ITEM 1.
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REPORT TO STOCKHOLDERS.
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The Annual Report to Stockholders is filed herewith.
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Annual Report
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November 30, 2021
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WESTERN ASSET
INFLATION-LINKED
OPPORTUNITIES &
INCOME FUND (WIW)
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INVESTMENT PRODUCTS: NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE
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Fund objectives
The Funds primary investment objective is to provide current income. Capital appreciation, when consistent with current income, is a secondary investment
objective.
Under normal market conditions and at the time of purchase, the Fund will invest at least 80% of its total managed assets in inflation-linked securities.
The Fund may invest up to 100% of its total managed assets in non-U.S. dollar investments. The Fund may also invest up to 40% of its total managed assets in below investment grade securities.
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II
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Western Asset Inflation-Linked Opportunities & Income Fund
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Letter from the president
Dear Shareholder,
We are pleased to provide the annual report of Western Asset Inflation-Linked Opportunities & Income Fund for the twelve-month reporting period ended
November 30, 2021. Please read on for a detailed look at prevailing economic and market conditions during the Funds reporting period and to learn how those conditions have affected Fund performance.
As always, we remain committed to providing you with excellent service and a full spectrum of investment choices. We also remain committed to supplementing the support
you receive from your financial advisor. One way we accomplish this is through our website, www.franklintempleton.com. Here you can gain immediate access to market and investment information, including:
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Fund prices and performance,
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Market insights and commentaries from our portfolio managers, and
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A host of educational resources.
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We look forward to helping you meet your financial goals.
Sincerely,
Jane Trust, CFA
President
December 31, 2021
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Western Asset Inflation-Linked Opportunities & Income Fund
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III
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Fund overview
Q. What is the Funds investment strategy?
A. The Funds investment objective is to provide current income. Capital appreciation, when consistent with current income, is a secondary investment
objective. Under normal market conditions and at the time of purchase, the Fund will invest at least 80% of its total managed assetsi in inflation-linked securities. The Fund may also invest up to
40% of its total managed assets in below investment grade securities. The Fund may invest up to 100% of its total managed assets in non-U.S. dollar investments which gives the Fund flexibility to invest up to 100% of its total managed assets in
non-U.S. dollar inflation-linked securities (up to 100% of its non-U.S. dollar exposure may be unhedged). The Fund may engage in currency strategies, using instruments such as currency forwards, futures and options, to take long and short foreign
currency positions subject to a limit of exposure from such strategies to 40% of total managed assets. This capacity is in addition to the capacity to have 100% unhedged exposure to non-U.S. dollar currencies through the purchase of fixed income
securities. The Fund may utilize commodity-related strategies for up to 10% of its total managed assets. Exposure to commodities is expected to be achieved using a variety of instruments, such as futures contracts, options and other derivatives, or
through investments in exchange-traded products that offer exposure to commodities. The Fund does not expect to hold physical commodities.
Each of the foregoing
policies is a non-fundamental policy that may be changed without shareholder approval. The Fund also has the following non-fundamental policy, which, to the extent required by applicable law, may only be changed after notice to shareholders: under
normal market conditions, the Fund will invest at least 80% of its total managed assets in inflation-protected securities and non-inflation-protected securities and instruments with the potential to enhance the Funds income. The Fund may
invest up to 20% of the portfolio in debt instruments of emerging markets issuers, that are not inflation-linked securities.
Reverse repurchase agreements and other
forms of leverage will not exceed 38% of the Funds total managed assets. The Fund currently expects that the average effective duration of its portfolio will range between zero and fifteen years, although this target duration may change from
time to time. The Fund may enter into credit default swap contracts, interest rate swap contracts, consumer price index swaps and total return swap contracts for investment purposes, to manage its credit risk, interest rate and inflation-linked risk
exposure, hedging, or to add leverage. There can be no assurance that the Fund will achieve its investment objectives.
The Fund seeks to offer an inflation hedge
through investments in global inflation-linked securities, and primarily in U.S. Treasury Inflation-Protected Securities (TIPS)ii. The Fund also seeks to offer shareholders certain
additional advantages through the ability to invest in other fixed income asset classes, which may result in higher total returns and higher distribution rates. These asset classes include select investments in high-yield and investment grade
credit, emerging markets and structured products.
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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1
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Fund overview (contd)
At Western Asset Management Company, LLC (Western Asset), the Funds investment
adviser, we utilize a fixed income team approach, with decisions derived from interaction among various investment management sector specialists. The sector teams are comprised of Western Assets senior portfolio management personnel, research
analysts and an in-house economist. Under this team approach, management of client fixed income portfolios will reflect a consensus of interdisciplinary views within the Western Asset organization. The individuals responsible for development of
investment strategy, day-to-day portfolio management, oversight and coordination of the Fund are S. Kenneth Leech, Michael C. Buchanan, Frederick Marki and Chia-Liang Lian.
Q. What were the overall market conditions during the Funds reporting period?
A. Fixed income markets experienced periods of volatility and, overall, declined over the twelve-month reporting period ended November 30, 2021. Volatility
was driven by a number of factors, including the repercussions from the COVID-19 pandemic, sharply falling and then rising global growth, inflation concerns and shifting central bank monetary policy. Most spread sectors (non-Treasuries) outperformed
similar duration Treasuries. This was driven by monetary policy accommodation from the Federal Reserve Board (the Fed) and the rollout of several COVID-19 vaccines which triggered increased investor risk appetite.
Short-term U.S. Treasury yields moved sharply higher as economic conditions improved. The yield for the two-year Treasury note began the reporting period at 0.16% and
ended the reporting period at 0.52%. The low of 0.09% occurred on February 5, 2021, and the high of 0.63% took place on November 22, 2021. Long-term U.S. Treasury yields also moved higher, as positive economic data triggered inflationary
concerns and the Fed began removing its monetary policy accommodation. The yield for the ten-year Treasury began the reporting period at 0.84% (the low for the period) and ended the reporting period at 1.43%. The high of 1.74% took place on
March 19 and March 31, 2021.
Inflation moved sharply higher during the reporting period. For the twelve months ended November 30, 2021, the
seasonally unadjusted rate of inflation, as measured by the Consumer Price Index for All Urban Consumers (CPI-U)iii, was 6.8%. The CPI-U less food and energy was 4.3% over the same
time frame. TIPS, as measured by the Bloomberg U.S. Treasury Inflation-Linked Bond Indexiv, returned 6.83% during the reporting period.
Q. How did we respond to these changing market conditions?
A. A number of adjustments were made to the Funds portfolio during the reporting period. The portfolio generally maintained an overall duration stance that
was longer relative to the Funds Custom Benchmarkv. However, throughout the period, the portfolios duration and yield curve positioning were tactically managed in response to the
dynamic rate environment.
TIPS exposure, in terms of duration contribution, was gradually reduced in the portfolio. This occurred as valuations became less
appealing as inflation expectations appeared to be fully valued relative to our expected inflation outcomes. During the reporting period, the Fund also gradually reduced its non-U.S. dollar exposures in both developed and emerging markets. The Fund
maintained a modest exposure to high yield bonds which was slightly reduced toward the end of the reporting period.
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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The Fund employed U.S. Treasury futures and options, including options on futures, as well as Eurodollar futures, to manage
its yield curve positioning and interest rate risk, or duration. The use of these instruments detracted from performance. Interest rate swaps, also used to manage interest rate exposure, did not have a meaningful impact on returns. Credit linked
credit default swap (CDS) contracts, were employed to achieve a synthetic exposure to corporate bonds. They contributed to performance. Currency forwards and futures on foreign currencies, which were used to manage the Funds
currency exposure, in aggregate, contributed to performance. Futures on commodities, which were used to manage the Funds commodity exposure, contributed to performance.
Leverage was used to add yield to the portfolio, by increasing the Funds exposure to non-TIPS asset classes, including credit and commodities. The Fund ended the
reporting period with leverage as a percentage of gross assets of roughly 31%, unchanged from when the period began. The use of leverage generated positive results during the reporting period.
Performance review
For the twelve months ended
November 30, 2021, Western Asset Inflation-Linked Opportunities & Income Fund returned 10.02% based on its net asset value (NAV)vi and 17.88% based on its New York Stock
Exchange (NYSE) market price per share. The Funds unmanaged benchmarks, the Bloomberg U.S. Government Inflation-Linked 1-10 Year Indexvii and the Bloomberg U.S. Government
Inflation-Linked All Maturities Indexviii, returned 6.47% and 6.86%, respectively, for the same period. The Bloomberg World Government Inflation-Linked All Maturities Indexix and the Funds Custom Benchmark returned 5.80% and 5.90%, respectively, over the same time frame.
The Fund
has adopted a managed distribution policy (the Managed Distribution Policy). Pursuant to this policy, the Fund intends to make regular monthly distributions to common shareholders at a fixed rate per common share, which rate may be
adjusted from time to time by the Funds Board of Trustees. This policy has no impact on the Funds investment strategy and may reduce the Funds NAV. The Funds investment adviser believes the policy helps maintain the
Funds competitiveness and may benefit the Funds market price and premium/discount to the Funds NAV.
During the twelve-month period, the Fund made
distributions to shareholders totaling $0.42 per share.* The performance table shows the Funds twelve-month total return based on its NAV and market price as of November 30, 2021. Past performance is no guarantee of future results.
*
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For the tax character of distributions paid during the fiscal year ended November 30, 2021, please refer to page 49
of this report.
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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3
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Fund overview (contd)
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Performance Snapshot as of November 30, 2021
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Price Per Share
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12-Month
Total Return**
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$14.59 (NAV)
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10.09
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%
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$ 13.51 (Market Price)
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17.88
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%
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All figures represent past performance and are not a guarantee of future results. Performance figures for periods shorter than one year
represent cumulative figures and are not annualized.
** Total returns are based on changes in NAV or market price, respectively. Returns reflect the deduction
of all Fund expenses, including management fees, operating expenses, and other Fund expenses. Returns do not reflect the deduction of brokerage commissions or taxes that investors may pay on distributions or the sale of shares.
Total return assumes the reinvestment of all distributions at NAV.
Total return assumes the reinvestment of all distributions in additional shares in accordance with the Funds Dividend Reinvestment Plan.
One of the distinguishing features of closed-end funds compared to other investment vehicles is the ability to trade at a premium or discount to NAV. Since the Fund is
listed on the NYSE, the share price may trade above (premium) or below (discount) its NAV. Whereas the NAV is reflective of the Funds underlying investments, the share price is reflective of the overall supply and demand in the marketplace.
Historically, the majority of closed-end funds have traded at a discount to NAV. This Fund was no exception to the phenomenon. We believe the Funds discount may be driven by a number of factors, including the overall closed-end fund market,
current distribution rate and muted demand for inflation-linked investment products. While there are actions that may temporarily reduce the discount to NAV, which the Board of Trustees regularly evaluates, we believe that if investor demand for
inflation-linked investments increased, that development, among other factors, may help reduce the Funds share price discount to NAV over time. Western Asset continues to believe the Fund offers investors the opportunity for long-term
inflation protection while providing a source of diversification for investors fixed income portfolios.
Q. What were the leading
contributors to performance?
A. The largest contributor to the Funds performance during the reporting period was its yield curve
positioning. Commodity exposures comprised the second largest contributor to performance. Corporate credit exposures, including both investment-grade and high-yield bonds, were the third largest contributor to returns as credit spreads tightened
during the course of the reporting period. Finally, the Funds structured product and emerging markets exposures were additive for returns.
Q. What were the leading detractors from performance?
A. The most significant detractor from the Funds performance was
its exposure to U.S. Treasuries. The Funds duration positioning was also a headwind for results, with both U.S. and non-U.S. duration exposures detracting from performance during the reporting period.
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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Looking for additional information?
The Fund is traded under the symbol WIW and its closing market price is available in most newspapers under the NYSE listings. The daily NAV is available
online under the symbol XWIWX on most financial websites. Barrons and The Wall Street Journals Monday edition both carry closed-end fund tables that provide additional information. In addition, the Fund issues a
quarterly press release that can be found on most major financial websites as well as www.franklintempleton.com.
In a continuing effort to provide information
concerning the Fund, shareholders may call 1-888-777-0102 (toll free), Monday through Friday from 8:00 a.m. to 5:30 p.m. Eastern Time, for the Funds current NAV, market price and other information.
Thank you for your investment in Western Asset Inflation-Linked Opportunities & Income Fund. As always, we appreciate that you have chosen us to manage your
assets and we remain focused on achieving the Funds investment goals.
Sincerely,
Western Asset Management Company, LLC
December 17, 2021
RISKS: The Fund is a diversified closed-end management investment company designed primarily as a long-term
investment and not as a trading vehicle. The Fund is not intended to be a complete investment program and, due to the uncertainty inherent in all investments, there can be no assurance that the Fund will achieve its investment objectives. The
Funds common stock is traded on the NYSE. Similar to stocks, the Funds share price will fluctuate with market conditions and, at the time of sale, may be worth more or less than the original investment. Shares of closed-end funds often
trade at a discount to their net asset value. Diversification does not assure against market loss. Bonds are subject to a variety of risks, including interest rate, credit and inflation risks. As interest rates rise, bond prices fall, reducing the
value of a fixed income investments price. The Fund is subject to the additional risks associated with inflation protected securities, including liquidity risk, prepayment risk, extension risk and deflation risk. Investments in foreign
companies, including emerging markets, involve risks beyond those inherent solely in domestic investments. Leverage may cause a fund to be more volatile than if the fund had not been leveraged, which may increase the risk of investment loss.
Derivatives, such as options, futures, forwards and swaps, can be illiquid, create counterparty risk, may disproportionately increase losses, and may have a potentially large impact on fund performance. To the extent that the Fund invests in
asset-backed, mortgage-backed or mortgage-related securities, its exposure to prepayment and extension risks may be greater than if it invested in other fixed income securities. International investments are subject to currency fluctuations as well
as social, economic and political risks. These risks are magnified in emerging markets. Emerging market countries tend to have economic, political and legal systems that are less developed and are less stable than those of more developed countries.
An investment in the Fund is subject to the following additional risks. Lower grade securities, or equivalent unrated securities, which are commonly known
as junk bonds, typically entail
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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5
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Fund overview (contd)
greater potential price volatility and may be less liquid than higher-rated securities. The
Fund may have to apply a greater degree of judgment in establishing a price for lower grade securities for purposes of valuing fund shares. Changes in economic conditions or developments regarding the individual issuer are more likely to cause price
volatility and weaken the capacity of such securities to make principal and interest payments than is the case for higher grade securities. Lower grade securities are regarded as having predominantly speculative characteristics with respect to the
issuers capacity to pay interest and repay principal. These securities may also be more susceptible to real or perceived adverse economic and competitive industry conditions than higher rated securities. Lower grade and unrated securities are
generally issued by less creditworthy issuers that may have a larger amount of outstanding debt relative to their assets than issuers of higher grade securities. In the event of an issuers bankruptcy, claims of other creditors may have
priority over the claims of lower grade security holders, leaving few or no assets available to repay lower grade security holders. The Fund may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a
defaulting issuer. Lower grade securities frequently have redemption features that permit an issuer to repurchase the security from the Fund before it matures. If the issuer redeems lower grade securities, the Fund may have to invest the proceeds in
securities with lower yields and may lose income. Lower grade and unrated securities involve the risk that the Funds investment adviser may not accurately evaluate the securitys comparative rating. Analysis of the creditworthiness of
issuers of lower grade and unrated securities may be more complex than for issuers of higher-quality securities. To the extent that the Fund holds lower grade and/or unrated securities, the Funds success in achieving its investment objectives
may depend more heavily on the Funds investment advisers credit analysis than if the Fund held exclusively higher-quality and rated securities. If changes in the currency exchange rates do not occur as anticipated, the Fund may lose
money on currency transactions. The Funds ability to use currency transactions successfully depends on a number of factors, including the currency transactions being available at prices that are not too costly, the availability of liquid
markets and the ability of the Fund to accurately predict the direction of changes in currency exchange rates. Currency exchange rates may be volatile. Currency transactions are subject to counterparty risk, which is the risk that the other party in
the transaction will not fulfill its contractual obligation. The Fund may gain exposure to the commodities markets by investing a portion of its assets in a wholly-owned subsidiary, Western Asset Inflation-Linked Opportunities & Income Fund
CFC (the Subsidiary), organized under the laws of the Cayman Islands. The Fund and the Subsidiary are deemed commodity pools and the investment adviser is considered a commodity pool operator with respect to the
Fund under the Commodity Exchange Act. The investment adviser, directly or through its affiliates, is therefore subject to dual regulation by the Securities and Exchange Commission (the SEC) and the Commodity Futures Trading Commission
(the CFTC).
The regulatory requirements governing the use of commodity futures (which include futures on broad-based securities indexes,
interest rate futures and currency futures), options on commodity futures, certain swaps or certain other investments could change at any time. Investments by the Fund in commodity-linked derivatives may subject the Fund to greater volatility than
investments in traditional securities. The value of commodity-linked derivatives may be affected by changes in overall market movements, commodity index volatility, prolonged or intense speculation by investors, changes in interest rates or factors
affecting a particular
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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industry or commodity, such as drought, floods, other weather phenomena, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. By investing in
the Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiarys investments. The investments held by the Subsidiary are generally similar to those that are permitted to be held by the Fund and are subject to the
same risks that apply to similar investments if held directly by the Fund. The Subsidiary is not registered as an investment company and is not subject to all of the investor protections of the Investment Company Act of 1940 (the 1940
Act). Changes in the laws of the United States and/ or the Cayman Islands could adversely affect the Fund. For example, the Cayman Islands does not currently impose any income, corporate or capital gains tax, estate duty, inheritance tax, gift
tax or withholding tax on the Subsidiary. If Cayman Islands law changes such that the Subsidiary must pay Cayman Islands taxes, shareholders would likely suffer decreased investment returns. The Funds exposure to commodities markets, including
through the Subsidiary, may be limited by its intention to qualify as a regulated investment company for U.S. federal income tax purposes and may interfere with its ability to qualify as such. The Fund may also invest in money market funds,
including funds affiliated with the Funds investment adviser. For more information on Fund risks, see Summary of information regarding the Fund - Principal Risk Factors in this report.
This material is not intended as a recommendation or as investment advice of any kind, including in connection with rollovers, transfers, and distributions. Such
material is not provided in a fiduciary capacity, may not be relied upon for or in connection with the making of investment decisions, and does not constitute a solicitation of an offer to buy or sell securities. All content has been provided for
informational or educational purposes only and is not intended to be and should not be construed as legal or tax advice and/or a legal opinion. Always consult a financial, tax and/or legal professional regarding your specific situation.
Portfolio holdings and breakdowns are as of November 30, 2021 and are subject to change and may not be representative of the portfolio managers current or
future investments. Please refer to pages 12 through 23 for a list and percentage breakdown of the Funds holdings.
The mention of sector breakdowns is for
informational purposes only and should not be construed as a recommendation to purchase or sell any securities. The information provided regarding such sectors is not a sufficient basis upon which to make an investment decision. Investors seeking
financial advice regarding the appropriateness of investing in any securities or investment strategies discussed should consult their financial professional. The Funds top five sector holdings (as a percentage of net assets) as of
November 30, 2021 were: U.S. treasury inflation protected securities (113.6%), collateralized mortgage obligations (8.1%), non-U.S. treasury inflation protected securities (5.5%), sovereign bonds (5.0%) and energy (4.6%). The Funds
portfolio composition is subject to change at any time.
All investments are subject to risk including the possible loss of principal. Past performance is no
guarantee of future results. All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.
The information provided is not intended to be a forecast of future events, a guarantee of future results or investment advice. Views expressed may differ from those of
the firm as a whole.
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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7
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Fund overview (contd)
i
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Total managed assets equals the total assets of the Fund (including any assets attributable to leverage) minus
accrued liabilities (other than liabilities representing leverage).
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ii
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U.S. Treasury Inflation-Protected Securities (TIPS) are inflation-indexed securities issued by the U.S.
Treasury in five-year, ten-year and thirty-year maturities. The principal is adjusted to the Consumer Price Index, the commonly used measure of inflation. The coupon rate is constant, but generates a different amount of interest when multiplied by
the inflation-adjusted principal.
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iii
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The Consumer Price Index for All Urban Consumers (CPI-U) is a measure of the average change in prices over
time of goods and services purchased by households, which covers approximately 87% of the total population and includes, in addition to wage earners and clerical worker households, groups such as professional, managerial and technical workers, the
self-employed, short-term workers, the unemployed and retirees and others not in the labor force.
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iv
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The Bloomberg U.S. Treasury Inflation-Linked Bond Index represents an unmanaged market index made up of U.S. Treasury
Inflation-Linked Index securities.
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v
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The Custom Benchmark is comprised of 90% Bloomberg U.S. Government Inflation-Linked All Maturities Index, 5% Bloomberg
U.S. Credit Index and 5% J.P. Morgan Emerging Markets Bond Index Plus (EMBI+). The Bloomberg U.S. Credit Index is an index composed of corporate and non-corporate debt issues that are investment grade (rated Baa3/BBB- or higher). The
EMBI+ is a total return index that tracks the traded market for U.S. dollar-denominated Brady and other similar sovereign restructured bonds traded in the emerging markets.
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vi
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Net asset value (NAV) is calculated by subtracting total liabilities, including liabilities associated with
financial leverage (if any), from the closing value of all securities held by the Fund (plus all other assets) and dividing the result (total net assets) by the total number of the common shares outstanding. The NAV fluctuates with changes in the
market prices of securities in which the Fund has invested. However, the price at which an investor may buy or sell shares of the Fund is the Funds market price as determined by supply of and demand for the Funds shares.
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vii
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The Bloomberg U.S. Government Inflation-Linked 1-10 Year Index measures the performance of the intermediate U.S. TIPS
market.
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viii
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The Bloomberg U.S. Government Inflation-Linked All Maturities Index measures the performance of the U.S. TIPS market. The
Index includes TIPS with one or more years remaining maturity with total outstanding issue size of $500 million or more.
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ix
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The Bloomberg World Government Inflation-Linked All Maturities Index measures the performance of the major government
inflation-linked bond markets.
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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Fund at a glance (unaudited)
Investment breakdown (%) as a percent of total
investments
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The bar graph above represents the composition of the Funds investments as of November 30, 2021 and
November 30, 2020 and does not include derivatives, such as written options, futures contracts, forward foreign currency contracts and swap contracts. The Fund is actively managed. As a result, the composition of the Funds investments is
subject to change at any time.
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Represents less than 0.1%.
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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9
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Fund performance (unaudited)
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Net Asset Value
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Average annual total returns1
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Twelve Months Ended 11/30/21
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10.09
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%
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Five Years Ended 11/30/21
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6.81
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Ten Years Ended 11/30/21
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3.37
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Cumulative total returns1
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11/30/11 through 11/30/21
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39.32
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%
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Market Price
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Average annual total returns2
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Twelve Months Ended 11/30/21
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17.88
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%
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Five Years Ended 11/30/21
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8.25
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Ten Years Ended 11/30/21
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4.25
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Cumulative total returns2
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11/30/11 through 11/30/21
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51.62
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%
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All figures represent past performance and are not a guarantee of future results. Returns reflect the deduction of all Fund expenses,
including management fees, operating expenses, and other Fund expenses. Returns do not reflect the deduction of brokerage commissions or taxes that investors may pay on distributions or the sale of shares.
1
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Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value.
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2
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Assumes the reinvestment of all distributions, including returns of capital, if any, in additional shares in accordance
with the Funds Dividend Reinvestment Plan.
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10
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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Historical performance
Value of $10,000 invested in
Western Asset Inflation-Linked Opportunities & Income Fund vs. Bloomberg U.S. Government Inflation-Linked 1-10 Year Index and Bloomberg
U.S. Government Inflation-Linked All Maturities Index November 2011 - November 2021
All figures represent past performance and are not a guarantee of future results. Returns reflect the deduction of all Fund
expenses, including management fees, operating expenses, and other Fund expenses. Returns do not reflect the deduction of brokerage commissions or taxes that investors may pay on distributions or the sale of shares.
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Hypothetical illustration of $10,000 invested in Western Asset Inflation-Linked Opportunities & Income Fund on
November 30, 2011, assuming the reinvestment of all distributions, including returns of capital, if any, at net asset value and also assuming the reinvestment of all distributions, including returns of capital, if any, in additional shares in
accordance with the Funds Dividend Reinvestment Plan through November 30, 2021. The hypothetical illustration also assumes a $10,000 investment in the Bloomberg U.S. Government Inflation-Linked 1-10 Year Index and the Bloomberg U.S.
Government Inflation-Linked All Maturities Index (together, the Indices). The Bloomberg U.S. Government Inflation-Linked 1-10 Year Index measures the performance of the intermediate U.S. Treasury Inflation-Protected Securities
(TIPS) market. The Bloomberg U.S. Government Inflation-Linked All Maturities Index measures the performance of the U.S. TIPS market. The index includes TIPS with one or more years remaining maturity with total outstanding issue size of
$500 million or more. The Indices are unmanaged. Please note that an investor cannot invest directly in an index.
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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11
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Consolidated schedule of investments
November 30, 2021
Western Asset Inflation-Linked Opportunities & Income Fund
(Percentages shown based on Fund net assets)
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Security
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Rate
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Maturity
Date
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Face
Amount
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Value
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U.S. Treasury Inflation Protected Securities 113.5%
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U.S. Treasury Bonds, Inflation Indexed
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2.000
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%
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1/15/26
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103,655,250
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$
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120,766,518
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(a)
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U.S. Treasury Bonds, Inflation Indexed
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2.375
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%
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1/15/27
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6,801,150
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|
|
8,269,462
|
|
U.S. Treasury Bonds, Inflation Indexed
|
|
|
3.625
|
%
|
|
|
4/15/28
|
|
|
|
16,959,900
|
|
|
|
22,746,624
|
|
U.S. Treasury Bonds, Inflation Indexed
|
|
|
2.500
|
%
|
|
|
1/15/29
|
|
|
|
26,741,005
|
|
|
|
34,447,925
|
|
U.S. Treasury Bonds, Inflation Indexed
|
|
|
3.875
|
%
|
|
|
4/15/29
|
|
|
|
105,957,370
|
|
|
|
148,706,099
|
(a)
|
U.S. Treasury Bonds, Inflation Indexed
|
|
|
0.750
|
%
|
|
|
2/15/42
|
|
|
|
45,208,243
|
|
|
|
58,084,050
|
(a)
|
U.S. Treasury Bonds, Inflation Indexed
|
|
|
1.375
|
%
|
|
|
2/15/44
|
|
|
|
52,611,900
|
|
|
|
76,324,930
|
(a)(b)
|
U.S. Treasury Bonds, Inflation Indexed
|
|
|
0.750
|
%
|
|
|
2/15/45
|
|
|
|
12,813,790
|
|
|
|
16,762,857
|
( b)(c)
|
U.S. Treasury Bonds, Inflation Indexed
|
|
|
0.250
|
%
|
|
|
2/15/50
|
|
|
|
9,282,552
|
|
|
|
11,403,506
|
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.125
|
%
|
|
|
1/15/22
|
|
|
|
52,114,710
|
|
|
|
52,658,901
|
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.125
|
%
|
|
|
4/15/22
|
|
|
|
94,746,960
|
|
|
|
97,021,240
|
(a)
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.125
|
%
|
|
|
7/15/22
|
|
|
|
83,498,800
|
|
|
|
86,328,923
|
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.125
|
%
|
|
|
1/15/23
|
|
|
|
42,782,400
|
|
|
|
44,570,646
|
(a)
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.625
|
%
|
|
|
4/15/23
|
|
|
|
80,617,550
|
|
|
|
85,017,670
|
(a)
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.500
|
%
|
|
|
4/15/24
|
|
|
|
18,489,710
|
|
|
|
19,848,681
|
(a)
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.625
|
%
|
|
|
1/15/26
|
|
|
|
93,764,429
|
|
|
|
103,615,719
|
(a)
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.125
|
%
|
|
|
4/15/26
|
|
|
|
7,321,930
|
|
|
|
7,942,497
|
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.125
|
%
|
|
|
1/15/31
|
|
|
|
4,215,040
|
|
|
|
4,717,961
|
|
U.S. Treasury Notes, Inflation Indexed
|
|
|
0.125
|
%
|
|
|
7/15/31
|
|
|
|
12,281,520
|
|
|
|
13,798,646
|
|
Total U.S. Treasury Inflation Protected Securities
(Cost $922,114,761)
|
|
|
|
1,013,032,855
|
|
Corporate Bonds & Notes 9.7%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Communication Services 0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Media
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comcast Corp., Senior Notes
|
|
|
3.100
|
%
|
|
|
4/1/25
|
|
|
|
30,000
|
|
|
|
31,656
|
|
Wireless Telecommunication
Services 0.0%
|
|
|
|
|
|
|
|
|
|
T-Mobile USA Inc., Senior Secured Notes
|
|
|
3.750
|
%
|
|
|
4/15/27
|
|
|
|
100,000
|
|
|
|
107,607
|
|
Total Communication Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
139,263
|
|
Consumer Discretionary 0.5%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hotels, Restaurants & Leisure
0.5%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sands China Ltd., Senior Notes
|
|
|
5.400
|
%
|
|
|
8/8/28
|
|
|
|
2,480,000
|
|
|
|
2,667,240
|
|
Sands China Ltd., Senior Notes
|
|
|
2.850
|
%
|
|
|
3/8/29
|
|
|
|
200,000
|
|
|
|
188,470
|
(d)
|
Sands China Ltd., Senior Notes
|
|
|
4.375
|
%
|
|
|
6/18/30
|
|
|
|
600,000
|
|
|
|
619,599
|
|
Sands China Ltd., Senior Notes
|
|
|
3.250
|
%
|
|
|
8/8/31
|
|
|
|
600,000
|
|
|
|
570,648
|
(d)
|
Total Consumer Discretionary
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,045,957
|
|
Energy 4.6%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Energy Equipment & Services
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Halliburton Co., Senior Notes
|
|
|
3.800
|
%
|
|
|
11/15/25
|
|
|
|
31,000
|
|
|
|
33,569
|
|
Oil, Gas & Consumable Fuels
4.6%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Apache Corp., Senior Notes
|
|
|
5.250
|
%
|
|
|
2/1/42
|
|
|
|
910,000
|
|
|
|
1,011,051
|
|
See Notes to Consolidated
Financial Statements.
