverage:  As of October 31, 2008 The Fund renegotiated its commercial paper conduit (the “CP Conduit”) arrangement for a one year term with TSL (USA) Inc. (“TSL”) as conduit lender, and National Australia Bank Limited (“NAB”) New York Branch as secondary lender. As of February 6, 2009 the Fund had reduced the CP conduit facility to a total of $100 million and had $78 million outstanding as of August 31, 2009.

 

The Fund has pledged all securities in its portfolio as collateral for the CP Conduit. As of August 31, 2009 the market value of the securities pledged as collateral for the CP conduit totaled to $364,893,428.

 

The Fund pays interest at a rate of 200 bps per annum above the cost of funds TSL is able to obtain in the commercial paper market. As of August 31, 2009 the cost of funds was 0.28% and the interest rate payable by the Fund was 2.28%.  The Fund also incurs a commitment fee of 30 bps for the amount of commitment available in excess of the outstanding loan. As of August 31, 2009, the Fund had unfunded commitments available of $22 million.

 

7. Income Tax: Net unrealized appreciation (depreciation) of investments based on federal tax costs were as follows:

 

Gross appreciation (excess of value over tax cost)

 

$

29,188,382

 

Gross depreciation (excess of tax cost over value)

 

(61,500,713

)

Net unrealized depreciation

 

(32,312,331

)

Total cost for federal income tax purposes

 

$

402,975,313

 

 

8. Fair Value Measurements: The Fund adopted Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”), effective December 1, 2007. In accordance with FAS 157, fair value is defined as the price that the Fund would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market of the investment. FAS 157 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, for example, the risk inherent in a particular valuation technique used to measure fair value including such a pricing model and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

 

Various inputs are used in determining the value of the Fund’s investments.  These inputs are summarized in the three broad levels listed below.

 

Level 1 — quoted prices in active markets for identical investments

Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

 

The valuation techniques used by the Fund to measure fair value during the nine months ended August 31, 2009 maximized the use of observable inputs and minimized the use of unobservable inputs.

 

The following is a summary of the inputs used as of August 31, 2009 in valuing the Fund’s investments carried at value:

 

Assets:

 

Investments in Securities at Value

 

Level 1 - Quoted
Prices

 

Level 2 - Other
Significant Observable
Inputs

 

Level 3 - Other
Significant
Unobservable Inputs

 

Total

 

Common Stocks

 

$

 328,916,639

 

$

 —

 

$

 —

 

$

 328,916,639

 

Preferred Stocks

 

4,090,269

 

 

 

4,090,269

 

Canadian Income Trusts

 

817,873

 

 

 

817,873

 

Master Limited Partnerships

 

31,068,647

 

 

 

31,068,647

 

Short Term Investments

 

5,769,554

 

 

 

5,769,554

 

TOTAL

 

$

 370,662,982

 

$

 —

 

$

 —

 

$

 370,662,982

 

 

Liabilities:

 

Other Financial Instruments at Value

 

Level 1 - Quoted
Prices

 

Level 2 - Other
Significant Observable
Inputs

 

Level 3 - Other
Significant
Unobservable Inputs

 

Total

 

Derivative Instruments*

 

$

 —

 

$

 2,098,466

 

$

 —

 

$

 2,098,466

 

TOTAL

 

$

 —

 

$

 2,098,466

 

$

 —

 

$

 2,098,466

 

 


*Derivative instruments include interest rate swap contracts at August 31, 2009.

 

All securities of the Fund were valued using either Level 1 or Level 2 inputs during the quarter ended August 31, 2009. Thus, a reconciliation of assets in which significant unobservable inputs (Level 3) were used is not applicable for this Fund.

 

* Other financial instruments include swap contracts.

 



 

For the nine months ended August 31, 2009, the Fund did not have significant unobservable inputs (Level 3) used in determining fair value. Thus, a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value is not applicable.

 



 

Item 2.  Controls and Procedures.

 

(a)                                  The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date.

 

(b)                                 There was no change in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) during registrant’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 3.  Exhibits.

 

Separate certifications for the registrant’s principal executive officer and principal financial officer, as required by Section 302 of The Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached as Ex99.CERT.

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

Macquarie Global Infrastructure Total Return Fund Inc.

 

 

 

By:

/s/ Jon Fitch

 

 

Jon Fitch

 

 

Chief Executive Officer/Principal Executive Officer

 

 

 

 

Date:

October 29, 2009

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

 

By:

/s/ Jon Fitch

 

 

Jon Fitch

 

 

Chief Executive Officer/Principal Executive Officer

 

 

 

 

Date:

October 29, 2009

 

 

 

 

 

 

 

By:

/s/ Richard C. Butt

 

 

Richard C. Butt

 

 

Treasurer, Chief Financial Officer/ Principal Financial Officer

 

 

 

 

Date:

October 29, 2009

 

3