N-CSR 1 d424901dncsr.htm BRANDYWINEGLOBAL - CORPORATE CREDIT FUND BrandywineGLOBAL - Corporate Credit Fund

 

 

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 811-06444

 

 

Legg Mason Partners Investment Trust

(Exact name of registrant as specified in charter)

 

 

620 Eighth Avenue, 47th Floor, New York, NY 10018

(Address of principal executive offices) (Zip code)

 

 

Marc A. De Oliveira

Franklin Templeton

100 First Stamford Place

Stamford, CT 06902

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: 877-6LM-FUND/656-3863

Date of fiscal year end: December 31

Date of reporting period: December 31, 2022

 

 

 


ITEM 1.

REPORT TO STOCKHOLDERS.

The Annual Report to Stockholders is filed herewith.


LOGO

 

Annual Report   December 31, 2022

BrandywineGLOBAL —

CORPORATE CREDIT FUND

 

 

 

LOGO

 

INVESTMENT PRODUCTS: NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE


What’s inside      
Letter from the president     II  
Fund overview     1  
Fund at a glance     7  
Fund expenses     8  
Fund performance     10  
Schedule of investments     12  
Statement of assets and liabilities     22  
Statement of operations     24  
Statements of changes in net assets     25  
Financial highlights     26  
Notes to financial statements     30  
Report of independent registered public accounting firm     42  
Additional information     43  
Important tax information     49  

Fund objective

The Fund’s objective is high current income consistent with the preservation of capital over a five-year time horizon.

 

Letter from the president

 

LOGO

Dear Shareholder,

We are pleased to provide the annual report of BrandywineGLOBAL — Corporate Credit Fund for the twelve-month reporting period ended December 31, 2022. Please read on for a detailed look at prevailing economic and market conditions during the Fund’s 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:

 

 

Fund prices and performance,

 

 

Market insights and commentaries from our portfolio managers, and

 

 

A host of educational resources.

We look forward to helping you meet your financial goals.

Sincerely,

 

LOGO

Jane Trust, CFA

President and Chief Executive Officer

January 31, 2023

 

 

 

 II 

   BrandywineGLOBAL — Corporate Credit Fund


Fund overview

 

Q. What is the Fund’s investment strategy?

A. The Fund’s objective is to seek high current income consistent with the preservation of capital over a five-year time horizon. Under normal market conditions, the Fund intends to provide exposure to corporate debt securities by investing at least 80% of its net assets in a diversified portfolio of corporate debt securities including those rated investment grade, below investment grade, or are unrated. Below investment grade securities are securities rated below Baa/BBB assigned by at least one Nationally Recognized Statistical Rating Organization (“NRSRO”) or unrated securities determined by us at Brandywine Global Investment Management, LLC, the Fund’s subadviser, to be of comparable credit quality. These investments are also known as “junk bonds,” “high yield bonds,” and “non-investment grade bonds”. Such securities may be public or privately placed U.S. dollar denominated debt securities issued by U.S. and non-U.S. companies (which may include companies in emerging markets) of any size, which we believe represent an attractive investment opportunity. Investments in non-U.S. obligations or securities will not exceed 25% of the net assets of the Fund.

Under normal circumstances, the Fund will maintain a dollar-weighted effective duration of less than five years, although it may invest in individual fixed income securities with effective durations in excess of five years. Effective duration seeks to measure the expected sensitivity of market prices to changes in interest rates.

In addition to corporate bonds, the Fund may invest in other securities such as trust preferred securities, convertible securities, preferred stock, equity securities, U.S. Government and Agency securities, and mortgage or asset-backed securities.

The Fund will not typically invest more than 10% of its assets in securities rated at or below Caa1 by Moody’s, CCC+ by Standard & Poor’s and CCC+ by Fitch at time of purchase.

In selecting securities for the Fund, we perform a risk/reward analysis that includes an evaluation of credit risk, interest rate risk, and the legal and technical structure of the security. We will attempt to take advantage of inefficiencies that we believe exist in the fixed income markets by purchasing securities at prices below our estimate of their fair value with the goal of selling securities as they approach or exceed our estimate of their fair value. We seek to invest in securities that we expect to offer attractive prospects for current income and/or capital appreciation in relation to the risk borne.

Q. What were the overall market conditions during the Fund’s reporting period?

A. The global fixed income market generated a negative total return during the twelvemonth reporting period ended December 31, 2022. Global yields moved sharply higher, which negatively impacted fixed income assets. Rising yields were driven by a number of factors, including elevated inflation that prompted most global central banks to aggressively raise interest rates. The market also experienced periods of volatility given the repercussions from the war in Ukraine, the impact from the COVID-19 pandemic and its variants, the weakening global economy, and concerns over the trajectory for corporate

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 1 


Fund overview (cont’d)

 

profits. Against this backdrop, most spread sectors (non-U.S. Treasuries) posted double-digit declines over the reporting period.