|
|
|
12
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Western Asset Inflation-Linked Opportunities & Income
Fund
(Percentages shown based on Fund net assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Rate
|
|
|
Maturity
Date
|
|
|
Face
Amount
|
|
|
Value
|
|
Oil, Gas & Consumable Fuels
continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Apache Corp., Senior Notes
|
|
|
4.250
|
%
|
|
|
1/15/44
|
|
|
|
2,630,000
|
|
|
$
|
2,597,375
|
|
BP Capital Markets America Inc., Senior Notes
|
|
|
3.790
|
%
|
|
|
2/6/24
|
|
|
|
110,000
|
|
|
|
116,287
|
|
BP Capital Markets America Inc., Senior Notes
|
|
|
3.633
|
%
|
|
|
4/6/30
|
|
|
|
580,000
|
|
|
|
637,926
|
|
Chevron USA Inc., Senior Notes
|
|
|
3.900
|
%
|
|
|
11/15/24
|
|
|
|
500,000
|
|
|
|
537,576
|
|
Continental Resources Inc., Senior Notes
|
|
|
4.900
|
%
|
|
|
6/1/44
|
|
|
|
2,250,000
|
|
|
|
2,499,626
|
|
Enterprise Products Operating LLC, Senior Notes
|
|
|
3.125
|
%
|
|
|
7/31/29
|
|
|
|
2,880,000
|
|
|
|
3,055,974
|
|
EOG Resources Inc., Senior Notes
|
|
|
4.375
|
%
|
|
|
4/15/30
|
|
|
|
70,000
|
|
|
|
80,640
|
|
EOG Resources Inc., Senior Notes
|
|
|
4.950
|
%
|
|
|
4/15/50
|
|
|
|
250,000
|
|
|
|
338,815
|
|
Exxon Mobil Corp., Senior Notes
|
|
|
4.327
|
%
|
|
|
3/19/50
|
|
|
|
6,590,000
|
|
|
|
8,219,759
|
|
Exxon Mobil Corp., Senior Notes
|
|
|
3.452
|
%
|
|
|
4/15/51
|
|
|
|
660,000
|
|
|
|
722,092
|
|
Gazprom PJSC Via Gaz Capital SA, Senior Notes
|
|
|
5.150
|
%
|
|
|
2/11/26
|
|
|
|
3,720,000
|
|
|
|
4,038,134
|
(d)
|
KazTransGas JSC, Senior Notes
|
|
|
4.375
|
%
|
|
|
9/26/27
|
|
|
|
4,000,000
|
|
|
|
4,371,348
|
(d)
|
MEG Energy Corp., Secured Notes
|
|
|
6.500
|
%
|
|
|
1/15/25
|
|
|
|
20,000
|
|
|
|
20,270
|
(d)
|
Occidental Petroleum Corp., Senior Notes
|
|
|
5.550
|
%
|
|
|
3/15/26
|
|
|
|
330,000
|
|
|
|
353,529
|
|
Occidental Petroleum Corp., Senior Notes
|
|
|
6.200
|
%
|
|
|
3/15/40
|
|
|
|
2,690,000
|
|
|
|
3,194,415
|
|
Petrobras Global Finance BV, Senior Notes
|
|
|
5.999
|
%
|
|
|
1/27/28
|
|
|
|
3,690,000
|
|
|
|
3,927,673
|
|
Range Resources Corp., Senior Notes
|
|
|
5.000
|
%
|
|
|
3/15/23
|
|
|
|
673,000
|
|
|
|
683,509
|
|
Williams Cos. Inc., Senior Notes
|
|
|
5.750
|
%
|
|
|
6/24/44
|
|
|
|
2,350,000
|
|
|
|
3,072,963
|
|
YPF SA, Senior Notes
|
|
|
8.500
|
%
|
|
|
7/28/25
|
|
|
|
1,700,000
|
|
|
|
1,296,250
|
(e)
|
Total Oil, Gas & Consumable
Fuels
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
40,775,212
|
|
Total Energy
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
40,808,781
|
|
Financials 1.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Banks 0.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Barclays Bank PLC, Subordinated Notes
|
|
|
7.625
|
%
|
|
|
11/21/22
|
|
|
|
1,029,000
|
|
|
|
1,088,375
|
|
Wells Fargo & Co., Senior Notes (5.013% to 4/4/50 then SOFR + 4.502%)
|
|
|
5.013
|
%
|
|
|
4/4/51
|
|
|
|
4,480,000
|
|
|
|
6,205,940
|
(f)
|
Total Banks
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,294,315
|
|
Diversified Financial Services
0.2%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ILFC E-Capital Trust II, Ltd. GTD ((Highest of 3 mo. USD LIBOR, 10 year Treasury Constant
Maturity Rate and 30 year Treasury Constant Maturity Rate) + 1.800%)
|
|
|
3.710
|
%
|
|
|
12/21/65
|
|
|
|
2,084,000
|
|
|
|
1,815,685
|
(d)(f)
|
See Notes to Consolidated
Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
13
|
Consolidated schedule of investments (contd)
November 30, 2021
Western Asset Inflation-Linked Opportunities & Income Fund
(Percentages shown based on Fund net assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Rate
|
|
|
Maturity
Date
|
|
|
Face
Amount
|
|
|
Value
|
|
Insurance
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ambac Assurance Corp., Subordinated Notes
|
|
|
5.100
|
%
|
|
|
6/7/22
|
|
|
|
48,493
|
|
|
$
|
65,617
|
(d)(g)
|
Total Financials
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,175,617
|
|
Health Care 0.9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pharmaceuticals
0.9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bausch Health Americas Inc., Senior Notes
|
|
|
9.250
|
%
|
|
|
4/1/26
|
|
|
|
2,870,000
|
|
|
|
3,010,314
|
(d)
|
Bausch Health Americas Inc., Senior Notes
|
|
|
8.500
|
%
|
|
|
1/31/27
|
|
|
|
1,970,000
|
|
|
|
2,030,164
|
(d)
|
Bausch Health Cos. Inc., Senior Notes
|
|
|
9.000
|
%
|
|
|
12/15/25
|
|
|
|
2,620,000
|
|
|
|
2,738,385
|
(d)
|
Total Health Care
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,778,863
|
|
Industrials 0.5%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aerospace & Defense
0.5%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General Dynamics Corp., Senior Notes
|
|
|
4.250
|
%
|
|
|
4/1/40
|
|
|
|
30,000
|
|
|
|
36,681
|
|
General Dynamics Corp., Senior Notes
|
|
|
4.250
|
%
|
|
|
4/1/50
|
|
|
|
3,470,000
|
|
|
|
4,501,398
|
|
Total Aerospace &
Defense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,538,079
|
|
Industrial Conglomerates
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General Electric Co., Senior Notes
|
|
|
3.450
|
%
|
|
|
5/1/27
|
|
|
|
100,000
|
|
|
|
108,970
|
|
General Electric Co., Senior Notes
|
|
|
3.625
|
%
|
|
|
5/1/30
|
|
|
|
210,000
|
|
|
|
236,887
|
|
Total Industrial
Conglomerates
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
345,857
|
|
Total Industrials
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,883,936
|
|
Information Technology 0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Semiconductors &
Semiconductor Equipment 0.0%
|
|
|
|
|
|
|
|
|
|
Broadcom Inc., Senior Notes
|
|
|
3.137
|
%
|
|
|
11/15/35
|
|
|
|
400,000
|
|
|
|
393,592
|
(d)
|
Materials 2.2%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Metals & Mining
2.2%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Alcoa Nederland Holding BV, Senior Notes
|
|
|
6.125
|
%
|
|
|
5/15/28
|
|
|
|
570,000
|
|
|
|
607,894
|
(d)
|
Anglo American Capital PLC, Senior Notes
|
|
|
4.000
|
%
|
|
|
9/11/27
|
|
|
|
1,630,000
|
|
|
|
1,759,053
|
(d)
|
Antofagasta PLC, Senior Notes
|
|
|
2.375
|
%
|
|
|
10/14/30
|
|
|
|
1,110,000
|
|
|
|
1,054,461
|
(d)
|
Barrick Gold Corp., Senior Notes
|
|
|
5.250
|
%
|
|
|
4/1/42
|
|
|
|
330,000
|
|
|
|
433,859
|
|
Barrick North America Finance LLC, Senior Notes
|
|
|
5.750
|
%
|
|
|
5/1/43
|
|
|
|
1,170,000
|
|
|
|
1,617,978
|
|
BHP Billiton Finance USA Ltd., Senior Notes
|
|
|
5.000
|
%
|
|
|
9/30/43
|
|
|
|
1,620,000
|
|
|
|
2,154,550
|
|
Glencore Finance Canada Ltd., Senior Notes
|
|
|
5.550
|
%
|
|
|
10/25/42
|
|
|
|
2,330,000
|
|
|
|
2,957,236
|
(d)
|
Glencore Funding LLC, Senior Notes
|
|
|
4.125
|
%
|
|
|
3/12/24
|
|
|
|
750,000
|
|
|
|
792,020
|
(d)
|
Glencore Funding LLC, Senior Notes
|
|
|
4.000
|
%
|
|
|
3/27/27
|
|
|
|
500,000
|
|
|
|
538,832
|
(d)
|
Glencore Funding LLC, Senior Notes
|
|
|
3.875
|
%
|
|
|
10/27/27
|
|
|
|
1,630,000
|
|
|
|
1,754,488
|
(d)
|
See Notes to Consolidated
Financial Statements.
|
|
|
14
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Western Asset Inflation-Linked Opportunities & Income Fund
(Percentages shown based on Fund net assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Rate
|
|
|
Maturity
Date
|
|
|
Face
Amount
|
|
|
Value
|
|
Metals & Mining
continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Southern Copper Corp., Senior Notes
|
|
|
5.250
|
%
|
|
|
11/8/42
|
|
|
|
3,440,000
|
|
|
$
|
4,288,098
|
|
Yamana Gold Inc., Senior Notes
|
|
|
4.625
|
%
|
|
|
12/15/27
|
|
|
|
1,360,000
|
|
|
|
1,499,681
|
|
Total Materials
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,458,150
|
|
Total Corporate Bonds & Notes (Cost
$78,429,293)
|
|
|
|
86,684,159
|
|
Collateralized Mortgage Obligations (h) 8.1%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AOA Mortgage Trust, 2021-1177 A (1 mo. USD LIBOR + 0.874%)
|
|
|
0.964
|
%
|
|
|
10/15/38
|
|
|
|
2,240,000
|
|
|
|
2,240,758
|
(d)(f)
|
Banc of America Funding Trust, 2015-R2 4A2 (1 mo. USD LIBOR + 0.165%)
|
|
|
0.305
|
%
|
|
|
9/29/36
|
|
|
|
6,668,896
|
|
|
|
6,656,241
|
(d)(f)
|
Banc of America Funding Trust, 2015-R2 5A2
|
|
|
0.314
|
%
|
|
|
9/29/36
|
|
|
|
8,773,152
|
|
|
|
7,713,780
|
(d)(f)
|
BDS, 2021-FL8 A (1 mo. USD LIBOR + 0.920%)
|
|
|
1.009
|
%
|
|
|
1/18/36
|
|
|
|
1,020,000
|
|
|
|
1,014,594
|
(d)(f)
|
Benchmark Mortgage Trust, 2021-B29 XA, IO
|
|
|
1.160
|
%
|
|
|
9/15/54
|
|
|
|
8,225,425
|
|
|
|
619,861
|
(d)(f)
|
BHMS, 2018-ATLS D (1 mo. USD LIBOR + 2.250%)
|
|
|
2.340
|
%
|
|
|
7/15/35
|
|
|
|
4,220,000
|
|
|
|
4,187,068
|
(d)(f)
|
BX Commercial Mortgage Trust, 2020-FOX F (1 mo. USD LIBOR + 4.250%)
|
|
|
4.340
|
%
|
|
|
11/15/32
|
|
|
|
396,118
|
|
|
|
397,078
|
(d)(f)
|
BX Commercial Mortgage Trust, 2021- VOLT A (1 mo. USD LIBOR + 0.700%)
|
|
|
0.790
|
%
|
|
|
9/15/36
|
|
|
|
910,000
|
|
|
|
906,745
|
(d)(f)
|
BX Commercial Mortgage Trust, 2021-XL2 D (1 mo. USD LIBOR + 1.397%)
|
|
|
1.487
|
%
|
|
|
10/15/38
|
|
|
|
2,250,000
|
|
|
|
2,208,826
|
(d)(f)
|
BX Trust, 2021-ARIA D (1 mo. USD LIBOR + 1.895%)
|
|
|
1.985
|
%
|
|
|
10/15/36
|
|
|
|
2,230,000
|
|
|
|
2,224,595
|
(d)(f)
|
BXMT Ltd., 2020-FL2 A (30 Day Average SOFR + 1.014%)
|
|
|
1.062
|
%
|
|
|
2/15/38
|
|
|
|
1,310,000
|
|
|
|
1,307,483
|
(d)(f)
|
Federal Home Loan Mortgage Corp. (FHLMC) REMIC, Structured Agency Credit Risk Debt Notes,
2020-DNA4 M2 (1 mo. USD LIBOR + 3.750%)
|
|
|
3.842
|
%
|
|
|
8/25/50
|
|
|
|
404,796
|
|
|
|
407,112
|
(d)(f)
|
Federal Home Loan Mortgage Corp. (FHLMC) Seasoned Credit Risk Transfer Trust, 2017-2
M1
|
|
|
4.000
|
%
|
|
|
8/25/56
|
|
|
|
3,690,000
|
|
|
|
3,728,235
|
(d)(f)
|
Federal Home Loan Mortgage Corp. (FHLMC) Seasoned Credit Risk Transfer Trust, 2017-2
M2
|
|
|
4.000
|
%
|
|
|
8/25/56
|
|
|
|
5,170,000
|
|
|
|
5,298,202
|
(d)(f)
|
Federal Home Loan Mortgage Corp. (FHLMC) Structured Agency Credit Risk Debt Notes,
2017-DNA2 M2 (1 mo. USD LIBOR + 3.450%)
|
|
|
3.542
|
%
|
|
|
10/25/29
|
|
|
|
2,660,000
|
|
|
|
2,749,229
|
(f)
|
See Notes to Consolidated
Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
15
|
Consolidated schedule of investments (contd)
November 30, 2021
Western Asset Inflation-Linked Opportunities & Income Fund
(Percentages shown based on Fund net assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Rate
|
|
|
Maturity
Date
|
|
|
Face
Amount
|
|
|
Value
|
|
Collateralized Mortgage Obligations (h) continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal National Mortgage Association (FNMA) CAS, 2017-C06 1B1 (1 mo. USD
LIBOR + 4.150%)
|
|
|
4.242
|
%
|
|
|
2/25/30
|
|
|
|
2,950,000
|
|
|
$
|
3,125,673
|
(d)(f)
|
Federal National Mortgage Association (FNMA) CAS, 2019-R07 1M2 (1 mo. USD
LIBOR + 2.100%)
|
|
|
2.192
|
%
|
|
|
10/25/39
|
|
|
|
727,011
|
|
|
|
728,872
|
(d)(f)
|
Hawaii Hotel Trust, 2019-MAUI F (1 mo. USD LIBOR + 2.750%)
|
|
|
2.840
|
%
|
|
|
5/15/38
|
|
|
|
1,760,000
|
|
|
|
1,748,810
|
(d)(f)
|
JPMorgan Chase Commercial Mortgage Securities Trust, 2007-LD12 AJ
|
|
|
6.718
|
%
|
|
|
2/15/51
|
|
|
|
37,902
|
|
|
|
35,040
|
(f)
|
JPMorgan Chase Commercial Mortgage Securities Trust, 2020-NNN GFL (1 mo. USD LIBOR +
3.000%)
|
|
|
3.089
|
%
|
|
|
1/16/37
|
|
|
|
2,717,479
|
|
|
|
2,657,390
|
(d)(f)
|
JPMorgan Chase Commercial Mortgage Securities Trust, 2020-NNN GFX
|
|
|
4.844
|
%
|
|
|
1/16/37
|
|
|
|
4,570,000
|
|
|
|
4,391,513
|
(d)(f)
|
JPMorgan Chase Commercial Mortgage Securities Trust, 2020-NNN XHFL, IO
|
|
|
0.600
|
%
|
|
|
1/16/37
|
|
|
|
11,560,000
|
|
|
|
18,273
|
(d)(f)
|
Lehman Mortgage Trust, 2006-5 2A2, IO (-1.000 x 1 mo. USD LIBOR + 7.150%)
|
|
|
7.058
|
%
|
|
|
9/25/36
|
|
|
|
2,566,211
|
|
|
|
712,287
|
(f)
|
Morgan Stanley Capital I Inc., 2021-ILP A (1 mo. USD LIBOR + 0.778%)
|
|
|
0.878
|
%
|
|
|
11/15/23
|
|
|
|
1,910,000
|
|
|
|
1,905,680
|
(d)(f)
|
Morgan Stanley Mortgage Loan Trust, 2007-11AR 2A3
|
|
|
2.632
|
%
|
|
|
6/25/37
|
|
|
|
72,286
|
|
|
|
53,554
|
(f)
|
MRCD Mortgage Trust, 2019-PARK A
|
|
|
2.718
|
%
|
|
|
12/15/36
|
|
|
|
2,530,000
|
|
|
|
2,575,578
|
(d)
|
Natixis Commercial Mortgage Securities Trust, 2019-TRUE A (1 mo. USD LIBOR + 2.011%,
3.511% floor)
|
|
|
3.511
|
%
|
|
|
4/18/24
|
|
|
|
5,700,000
|
|
|
|
5,652,434
|
(d)(f)
|
PFP Ltd., 2021-8 A (1 mo. USD LIBOR + 1.000%)
|
|
|
1.090
|
%
|
|
|
8/9/37
|
|
|
|
2,550,000
|
|
|
|
2,550,255
|
(d)(f)
|
SREIT Trust, 2021-MFP A (1 mo. USD LIBOR + 0.731%)
|
|
|
0.831
|
%
|
|
|
11/15/38
|
|
|
|
650,000
|
|
|
|
647,265
|
(d)(f)
|
SREIT Trust, 2021-PALM B (1 mo. USD LIBOR + 0.810%)
|
|
|
0.900
|
%
|
|
|
10/15/34
|
|
|
|
1,930,000
|
|
|
|
1,922,096
|
(d)(f)
|
WaMu Mortgage Pass-Through Certificates Trust, 2006-AR3 A1B (Federal Reserve U.S. 12 mo.
Cumulative Avg 1 Year CMT + 1.000%)
|
|
|
1.083
|
%
|
|
|
2/25/46
|
|
|
|
1,201,060
|
|
|
|
1,158,069
|
(f)
|
Wells Fargo Commercial Mortgage Trust, 2021-C59 XA, IO
|
|
|
1.684
|
%
|
|
|
4/15/54
|
|
|
|
3,982,418
|
|
|
|
451,400
|
(f)
|
Total Collateralized Mortgage Obligations (Cost
$67,186,513)
|
|
|
|
71,993,996
|
|
See Notes to Consolidated
Financial Statements.
|
|
|
16
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Western Asset Inflation-Linked Opportunities & Income Fund
(Percentages shown based on Fund net assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Rate
|
|
|
Maturity
Date
|
|
|
Face
Amount
|
|
|
Value
|
|
Non-U.S. Treasury Inflation Protected Securities 5.5%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brazil 1.9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brazil Notas do Tesouro Nacional Serie B, Notes
|
|
|
6.000
|
%
|
|
|
8/15/30
|
|
|
|
30,925,471
|
BRL
|
|
$
|
5,866,684
|
|
Brazil Notas do Tesouro Nacional Serie B, Notes
|
|
|
6.000
|
%
|
|
|
8/15/50
|
|
|
|
54,353,859
|
BRL
|
|
|
10,712,282
|
|
Total Brazil
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,578,966
|
|
Canada 0.7%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canadian Government Real Return Bond
|
|
|
1.500
|
%
|
|
|
12/1/44
|
|
|
|
3,671,395
|
CAD
|
|
|
3,794,977
|
|
Canadian Government Real Return Bond
|
|
|
0.500
|
%
|
|
|
12/1/50
|
|
|
|
3,177,584
|
CAD
|
|
|
2,805,985
|
|
Total Canada
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,600,962
|
|
Mexico 1.3%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mexican Udibonos
|
|
|
2.000
|
%
|
|
|
6/9/22
|
|
|
|
246,397,760
|
MXN
|
|
|
11,476,273
|
|
Russia 0.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russian Federal Inflation Linked Bond OFZ
|
|
|
2.500
|
%
|
|
|
2/2/28
|
|
|
|
544,806,358
|
RUB
|
|
|
7,116,059
|
|
Uruguay 0.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Uruguay Government International Bond
|
|
|
4.250
|
%
|
|
|
4/5/27
|
|
|
|
272,807,901
|
UYU
|
|
|
7,031,301
|
|
Total Non-U.S. Treasury Inflation Protected
Securities (Cost $60,283,635)
|
|
|
|
48,803,561
|
|
Sovereign Bonds 4.9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Argentina
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Argentine Bonos del Tesoro, Bonds
|
|
|
16.000
|
%
|
|
|
10/17/23
|
|
|
|
26,750,000
|
ARS
|
|
|
76,040
|
(i)
|
Brazil 0.1%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brazil Notas do Tesouro Nacional Serie F, Notes
|
|
|
10.000
|
%
|
|
|
1/1/23
|
|
|
|
4,090,000
|
BRL
|
|
|
714,463
|
|
Brazil Notas do Tesouro Nacional Serie F, Notes
|
|
|
10.000
|
%
|
|
|
1/1/27
|
|
|
|
2,446,000
|
BRL
|
|
|
412,806
|
|
Total Brazil
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,127,269
|
|
Chile 0.6%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bonos de la Tesoreria de la Republica enpesos, Bonds
|
|
|
5.000
|
%
|
|
|
3/1/35
|
|
|
|
4,785,000,000
|
CLP
|
|
|
5,347,324
|
|
Indonesia 1.6%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Indonesia Government International Bond, Senior Notes
|
|
|
3.850
|
%
|
|
|
7/18/27
|
|
|
|
400,000
|
|
|
|
439,370
|
(d)
|
Indonesia Government International Bond, Senior Notes
|
|
|
3.500
|
%
|
|
|
1/11/28
|
|
|
|
1,790,000
|
|
|
|
1,934,498
|
|
Indonesia Government International Bond, Senior Notes
|
|
|
5.125
|
%
|
|
|
1/15/45
|
|
|
|
430,000
|
|
|
|
524,312
|
(d)
|
Indonesia Government International Bond, Senior Notes
|
|
|
4.750
|
%
|
|
|
7/18/47
|
|
|
|
880,000
|
|
|
|
1,043,977
|
(d)
|
See Notes to Consolidated
Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
17
|
Consolidated schedule of investments (contd)
November 30, 2021
Western Asset Inflation-Linked Opportunities & Income Fund
(Percentages shown based on Fund net assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Rate
|
|
|
Maturity
Date
|
|
|
Face
Amount
|
|
|
Value
|
|
Indonesia
continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Indonesia Government International Bond, Senior Notes
|
|
|
4.350
|
%
|
|
|
1/11/48
|
|
|
|
2,010,000
|
|
|
$
|
2,263,255
|
|
Indonesia Treasury Bond
|
|
|
7.000
|
%
|
|
|
5/15/27
|
|
|
|
100,812,000,000
|
IDR
|
|
|
7,559,580
|
|
Total Indonesia
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,764,992
|
|
Mexico 1.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mexican Bonos, Bonds
|
|
|
8.000
|
%
|
|
|
11/7/47
|
|
|
|
51,280,000
|
MXN
|
|
|
2,370,917
|
|
Mexican Bonos, Senior Notes
|
|
|
7.750
|
%
|
|
|
11/13/42
|
|
|
|
217,320,000
|
MXN
|
|
|
9,838,701
|
|
Mexico Government International Bond, Senior Notes
|
|
|
4.500
|
%
|
|
|
4/22/29
|
|
|
|
3,720,000
|
|
|
|
4,148,935
|
|
Total Mexico
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,358,553
|
|
Nigeria
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nigeria Government International Bond, Senior Notes
|
|
|
6.500
|
%
|
|
|
11/28/27
|
|
|
|
280,000
|
|
|
|
274,254
|
(d)
|
Russia 0.5%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russian Federal Bond OFZ
|
|
|
7.050
|
%
|
|
|
1/19/28
|
|
|
|
335,648,000
|
RUB
|
|
|
4,244,246
|
|
United Arab Emirates
0.3%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Abu Dhabi Government International Bond, Senior Notes
|
|
|
3.875
|
%
|
|
|
4/16/50
|
|
|
|
2,550,000
|
|
|
|
2,961,188
|
(d)
|
Total Sovereign Bonds (Cost
$50,220,341)
|
|
|
|
|
|
|
|
|
|
|
|
44,153,866
|
|
Asset-Backed Securities 0.8%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bear Stearns Asset Backed Securities Trust, 2007-SD2 2A1 (1 mo. USD LIBOR +
0.800%)
|
|
|
0.892
|
%
|
|
|
9/25/46
|
|
|
|
33,061
|
|
|
|
32,491
|
(f)
|
BRSP Ltd., 2021-FL1 A (1 mo. USD LIBOR + 1.150%)
|
|
|
1.239
|
%
|
|
|
8/19/38
|
|
|
|
2,000,000
|
|
|
|
2,004,438
|
(d)(f)
|
Greystone CRE Notes Ltd., 2021-FL3 A (1 mo. USD LIBOR + 1.020%)
|
|
|
1.110
|
%
|
|
|
7/15/39
|
|
|
|
2,610,000
|
|
|
|
2,613,779
|
(d)(f)
|
Origen Manufactured Housing Contract Trust, 2007-B A1 (1 mo. USD LIBOR + 1.200%)
|
|
|
1.289
|
%
|
|
|
10/15/37
|
|
|
|
2,763,456
|
|
|
|
2,764,954
|
(d)(f)
|
Total Asset-Backed Securities (Cost
$7,181,479)
|
|
|
|
|
|
|
|
|
|
|
|
7,415,662
|
|
U.S. Government & Agency Obligations 0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government Obligations
0.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury Notes
|
|
|
1.250
|
%
|
|
|
11/30/26
|
|
|
|
110,000
|
|
|
|
110,503
|
|
U.S. Treasury Notes
|
|
|
1.375
|
%
|
|
|
11/15/31
|
|
|
|
180,000
|
|
|
|
178,931
|
|
Total U.S. Government & Agency Obligations (Cost
$287,564)
|
|
|
|
289,434
|
|
Total Investments before Short-Term Investments
(Cost $1,185,703,586)
|
|
|
|
1,272,373,533
|
|
See Notes to Consolidated
Financial Statements.
|
|
|
18
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Western Asset Inflation-Linked Opportunities & Income Fund
(Percentages shown based on Fund net assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Security
|
|
Rate
|
|
|
|
|
|
Shares
|
|
|
Value
|
|
Short-Term Investments 1.5%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Western Asset Premier Institutional Government Reserves, Premium Shares
(Cost
$12,923,449)
|
|
|
0.010
|
%
|
|
|
|
|
|
|
12,923,449
|
|
|
$
|
12,923,449
|
(j)
|
Total Investments 144.0% (Cost
$1,198,627,035)
|
|
|
|
|
|
|
|
|
|
|
|
1,285,296,982
|
|
Liabilities in Excess of Other
Assets (44.0)%
|
|
|
|
|
|
|
|
|
|
|
|
(392,465,416
|
)
|
Total Net Assets 100.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
892,831,566
|
|
|
Face amount denominated in U.S. dollars, unless otherwise noted.
|
|
Represents less than 0.1%.
|
(a)
|
All or a portion of this security is held by the counterparty as collateral for open reverse repurchase agreements.
|
(b)
|
All or a portion of this security is held at the broker as collateral for open futures contracts.
|
(c)
|
All or a portion of this security is held at the broker as collateral for open centrally cleared swap contracts.
|
(d)
|
Security is exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in
transactions that are exempt from registration, normally to qualified institutional buyers. This security has been deemed liquid pursuant to guidelines approved by the Board of Trustees.
|
(e)
|
Security is exempt from registration under Regulation S of the Securities Act of 1933. Regulation S applies to securities
offerings that are made outside of the United States and do not involve direct selling efforts in the United States. This security has been deemed liquid pursuant to guidelines approved by the Board of Trustees.
|
(f)
|
Variable rate security. Interest rate disclosed is as of the most recent information available. Certain variable rate
securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description above.
|
(g)
|
Security has no maturity date. The date shown represents the next call date.
|
(h)
|
Collateralized mortgage obligations are secured by an underlying pool of mortgages or mortgage pass-through certificates
that are structured to direct payments on underlying collateral to different series or classes of the obligations. The interest rate may change positively or inversely in relation to one or more interest rates, financial indices or other financial
indicators and may be subject to an upper and/or lower limit.
|
(i)
|
Security is valued in good faith in accordance with procedures approved by the Board of Trustees (Note 1).
|
(j)
|
In this instance, as defined in the Investment Company Act of 1940, an Affiliated Company represents Fund
ownership of at least 5% of the outstanding voting securities of an issuer, or a company which is under common ownership or control with the Fund. At November 30, 2021, the total market value of investments in Affiliated Companies was
$12,923,449 and the cost was $12,923,449 (Note 7).
|
See Notes to Consolidated Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
19
|
Consolidated schedule of investments (contd)
November 30, 2021
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
|
Abbreviation(s) used in this
schedule:
|
|
|
ARS
|
|
Argentine Peso
|
|
|
BRL
|
|
Brazilian Real
|
|
|
CAD
|
|
Canadian Dollar
|
|
|
CAS
|
|
Connecticut Avenue Securities
|
|
|
CLP
|
|
Chilean Peso
|
|
|
CMT
|
|
Constant Maturity Treasury
|
|
|
GTD
|
|
Guaranteed
|
|
|
IDR
|
|
Indonesian Rupiah
|
|
|
IO
|
|
Interest Only
|
|
|
JSC
|
|
Joint Stock Company
|
|
|
LIBOR
|
|
London Interbank Offered Rate
|
|
|
MXN
|
|
Mexican Peso
|
|
|
OFZ
|
|
Obligatsyi Federalnovo Zaima (Russian Federal Loan Obligation)
|
|
|
PJSC
|
|
Private Joint Stock Company
|
|
|
REMIC
|
|
Real Estate Mortgage Investment Conduit
|
|
|
RUB
|
|
Russian Ruble
|
|
|
SOFR
|
|
Secured Overnight Financing Rate
|
|
|
USD
|
|
United States Dollar
|
|
|
UYU
|
|
Uruguayan Peso
|
At November 30, 2021, the Fund had the following open reverse repurchase agreements:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Counterparty
|
|
Rate
|
|
|
Effective
Date
|
|
|
Maturity
Date
|
|
Face Amount
of Reverse
Repurchase
Agreements
|
|
|
Asset Class
of Collateral*
|
|
Collateral
Value**
|
|
Credit Suisse
|
|
|
0.100
|
%
|
|
|
4/8/2019
|
|
|
TBD***
|
|
$
|
20,137,500
|
|
|
U.S. Treasury Inflation Protected Securities
|
|
$
|
24,309,913
|
|
Morgan Stanley & Co. Inc.
|
|
|
0.140
|
%
|
|
|
9/10/2021
|
|
|
3/9/2022
|
|
|
380,487,500
|
|
|
U.S. Treasury Inflation Protected Securities
|
|
|
387,996,931
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
400,625,000
|
|
|
|
|
$
|
412,306,844
|
|
*
|
Refer to the Consolidated Schedule of Investments for positions held at the counterparty as collateral for reverse
repurchase agreements.
|
**
|
Including accrued interest.
|
***
|
TBD To Be Determined; These reverse repurchase agreements have no maturity dates because they are renewed daily and
can be terminated by either the Fund or the counterparty in accordance with the terms of the agreements. The rates for these agreements are variable. The rate disclosed is the rate as of November 30, 2021.
|
At November 30, 2021, the Fund had the following open futures contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
Contracts
|
|
|
Expiration
Date
|
|
|
Notional
Amount
|
|
|
Market
Value
|
|
|
Unrealized
Appreciation
(Depreciation)
|
|
Contracts to Buy:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
90-Day Eurodollar
|
|
|
838
|
|
|
|
12/23
|
|
|
$
|
207,348,073
|
|
|
$
|
206,231,800
|
|
|
$
|
(1,116,273)
|
|
See Notes to Consolidated Financial Statements.
