UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-21465
CBRE Clarion Global Real Estate Income Fund
(Exact name of registrant as specified in charter)
201 King of Prussia Road, Suite 600
Radnor, PA 19087
(Address of principal executive offices) (Zip code)
T. Ritson Ferguson, President and Chief Executive Officer
CBRE Clarion Global Real Estate Income Fund
201 King of Prussia Road, Suite 600
Radnor, PA 19087
(Name and address of agent for service)
Registrants telephone number, including area code: 1-877-711-4272
Date of fiscal year end: December 31
Date of reporting period: December 31, 2015
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
The Report to Shareholders of CBRE Clarion Global Real Estate Income Fund (the Trust) is attached herewith.
CBRE CLARION GLOBAL REAL ESTATE
INCOME FUND
Annual Report for the Year Ended December 31, 2015
CBRE Clarion Global Real Estate Income Fund (the Trust), acting in accordance with an exemptive order received from the Securities and Exchange Commission and with approval of its Board of Trustees (the Board), has adopted a managed distribution policy with the purpose of distributing over the course of each year, through periodic distributions as nearly equal as practicable and any required special distributions, an amount closely approximating the total taxable income of the Trust during such year plus, if so desired by the Board, all or a portion of the capital gains and returns of capital from portfolio companies received by the Trust during the year.
In furtherance of its policy, the Trust distributes a fixed amount per common share, currently $0.05, each month to its common shareholders. This amount is subject to change from time to time in the discretion of the Board. In an effort to maintain the Trusts monthly distribution at a stable level, the Board recognizes that a portion of the Trusts distributions may be characterized as a return of capital, particularly in periods when the Trust incurs losses on its portfolio securities. Under such circumstances, the Board will not necessarily reduce the Trusts distribution, but will closely monitor its sustainability, recognizing that losses may be reversed and that, in subsequent periods, gains on portfolio securities may give rise to the need for a supplemental distribution, which the Trust seeks to minimize. In considering sustainability, the Board may consider realized gains that have been offset, for the purposes of calculating taxable income, by capital loss carryforwards. Thus, the level of the Trusts distributions will be independent of its performance for a particular period, but the Trust expects its distributions to correlate to its performance over time. In particular, the Trust expects that its distribution rate in relation to its net asset value (NAV) will correlate to its total return on NAV over time. The Trusts total return on NAV is presented in the financial highlights table.
Shareholders should not draw any conclusions about the Trusts investment performance from the amount of the current distribution or from the terms of the Trusts managed distribution policy. The Board may amend or terminate the policy without prior notice to shareholders. Shareholders should note that the managed distribution policy is subject to change or termination for a variety of reasons. Through its ownership of portfolio securities, the Trust is subject to risks including, but not limited to, declines in the value of real estate held by portfolio companies, risks related to general and local economic conditions, and portfolio company losses. An economic downturn might have a material adverse effect on the real estate markets and the real estate companies in which the Trust invests, which could result in the Trust failing to achieve its investment objectives and jeopardizing the continuance of the managed distribution policy. Please refer to the Trusts Prospectus for a fuller description of the risks associated with investing in the Trust.
CBRE CLARION GLOBAL REAL ESTATE INCOME FUND ANNUAL REPORT 2015
2 | ||||
7 | ||||
9 | ||||
14 | ||||
21 |
Investors should consider a funds investment objectives, risks, charges and expenses carefully before investing. A copy of the prospectus that contains this and other information about the Fund may be obtained by calling 888-711-4272. Please read the prospectus carefully before investing. Investing in closed-end funds involves risk, including possible loss of principal. Past performance does not guarantee future results.
Real Estate investments are subject to changes in economic conditions, credit risk, and interest rate fluctuations. International investments may involve risk of capital loss from unfavorable fluctuation in currency values, from differences in generally accepted accounting principles or from economic or political instability in other nations. Because real estate funds concentrate their investments in the real estate industry, the portfolio may experience more volatility and be exposed to greater risk than the portfolios of other funds.
Closed-end funds are traded on the secondary market through one of the stock exchanges. The Funds investment return and principal value will fluctuate so that an investors shares may be worth more or less than the original cost. Shares of closed-end funds may trade above (a premium) or below (a discount) the net asset value (NAV) of the funds portfolio. There is no assurance that the Fund will achieve its investment objective.
ANNUAL REPORT 2015 | 1 |
(1) | The S&P Developed Property Index is an unmanaged market-weighted total return index which consists of over 350 real estate companies from 22 developed markets with a free float total market capitalization of at least U.S. $100 million that derive more than 60% of their revenue from real estate development, management, rental and/or direct investment in physical property. |
(2) | Measured, respectively by the MSCI The World Index, which was down -0.3% and the Barclays Global Aggregate Index, which was down -3.2%. |
(3) | The MSCI REIT Preferred Index is a preferred stock market capitalization weighted index of all exchange traded preferred securities of equity REITs. |
2 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
The Trust made total distributions of $0.57 per share in 2015. The Directors increased the distribution from $0.045 to $0.05 per share (an 11% increase) in July. The current annualized distribution rate of $0.60 per share represents a 7.9% distribution rate on the $7.64 share price and a 6.6% distribution rate on the $9.04 NAV as of December 31 (4). The Board cited a number reasons for increasing the distribution, including: (1) NAV growth in excess of the Trusts distribution rate over the past few years, (2) tangible gains in the value of the Trusts portfolio, including significant realized capital gains, and (3) earnings and income growth expected from the investment portfolio. The Board will continue to review the level and sustainability of the Trusts distribution in light of current market conditions.
Portfolio Review
The Trusts investments remain well-diversified by property type and geography as shown in the charts below. At December 31st, the Trusts portfolio was approximately 53% invested in common stock within the Americas region, 20% in Europe, 19% in Asia-Pacific, with 8% invested in preferred stock of U.S. real estate companies. During the year, capital was rotated from the Asia-Pacific region to Europe and the U.S., where growth prospects were increasingly visible and as economic headwinds picked up in China. Positions in Hong Kong and Singapore were trimmed with the proceeds invested in Continental Europe and the U.S., mainly in the office and retail sectors. Investments in Canada were trimmed as a result of weak energy markets and its indirect impact on the demand for commercial real estate, as Canada entered a technical recession during the year. By property type, we continue to favor retail properties, including top-quality malls and shopping centers, where cash flow growth continues to benefit from gradual economic recovery, as well as sectors which offer an attractive combination of current yield and growth, including U.S. health care REITs and office REITs in U.S. coastal markets. A number of the Trusts investments in the Asia-Pacific region are categorized as diversified as companies in this region tend to own a mix of office, retail and residential properties. The Trust also has meaningful positions in the industrial and apartment sectors, which stand to benefit from the gradual improvement in economic activity, particularly in the U.S.
Geographic Diversification | Sector Diversification | |
|
|
Source CBRE Clarion Securities as of 12/31/2015. Geographic and Sector diversification are unaudited. Percentages presented are based on managed trust assets, which include borrowings. The percentages in the pie charts will differ from those on the Portfolio of Investments because the figures on the Portfolio of Investments are calculated using net assets of the Trust.