On the monetary policy front, the U.S. Federal Reserve Board (the “Fed”) initially characterized surging inflation as being transitory. This proved to be incorrect, as supply chain issues persisted and the war in Ukraine added fuel to the inflation fire. This left the central bank no choice but to abruptly reverse course and aggressively raise rates in an attempt to rein in a four-decade high in inflation, even if this could trigger a recession. The Fed raised rates seven times and a total of 4.25% in 2022, the most since 1980. While the central bank raised rates 50 basis points in December, versus 75 basis point hikes at its previous four meetings, the Fed remained hawkish and expects to make additional rate hikes in 2023. Both the European Central Bank and the Bank of England also aggressively raised rates, by 250 basis points and 325 basis points, respectively, in 2022. At the end of the reporting period, rates in both regions were the highest since 2008. The Bank of Japan kept rates on hold during the reporting period, but in December the central bank surprised the market by raising the target range for the ten-year bond from 0.25% to 0.50%. The market interpreted this as being the first step toward normalizing its ultra-easy monetary policy. Elsewhere, emerging market central banks generally raised rates as well in 2022 given high inflation, causing their yields to move higher and dragging down their bond markets.

Looking at the currency market, the major story in 2022 was the strength of the U.S. dollar. The greenback appreciated roughly 17% over the first nine months of the reporting period given the Fed’s rate hikes, the resilient U.S. economy, and the Fed Chair Jerome Powell’s vow to continue tightening monetary policy “until the job is done.” However, after reaching a twenty-one-year high in late September 2022, the U.S. dollar gave back around half of its gain in the fourth quarter. This turnaround was partially driven by concerns the economy could fall into a recession. Still, the U.S. dollar gained 8.2% in 2022, its strongest return since 2014. For the year as a whole, most developed and emerging market currencies fell sharply versus the greenback.

All told, the meaningful allocation to investment grade corporate bonds, which carry a notable amount of duration risk, the Fund’s benchmark the ICE BofA U.S. Corporate & High Yield Indexi, ended the reporting period with a return of -14.80%. By comparison, the ICE BofA U.S. High Yield Indexii generated a return of -11.22% for the reporting period.

Q. How did we respond to these changing market conditions?

A. In a year that saw unprecedented turmoil in financial markets, most notably in fixed income, we stayed the course with respect to our long-term outlook and objectives. Although our investable universe consists of both investment-grade and high-yield corporate bonds, we continued to find value in the high-yield market. Economic data in the first half of 2022 supported aggressive monetary policy that the economy had not witnessed for decades. As a result, fixed income experienced a duration-driven sell-off, and high-yield outperformed its investment-grade counterpart. We remained relatively underweight

 

 

 2 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


investment-grade credit and duration throughout the reporting period, with the Fund’s effective duration ranging from approximately 3.1 to 3.7 years. In contrast, effective duration for the ICE BofA U.S. Corporate & High Yield Index hovered between 6.5 and 7.5 years, while effective duration for the ICE BofA U.S. High Yield Index stayed above 4 years.

The deterioration in prices and subsequent increase in yields offered an opportunity for the Fund to take a more defensive credit position towards the second half of the reporting period, while still maintaining high income potential for investors. With a potential recession looming, we gradually reduced our exposure to riskier credit in favor of higher-quality issues. At the start of the reporting period, 64.2% of the portfolio was invested in B-rated and CCC-rated bonds, versus 42.6% to end the reporting period. Select portions of the investment-grade universe, namely BBB-rated bonds, traded at attractive valuations while providing improved margins of safety and liquidity. We were able to step up the credit quality of the Fund without sacrificing yields and our relatively low-duration positioning. We remain underweight CCC-rated bonds as of the end of the reporting period, which represent 11% of the ICE BofA U.S. High Yield Index and are at highest risk of default. We are positioned to take advantage of further valuation anomalies should the economy weaken and spreads widen.

Performance Review

For the twelve months ended December 31, 2022, Class I shares of BrandywineGLOBAL — Corporate Credit Fund returned -8.53%. The Fund’s unmanaged benchmark, the ICE BofA U.S. Corporate & High Yield Index, returned -14.80% for the same period. The Consumer Price Index (CPI) plus 3% annual risk premiumiii and the Lipper High Yield Funds Category Averageiv returned 9.63% and -10.65%, respectively, over the same time frame.

 

Performance Snapshot as of December 31, 2022 (unaudited)            
(excluding sales charges)   6 months     12 months  
BrandywineGLOBAL — Corporate Credit Fund:    

Class A

    3.80     -8.73

Class C

    3.39     -9.40

Class I

    3.95     -8.53

Class IS

    3.99     -8.44
ICE BofA U.S. Corporate & High Yield Index     1.03     -14.80
Consumer Price Index (CPI) plus 3% annual risk premium     1.65     9.63
Lipper High Yield Funds Category Average     3.07     -10.65

The performance shown represents past performance. Past performance is no guarantee of future results and current performancemay be higher or lower than the performance shown above. Principal value, investment returns and yieldswill fluctuate and investors’ shares,when redeemed, may beworthmore or less than their original cost. To obtain performance data current to themost recentmonth-end, please visit ourwebsite atwww.franklintempleton.com.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 3 


Fund overview (cont’d)

 

All share class returns assume the reinvestment of all distributions at net asset value and the deduction of all Fund expenses. Returns have not been adjusted to include sales charges that may apply or the deduction of taxes that a shareholder would pay on Fund distributions. If sales charges were reflected, the performance quoted would have been lower. Performance figures for periods shorter than one year represent cumulative figures and are not annualized.

Fund performance figures reflect fee waivers and/or expense reimbursements, without which the performance would have been lower.

The 30-Day SEC Yields for the period ended December 31, 2022 for Class A, Class C, Class I and Class IS shares were 7.23%, 6.73%, 7.83% and 7.84%, respectively. The 30-Day SEC Yield, calculated pursuant to the standard SEC formula, is based on the Fund’s investments over an annualized trailing 30-day period, and not on the distributions paid by the Fund, which may differ.