|
|
|
20
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
Contracts
|
|
|
Expiration
Date
|
|
|
Notional
Amount
|
|
|
Market
Value
|
|
|
Unrealized
Appreciation
(Depreciation)
|
|
Contracts to Buy continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brent Crude
|
|
|
111
|
|
|
|
12/21
|
|
|
$
|
8,051,705
|
|
|
$
|
7,684,530
|
|
|
$
|
(367,175)
|
|
Brent Crude
|
|
|
197
|
|
|
|
1/22
|
|
|
|
16,016,553
|
|
|
|
13,569,360
|
|
|
|
(2,447,193)
|
|
Copper
|
|
|
199
|
|
|
|
3/22
|
|
|
|
21,569,281
|
|
|
|
21,293,000
|
|
|
|
(276,281)
|
|
Euro
|
|
|
32
|
|
|
|
12/21
|
|
|
|
4,754,920
|
|
|
|
4,530,600
|
|
|
|
(224,320)
|
|
Gold 100 Ounce
|
|
|
243
|
|
|
|
2/22
|
|
|
|
43,513,511
|
|
|
|
43,168,950
|
|
|
|
(344,561)
|
|
Mexican Peso
|
|
|
257
|
|
|
|
12/21
|
|
|
|
6,362,484
|
|
|
|
5,971,395
|
|
|
|
(391,089)
|
|
U.S. Treasury 5-Year Notes
|
|
|
718
|
|
|
|
3/22
|
|
|
|
86,743,852
|
|
|
|
87,164,080
|
|
|
|
420,228
|
|
U.S. Treasury 10-Year Notes
|
|
|
3,257
|
|
|
|
3/22
|
|
|
|
420,093,542
|
|
|
|
426,056,312
|
|
|
|
5,962,770
|
|
WTI Crude
|
|
|
150
|
|
|
|
4/22
|
|
|
|
10,390,774
|
|
|
|
9,721,500
|
|
|
|
(669,274)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
546,832
|
|
Contracts to Sell:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
British Pound
|
|
|
67
|
|
|
|
12/21
|
|
|
|
5,797,636
|
|
|
|
5,561,838
|
|
|
|
235,798
|
|
U.S. Treasury Long-Term Bonds
|
|
|
910
|
|
|
|
3/22
|
|
|
|
145,358,545
|
|
|
|
147,533,750
|
|
|
|
(2,175,205)
|
|
U.S. Treasury Ultra Long- Term Bonds
|
|
|
312
|
|
|
|
3/22
|
|
|
|
59,902,711
|
|
|
|
62,575,500
|
|
|
|
(2,672,789)
|
|
WTI Crude
|
|
|
141
|
|
|
|
12/21
|
|
|
|
11,238,977
|
|
|
|
9,331,380
|
|
|
|
1,907,597
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,704,599)
|
|
Net unrealized depreciation on open futures contracts
|
|
|
|
|
|
|
$
|
(2,157,767)
|
|
At November 30, 2021, the Fund had the following open forward foreign currency contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency
Purchased
|
|
|
Currency
Sold
|
|
|
Counterparty
|
|
Settlement
Date
|
|
|
Unrealized
Appreciation
(Depreciation)
|
|
EUR
|
|
|
3,500,000
|
|
|
USD
|
|
|
4,106,463
|
|
|
Morgan Stanley & Co. Inc.
|
|
|
12/15/21
|
|
|
$
|
(134,859)
|
|
MYR
|
|
|
41,682,245
|
|
|
USD
|
|
|
9,913,722
|
|
|
Goldman Sachs Group Inc.
|
|
|
1/14/22
|
|
|
|
(31,869)
|
|
BRL
|
|
|
50,457,014
|
|
|
USD
|
|
|
8,845,993
|
|
|
BNP Paribas SA
|
|
|
1/18/22
|
|
|
|
35,874
|
|
COP
|
|
|
54,160,819,992
|
|
|
USD
|
|
|
14,199,227
|
|
|
BNP Paribas SA
|
|
|
1/18/22
|
|
|
|
(712,609)
|
|
USD
|
|
|
1,053,693
|
|
|
EUR
|
|
|
910,000
|
|
|
BNP Paribas SA
|
|
|
1/18/22
|
|
|
|
19,771
|
|
USD
|
|
|
1,528,355
|
|
|
EUR
|
|
|
1,320,000
|
|
|
BNP Paribas SA
|
|
|
1/18/22
|
|
|
|
28,599
|
|
USD
|
|
|
8,945,682
|
|
|
RUB
|
|
|
638,319,106
|
|
|
BNP Paribas SA
|
|
|
1/18/22
|
|
|
|
419,264
|
|
IDR
|
|
|
52,969,535,174
|
|
|
USD
|
|
|
3,668,962
|
|
|
Citibank N.A.
|
|
|
1/18/22
|
|
|
|
11,484
|
|
INR
|
|
|
642,419,942
|
|
|
USD
|
|
|
8,553,055
|
|
|
Citibank N.A.
|
|
|
1/18/22
|
|
|
|
(46,644)
|
|
USD
|
|
|
3,069,359
|
|
|
EUR
|
|
|
2,647,846
|
|
|
Citibank N.A.
|
|
|
1/18/22
|
|
|
|
60,933
|
|
GBP
|
|
|
4,241,448
|
|
|
USD
|
|
|
5,788,058
|
|
|
Goldman Sachs Group Inc.
|
|
|
1/18/22
|
|
|
|
(142,301)
|
|
RUB
|
|
|
915,974,058
|
|
|
USD
|
|
|
12,388,994
|
|
|
Goldman Sachs Group Inc.
|
|
|
1/18/22
|
|
|
|
(153,769)
|
|
See Notes to Consolidated Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
21
|
Consolidated schedule of investments (contd)
November 30, 2021
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency
Purchased
|
|
|
Currency
Sold
|
|
|
Counterparty
|
|
Settlement
Date
|
|
|
Unrealized
Appreciation
(Depreciation)
|
|
RUB
|
|
|
1,799,810,000
|
|
|
USD
|
|
|
24,278,286
|
|
|
Goldman Sachs Group Inc.
|
|
|
1/18/22
|
|
|
$
|
(237,125)
|
|
USD
|
|
|
507,954
|
|
|
AUD
|
|
|
696,486
|
|
|
Goldman Sachs Group Inc.
|
|
|
1/18/22
|
|
|
|
11,176
|
|
USD
|
|
|
9,786,326
|
|
|
MXN
|
|
|
206,010,000
|
|
|
Goldman Sachs Group Inc.
|
|
|
1/18/22
|
|
|
|
271,026
|
|
BRL
|
|
|
50,380,931
|
|
|
USD
|
|
|
9,083,373
|
|
|
Morgan Stanley & Co. Inc.
|
|
|
1/18/22
|
|
|
|
(214,899)
|
|
JPY
|
|
|
897,550,000
|
|
|
USD
|
|
|
7,907,177
|
|
|
Morgan Stanley & Co. Inc.
|
|
|
1/18/22
|
|
|
|
40,404
|
|
USD
|
|
|
6,237,601
|
|
|
CAD
|
|
|
7,848,383
|
|
|
Morgan Stanley & Co. Inc.
|
|
|
1/18/22
|
|
|
|
90,865
|
|
USD
|
|
|
7,537,031
|
|
|
CLP
|
|
|
6,204,483,648
|
|
|
Morgan Stanley & Co. Inc.
|
|
|
1/18/22
|
|
|
|
77,406
|
|
USD
|
|
|
13,838,133
|
|
|
MXN
|
|
|
289,604,444
|
|
|
Morgan Stanley & Co. Inc.
|
|
|
1/18/22
|
|
|
|
461,727
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(145,546)
|
|
|
|
|
Abbreviation(s) used in this
table:
|
|
|
AUD
|
|
Australian Dollar
|
|
|
BRL
|
|
Brazilian Real
|
|
|
CAD
|
|
Canadian Dollar
|
|
|
CLP
|
|
Chilean Peso
|
|
|
COP
|
|
Colombian Peso
|
|
|
EUR
|
|
Euro
|
|
|
GBP
|
|
British Pound
|
|
|
IDR
|
|
Indonesian Rupiah
|
|
|
INR
|
|
Indian Rupee
|
|
|
JPY
|
|
Japanese Yen
|
|
|
MXN
|
|
Mexican Peso
|
|
|
MYR
|
|
Malaysian Ringgit
|
|
|
RUB
|
|
Russian Ruble
|
|
|
USD
|
|
United States Dollar
|
At November 30, 2021, the Fund had the following open swap contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CENTRALLY CLEARED INTEREST RATE SWAPS
|
|
|
|
Notional
Amount
|
|
|
Termination
Date
|
|
|
Payments
Made by
the Fund
|
|
Payments
Received by
the
Fund
|
|
Upfront
Premiums
Paid
(Received)
|
|
|
Unrealized
Appreciation
(Depreciation)
|
|
|
|
$
|
56,220,000
|
|
|
|
3/22/23
|
|
|
2.570%*
|
|
CPURNSA*
|
|
|
|
|
|
$
|
2,551,955
|
|
|
|
|
14,120,000
|
|
|
|
4/7/25
|
|
|
0.802%*
|
|
CPURNSA*
|
|
$
|
91,118
|
|
|
|
1,743,268
|
|
|
|
|
56,220,000
|
|
|
|
3/22/26
|
|
|
CPURNSA*
|
|
2.504%*
|
|
|
|
|
|
|
(3,086,212)
|
|
Total
|
|
$
|
126,560,000
|
|
|
|
|
|
|
|
|
|
|
$
|
91,118
|
|
|
$
|
1,209,011
|
|
See Notes to Consolidated
Financial Statements.
|
|
|
22
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CENTRALLY CLEARED CREDIT DEFAULT SWAPS ON CREDIT INDICES SELL
PROTECTION1
|
|
Reference Entity
|
|
Notional
Amount2
|
|
|
Termination
Date
|
|
|
Periodic
Payments
Received by
the
Fund
|
|
Market
Value3
|
|
|
Upfront
Premiums
Paid
(Received)
|
|
|
Unrealized
Depreciation
|
|
Markit CDX.NA.HY.37 Index
|
|
$
|
62,500,000
|
|
|
|
12/20/26
|
|
|
5.000% quarterly
|
|
$
|
4,772,313
|
|
|
$
|
5,756,660
|
|
|
$
|
(984,347)
|
|
Markit CDX.NA.IG.37 Index
|
|
|
158,874,000
|
|
|
|
12/20/26
|
|
|
1.000% quarterly
|
|
|
3,262,478
|
|
|
|
3,720,301
|
|
|
|
(457,823)
|
|
Total
|
|
$
|
221,374,000
|
|
|
|
|
|
|
|
|
$
|
8,034,791
|
|
|
$
|
9,476,961
|
|
|
$
|
(1,442,170)
|
|
1
|
If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap
agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net
settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
|
2
|
The maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of
credit protection if a credit event occurs as defined under the terms of that particular swap agreement.
|
3
|
The quoted market prices and resulting values for credit default swap agreements on asset-backed securities and credit
indices serve as an indicator of the current status of the payment/performance risk and represent the likelihood of an expected loss (or profit) for the credit derivative had the notional amount of the swap agreement been closed/sold as of the
period end. Decreasing market values (sell protection) or increasing market values (buy protection) when compared to the notional amount of the swap, represent a deterioration of the referenced entitys credit soundness and a greater likelihood
or risk of default or other credit event occurring as defined under the terms of the agreement.
|
|
Percentage shown is an annual percentage rate.
|
*
|
One time payment made at termination date.
|
|
|
|
|
|
Abbreviation(s) used in this
table:
|
|
|
|
CPURNSA
|
|
|
|
U.S. CPI Urban Consumers NSA Index
|
See Notes to Consolidated
Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
23
|
Consolidated statement of assets and liabilities
November 30, 2021
|
|
|
|
|
|
Assets:
|
|
Investments in unaffiliated securities, at value (Cost $1,185,703,586)
|
|
$
|
1,272,373,533
|
|
Investments in affiliated securities, at value (Cost $12,923,449)
|
|
|
12,923,449
|
|
Foreign currency, at value (Cost $2,455,213)
|
|
|
2,328,411
|
|
Cash
|
|
|
450,000
|
|
Deposits with brokers for open futures contracts
|
|
|
7,509,276
|
|
Interest receivable
|
|
|
4,979,043
|
|
Unrealized appreciation on forward foreign currency contracts
|
|
|
1,528,529
|
|
Deposits with brokers for centrally cleared swap contracts
|
|
|
1,527,210
|
|
Deposits with brokers for OTC derivatives
|
|
|
1,180,000
|
|
Prepaid expenses
|
|
|
7,530
|
|
Total Assets
|
|
|
1,304,806,981
|
|
|
|
Liabilities:
|
|
|
|
|
Payable for open reverse repurchase agreements (Note 3)
|
|
|
400,625,000
|
|
Deposits from brokers for open reverse repurchase agreements
|
|
|
5,031,000
|
|
Payable to broker net variation margin on open futures contracts
|
|
|
2,383,043
|
|
Unrealized depreciation on forward foreign currency contracts
|
|
|
1,674,075
|
|
Interest expense payable
|
|
|
581,945
|
|
Payable to broker net variation margin on centrally cleared swap contracts
|
|
|
399,884
|
|
Investment management fee payable
|
|
|
374,184
|
|
Payable for securities purchased
|
|
|
287,677
|
|
Administration fee payable
|
|
|
53,458
|
|
Trustees fees payable
|
|
|
1,948
|
|
Accrued expenses
|
|
|
563,199
|
|
Total Liabilities
|
|
|
411,975,413
|
|
Total Net Assets
|
|
$
|
892,831,568
|
|
|
|
Net Assets:
|
|
|
|
|
Common shares, no par value, unlimited number of shares authorized, 61,184,134 shares
issued and outstanding
|
|
$
|
817,536,310
|
|
Total distributable earnings (loss)
|
|
|
75,295,258
|
|
Total Net Assets
|
|
$
|
892,831,568
|
|
|
|
Shares Outstanding
|
|
|
61,184,134
|
|
|
|
Net Asset Value
|
|
|
$14.59
|
|
See Notes to Consolidated
Financial Statements.
|
|
|
24
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Consolidated statement of operations
For the Year Ended November 30, 2021
|
|
|
|
|
|
|
Investment Income:
|
|
|
|
|
Interest
|
|
$
|
60,495,638
|
|
Dividends from affiliated investments
|
|
|
345
|
|
Less: Foreign taxes withheld
|
|
|
(212,477)
|
|
Total Investment
Income
|
|
|
60,283,506
|
|
|
|
Expenses:
|
|
|
|
|
Investment management fee (Note 2)
|
|
|
4,445,689
|
|
Administration fees (Note 2)
|
|
|
635,099
|
|
Excise tax (Note 1)
|
|
|
391,304
|
|
Interest expense
|
|
|
220,858
|
|
Transfer agent fees
|
|
|
133,916
|
|
Legal fees
|
|
|
92,026
|
|
Fund accounting fees
|
|
|
83,968
|
|
Audit and tax fees
|
|
|
64,400
|
|
Custody fees
|
|
|
61,133
|
|
Stock exchange listing fees
|
|
|
31,351
|
|
Trustees fees
|
|
|
27,023
|
|
Shareholder reports
|
|
|
15,025
|
|
Commodity pool reports
|
|
|
14,333
|
|
Insurance
|
|
|
9,522
|
|
Miscellaneous expenses
|
|
|
12,394
|
|
Total Expenses
|
|
|
6,238,041
|
|
Less: Fee waivers and/or expense reimbursements (Note 2)
|
|
|
(290)
|
|
Net Expenses
|
|
|
6,237,751
|
|
Net Investment Income
|
|
|
54,045,755
|
|
|
|
Realized and Unrealized Gain (Loss) on Investments, Futures Contracts, Written Options, Swap Contracts,
Forward Foreign Currency Contracts and Foreign Currency
Transactions (Notes 1, 3 and 4):
|
|
|
|
|
Net Realized Gain From:
|
|
|
|
|
Investment transactions in unaffiliated securities
|
|
|
29,910,111
|
|
Futures contracts
|
|
|
14,893,781
|
|
Written options
|
|
|
4,049,918
|
|
Swap contracts
|
|
|
10,937,917
|
|
Forward foreign currency contracts
|
|
|
2,073,124
|
|
Foreign currency transactions
|
|
|
217,748
|
|
Net Realized Gain
|
|
|
62,082,599
|
|
Change in Net Unrealized Appreciation (Depreciation) From:
|
|
|
|
|
Investments in unaffiliated securities
|
|
|
(21,723,292)
|
|
Futures contracts
|
|
|
(4,435,722)
|
|
Written options
|
|
|
931,145
|
|
Swap contracts
|
|
|
(7,212,562)
|
|
Forward foreign currency contracts
|
|
|
134,890
|
|
Foreign currencies
|
|
|
(324,691)
|
|
Change in Net Unrealized Appreciation
(Depreciation)
|
|
|
(32,630,232)
|
|
Net Gain on Investments, Futures Contracts, Written Options, Swap Contracts,
Forward Foreign Currency Contracts and Foreign Currency Transactions
|
|
|
29,452,367
|
|
Increase in Net Assets From Operations
|
|
$
|
83,498,122
|
|
See Notes to Consolidated
Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
25
|
Consolidated statements of changes in net assets
|
|
|
|
|
|
|
|
|
For the Years Ended November 30,
|
|
2021
|
|
|
2020
|
|
|
|
|
Operations:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
$
|
54,045,755
|
|
|
$
|
19,225,563
|
|
Net realized gain (loss)
|
|
|
62,082,599
|
|
|
|
(26,145,554)
|
|
Change in net unrealized appreciation (depreciation)
|
|
|
(32,630,232)
|
|
|
|
87,209,981
|
|
Increase in Net Assets From
Operations
|
|
|
83,498,122
|
|
|
|
80,289,990
|
|
|
|
|
Distributions to Shareholders From (Note 1):
|
|
|
|
|
|
|
|
|
Total distributable earnings
|
|
|
(25,880,889)
|
|
|
|
(24,204,209)
|
|
Return of capital
|
|
|
|
|
|
|
(391,813)
|
|
Decrease in Net Assets From Distributions
to Shareholders
|
|
|
(25,880,889)
|
|
|
|
(24,596,022)
|
|
Increase in Net
Assets
|
|
|
57,617,233
|
|
|
|
55,693,968
|
|
|
|
|
Net Assets:
|
|
|
|
|
|
|
|
|
Beginning of year
|
|
|
835,214,335
|
|
|
|
779,520,367
|
|
End of year
|
|
$
|
892,831,568
|
|
|
|
$835,214,335
|
|
See Notes to Consolidated
Financial Statements.
|
|
|
26
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Consolidated statement of cash flows
For the Year Ended November 30, 2021
|
|
|
|
|
|
|
Increase (Decrease) in Cash:
|
|
|
|
|
Cash Flows from Operating Activities:
|
|
|
|
|
Net increase in net assets resulting from operations
|
|
$
|
83,498,122
|
|
Adjustments to reconcile net increase in net assets resulting from operations to net cash
provided (used) by operating activities:
|
|
|
|
|
Purchases of portfolio securities
|
|
|
(315,340,951)
|
|
Sales of portfolio securities
|
|
|
319,758,326
|
|
Net purchases, sales and maturities of short-term investments
|
|
|
(17,904,921)
|
|
Net inflation adjustment
|
|
|
(48,239,352)
|
|
Net amortization of premium (accretion of discount)
|
|
|
9,362,763
|
|
Decrease in interest receivable
|
|
|
631,891
|
|
Decrease in receivable from broker net variation margin on centrally cleared swap
contracts
|
|
|
309,688
|
|
Decrease in prepaid expenses
|
|
|
2,450
|
|
Increase in payable to broker net variation margin on centrally cleared swap
contracts
|
|
|
399,884
|
|
Decrease in deposits from brokers for open reverse repurchase agreements
|
|
|
(11,233,000)
|
|
Decrease in deposits from brokers for OTC derivatives
|
|
|
(350,000)
|
|
Increase in payable for securities purchased
|
|
|
287,677
|
|
Increase in investment management fee payable
|
|
|
27,385
|
|
Decrease in Trustees fees payable
|
|
|
(5,541)
|
|
Increase in administration fee payable
|
|
|
3,915
|
|
Decrease in interest expense payable
|
|
|
(721,739)
|
|
Increase in accrued expenses
|
|
|
355,617
|
|
Decrease in premiums received from written options
|
|
|
(2,264,824)
|
|
Increase in payable to broker net variation margin on futures contracts
|
|
|
2,236,712
|
|
Net realized gain on investments
|
|
|
(29,910,111)
|
|
Change in net unrealized appreciation (depreciation) of investments, written options and
forward foreign currency contracts
|
|
|
20,657,257
|
|
Net Cash Provided in Operating
Activities*
|
|
|
11,561,248
|
|
|
|
Cash Flows from Financing Activities:
|
|
|
|
|
Distributions paid on common stock
|
|
|
(25,880,889)
|
|
Increase in payable for open reverse repurchase agreements
|
|
|
8,368,750
|
|
Net Cash Used by Financing
Activities
|
|
|
(17,512,139)
|
|
Net Decrease in Cash and Restricted Cash
|
|
|
(5,950,891)
|
|
Cash and restricted cash at beginning of year
|
|
|
18,945,788
|
|
Cash and restricted cash at end of year
|
|
$
|
12,994,897
|
|
*
|
Included in operating expenses is cash of $942,597 paid for interest on borrowings.
|
See Notes to Consolidated Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
27
|
Consolidated statement of cash flows (contd)
For the Year Ended November 30, 2021
|
The following table provides a reconciliation of cash (including foreign currency) and restricted cash reported within the
Consolidated Statement of Assets and Liabilities that sums to the total of such amounts shown on the Consolidated Statement of Cash Flows.
|
|
|
|
|
|
|
|
November 30, 2021
|
|
Cash
|
|
$
|
2,778,411
|
|
Restricted cash
|
|
|
10,216,486
|
|
Total cash and restricted cash shown in the Consolidated Statement of Cash Flows
|
|
$
|
12,994,897
|
|
Restricted cash consists of cash that has been segregated to cover the Funds collateral or margin obligations under derivative
contracts. It is separately reported on the Consolidated Statement of Assets and Liabilities as Deposits with brokers.
See Notes to Consolidated Financial Statements.
|
|
|
28
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Consolidated financial highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For a share of common stock outstanding throughout each year ended November 30:
|
|
|
|
|
|
|
|
|
|
20211
|
|
|
20201
|
|
|
20191
|
|
|
20181
|
|
|
20171
|
|
|
|
|
|
|
|
Net asset value, beginning of year
|
|
|
$13.65
|
|
|
|
$12.74
|
|
|
|
$11.96
|
|
|
|
$12.79
|
|
|
|
$12.37
|
|
|
|
|
|
|
|
Income (loss) from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
0.88
|
|
|
|
0.31
|
|
|
|
0.39
|
|
|
|
0.42
|
|
|
|
0.38
|
|
Net realized and unrealized gain (loss)
|
|
|
0.48
|
|
|
|
1.00
|
|
|
|
0.82
|
|
|
|
(0.82)
|
|
|
|
0.46
|
|
Total income (loss) from
operations
|
|
|
1.36
|
|
|
|
1.31
|
|
|
|
1.21
|
|
|
|
(0.40)
|
|
|
|
0.84
|
|
|
Less distributions from:
|
|
Net investment income
|
|
|
(0.42)
|
|
|
|
(0.39)
|
|
|
|
(0.43)
|
|
|
|
(0.43)
|
|
|
|
(0.42)
|
|
Return of capital
|
|
|
|
|
|
|
(0.01)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
distributions
|
|
|
(0.42)
|
|
|
|
(0.40)
|
|
|
|
(0.43)
|
|
|
|
(0.43)
|
|
|
|
(0.42)
|
|
|
|
|
|
|
|
Net asset value, end of year
|
|
|
$14.59
|
|
|
|
$13.65
|
|
|
|
$12.74
|
|
|
|
$11.96
|
|
|
|
$12.79
|
|
|
|
|
|
|
|
Market price, end of year
|
|
|
$13.51
|
|
|
|
$11.84
|
|
|
|
$11.14
|
|
|
|
$10.30
|
|
|
|
$11.31
|
|
Total return, based on NAV2,3
|
|
|
10.09
|
%
|
|
|
10.58
|
%
|
|
|
10.25
|
%
|
|
|
(3.21)
|
%
|
|
|
6.99
|
%
|
Total return, based on Market Price4
|
|
|
17.88
|
%
|
|
|
10.19
|
%
|
|
|
12.53
|
%
|
|
|
(5.32)
|
%
|
|
|
7.42
|
%
|
|
|
|
|
|
|
Net assets, end of year (millions)
|
|
|
$893
|
|
|
|
$835
|
|
|
|
$780
|
|
|
|
$732
|
|
|
|
$782
|
|
|
|
|
|
|
|
Ratios to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross expenses
|
|
|
0.71
|
%
|
|
|
1.32
|
%
|
|
|
1.82
|
%
|
|
|
1.72
|
%
|
|
|
1.44
|
%
|
Net expenses5
|
|
|
0.71
|
6
|
|
|
1.32
|
|
|
|
1.82
|
|
|
|
1.72
|
|
|
|
1.44
|
|
Net investment income
|
|
|
6.19
|
|
|
|
2.45
|
|
|
|
3.07
|
|
|
|
3.36
|
|
|
|
3.04
|
|
|
|
|
|
|
|
Portfolio turnover rate
|
|
|
26
|
%
|
|
|
44
|
%
|
|
|
35
|
%
|
|
|
48
|
%
|
|
|
57
|
%
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the
absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.
|
3
|
The total return calculation assumes that distributions are reinvested at NAV. Past performance is no guarantee of future
results.
|
4
|
The total return calculation assumes that distributions are reinvested in accordance with the Funds dividend
reinvestment plan. Past performance is no guarantee of future results.
|
5
|
The investment adviser has agreed to waive the Funds management fee to an extent sufficient to offset the net
management fee payable in connection with any investment in an affiliated money market fund.
|
6
|
Reflects fee waivers and/or expense reimbursements.
|
See Notes to Consolidated Financial Statements.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
29
|
Notes to consolidated financial statements
1. Organization and significant accounting policies
Western Asset Inflation-Linked Opportunities & Income Fund (the Fund) is registered under the Investment Company Act of 1940, as amended (1940
Act), as a diversified, closed-end management investment company. The Fund commenced operations on February 25, 2004.
The Funds primary investment
objective is to provide current income for its shareholders. Capital appreciation, when consistent with current income, is a secondary investment objective. Under normal market conditions and at the time of purchase, the Fund will invest at least
80% of its total managed assets in inflation-linked securities. The Fund may invest up to 100% of its total managed assets in non-U.S. dollar investments. The Fund may also invest up to 40% of its total managed assets in below investment grade
securities. If a security is rated by multiple nationally recognized statistical rating organizations (NRSROs) and receives different ratings, the Fund will treat the security as being rated in the highest rating category received from
an NRSRO.
The Fund may gain exposure to the commodities markets by investing a portion of its assets in a wholly-owned subsidiary, Western Asset Inflation-Linked
Opportunities & Income Fund CFC (the Subsidiary), organized under the laws of the Cayman Islands. Among other investments, the Subsidiary may invest in commodity-linked instruments. The Fund may invest up to 25% of its total
assets in the Subsidiary; although 10% of total managed assets may be utilized for commodity-related strategies. These financial statements are consolidated financial statements of the Fund and the Subsidiary. All interfund transactions have been
eliminated in consolidation.
The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted
accounting principles (GAAP). Estimates and assumptions are required to be made regarding assets, liabilities and changes in net assets resulting from operations when financial statements are prepared. Changes in the economic
environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ. Subsequent events have been evaluated through the date the financial statements were issued.
(a) Investment valuation. The valuations for fixed income
securities (which may include, but are not limited to, corporate, government, municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) and certain derivative instruments are typically the prices supplied by
independent third party pricing services, which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services typically use inputs that are observable such as
issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. Investments in open-end funds are valued at the closing net asset value per share of each fund on the day
of valuation. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. Equity securities for which market
|
|
|
30
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
quotations are available are valued at the last reported sales price or official closing price on the primary market or
exchange on which they trade. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. (Eastern Time). If independent third party pricing
services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/dealers or at the
transaction price if the security has recently been purchased and no value has yet been obtained from a pricing service or pricing broker. When reliable prices are not readily available, such as when the value of a security has been significantly
affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities as determined in accordance with procedures approved by
the Funds Board of Trustees.
The Board of Trustees is responsible for the valuation process and has delegated the supervision of the daily valuation process
to the Global Fund Valuation Committee (known as Legg Mason North Atlantic Fund Valuation Committee prior to March 1, 2021) (the Valuation Committee). The Valuation Committee, pursuant to the policies adopted by the Board of
Trustees, is responsible for making fair value determinations, evaluating the effectiveness of the Funds pricing policies, and reporting to the Board of Trustees. When determining the reliability of third party pricing information for
investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of pricing vendors, monitors the daily change in prices and reviews transactions among market participants.
The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies
include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental
investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuers
financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts research and observations from financial institutions; information
regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the
existence of a shelf registration for restricted securities.
For each portfolio security that has been fair valued pursuant to the policies adopted by the Board of
Trustees, the fair value price is compared against the last available and next
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
31
|
Notes to consolidated financial statements (contd)
available market quotations. The Valuation Committee reviews the results of such back testing
monthly and fair valuation occurrences are reported to the Board of Trustees quarterly.
The Fund uses valuation techniques to measure fair value that are consistent
with the market approach and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable
securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.
GAAP establishes a disclosure hierarchy that
categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. 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 Funds own assumptions in determining the fair
value of investments)
|
The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing
in those securities.
|
|
|
32
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
The following is a summary of the inputs used in valuing the Funds assets and liabilities carried at fair value:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
Description
|
|
Quoted Prices
(Level 1)
|
|
|
Other Significant
Observable Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
|
Total
|
|
Long-Term Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury Inflation Protected Securities
|
|
|
|
|
|
$
|
1,013,032,855
|
|
|
|
|
|
|
$
|
1,013,032,855
|
|
Corporate Bonds & Notes
|
|
|
|
|
|
|
86,684,159
|
|
|
|
|
|
|
|
86,684,159
|
|
Collateralized Mortgage Obligations
|
|
|
|
|
|
|
71,993,996
|
|
|
|
|
|
|
|
71,993,996
|
|
Non-U.S. Treasury Inflation Protected Securities
|
|
|
|
|
|
|
48,803,561
|
|
|
|
|
|
|
|
48,803,561
|
|
Sovereign Bonds
|
|
|
|
|
|
|
44,153,866
|
|
|
|
|
|
|
|
44,153,866
|
|
Asset-Backed Securities
|
|
|
|
|
|
|
7,415,662
|
|
|
|
|
|
|
|
7,415,662
|
|
U.S. Government & Agency Obligations
|
|
|
|
|
|
|
289,434
|
|
|
|
|
|
|
|
289,434
|
|
Total Long-Term Investments
|
|
|
|
|
|
|
1,272,373,533
|
|
|
|
|
|
|
|
1,272,373,533
|
|
Short-Term Investments
|
|
$
|
12,923,449
|
|
|
|
|
|
|
|
|
|
|
|
12,923,449
|
|
Total Investments
|
|
$
|
12,923,449
|
|
|
$
|
1,272,373,533
|
|
|
|
|
|
|
$
|
1,285,296,982
|
|
Other Financial Instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Futures Contracts
|
|
$
|
8,526,393
|
|
|
|
|
|
|
|
|
|
|
$
|
8,526,393
|
|
Forward Foreign Currency
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contracts
|
|
|
|
|
|
$
|
1,528,529
|
|
|
|
|
|
|
|
1,528,529
|
|
Centrally Cleared Interest Rate Swaps
|
|
|
|
|
|
|
4,295,223
|
|
|
|
|
|
|
|
4,295,223
|
|
Total Other Financial Instruments
|
|
$
|
8,526,393
|
|
|
$
|
5,823,752
|
|
|
|
|
|
|
$
|
14,350,145
|
|
Total
|
|
$
|
21,449,842
|
|
|
$
|
1,278,197,285
|
|
|
|
|
|
|
$
|
1,299,647,127
|
|
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
33
|
Notes to consolidated financial statements (contd)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
Description
|
|
Quoted Prices
(Level 1)
|
|
|
Other
Significant
Observable Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
|
Total
|
|
Other Financial Instruments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Futures Contracts
|
|
$
|
10,684,160
|
|
|
|
|
|
|
|
|
|
|
$
|
10,684,160
|
|
Forward Foreign Currency Contracts
|
|
|
|
|
|
$
|
1,674,075
|
|
|
|
|
|
|
|
1,674,075
|
|
Centrally Cleared Interest Rate Swaps
|
|
|
|
|
|
|
3,086,212
|
|
|
|
|
|
|
|
3,086,212
|
|
Centrally Cleared Credit Default Swaps on Credit Indices Sell
Protection
|
|
|
|
|
|
|
1,442,170
|
|
|
|
|
|
|
|
1,442,170
|
|
Total
|
|
$
|
10,684,160
|
|
|
$
|
6,202,457
|
|
|
|
|
|
|
$
|
16,886,617
|
|
|
See Consolidated Schedule of Investments for additional detailed categorizations.
|
|
Reflects the unrealized appreciation (depreciation) of the instruments.
|
(b) Purchased options. When the Fund purchases an option,
an amount equal to the premium paid by the Fund is recorded as an investment on the Consolidated Statement of Assets and Liabilities, the value of which is marked-to-market to reflect the current market value of the option purchased. If the
purchased option expires, the Fund realizes a loss equal to the amount of premium paid. When an instrument is purchased or sold through the exercise of an option, the related premium paid is added to the basis of the instrument acquired or deducted
from the proceeds of the instrument sold. The risk associated with purchasing put and call options is limited to the premium paid.