Modification of Investment Policies
We are making two modifications of the Trusts investment policies effective March 1, 2016. Neither of these changes represents a significant shift in the way we manage the Trusts portfolio, but each provides increased flexibility in support of our efforts to deliver strong performance and income returns to shareholders. First, the Trust is revising a policy related to the use of the term global in its name. Since 2007, we have sought to fulfill the Trusts global investment mandate by investing at least 40% of its assets in countries other than the United States. However, given that real estate preferred stocks are issued almost exclusively by U.S. companies and, further, that U.S. companies now comprise nearly half of the market for global real estate common stocks, we believe that the Trust would benefit from the flexibility to invest a greater proportion of its assets in U.S. securities. As such, the Trusts revised policy will reduce the percentage of its assets required to be invested outside the U.S. As amended, the Trusts policy now requires at least 30% of its assets to be invested in securities of companies economically tied to countries other than the U.S. and, further, requires the Trusts assets to be invested in companies economically tied to a minimum of seven countries, including the U.S. While the amended policy allows us to invest a greater proportion of the Trusts assets in U.S. companies, the Trust remains committed to a global investment strategy. In addition, the Trust has adopted an investment policy that will increase, from 5% to 20%, the extent to
(4) | The Fund is currently paying distributions in excess of its net investment income, which may result in a return of capital. Absent this, the distribution rate would have been lower. The estimated composition of each distribution, including any return of capital, will be provided to shareholders of record and is also available at www.cbreclarion.com. |
ANNUAL REPORT 2015 | 3 |
which the Trust is permitted to write covered call options (5) on its underlying assets. In a typical covered call transaction, the Trust would give an option-holder the right to purchase a particular security held by the Trust at a set price above the current market price. In exchange, the Trust would receive income in the form of an option premium. We believe that, under some market conditions, writing covered call options may be useful and relatively conservative strategy to potentially increase the Trusts income while reducing the volatility of its portfolio and therefore risk. For instance, in periods of increased market weakness and volatility, writing call options on selected positions might enable us to maintain the income potential of the Trusts portfolio while reducing its leverage. We do not anticipate that the Trust will regularly maintain call option positions covering 20% of its assets, but the new policy allows us sufficient flexibility to employ the strategy when we believe doing so is appropriate.
Market Commentary
Global real estate stock returns outperformed equities and bonds in most markets in 2015 but were flat overall for the year. Despite improved fundamentals and solid earnings growth, real estate stock prices did not increase commensurately as fears of rising interest rates, geopolitical concerns, and slowing global economic growth weighed on investors confidence.
Real estate stocks closed the year with positive returns in the 4Q. Despite headwinds during the quarter generated by continued weak commodity markets and the first rate increase by the U.S. Federal Reserve Bank in over nine years, property stocks were flat to positive last quarter in two of the three major geographic regions, driven by U.S. and Australian REITs. Despite the sideways total return for the year, property companies from a fundamental standpoint benefited from a real estate recovery which remains visible and steady, with improving occupancies, top-line revenue growth and embedded earnings growth.
Global Real Estate Performance by Country as of December 31, 2015 |
Region/Country | Dec-15 | 4Q15 | 2015 | |||||||||
World |
1.2 | % | 4.7 | % | 0.9 | % | ||||||
North America |
1.4 | 6.5 | 1.6 | |||||||||
Canada |
-7.4 | -5.6 | -19.3 | |||||||||
United States |
1.7 | 6.9 | 2.4 | |||||||||
Europe |
-0.5 | 0.3 | 6.9 | |||||||||
Cont. Europe |
1.8 | 2.9 | 7.2 | |||||||||
United Kingdom |
-4.5 | -4.1 | 5.8 | |||||||||
Asia-Pacific |
1.8 | 4.2 | -3.2 | |||||||||
Australia |
4.8 | 10.4 | 0.1 | |||||||||
Hong Kong |
0.0 | 0.9 | -6.1 | |||||||||
Japan |
1.4 | 3.0 | -1.3 | |||||||||
Singapore |
2.1 | 5.0 | -11.9 |
Source: S&P Developed Property Index in USD as of 12/31/2015.
Please | note that not all countries are displayed. Past performance is no guarantee of future results. |
Earnings growth in 2015 was a solid 6-7%, meeting and often exceeding expectations. Earnings growth of real estate companies came in as expected and in many cases estimates were revised up last year. A bottom-up view of the world through the lens of property company earnings indicates that the real estate business is healthy and improving. Real estate earnings are durable as a result of the contractual nature of the leases which underpin the cash flows. Earnings were revised up during the year in the U.S. apartment, mall and self-storage sectors, London office and Tokyo office markets. U.S. apartment demand has been particularly strong in coastal markets, including the technology-driven Bay Area, where rental increases exceeded 10% year-over-year. Trends were weaker than expected in a number of the Asian markets including Hong Kong retail and Singapore office, both of which are suffering from headwinds of a decelerating China. Dividends in 2015 grew at a fast clip, keeping pace with the growth in earnings in the 7% range. Among U.S. REITs alone, 94 companies raised dividends during the year with an average growth rate of nearly 11%. No U.S. REITs cut regular dividends last year, which is a first in modern REIT history.
Real estate values grew for the year even though stock prices did not. Between earnings growth and cap rate compression, during 2015, the equity value of real estate owned by listed property companies grew by an estimated 8%. The positive combination of improving fundamentals and investment demand contributed to a rise in real estate values for the year. Listed property companies
(5) | A covered call option involves holding a long position in a particular asset, in this case common equities, and writing a call option on that same asset with the goal of realizing additional income from the option premium. |
4 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
net asset values (our internally-generated estimate of the value their property holdings if sold in the private market) grew in all major markets.
Merger and acquisition (M&A) activity increased, as real estate in the listed market was cheap relative to the private markets. Fueled by the wide spread between in-place cash flows and cost of capital, transaction activity accelerated during 2015, totaling nearly $44 billion, far exceeding the level of transactions in 2014 and 2013. Unlike past years, the overwhelming majority of the transactions in 2015 were acquisitions of listed REITs by private equity buyers.
The M&A trend is a positive for the sector since it acts as a catalyst for the realization of real estate values. We expect the strong demand for listed real estate to persist in 2016 despite moderately higher interest rates given continued improving fundamentals and access to attractively priced capital. Listed real estate investors should benefit as the valuation gap ultimately closes.
2016 Outlook
Global property markets offer prospects for solid total returns for property companies in 2016. We conservatively expect returns in the high single digit range for property stocks in the year ahead. Global economic growth remains gradual in the 3% range and is increasingly divergent, but offers opportunity for investors in property companies. The combination of moderate yet steady economic growth and historically low long-term interest rates bodes well for real estate and real estate securities. We believe the economic and real estate cycle remains in a recovery stage that has further to run. The slower pace of economic recovery, subdued development starts, a low inflation/low interest rate environment, and a wide spread between initial yields on real estate and high quality bonds should generate continued investor demand for real estate. Rates of economic growth will be increasingly divergent around the globe and will be reflected in central bank monetary policy. The U.S. Federal Reserve Bank is entering a tightening phase compared to other geographies, which will maintain accommodative monetary policy, including the European Central Bank, the Bank of Japan and the Bank of China. We think that listed property company earnings will generally remain solid, with improving occupancies, higher rents, and active transactions markets. We believe any meaningful volatility creates an opportunity to buy high quality real estate companies with visible earnings at discounted prices.
Listed real estate values are cheap versus the private markets. We estimate that listed property companies globally trade at valuations which are at an 8% discount to our estimates of the private market value of the real estate they own. Real estate is on sale in the listed markets. U.S. core sectors office, retail and industrial are particularly cheap given their quality at an estimated 10% discount to NAV.
NAV Relationship by Geography
Information is the opinion of CBRE Clarion as of 12/31/2015, is subject to change and is not intended to be a forecast of future events, or a guarantee of future results, or investment advice. Forecasts and any factors discussed are not indicative of future investment performance.