The Fund acquired the assets and liabilities of Diamond Hill Corporate Credit Fund, a series of the Diamond Hill Funds (the “Predecessor Fund”) on July 30, 2021. As a result of the reorganization, the Predecessor Fund is the accounting survivor, and the Fund is the legal entity successor.

 

Total Annual Operating Expenses (unaudited)

As of the Fund’s current prospectus dated May 1, 2022, the gross total annual fund operating expense ratios for Class A, Class C, Class I and Class IS shares were 0.87%, 1.60%, 0.61% and 0.50%, respectively.

Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.

Q. What were the leading contributors to performance?

A. The Fund has consistently outperformed its benchmark in both up and down markets, minimizing losses when the general market is experiencing pain, yet fully participating when markets swing positively. This reporting period has been no different. The ICE BofA U.S. Corporate & High Yield Index registered negative returns in nine out of twelve months in 2022 and the Fund minimized its downside in seven of those nine months. As previously mentioned, the Fund’s duration positioning towards high-yield credit on the shorter end of the curve was beneficial to performance on a relative basis. We avoided significant market turmoil with our underweight exposure to longer-duration A-rated and BBB-rated bonds.

Prudent credit selection and sector allocation also benefited the Fund in 2022. Despite the overall negative performance in markets, we generated a positive absolute return in the energy sector by selecting issuers with stable or improving credit fundamentals. Overweight allocations to the energy and leisure sectors drove the Fund’s relative outperformance. Further alpha was generated by minimizing exposure to underperforming areas of the market, such as the utilities, healthcare, and banking sectors. With liquidity consistently a top priority for the Fund, our allocation to cash, which averaged over 10% for the reporting period, served as ballast as well.

 

 

 4 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


Q. What were the leading detractors from performance?

A. Navigating through this year’s market proved challenging. Every sector and every ratings classification of the ICE BofA U.S. Corporate & High Yield Index logged negative returns in 2022. On an absolute basis, losses were driven by underperforming issues in the financial services sector. Our financial services allocation performed roughly in line with the benchmark on a total return basis, however it was one of the largest sector allocations in absolute and relative terms in 2022. Financial services have more recently trended positive going into 2023. Poor credit selection and overweight in the media and retail sectors also detracted from performance. Both sectors performed poorly, finishing towards the bottom relative to other groups amidst weak market conditions. We still see compelling valuations across the corporate bond universe and remain steadfast in our commitment to meeting our investment goals.

Thank you for your investment in BrandywineGLOBAL — Corporate Credit Fund. As always, we appreciate that you have chosen us to manage your assets and we remain focused on achieving the Fund’s investment goals.

Sincerely,

 

LOGO

John McClain, CFA

Portfolio Manager

Brandywine Global Investment Management, LLC

 

LOGO

William Zox, CFA

Portfolio Manager

Brandywine Global Investment Management, LLC

January 17, 2023

RISKS: Fixed income securities involve interest rate, credit, inflation and reinvestment risks. As interest rates rise, the value of fixed income securities falls. High-yield bonds, known as “junk bonds”, possess greater price volatility, illiquidity and possibility of default than higher-grade bonds. Asset-backed, mortgage-backed or mortgage related securities are subject to prepayment and extension risks. International investments are subject to special risks, including currency

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 5 


Fund overview (cont’d)

 

fluctuations, as well as social, economic and political uncertainties, which could increase volatility. These risks are magnified in emerging markets. Emerging markets countries tend to have economic, political and legal systems that are less developed and are less stable than those of more developed countries. To the extent the Fund focuses its investments in a single country or only a few countries in a particular geographic region, economic, political, regulatory or other conditions affecting such country or region may have a greater impact on fund performance relative to a more geographically diversified fund. Equity securities are subject to market and price fluctuations. Potential active and frequent trading may result in higher transaction costs and increased investor liability. The managers’ investment style may become out of favor and/or the managers’ selection process may prove incorrect, which may have a negative impact on the Fund’s performance. Please see the Fund’s prospectus for a more complete discussion of these and other risks and the Fund’s investment strategies.

Portfolio holdings and breakdowns are as of December 31, 2022 and are subject to change and may not be representative of the portfolio managers’ current or future investments. Please refer to pages 12 through 21 for a list and percentage breakdown of the Fund’s 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 Fund’s top five sector holdings (as a percentage of net assets) as of December 31, 2022 were: financials (24.7%), energy (14.6%), consumer discretionary (13.8%), communication services (9.2%) and industrials (9.1%). The Fund’s 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.

 

i 

The ICE BofA U.S. Corporate & High Yield Index is an unmanaged index measuring the performance of U.S. dollar denominated investment grade and below investment grade corporate debt publicly issued in the U.S. domestic market.

 

ii 

ICE BofA U.S. High Yield Index is an unmanaged index measuring the performance of U.S. dollar denominated below investment grade corporate debt publicly issued in the U.S. domestic market.

 

iii 

Consumer Price Index (CPI) plus 3% annual risk premium is one of the core consumer price indices calculated by the U.S. Bureau of Labor Statistics. The CPI is an economic metric that measures prices for a basket of goods and services sold to urban consumers. The CPI is considered a more accurate record of prices due to higher population density within the sales area.