(c) Written options. When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability, the value of
which is marked-to-market daily to reflect the current market value of the option written. If the option expires, the premium received is recorded as a realized gain. When a written call option is exercised, the difference between the premium
received plus the option exercise price and the Funds basis in the underlying security (in the case of a covered written call option), or the cost to purchase the underlying security (in the case of an uncovered written call option), including
brokerage commission, is recognized as a realized gain or loss. When a written put option is exercised, the amount of the premium received is subtracted from the cost of the security purchased by the Fund from the exercise of the written put option
to form the Funds basis in the underlying security purchased. The writer or buyer of an option traded on an exchange can liquidate the position before the exercise of the option by entering into a closing transaction. The cost of a closing
transaction is deducted from the original premium received resulting in a realized gain or loss to the Fund.
The risk in writing a covered call option is
that the Fund may forego the opportunity of profit if the market price of the underlying security increases and the option is exercised. The risk
|
|
|
34
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
in writing a put option is that the Fund may incur a loss if the market price of the underlying security decreases and the
option is exercised. The risk in writing an uncovered call option is that the Fund is exposed to the risk of loss if the market price of the underlying security increases. In addition, there is the risk that the Fund may not be able to enter into a
closing transaction because of an illiquid secondary market.
(d) Futures contracts. The Fund uses futures contracts generally to gain exposure to, or hedge against, changes in interest rates or gain exposure to, or hedge against, changes in certain asset classes. A futures contract represents a commitment
for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the Fund is required to deposit
cash or securities with a broker in an amount equal to a certain percentage of the contract amount. This is known as the initial margin and subsequent payments (variation margin) are made or received
by the Fund each day, depending on the daily fluctuation in the value of the contract. For certain futures, including foreign denominated futures, variation margin is not settled daily, but is recorded as a net variation margin payable or
receivable. The daily changes in contract value are recorded as unrealized appreciation or depreciation in the Consolidated Statement of Operations and the Fund recognizes a realized gain or loss when the contract is closed.
Futures contracts involve, to varying degrees, risk of loss in excess of the amounts reflected in the financial statements. In addition, there is the risk that the Fund
may not be able to enter into a closing transaction because of an illiquid secondary market.
(e)
Forward foreign currency contracts. The Fund enters into a forward foreign currency contract to hedge against foreign currency exchange rate risk on its non-U.S. dollar denominated securities or to
facilitate settlement of a foreign currency denominated portfolio transaction. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price with delivery and settlement at a future date. The
contract is marked-to-market daily and the change in value is recorded by the Fund as an unrealized gain or loss. When a forward foreign currency contract is closed, through either delivery or offset by entering into another forward foreign currency
contract, the Fund recognizes a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it is closed.
Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency.
Forward foreign currency contracts involve elements of market risk in excess of the amounts reflected on the Consolidated Statement of Assets and Liabilities. The Fund
bears the risk of an unfavorable change in the foreign exchange rate underlying the forward foreign currency contract. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of
their contracts.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
35
|
Notes to consolidated financial statements (contd)
(f) Swap agreements. The Fund invests in swaps for the purpose of managing its exposure to interest rate, credit or market risk, or for other purposes. The use of swaps involves risks that are different from those associated with other
portfolio transactions. Swap agreements are privately negotiated in the over-the-counter market and may be entered into as a bilateral contract (OTC Swaps) or centrally cleared (Centrally Cleared Swaps). Unlike Centrally
Cleared Swaps, the Fund has credit exposure to the counterparties of OTC Swaps.
In a Centrally Cleared Swap, immediately following execution of the swap, the
swap agreement is submitted to a clearinghouse or central counterparty (the CCP) and the CCP becomes the ultimate counterparty of the swap agreement. The Fund is required to interface with the CCP through a broker, acting in an agency
capacity. All payments are settled with the CCP through the broker. Upon entering into a Centrally Cleared Swap, the Fund is required to deposit initial margin with the broker in the form of cash or securities.
Swap contracts are marked-to-market daily and changes in value are recorded as unrealized appreciation (depreciation). The daily change in valuation of Centrally Cleared
Swaps, if any, is recorded as a net receivable or payable for variation margin on the Consolidated Statement of Assets and Liabilities. Gains or losses are realized upon termination of the swap agreement. Collateral, in the form of restricted cash
or securities, may be required to be held in segregated accounts with the Funds custodian in compliance with the terms of the swap contracts. Securities posted as collateral for swap contracts are identified in the Consolidated Schedule of
Investments and restricted cash, if any, is identified on the Consolidated Statement of Assets and Liabilities. Risks may exceed amounts recorded in the Consolidated Statement of Assets and Liabilities. These risks include changes in the returns of
the underlying instruments, failure of the counterparties to perform under the contracts terms, and the possible lack of liquidity with respect to the swap agreements.
OTC Swap payments received or made at the beginning of the measurement period are reflected as a premium or deposit, respectively, on the Consolidated Statement of
Assets and Liabilities. These upfront payments are amortized over the life of the swap and are recognized as realized gain or loss in the Consolidated Statement of Operations. Net periodic payments received or paid by the Fund are recognized as a
realized gain or loss in the Consolidated Statement of Operations.
The Funds maximum exposure in the event of a defined credit event on a credit default swap
to sell protection is the notional amount.
As of November 30, 2021, the total notional value of all credit default swaps to sell protection was $221,374,000.
This amount would be offset by the value of the swaps reference entity, upfront premiums received on the swap and any amounts received from the settlement of a credit default swap where the Fund bought protection for the same referenced
security/entity.
|
|
|
36
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
For average notional amounts of swaps held during the year ended November 30, 2021, see Note 4.
Credit default swaps
The Fund
enters into credit default swap (CDS) contracts for investment purposes, to manage its credit risk or to add leverage. CDS agreements involve one party making a stream of payments to another party in exchange for the right to receive a
specified return in the event of a default by a third party, typically corporate or sovereign issuers, on a specified obligation, or in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced
entities comprising a credit index. The Fund may use a CDS to provide protection against defaults of the issuers (i.e., to reduce risk where the Fund has exposure to an issuer) or to take an active long or short position with respect to the
likelihood of a particular issuers default. As a seller of protection, the Fund generally receives an upfront payment or a stream of payments throughout the term of the swap provided that there is no credit event. If the Fund is a seller of
protection and a credit event occurs, as defined under the terms of that particular swap agreement, the maximum potential amount of future payments (undiscounted) that the Fund could be required to make under a CDS agreement would be an amount equal
to the notional amount of the agreement. These amounts of potential payments will be partially offset by any recovery of values from the respective referenced obligations. As a seller of protection, the Fund effectively adds leverage to its
portfolio because, in addition to its total net assets, the Fund is subject to investment exposure on the notional amount of the swap. As a buyer of protection, the Fund generally receives an amount up to the notional value of the swap if a credit
event occurs.
Implied spreads are the theoretical prices a lender receives for credit default protection. When spreads rise, market perceived credit risk rises and
when spreads fall, market perceived credit risk falls. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to enter into the agreement. Wider credit
spreads and decreasing market values, when compared to the notional amount of the swap, represent a deterioration of the referenced entitys credit soundness and a greater likelihood or risk of default or other credit event occurring as defined
under the terms of the agreement. Credit spreads utilized in determining the period end market value of CDS agreements on corporate or sovereign issues are disclosed in the Consolidated Schedule of Investments and serve as an indicator of the
current status of the payment/performance risk and represent the likelihood or risk of default for credit derivatives. For CDS agreements on asset-backed securities and credit indices, the quoted market prices and resulting values, particularly in
relation to the notional amount of the contract as well as the annual payment rate, serve as an indication of the current status of the payment/performance risk.
The Funds maximum risk of loss from counterparty risk, as the protection buyer, is the fair value of the contract (this risk is mitigated by the posting of
collateral by the counterparty to
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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37
|
Notes to consolidated financial statements (contd)
the Fund to cover the Funds exposure to the counterparty). As the protection seller, the
Funds maximum risk is the notional amount of the contract. CDS are considered to have credit risk-related contingent features since they require payment by the protection seller to the protection buyer upon the occurrence of a defined credit
event.
Entering into a CDS agreement involves, to varying degrees, elements of credit, market and documentation risk in excess of the related amounts recognized on
the Consolidated Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreement may default on its obligation to perform or disagree as to the
meaning of the contractual terms in the agreement, and that there will be unfavorable changes in net interest rates.
Interest rate
swaps
The Fund enters into interest rate swap contracts to manage its exposure to interest rate risk. Interest rate swaps are agreements between
two parties to exchange cash flows based on a notional principal amount. The Fund may elect to pay a fixed rate and receive a floating rate, receive a fixed rate and pay a floating rate, or pay and receive a floating rate, on a notional principal
amount. Interest rate swaps are marked-to-market daily based upon quotations from market makers and the change, if any, is recorded as an unrealized appreciation or depreciation in the Consolidated Statement of Operations. When a swap contract is
terminated early, the Fund records a realized gain or loss equal to the difference between the original cost and the settlement amount of the closing transaction.
The risks of interest rate swaps include changes in market conditions that will affect the value of the contract or changes in the present value of the future cash flow
streams and the possible inability of the counterparty to fulfill its obligations under the agreement. The Funds maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the
counterparty over the contracts remaining life, to the extent that amount is positive. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Funds exposure to the counterparty.
(g) Stripped securities. The Fund may invest in Stripped Securities, a term used
collectively for components, or strips, of fixed income securities. Stripped Securities can be principal only securities (PO), which are debt obligations that have been stripped of unmatured interest coupons, or interest only securities
(IO), which are unmatured interest coupons that have been stripped from debt obligations. The market value of Stripped Securities will fluctuate in response to changes in economic conditions, rates of pre-payment, interest rates and the
markets perception of the securities. However, fluctuations in response to interest rates may be greater in Stripped Securities than for debt obligations of comparable maturities that pay interest currently. The amount of fluctuation may
increase with a longer period of maturity.
The yield to maturity on IOs is sensitive to the rate of principal repayments (including prepayments) on the
related underlying debt obligation and principal payments may have a
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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material effect on yield to maturity. If the underlying debt obligation experiences greater than anticipated prepayments of
principal, the Fund may not fully recoup its initial investment in IOs.
(h) Reverse repurchase
agreements. The Fund may enter into reverse repurchase agreements. Under the terms of a typical reverse repurchase agreement, a fund sells a security subject to an obligation to repurchase the security from the buyer at an agreed upon
time and price. In the event the buyer of securities under a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Funds use of the proceeds of the agreement may be restricted pending a determination by the counterparty,
or its trustee or receiver, whether to enforce the Funds obligation to repurchase the securities. In entering into reverse repurchase agreements, the Fund will pledge cash, U.S. government securities or other liquid debt obligations at least
equal in value to its obligations with respect to reverse repurchase agreements or will take other actions permitted by law to cover its obligations. If the market value of the collateral declines during the period, the Fund may be required to post
additional collateral to cover its obligation. Cash collateral that has been pledged to cover obligations of the Fund under reverse repurchase agreements, if any, will be reported separately in the Consolidated Statement of Assets and Liabilities.
Securities pledged as collateral are noted in the Consolidated Schedule of Investments. Interest payments made on reverse repurchase agreements are recognized as a component of Interest expense on the Consolidated Statement of
Operations. In periods of increased demand for the security, the Fund may receive a fee for use of the security by the counterparty, which may result in interest income to the Fund.
(i) Inflation-indexed bonds. Inflation-indexed bonds are fixed income securities whose principal value or
interest rate is periodically adjusted according to the rate of inflation. As the index measuring inflation changes, the principal value or interest rate of inflation-indexed bonds will be adjusted accordingly. Inflation adjustments to the principal
amount of inflation-indexed bonds are reflected as an increase or decrease to investment income on the Consolidated Statement of Operations. Repayment of the original bond principal upon maturity (as adjusted for inflation) is guaranteed in the case
of U.S. Treasury inflation-indexed bonds. For bonds that do not provide a similar guarantee, the adjusted principal value of the bond repaid at maturity may be less than the original principal.
(j) Cash flow information. The Fund invests in securities and distributes dividends from net investment
income and net realized gains, which are paid in cash and may be reinvested at the discretion of shareholders. These activities are reported in the Consolidated Statements of Changes in Net Assets and additional information on cash receipts and cash
payments is presented in the Consolidated Statement of Cash Flows.
(k) Foreign currency translation.
Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and
income and expense items denominated in foreign currencies are translated
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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39
|
Notes to consolidated financial statements (contd)
into U.S. dollar amounts based upon prevailing exchange rates on the respective dates of such
transactions.
The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the
fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or
losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Funds books and the U.S. dollar equivalent of the
amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on the date of valuation, resulting from changes in exchange rates.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions
as a result of, among other factors, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.
(l) Credit and market risk. The Fund invests in high-yield and emerging market instruments that are subject
to certain credit and market risks. The yields of high-yield and emerging market debt obligations reflect, among other things, perceived credit and market risks. The Funds investments in securities rated below investment grade typically
involve risks not associated with higher rated securities including, among others, greater risk related to timely and ultimate payment of interest and principal, greater market price volatility and less liquid secondary market trading. The
consequences of political, social, economic or diplomatic changes may have disruptive effects on the market prices of investments held by the Fund. The Funds investments in non-U.S. dollar denominated securities may also result in foreign
currency losses caused by devaluations and exchange rate fluctuations.
Investments in securities that are collateralized by real estate mortgages are subject to
certain credit and liquidity risks. When market conditions result in an increase in default rates of the underlying mortgages and the foreclosure values of underlying real estate properties are materially below the outstanding amount of these
underlying mortgages, collection of the full amount of accrued interest and principal on these investments may be doubtful. Such market conditions may significantly impair the value and liquidity of these investments and may result in a lack of
correlation between their credit ratings and values.
(m) Foreign investment risks. The Funds
investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign
|
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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currencies, may require settlement in foreign currencies or may pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can
significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all
of which affect the market and/or credit risk of the investments.
(n) Counterparty risk and credit-risk-related
contingent features of derivative instruments. The Fund may invest in certain securities or engage in other transactions, where the Fund is exposed to counterparty credit risk in addition to broader market risks. The Fund may invest in
securities of issuers, which may also be considered counterparties as trading partners in other transactions. This may increase the risk of loss in the event of default or bankruptcy by the counterparty or if the counterparty otherwise fails to meet
its contractual obligations. The Funds investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net
exposure to each individual counterparty based on its assessment and (iii) requiring collateral from the counterparty for certain transactions.
Market events
and changes in overall economic conditions may impact the assessment of such counterparty risk by the investment adviser. In addition, declines in the values of underlying collateral received may expose the Fund to increased risk of loss.
With exchange traded and centrally cleared derivatives, there is less counterparty risk to the Fund since the exchange or clearinghouse, as counterparty to such
instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, the credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law,
the Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default of the clearing broker or clearinghouse.
The Fund has entered into master agreements, such as an International Swaps and Derivatives Association, Inc. Master Agreement (ISDA Master Agreement) or
similar agreement, with certain of its derivative counterparties that govern over-the-counter (OTC) derivatives and provide for general obligations, representations, agreements, collateral posting terms, netting provisions in the event
of default or termination and credit related contingent features. The credit related contingent features include, but are not limited to, a percentage decrease in the Funds net assets or net asset value per share over a specified period of
time. If these credit related contingent features were triggered, the derivatives counterparty could terminate the positions and demand payment or require additional collateral.
Under an ISDA Master Agreement, the Fund may, under certain circumstances, offset with the counterparty certain derivative financial instruments payables and/or
receivables with collateral held and/or posted and create one single net payment. However, absent an event
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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41
|
Notes to consolidated financial statements (contd)
of default by the counterparty or a termination of the agreement, the terms of the ISDA Master
Agreements do not result in an offset of reported amounts of financial assets and financial liabilities in the Consolidated Statement of Assets and Liabilities across transactions between the Fund and the applicable counterparty. The enforceability
of the right to offset may vary by jurisdiction.
Collateral requirements differ by type of derivative. Collateral or margin requirements are set by the broker or
exchange clearinghouse for exchange traded derivatives while collateral terms are contract specific for OTC traded derivatives. Cash collateral that has been pledged to cover obligations of the Fund under derivative contracts, if any, will be
reported separately in the Consolidated Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Consolidated Schedule of Investments.
As of November 30, 2021, the Fund held forward foreign currency contracts with credit related contingent features which had a liability position of $1,674,075. If a
contingent feature in the master agreements would have been triggered, the Fund would have been required to pay this amount to its derivatives counterparties. As of November 30, 2021, the Fund had posted with its counterparties cash and/or
securities as collateral to cover the net liability of these derivatives amounting to $1,180,000, which could be used to reduce the required payment.
(o) Security transactions and investment income. Security transactions are accounted for on a trade date basis. Interest income (including interest income from payment-in-kind securities),
adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Paydown gains and losses on mortgage- and asset-backed securities are recorded as adjustments to interest income. Dividend income is recorded on the
ex-dividend date for dividends received in cash and/or securities. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable
due diligence. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults or a credit event occurs that impacts the issuer, the Fund may halt any additional interest income accruals and
consider the realizability of interest accrued up to the date of default or credit event.
(p)
Distributions to shareholders. Distributions from net investment income of the Fund, if any, are declared and paid on a monthly basis. Distributions of net realized gains, if any, are declared at least
annually. Pursuant to its Managed Distribution Policy, the Fund intends to make regular monthly distributions to shareholders at a fixed rate per common share, which rate may be adjusted from time to time by the Funds Board of Trustees. Under
the Funds Managed Distribution Policy, if, for any monthly distribution, the value of the Funds net investment income and net realized capital gain is less than the amount of the distribution, the difference will be distributed from the
Funds net assets (and may constitute a return of capital). Shareholders will be informed of the tax characteristics of
|
|
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
the distributions after the close of the 2021 fiscal year. The Board of Trustees may modify, terminate or suspend the Managed Distribution Policy at any time, including when certain events would
make part of the return of capital taxable to shareholders. Any such modification, termination or suspension could have an adverse effect on the market price of the Funds shares. Distributions to shareholders of the Fund are recorded on the
ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.
(q)
Compensating balance arrangements. The Fund has an arrangement with its custodian bank whereby a portion of the custodians fees is paid indirectly by credits earned on the Funds cash on deposit with the bank.
(r) Federal and other taxes. It is the Funds policy to comply with the federal income and excise tax
requirements of the Internal Revenue Code of 1986 (the Code), as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute its taxable income and net realized gains, if any, to shareholders in
accordance with timing requirements imposed by the Code. Therefore, no federal or state income tax provision is required in the Funds financial statements.
However, due to the timing of when distributions are made by the Fund, the Fund may be subject to an excise tax of 4% of the amount by which 98% of the Funds
annual taxable income and 98.2% of net realized gains exceed the distributions from such taxable income and realized gains for the calendar year. The Fund anticipates being subject to an excise tax of approximately $1,200,000 for the calendar year
2021, of which $391,304 was accrued as of November 30, 2021.
Management has analyzed the Funds tax positions taken on income tax returns for all open tax
years and has concluded that as of November 30, 2021, no provision for income tax is required in the Funds financial statements. The Funds federal and state income and federal excise tax returns for tax years for which the
applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.
Under the
applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates.
(s) Reclassification. GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax reporting. These reclassifications have no
effect on net assets or net asset value per share. During the current year, the following reclassifications have been made:
|
|
|
|
|
|
|
Total Distributable
Earnings (Loss)
|
|
Paid-in
Capital
|
(a)
|
|
$391,304
|
|
$(391,304)
|
(a)
|
Reclassifications are due to a non-deductible excise tax accrued by the Fund.
|
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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43
|
Notes to consolidated financial statements (contd)
2. Investment management agreement and other transactions with affiliates
The Fund has entered into an Investment Management Agreement with Western Asset Management Company, LLC (Western Asset or the
Investment Adviser), which provides for payment of a monthly fee computed at the annual rate of 0.35% of the Funds average weekly assets. Average weekly assets means the average weekly value of the total assets of the
Fund (including any assets attributable to leverage) minus accrued liabilities (other than liabilities representing leverage). For purposes of calculating average weekly assets, liabilities associated with any instrument or transactions
used by the Investment Adviser to leverage the Funds portfolio (whether or not such instruments or transactions are covered as described in the prospectus) are not considered a liability.
During periods when the Fund is using leverage, the fee paid to the Investment Adviser for advisory services will be higher than if the Fund did not use leverage because
the fee paid will be calculated on the basis of the Funds average weekly assets, which includes the assets attributable to leverage.
Western Asset Management
Company Pte. Ltd. (Western Asset Singapore), Western Asset Management Company Limited (Western Asset London) and Western Asset Management Company Ltd (Western Asset Japan and together with Western Asset Singapore
and Western Asset London, the Non-U.S. Advisers) are also the Funds investment advisers. Western Asset Singapore, Western Asset London and Western Asset Japan provide certain advisory services to the Fund relating to currency
transactions and investment in non-U.S. denominated securities. Western Asset Singapore, Western Asset London and Western Asset Japan do not receive any compensation from the Fund.
Legg Mason Partners Fund Advisor, LLC (LMPFA or the Administrator), an affiliate of the Investment Adviser, provides certain administrative,
accounting, shareholder servicing and corporate secretarial and related functions pursuant to an Administrative Services Agreement with the Fund. The Fund pays the Administrator a monthly fee at the annual rate of 0.05% of the Funds average
weekly assets.
The Investment Adviser has agreed to waive the Funds management fee to an extent sufficient to offset the net management fee payable in
connection with any investment in an affiliated money market fund (the affiliated money market fund waiver).
During the year ended November 30,
2021, fees waived and/or expenses reimbursed amounted to $290, all of which was an affiliated money market fund waiver.
Western Asset, Western Asset Singapore,
Western Asset London, Western Asset Japan and LMFPA are indirect, wholly-owned subsidiaries of Franklin Resources, Inc.
|
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
3. Investments
During the year ended November 30, 2021, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) and U.S.
Government & Agency Obligations were as follows:
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
U.S. Government &
Agency Obligations
|
|
Purchases
|
|
$
|
37,727,631
|
|
|
$
|
277,613,320
|
|
Sales
|
|
|
72,192,821
|
|
|
|
247,565,505
|
|
At November 30, 2021, the aggregate cost of investments and the aggregate gross unrealized appreciation and depreciation of
investments for federal income tax purposes were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost/Premiums
Paid (Received)
|
|
|
Gross
Unrealized
Appreciation
|
|
|
Gross
Unrealized
Depreciation
|
|
|
Net
Unrealized
Appreciation
(Depreciation)
|
|
Securities
|
|
$
|
1,198,889,347
|
|
|
$
|
107,244,753
|
|
|
$
|
(20,837,118)
|
|
|
$
|
86,407,635
|
|
Futures contracts
|
|
|
|
|
|
|
8,526,393
|
|
|
|
(10,684,160)
|
|
|
|
(2,157,767)
|
|
Forward foreign currency contracts
|
|
|
|
|
|
|
1,528,529
|
|
|
|
(1,674,075)
|
|
|
|
(145,546)
|
|
Swap contracts
|
|
|
9,568,079
|
|
|
|
4,295,223
|
|
|
|
(4,528,382)
|
|
|
|
(233,159)
|
|
Transactions in reverse repurchase agreements for the Fund during the year ended November 30, 2021 were as follows:
|
|
|
|
|
Average Daily
Balance*
|
|
Weighted Average
Interest Rate*
|
|
Maximum Amount
Outstanding
|
$396,818,048
|
|
0.163%
|
|
$400,625,000
|
*
|
Averages based on the number of days that the Fund had reverse repurchase agreements outstanding.
|
Interest rates on reverse repurchase agreements ranged from 0.100% to 0.240% during the year ended November 30, 2021. Interest expense incurred on reverse
repurchase agreements totaled $653,927.
4. Derivative instruments and hedging activities
Below is a table, grouped by derivative type, that provides information about the fair value and the location of derivatives within the Consolidated Statement of Assets
and Liabilities at November 30, 2021.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSET DERIVATIVES1
|
|
|
|
Interest
Rate Risk
|
|
|
Foreign
Exchange Risk
|
|
|
Commodity
Risk
|
|
|
Total
|
|
Futures contracts2
|
|
$
|
6,382,998
|
|
|
$
|
235,798
|
|
|
$
|
1,907,597
|
|
|
$
|
8,526,393
|
|
Forward foreign currency contracts
|
|
|
|
|
|
|
1,528,529
|
|
|
|
|
|
|
|
1,528,529
|
|
Centrally cleared swap contracts3
|
|
|
4,295,223
|
|
|
|
|
|
|
|
|
|
|
|
4,295,223
|
|
Total
|
|
$
|
10,678,221
|
|
|
$
|
1,764,327
|
|
|
$
|
1,907,597
|
|
|
$
|
14,350,145
|
|
|
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Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
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|
45
|
Notes to consolidated financial statements (contd)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITY DERIVATIVES1
|
|
|
|
Interest
Rate Risk
|
|
|
Foreign
Exchange
Risk
|
|
|
Credit Risk
|
|
|
Commodity
Risk
|
|
|
Total
|
|
Futures contracts2
|
|
$
|
5,964,267
|
|
|
$
|
615,409
|
|
|
|
|
|
|
$
|
4,104,484
|
|
|
$
|
10,684,160
|
|
Forward foreign currency contracts
|
|
|
|
|
|
|
1,674,075
|
|
|
|
|
|
|
|
|
|
|
|
1,674,075
|
|
Centrally cleared swap contracts3
|
|
|
3,086,212
|
|
|
|
|
|
|
$
|
1,442,170
|
|
|
|
|
|
|
|
4,528,382
|
|
Total
|
|
$
|
9,050,479
|
|
|
$
|
2,289,484
|
|
|
$
|
1,442,170
|
|
|
$
|
4,104,484
|
|
|
$
|
16,886,617
|
|
1
|
Generally, the balance sheet location for asset derivatives is receivables/net unrealized appreciation and for liability
derivatives is payables/net unrealized depreciation.
|
2
|
Includes cumulative unrealized appreciation (depreciation) of futures contracts as reported in the Consolidated Schedule
of Investments. Only net variation margin is reported within the receivables and/or payables on the Consolidated Statement of Assets and Liabilities.
|
3
|
Includes cumulative unrealized appreciation (depreciation) of centrally cleared swap contracts as reported in the
Consolidated Schedule of Investments. Only net variation margin is reported within the receivables and/or payables on the Consolidated Statement of Assets and Liabilities.
|
The following tables provide information about the effect of derivatives and hedging activities on the Funds Consolidated Statement of Operations for the year
ended November 30, 2021. The first table provides additional detail about the amounts and sources of gains (losses) realized on derivatives during the period. The second table provides additional information about the change in unrealized
appreciation (depreciation) resulting from the Funds derivatives and hedging activities during the period.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AMOUNT OF REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED
|
|
|
|
Interest
Rate Risk
|
|
|
Foreign
Exchange Risk
|
|
|
Credit
Risk
|
|
|
Commodity
Risk
|
|
|
Total
|
|
Purchased options1
|
|
$
|
(183,737)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(183,737)
|
|
Futures contracts
|
|
|
(7,041,071)
|
|
|
$
|
458,651
|
|
|
|
|
|
|
$
|
21,476,201
|
|
|
|
14,893,781
|
|
Written options
|
|
|
4,049,918
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,049,918
|
|
Swap contracts
|
|
|
(678,517)
|
|
|
|
|
|
|
$
|
11,616,434
|
|
|
|
|
|
|
|
10,937,917
|
|
Forward foreign currency contracts
|
|
|
|
|
|
|
2,073,124
|
|
|
|
|
|
|
|
|
|
|
|
2,073,124
|
|
Total
|
|
$
|
(3,853,407)
|
|
|
$
|
2,531,775
|
|
|
$
|
11,616,434
|
|
|
$
|
21,476,201
|
|
|
$
|
31,771,003
|
|
1
|
Net realized gain (loss) from purchased options is reported in Net Realized Gain (Loss) From Investment transactions in
the Consolidated Statement of Operations.
|
|
|
|
46
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
|
|
|
|
Interest
Rate Risk
|
|
|
Foreign
Exchange Risk
|
|
|
Credit
Risk
|
|
|
Commodity
Risk
|
|
|
Total
|
|
Futures contracts
|
|
$
|
(76,361)
|
|
|
$
|
(1,122,031)
|
|
|
|
|
|
|
$
|
(3,237,330)
|
|
|
$
|
(4,435,722)
|
|
Written options
|
|
|
931,145
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
931,145
|
|
Swap contracts
|
|
|
650,912
|
|
|
|
|
|
|
$
|
(7,863,474)
|
|
|
|
|
|
|
|
(7,212,562)
|
|
Forward foreign currency contracts
|
|
|
|
|
|
|
134,890
|
|
|
|
|
|
|
|
|
|
|
|
134,890
|
|
Total
|
|
$
|
1,505,696
|
|
|
$
|
(987,141)
|
|
|
$
|
(7,863,474)
|
|
|
$
|
(3,237,330)
|
|
|
$
|
(10,582,249)
|
|
During the year ended November 30, 2021, the volume of derivative activity for the Fund was as follows:
|
|
|
|
|
|
|
Average Market
Value
|
|
Purchased options
|
|
$
|
5,579
|
|
Written options
|
|
|
351,694
|
|
Futures contracts (to buy)
|
|
|
579,739,544
|
|
Futures contracts (to sell)
|
|
|
208,290,254
|
|
Forward foreign currency contracts (to buy)
|
|
|
106,414,007
|
|
Forward foreign currency contracts (to sell)
|
|
|
63,144,398
|
|
|
|
|
|
|
|
|
Average Notional
Balance
|
|
Interest rate swap contracts
|
|
$
|
116,236,000
|
|
Credit default swap contracts (sell protection)
|
|
|
227,318,462
|
|
|
At November 30, 2021, there were no open positions held in this derivative.
|
The following table presents the Funds OTC derivative assets and liabilities by counterparty net of amounts available for offset under an ISDA Master Agreement and
net of the related collateral pledged (received) by the Fund as of November 30, 2021.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Counterparty
|
|
Gross Assets
Subject to
Master
Agreements1
|
|
|
Gross
Liabilities
Subject to
Master
Agreements1
|
|
|
Net Assets
(Liabilities)
Subject to
Master
Agreements
|
|
|
Collateral
Pledged
(Received)2,3
|
|
|
Net
Amount4,5
|
|
BNP Paribas SA
|
|
$
|
503,508
|
|
|
$
|
(712,609)
|
|
|
$
|
(209,101)
|
|
|
$
|
280,000
|
|
|
$
|
70,899
|
|
Citibank N.A.
|
|
|
72,417
|
|
|
|
(46,644)
|
|
|
|
25,773
|
|
|
|
40,000
|
|
|
|
65,773
|
|
Goldman Sachs Group Inc.
|
|
|
282,202
|
|
|
|
(565,064)
|
|
|
|
(282,862)
|
|
|
|
565,064
|
|
|
|
282,202
|
|
Morgan Stanley & Co. Inc.
|
|
|
670,402
|
|
|
|
(349,758)
|
|
|
|
320,644
|
|
|
|
80,000
|
|
|
|
400,644
|
|
Total
|
|
$
|
1,528,529
|
|
|
$
|
(1,674,075)
|
|
|
$
|
(145,546)
|
|
|
$
|
965,064
|
|
|
$
|
819,518
|
|
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
47
|
Notes to consolidated financial statements (contd)
1
|
Absent an event of default or early termination, derivative assets and liabilities are presented gross and not offset in
the Consolidated Statement of Assets and Liabilities.
|
2
|
Gross amounts are not offset in the Consolidated Statement of Assets and Liabilities.
|
3
|
In some instances, the actual collateral received and/or pledged may be more than the amount shown here due to
overcollateralization.
|
4
|
Net amount may also include forward foreign currency exchange contracts that are not required to be collateralized.
|
5
|
Represents the net amount receivable (payable) from (to) the counterparty in the event of default.
|
5. Distributions subsequent to November 30, 2021
The following distributions have been declared by the Funds Board of Trustees and are payable subsequent to the period end of this report:
|
|
|
|
|
|
|
|
|
Record Date
|
|
Payable Date
|
|
|
Amount
|
|
12/23/2021
|
|
|
12/31/2021
|
|
|
$
|
0.5485
|
|
1/24/2022
|
|
|
1/31/2022
|
|
|
$
|
0.0485
|
|
2/18/2022
|
|
|
2/28/2022
|
|
|
$
|
0.0485
|
|
6. Stock repurchase program
On March 2, 2016, the Fund announced that the Funds Board of Trustees (the Board) had authorized the Fund to repurchase in the open market up to
approximately 10% of the Funds outstanding common stock when the Funds shares are trading at a discount to net asset value. The Board has directed management of the Fund to repurchase shares of common stock at such times and in such
amounts as management reasonably believes may enhance stockholder value. The Fund is under no obligation to purchase shares at any specific discount levels or in any specific amounts. During the year ended November 30, 2021, the Fund did not
repurchase any shares.