(1) | Japan Real Estate Investment Trusts (J-REITs) |
(2) | Japan Real Estate Operating Companies (J-REOCs) |
ANNUAL REPORT 2015 | 5 |
Long-term rates will remain low even as some central banks raise short-term rates. The spread between cap rates and 10-year sovereign bond yields remains at historically wide levels, which suggests that there is plenty of cushion as bond yields increase, especially considering that we are still early to mid-way in the rental rate recovery cycle in many real estate markets globally. Moreover, we dont believe that U.S. short-term rates are the key data point to watch as the Federal Reserve Bank enters a tightening phase. Rather, we think the focus should be on long-term rates around the globe, whose increase we expect to be muted given continued sluggish global economic growth, generally accommodative central bank policy, a decelerating China and low rates on a relative basis in Europe and Japan.
Low levels of new construction globally also suggest that owners of existing properties should continue to enjoy improved pricing power. With visible earnings growth in the 6-7% range for this year and next, dividends growing at about the same pace as earnings, listed property companies trading at a discount to private market values and M&A activity heating up, listed real estate is not overvalued and continues to offer investors an attractive investment option anchored by current income via the dividend.
We appreciate your continued faith and confidence.
Sincerely,
CBRE CLARION SECURITIES, LLC
T. Ritson Ferguson, CFA President & CEO Co-Portfolio Manager |
Steven D. Burton, CFA Co-Portfolio Manager |
The views expressed represent the opinion of CBRE Clarion Securities which are subject to change and are not intended as a forecast or guarantee of future results. This material is for informational purposes only. It does not constitute investment advice and is not intended as an endorsement of any specific investment. Stated information is derived from proprietary and non-proprietary sources which have not been independently verified for accuracy or completeness. While CBRE Clarion Securities believes the information to be accurate and reliable, we do not claim or have responsibility for its completeness, accuracy, or reliability. Statements of future expectations, estimate, projections, and other forward-looking statements are based on available information and managements view as of the time of these statements. Accordingly, such statements are inherently speculative as they are based on assumptions which may involve known and unknown risks and uncertainties. The securities discussed herein should not be perceived as a recommendation to purchase or sell any particular security. It should not be assumed that investments in any of the securities discussed were or will be profitable. Actual results, performance or events may differ materially from those expressed or implied in such statements. Investing in real estate securities involves risks including the potential loss of principal. Real estate equities are subject to risks similar to those associated with the direct ownership of real estate. Portfolios concentrated in real estate securities may experience price volatility and other risks associated with non-diversification. While equities may offer the potential for greater long-term growth than most debt securities, they generally have higher volatility. International investments may involve risk of capital loss from unfavorable fluctuation in currency values, from differences in generally accepted accounting principles, or from economic or political instability in other nations. Past performance is no guarantee of future results.
6 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
December 31, 2015
See notes to financial statements.
ANNUAL REPORT 2015 | 7 |
Portfolio of Investments concluded
See notes to financial statements.
8 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Statement of Assets and Liabilities
December 31, 2015 | ||||||
Assets |
||||||
Investments, at value (cost $1,255,611,242) |
$1,236,599,706 | |||||
Cash and cash equivalents (including foreign currency of $133,762 |
133,774 | |||||
Receivable for investment securities sold |
10,245,771 | |||||
Unrealized appreciation on forward foreign currency contracts |
312,224 | |||||
Unrealized appreciation on spot contracts |
7,852 | |||||
Dividends and interest receivable |
7,788,178 | |||||
Dividend withholding reclaims receivable |
776,363 | |||||
Other assets |
95,229 | |||||
Total Assets |
1,255,959,097 | |||||
Liabilities |
||||||
Line of credit payable |
174,414,970 | |||||
Payable for investment securities purchased |
26,197,547 | |||||
Unrealized depreciation on forward foreign currency contracts |
41,471 | |||||
Unrealized depreciation on spot contracts |
19,244 | |||||
Management fees payable |
863,839 | |||||
Accrued expenses |
559,182 | |||||
Total Liabilities |
202,096,253 | |||||
Net Assets |
$1,053,862,844 | |||||
Composition of Net Assets |
||||||
$0.001 par value per share; |
$116,590 | |||||
Additional paid-in capital |
1,243,716,399 | |||||
Distributions in excess of net investment income |
(17,218,335 | ) | ||||
Accumulated net realized loss on investments and foreign currency transactions |
(153,887,554 | ) | ||||
Net unrealized depreciation on investments and foreign currency denominated assets and liabilities |
(18,864,256 | ) | ||||
Net Assets |
$1,053,862,844 | |||||
Net Asset Value |
$9.04 |
See notes to financial statements.
ANNUAL REPORT 2015 | 9 |
Statement of Operations
For the Year Ended December 31, 2015 |
||||||
Investment Income |
||||||
Dividends (net of foreign withholding taxes of $2,778,806) |
$44,900,376 | |||||
Interest |
22 | |||||
Total Investment Income |
44,900,398 | |||||
Expenses |
||||||
Management fees |
10,472,202 | |||||
Interest expense on line of credit |
928,297 | |||||
Printing and mailing fees |
653,372 | |||||
Administration fees |
256,405 | |||||
Transfer agent fees |
192,637 | |||||
Custodian fees |
189,403 | |||||
Trustees fees and expenses |
164,267 | |||||
Insurance fees |
155,847 | |||||
Legal fees |
133,510 | |||||
NYSE listing fees |
116,590 | |||||
Audit and tax fees |
88,338 | |||||
Miscellaneous expenses |
31,868 | |||||
Total Expenses |
13,382,736 | |||||
Net Investment Income |
31,517,662 | |||||
Net Realized and Unrealized Gain (Loss) on Investments and Foreign Currency Transactions |
||||||
Net realized gain (loss) on: |
||||||
Investments |
201,003,358 | |||||
Foreign currency transactions |
(605,318 | ) | ||||
Total Net Realized Gain |
200,398,040 | |||||
Net change in unrealized appreciation (depreciation) on: |
||||||
Investments |
(298,089,561 | ) | ||||
Foreign currency denominated assets and liabilities |
1,781,286 | |||||
Total Net Change in Unrealized Appreciation (Depreciation) |
(296,308,275 | ) | ||||
Net Realized and Unrealized Loss on Investments and Foreign Currency Transactions |
(95,910,235 | ) | ||||
Net Decrease in Net Assets Resulting from Operations |
$(64,392,573 | ) |
See notes to financial statements.
10 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Statements of Changes in Net Assets
For the Year Ended December 31, 2015 |
For the Year Ended December 31, 2014 |
|||||||||||
Change in Net Assets Resulting from Operations |
||||||||||||
Net investment income |
$ | 31,517,662 | $ | 34,708,690 | ||||||||
Net realized gain on investments and foreign currency transactions |
200,398,040 | 38,286,875 | ||||||||||
Net change in unrealized appreciation (depreciation) on investments and foreign currency denominated assets and liabilities |
(296,308,275 | ) | 121,140,178 | |||||||||
Net increase (decrease) in net assets resulting from operations |
(64,392,573 | ) | 194,135,743 | |||||||||
Dividends and Distributions on Common Shares |
||||||||||||
Distribution of net investment income |
(66,456,582 | ) | (46,220,728 | ) | ||||||||
Distribution of return of capital |
| (16,738,139 | ) | |||||||||
Total dividends and distributions on Common Shares |
(66,456,582 | ) | (62,958,867 | ) | ||||||||
Net Increase (Decrease) in Net Assets |
(130,849,155 | ) | 131,176,876 | |||||||||
Net Assets |
||||||||||||
Beginning of year |
1,184,711,999 | 1,053,535,123 | ||||||||||
End of year (net of distributions in excess of net investment income of $(17,218,335) and $(47,462,964), respectively) |
$ | 1,053,862,844 | $ | 1,184,711,999 |
See notes to financial statements.