 

iv 

Lipper, Inc., a wholly-owned subsidiary of Refinitiv, provides independent insight on global collective investments. Returns are based on the period ended December 31, 2022, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 544 funds for the six-month period and among the 520 funds for the twelve-month period in the Fund’s Lipper category, and excluding sales charges, if any.

 

 

 6 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


Fund at a glance (unaudited)

 

Investment breakdown (%) as a percent of total investments

 

LOGO

 

The bar graph above represents the composition of the Fund’s investments as of December 31, 2022 and December 31, 2021. The Fund is actively managed. As a result, the composition of the Fund’s investments is subject to change at any time.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 7 


Fund expenses (unaudited)

 

Example

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including front-end and back-end sales charges (loads) on purchase payments; and (2) ongoing costs, management fees; service and/or distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested on July 1, 2022 and held for the six months ended December 31, 2022.

Actual expenses

The table below titled “Based on actual total return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.

Hypothetical example for comparison purposes

The table below titled “Based on hypothetical total return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or back-end sales charges (loads). Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

 

Based on actual total return1                 Based on hypothetical total return1  
     Actual
Total Return
Without
Sales
Charge2
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid
During
the
Period3
               Hypothetical
Annualized
Total Return
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid
During
the
Period3
 
Class A     3.80   $ 1,000.00     $ 1,038.00       0.85   $ 4.37       Class A     5.00   $ 1,000.00     $ 1,020.92       0.85   $ 4.33  
Class C     3.39       1,000.00       1,033.90       1.64       8.41       Class C     5.00       1,000.00       1,016.94       1.64       8.34  
Class I     3.95       1,000.00       1,039.50       0.57       2.93       Class I     5.00       1,000.00       1,022.33       0.57       2.91  
Class IS     3.99       1,000.00       1,039.90       0.50       2.57       Class IS     5.00       1,000.00       1,022.68       0.50       2.55  

 

 

 8 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


1 

For the six months ended December 31, 2022.

 

2 

Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable contingent deferred sales charge (“CDSC”) with respect to Class C shares. Total return is not annualized, as it may not be representative of the total return for the year. 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 

Expenses (net of compensating balance arrangements, fee waivers and/or expense reimbursements) are equal to each class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 9 


Fund performance (unaudited)

 

The Fund acquired the assets and liabilities of Diamond Hill Corporate Credit Fund, a series of the Diamond Hill Funds (the “Predecessor Fund”) on July 30, 2021. As a result of the reorganization, the Predecessor Fund is the accounting survivor and the Fund is the legal entity successor. Performance shown for the Fund’s Class A shares, Class I shares and Class IS shares for the periods prior to July 30, 2021, is the performance of the Predecessor Fund’s Investor shares, Class I shares and Class Y shares, respectively.

 

Average annual total returns                
Without sales charges1    Class A      Class C      Class I      Class IS  
Twelve Months Ended 12/31/22      -8.73      -9.40      -8.53      -8.44
Five Years Ended 12/31/22      3.29        N/A        3.58        3.70  
Ten Years Ended 12/31/22      4.39        N/A        4.68        4.80  
Inception* through 12/31/22             -6.41                
With sales charges2    Class A      Class C      Class I      Class IS  
Twelve Months Ended 12/31/22      -11.89      -10.27      -8.53      -8.44
Five Years Ended 12/31/22      2.55        N/A        3.58        3.70  
Ten Years Ended 12/31/22      4.02        N/A        4.68        4.80  
Inception* through 12/31/22             -6.41                

 

Cumulative total returns       
Without sales charges1        
Class A (12/31/12 through 12/31/22)      53.72
Class C (Inception date of 8/2/21 through 12/31/22)      -8.94  
Class I (12/31/12 through 12/31/22)      57.93  
Class IS (12/31/12 through 12/31/22)      59.84  

All figures represent past performance and are not a guarantee of future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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.

 

1 

Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable contingent deferred sales charge (“CDSC”) with respect to Class C shares.

 

2 

Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value. In addition, Class A shares reflect the deduction of the maximum initial sales charge of 3.75% (3.50% prior to August 15, 2022). Class C shares reflect the deduction of a 1.00% CDSC, which applies if shares are redeemed within one year from purchase payment.

 

*

Inception dates for Class A, C, I and IS shares are September 30, 2002, August 2, 2021, January 31, 2005 and December 30, 2011, respectively.

 

 

 10 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


Historical performance

Value of $1,000,000 invested in

Class I Shares of BrandywineGLOBAL — Corporate Credit Fund vs. ICE BofA U.S. Corporate & High Yield Index and Consumer Price Index (CPI) plus 3% annual risk premium† — December 2012 - December 2022

 

LOGO

All figures represent past performance and are not a guarantee of future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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.