7. Transactions with affiliated company
As defined by the 1940 Act, an affiliated company is one in which the Fund owns 5% or more of the outstanding voting securities, or a company which is under common
ownership or control with the Fund. The following company was considered an affiliated company for all or some portion of the year ended November 30, 2021. The following transactions were effected in such company for the year ended
November 30, 2021.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Affiliate
Value at
November 30,
|
|
|
Purchased
|
|
|
Sold
|
|
|
|
2020
|
|
|
Cost
|
|
|
Shares
|
|
|
Cost
|
|
|
Shares
|
|
Western Asset Premier Institutional Government Reserves, Premium Shares
|
|
|
|
|
|
$
|
76,410,178
|
|
|
|
76,410,178
|
|
|
$
|
63,486,729
|
|
|
|
63,486,729
|
|
|
|
|
48
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(contd)
|
|
Realized
Gain
(Loss)
|
|
|
Dividend
Income
|
|
|
Net Increase
(Decrease) in
Unrealized
Appreciation
(Depreciation)
|
|
|
Affiliate
Value at
November 30,
2021
|
|
Western Asset Premier Institutional Government Reserves, Premium Shares
|
|
|
|
|
|
$
|
345
|
|
|
|
|
|
|
$
|
12,923,449
|
|
8. Income tax information and distributions to shareholders
The tax character of distributions paid during the fiscal years ended November 30, was as follows:
|
|
|
|
|
|
|
|
|
|
|
2021
|
|
|
2020
|
|
Distributions paid from:
|
|
|
|
|
|
|
|
|
Ordinary income
|
|
$
|
25,030,430
|
|
|
$
|
24,204,209
|
|
Net long-term capital gains
|
|
|
850,459
|
|
|
|
|
|
Total taxable distributions
|
|
$
|
25,880,889
|
|
|
$
|
24,204,209
|
|
Tax return of capital
|
|
|
|
|
|
|
391,813
|
|
Total distributions paid
|
|
$
|
25,880,889
|
|
|
$
|
24,596,022
|
|
As of November 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:
|
|
|
|
|
Undistributed ordinary income net
|
|
$
|
79,473,685
|
|
Undistributed long-term capital gains net
|
|
|
2,645,057
|
|
Total undistributed earnings
|
|
$
|
82,118,742
|
|
Other book/tax temporary differences(a)
|
|
|
(90,516,666)
|
|
Unrealized appreciation (depreciation)(b)
|
|
|
83,693,182
|
|
Total distributable earnings (loss) net
|
|
$
|
75,295,258
|
|
(a)
|
Other book/tax temporary differences are attributable to the tax deferral of losses on straddles, the realization for tax
purposes of unrealized gains (losses) on certain futures and foreign currency contracts and book/tax differences in the timing of the deductibility of various expenses.
|
(b)
|
The difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable to the tax deferral
of losses on wash sales and the difference between the book and tax cost basis in underlying investments.
|
9. Recent
accounting pronouncement
In March 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2020-04,
Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting. In January 2021, the FASB issued ASU No. 2021-01, with further amendments to Topic 848. The amendments in the ASUs
provide optional temporary accounting recognition and financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the LIBOR and other interbank-offered based reference rates as of the
end of 2021 and 2023. The ASUs are effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022. Management has
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
49
|
Notes to consolidated financial statements (contd)
reviewed the requirements and believes the adoption of these ASUs will not have a material impact
on the financial statements.
10. Other matters
The outbreak of the respiratory illness COVID-19 (commonly referred to as coronavirus) has continued to rapidly spread around the world, causing considerable
uncertainty for the global economy and financial markets. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known. The COVID-19 pandemic could adversely affect
the value and liquidity of the Funds investments and negatively impact the Funds performance. In addition, the outbreak of COVID-19, and measures taken to mitigate its effects, could result in disruptions to the services provided to the
Fund by its service providers.
* * *
The Funds investments, payment obligations, and financing terms may be based on floating rates, such as the London Interbank Offered Rate, or LIBOR,
which is the offered rate for short-term Eurodollar deposits between major international banks. On March 5, 2021, the ICE Benchmark Administration, the administrator of LIBOR, stated that it will cease the publication of (i) the overnight
and one-, three-, six- and twelve-month USD LIBOR settings immediately following the LIBOR publication on Friday, June 30, 2023 and (ii) all other LIBOR settings, including the one-week and two-month USD LIBOR settings, immediately
following the LIBOR publication on Friday, December 31, 2021. There remains uncertainty regarding the nature of any replacement rate and the impact of the transition from LIBOR on the Funds transactions and the financial markets
generally. As such, the potential effect of a transition away from LIBOR on the Fund or the Funds investments cannot yet be determined.
|
|
|
50
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
Report of independent registered public accounting firm
To the Board of Trustees and Shareholders of Western Asset
Inflation-Linked Opportunities & Income Fund
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, of Western Asset Inflation-Linked
Opportunities & Income Fund and its subsidiary (the Fund) as of November 30, 2021, the related consolidated statements of operations and cash flows for the year ended November 30, 2021, the consolidated statement of
changes in net assets for each of the two years in the period ended November 30, 2021, including the related notes, and the consolidated financial highlights for each of the five years in the period ended November 30, 2021 (collectively
referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Fund as of November 30, 2021, the results of its
operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period ended November 30, 2021 and the financial highlights for each of the five years in the period ended November 30,
2021 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These consolidated financial statements are the responsibility of the Funds management. Our responsibility is to express an opinion on the Funds consolidated
financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these
consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material
misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial
statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our
audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our procedures included confirmation of securities
owned as of November 30, 2021 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Baltimore, Maryland
January 26, 2022
We have served as the auditor of one or more investment
companies in the Franklin Templeton Group of Funds since 1948.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund 2021 Annual Report
|
|
51
|
Additional information (unaudited)
Information about Trustees and Officers
The business and
affairs of Western Asset Inflation-Linked Opportunities & Income Fund (the Fund) are conducted by management under the supervision and subject to the direction of its Board of Trustees. Except as noted below, the business
address of each Trustee is c/o Jane Trust, Legg Mason, 100 International Drive, 11th Floor, Baltimore, Maryland 21202. Information pertaining to the Trustees and Officers of the Fund is set forth below.
The Funds annual proxy statement includes additional information about Trustees and is available, without charge, upon request by calling the Fund at
1-888-777-0102.
|
|
|
Independent Trustees
|
|
|
|
|
Robert Abeles, Jr.
|
|
|
|
|
Year of birth
|
|
1945
|
Position(s) with Fund
|
|
Trustee and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, Class II
|
Term of office1 and length of time served2
|
|
Since 2013
|
Principal occupation(s) during the past five years
|
|
Board Member, Great Public Schools Now (since 2018); Senior Vice President Emeritus (since 2016) and formerly, Senior Vice President, Finance and Chief Financial Officer (2009 to 2016) at
University of Southern California; Board Member, Excellent Education Development (since 2012)
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
None
|
|
|
Jane F. Dasher
|
|
|
|
|
Year of birth
|
|
1949
|
Position(s) with Fund
|
|
Trustee and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, Class II
|
Term of office1 and length of time served2
|
|
Since 1999
|
Principal occupation(s) during the past five years
|
|
Chief Financial Officer, Long Light Capital, LLC, formerly known as Korsant Partners, LLC (a family investment company) (since 1997)
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
Director, Visual Kinematics, Inc. (since 2018)
|
|
|
|
52
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
|
|
Independent Trustees (contd)
|
|
|
|
|
Anita L. DeFrantz
|
|
|
|
|
Year of birth
|
|
1952
|
Position(s) with Fund
|
|
Trustee and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, Class II
|
Term of office1 and length of time served2
|
|
Since 1998
|
Principal occupation(s) during the past five years
|
|
President of Tubman Truth Corp. (since 2015); President Emeritus (since 2015) and formerly, President (1987 to 2015) and Director (1990 to 2015) of LA84 (formerly Amateur Athletic
Foundation of Los Angeles); Member (since 1986), Member of the Executive Board (since 2013) and Vice President (since 2017) of the International Olympic Committee
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
None
|
|
|
Susan B. Kerley
|
|
|
|
|
Year of birth
|
|
1951
|
Position(s) with Fund
|
|
Trustee and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, Class I
|
Term of office1 and length of time served2
|
|
Since 1992
|
Principal occupation(s) during the past five years
|
|
Investment Consulting Partner, Strategic Management Advisors, LLC (investment consulting) (since 1990)
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
Director and Trustee (since 1990) and Chairman (since 2017 and 2005 to 2012) of various series of MainStay Family of Funds (66 funds); formerly, Investment Company Institute (ICI) Board of
Governors (2006 to 2014); ICI Executive Committee (2011 to 2014); Chairman of the Independent Directors Council (2012 to 2014)
|
|
|
Michael Larson
|
|
|
|
|
Year of birth
|
|
1959
|
Position(s) with Fund
|
|
Trustee and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, Class I
|
Term of office1 and length of time served2
|
|
Since 2004
|
Principal occupation(s) during the past five years
|
|
Chief Investment Officer for William H. Gates III (since 1994)4
|
Number of funds in fund complex overseen by Trustee3
|
|
52
|
Other Trusteeships held by Trustee during the past five years
|
|
Republic Services, Inc. (since 2009); Fomento Economico Mexicano, SAB (since 2011); Ecolab Inc. (since 2012); formerly, AutoNation, Inc. (2010 to 2018)
|
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
53
|
Additional information
(unaudited) (contd)
Information about Trustees and Officers
|
|
|
Independent Trustees (contd)
|
|
|
|
|
Avedick B. Poladian
|
|
|
|
|
Year of birth
|
|
1951
|
Position(s) with Fund
|
|
Trustee and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, Class I
|
Term of office1 and length of time served2
|
|
Since 2007
|
Principal occupation(s) during the past five years
|
|
Director and Advisor (since 2017) and former Executive Vice President and Chief Operating Officer (2002 to 2016) of Lowe Enterprises, Inc. (privately held real estate and hospitality firm);
formerly, Partner, Arthur Andersen, LLP (1974 to 2002)
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
Occidental Petroleum Corporation (since 2008); California Resources Corporation (2014 to 2021); and Public Storage (since 2010)
|
|
|
William E.B. Siart
|
|
|
|
|
Year of birth
|
|
1946
|
Position(s) with Fund
|
|
Trustee and Chairman of the Board and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, Class III
|
Term of office1 and length of time served2
|
|
Since 1997 (Chairman of the Board since 2020)
|
Principal occupation(s) during the past five years
|
|
Chairman of Great Public Schools Now (since 2015); Chairman of Excellent Education Development (since 2000); formerly, Trustee of The Getty Trust (since 2005 to 2017); Chairman of Walt
Disney Concert Hall, Inc. (1998 to 2006)
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
Member of Board of United States Golf Association, Executive Committee Member (since 2017); Trustee, University of Southern California (since 1994)
|
|
|
|
54
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
|
|
Independent Trustees (contd)
|
|
|
|
|
Jaynie Miller Studenmund
|
|
|
|
|
Year of birth
|
|
1954
|
Position(s) with Fund
|
|
Trustee and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, Class III
|
Term of office1 and length of time served2
|
|
Since 2004
|
Principal occupation(s) during the past five years
|
|
Corporate Board Member and Advisor (since 2004); formerly, Chief Operating Officer of Overture Services, Inc. (publicly traded internet company that created search engine marketing) (2001
to 2004); President and Chief Operating Officer, PayMyBills (internet innovator in bill presentment/payment space) (1999 to 2001); Executive vice president for consumer and business banking for three national financial institutions (1984 to
1997)
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
Director of Pacific Premier Bancorp Inc. and Pacific Premier Bank (since 2019); Director of EXL (operations management and analytics company) (since 2018); Director of CoreLogic, Inc.
(information, analytics and business services company) (since 2012); formerly, Director of Pinnacle Entertainment, Inc. (gaming and hospitality company) (2012 to 2018); Director of LifeLock, Inc. (identity theft protection company) (2015 to 2017);
Director of Orbitz Worldwide, Inc. (online travel company) (2007 to 2014)
|
|
|
Peter J. Taylor
|
|
|
|
|
Year of birth
|
|
1958
|
Position(s) with Fund
|
|
Trustee and Member of Audit, Executive and Contracts, Investment and Performance and Governance and Nominating Committees, and Coordinator of Alternative Investments, Class III
|
Term of office1 and length of time served2
|
|
Since 2019
|
Principal occupation(s) during the past five years
|
|
President, ECMC Foundation (nonprofit organization) (since 2014); formerly, Executive Vice President and Chief Financial Officer for University of California system (2009 to 2014)
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
Director of Pacific Mutual Holding Company5 (since 2016); Member of the Board of Trustees of California State University system (since
2015); Ralph M. Parson Foundation (since 2015), Kaiser Family Foundation (since 2012), and Edison International (since 2011)
|
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
55
|
|
|
|
Interested Trustee
|
|
|
|
|
Ronald L. Olson6
|
|
|
|
|
Year of birth
|
|
1941
|
Position(s) with Fund
|
|
Trustee and Member of Investment and Performance Committee,
Class I
|
Term of office1 and length of time served2
|
|
Since 2005
|
Principal occupation(s) during the past five years
|
|
Partner of Munger, Tolles & Olson LLP (law partnership) (since 1968)
|
Number of funds in fund complex overseen by Trustee3
|
|
51
|
Other Trusteeships held by Trustee during the past five years
|
|
Berkshire Hathaway, Inc. (since 1997)
|
|
|
|
Interested Trustee and Officer
|
|
|
|
|
Jane Trust, CFA7
|
|
|
|
|
Year of birth
|
|
1962
|
Position(s) with Fund
|
|
Trustee, President and Chief Executive Officer, Class II
|
Term of office1 and length of time served2
|
|
Since 2015
|
Principal occupation(s) during the past five years
|
|
Senior Vice President, Fund Board Management, Franklin Templeton (since 2020); Officer and/or Trustee/Director of 132 funds associated with LMPFA or its affiliates (since 2015); President
and Chief Executive Officer of LMPFA (since 2015); formerly, Senior Managing Director (2018 to 2020) and Managing Director (2016 to 2018) of Legg Mason & Co., LLC (Legg Mason & Co.); Senior Vice President of LMPFA
(2015)
|
Number of funds in fund complex overseen by Trustee3
|
|
130
|
Other Trusteeships held by Trustee during the past five years
|
|
None
|
|
|
|
Additional Officers
|
|
|
|
Ted P. Becker
Franklin Templeton
620 Eighth Avenue, 47th Floor, New York, NY 10018
|
Year of birth
|
|
1951
|
Position(s) with Fund
|
|
Chief Compliance Officer
|
Term of office1 and length of time served2
|
|
Since 2007
|
Principal occupation(s) during the past five years
|
|
Vice President, Global Compliance of Franklin Templeton (since 2020); Chief Compliance Officer of LMPFA (since 2006); Chief Compliance Officer of certain funds associated with Legg Mason
& Co. or its affiliates (since 2006); formerly, Director of Global Compliance at Legg Mason, Inc. (2006 to 2020); Managing Director of Compliance of Legg Mason & Co. (2005 to 2020)
|
|
|
|
56
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
|
|
Additional Officers (contd)
|
|
|
|
Jenna Bailey
Franklin Templeton
100 First Stamford Place, 5th Floor, Stamford, CT
06902
|
|
|
Year of birth
|
|
1978
|
Position(s) with Fund
|
|
Identity Theft Prevention Officer
|
Term of office1 and length of time served2
|
|
Since 2015
|
Principal occupation(s) during the past five years
|
|
Senior Compliance Analyst of Franklin Templeton (since 2020); Identity Theft Prevention Officer of certain funds associated with Legg Mason & Co. or its affiliates (since 2015);
formerly, Compliance Officer of Legg Mason & Co. (2013 to 2020); Assistant Vice President of Legg Mason & Co. (2011 to 2020)
|
|
Marc A. De Oliveira
Franklin Templeton
100 First Stamford Place, 6th Floor, Stamford, CT 06902
|
|
|
Year of birth
|
|
1971
|
Position(s) with Fund
|
|
Secretary and Chief Legal Officer
|
Term of office1 and length of time served2
|
|
Since 2020
|
Principal occupation(s) during the past five years
|
|
Associate General Counsel of Franklin Templeton (since 2020); Assistant Secretary of certain funds associated with Legg Mason & Co. or its affiliates (since 2006); formerly, Managing
Director (2016 to 2020) and Associate General Counsel of Legg Mason & Co. (2005 to 2020)
|
|
Thomas C. Mandia
Franklin Templeton
100 First Stamford Place, 6th Floor, Stamford, CT
06902
|
|
|
Year of birth
|
|
1962
|
Position(s) with Fund
|
|
Assistant Secretary
|
Term of office1 and length of time served2
|
|
Since 2020
|
Principal occupation(s) during the past five years
|
|
Senior Associate General Counsel of Franklin Templeton (since 2020); Secretary of LMPFA (since 2006); Assistant Secretary of certain funds associated with Legg Mason & Co. or its
affiliates (since 2006); Secretary of LM Asset Services, LLC (LMAS) (since 2002) and Legg Mason Fund Asset Management, Inc. (LMFAM) (since 2013) (formerly registered investment advisers); formerly, Managing Director and
Deputy General Counsel of Legg Mason & Co. (2005 to 2020)
|
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
57
|
|
|
|
Additional Officers (contd)
|
|
|
|
|
Christopher Berarducci
Franklin Templeton
620 Eighth Avenue, 47th Floor, New York, NY 10018
|
|
|
|
|
Year of birth
|
|
1974
|
Position(s) with Fund
|
|
Treasurer and Principal Financial Officer
|
Term of office1 and length of time served2
|
|
Since 2019
|
Principal occupation(s) during the past five years
|
|
Vice President, Fund Administration and Reporting, Franklin Templeton (since 2020); Treasurer (since 2010) and Principal Financial Officer (since 2019) of certain funds associated with Legg
Mason & Co. or its affiliates; formerly, Managing Director (2020), Director (2015 to 2020), and Vice President (2011 to 2015) of Legg Mason & Co.
|
|
|
Jeanne M. Kelly
Franklin Templeton
620 Eighth Avenue, 47th Floor, New York, NY 10018
|
|
|
|
|
Year of birth
|
|
1951
|
Position(s) with Fund
|
|
Senior Vice President
|
Term of office1 and length of time served2
|
|
Since 2007
|
Principal occupation(s) during the past five years
|
|
U.S. Fund Board Team Manager, Franklin Templeton (since 2020); Senior Vice President of certain funds associated with Legg Mason & Co. or its affiliates (since 2007); Senior Vice
President of LMPFA (since 2006); President and Chief Executive Officer of LMAS and LMFAM (since 2015); formerly, Managing Director of Legg Mason & Co. (2005 to 2020); Senior Vice President of LMFAM (2013 to 2015)
|
|
Trustees who are not interested persons of the Fund within the meaning of Section 2(a)(19) of the
Investment Company Act of 1940, as amended (the 1940 Act).
|
1
|
The Funds Board of Trustees is divided into three classes: Class I, Class II and Class III. The terms of office of
the Class I, II and III Trustees expire at the Annual Meetings of Stockholders in the year 2023, year 2024 and year 2022, respectively, or thereafter in each case when their respective successors are duly elected and qualified. The Funds
executive officers are chosen each year, to hold office until their successors are duly elected and qualified.
|
2
|
Indicates the earliest year in which the Trustee became a board member for a fund in the Legg Mason fund complex or the
officer took such office.
|
3
|
Each board member also serves as a member of the Boards of Western Asset Inflation-Linked Income Fund, Western Asset
Investment Grade Income Fund Inc. and Western Asset Premier Bond Fund (each a closed-end investment company) and the portfolios of Western Asset Funds, Inc., Legg Mason Partners Income Trust, Legg Mason Partners Institutional Trust, Legg Mason
Partners Money Market Trust, Legg Mason Partners Premium Money Market Trust, Legg Mason Partners Variable Income Trust and Master Portfolio Trust (each an open-end investment company), which are all considered part of the same fund complex as the
Fund.
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4
|
Mr. Larson is the chief investment officer for William H. Gates III and in that capacity oversees the investments of
Mr. Gates and the investments of the Bill and Melinda Gates Foundation Trust (such combined investments are referred to as the Accounts). Since 1997, Western Asset has provided discretionary investment advice with respect to one or
more Accounts.
|
|
|
|
58
|
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Western Asset Inflation-Linked Opportunities & Income Fund
|
5
|
Western Asset and its affiliates provide investment advisory services with respect to registered investment companies
sponsored by an affiliate of Pacific Mutual Holding Company (Pacific Holdings). Affiliates of Pacific Holdings receive compensation from LMPFA or its affiliates for shareholder or distribution services provided with respect to registered
investment companies for which Western Asset or its affiliates serve as investment adviser.
|
6
|
Mr. Olson is an interested person of the Fund, as defined in the 1940 Act, because his law firm has
provided legal services to Western Asset.
|
7
|
Ms. Trust is an interested person of the Fund, as defined in the 1940 Act, because of her position with
LMPFA and/or certain of its affiliates.
|
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
59
|
Annual principal executive officer and principal financial officer
certifications (unaudited)
The Funds Principal Executive Officer (PEO) has submitted to the NYSE the
required annual certification and the Fund also has included the Certifications of the Funds PEO and Principal Financial Officer required by Section 302 of the Sarbanes-Oxley Act in the Funds Form N-CSR filed with the SEC for the
period of this report.
|
|
|
60
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
Other shareholder communications regarding accounting matters (unaudited)
The Funds Audit Committee has established guidelines and procedures regarding the receipt, retention and treatment of complaints regarding accounting, internal
accounting controls or auditing matters (collectively, Accounting Matters). Persons with complaints or concerns regarding Accounting Matters may submit their complaints to the Chief Compliance Officer (CCO). Persons who are
uncomfortable submitting complaints to the CCO, including complaints involving the CCO, may submit complaints directly to the Funds Audit Committee Chair. Complaints may be submitted on an anonymous basis.
The CCO may be contacted at:
Legg Mason & Co., LLC
Compliance Department
620 Eighth Avenue, 47th Floor
New York, New York 10018
Complaints may also be submitted by telephone at
1-800-742-5274. Complaints submitted through this number will be received by the CCO.
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
61
|
Summary of information regarding the Fund (unaudited)
Investment Objectives
The Funds primary
investment objective is to provide current income. Capital appreciation, when consistent with current income, is a secondary investment objective.
Principal Investment Policies and Strategies
Under normal market conditions and at the time of purchase, the Fund will invest at
least 80% of its total managed assets1 in inflation-linked securities. The Fund may also invest up to 40% of its total managed assets in below investment grade securities. If a security is rated by multiple nationally recognized statistical rating
organizations (NRSROs) and receives different ratings, the Fund will treat the security as being rated in the highest rating category received from an NRSRO. Investment grade quality debt securities are debt securities rated within a
rating agencys four highest grades (Baa or BBB or higher by Moodys Investors Service, Inc. (Moodys), S&P Global Ratings (S&P) or Fitch Ratings, Inc. (Fitch) or a similar rating of another
nationally recognized rating agency) or debt securities that are unrated but judged to be of comparable quality by Western Asset.
The Fund may invest up to 100% of
its total managed assets in non-U.S. dollar investments which gives the Fund flexibility to invest up to 100% of its total managed assets in non-U.S. dollar inflation-linked securities (up to 100% of its non-U.S. dollar exposure may be unhedged).
The Fund may engage in currency strategies, using instruments such as currency forwards, futures and options, to take long and short foreign currency positions subject to a limit of exposure from such strategies to 40% of total managed assets. This
capacity is in addition to the capacity to have 100% unhedged exposure to non-U.S. dollar currencies through the purchase of fixed income securities.
The Fund may
gain exposure to the commodities markets by investing a portion of its assets in a wholly-owned subsidiary, Western Asset Inflation-Linked Opportunities & Income Fund CFC (the Subsidiary), organized under the laws of the Cayman
Islands. Among other investments, the Subsidiary may invest in commodity-linked instruments. The Fund may invest up to 25% of its total assets in the Subsidiary; although 10% of total managed assets may be utilized for commodity-related strategies.
Exposure to commodities is expected to be achieved using a variety of instruments, such as futures contracts, options and other derivatives, or through investments in exchange-traded products that offer exposure to commodities. The Fund does not
expect to hold physical commodities.
Each of the foregoing policies is a non-fundamental policy that may be changed without shareholder approval. The Fund also has
the following non-fundamental policy, which, to the extent required by applicable law, may only be changed after notice to shareholders: under normal market conditions, the Fund will invest at least 80% of its total managed assets in
inflation-protected securities and non-inflation-protected securities and
1
|
Total managed assets means the total assets of the Fund (including any assets attributable to leverage) minus
accrued liabilities (other than liabilities representing leverage).
|
|
|
|
62
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
instruments with the potential to enhance the
Funds income. The Fund may invest up to 20% of its total managed assets in other securities and instruments, including securities and instruments of issuers located in developing or emerging market countries.
Reverse repurchase agreements and other forms of leverage will not exceed 38% of the Funds total managed assets. The Fund currently expects that the average
effective duration2 of its portfolio will range between zero and fifteen years, although this target duration may change from time to time. The Fund may enter into credit default swap contracts, interest rate swap contracts and total return swap
contracts for investment purposes, to manage its credit risk or to add leverage. There can be no assurance that the Fund will achieve its investment objectives.
The
Fund seeks to offer an inflation hedge through investments in global inflation-linked securities, and in U.S. Treasury Inflation-Protected Securities (TIPS)3. The Fund also seeks to offer shareholders certain additional advantages
through the ability to invest in other fixed income asset classes, which may result in higher total returns and higher distribution rates. These asset classes include select investments in high-yield and investment grade credit, emerging markets and
structured products.
The Fund may enter into short sales, use reverse repurchase agreements and dollar rolls, and engage in other types of transactions, including
derivative transactions (such as options, futures contracts and swaps), for risk management purposes or as part of its investment strategies.
The Fund may borrow
money in an amount up to 5% of its total assets as a temporary measure for extraordinary or emergency purposes, including the payment of dividends and the settlement of securities transactions that otherwise might require untimely dispositions of
Fund securities. Such borrowings are not considered leverage for purposes of the Funds policy on the amount of leverage it may incur.
Principal Risk Factors
The Fund is a
diversified, closed-end management investment company designed primarily as a long-term investment and not as a trading vehicle. The Fund is not intended to be a complete investment program and, due to the uncertainty inherent in all investments,
there can be no assurance that the Fund will achieve its investment objectives. Your common
2
|
Effective duration is a duration calculation for bonds with embedded options. Effective duration takes into account that
expected cash flows will fluctuate as interest rates change. Please note, duration measures the sensitivity of price (the value of principal) of a fixed-income investment to a change in interest rates. Funds that employ leverage calculate effective
duration based off of net assets.
|
3
|
TIPS are inflation-indexed securities issued by the U.S. Treasury in five-year, ten-year and thirty-year maturities. The
principal is adjusted to the Consumer Price Index for All Urban Consumers (the CPI-U), the commonly used measure of inflation. The coupon rate is constant, but generates a different amount of interest when multiplied by the
inflation-adjusted principal.
|
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
63
|
Summary of information regarding the Fund (unaudited) (contd)
shares at any point in time may be worth less than you invested, even after taking into account the reinvestment of Fund dividends and distributions.
Investment and Market Risk. An investment in the Fund is subject to investment risk, including the possible loss of the entire amount that you invest. Your
investment in the common shares represents an indirect investment in the fixed income securities and other investments owned by the Fund, most of which could be purchased directly. The value of the Funds portfolio securities may move up or
down, sometimes rapidly and unpredictably. At any point in time, your common shares may be worth less than your original investment, even after taking into account the reinvestment of Fund dividends and distributions.
Market Discount Risk. Shares of closed-end investment companies frequently trade at a discount from their net asset value. This risk is separate and distinct from
the risk that the Funds net asset value could decrease as a result of its investment activities. Whether investors will realize gains or losses upon the sale of the common share will depend not upon the Funds net asset value but upon
whether the market price of the common share at the time of sale is above or below the investors purchase price for the common share.
Because the market price
of the common share will be determined by factors such as relative supply of and demand for the common share in the market, general market and economic conditions and other factors beyond the control of the Fund, the Fund cannot predict whether the
common share will trade at, above or below net asset value or at, above or below the initial public offering price. The Funds common share is designed primarily for long term investors and you should not view the Fund as a vehicle for trading
purposes.
Risks Relating to U.S. TIPS. The value of inflation-protected securities such as U.S. TIPS generally fluctuates in response to changes in real
interest rates, which are in turn tied to the relationship between nominal interest rates and the rate of inflation. Therefore, if inflation were to rise at a faster rate than nominal interest rates, real interest rates might decline, leading to an
increase in value of U.S. TIPS. In contrast, if nominal interest rates increased at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of U.S. TIPS.
Although the principal value of U.S. TIPS declines in periods of deflation, holders at maturity receive no less than the par value of the bond. However, if the Fund
purchases U.S. TIPS in the secondary market whose principal values have been adjusted upward due to inflation since issuance, the Fund may experience a loss if there is a subsequent period of deflation. If inflation is lower than expected during the
period the Fund holds U.S. TIPS, the Fund may earn less on the securities than on conventional debt securities. Any increase in principal value of U.S. TIPS caused by an increase in the CPI-U is taxable in the year the increase occurs, even though
the Fund will not receive cash representing the increase at
|
|
|
64
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
that time. As a result, the Fund could be required
at times to liquidate other investments, including when it is not advantageous to do so, in order to satisfy its distribution requirements as a regulated investment company and to eliminate any fund-level income tax liability under the Internal
Revenue Code of 1986, as amended (the Code).
If real interest rates rise (i.e., if interest rates rise due to reasons other than inflation), the value
of the U.S. TIPS in the Funds portfolio will decline. In addition, because the principal amount of U.S. TIPS would be adjusted downward during a period of deflation, the Fund will be subject to deflation risk with respect to its investments in
these securities.