ANNUAL REPORT 2015 | 11 |
Statement of Cash Flows
For the Year Ended December 31, 2015 |
||||||
Cash Flows from Operating Activities: |
||||||
Net decrease in net assets resulting from operations |
$ | (64,392,573 | ) | |||
Adjustments to Reconcile Net Decrease in Net Assets Resulting from Operations to Net Cash Provided by Operating Activities: |
||||||
Net change in unrealized appreciation/depreciation on investments |
298,089,561 | |||||
Net realized gain on investments |
(201,003,358 | ) | ||||
Cost of securities purchased |
(1,004,623,576 | ) | ||||
Proceeds from sale of securities |
947,936,197 | |||||
Decrease in receivable for investment securities sold |
85,359,119 | |||||
Increase in dividends and interest receivable |
(843,427 | ) | ||||
Increase in dividend withholding reclaims receivable |
(270,296 | ) | ||||
Increase in unrealized appreciation on forward foreign currency contracts |
(312,224 | ) | ||||
Decrease in unrealized appreciation on spot contracts |
4,457 | |||||
Decrease in other assets |
22,247 | |||||
Decrease in payable for investment securities purchased |
(42,129,368 | ) | ||||
Increase in unrealized depreciation on forward foreign currency contracts |
41,471 | |||||
Decrease in unrealized depreciation on spots contracts |
(40,087 | ) | ||||
Decrease in management fee payable |
(74,065 | ) | ||||
Decrease in due to custodian |
(776,150 | ) | ||||
Increase in accrued expenses |
180,977 | |||||
Net Cash Provided by Operating Activities |
17,168,905 | |||||
Cash Flows From Financing Activities: |
||||||
Cash distributions paid on common shares |
(66,456,582 | ) | ||||
Proceeds from borrowing on line of credit |
446,916,100 | |||||
Payments on line of credit borrowings |
(398,424,130 | ) | ||||
Net Cash Used in Financing Activities |
(17,964,612 | ) | ||||
Net decrease in cash |
(795,707 | ) | ||||
Cash and Cash Equivalents at Beginning of Year |
929,481 | |||||
Cash and Cash Equivalents at End of Year |
$ | 133,774 | ||||
Supplemental disclosure |
||||||
Interest paid on line of credit borrowings |
$ | 885,821 |
See notes to financial statements.
12 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Financial Highlights
Per share operating performance for a share outstanding throughout the year |
For the Year Ended December 31, 2015 |
For the Year Ended December 31, 2014 |
For the Year Ended December 31, 2013 |
For the Year Ended December 31, 2012 |
For
the 2011 |
|||||||||||||||||||||||||||
Net asset value, beginning of year |
$ | 10.16 | $ | 9.04 | $ | 9.48 | $ | 8.14 | $ | 8.58 | ||||||||||||||||||||||
Income from investment operations |
||||||||||||||||||||||||||||||||
Net investment income (1) |
0.27 | 0.30 | 0.33 | 0.33 | 0.34 | |||||||||||||||||||||||||||
Net realized and unrealized gain (loss) on investments and foreign currency transactions |
(0.82 | ) | 1.36 | (0.23 | ) | 1.59 | (0.24 | ) | ||||||||||||||||||||||||
Total from investment operations |
(0.55 | ) | 1.66 | 0.10 | 1.92 | 0.10 | ||||||||||||||||||||||||||
Dividends and distributions on Common Shares |
||||||||||||||||||||||||||||||||
Net investment income |
(0.57 | ) | (0.40 | ) | (0.39 | ) | (0.58 | ) | (0.33 | ) | ||||||||||||||||||||||
Return of capital |
| (0.14 | ) | (0.15 | ) | | (0.21 | ) | ||||||||||||||||||||||||
Total dividends and distributions to Common Shareholders |
(0.57 | ) | (0.54 | ) | (0.54 | ) | (0.58 | ) | (0.54 | ) | ||||||||||||||||||||||
Net asset value, end of year |
$ | 9.04 | $ | 10.16 | $ | 9.04 | $ | 9.48 | $ | 8.14 | ||||||||||||||||||||||
Market value, end of year |
$ | 7.64 | $ | 8.99 | $ | 7.92 | $ | 8.86 | $ | 6.84 | ||||||||||||||||||||||
Total investment return (2) |
||||||||||||||||||||||||||||||||
Net asset value |
(5.57 | )% | 18.73 | % | 0.91 | % | 24.15 | % | 0.94 | % | ||||||||||||||||||||||
Market value |
(8.89 | )% | 20.74 | % | (4.93 | )% | 38.77 | % | (5.38 | )% | ||||||||||||||||||||||
Ratios and supplemental data |
||||||||||||||||||||||||||||||||
Net assets, applicable to Common Shares, end of year (thousands) |
$ | 1,053,863 | $ | 1,184,712 | $ | 1,053,535 | $ | 1,104,997 | $ | 949,576 | ||||||||||||||||||||||
Ratios to average net assets applicable to Common Shares of: |
1.19 | % | 1.14 | % | 1.06 | %(3) | 0.99 | % | 1.03 | % | ||||||||||||||||||||||
Net expenses, before fee waiver |
1.19 | % | 1.14 | % | 1.07 | %(3) | 1.05 | % | 1.14 | % | ||||||||||||||||||||||
Net expenses, after the fee waiver excluding interest on line of credit |
1.10 | % | 1.08 | % | 1.04 | %(3) | 0.98 | % | 0.97 | % | ||||||||||||||||||||||
Net expenses, before the fee waiver excluding interest on line of credit |
1.10 | % | 1.08 | % | 1.04 | %(3) | 1.04 | % | 1.09 | % | ||||||||||||||||||||||
Net investment income |
2.79 | % | 3.05 | % | 3.43 | % | 3.68 | % | 3.98 | % | ||||||||||||||||||||||
Portfolio turnover rate |
76.54 | % | 21.27 | % | 11.38 | % | 14.42 | % | 1.53 | % |
(1) | Based on average shares outstanding. |
(2) | Total investment return does not reflect brokerage commissions. Dividends and distributions are assumed to be reinvested at the prices obtained under the Trust's Dividend Reinvestment Plan. Net Asset Value ("NAV") total return is calculated assuming reinvestment of distributions at NAV on the date of the distribution. |
(3) | Effective February 28, 2013, the investment management fee waiver agreement expired. |
See notes to financial statements.
ANNUAL REPORT 2015 | 13 |
14 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Notes to Financial Statements continued
ANNUAL REPORT 2015 | 15 |
Notes to Financial Statements continued
16 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Notes to Financial Statements continued
ANNUAL REPORT 2015 | 17 |
Notes to Financial Statements continued
18 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Notes to Financial Statements continued
Information on the tax components of net assets as of December 31, 2015 is as follows:
Cost of Investments for Tax Purposes |
Gross Tax Unrealized Appreciation |
Gross Tax Unrealized Depreciation |
Net Tax Unrealized Depreciation on Investments |
Net Tax Unrealized Depreciation on Foreign Currency |
Qualified Late Year |
Undistributed Long-Term Capital Gains/ (Accumulated Capital Loss) | ||||||
$1,270,947,357 | $50,573,566 | $(84,921,217) | $(34,347,651) | $(123,473) | $(2,140,982) | $(153,358,039) |
8. | Borrowings |
The Trust has access to a secured line of credit up to $300,000,000 from BNYM for borrowing purposes. Borrowings under this arrangement bear interest at the Federal funds rate plus 75 basis points. At December 31, 2015, there were borrowings in the amount of $174,414,970 on the Trusts line of credit.