 

Hypothetical illustration of $1,000,000 invested in Class I shares of BrandywineGLOBAL — Corporate Credit Fund on December 31, 2012 assuming the reinvestment of all distributions, including returns of capital, if any, at net asset value through December 31, 2022 (Performance prior to July 31, 2021 on this chart is that of the Fund’s Predecessor). The hypothetical illustration also assumes a $1,000,000 investment in the ICE BofA U.S. Corporate & High Yield Index and the Consumer Price Index (CPI) plus 3% annual risk premium (together, the “Indices”). The ICE BofA U.S. Corporate and High Yield Index measures the performance of U.S. dollar denominated investment grade and below investment grade corporate debt publicly issued in the U.S. domestic market. The CPI is increased by a 3 percent annual risk premium to correspond with the Fund’s long-term goals of achieving returns above the rate of inflation. The CPI is an economic metric that measures prices for a basket of goods and services sold to urban consumers. The CPI is considered a more accurate record of prices due to higher population density within the sales area. Both indices do not reflect the deduction of fees associated with a mutual fund such as investment and accounting fees. The Indices are unmanaged and is not subject to the same management and trading expenses as a mutual fund. Please note that an investor cannot invest directly in an index. The performance of the Fund’s other classes may be greater or less than the Class I shares’ performance indicated on this chart, depending on whether greater or lesser sales charges and fees were incurred by shareholders investing in the other classes.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 11 


Schedule of investments

December 31, 2022

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Rate     Maturity
Date
    Face
Amount
    Value  
Corporate Bonds & Notes — 85.4%                                
Communication Services — 9.2%                                

Diversified Telecommunication Services — 0.4%

 

                       

Total Play Telecomunicaciones SA de CV, Senior Notes

    6.375     9/20/28     $ 6,315,000     $ 4,939,868   (a) 

Entertainment — 2.6%

                               

Playtika Holding Corp., Senior Notes

    4.250     3/15/29       1,000,000       786,250  (a) 

ROBLOX Corp., Senior Notes

    3.875     5/1/30       17,395,000       13,733,352  (a) 

Speedway Motorsports LLC/Speedway Funding II Inc., Senior Notes

    4.875     11/1/27       13,913,000       12,368,188  (a) 

Warnermedia Holdings Inc., Senior Notes

    3.638     3/15/25       7,113,000       6,770,039  (a) 

Total Entertainment

                            33,657,829  

Interactive Media & Services — 4.5%

                               

ANGI Group LLC, Senior Notes

    3.875     8/15/28       30,578,000       22,741,317  (a) 

GrubHub Holdings Inc., Senior Notes

    5.500     7/1/27       36,574,000       26,542,849  (a) 

Match Group Holdings II LLC, Senior Notes

    4.125     8/1/30       4,325,000       3,538,467  (a) 

Meta Platforms Inc., Senior Notes

    4.450     8/15/52       8,002,000       6,400,334  (a) 

Total Interactive Media & Services

                            59,222,967  

Media — 1.6%

                               

LCPR Senior Secured Financing DAC, Senior Secured Notes

    6.750     10/15/27       11,681,000       10,948,835  (a) 

Liberty Interactive LLC, Senior Notes

    8.500     7/15/29       9,998,000       4,924,015  

Liberty Interactive LLC, Senior Notes

    8.250     2/1/30       10,259,000       4,684,824  

Total Media

                            20,557,674  

Wireless Telecommunication Services — 0.1%

                               

United States Cellular Corp., Senior Notes

    6.700     12/15/33       2,236,000       1,976,624  

Total Communication Services

                            120,354,962  
Consumer Discretionary — 13.8%                                

Automobiles — 1.6%

                               

Hyundai Capital America, Senior Notes

    2.375     10/15/27       1,961,000       1,680,782  (a) 

Hyundai Capital America, Senior Notes

    1.800     1/10/28       3,240,000       2,662,286  (a) 

Hyundai Capital America, Senior Notes

    2.100     9/15/28       2,745,000       2,257,840  (a) 

Nissan Motor Acceptance Co. LLC, Senior Notes

    3.875     9/21/23       1,613,000       1,583,619  (a) 

Nissan Motor Co. Ltd., Senior Notes

    3.043     9/15/23       1,000,000       980,049  (a) 

Stellantis Finance US Inc., Senior Notes

    6.375     9/12/32       11,750,000       11,633,954  (a) 

Total Automobiles

                            20,798,530  

 

See Notes to Financial Statements.

 

 

 12 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


    

 

    

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Rate     Maturity
Date
    Face
Amount
    Value  

Hotels, Restaurants & Leisure — 9.7%

                               

Affinity Gaming, Senior Secured Notes

    6.875     12/15/27     $ 16,231,000     $ 13,781,564  (a) 

Carnival Corp., Senior Secured Notes

    4.000     8/1/28       7,050,000       5,762,388  (a) 

CCM Merger Inc., Senior Notes

    6.375     5/1/26       13,573,000       12,807,619  (a) 

Nathan’s Famous Inc., Senior Secured Notes

    6.625     11/1/25       16,046,000       15,716,977  (a) 

Station Casinos LLC, Senior Notes

    4.500     2/15/28       25,882,000       22,541,456  (a) 

Travel + Leisure Co., Senior Secured Notes

    6.625     7/31/26       7,635,000       7,482,160  (a) 

Travel + Leisure Co., Senior Secured Notes

    4.500     12/1/29       3,237,000       2,642,363  (a) 

Travel + Leisure Co., Senior Secured Notes

    4.625     3/1/30       2,700,000       2,243,890  (a) 

Viking Cruises Ltd., Senior Notes

    6.250     5/15/25       28,169,000       25,739,565  (a) 

Viking Cruises Ltd., Senior Secured Notes

    13.000     5/15/25       10,339,000       10,924,569  (a) 

VOC Escrow Ltd., Senior Secured Notes

    5.000     2/15/28       764,000       658,323  (a) 

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp., Senior Notes

    5.500     3/1/25       7,268,000       6,914,818  (a) 

Total Hotels, Restaurants & Leisure

                            127,215,692  

Internet & Direct Marketing Retail — 1.3%

                               