The daily adjustment of the principal value of U.S. TIPS is currently tied to the non-seasonally adjusted CPI-U, which is calculated monthly by
the U.S. Bureau of Labor Statistics. The CPI-U is a measurement of changes in the cost of living, made up of components such as housing, food, transportation and energy. Its calculation includes a three-month lag. There can be no assurance that such
index will accurately measure the real rate of inflation in the prices of goods and services. In addition, calculation of the CPI-U includes a three-month lag for purposes of determining the principal value of U.S. TIPS which, consequently, could
have a negative impact on the value of U.S. TIPS under certain market conditions.
Fixed Income Securities Risk. In addition to the risks described elsewhere
in this section with respect to valuations and liquidity, fixed income securities, including high-yield securities, are also subject to certain risks, including:
|
|
Issuer Risk. The value of fixed income securities may decline for a number of reasons that directly relate to the
issuer, such as management performance, financial leverage and reduced demand for the issuers goods and services.
|
|
|
Interest Rate Risk. The market price of the Funds investments will change in response to changes in interest
rates and other factors. During periods of declining interest rates, the market price of fixed income securities generally rises. Conversely, during periods of rising interest rates, the market price of such securities generally declines. The
magnitude of these fluctuations in the market price of fixed income securities is generally greater for securities with longer maturities. Additionally, such risk may be greater during the current period of historically low interest rates.
Fluctuations in the market price of the Funds securities will not affect interest income derived from securities already owned by the Fund, but will be reflected in the Funds net asset value. The Fund may utilize certain strategies,
including swaps, futures contracts, options on futures and options based on U.S. Treasury securities, for the purpose of reducing the interest rate sensitivity of the portfolio, although there is no assurance that it will do so or that such
strategies will be successful.
|
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
65
|
Summary of information regarding the Fund (unaudited) (contd)
|
|
Prepayment Risk. During periods of declining interest rates, the issuer of a security may exercise its option to
prepay principal earlier than scheduled, forcing the Fund to reinvest the proceeds from such prepayment in lower yielding securities, which may result in a decline in the Funds income and distributions to shareholders. This is known as
prepayment or call risk. Debt securities frequently have call features that allow the issuer to redeem the security at dates prior to its stated maturity at a specified price (typically greater than par) only if certain prescribed
conditions are met. An issuer may choose to redeem a debt security if, for example, the issuer can refinance the debt at a lower cost due to declining interest rates or an improvement in the credit standing of the issuer.
|
|
|
Reinvestment Risk. Reinvestment risk is the risk that income from the Funds portfolio will decline if and when
the Fund invests the proceeds from matured, traded or called fixed income securities at market interest rates that are below the portfolios current earnings rate. A decline in income could affect the Funds common share price, its
distributions or its overall return.
|
|
|
Extension Risk. When interest rates rise, repayments of fixed income securities, particularly asset- and mortgage-
backed securities, may occur more slowly than anticipated, extending the effective duration of these fixed income securities at below market interest rates and causing their market prices to decline more than they would have declined due to the rise
in interest rates alone. This may cause the funds share price to be more volatile.
|
Credit Risk. If an issuer or guarantor of a
security held by the Fund or a counterparty to a financial contract with the Fund defaults or its credit is downgraded, or is perceived to be less creditworthy, or if the value of the assets underlying a security declines, the value of your
investment will typically decline. Changes in actual or perceived creditworthiness may occur quickly. The Fund could be delayed or hindered in its enforcement of rights against an issuer, guarantor or counterparty. Subordinated securities are more
likely to suffer a credit loss than non-subordinated securities of the same issuer and will be disproportionately affected by a default, downgrade or perceived decline in creditworthiness.
Lower and Unrated Securities Risk. The Fund may invest in below investment grade securities (commonly referred to as high-yield securities or
junk bonds) at the time of investment. High yield debt securities are generally subject to greater credit risks than higher-grade debt securities, including the risk of default on the payment of interest or principal. High yield debt
securities are considered speculative, typically have lower liquidity and are more difficult to value than higher grade bonds. High yield debt securities tend to be volatile and more susceptible to adverse events, credit downgrades and negative
sentiments and may be difficult to sell at a desired price, or at all, during periods of uncertainty or market turmoil.
|
|
|
66
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
Leverage risk. The value of your investment
may be more volatile if the fund uses leverage-through borrowing of money and, under certain circumstances, reverse repurchase agreements, short sales, futures contracts, credit default swaps, dollar roll transactions and other investment techniques
shareholder. The Funds leveraging strategy may not be successful. Leverage is a speculative technique that may expose the Fund to greater risk and increased costs. Increases and decreases in the value of the Funds portfolio will be
magnified when the Fund uses leverage. As a result, leverage will cause greater changes in the Funds net asset value than if leverage were not used. The Fund will also have to pay interest with respect to its leverage, which may reduce the
Funds return. This expense may be greater than the Funds return on the underlying investments. It is anticipated that interest with respect to leverage will be based on shorter-term interest rates that would be periodically reset. There
can be no assurance that the use of leverage will result in a higher yield on the shares. When leverage is employed, the net asset value and market price of the shares and the yield to shareholders will be more volatile. The use of leverage will
cause the Funds net asset value to fall more sharply in response to increases in interest rates than it would in the absence of the use of leverage. Leverage creates two major types of risks for shareholders: the likelihood of greater
volatility of net asset value and market price of the shares because changes in the value of the Funds assets, including investments bought with the proceeds from the use of leverage, are borne entirely by the shareholders; and the possibility
either that net investment income will fall if the interest and dividend rates on leverage rise or that net investment income will fluctuate because the interest and dividend rates on leverage vary.
Because the fees received by Western Asset are based on the average weekly assets of the Fund (including assets represented by leverage), Western Asset has a financial
incentive for the Fund to incur leverage, which may create a conflict of interest between Western Asset and the shareholders. The fees paid to Legg Mason Partners Fund Adviser are also based on the average weekly assets of the Fund.
Foreign Securities and Emerging Markets Risk. A fund that invests in foreign (non-U.S.) securities may experience more rapid and extreme changes in value than a
fund that invests exclusively in securities of U.S. companies. The securities markets of many foreign countries are relatively small, with a limited number of companies representing a small number of industries. Investments in foreign securities
(including those denominated in U.S. dollars) are subject to economic and political developments in the countries and regions where the issuers operate or are domiciled, or where the securities are traded, such as changes in economic or monetary
policies. Values may also be affected by restrictions on receiving the investment proceeds from a foreign country. Less information may be publicly available about foreign companies than about U.S. companies. Foreign companies are generally not
subject to the same accounting, auditing and financial reporting standards as are U.S. companies. In addition, the Funds investments in foreign securities may be subject
|
|
|
Western Asset Inflation-Linked Opportunities & Income Fund
|
|
67
|
Summary of information regarding the Fund (unaudited) (contd)
to the risk of nationalization or expropriation of assets, imposition of currency exchange controls or restrictions on the repatriation of foreign currency, confiscatory
taxation, political or financial instability and adverse diplomatic developments. In addition, there may be difficulty in obtaining or enforcing a court judgment abroad. Dividends or interest on, or proceeds from the sale of, foreign securities may
be subject to non-U.S. withholding taxes, and special U.S. tax considerations may apply.
The risks of foreign investment are greater for investments in emerging
markets. Emerging market countries typically have economic and political systems that are less fully developed, and that can be expected to be less stable, than those of more advanced countries. Low trading volumes may result in a lack of liquidity
and in price volatility. Emerging market countries may have policies that restrict investment by foreigners, that require governmental approval prior to investments by foreign persons, or that prevent foreign investors from withdrawing their money
at will. An investment in emerging market securities should be considered speculative.
Foreign Currency Risk. The value of investments in securities
denominated in foreign currencies increases or decreases as the rates of exchange between those currencies and the U.S. dollar change. Currency conversion costs and currency fluctuations could erase investment gains or add to investment losses.
Currency exchange rates can be volatile, and are affected by factors such as general economic conditions, the actions of the U.S. and foreign governments or central banks, the imposition of currency controls and speculation. The Fund may be unable
or may choose not to hedge its foreign currency exposure.
Short Sales Risk. If the price of the security sold short increases between the time of the short
sale and the time the Fund replaces the borrowed security, the Fund will realize a loss, which may be substantial. A fund that engages in a short sale or short position may lose more money than the actual cost of the short sale or short position and
its potential losses may be unlimited if the fund does not own the security sold short or the reference instrument and it is unable to close out of the short sale or short position.
Commodities Market Risk. The Fund may gain exposure to the commodities markets, including by investing a portion of its assets in a wholly-owned subsidiary,
Western Asset Inflation-Linked Opportunities & Income Fund CFC (the Subsidiary), organized under the laws of the Cayman Islands. The Fund and the Subsidiary are deemed commodity pools and the investment adviser is
considered a commodity pool operator with respect to the Fund under the Commodity Exchange Act. The investment adviser, directly or through its affiliates, is subject to dual regulation by the Securities and Exchange Commission (the
SEC) and the Commodity Futures Trading Commission (the CFTC).
The regulatory requirements governing the use of commodity futures (which
include futures on broad-based securities indexes, interest rate futures and currency futures), options on
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|
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68
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Western Asset Inflation-Linked Opportunities & Income Fund
|
commodity futures, certain swaps or certain other
investments could change at any time. Investments by the Fund in commodity-linked derivatives may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivatives may be affected by changes
in overall market movements, commodity index volatility, prolonged or intense speculation by investors, changes in interest rates or factors affecting a particular industry or commodity, such as drought, floods, other weather phenomena, livestock
disease, embargoes, tariffs and international economic, political and regulatory developments. By investing in the Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiarys investments. The investments held by the
Subsidiary are generally similar to those that are permitted to be held by the Fund and are subject to the same risks that apply to similar investments if held directly by the Fund. The Subsidiary is not registered as an investment company and is
not subject to all of the investor protections of the Investment Company Act of 1940 (the 1940 Act). Changes in the laws of the United States and/ or the Cayman Islands could adversely affect the Fund. For example, the Cayman Islands
does not currently impose any income, corporate or capital gains tax, estate duty, inheritance tax, gift tax or withholding tax on the Subsidiary. If Cayman Islands law changes such that the Subsidiary must pay Cayman Islands taxes, shareholders
would likely suffer decreased investment returns. The Funds exposure to commodities markets, including through the Subsidiary, may be limited by its intention to qualify as a regulated investment company for U.S. federal income tax purposes,
and may interfere with its ability to qualify as such.
Mortgage-backed and Asset-backed Securities Risk. When market interest rates increase, the market
values of mortgage-backed securities decline. At the same time, mortgage refinancings and prepayments slow, which lengthens the effective duration of these securities. As a result, the negative effect of the interest rate increase on the market
value of mortgage-backed securities is usually more pronounced than it is for other types of fixed income securities, potentially increasing the volatility of the fund. Conversely, when market interest rates decline, while the value of
mortgage-backed securities may increase, the rate of prepayment of the underlying mortgages also tends to increase, which shortens the effective duration of these securities. Mortgage-backed securities are also subject to the risk that underlying
borrowers will be unable to meet their obligations and the value of property that secures the mortgage may decline in value and be insufficient, upon foreclosure, to repay the associated loan. Investments in asset-backed securities are subject to
similar risks.
Counterparty Risk. The Fund may enter into transactions with counterparties that become unable or unwilling to fulfill their contractual
obligations. There can be no assurance that any such counterparty will not default on its obligations to the Fund. In the event of a counterparty default, the Fund may be hindered or delayed in exercising rights against a counterparty and may
experience significant losses. To the extent that the Fund enters into
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Western Asset Inflation-Linked Opportunities & Income Fund
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69
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Summary of information regarding the Fund (unaudited) (contd)
multiple transactions with a single or small set of counterparties, the Fund will be subject to increased counterparty risk.
Derivatives Risk. Using derivatives can increase Fund losses and reduce opportunities for gains when market prices, interest rates, currencies, or the derivatives
themselves behave in a way not anticipated by the Fund. Using derivatives also can have a leveraging effect and increase Fund volatility. Certain derivatives have the potential for unlimited loss, regardless of the size of the initial investment.
Derivatives may not be available at the time or price desired, may be difficult to sell, unwind or value, and the counterparty may default on its obligations to the Fund. Derivatives are generally subject to the risks applicable to the assets,
rates, indices or other indicators underlying the derivative. The value of a derivative may fluctuate more than the underlying assets, rates, indices or other indicators to which it relates. Use of derivatives may have different tax consequences for
the Fund than an investment in the underlying security, and those differences may affect the amount, timing and character of income distributed to shareholders. The U.S. government and foreign governments are in the process of adopting and
implementing regulations governing derivatives markets, including mandatory clearing of certain derivatives, margin and reporting requirements. The ultimate impact of the regulations remains unclear. Additional regulation of derivatives may make
derivatives more costly, limit their availability or utility, otherwise adversely affect their performance or disrupt markets.
The Securities and Exchange
Commission adopted a new rule on October 28, 2020 that mandates that a funds derivatives risk management program provide for specific items as required by the rule, including compliance with a value-at-risk (VaR) test.
Compliance with these new requirements will be required after an eighteen month transition period following the rules effective date of February 19, 2021. Following the compliance date, these requirements may limit the ability of the Fund
to use derivatives and reverse repurchase agreements and similar financing transactions as part of its investment strategies. These requirements may increase the cost of the Funds investments in derivatives, which could adversely affect
shareholders.
Credit default swap contracts involve heightened risks and may result in losses to the Fund. Credit default swaps may be illiquid and difficult to
value. When the Fund sells credit protection via a credit default swap, credit risk increases since the Fund has exposure to both the issuer whose credit is the subject of the swap and the counterparty to the swap.
Inflation/Deflation Risk. Inflation risk is the risk that the Funds assets or income from the Funds investments may be worth less in the future as
inflation decreases the value of money. As inflation increases, the real value of the Funds portfolio could decline. Inflation risk is expected to be greater with respect to the Funds investments in securities or instruments other than
U.S. TIPS. Common shares and distributions on the common shares can decline. In addition, during any periods of rising inflation, the dividend rates or
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70
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Western Asset Inflation-Linked Opportunities & Income Fund
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borrowing costs associated with the Funds use
of leverage would likely increase, which would tend to further reduce returns to shareholders Deflation risk is the risk that prices throughout the economy may decline over time--the opposite of inflation. Deflation may have an adverse effect on the
creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Funds portfolio. Because the principal amounts of U.S. TIPS would be adjusted downward during a period of deflation, the
Fund will be subject to deflation risk with respect to its investments in such securities.
Portfolio Turnover Risk. The length of time the Fund has held a
particular security is not generally a consideration in investment decisions. A change in the securities held by the Fund is known as portfolio turnover. As a result of the Funds investment policies, under certain market conditions
the Funds turnover rate may be higher than that of other investment companies. Portfolio turnover generally involves some expense to the Fund, including brokerage commissions or dealer mark-ups and other transaction costs on the sale of
securities and reinvestment in other securities. These transactions may result in realization of taxable capital gains.
Higher portfolio turnover rates, such as
those above 100%, are likely to result in higher brokerage commissions or other transaction costs and could give rise to a greater amount of taxable capital gains.
Management Risk. The Fund is subject to management risk because it is an actively managed investment portfolio. Western Asset will apply investment techniques and
risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
Anti-Takeover Provisions
Risk. The Funds Agreement and Declaration of Trust and Bylaws include provisions that are intended to limit the ability of other entities or persons to acquire control of the Fund for short-term objectives, including by converting the Fund
to open-end status or changing the composition of the Board, that may be detrimental to the Funds ability to achieve its investment objective. Such provisions may limit the ability of shareholders to sell their shares at a premium over
prevailing market prices by discouraging a third party from seeking to obtain control of the Fund. There can be no assurance, however, that such provisions will be sufficient to deter activist investors that seek to cause the Fund to take actions
that may not be aligned with the interests of long-term shareholders.
Market Events Risk. The market values of securities or other assets will fluctuate,
sometimes sharply and unpredictably, due to changes in general market conditions, overall economic trends or events, governmental actions or intervention, actions taken by the U.S. Federal Reserve or foreign central banks, market disruptions caused
by trade disputes or other factors, political developments, investor sentiment, the global and domestic effects of
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Western Asset Inflation-Linked Opportunities & Income Fund
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71
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Summary of information regarding the Fund (unaudited) (contd)
a pandemic, and other factors that may or may not be related to the issuer of the security or other asset. Economies and financial markets throughout the world are
increasingly interconnected. Economic, financial or political events, trading and tariff arrangements, public health events, terrorism, natural disasters and other circumstances in one country or region could have profound impacts on global
economies or markets. As a result, whether or not the Fund invests in securities of issuers located in or with significant exposure to the countries directly affected, the value and liquidity of the Funds investments may be negatively
affected.
The rapid and global spread of a highly contagious novel coronavirus respiratory disease, designated COVID-19, has resulted in extreme volatility in the
financial markets and severe losses; reduced liquidity of many instruments; restrictions on international and, in some cases, local travel; significant disruptions to business operations (including business closures); strained healthcare systems;
disruptions to supply chains, consumer demand and employee availability; and widespread uncertainty regarding the duration and long-term effects of this pandemic. Some sectors of the economy and individual issuers have experienced particularly large
losses. In addition, the COVID-19 pandemic may result in a sustained domestic or even global economic downturn or recession, domestic and foreign political and social instability, damage to diplomatic and international trade relations and increased
volatility and/or decreased liquidity in the securities markets. Developing or emerging market countries may be more impacted by the COVID-19 pandemic as they may have less established health care systems and may be less able to control or mitigate
the effects of the pandemic. The impact of the COVID-19 pandemic may last for an extended period of time. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not
known. Certain risks, such as interest rate risk, credit risk, liquidity risk and counterparty risk, may be heightened as a result of such market events. The U.S. government and the Federal Reserve, as well as certain foreign governments and central
banks, are taking extraordinary actions to support local and global economies and the financial markets in response to the COVID-19 pandemic, including by pushing interest rates to very low levels. These actions have resulted in significant
expansion of public debt, including in the U.S. This and other government intervention into the economy and financial markets to address the COVID-19 pandemic may not work as intended, particularly if the efforts are perceived by investors as being
unlikely to achieve the desired results. Government actions to mitigate the economic impact of the pandemic have resulted in a large expansion of government deficits and debt, the long term consequences of which are not known. The COVID-19 pandemic
could adversely affect the value and liquidity of the funds investments and negatively impact the funds performance. In addition, the outbreak of COVID-19, and measures taken to mitigate its effects, could result in disruptions to the
services provided to the fund by its service providers.
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Western Asset Inflation-Linked Opportunities & Income Fund
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Liquidity Risk. Liquidity risk exists when particular investments are difficult to sell. Securities may become
illiquid securities after purchase by the Fund, particularly during periods of market turmoil. When the Fund holds illiquid investments, the portfolio may be harder to value, especially in changing markets, and if the Fund is forced to
sell these investments in order to segregate assets or for other cash needs, the Fund may suffer a loss.
LIBOR Risk. The Funds investments, payment
obligations, and financing terms may be based on floating rates, such as the London Interbank Offered Rate, or LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. In 2017, the U.K.
Financial Conduct Authority (FCA) announced the FCAs intention to cease compelling banks to provide the quotations needed to sustain LIBOR after 2021. In March 2021, the FCA and LIBORs administrator, ICE Benchmark
Administration (IBA), announced that most LIBOR settings will no longer be published after the end of 2021 and a majority of U.S. dollar LIBOR settings will no longer be published after June 30, 2023. It is possible that the FCA may
compel the IBA to publish a subset of LIBOR settings after these dates on a synthetic basis, but any such publications would be considered non_representative of the underlying market. Actions by regulators have resulted in the
establishment of alternative reference rates to LIBOR in most major currencies. There remains uncertainty regarding the nature of any replacement rate and the impact of the transition from LIBOR on the Funds transactions and the financial
markets generally. The transition away from LIBOR may lead to increased volatility and illiquidity in markets that currently rely on LIBOR and may adversely affect the Funds performance. In addition, the usefulness of LIBOR may deteriorate in
the period leading up to its discontinuation, which could adversely affect the liquidity or market value of LIBOR-related instruments before its actual discontinuation.
Operational risk. The valuation of the Funds investments may be negatively impacted because of the operational risks arising from factors such as processing
errors and human errors, inadequate or failed internal or external processes, failures in systems and technology, changes in personnel, and errors caused by third party service providers or trading counterparties. It is not possible to identify all
of the operational risks that may affect the Fund or to develop processes and controls that completely eliminate or mitigate the occurrence of such failures. The Fund and its shareholders could be negatively impacted as a result.
Cybersecurity risk. Cybersecurity incidents, both intentional and unintentional, may allow an unauthorized party to gain access to Fund assets, Fund or
proprietary information, cause the Fund, Western Asset, the subadvisers and/or their service providers to suffer data breaches, data corruption or loss of operational functionality or prevent fund investors from purchasing, redeeming or exchanging
shares or receiving distributions. The Fund, Western
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Western Asset Inflation-Linked Opportunities & Income Fund
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73
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Summary of information regarding the Fund (unaudited) (contd)
Asset, and the subadvisers have limited ability to prevent or mitigate cybersecurity incidents affecting third party service providers, and such third party service
providers may have limited indemnification obligations to the Fund or the manager. Cybersecurity incidents may result in financial losses to the Fund and its shareholders, and substantial costs may be incurred in order to prevent any future
cybersecurity incidents. Issuers of securities in which the Fund invests are also subject to cybersecurity risks, and the value of these securities could decline if the issuers experience cybersecurity incidents.
More Information
For a complete list of the
Funds fundamental investment restrictions and more detailed descriptions of the Funds investment policies, strategies and risks, see the Funds prospectus and statement of additional information, dated February 24, 2004, as
amended or superseded by subsequent disclosures. The Funds fundamental investment restrictions may not be changed without the approval of the holders of a majority of the outstanding voting securities, as defined in the 1940 Act.
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74
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Western Asset Inflation-Linked Opportunities & Income Fund
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Dividend reinvestment plan (unaudited)
The Fund and Computershare Inc. (Agent), as the Transfer Agent and Registrar of WIW, offer a convenient way to add shares of WIW to your account. WIW offers
to all common shareholders a Dividend Reinvestment Plan (Plan). Under the Plan, cash distributions (e.g., dividends and capital gains) on the common shares are automatically invested in shares of WIW unless the shareholder elects
otherwise by contacting the Agent at the address set forth below.
As a participant in the Dividend Reinvestment Plan, you will automatically receive your dividend
or net capital gains distribution in newly issued shares of WIW, if the market price of the shares on the date of the distribution is at or above the net asset value (NAV) of the shares, minus estimated brokerage commissions that would be incurred
upon the purchase of common shares on the open market. The number of shares to be issued to you will be determined by dividing the amount of the cash distribution to which you are entitled (net of any applicable withholding taxes) by the greater of
the NAV per share on such date or 95% of the market price of a share on such date. If the market price of a share on such distribution date is below the NAV, less estimated brokerage commissions that would be incurred upon the purchase of common
shares on the open market, the Agent will, as agent for the participants, buy shares of WIW through a broker on the open market. All common shares acquired on your behalf through the Plan will be automatically credited to an account maintained on
the books of the Agent.
Additional information regarding the plan
WIW will pay all costs applicable to the Plan, except for brokerage commissions for open market purchases by the Agent under the Plan, which will be charged to
participants. All shares acquired through the Plan receive voting rights and are eligible for any stock split, stock dividend, or other rights accruing to shareholders that the Board of Trustees may declare.
You may terminate participation in the Plan at any time by giving notice to the Agent. Such termination will be effective prior to the record date next succeeding the
receipt of such instructions or by a later date of termination specified in such instructions. Upon termination, a participant will receive a certificate for the full shares credited to his or her account or may request the sale of all or part of
such shares. Fractional shares credited to a terminating account will be paid for in cash at the current market price at the time of termination.
Dividends and
other distributions invested in additional shares under the Plan are subject to income tax just as if they had been received in cash. After year end, dividends paid on the accumulated shares will be included in the Form 1099-DIV information return
to the Internal Revenue Service and only one Form 1099-DIV will be sent to participants each year.
Inquiries regarding the Plan, as well as notices of termination,
should be directed to Computershare Inc., 462 South 4th Street, Suite 1600 Louisville, KY 40202. Investor Relations telephone number 1-888-888-0151.
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Western Asset Inflation-Linked Opportunities & Income Fund
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75
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Important tax information (unaudited)
By mid-February, tax information related to a shareholders proportionate share of distributions paid during the preceding calendar year will be received, if
applicable. Please also refer to www.franklintempleton.com for per share tax information related to any distributions paid during the preceding calendar year. Shareholders are advised to consult with their tax advisors for further information on the
treatment of these amounts on their tax returns.
The following tax information for the Fund is required to be furnished to shareholders with respect to income
earned and distributions paid during its fiscal year.
The Fund hereby reports the following amounts, or if subsequently determined to be different, the maximum
allowable amounts, for the fiscal year ended November 30, 2021:
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Pursuant to:
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Amount Reported
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Long-Term Capital Gain Dividends Distributed
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§852(b)(3)(C)
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$850,459
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Qualified Net Interest Income (QII)
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§871(k)(1)(C)
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$41,479,723
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Section 163(j) Interest Earned
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§163(j)
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$43,884,679
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Short-Term Capital Gain Dividends Distributed
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§871(k)(2)(C)
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$5,739,072
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Interest Earned from Federal Obligations
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Note (1)
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$43,868,316
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Note (1) - The law varies in each state as to whether and what percentage of dividend income attributable to Federal obligations is
exempt from state income tax. Shareholders are advised to consult with their tax advisors to determine if any portion of the dividends received is exempt from state income taxes.
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76
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Western Asset Inflation-Linked Opportunities & Income Fund
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Western Asset
Inflation-Linked Opportunities & Income Fund
Trustees
Robert Abeles, Jr.
Jane F. Dasher
Anita L. DeFrantz
Susan B. Kerley
Michael Larson
Ronald L. Olson
Avedick B. Poladian
William E.B. Siart
Chairman
Jaynie M. Studenmund
Peter J. Taylor
Jane Trust
Officers
Jane Trust
President and Chief Executive
Officer
Christopher Berarducci
Treasurer and Principal Financial
Officer
Ted P. Becker
Chief Compliance Officer
Jenna Bailey
Identity Theft Prevention Officer
Marc A. De Oliveira
Secretary and Chief Legal Officer
Thomas C. Mandia
Assistant Secretary
Jeanne M. Kelly
Senior Vice President
Western Asset Inflation- Linked
Opportunities & Income Fund
620 Eighth Avenue
47th Floor
New York, NY 10018
Investment advisers
Western Asset Management Company, LLC
Western Asset Management Company Limited
Western Asset Management Company Pte. Ltd.
Western Asset Management Company Ltd
Administrator
Legg Mason Partners Fund Advisor,
LLC
Custodian
The Bank of New York Mellon
Transfer agent
Computershare Inc.
462 South 4th Street, Suite 1600
Louisville, KY 40202
Independent registered public accounting firm
PricewaterhouseCoopers LLP
Baltimore, MD 21202
Legal counsel
Ropes & Gray LLP
1211 Avenue of the Americas
New York, NY 10036
New York Stock Exchange Symbol
WIW
Legg Mason Funds Privacy and Security Notice
Your Privacy and the Security of Your Personal Information is Very
Important to the Funds
This Privacy and Security Notice (the Privacy Notice) addresses the Funds privacy and data protection practices
with respect to nonpublic personal information the Funds receive. The Legg Mason Funds include any funds sold by the Funds distributor, Franklin Distributors, LLC, as well as Legg Mason-sponsored closed-end funds. The provisions of this
Privacy Notice apply to your information both while you are a shareholder and after you are no longer invested with the Funds.
The Type of
Nonpublic Personal Information the Funds Collect About You
The Funds collect and maintain nonpublic personal information about you in connection with
your shareholder account. Such information may include, but is not limited to:
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Personal information included on applications or other forms;
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Account balances, transactions, and mutual fund holdings and positions;
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Bank account information, legal documents, and identity verification documentation;
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Online account access user IDs, passwords, security challenge question responses; and
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Information received from consumer reporting agencies regarding credit history and creditworthiness (such as the amount of
an individuals total debt, payment history, etc.).
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How the Funds Use Nonpublic Personal Information About You
The Funds do not sell or share your nonpublic personal information with third parties or with affiliates for their marketing purposes, or with other
financial institutions or affiliates for joint marketing purposes, unless you have authorized the Funds to do so. The Funds do not disclose any nonpublic personal information about you except as may be required to perform transactions or services
you have authorized or as permitted or required by law.
The Funds may disclose information about you to:
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Employees, agents, and affiliates on a need to know basis to enable the Funds to conduct ordinary business, or
to comply with obligations to government regulators;
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Service providers, including the Funds affiliates, who assist the Funds as part of the ordinary course of business
(such as printing, mailing services, or processing or servicing your account with us) or otherwise perform services on the Funds behalf, including companies that may perform statistical analysis, market research and marketing services solely
for the Funds;
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Permit access to transfer, whether in the United States or countries outside of the United States to such Funds
employees, agents and affiliates and service providers as required to enable the Funds to conduct ordinary business, or to comply with obligations to government regulators;
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The Funds representatives such as legal counsel, accountants and auditors to enable the Funds to conduct ordinary
business, or to comply with obligations to government regulators;
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Fiduciaries or representatives acting on your behalf, such as an IRA custodian or trustee of a grantor trust.
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NOT PART OF THE ANNUAL REPORT
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Legg Mason Funds Privacy and Security Notice (contd)
Except as otherwise permitted by applicable law, companies acting on the Funds behalf,
including those outside the United States, are contractually obligated to keep nonpublic personal information the Funds provide to them confidential and to use the information the Funds share only to provide the services the Funds ask them to
perform. The Funds may disclose nonpublic personal information about you when necessary to enforce their rights or protect against fraud, or as permitted or required by applicable law, such as in connection with a law enforcement or regulatory
request, subpoena, or similar legal process. In the event of a corporate action or in the event a Fund service provider changes, the Funds may be required to disclose your nonpublic personal information to third parties. While it is the Funds
practice to obtain protections for disclosed information in these types of transactions, the Funds cannot guarantee their privacy policy will remain unchanged.
Keeping You Informed of the Funds Privacy and Security Practices
The Funds will notify you annually of their privacy policy as
required by federal law. While the Funds reserve the right to modify this policy at any time they will notify you promptly if this privacy policy changes.
The Funds Security Practices
The Funds maintain appropriate physical, electronic and procedural safeguards designed to guard
your nonpublic personal information. The Funds internal data security policies restrict access to your nonpublic personal information to authorized employees, who may use your nonpublic personal information for Fund business purposes only.
Although the Funds strive to protect your nonpublic personal information, they cannot ensure or warrant the security of any information you provide or transmit to
them, and you do so at your own risk. In the event of a breach of the confidentiality or security of your nonpublic personal information, the Funds will attempt to notify you as necessary, so you can take appropriate protective steps. If you have
consented to the Funds using electronic communications or electronic delivery of statements, they may notify you under such circumstances using the most current email address you have on record with them.
In order for the Funds to provide effective service to you, keeping your account information accurate is very important. If you believe that your account information is
incomplete, not accurate or not current, if you have questions about the Funds privacy practices, or our use of your nonpublic personal information, write the Funds using the contact information on your account statements, email the Funds by
clicking on the Funds website at www.franklintempleton.com/investments/options/closed-end-funds, or contact the Fund at 1-888-777-0102.
Revised April 2018
Legg Mason California Consumer Privacy Act Policy
Although much of the personal information we collect is nonpublic personal information subject to federal law, residents of California may, in certain
circumstances, have additional
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NOT PART OF THE ANNUAL REPORT
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Legg Mason Funds Privacy and Security Notice (contd)
rights under the California Consumer Privacy Act (CCPA). For example, if you are a
broker, dealer, agent, fiduciary, or representative acting by or on behalf of, or for, the account of any other person(s) or household, or a financial advisor, or if you have otherwise provided personal information to us separate from the
relationship we have with personal investors, the provisions of this Privacy Policy apply to your personal information (as defined by the CCPA).