The average daily amount of borrowings during the year ended December 31, 2015 was $102,702,960 with an average interest rate of 0.88%. The maximum amount outstanding for the year ended December 31, 2015, was $183,964,770. The Trust had borrowings under the line of credit for 365 days during 2015.
9. | Capital |
During 2004, the Trust issued 101,000,000 shares of common stock at $15.00. In connection with the Trusts Dividend Reinvestment Plan (DRIP), the Trust issued no common shares for the year ended December 31, 2015 and the year ended 2014, respectively. At December 31, 2015, the Trust had outstanding common shares of 116,590,494 with a par value of $0.001 per share. The Advisor owned 12,741 shares of the common shares outstanding as of December 31, 2015.
At December 31, 2015, the Trust had no shares of auction rate preferred securities outstanding.
10. | Indemnifications |
The Trust enters into contracts that contain a variety of indemnifications. The Trusts exposure under these arrangements is unknown. However, the Trust has not had prior claims or losses or current claims or losses pursuant to these contracts.
11. | Subsequent Events |
Events or transactions that occur after the balance sheet date but before the financial statements are issued are categorized as recognized or non-recognized for financial statement purposes. Since December 31, 2015, the Trust paid a dividend on January 29, 2016 of $0.05 per share for the month of January 2016. No other notable events have occurred between year-end and the issuance of these financial statements.
ANNUAL REPORT 2015 | 19 |
Report of Independent Registered Public Accounting Firm
The Shareholders and Board of Trustees of
CBRE Clarion Global Real Estate Income Fund:
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of the CBRE Clarion Global Real Estate Income Fund (the Trust), as of December 31, 2015, and the related statements of operations and cash flows for the year then ended, and the statements of changes in net assets and the financial highlights for each of the years in the two-year period then ended. These financial statements and financial highlights are the responsibility of the Trusts management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for each of the years presented through December 31, 2013 were audited by other auditors, whose report thereon dated February 25, 2014, expressed an unqualified opinion on those statements.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2015, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Trust as of December 31, 2015, and the results of its operations and cash flows for the year then ended and its changes in net assets and the financial highlights for each of the years in the two year period then ended in conformity with U.S. generally accepted accounting principles.
Philadelphia, PA
February 24, 2016
20 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Supplemental Information (unaudited)
Change to Investment Guideline
CBRE Clarion is changing a guideline it employs to define the term global in its name. Since 2007, CBRE Clarion has sought to fulfill the global mandate suggested in the Funds name by investing at least 40% of the Funds assets in countries other than the United States. Over the past few years, however, U.S. securities have comprised an increasing share of the global universe of real estate securities, and CBRE Clarion now believes that the Fund would benefit from increased flexibility to invest in a greater proportion of its assets in U.S. securities. As such, effective March 1, 2016, CBRE Clarion will seek to reflect the Funds global mandate by investing at least 30% of the Funds assets in securities of issuers economically tied to countries other than the U.S. and, further, by investing in securities of companies economically tied to at least 7 countries including the U.S.
Federal Income Tax Information
Qualified dividend income of as much as $12,570,364 was received by the Trust through December 31, 2015. The Trust intends to designate the maximum amount of dividends that qualify for the reduced tax rate pursuant to the Jobs and Growth Tax Relief Reconciliation Act of 2003.
For corporate shareholders, 1.75% of ordinary income distributions for the year ended December 31, 2015 qualified for the corporate dividends-received deduction.
In February 2016, you will be advised on IRS Form 1099 DIV or substitute 1099 DIV as to the federal tax status of the distributions received by you in the calendar year 2015.
Corporate Governance
The Fund submitted its Annual CEO certification for 2015 to the New York Stock Exchange (NYSE) on October 28, 2015 stating that the CEO was not aware of any violation by the Fund of the NYSEs corporate governance listing standards. In addition, the Fund had filed the required CEO/CFO certifications regarding the quality of the Funds public disclosure as exhibits to the Forms N-CSR and Forms N-Q filed by the Fund over the past fiscal year. The Funds Form N-CSR and Form N-Q filings are available on the Commissions website at www.sec.gov.
Result of Shareholder Votes
The Annual Meeting of Shareholders of the Fund was held on October 7, 2015.
With regard to the election of the following Trustee of the Fund:
Number of In Favor |
Number of Withheld |
|||||||||
Asuka Nakahara |
101,246,924,880 | 1,592,019,683 |
The other Trustees of the Fund whose terms did not expire in 2015 are T. Ritson Ferguson, Frederick S. Hammer, Richard L. Sutton, and John R. Bartholdson.
ANNUAL REPORT 2015 | 21 |
Supplemental Information (unaudited) continued
Trustees
The Trustees of the CBRE Clarion Global Real Estate Income Fund and their principal occupations during the past five years:
Name, Address and Age |
Term of Office and Length of Time Served (1) |
Title | Principal Occupations Five Years |
Number of Portfolios in the Fund Complex Overseen by Trustee |
Other Directorships Held by Trustee | |||||
Trustees: | ||||||||||
T. Ritson Ferguson* 201 King of Prussia Road, Suite 600 Radnor, PA 19087 Age: 56 |
3 years/ since inception | Trustee, President and Chief Executive Officer | Chief Executive Officer and Co-Chief Investment Officer of CBRE Clarion Securities LLC; Chief Investment Officer of CBRE Global Investors (since August 2015) | 1 | ||||||
Asuka Nakahara** 201 King of Prussia Road, Suite 600 Radnor, PA 19087 Age: 59 |
3 years/ since inception | Trustee | Associate Director of the Zell-Lurie Real Estate Center at the Wharton School, University of Pennsylvania (since 1999); Lecturer of Real Estate at the Wharton School, University of Pennsylvania (since 1999); Partner of Triton Atlantic Partners (since 2009). | 1 | ||||||
Frederick S. Hammer 201 King of Prussia Road, Suite 600 Radnor, PA 19087 Age: 79 |
3 years/ since inception | Trustee | Co-Chairman of IA Capital Group (since 1994) and a member of its investment committee. | 1 | Serves on the Boards of JetPay Corporation (since 2011); IA Capital Group (2007 - 2011); and Homeowners Insurance Corp. (since 2006) | |||||
Richard L. Sutton 201 King of Prussia Road, Suite 600 Radnor, PA 19087 Age: 80 |
3 years/ since inception | Trustee | Partner, Morris, Nichols, Arsht & Tunnel (1966 - 2000). | 1 | Board of Directors of Schroder Global Real Estate Securities Limited (F/K/A Investors in Global Real Estate Ltd.) (since 2006). | |||||
John Bartholdson 201 King of Prussia Road, Suite 600 Radnor, PA 19087 Age: 71 |
3 years/ 10 years | Trustee/Audit Committee Financial Expert | Senior Vice President, CFO and Treasurer, and a Director of Triumph Group, Inc. (1993 - 2007). | 1 | Trustee of Berwyn Cornerstone Fund, Berwyn Income Fund, and Berwyn Fund (since 2013). Board of Old Mutual Advisor Funds, Old Mutual Funds II and Old Mutual Insurance Series Fund (2004 - 2012), and Old Mutual Funds III (2008 - 2009). |
(1) | After a Trustees initial term, each Trustee is expected to serve a three-year term concurrent with the class of Trustees for which he serves. Messrs. Sutton and Bartholdson, as Class III Trustees, are expected to stand for re-election at the Trusts 2016 annual meeting of shareholders.; Messrs. Ferguson and Hammer, as Class I Trustees, are expected to stand for re-election at the Trusts 2017 annual meeting of shareholders; Mr. Nakahara, as Class II Trustee, is expected to stand for re-election at the Trusts 2018 annual meeting of shareholders. |
* | Mr. Ferguson is deemed to be an interested person of the Trust as defined in the Investment Company Act of 1940 (the 1940 ACT), as amended, due to his position with the Advisor. |
** | Mr. Nakahara owned 5,000 shares of CB Richard Ellis Group, Inc. (CB Richard Ellis), of which the advisor is an indirect majority-owned subsidiary, as of July 1, 2011, the date CB Richard Ellis acquired the advisor, and through September 2, 2011, technically making him an interested person of the Trust (as defined in the 1940 Act) during that period. Mr. Nakahara purchased the shares several years ago. Mr. Nakahara no longer owns those shares and is an independent Trustee of the Trust. |
22 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Supplemental Information (unaudited) continued