MercadoLibre Inc., Senior Notes

    3.125     1/14/31       5,758,000       4,458,995  

QVC Inc., Senior Secured Notes

    5.450     8/15/34       24,818,000       13,012,078  

Total Internet & Direct Marketing Retail

                            17,471,073  

Specialty Retail — 0.9%

                               

Arko Corp., Senior Notes

    5.125     11/15/29       15,061,000       11,845,477  (a) 

Textiles, Apparel & Luxury Goods — 0.3%

                               

Crocs Inc., Senior Notes

    4.250     3/15/29       3,630,000       3,079,601  (a) 

Total Consumer Discretionary

                            180,410,373  
Consumer Staples — 3.2%                                

Tobacco — 3.2%

                               

Turning Point Brands Inc., Senior Secured Notes

    5.625     2/15/26       18,835,000       16,272,120  (a) 

Vector Group Ltd., Senior Secured Notes

    5.750     2/1/29       30,073,000       26,119,303  (a) 

Total Consumer Staples

                            42,391,423  
Energy — 13.8%                                

Oil, Gas & Consumable Fuels — 12.5%

                               

Aethon United BR LP/Aethon United Finance Corp., Senior Notes

    8.250     2/15/26       2,100,000       2,085,512  (a) 

Civitas Resources Inc., Senior Notes

    5.000     10/15/26       15,615,000       14,295,622  (a) 

Continental Resources Inc., Senior Notes

    2.268     11/15/26       3,390,000       2,941,695  (a) 

 

See Notes to Financial Statements.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 13 


Schedule of investments (cont’d)

December 31, 2022

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Rate    

Maturity

Date

   

Face

Amount

    Value  

Oil, Gas & Consumable Fuels — continued

                               

Energean Israel Finance Ltd., Senior Secured Notes

    4.500     3/30/24     $ 8,300,000     $ 8,028,175  (b) 

Energean Israel Finance Ltd., Senior Secured Notes

    4.875     3/30/26       1,670,000       1,550,094  (b) 

Energean Israel Finance Ltd., Senior Secured Notes

    5.375     3/30/28       12,995,000       11,695,500  (b) 

Floatel International Ltd.

    0.000     9/24/26       160,000       0  *(c)(d)(e) 

Floatel International Ltd., Senior Secured Notes

    6.000     9/24/26       1,600,000       1,200,000  

Floatel International Ltd., Senior Secured Notes (10.000% PIK)

    10.000     9/24/26       1,600,000       1,200,000  (f) 

Leviathan Bond Ltd., Senior Secured Notes

    6.500     6/30/27       19,120,000       18,613,320  (b) 

Magnolia Oil & Gas Operating LLC/ Magnolia Oil & Gas Finance Corp., Senior Notes

    6.000     8/1/26       48,599,000       46,730,368  (a) 

New Fortress Energy Inc., Senior Secured Notes

    6.750     9/15/25       12,172,000       11,540,517  (a) 

New Fortress Energy Inc., Senior Secured Notes

    6.500     9/30/26       6,465,000       6,016,329  (a) 

PDC Energy Inc., Senior Notes

    6.125     9/15/24       749,000       746,019  

PDC Energy Inc., Senior Notes

    5.750     5/15/26       7,225,000       6,908,545  

ROCC Holdings LLC, Senior Notes

    9.250     8/15/26       9,013,000       8,984,614  (a) 

Teine Energy Ltd., Senior Notes

    6.875     4/15/29       21,880,000       19,780,395  (a) 

Var Energi ASA, Senior Notes

    8.000     11/15/32       1,725,000       1,783,423  (a) 

Total Oil, Gas & Consumable Fuels

                            164,100,128  

Water Utilities — 1.3%

                               

Solaris Midstream Holdings LLC, Senior Notes

    7.625     4/1/26       16,209,000       16,141,733  (a) 

Total Energy

                            180,241,861  
Financials — 24.7%                                

Banks — 6.6%

                               

Bank of America Corp., Senior Notes (6.204% to 11/10/2027 then SOFR + 1.990%)

    6.204     11/10/28       9,600,000       9,928,977  (g) 

Huntington National Bank, Senior Notes (5.699% to 11/18/2024 then SOFR + 1.215%)

    5.699     11/18/25       10,000,000       10,027,203  (g) 

JPMorgan Chase & Co., Senior Notes (2.963% to 1/25/32 then SOFR + 1.260%)

    2.963     1/25/33       6,350,000       5,184,824  (g) 

 

See Notes to Financial Statements.

 

 

 14 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


    

 

    

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Rate     Maturity
Date
    Face
Amount
    Value  

Banks — continued

                               

JPMorgan Chase & Co., Senior Notes (4.493% to 3/24/30 then SOFR + 3.790%)

    4.493     3/24/31     $ 4,350,000     $ 4,072,967  (g) 

JPMorgan Chase & Co., Subordinated Notes (5.717% to 9/14/32 then SOFR + 2.580%)

    5.717     9/14/33       7,978,000       7,810,820  (g) 

Popular Inc., Senior Notes

    6.125     9/14/23       9,703,000       9,666,517  

SVB Financial Group, Senior Notes

    3.125     6/5/30       4,626,000       3,839,601  

SVB Financial Group, Senior Notes

    1.800     2/2/31       13,450,000       9,841,822  

Synchrony Bank, Senior Notes

    5.400     8/22/25       8,892,000       8,735,869  

Texas Capital Bancshares Inc., Subordinated Notes (4.000% to 5/6/26 then 5 year Treasury Constant Maturity Rate + 3.150%)