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In addition to the provisions of the Legg Mason Funds Security and Privacy Notice, you may have the right to know the
categories and specific pieces of personal information we have collected about you.
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You also have the right to request the deletion of the personal information collected or maintained by the Funds.
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If you wish to exercise any of the rights you have in respect of your personal information, you should advise the Funds by contacting them as set
forth below. The rights noted above are subject to our other legal and regulatory obligations and any exemptions under the CCPA. You may designate an authorized agent to make a rights request on your behalf, subject to the identification process
described below. We do not discriminate based on requests for information related to our use of your personal information, and you have the right not to receive discriminatory treatment related to the exercise of your privacy rights.
We may request information from you in order to verify your identity or authority in making such a request. If you have appointed an authorized agent to make a request
on your behalf, or you are an authorized agent making such a request (such as a power of attorney or other written permission), this process may include providing a password/passcode, a copy of government issued identification, affidavit or other
applicable documentation, i.e. written permission. We may require you to verify your identity directly even when using an authorized agent, unless a power of attorney has been provided. We reserve the right to deny a request submitted by an agent if
suitable and appropriate proof is not provided.
For the 12-month period prior to the date of this Privacy Policy, the Legg Mason Funds have not sold any of your
personal information; nor do we have any plans to do so in the future.
Contact Information
Address: Data Privacy Officer, 100 International Dr., Baltimore, MD 21202
Email: DataProtectionOfficer@franklintempleton.com
Phone:
1-800-396-4748
Revised October 2020
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NOT PART OF THE ANNUAL REPORT
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Western Asset Inflation-Linked Opportunities & Income Fund
Western Asset Inflation-Linked Opportunities & Income Fund
620 Eighth Avenue
47th Floor
New York, NY 10018
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that from time to time the Fund may purchase, at market
prices, shares of its stock.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first
and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Funds Forms N-PORT are available on the SECs website at www.sec.gov. To obtain information on Form N-PORT, shareholders can call the Fund at
1-888-777-0102.
Information on how the Fund voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a
description of the policies and procedures that the Fund uses to determine how to vote proxies related to portfolio transactions are available (1) without charge, upon request, by calling 1-888-777-0102, (2) at www.franklintempleton.com
and (3) on the SECs website at www.sec.gov.
This report is transmitted to the shareholders of Western Asset Inflation-Linked Opportunities &
Income Fund for their information. This is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in this report.
Computershare Inc.
462 South 4th Street, Suite 1600
Louisville, KY 40202
WASX013149 1/22 SR21-4314
ITEM 7.
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DISCLOSURE OF PROXY VOTING POLOCIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES
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Western Asset Management Company, LLC
Proxy Voting Policies and Procedures
BACKGROUND
An investment adviser is
required to adopt and implement policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with fiduciary duties and SEC Rule
206(4)-6 under the Investment Advisers Act of 1940 (Advisers Act). The authority to vote the proxies of our clients is established through investment management agreements or comparable documents.
In addition to SEC requirements governing advisers, long-standing fiduciary standards and responsibilities have been established for ERISA accounts. Unless a manager of ERISA assets has been expressly precluded from voting proxies, the Department of
Labor has determined that the responsibility for these votes lies with the investment manager.
POLICY
As a fixed income only manager, the occasion to vote proxies is very rare. However, the Firm has adopted and implemented policies and
procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with our fiduciary duties and SEC Rule 206(4)- 6 under the Investment Advisers Act of 1940 (Advisers Act).
In addition to SEC requirements governing advisers, our proxy voting policies reflect the long-standing fiduciary standards and responsibilities for ERISA accounts. Unless a manager of ERISA assets has been expressly precluded from voting proxies,
the Department of Labor has determined that the responsibility for these votes lies with the Investment Manager.
While the guidelines
included in the procedures are intended to provide a benchmark for voting standards, each vote is ultimately cast on a case-by-case basis, taking into consideration the
Firms contractual obligations to our clients and all other relevant facts and circumstances at the time of the vote (such that these guidelines may be overridden to the extent the Firm deems appropriate).
In exercising its voting authority, Western Asset will not consult or enter into agreements with officers, directors or employees of Legg
Mason Inc. or any of its affiliates (other than Western Asset affiliated companies) regarding the voting of any securities owned by its clients.
PROCEDURE
Responsibility and Oversight
The Western Asset Legal and Compliance Department (Compliance Department) is responsible for administering and overseeing the proxy
voting process. The gathering of proxies is coordinated through the Corporate Actions area of Investment Support (Corporate Actions). Research analysts and portfolio managers are responsible for determining appropriate voting positions
on each proxy utilizing any applicable guidelines contained in these procedures.
Client Authority
The Investment Management Agreement for each client is reviewed at account start-up for proxy voting
instructions. If an agreement is silent on proxy voting, but contains an overall delegation of discretionary authority or if the account represents assets of an ERISA plan, Western Asset will assume responsibility for proxy voting. The Legal and
Compliance Department maintains a matrix of proxy voting authority.
Proxy Gathering
Registered owners of record, client custodians, client banks and trustees (Proxy Recipients) that receive proxy materials on behalf
of clients should forward them to Corporate Actions. Proxy Recipients for new clients (or, if Western Asset becomes aware that the applicable Proxy Recipient for an existing client has changed, the Proxy Recipient for the existing client) are
notified at start-up of appropriate routing to Corporate Actions of proxy materials received and reminded of their responsibility to forward all proxy materials on a timely basis. If Western Asset personnel
other than Corporate Actions receive proxy materials, they should promptly forward the materials to Corporate Actions.
Proxy Voting
Once proxy materials are received by Corporate Actions, they are forwarded to the Legal and Compliance Department for coordination and the
following actions:
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1.
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Proxies are reviewed to determine accounts impacted.
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2.
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Impacted accounts are checked to confirm Western Asset voting authority.
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3.
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Legal and Compliance Department staff reviews proxy issues to determine any material conflicts of interest.
(See conflicts of interest section of these procedures for further information on determining material conflicts of interest.)
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4.
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If a material conflict of interest exists, (i) to the extent reasonably practicable and permitted by
applicable law, the client is promptly notified, the conflict is disclosed and Western Asset obtains the clients proxy voting instructions, and (ii) to the extent that it is not reasonably practicable or permitted by applicable law to
notify the client and obtain such instructions (e.g., the client is a mutual fund or other commingled vehicle or is an ERISA plan client), Western Asset seeks voting instructions from an independent third party.
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5.
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Legal and Compliance Department staff provides proxy material to the appropriate research analyst or portfolio
manager to obtain their recommended vote. Research analysts and portfolio managers determine votes on a case-by-case basis taking into the account the voting guidelines
contained in these procedures. For avoidance of doubt, depending on the best interest of each individual client, Western Asset may vote the same proxy differently for different clients. The analysts or portfolio managers basis for their
decision is documented and maintained by the Legal and Compliance Department.
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6.
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Legal and Compliance Department staff votes the proxy pursuant to the instructions received in (d) or (e)
and returns the voted proxy as indicated in the proxy materials.
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Timing
Western Asset personnel act in such a manner to ensure that, absent special circumstances, the proxy gathering, and proxy voting steps noted
above can be completed before the applicable deadline for returning proxy votes.
Recordkeeping
Western Asset maintains records of proxies voted pursuant to Section 204-2 of the Advisers Act and
ERISA DOL Bulletin 94-2. These records include:
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a.
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A copy of Western Assets policies and procedures.
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b.
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Copies of proxy statements received regarding client securities.
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c.
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A copy of any document created by Western Asset that was material to making a decision how to vote proxies.
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d.
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Each written client request for proxy voting records and Western Assets written response to both verbal
and written client requests.
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e.
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A proxy log including:
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2.
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Exchange ticker symbol of the issuers shares to be voted;
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3.
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Committee on Uniform Securities Identification Procedures (CUSIP) number for the shares to be
voted;
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4.
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A brief identification of the matter voted on;
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5.
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Whether the matter was proposed by the issuer or by a shareholder of the issuer;
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6.
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Whether a vote was cast on the matter;
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7.
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A record of how the vote was cast; and
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8.
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Whether the vote was cast for or against the recommendation of the issuers management team.
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Records are maintained in an easily accessible place for five years, the first two in Western Assets offices.
Disclosure
Western Assets proxy
policies are described in the firms Part 2A of Form ADV. Clients will be provided a copy of these policies and procedures upon request. In addition, upon request, clients may receive reports on how their proxies have been voted.
Conflicts of Interest
All proxies are reviewed
by the Legal and Compliance Department for material conflicts of interest.
Issues to be reviewed include, but are not limited to:
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1.
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Whether Western (or, to the extent required to be considered by applicable law, its affiliates) manages assets
for the company or an employee group of the company or otherwise has an interest in the company;
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2.
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Whether Western or an officer or director of Western or the applicable portfolio manager or analyst responsible
for recommending the proxy vote (together, Voting Persons) is a close relative of or has a personal or business relationship with an executive, director or person who is a candidate for director of the company or is a participant in a
proxy contest; and
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3.
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Whether there is any other business or personal relationship where a Voting Person has a personal interest in
the outcome of the matter before shareholders.
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Voting Guidelines
Western Assets substantive voting decisions turn on the particular facts and circumstances of each proxy vote and are evaluated by the
designated research analyst or portfolio manager. The examples outlined below are meant as guidelines to aid in the decision making process.
Guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals which have been
approved and are recommended by a companys board of directors; Part II deals with proposals submitted by shareholders for inclusion in proxy statements; Part III addresses issues relating to voting shares of investment companies; and Part IV
addresses unique considerations pertaining to foreign issuers.
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I.
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Board Approved Proposals
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The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself that have been approved and
recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies, Western Asset generally votes in support of decisions reached by independent boards of directors. More
specific guidelines related to certain board-approved proposals are as follows:
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1.
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Matters relating to the Board of Directors
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Western Asset votes proxies for the election of the companys nominees for directors and for board- approved proposals on
other matters relating to the board of directors with the following exceptions:
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a.
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Votes are withheld for the entire board of directors if the board does not have a majority of independent
directors or the board does not have nominating, audit and compensation committees composed solely of independent directors.
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b.
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Votes are withheld for any nominee for director who is considered an independent director by the company and
who has received compensation from the company other than for service as a director.
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c.
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Votes are withheld for any nominee for director who attends less than 75% of board and committee meetings
without valid reasons for absences.
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d.
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Votes are cast on a
case-by-case basis in contested elections of directors.
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2.
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Matters relating to Executive Compensation
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Western Asset generally favors compensation programs that relate executive compensation to a companys long-term
performance. Votes are cast on a case-by-case basis on board-approved proposals relating to executive compensation, except as follows:
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a.
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Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for
stock option plans that will result in a minimal annual dilution.
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|
b.
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Western Asset votes against stock option plans or proposals that permit replacing or repricing of underwater
options.
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c.
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Western Asset votes against stock option plans that permit issuance of options with an exercise price below the
stocks current market price.
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d.
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Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for
employee stock purchase plans that limit the discount for shares purchased under the plan to no more than 15% of their market value, have an offering period of 27 months or less and result in dilution of 10% or less.
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3.
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Matters relating to Capitalization
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The management of a companys capital structure involves a number of important issues, including cash flows, financing
needs and market conditions that are unique to the circumstances of each company. As a result, Western Asset votes on a case-by-case basis on board-approved proposals
involving changes to a companys capitalization except where Western Asset is otherwise withholding votes for the entire board of directors.
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a.
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Western Asset votes for proposals relating to the authorization of additional common stock.
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b.
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Western Asset votes for proposals to effect stock splits (excluding reverse stock splits).
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c.
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Western Asset votes for proposals authorizing share repurchase programs.
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4.
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Matters relating to Acquisitions, Mergers, Reorganizations and Other Transactions
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Western Asset votes these issues on a case-by-case basis on
board-approved transactions.
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5.
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Matters relating to Anti-Takeover Measures
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Western Asset votes against board-approved proposals to adopt anti-takeover measures except as follows:
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a.
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Western Asset votes on a
case-by-case basis on proposals to ratify or approve shareholder rights plans.
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b.
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Western Asset votes on a
case-by-case basis on proposals to adopt fair price provisions.
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6.
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Other Business Matters
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Western Asset votes for board-approved proposals approving such routine business matters such as changing the companys
name, ratifying the appointment of auditors and procedural matters relating to the shareholder meeting.
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a.
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Western Asset votes on a
case-by-case basis on proposals to amend a companys charter or bylaws.
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b.
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Western Asset votes against authorization to transact other unidentified, substantive business at the meeting.
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II.
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Shareholder Proposals
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SEC regulations permit shareholders to submit proposals for inclusion in a companys proxy statement. These proposals generally seek to
change some aspect of a companys corporate governance structure or to change some aspect of its business operations. Western Asset votes in accordance with the recommendation of the companys board of directors on all shareholder
proposals, except as follows:
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a.
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Western Asset votes for shareholder proposals to require shareholder approval of shareholder rights plans.
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b.
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Western Asset votes for shareholder proposals that are consistent with Western Assets proxy voting
guidelines for board-approved proposals.
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c.
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Western Asset votes on a
case-by-case basis on other shareholder proposals where the firm is otherwise withholding votes for the entire board of directors.
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III.
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Voting Shares of Investment Companies
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Western Asset may utilize shares of open or closed-end investment companies to implement its investment
strategies. Shareholder votes for investment companies that fall within the categories listed in Parts I and II above are voted in accordance with those guidelines.
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1.
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Western Asset votes on a
case-by-case basis on proposals relating to changes in the investment objectives of an investment company taking into account the original intent of the fund and the
role the fund plays in the clients portfolios.
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2.
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Western Asset votes on a
case-by-case basis all proposals that would result in increases in expenses (e.g., proposals to adopt 12b-1 plans, alter
investment advisory arrangements or approve fund mergers) taking into account comparable expenses for similar funds and the services to be provided.
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IV.
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Voting Shares of Foreign Issuers
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In the event Western Asset is required to vote on securities held in non-U.S. issuers i.e.
issuers that are incorporated under the laws of a foreign jurisdiction and that are not listed on a U.S. securities exchange or the NASDAQ stock market, the following guidelines are used, which are premised on the existence of a sound corporate
governance and disclosure framework. These guidelines, however, may not be appropriate under some circumstances for foreign issuers and therefore apply only where applicable.
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1.
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Western Asset votes for shareholder proposals calling for a majority of the directors to be independent of
management.
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2.
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Western Asset votes for shareholder proposals seeking to increase the independence of board nominating, audit
and compensation committees.
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3.
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Western Asset votes for shareholder proposals that implement corporate governance standards similar to those
established under U.S. federal law and the listing requirements of U.S. stock exchanges, and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated.
|
|
4.
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Western Asset votes on a
case-by-case basis on proposals relating to (1) the issuance of common stock in excess of 20% of a companys outstanding common stock where shareholders do not
have preemptive rights, or (2) the issuance of common stock in excess of 100% of a companys outstanding common stock where shareholders have preemptive rights.
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RETIREMENT ACCOUNTS
For accounts subject
to ERISA, as well as other Retirement Accounts, Western Asset is presumed to have the responsibility to vote proxies for the client. The Department of Labor (DOL) has issued a bulletin that states that investment managers have the
responsibility to vote proxies on behalf of Retirement Accounts unless the authority to vote proxies has been specifically reserved to another named fiduciary. Furthermore, unless Western Asset is expressly precluded from voting the proxies, the DOL
has determined that the responsibility remains with the investment manager.
In order to comply with the DOLs position, Western
Asset will be presumed to have the obligation to vote proxies for its Retirement Accounts unless Western Asset has obtained a specific written instruction indicating that: (a) the right to vote proxies has been reserved to a named fiduciary of
the client, and (b) Western Asset is precluded from voting proxies on behalf of the client. If Western Asset does not receive such an instruction, Western Asset will be responsible for voting proxies in the best interests of the Retirement
Account client and in accordance with any proxy voting guidelines provided by the client.
Western Asset Management Company Limited
Proxy Voting and Corporate Actions Policy
NOTE: Below policy relating to Proxy Voting and Corporate Actions is a global policy for all Western Asset affiliates. As compliance with the Policy is
monitored by Western Asset Pasadena affiliate, the Policy has been adopted from US Compliance Manual and therefore all defined terms are those defined in the US Compliance Manual rather than UK Compliance Manual.
As a fixed income only manager, the occasion to vote proxies is very rare. However, the Firm has adopted and implemented policies and procedures that we
believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with our fiduciary duties and SEC Rule 206(4)-6 under the Investment Advisers Act of 1940
(Advisers Act). In addition to SEC requirements governing advisers, our proxy voting policies reflect the long-standing fiduciary standards and responsibilities for ERISA accounts. Unless a manager of ERISA assets has been expressly
precluded from voting proxies, the Department of Labor has determined that the responsibility for these votes lies with the Investment Manager.
While the guidelines included in the procedures are intended to provide a benchmark for voting standards, each vote is ultimately cast on a case-by-case basis, taking into consideration the Firms contractual obligations to our clients and all other relevant facts and circumstances at the time of the vote
(such that these guidelines may be overridden to the extent the Firm deems appropriate).
In exercising its voting authority, Western
Asset will not consult or enter into agreements with officers, directors or employees of Legg Mason Inc. or any of its affiliates (other than Western Asset affiliated companies) regarding the voting of any securities owned by its clients.
RESPONSIBILITY AND OVERSIGHT
The Western
Asset Legal and Compliance Department (Compliance Department) is responsible for administering and overseeing the proxy voting process. The gathering of proxies is coordinated through the Corporate Actions area of Investment Support
(Corporate Actions). Research analysts and portfolio managers are responsible for determining appropriate voting positions on each proxy utilizing any applicable guidelines contained in these procedures.
CLIENT AUTHORITY
The Investment
Management Agreement for each client is reviewed at account start-up for proxy voting instructions. If an agreement is silent on proxy voting, but contains an overall delegation of discretionary authority or
if the account represents assets of an ERISA plan, Western Asset will assume responsibility for proxy voting. The Legal and Compliance Department maintains a matrix of proxy voting authority.
PROXY GATHERING
Registered owners of
record, client custodians, client banks and trustees (Proxy Recipients) that receive proxy materials on behalf of clients should forward them to Corporate Actions. Proxy Recipients for new clients (or, if Western Asset becomes aware that
the applicable Proxy Recipient for an existing client has changed, the Proxy Recipient for the existing client) are notified at start-up of appropriate routing to Corporate Actions of proxy materials received
and reminded of their responsibility to forward all proxy materials on a timely basis. If Western Asset personnel other than Corporate Actions receive proxy materials, they should promptly forward the materials to Corporate Actions.
PROXY VOTING
Once proxy materials are
received by Corporate Actions, they are forwarded to the Legal and Compliance Department for coordination and the following actions:
Proxies are reviewed to determine accounts impacted.
Impacted accounts are checked to confirm Western Asset voting authority.
Legal and Compliance Department staff reviews proxy issues to determine any material conflicts of interest. (See
conflicts of interest section of these procedures for further information on determining material conflicts of interest.)
If a material conflict of
interest exists, (i) to the extent reasonably practicable and permitted by applicable law, the client is promptly notified, the conflict is disclosed and Western Asset obtains the clients proxy voting instructions, and (ii) to the
extent that it is not reasonably practicable or permitted by applicable law to notify the client and obtain such instructions (e.g., the client is a mutual fund or other commingled vehicle or is an ERISA plan client), Western Asset seeks voting
instructions from an independent third party.
Legal and Compliance Department staff provides proxy material to the appropriate research analyst or
portfolio manager to obtain their recommended vote. Research analysts and portfolio managers determine votes on a case-by-case basis taking into account the voting
guidelines contained in these procedures. For avoidance of doubt, depending on the best interest of each individual client, Western Asset may vote the same proxy differently for different clients. The analysts or portfolio managers basis
for their decision is documented and maintained by the Legal and Compliance Department.
Legal and Compliance Department staff votes the proxy pursuant to
the instructions received in (d) or (e) and returns the voted proxy as indicated in the proxy materials.
TIMING
Western Asset personnel act in such a manner to ensure that, absent special circumstances, the proxy gathering and proxy voting steps noted
above can be completed before the applicable deadline for returning proxy votes.
RECORDKEEPING
Western Asset maintains records of proxies voted pursuant to Section 204-2 of the Advisers Act and
ERISA DOL Bulletin 94-2. These records include:
A copy of Western Assets policies and procedures.
Copies of proxy statements received regarding client securities.
A copy of any document created by Western Asset that was material to making a decision how to vote proxies.
Each written client request for proxy voting records and Western Assets written response to both verbal and written client requests.
A proxy log including:
|
|
|
Exchange ticker symbol of the issuers shares to be voted;
|
|
|
|
Committee on Uniform Securities Identification Procedures (CUSIP) number for the shares to be voted;
|
|
|
|
A brief identification of the matter voted on;
|
|
|
|
Whether the matter was proposed by the issuer or by a shareholder of the issuer;
|
|
|
|
Whether a vote was cast on the matter;
|
|
|
|
A record of how the vote was cast; and
|
|
|
|
Whether the vote was cast for or against the recommendation of the issuers management team.
|
Records are maintained in an easily accessible place for five years, the first two in Western Assets offices.
DISCLOSURE
Western Assets proxy
policies are described in the firms Part 2A of Form ADV. Clients will be provided a copy of these policies and procedures upon request. In addition, upon request, clients may receive reports on how their proxies have been voted.
CONFLICT OF INTEREST
All proxies are
reviewed by the Legal and Compliance Department for material conflicts of interest. Issues to be reviewed include, but are not limited to:
Whether
Western (or, to the extent required to be considered by applicable law, its affiliates) manages assets for the company or an employee group of the company or otherwise has an interest in the company;
Whether Western or an officer or director of Western or the applicable portfolio manager or analyst responsible
for recommending the proxy vote (together, Voting Persons) is a close relative of or has a personal or business relationship with an executive, director or person who is a candidate for director of the company or is a participant in a
proxy contest; and
Whether there is any other business or personal relationship where a Voting Person has a personal interest in the outcome of the
matter before shareholders.
VOTING GUIDELINES
Western Assets substantive voting decisions turn on the particular facts and circumstances of each proxy vote and are evaluated by the
designated research analyst or portfolio manager. The examples outlined below are meant as guidelines to aid in the decision making process.
Guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals which have been
approved and are recommended by a companys board of directors; Part II deals with proposals submitted by shareholders for inclusion in proxy statements; Part III addresses issues relating to voting shares of investment companies; and Part IV
addresses unique considerations pertaining to foreign issuers.
BOARD APPROVAL PROPOSALS
The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself that have been approved and
recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies, Western Asset generally votes in support of decisions reached by independent boards of directors. More
specific guidelines related to certain board-approved proposals are as follows:
Matters relating to the Board of Directors Western Asset
votes proxies for the election of the companys nominees for directors and for board-approved proposals on other matters relating to the board of directors with the following exceptions:
Votes are withheld for the entire board of directors if the board does not have a majority of independent directors or the board does not have nominating,
audit and compensation committees composed solely of independent directors.
Votes are withheld for any nominee for director who is considered an
independent director by the company and who has received compensation from the company other than for service as a director.
Votes are withheld for any
nominee for director who attends less than 75% of board and committee meetings without valid reasons for absences.
Votes are cast on a case-by-case basis in contested elections of directors.
Matters relating to
Executive Compensation Western Asset generally favors compensation programs that relate executive compensation to a companys long-term performance. Votes are cast on a
case-by- case basis on board-approved proposals relating to executive compensation, except as follows:
Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for stock option plans that will result in a
minimal annual dilution.
Western Asset votes against stock option plans or proposals that permit replacing or repricing of underwater options.
Western Asset votes against stock option plans that permit issuance of options with an exercise price below the stocks current market price.
Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for employee stock purchase plans that limit the
discount for shares purchased under the plan to no more than 15% of their market value, have an offering period of 27 months or less and result in dilution of 10% or less.
Matters relating to Capitalization The management of a companys capital structure involves a number of important issues, including cash
flows, financing needs and market conditions that are unique to the circumstances of each company. As a result, Western Asset votes on a case-by-case basis on board-
approved proposals involving changes to a companys capitalization except where Western Asset is otherwise withholding votes for the entire board of directors.
Western Asset votes for proposals relating to the authorization of additional common stock;
Western Asset votes for proposals to effect stock splits (excluding reverse stock splits);
Western Asset votes for proposals authorizing share repurchase programs;
Matters relating to Acquisitions, Mergers, Reorganizations and Other Transactions;
Western Asset votes these issues on a case-by-case basis on board-approved
transactions;
Matters relating to Anti-Takeover Measures Western Asset votes against board-approved proposals to adopt anti-takeover
measures except as follows:
Western Asset votes on a case-by-case basis
on proposals to ratify or approve shareholder rights plans;
Western Asset votes on a
case-by-case basis on proposals to adopt fair price provisions.
Other
Business Matters Western Asset votes for board-approved proposals approving such routine business matters such as changing the companys name, ratifying the appointment of auditors and procedural matters relating to the shareholder
meeting.
Western Asset votes on a case-by-case basis on proposals to
amend a companys charter or bylaws;
Western Asset votes against authorization to transact other unidentified, substantive business at the meeting.
SHAREHOLDER PROPOSALS
SEC
regulations permit shareholders to submit proposals for inclusion in a companys proxy statement. These proposals generally seek to change some aspect of a companys corporate governance structure or to change some aspect of its business
operations. Western Asset votes in accordance with the recommendation of the companys board of directors on all shareholder proposals, except as follows:
Western Asset votes for shareholder proposals to require shareholder approval of shareholder rights plans;
Western Asset votes for shareholder proposals that are consistent with Western Assets proxy voting guidelines for board-approved proposals;
Western Asset votes on a case-by-case basis on other shareholder proposals
where the firm is otherwise withholding votes for the entire board of directors.
VOTING SHARES OF INVESTMENT COMPANIES
Western Asset may utilize shares of open or closed-end investment companies to implement its investment
strategies. Shareholder votes for investment companies that fall within the categories listed in Parts I and II above are voted in accordance with those guidelines.
Western Asset votes on a case-by-case basis on proposals relating to changes
in the investment objectives of an investment company taking into account the original intent of the fund and the role the fund plays in the clients portfolios;
Western Asset votes on a case-by-case basis all proposals that would result in
increases in expenses (e.g., proposals to adopt 12b-1 plans, alter investment advisory arrangements or approve fund mergers) taking into account comparable expenses for similar funds and the services to be
provided.
VOTING SHARES OF FOREIGN ISSUERS
In the event Western Asset is required to vote on securities held in non-U.S. issuers i.e.
issuers that are incorporated under the laws of a foreign jurisdiction and that are not listed on a U.S. securities exchange or the NASDAQ stock market, the following guidelines are used, which are premised on the existence of a sound corporate
governance and disclosure framework. These guidelines, however, may not be appropriate under some circumstances for foreign issuers and therefore apply only where applicable.
Western Asset votes for shareholder proposals calling for a majority of the directors to be independent of management;
Western Asset votes for shareholder proposals seeking to increase the independence of board nominating, audit and compensation committees;
Western Asset votes for shareholder proposals that implement corporate governance standards similar to those established under U.S. federal law and the
listing requirements of U.S. stock exchanges and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated;
Western Asset votes on a case-by-case basis on proposals relating to
(1) the issuance of common stock in excess of 20% of a companys outstanding common stock where shareholders do not have preemptive rights, or (2) the issuance of common stock in excess of 100% of a companys outstanding common stock
where shareholders have preemptive rights.
RETIREMENT ACCOUNTS
For accounts subject to ERISA, as well as other Retirement Accounts, Western Asset is presumed to have the responsibility to vote proxies for
the client. The Department of Labor (DOL) has issued a bulletin that states that investment managers have the responsibility to vote proxies on behalf of Retirement Accounts unless the authority to vote proxies has been specifically
reserved to another named fiduciary.
Furthermore, unless Western Asset is expressly precluded from voting the proxies, the DOL has determined that the
responsibility remains with the investment manager.
In order to comply with the DOLs position, Western Asset will be presumed to
have the obligation to vote proxies for its Retirement Accounts unless Western Asset has obtained a specific written instruction indicating that: (a) the right to vote proxies has been reserved to a named fiduciary of the client, and
(b) Western Asset is precluded from voting proxies on behalf of the client. If Western Asset does not receive such an instruction, Western Asset will be responsible for voting proxies in the best interests of the Retirement Account client and
in accordance with any proxy voting guidelines provided by the client.
CORPORATE ACTIONS
Western Asset must pay strict attention to any corporate actions that are taken with respect to issuers whose securities are held in client
accounts. For example, Western Asset must review any tender offers, rights offerings, etc., made in connection with securities owned by clients. Western Asset must also act in a timely manner and in the best interest of each client with respect to
any such corporate actions.
Western Asset Management Company Ltd (WAMJ) Proxy Voting Policies and Procedures
POLICY
As a fixed income only
manager, the occasion to vote proxies for WAMJ is very rare. However, the Firm has adopted and implemented policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients.
While the guidelines included in the procedures are intended to provide a benchmark for voting standards, each vote is ultimately cast on a case-by-case basis, taking into consideration the Firms contractual obligations to our clients and all other relevant facts and circumstances at the time of the vote
(such that these guidelines may be overridden to the extent the Firm deems appropriate).
In exercising its voting authority, WAMJ will
not consult or enter into agreements with officers, directors or employees of Legg Mason Inc. or any of its affiliates (other than Western Asset affiliated companies) regarding the voting of any securities owned by its clients.
PROCEDURE
Responsibility and Oversight
The WAMJ Legal and Compliance Department (Compliance Department) is responsible for administering and overseeing the proxy voting
process. The gathering of proxies is coordinated through the Corporate Actions area of Investment Operations (Corporate Actions). Research analysts and portfolio managers are responsible for determining appropriate voting positions on
each proxy utilizing any applicable guidelines contained in these procedures.
Client Authority
The Investment Management Agreement for each client is reviewed at account start-up for proxy voting
instructions. If an agreement is silent on proxy voting, but contains an overall delegation of discretionary authority, WAMJ will assume responsibility for proxy voting. The Legal and Compliance Department maintains a matrix of proxy voting
authority.
Proxy Gathering
Registered
owners of record, client custodians, client banks and trustees (Proxy Recipients) that receive proxy materials on behalf of clients should forward them to Corporate Actions. Proxy Recipients for new clients (or, if WAMJ becomes aware
that the applicable Proxy Recipient for an existing client has changed, the Proxy Recipient for the existing client) are notified at start-up of appropriate routing to Corporate Actions of proxy materials
received and reminded of their responsibility to forward all proxy materials on a timely basis. If WAMJ personnel other than Corporate Actions receive proxy materials, they should promptly forward the materials to Corporate Actions.
Proxy Voting
Once proxy materials are received
by Corporate Actions, they are forwarded to the Legal and Compliance Department for coordination and the following actions:
|
a.
|
Proxies are reviewed to determine accounts impacted.
|
|
b.
|
Impacted accounts are checked to confirm WAMJ voting authority.
|
|
c.
|
Legal and Compliance Department staff reviews proxy issues to determine any material conflicts of interest.