Officers
The Officers of the CBRE Clarion Global Real Estate Income Fund and their principal occupations during the past five years:
Name, Address, Age and Position(s) Held with Registrant |
Length of Time Served |
Principal Occupations During the Past Five Years and Other Affiliations | ||
Officers: | ||||
Jonathan A. Blome 201 King of Prussia Road, Suite 600 Radnor, PA 19087 Age: 38 Chief Financial Officer |
since 2006 | Chief Financial Officer and Director of Operations of CBRE Clarion Securities LLC (since 2011); Director and Head of Operations of CBRE Clarion Securities LLC (since 2010); Senior Vice President of CBRE Clarion Securities LLC (2005 - 2010). | ||
William E. Zitelli 201 King of Prussia Road, Suite 600 Radnor, PA 19087 Age: 47 Chief Compliance Officer and Secretary |
since 2007 | General Counsel of CBRE Clarion Securities LLC (since 2007), Chief Compliance Officer of CBRE Clarion Securities LLC (2007 - 2010). |
ANNUAL REPORT 2015 | 23 |
Supplemental Information (unaudited) continued
Board Considerations in Approving the Advisory Agreement
At a meeting of the Board held on December 2, 2015, the Board approved the continuation of the investment management agreement (the Advisory Agreement) between the Advisor and the Trust through December 31, 2016. Overall, the Board concluded that continuation of the Advisory Agreement was in the best interests of the Trust and consistent with the expectations of its shareholders. In determining to approve the continuation of the Advisory Agreement, the Board took into account a number of factors, in each case in the context of the specific facts and circumstances of the Trust and without assigning relative weight to any factor or identifying any factor as determinative.
In approving the continuation of the Advisory Agreement, the Board reviewed the nature, extent and quality of advisory services and administrative services provided by the Advisor, including the performance achieved by the Advisor for the Trust in varying market environments. The Board also considered the consistency of the Advisors investment decision-making process, the experience of the Advisors personnel and the continuing commitment of the Advisors senior management to the operation and management of the Trust. The Board also considered the administrative resources devoted by the Advisor to oversight of the Trusts operations, without separate charge to the Trust. The Board also considered the Trusts strategic focus on providing income to its shareholders and current economic trends and conditions. In reviewing the Trusts performance, the Board considered information relating to the reported performance and expenses of comparable closed-end equity funds (peer group funds) and the Advisors view as to the reasons for performance differences, including the Trusts global investment mandate and its minimal use of leverage as compared to certain of the peer group funds. The Board also considered longer-term data and trend analyses, as well as a description of the Advisors internal models and stock selection processes. The Board concluded that the quality of the services provided to the Trust by the Advisor, including the performance achieved for the Trust, was satisfactory and supported the continued retention of the Advisor by the Trust.
The Board also considered the level of compensation to which the Advisor is entitled under the Advisory Agreement and concluded that fees paid to the Advisor by the Trust are not excessive and that the advisory fee rate is reasonable under the circumstances of the Trust. In reaching this conclusion, the Board considered the Trusts advisory fee structure and the methodology with which the Advisors fee is calculated, the limited potential for a closed-end fund such as the Trust to realize of economies of scale and fee structures that incorporate fee reductions as assets increase. The Board also considered information provided by the Advisor with respect to the profits realized by the Advisor as a result of its services to the Trust, including the factors considered by the Advisor in determining such profits, and the Advisors profitability in connection with its management of other advisory accounts. The Board also considered the fact that the Trusts advisory fee had remained comparable to that of peer group funds (some of which funds are charged separately for administrative services provided by their investment managers) and lower than the average of the equity closed-end fund universe generally, while its expense ratio remained lower than that of most peer group funds and the equity closed-end fund universe generally.
24 | CBRE CLARION GLOBAL REAL ESTATE INCOME FUND |
Supplemental Information (unaudited) concluded
Additional Information
Statement of Additional Information includes additional information regarding the Trustees. This information is available upon request, without charge, by calling the following toll-free telephone number: 1-888-711-4272.
The Trust has delegated the voting of the Trusts voting securities to the Trusts advisor pursuant to the proxy voting policies and procedures of the advisor. You may obtain a copy of these policies and procedures by calling 1-888-711-4272. The policies may also be found on the website of the Securities and Exchange Commission (http://www.sec.gov).
Information regarding how the Trust voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended December 31, is also available, without charge and upon request by calling the Trust at 1-888-711-4272 or by accessing the Trusts Form N-PX on the Commissions website at http://www.sec.gov.
The Trust files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Trusts Form N-Qs are available on the SEC website at http://www.sec.gov. The Trusts Form N-Qs may also be viewed and copied at the Commissions Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330.
Dividend Reinvestment Plan (unaudited)
Pursuant to the Trusts Dividend Reinvestment Plan (the Plan), shareholders of the Trust are automatically enrolled, to have all distributions of dividends and capital gains reinvested by The Bank of New York Mellon (the Plan Agent) in the Trusts shares pursuant to the Plan. You may elect not to participate in the Plan and to receive all dividends in cash by sending written instructions or by contacting The Bank of New York Mellon, as dividend disbursing agent, at the address set forth below. Participation in the Plan is completely voluntary and may be terminated or resumed at any time without penalty by contacting the Plan Agent before the dividend record date; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution. Shareholders who do not participate in the Plan will receive all distributions in cash paid by check and mailed directly to the shareholders of record (or if the shares are held in street or other nominee name, then to the nominee) by the Plan Agent, which serves as agent for the shareholders in administering the Plan.
After the Trust declares a dividend or determines to make a capital gain distribution, the Plan Agent will acquire shares for the participants account, depending upon the circumstances described below, either (i) through receipt of unissued but authorized shares from the Trust (newly issued shares) or (ii) by open market purchases. If, on the dividend payment date, the NAV is equal to or less than the market price per share plus estimated brokerage commissions (such condition being referred to herein as market premium), the Plan Agent will invest the dividend amount in newly issued shares on behalf of the participants. The number of newly issued shares to be credited to each participants account will be determined by dividing the dollar amount of the dividend by the NAV on the date the shares are issued. However, if the NAV is less than 95% of the market price on the payment date, the dollar amount of the dividend will be divided by 95% of the market price on the payment date. If, on the dividend payment date, the NAV is greater than the market value per share plus estimated brokerage commissions (such condition being referred to herein as market discount), the Plan Agent will invest the dividend amount in shares acquired on behalf of the participants in open-market purchases.
The Plan Agents fees for the handling of the reinvestment of dividends and distributions will be paid by the Trust. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agents open market purchases in connection with the reinvestment of dividends and distributions. The automatic reinvestment of dividends and distributions will not relieve participants of any Federal income tax that may be payable on such dividends or distributions.