    4.000     5/6/31       1,500,000       1,333,130  (g) 

Western Alliance Bancorp, Subordinated Notes (3.000% to 6/15/26 then SOFR + 2.250%)

    3.000     6/15/31       4,909,000       4,148,565  (g) 

Western Alliance Bank, Subordinated Notes (5.250% to 6/1/25 then 3 mo. SOFR + 5.120%)

    5.250     6/1/30       11,935,000       11,430,699  (g) 

Total Banks

                            86,020,994  

Capital Markets — 0.5%

                               

Coinbase Global Inc., Senior Notes

    3.375     10/1/28       3,778,000       2,001,962  (a) 

Hightower Holding LLC, Senior Notes

    6.750     4/15/29       4,853,000       4,079,280  (a) 

Total Capital Markets

                            6,081,242  

Consumer Finance — 7.1%

                               

Credit Acceptance Corp., Senior Notes

    5.125     12/31/24       4,843,000       4,564,186  (a) 

Credit Acceptance Corp., Senior Notes

    6.625     3/15/26       9,055,000       8,596,704  

Discover Financial Services, Senior Notes

    6.700     11/29/32       1,957,000       1,995,115  

FirstCash Inc., Senior Notes

    4.625     9/1/28       16,160,000       14,213,701  (a) 

FirstCash Inc., Senior Notes

    5.625     1/1/30       11,125,000       9,916,436  (a) 

PRA Group Inc., Senior Notes

    7.375     9/1/25       8,573,000       8,343,672  (a) 

PROG Holdings Inc., Senior Notes

    6.000     11/15/29       30,896,000       24,901,558  (a) 

Synchrony Bank, Senior Notes

    5.625     8/23/27       7,450,000       7,271,696  

World Acceptance Corp., Senior Notes

    7.000     11/1/26       24,365,000       13,674,872  (a) 

Total Consumer Finance

                            93,477,940  

Diversified Financial Services — 0.7%

                               

Cobra AcquisitionCo LLC, Senior Notes

    6.375     11/1/29       16,667,000       9,855,197  (a) 

Insurance — 1.3%

                               

BroadStreet Partners Inc., Senior Notes

    5.875     4/15/29       6,262,000       5,337,612  (a) 

Brown & Brown Inc., Senior Notes

    2.375     3/15/31       6,179,000       4,715,244  

 

See Notes to Financial Statements.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 15 


Schedule of investments (cont’d)

December 31, 2022

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Rate     Maturity
Date
    Face
Amount
    Value  

Insurance — continued

                               

Brown & Brown Inc., Senior Notes

    4.200     3/17/32     $ 1,050,000     $ 913,116  

Fairfax Financial Holdings Ltd., Senior Notes

    5.625     8/16/32       5,120,000       4,820,265  (a) 

NFP Corp., Senior Secured Notes

    7.500     10/1/30       2,079,000       1,967,927  (a) 

Total Insurance

                            17,754,164  

Mortgage Real Estate Investment Trusts (REITs) — 2.3%

 

                       

Blackstone Holdings Finance Co. LLC, Senior Notes

    6.200     4/22/33       10,590,000       10,707,891  (a) 

Burford Capital Global Finance LLC, Senior Notes

    6.250     4/15/28       471,000       419,757  (a) 

Burford Capital Global Finance LLC, Senior Notes

    6.875     4/15/30       20,775,000       18,583,067  (a) 

Total Mortgage Real Estate Investment Trusts (REITs)

 

                    29,710,715  

Thrifts & Mortgage Finance — 6.2%

                               

Freedom Mortgage Corp., Senior Notes

    8.125     11/15/24       626,000       576,909  (a) 

Freedom Mortgage Corp., Senior Notes

    8.250     4/15/25       2,880,000       2,595,044  (a) 

Freedom Mortgage Corp., Senior Notes

    7.625     5/1/26       27,292,000       22,808,077  (a) 

Freedom Mortgage Corp., Senior Notes

    6.625     1/15/27       4,709,000       3,670,671  (a) 

MGIC Investment Corp., Senior Notes

    5.250     8/15/28       3,853,000       3,559,267  

Radian Group Inc., Senior Notes

    4.500     10/1/24       4,957,000       4,789,850  

Radian Group Inc., Senior Notes

    4.875     3/15/27       6,310,000       5,792,355  

United Wholesale Mortgage LLC, Senior Notes

    5.750     6/15/27       10,383,000       8,953,378  (a) 

United Wholesale Mortgage LLC, Senior Notes

    5.500     4/15/29       35,358,000       28,178,565  (a) 

Total Thrifts & Mortgage Finance

                            80,924,116  

Total Financials

                            323,824,368  
Health Care — 0.7%                                

Health Care Equipment & Supplies — 0.3%

                               

Embecta Corp., Senior Secured Notes

    6.750     2/15/30       4,999,000       4,546,765  (a) 

Pharmaceuticals — 0.4%

                               

Horizon Therapeutics USA Inc., Senior Notes

    5.500     8/1/27       4,740,000       4,872,649  (a) 

Total Health Care

                            9,419,414  

 

See Notes to Financial Statements.