(See conflicts of interest section of these procedures for further information on determining material conflicts of interest.)
|
|
d.
|
If a material conflict of interest exists, (i) to the extent reasonably practicable and permitted by
applicable law, the client is promptly notified, the conflict is disclosed and WAMJ obtains the clients proxy voting instructions, and (ii) to the extent that it is not reasonably practicable or permitted by applicable law to notify the
client and obtain such instructions (e.g., the client is a mutual fund or other commingled vehicle), WAMJ seeks voting instructions from an independent third party.
|
|
e.
|
Legal and Compliance Department staff provides proxy material to the appropriate research analyst or portfolio
manager to obtain their recommended vote. Research analysts and portfolio managers determine votes on a case-by-case basis taking into account the voting guidelines
contained in these procedures. For avoidance of doubt, depending on the best interest of each individual client, WAMJ may vote the same proxy differently for different clients. The analysts or portfolio managers basis for their decision
is documented and maintained by the Legal and Compliance Department.
|
|
f.
|
Legal and Compliance Department staff votes the proxy pursuant to the instructions received in (d) or (e)
and returns the voted proxy as indicated in the proxy materials.
|
Timing
WAMJ personnel act in such a manner to ensure that, absent special circumstances, the proxy gathering and proxy voting steps noted above can be
completed before the applicable deadline for returning proxy votes.
Recordkeeping
WAMJ maintains records of proxies. These records include:
|
a.
|
A copy of WAMJs policies and procedures.
|
|
b.
|
Copies of proxy statements received regarding client securities.
|
|
c.
|
A copy of any document created by WAMJ that was material to making a decision how to vote proxies.
|
|
d.
|
Each written client request for proxy voting records and WAMJs written response to both verbal and
written client requests.
|
|
e.
|
A proxy log including:
|
|
2.
|
Exchange ticker symbol of the issuers shares to be voted;
|
|
3.
|
Committee on Uniform Securities Identification Procedures (CUSIP) number for the shares to be
voted;
|
|
4.
|
A brief identification of the matter voted on;
|
|
5.
|
Whether the matter was proposed by the issuer or by a shareholder of the issuer;
|
|
6.
|
Whether a vote was cast on the matter;
|
|
7.
|
A record of how the vote was cast; and
|
|
8.
|
Whether the vote was cast for or against the recommendation of the issuers management team.
|
Records are maintained in an easily accessible place for five years, the first two in WAMJs offices.
Disclosure
WAMJs proxy policies are
described in the firms Part 2A of Form ADV. Clients will be provided a copy of these policies and procedures upon request. In addition, upon request, clients may receive reports on how their proxies have been voted.
Conflicts of Interest
All proxies are reviewed
by the Legal and Compliance Department for material conflicts of interest. Issues to be reviewed include, but are not limited to:
|
1.
|
Whether Western (or, to the extent required to be considered by applicable law, its affiliates) manages assets
for the company or an employee group of the company or otherwise has an interest in the company;
|
|
2.
|
Whether Western or an officer or director of Western or the applicable portfolio manager or analyst responsible
for recommending the proxy vote (together, Voting Persons) is a close relative of or has a personal or business relationship with an executive, director or person who is a candidate for director of the company or is a participant in a
proxy contest; and
|
|
3.
|
Whether there is any other business or personal relationship where a Voting Person has a personal interest in
the outcome of the matter before shareholders.
|
Voting Guidelines
WAMJs substantive voting decisions turn on the particular facts and circumstances of each proxy vote and are evaluated by the designated
research analyst or portfolio manager. The examples outlined below are meant as guidelines to aid in the decision making process.
Guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals which have been
approved and are recommended by a companys board of directors; Part II deals with proposals submitted by shareholders for inclusion in proxy statements; Part III addresses issues relating to voting shares of investment companies; and Part IV
addresses unique considerations pertaining to foreign issuers.
1b. Board Approved Proposals
The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself that have been approved and
recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies, WAMJ generally votes in support of decisions reached by independent boards of directors. More specific
guidelines related to certain board-approved proposals are as follows:
|
1.
|
Matters relating to the Board of Directors
|
WAMJ votes proxies for the election of the companys nominees for directors and for board-approved proposals on other matters relating to
the board of directors with the following exceptions:
|
a.
|
Votes are withheld for the entire board of directors if the board does not have a majority of independent
directors or the board does not have nominating, audit and compensation committees composed solely of independent directors.
|
|
b.
|
Votes are withheld for any nominee for director who is considered an independent director by the company and
who has received compensation from the company other than for service as a director.
|
|
c.
|
Votes are withheld for any nominee for director who attends less than 75% of board and committee meetings
without valid reasons for absences.
|
|
d.
|
Votes are cast on a
case-by-case basis in contested elections of directors.
|
|
2.
|
Matters relating to Executive Compensation
|
WAMJ generally favors compensation programs that relate executive compensation to a companys long- term performance. Votes are cast on a case-by-case basis on board-approved proposals relating to executive compensation, except as follows:
|
a.
|
Except where the firm is otherwise withholding votes for the entire board of directors, WAMJ votes for stock
option plans that will result in a minimal annual dilution.
|
|
b.
|
WAMJ votes against stock option plans or proposals that permit replacing or repricing of underwater options.
|
|
c.
|
WAMJ votes against stock option plans that permit issuance of options with an exercise price below the
stocks current market price.
|
|
d.
|
Except where the firm is otherwise withholding votes for the entire board of directors, WAMJ votes for employee
stock purchase plans that limit the discount for shares purchased under the plan to no more than 15% of their market value, have an offering period of 27 months or less and result in dilution of 10% or less.
|
|
3.
|
Matters relating to Capitalization
|
The management of a companys capital structure involves a number of important issues, including cash flows, financing needs and market
conditions that are unique to the circumstances of each company. As a result, WAMJ votes on a case-by-case basis on board-approved proposals involving changes to a
companys capitalization except where WAMJ is otherwise withholding votes for the entire board of directors.
|
a.
|
WAMJ votes for proposals relating to the authorization of additional common stock.
|
|
b.
|
WAMJ votes for proposals to effect stock splits (excluding reverse stock splits).
|
|
c.
|
WAMJ votes for proposals authorizing share repurchase programs.
|
|
4.
|
Matters relating to Acquisitions, Mergers, Reorganizations and Other Transactions WAMJ votes these issues on a case-by-case basis on board-approved transactions.
|
|
5.
|
Matters relating to Anti-Takeover Measures
|
WAMJ votes against board-approved proposals to adopt anti-takeover measures except as follows:
|
a.
|
WAMJ votes on a case-by-case
basis on proposals to ratify or approve shareholder rights plans.
|
|
b.
|
WAMJ votes on a case-by-case
basis on proposals to adopt fair price provisions.
|
|
6.
|
Other Business Matters
|
WAMJ votes for board-approved proposals approving such routine business matters such as changing the companys name, ratifying the
appointment of auditors and procedural matters relating to the shareholder meeting.
|
a.
|
WAMJ votes on a case-by-case
basis on proposals to amend a companys charter or bylaws.
|
|
b.
|
WAMJ votes against authorization to transact other unidentified, substantive business at the meeting.
|
2b. Shareholder Proposals
SEC regulations permit shareholders to submit proposals for inclusion in a companys proxy statement. These proposals generally seek to
change some aspect of a companys corporate governance structure or to change some aspect of its business operations. WAMJ votes in accordance with the recommendation of the companys board of directors on all shareholder proposals, except
as follows:
|
a.
|
WAMJ votes for shareholder proposals to require shareholder approval of shareholder rights plans.
|
|
b.
|
WAMJ votes for shareholder proposals that are consistent with WAMJs proxy voting guidelines for
board-approved proposals.
|
|
c.
|
WAMJ votes on a case-by-case
basis on other shareholder proposals where the firm is otherwise withholding votes for the entire board of directors.
|
|
3b.
|
Voting Shares of Investment Companies
|
WAMJ may utilize shares of open or closed-end investment companies to implement its investment
strategies. Shareholder votes for investment companies that fall within the categories listed in Parts I and II above are voted in accordance with those guidelines.
|
|
|
WAMJ votes on a case-by-case
basis on proposals relating to changes in the investment objectives of an investment company taking into account the original intent of the fund and the role the fund plays in the clients portfolios.
|
|
|
|
WAMJ votes on a case-by-case
basis all proposals that would result in increases in expenses (e.g., proposals to adopt 12b-1 plans, alter investment advisory arrangements or approve fund mergers) taking into account comparable expenses for
similar funds and the services to be provided.
|
4b. Voting Shares of Foreign Issuers
In the event WAMJ is required to vote on securities held in non-U.S. issuers i.e. issuers that
are incorporated under the laws of a foreign jurisdiction and that are not listed on a U.S. securities exchange or the NASDAQ stock market, the following guidelines are used, which are premised on the existence of a sound corporate governance and
disclosure framework. These guidelines, however, may not be appropriate under some circumstances for foreign issuers and therefore apply only where applicable.
|
1.
|
WAMJ votes for shareholder proposals calling for a majority of the directors to be independent of management.
|
|
2.
|
WAMJ votes for shareholder proposals seeking to increase the independence of board nominating, audit and
compensation committees.
|
|
3.
|
WAMJ votes for shareholder proposals that implement corporate governance standards similar to those established
under U.S. federal law and the listing requirements of U.S. stock exchanges, and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated.
|
WAMJ votes on a case-by-case basis on proposals relating to
(1) the issuance of common stock in excess of 20% of a companys outstanding common stock where shareholders do not have preemptive rights, or (2) the issuance of common stock in excess of 100% of a companys outstanding common
stock where shareholders have preemptive rights.
Western Asset Management Company Pte. Ltd. (WAMS)
Compliance Policies and Procedures
Proxy Voting
WAMS has adopted and
implemented policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with our fiduciary duties and the applicable laws and regulations. In addition to SEC
requirements governing advisers, our proxy voting policies reflect the long-standing fiduciary standards and responsibilities for ERISA accounts.
While the guidelines included in the procedures are intended to provide a benchmark for voting standards, each vote is ultimately cast on a case-by-case basis, taking into consideration the Firms contractual obligations to our clients and all other relevant facts and circumstances at the time of the vote
(such that these guidelines may be overridden to the extent the Firm deems appropriate).
In exercising its voting authority, WAMS will
not consult or enter into agreements with officers, directors or employees of Legg Mason Inc. or any of its affiliates (other than Western Asset affiliated companies) regarding the voting of any securities owned by its clients.
Procedure
Responsibility and
Oversight
The Western Asset Legal and Compliance Department is responsible for administering and overseeing the proxy voting process.
The gathering of proxies is coordinated through the Corporate Actions area of Investment Support (Corporate Actions). Research analysts and portfolio managers are responsible for determining appropriate voting positions on each proxy
utilizing any applicable guidelines contained in these procedures.
Client Authority
The Investment Management Agreement for each client is reviewed at account start-up for proxy voting
instructions. If an agreement is silent on proxy voting, but contains an overall delegation of discretionary authority or if the account represents assets of an ERISA plan, Western Asset will assume responsibility for proxy voting. The Legal and
Compliance Department maintains a matrix of proxy voting authority.
Proxy Gathering
Registered owners of record, client custodians, client banks and trustees (Proxy Recipients) that receive proxy materials on behalf
of clients should forward them to Corporate Actions. Proxy Recipients for new clients (or, if Western Asset becomes aware that the applicable Proxy Recipient for an existing client has changed, the Proxy Recipient for the existing client) are
notified at start-up of appropriate routing to Corporate Actions of proxy materials received and reminded of their responsibility to forward all proxy materials on a timely basis. If Western Asset personnel
other than Corporate Actions receive proxy materials, they should promptly forward the materials to Corporate Actions.
Proxy Voting
Once proxy materials are received by Corporate Actions, they are forwarded to the Legal and Compliance Department for coordination and
the following actions:
|
1.
|
Proxies are reviewed to determine accounts impacted.
|
|
2.
|
Impacted accounts are checked to confirm Western Asset voting authority.
|
|
3.
|
Legal and Compliance Department staff reviews proxy issues to determine any material conflicts of interest.
[See conflicts of interest section of these procedures for further information on determining material conflicts of interest.]
|
|
4.
|
If a material conflict of interest exists, (4.1) to the extent reasonably practicable and permitted by
applicable law, the client is promptly notified, the conflict is disclosed and Western Asset obtains the clients proxy voting instructions, and (4.2) to the extent that it is not reasonably practicable or permitted by applicable law to notify
the client and obtain such instructions (e.g., the client is a mutual fund or other commingled vehicle or is an ERISA plan client), Western Asset seeks voting instructions from an independent third party.
|
|
5.
|
Legal and Compliance Department staff provides proxy material to the appropriate research analyst or portfolio
manager to obtain their recommended vote. Research analysts and portfolio managers determine votes on a case-by-case basis taking into account the voting guidelines
contained in these procedures. For avoidance of doubt, depending on the best interest of each individual client, Western Asset may vote the same proxy differently for different clients. The analysts or portfolio managers basis for their
decision is documented and maintained by the Legal and Compliance Department.
|
|
6.
|
Legal and Compliance Department staff votes the proxy pursuant to the instructions received in (4) or (5)
and returns the voted proxy as indicated in the proxy materials.
|
Timing
Western Asset personnel act in such a manner to ensure that, absent special circumstances, the proxy gathering and proxy voting steps noted
above can be completed before the applicable deadline for returning proxy votes.
Recordkeeping
Western Asset maintains records of proxies voted pursuant to Section 204-2 of the Advisers Act and
ERISA DOL Bulletin 94-2. These records include:
A copy of Western Assets policies and
procedures.
Copies of proxy statements received regarding client securities.
A copy of any document created by Western Asset that was material to making a decision how to vote proxies.
Each written client request for proxy voting records and Western Assets written response to both verbal and written client requests.
A proxy log including:
|
|
|
Exchange ticker symbol of the issuers shares to be voted;
|
|
|
|
Committee on Uniform Securities Identification Procedures (CUSIP) number for the shares to be voted;
|
|
|
|
A brief identification of the matter voted on;
|
Whether the matter was proposed by the issuer or by a shareholder of the issuer;
|
|
|
Whether a vote was cast on the matter;
|
|
|
|
A record of how the vote was cast; and
|
|
|
|
Whether the vote was cast for or against the recommendation of the issuers management team.
|
Records are maintained in an easily accessible place for five years, the first two in Western Assets offices.
Disclosure
Western
Assets proxy policies are described in the firms Part 2A of Form ADV. Clients will be provided a copy of these policies and procedures upon request. In addition, upon request, clients may receive reports on how their proxies have been
voted.
Conflicts of Interest
All proxies are reviewed by the Legal and Compliance Department for material conflicts of interest. Issues to be reviewed include, but are not
limited to:
Whether Western (or, to the extent required to be considered by applicable law, its affiliates)
manages assets for the company or an employee group of the company or otherwise has an interest in the company;
Whether Western or an
officer or director of Western or the applicable portfolio manager or analyst responsible for recommending the proxy vote (together, Voting Persons) is a close relative of or has a personal or business relationship with an executive,
director or person who is a candidate for director of the company or is a participant in a proxy contest; and
Whether there is any other
business or personal relationship where a Voting Person has a personal interest in the outcome of the matter before shareholders.
Voting Guidelines
Western Assets substantive voting decisions turn on the particular facts and circumstances of each proxy vote and are evaluated by the
designated research analyst or portfolio manager. The examples outlined below are meant as guidelines to aid the decision making process.
Guidelines are grouped according to the types of proposals generally presented to shareholders. Part 1 deals with proposals which have been
approved and are recommended by a companys board of directors; Part 2 deals with proposals submitted by shareholders for inclusion in proxy statements; Part 3 addresses issues relating to voting shares of investment companies; and Part 4
addresses unique considerations pertaining to foreign issuers
Part 1 - Board Approved Proposals
The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself that have been
approved and recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies, Western Asset generally votes in support of decisions reached by independent boards of
directors. More specific guidelines related to certain board-approved proposals are as follows:
Matters relating to the Board of
Directors. Western Asset votes proxies for the election of the companys nominees for directors and for board-approved proposals on other matters relating to the board of directors with the following exceptions:
|
|
|
Votes are withheld for the entire board of directors if the board does not have a majority of independent
directors or the board does not have nominating, audit and compensation committees composed solely of independent directors.
|
|
|
|
Votes are withheld for any nominee for director who is considered an independent director by the company and who
has received compensation from the company other than for service as a director.
|
|
|
|
Votes are withheld for any nominee for director who attends less than 75% of board and committee meetings without
valid reasons for absences.
|
|
|
|
Votes are cast on a case-by-case
basis in contested elections of directors.
|
Matters relating to Executive Compensation. Western Asset generally favors
compensation programs that relate executive compensation to a companys long-term performance. Votes are cast on a case-by-case basis on board-approved proposals
relating to executive compensation, except as follows:
|
|
|
Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for
stock option plans that will result in a minimal annual dilution.
|
Western Asset votes against stock option plans or
proposals that permit replacing or re-pricing of underwater options.
|
|
|
Western Asset votes against stock option plans that permit issuance of options with an exercise price below the
stocks current market price.
|
|
|
|
Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for
employee stock purchase plans that limit the discount for shares purchased under the plan to no more than 15% of their market value, have an offering period of 27 months or less and result in dilution of 10% or less.
|
Matters relating to Capitalization. The management of a companys capital structure
involves a number of important issues, including cash flows, financing needs and market conditions that are unique to the circumstances of each company. As a result, Western Asset votes on a case-by-case basis on board-approved proposals involving changes to a companys capitalization except where Western Asset is otherwise withholding votes for the entire board of directors.
|
|
|
Western Asset votes for proposals relating to the authorization of additional common stock.
|
|
|
|
Western Asset votes for proposals to effect stock splits (excluding reverse stock splits).
|
|
|
|
Western Asset votes for proposals authorizing share repurchase programs.
|
Matters relating to Acquisitions, Mergers, Reorganizations and Other Transactions. Western Asset votes these issues on a case-by-case basis on board-approved transactions.
Matters
relating to Anti-Takeover Measures. Western Asset votes against board-approved proposals to adopt anti-takeover measures except as follows:
|
|
|
Western Asset votes on a
case-by-case basis on proposals to ratify or approve shareholder rights plans.
|
|
|
|
Western Asset votes on a
case-by-case basis on proposals to adopt fair price provisions.
|
Other Business Matters. Western Asset votes for board-approved proposals approving such routine business matters such as changing the
companys name, ratifying the appointment of auditors and procedural matters relating to the shareholder meeting.
|
|
|
Western Asset votes on a
case-by-case basis on proposals to amend a companys charter or bylaws.
|
|
|
|
Western Asset votes against authorization to transact other unidentified, substantive business at the meeting.
|
Part 2 - Shareholder Proposals
SEC regulations permit shareholders to submit proposals for inclusion in a companys proxy statement. These proposals generally seek to
change some aspect of a companys corporate governance structure or to change some aspect of its business operations. Western Asset votes in accordance with the recommendation of the companys board of directors on all shareholder
proposals, except as follows:
Western Asset votes for shareholder proposals to require shareholder approval of shareholder rights plans.
Western Asset votes for shareholder proposals that are consistent with Western Assets proxy voting guidelines for board-approved
proposals.
Western Asset votes on a case-by-case basis on
other shareholder proposals where the firm is otherwise withholding votes for the entire board of directors.
Part 3 Voting Shares of
Investment Companies
Western Asset may utilize shares of open or closed-end investment
companies to implement its investment strategies. Shareholder votes for investment companies that fall within the categories listed in Parts 1 and 2 above are voted in accordance with those guidelines.
Western Asset votes on a case-by-case basis on proposals
relating to changes in the investment objectives of an investment company taking into account the original intent of the fund and the role the fund plays in the clients portfolios.
Western Asset votes on a case-by-case basis all proposals that
would result in increases in expenses (e.g. proposals to adopt 12b-1 plans, alter investment advisory arrangements or approve fund mergers) taking into account comparable expenses for similar funds and the
services to be provided.
Part 4 Voting Shares of Foreign Issuers
In the event Western Asset is required to vote on securities held in non-U.S. issuers i.e.
issuers that are incorporated under the laws of a foreign jurisdiction and that are not listed on a U.S. securities exchange or the NASDAQ stock market, the following guidelines are used, which are premised on the existence of a sound corporate
governance and disclosure framework. These guidelines, however, may not be appropriate under some circumstances for foreign issuers and therefore apply only where applicable.
Western Asset votes for shareholder proposals calling for a majority of the directors to be
independent of management.
Western Asset votes for shareholder proposals seeking to increase the independence of board nominating, audit
and compensation committees.
Western Asset votes for shareholder proposals that implement corporate governance standards similar to those
established under U.S. federal law and the listing requirements of U.S. stock exchanges, and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated.
Western Asset votes on a case-by-case basis on proposals
relating to (1) the issuance of common stock in excess of 20% of a companys outstanding common stock where shareholders do not have pre-emptive rights, or (2) the issuance of common stock in
excess of 100% of a companys outstanding common stock where shareholders have pre-emptive rights.
Retirement Accounts
For
accounts subject to ERISA, as well as other Retirement Accounts, Western Asset is presumed to have the responsibility to vote proxies for the client. The Department of Labor (DOL) has issued a bulletin that states that investment
managers have the responsibility to vote proxies on behalf of Retirement Accounts unless the authority to vote proxies has been specifically reserved to another named fiduciary. Furthermore, unless Western Asset is expressly precluded from voting
the proxies, the DOL has determined that the responsibility remains with the investment manager. In order to comply with the DOLs position, Western Asset will be presumed to have the obligation to vote proxies for its Retirement Accounts
unless Western Asset has obtained a specific written instruction indicating that: (1) the right to vote proxies has been reserved to a named fiduciary of the client, and (2) Western Asset is precluded from voting proxies on behalf of the
client. If Western Asset does not receive such an instruction, Western Asset will be responsible for voting proxies in the best interests of the Retirement Account client and in accordance with any proxy voting guidelines provided by the client.
ITEM 8.
|
PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
|
|
|
|
NAME AND
ADDRESS
|
|
PRINCIPAL OCCUPATION(S) DURING
PAST 5 YEARS
|
S. Kenneth Leech
Western Asset
385 East Colorado Blvd.
Pasadena, CA 91101
|
|
Responsible for the day-to-day management with other members of the Funds portfolio management team; Chief Investment Officer of Western Asset
from 1998 to 2008 and since 2014; Senior Advisor/Chief Investment Officer Emeritus of Western Asset from 2008-2013; Co- Chief Investment Officer of Western Asset from 2013-2014.
|
|
|
Michael C. Buchanan
Western Asset
385 East Colorado Blvd.
Pasadena, CA
91101
|
|
Co-portfolio manager of the fund; Deputy Chief Investment Officer of Western Asset since 2014; portfolio manager at Western Asset 2005-2014.
|
|
|
Frederick Marki
Western Asset
385 East Colorado Blvd.
Pasadena, CA
|
|
Co-portfolio manager of the fund since 2016; portfolio manager at Western Asset for more than five years
|
|
|
Chia-Liang Lian
Western Asset
385 East Colorado Blvd.
Pasadena, CA
|
|
Co-portfolio manager of the fund since 2016; Co-Head of Emerging Markets Debt, portfolio manager and research analyst at Western Asset since 2011; Head
of Emerging Asia Portfolio Management at Pacific Investment Management Company from 2005 to 2011
|
(a)(2): DATA TO BE PROVIDED BY FINANCIAL CONTROL
The following tables set forth certain additional information with respect to the funds portfolio managers for the fund. Unless noted otherwise, all
information is provided as of November 30, 2021.
Other Accounts Managed by Portfolio Managers
The table below identifies the number of accounts (other than the fund) for which the funds portfolio managers have day-to-day management responsibilities and the total assets in such accounts, within each of the following categories: registered investment companies, other pooled investment
vehicles, and other accounts. For each category, the number of accounts and total assets in the accounts where fees are based on performance is also indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Name of PM
|
|
Type of Account
|
|
Number
of
Accounts
Managed
|
|
Total Assets
Managed
|
|
Number of
Accounts
Managed for
which
Advisory Fee
is
Performance-
Based
|
|
Assets Managed
for which
Advisory Fee is
Performance-
Based
|
S. Kenneth Leech
|
|
Other Registered Investment Companies
|
|
|
|
92
|
|
|
|
$
|
177.73 billion
|
|
|
|
|
None
|
|
|
|
|
None
|
|
|
Other Pooled Vehicles
|
|
|
|
333
|
|
|
|
$
|
86.95 billion
|
|
|
|
|
21
|
|
|
|
$
|
2.76 billion
|
|
|
Other Accounts
|
|
|
|
585
|
|
|
|
$
|
222.94 billion
|
|
|
|
|
22
|
|
|
|
$
|
16.22 billion
|
|
Frederick R. Marki
|
|
Other Registered Investment Companies
|
|
|
|
23
|
|
|
|
$
|
81.83 billion
|
|
|
|
|
None
|
|
|
|
|
None
|
|
|
Other Pooled Vehicles
|
|
|
|
23
|
|
|
|
$
|
15.99 billion
|
|
|
|
|
None
|
|
|
|
|
None
|
|
|
Other Accounts
|
|
|
|
188
|
|
|
|
$
|
71.93 billion
|
|
|
|
|
8
|
|
|
|
$
|
7.65 billion
|
|
Michael Buchanan
|
|
Other Registered Investment Companies
|
|
|
|
31
|
|
|
|
$
|
20.13 billion
|
|
|
|
|
None
|
|
|
|
|
None
|
|
|
Other Pooled Vehicles
|
|
|
|
80
|
|
|
|
$
|
28.27 billion
|
|
|
|
|
6
|
|
|
|
$
|
1.40 billion
|
|
|
Other Accounts
|
|
|
|
168
|
|
|
|
$
|
78.25 billion
|
|
|
|
|
8
|
|
|
|
$
|
5.36 billion
|
|
Chia-Liang Lian
|
|
Other Registered Investment Companies
|
|
|
|
11
|
|
|
|
$
|
7.84 billion
|
|
|
|
|
None
|
|
|
|
|
None
|
|
|
Other Pooled Vehicles
|
|
|
|
32
|
|
|
|
$
|
7.82 billion
|
|
|
|
|
3
|
|
|
|
$
|
0.65 billion
|
|
|
Other Accounts
|
|
|
|
53
|
|
|
|
$
|
8.08 billion
|
|
|
|
|
2
|
|
|
|
$
|
1.46 billion
|
|
|
The numbers above reflect the overall number of portfolios managed by employees of Western Asset Management
Company (Western Asset). Mr. Leech is involved in the management of all the Firms portfolios, but he is not solely responsible for particular portfolios. Western Assets investment discipline emphasizes a team approach
that combines the efforts of groups of specialists working in different market sectors. He is responsible for overseeing implementation of Western Assets overall investment ideas and coordinating the work of the various sector teams. This
structure ensures that client portfolios benefit from a consensus that draws on the expertise of all team members.
|
(a)(3):
Investment Professional Compensation
Conflicts of Interest
The Subadviser has adopted compliance policies and procedures to address a wide range of potential conflicts of interest that could directly
impact client portfolios. For example, potential conflicts of interest may arise in connection with the management of multiple portfolios (including portfolios managed in a personal capacity). These could include potential conflicts of interest
related to the knowledge and timing of a portfolios trades, investment opportunities and broker selection. Portfolio managers are privy to the size, timing, and possible market impact of a portfolios trades.
It is possible that an investment opportunity may be suitable for both a portfolio and other accounts managed by a portfolio manager, but may
not be available in sufficient quantities for both the portfolio and the other accounts to participate fully. Similarly, there may be limited opportunity to sell an investment held by a portfolio and another account. A conflict may arise where the
portfolio manager may have an incentive to treat an account preferentially as compared to a portfolio because the account pays a performance-based fee or the portfolio manager, the Subadviser or an affiliate has an interest in the account. The
Subadviser has adopted procedures for allocation of portfolio transactions and investment opportunities across multiple client accounts on a fair and equitable basis over time. Eligible accounts that can participate in a trade generally share the
same price on a pro-rata allocation basis, taking into account differences based on factors such as cash availability, investment restrictions and guidelines, and portfolio composition versus strategy.
With respect to securities transactions, the Subadviser determines which broker or dealer to use to execute each order, consistent with their
duty to seek best execution of the transaction. However, with respect to certain other accounts (such as pooled investment vehicles that are not registered investment companies and other accounts managed for organizations and individuals), the
Subadviser may be limited by the client with respect to the selection of brokers or dealers or may be instructed to direct trades through a particular broker or dealer. In these cases, trades for a portfolio in a particular security may be placed
separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible
detriment of a portfolio or the other account(s) involved. Additionally, the management of multiple portfolios and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each portfolio and/or
other account. The Subadvisers team approach to portfolio management and block trading approach seeks to limit this potential risk.
The Subadviser also maintains a gift and entertainment policy to address the potential for a business contact to give gifts or host
entertainment events that may influence the business judgment of an employee. Employees are permitted to retain gifts of only a nominal value and are required to make reimbursement for entertainment events above a certain value. All gifts (except
those of a de minimis value) and entertainment events that are given or sponsored by a business contact are required to be reported in a gift and entertainment log which is reviewed on a regular basis for possible issues.
Employees of the Subadviser have access to transactions and holdings information regarding client
accounts and the Subadvisers overall trading activities. This information represents a potential conflict of interest because employees may take advantage of this information as they trade in their personal accounts. Accordingly, the
Subadviser maintains a Code of Ethics that is compliant with Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Advisers Act to address personal trading. In
addition, the Code of Ethics seeks to establish broader principles of good conduct and fiduciary responsibility in all aspects of the Subadvisers business. The Code of Ethics is administered by the Legal and Compliance Department and monitored
through the Subadvisers compliance monitoring program.
The Subadviser may also face other potential conflicts of interest with
respect to managing client assets, and the description above is not a complete description of every conflict of interest that could be deemed to exist. The Subadviser also maintains a compliance monitoring program and engages independent auditors to
conduct a SOC1/ISAE 3402 audit on an annual basis. These steps help to ensure that potential conflicts of interest have been addressed.
Investment
Professional Compensation
With respect to the compensation of the Funds investment professionals, the Subadvisers
compensation system assigns each employee a total compensation range, which is derived from annual market surveys that benchmark each role with its job function and peer universe. This method is designed to reward employees with total compensation
reflective of the external market value of their skills, experience and ability to produce desired results. Standard compensation includes competitive base salaries, generous employee benefits and a retirement plan.
In addition, the Subadvisers employees are eligible for bonuses. These are structured to closely align the interests of employees with
those of the Subadviser, and are determined by the professionals job function and pre-tax performance as measured by a formal review process. All bonuses are completely discretionary. The principal
factor considered is an investment professionals investment performance versus appropriate peer groups and benchmarks (e.g., a securities index and with respect to the Fund, the benchmark set forth in the Funds Prospectus to which the
Funds average annual total returns are compared or, if none, the benchmark set forth in the Funds annual report). Performance is reviewed on a 1, 3 and 5 year basis for compensationwith 3 and 5 years having a larger emphasis. The
Subadviser may also measure an investment professionals pre-tax investment performance against other benchmarks, as it determines appropriate. Because investment professionals are generally responsible
for multiple accounts (including the Fund) with similar investment strategies, they are generally compensated on the performance of the aggregate group of similar accounts, rather than a specific account. Other factors that may be considered when
making bonus decisions include client service, business development, length of service to the Subadviser, management or supervisory responsibilities, contributions to developing business strategy and overall contributions to the Subadvisers
business.
Finally, in order to attract and retain top talent, all investment professionals are eligible for additional incentives in
recognition of outstanding performance. These are determined based upon the factors described above and include long-term incentives that vest over a set period of time past the award date.
(a)(4): Investment Professional Securities Ownership
The table below identifies the dollar range of securities beneficially owned by each portfolio managers as of November 30, 2021.
|
|
|
Portfolio Manager(s)
|
|
Dollar Range of
Portfolio
Securities
Beneficially
Owned
|
S. Kenneth Leech
|
|
A
|
Michael C. Buchanan
|
|
A
|
Frederick Marki
|
|
A
|
Chiai-Liang Lian
|
|
A
|
Dollar Range ownership is as follows:
A: none
B: $1 - $10,000
C: 10,001 - $50,000
D: $50,001 - $100,000
E: $100,001 - $500,000
F: $500,001 - $1 million
G: over $1 million
ITEM 9.
|
PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS
|
Not applicable.
ITEM 10.
|
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
|
Not applicable.