The Trust reserves the right to amend or terminate the Plan. There is no direct service charge to participants in the Plan; however, the Trust reserves the right to amend the Plan to include a service charge payable by the participants. Participants that request a sale of shares through the Plan Agent are subject to a $2.50 sales fee and a $0.15 per share sold brokerage commission. All correspondence concerning the Plan should be directed to the Plan Agent at Computershare Shareowner Services LLC, P.O. Box 30170 College Station, TX 77842-3170, Phone Number: (866) 221-1580.
ANNUAL REPORT 2015 | 25 |
CBRE CLARION GLOBAL REAL ESTATE INCOME FUND
Item 2. Code of Ethics.
(a) | The Trust, as of the end of the period covered by this report, has adopted a Code of Ethics for Senior Financial Officers (the Financial Officer Code of Ethics) that applies to the Trusts principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Trust or a third party. |
(b) | Not applicable. |
(c) | There have been no amendments, during the period covered by this report, to a provision of the Financial Officer Code of Ethics that applies to the Trusts principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Trust or a third party, and that relates to any element of the code of ethics description. |
(d) | The Trust has not granted any waivers, including an implicit waiver, from a provision of the Financial Officer Code of Ethics that applies to the Trusts principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Trust or a third party, that relates to one or more of the items set forth in paragraph (b) of this items instructions. |
(e) | Not applicable. |
(f) | The Trusts Financial Officer Code of Ethics is attached hereto as an exhibit. |
Item 3. Audit Committee Financial Expert.
All of the members of the audit committee have the business and financial experience necessary to understand the fundamental financial statements of a closed-end, registered investment company; further, each member of the committee is financially literate, as such qualification is interpreted by the Board of Trustees in its business judgment. In addition, the Board has determined that John R. Bartholdson is an audit committee financial expert and independent as those terms are defined in Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
Audit Fees
(a) | The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the Trusts annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $63,100 for 2015 and $45,000 for 2014. |
Audit-Related Fees
(b) | The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the Trusts financial statements and are not reported under paragraph (a) of this Item are $0 for 2015 and $0 for 2014. |
Tax Fees
(c) | The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $25,000 for 2015 and $22,500 for 2014. Services include income tax return services including the review and signing of the Trusts Form 1120-RIC as prepared by the Trusts administrator. |
All Other Fees
(d) | The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 for 2015 and $0 for 2014. |
(e)(1) | (i) The Trust has an Audit Committee Charter in place (the Charter) that governs the pre-approval by the Trusts Audit Committee of all engagements for audit services and all Covered Non-Audit Engagements (as defined in the Charter) provided by the Trusts independent auditor (the Independent Auditor) to the Trust and other Related Entities (as defined below). Each calendar year, the Audit Committee will review and re-approve the Charter, together with any changes deemed necessary or desirable by the Audit Committee. The Audit Committee may, from time to time, modify the nature of the services pre-approved, the aggregate level of fees pre-approved, or both. |
Related Entities means (i) CBRE Clarion Securities LLC (the Advisor) or (ii) any entity controlling, controlled by or under common control with the Advisor.
Pre-approval shall be required only with respect to non-audit services (i) related directly to the operations and financial reporting of the Trust and (ii) provided to a Related Entity that furnishes ongoing services to the Trust. Such pre-approval shall not apply to non-audit services provided to any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser. Pre-approval by the Audit Committee of such non-audit services shall be effected pursuant to the pre-approval procedures described in the Charter. The Charter shall not be violated if pre-approval of any such non-audit service is not obtained in circumstances in which the pre-approval requirement is waived under applicable rules promulgated by the Securities and Exchange Commission (SEC) or the NYSE, in accordance with the Sarbanes Oxley Act.
Requests for pre-approval of Covered Non-Audit Engagements are submitted to the Audit Committee by the Independent Auditor and by the chief financial officer of the Related Entity for which the non-audit services are to be performed. Such requests must include a statement as to whether, in the view of the Independent Auditor and such officer, (a) the request is consistent with the SECs rules on auditor independence and (b) the requested service is or is not a non-audit service prohibited by the SEC. A request submitted between scheduled meetings of the
Audit Committee should state the reason that approval is being sought prior to the next regularly scheduled meeting of the Audit Committee.
Between regularly scheduled meetings of the Audit Committee, the Committee Chairman or Audit Committee Financial Expert shall have the authority to pre-approve Covered Non-Audit Engagements, provided that fees associated with such engagement do not exceed $10,000 and the services to be provided do not involve provision of any of the following services by the Independent Auditor: (i) bookkeeping or other services related to the accounting records or financial statements of the audit client; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions, or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions; (vii) human resources; (vii) broker dealer, investment advisor or investment banking services; (ix) legal services; or (x) expert services unrelated to the audit.
Fee levels for all Covered Services to be provided by the Independent Auditor and pre-approved under this Policy will be established annually by the Audit Committee. Any increase in pre-approved fee levels will require specific pre-approval by the Audit Committee.
The terms and fees of the annual Audit services engagement for the Trust are subject to the specific pre-approval of the Audit Committee. The Audit Committee will approve, if necessary, any changes in terms, conditions or fees resulting from changes in audit scope, Trust structure or other matters.
(e)(2) | 100% of the services described in each of paragraphs (b) through (d) of this Item that were approved by the Trusts audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. |
(f) | The percentage of hours expended on the principal accountants engagement to audit the Trusts financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountants full-time, permanent employees was less than fifty percent. |
(g) | The aggregate non-audit fees billed by the Trusts accountant for services rendered to the Trust, and rendered to the Trusts investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Trust for each of the last two fiscal years of the Trust was $298,625 for 2015 and $353,640 for 2014. |
(h) | Not applicable. |
Item 5. Audit Committee of Listed Registrants.
(a) | The Trust has a separately designated audit committee consisting of all the independent trustees of the Trust. The members of the audit committee are: Frederick S. Hammer, Asuka Nakahara, Richard L. Sutton and John R. Bartholdson. |
Item 6. Investments.
(a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
(b) | Not applicable. |
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
The Trust has delegated the voting of proxies relating to its voting securities to the Advisor, pursuant to the proxy voting procedures of the Advisor. The Trusts and the Advisors Proxy Voting Policies and Procedures are included as an exhibit hereto.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
(a) | As of March 4, 2016: |
T. Ritson Ferguson
Principal, Chief Executive Officer and Co-Chief Investment Officer, CBRE Clarion Securities LLC since
1992
Steven D. Burton
Principal, and Co-Chief Investment Officer, CBRE Clarion Securities LLC since
1995
Joseph P. Smith
Principal, President and Co-Chief Investment Officer, CBRE Clarion Securities LLC since
1997
Other Accounts Managed (as of December 31, 2015). The Portfolio Managers are also collectively responsible for the day-to-day management of the Advisors other accounts, as indicated by the following table.
Name of Portfolio Managers |
Type of Accounts | Number of Accounts Managed |
Total Assets in the Accounts |
Managed with Advisory Fee Based on Performance |
Managed with Advisory Fee Based on Performance |
|||||||||
T. Ritson Ferguson |
Registered Investment Companies | 16 | $ | 11,400,986.746 | 0 | $ | 0 | |||||||
Other Pooled Investment Vehicles | 25 | $ | 3,620,046.978 | 0 | $ | 0 | ||||||||
Other Accounts | 64 | $ | 5,736,952.945 | 7 | $ | 1,686,678.982 | ||||||||
Steven D. Burton |
Registered Investment Companies | 11 | $ | 9,278,951.826 | 0 | $ | 0 | |||||||
Other Pooled Investment Vehicles | 20 | $ | 3,198,757.434 | 0 | $ | 0 | ||||||||
Other Accounts | 49 | $ | 4,583,156.977 | 7 | $ | 1,686,678.982 | ||||||||
Joseph P. Smith |
Registered Investment Companies | 14 | $ | 11,347,331.979 | 0 | $ | 0 | |||||||
Other Pooled Investment Vehicles | 22 | $ | 3,172,703.731 | 0 | $ | 0 | ||||||||
Other Accounts | 63 | $ | 5,141,076.573 | 7 | $ | 1,686,678.982 |
Potential Conflicts of Interests
A portfolio manager may be subject to potential conflicts of interest because the portfolio manager is responsible for other accounts in addition to the Trust. These other accounts may include, among others, other closed-end funds, mutual funds, separately managed advisory accounts, commingled trust accounts, insurance separate accounts, wrap fee programs, and hedge funds. Potential conflicts may arise out of the implementation of differing investment strategies for a portfolio managers various accounts, the allocation of investment opportunities among those accounts or differences in the advisory fees paid by the portfolio managers accounts.
A potential conflict of interest may arise as a result of a portfolio managers responsibility for multiple accounts with similar investment guidelines. Under these circumstances, a potential investment may be suitable for more than one of the portfolio managers accounts, but the quantity of the investment available for purchase is less than the aggregate amount the accounts would ideally devote to the opportunity. Similar conflicts may arise when multiple accounts seek to dispose of the same investment.
A portfolio manager may also manage accounts whose objectives and policies differ from those of the Trust. These differences may be such that under certain circumstances, trading activity appropriate for one account managed by the portfolio manager may have adverse consequences for another account managed by the portfolio manager. For example, if an account were to sell a significant position in a security, which could cause the market price of that security to decrease while the Trust maintained its position in that security.
A potential conflict may arise when a portfolio manager is responsible for accounts that have different advisory fees the difference in the fees may create an incentive for the portfolio manager to favor one account over another, for example, in terms of access to particularly appealing investment opportunities. This conflict may be heightened where an account is subject to a performance-based fee.
CBRE Clarion recognizes the duty of loyalty it owes to its clients and has established and implemented certain policies and procedures designed to control and mitigate conflicts of interest arising from the execution of a variety of portfolio management and trading strategies across the firms diverse client base. Such policies and procedures include, but are not limited to: (i) investment process, portfolio management, and trade allocation procedures; (ii) procedures regarding short sales in securities recommended for other clients; and (iii) procedures regarding personal trading by the firms employees (contained in the Code of Ethics).
(a)(3) Compensation Structure of Portfolio Manager(s) or Management Team Members
Base Salary Each portfolio manager receives a base salary. Base salaries have been established at a competitive market levels and are set forth in the portfolio managers employment agreement. An annual adjustment is made based on changes in the consumer price index. Base salaries are be reviewed periodically by the CBRE Clarion Compensation Committee and its Board of Directors, but adjustments are expected to be relatively infrequent.
Bonus Portfolio manager bonuses are drawn from an incentive compensation pool into which a significant percentage of firms pre-tax profits is set aside. Incentive compensation allocations are determined by the Compensation Committee based on a variety of factors, including the performance of particular investment strategies. To avoid the pitfalls of relying solely on a rigid performance format, however, incentive compensation decisions also take into account other important factors, such as the portfolio managers contribution to the team, firm, and overall investment process. Each of the portfolio managers is a member of the Committee. Incentive compensation allocations are reported to the Board of Directors, but the Boards approval is not required with one exception. Since Mr. Ferguson is the firms Chief Executive and also a Director, the remaining Directors are required to approve his incentive compensation award.
Deferred Compensation CBRE Clarion requires deferral of a percentage of incentive compensation exceeding a certain threshold in respect of a single fiscal year. The Compensation Committee may, in its discretion, require the deferral of additional amounts. Such deferred amounts are subject to the terms of a Deferred Bonus Plan adopted by the Board of Directors. The purpose of the Deferred Bonus Plan is to foster the retention of key employees, to focus plan participants on value creation and growth and to encourage continued cooperation among key employees in providing services to CBRE Clarions clients. The value of deferred bonus amounts is tied to the performance of CBRE Clarion investment funds chosen by the Compensation Committee; provided, that the Committee may elect to leave a portion of the assets uninvested. Deferred compensation vests incrementally, one-third after 2 years, 3 years and 4 years. The Deferred Bonus Plan provides for forfeiture upon voluntary termination of employment, termination for cause or conduct detrimental to the firm.
Profit Participation Each of the portfolio managers is a principal and owns shares of the firm. The firm distributes its income to its owners each year, so each portfolio manager receives income distributions corresponding to his ownership share. Ownership is structured so that the firms principals receive an increasing share of the firms profit over time. In addition, a principal may forfeit a portion of his ownership if he resigns voluntarily.
Other Compensation Portfolio managers may also participate in benefit plans and programs available generally to all employees, such as CBRE Groups 401(k) plan.
Portfolio manager compensation is not based on the performance of any particular account, including the Fund, nor is compensation based on the level of Fund assets.
(a)(4) Disclosure of Securities Ownership
The following table indicates the dollar range of securities of the Trust beneficially owned by the Portfolio Managers as of December 31, 2015.
Name of Portfolio Managers | Dollar Value of Trust Shares Beneficially Owned | |
T. Ritson Ferguson |
$100,001-$500,000 | |
Steven D. Burton |
$100,001-$500,000 | |
Joseph P. Smith |
$10,001-$50,000 |
(b) | Not applicable |
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.
Item 11. Controls and Procedures.
(a) | The Trusts principal executive officer and principal financial officer have evaluated the Trusts disclosure controls and procedures within 90 days of this filing and have concluded that the Trusts disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the Trust in this Form N-CSR was recorded, processed, summarized, and reported timely. |
(b) | The Trusts principal executive officer and principal financial officer are aware of no changes in the Trusts internal control over financial reporting that occurred during the Trusts second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trusts internal control over financial reporting. |
Item 12. Exhibits.
(a)(1) | Financial Officer Code of Ethics. |
(a)(2) | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
(a)(3) | Not applicable. |
(b) | Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
(c) | Proxy Voting Policies and Procedures. |
(d) | Notices to Trusts common shareholders in accordance with Investment Company Act Section 19(a) and Rule 19a-1.(1) |
The Trust has received exceptive relief from the Securities and Exchange Commission permitting it to make periodic distributions of long-term capital gains with respect to its outstanding common stock as frequently as twelve times each year. This relief is conditioned, in part, on an undertaking by the Trust to make the disclosures to the holders of the Trusts common shares, in addition to the information required by Section 19(a) of the Investment Company Act and Rule 19a-1 thereunder. The Trust is likewise obligated to file with the Commission the information contained in any such notice to shareholders and, in that regard, has attached hereto copies of each such notice made during the period.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) |
CBRE Clarion Global Real Estate Income Fund |
By (Signature and Title)* |
/s/ T. Ritson Ferguson | |||
T. Ritson Ferguson | ||||
President and Chief Executive Officer |
Date |
3/4/2016 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* |
/s/ T. Ritson Ferguson | |||
T. Ritson Ferguson | ||||
President and Chief Executive Officer |
Date |
3/4/2016 |
By (Signature and Title)* |
/s/ Jonathan A. Blome | |||
Jonathan A. Blome | ||||
Chief Financial Officer |
Date |
3/4/2016 |
* Print the name and title of each signing officer under his or her signature.