 

 

 16 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


    

 

    

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Rate     Maturity
Date
    Face
Amount
    Value  
Industrials — 9.1%                                

Aerospace & Defense — 1.6%

                               

TransDigm Inc., Senior Secured Notes

    6.250     3/15/26     $ 16,977,000     $ 16,779,897  (a) 

TransDigm UK Holdings PLC, Senior Notes

    6.875     5/15/26       4,037,000       3,948,443  

Total Aerospace & Defense

                            20,728,340  

Airlines — 1.9%

                               

Air Canada Pass-Through Trust

    5.250     4/1/29       4,282,703       4,052,519  (a) 

Air Canada Pass-Through Trust

    3.300     1/15/30       2,966,096       2,539,404  (a) 

Allegiant Travel Co., Senior Secured Notes

    7.250     8/15/27       11,999,000       11,430,029  (a) 

British Airways PLC Pass-Through Trust

    3.300     12/15/32       1,082,941       921,671  (a) 

Delta Air Lines Inc./SkyMiles IP Ltd., Senior Secured Notes

    4.500     10/20/25       6,745,000       6,583,963  (a) 

Total Airlines

                            25,527,586  

Commercial Services & Supplies — 1.5%

                               

Cimpress PLC, Senior Notes

    7.000     6/15/26       27,736,999       19,218,412  (a) 

Construction & Engineering — 1.5%

                               

Brundage-Bone Concrete Pumping Holdings Inc., Secured Notes

    6.000     2/1/26       18,475,000       16,865,753  (a) 

MasTec Inc., Senior Notes

    4.500     8/15/28       2,698,000       2,421,440  (a) 

Total Construction & Engineering

                            19,287,193  

Electronic Equipment, Instruments & Components — 0.1%

                               

WESCO Distribution Inc., Senior Notes

    7.250     6/15/28       1,500,000       1,522,828  (a) 

Machinery — 2.2%

                               

ATS Corp., Senior Notes

    4.125     12/15/28       15,696,000       13,560,402  (a) 

HTA Group Ltd., Senior Notes

    7.000     12/18/25       16,165,000       15,033,450  (a) 

Total Machinery

                            28,593,852  

Road & Rail — 0.3%

                               

Uber Technologies Inc., Senior Notes

    7.500     5/15/25       4,318,000       4,321,159  (a) 

Total Industrials

                            119,199,370  
Information Technology — 3.4%                                

Communications Equipment — 1.4%

                               

Viasat Inc., Senior Secured Notes

    5.625     4/15/27       20,326,000       18,498,693  (a) 

IT Services — 1.0%

                               

Bread Financial Holdings Inc., Senior Notes

    7.000     1/15/26       2,477,000       2,168,836  (a) 

Sabre GLBL Inc., Senior Secured Notes

    7.375     9/1/25       2,724,000       2,622,381  (a) 

 

See Notes to Financial Statements.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 17 


Schedule of investments (cont’d)

December 31, 2022

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Rate     Maturity
Date
    Face
Amount
    Value  

IT Services — continued

                               

Twilio Inc., Senior Notes

    3.625     3/15/29     $ 4,763,000     $ 3,875,653  

Twilio Inc., Senior Notes

    3.875     3/15/31       5,656,000       4,495,389  

Total IT Services

                            13,162,259  

Semiconductors & Semiconductor Equipment — 0.8%

 

                       

Marvell Technology Inc., Senior Notes

    2.950     4/15/31       7,427,000       5,991,488  

Micron Technology Inc., Senior Notes

    2.703     4/15/32       1,750,000       1,312,803  

Qorvo Inc., Senior Notes

    4.375     10/15/29       800,000       708,820  

Qorvo Inc., Senior Notes

    3.375     4/1/31       3,399,000       2,736,922  (a) 

Total Semiconductors & Semiconductor Equipment

 

                    10,750,033  

Technology Hardware, Storage & Peripherals — 0.2%

 

                       

Lenovo Group Ltd., Senior Notes

    6.536     7/27/32       2,200,000       2,133,099  (a) 

Total Information Technology

                            44,544,084  
Materials — 6.6%                                

Chemicals — 4.4%

                               

Ashland LLC, Senior Notes

    6.875     5/15/43       11,449,000       11,305,487  

Celanese US Holdings LLC, Senior Notes

    6.165     7/15/27       15,000,000       14,818,963  

Mativ Holdings Inc., Senior Notes

    6.875     10/1/26       36,176,000       32,011,057  (a) 

Total Chemicals

                            58,135,507  

Metals & Mining — 2.2%

                               

ArcelorMittal SA, Senior Notes

    6.550     11/29/27       3,432,000       3,454,032  

ArcelorMittal SA, Senior Notes

    6.800     11/29/32       4,425,000       4,413,070  

Commercial Metals Co., Senior Notes

    3.875     2/15/31       1,000,000       842,222  

First Quantum Minerals Ltd., Senior Notes

    7.500     4/1/25       13,704,000       13,366,885  (a) 

FMG Resources August 2006 Pty Ltd., Senior Notes

    4.375     4/1/31       7,992,000       6,662,199  (a) 

Total Metals & Mining

                            28,738,408  

Total Materials

                            86,873,915  
Real Estate — 0.9%                                

Equity Real Estate Investment Trusts (REITs) — 0.2%

 

                       

National Health Investors Inc., Senior Notes

    3.000     2/1/31       2,400,000       1,735,665  

Real Estate Management & Development — 0.7%

 

                       

Forestar Group Inc., Senior Notes

    5.000     3/1/28       10,814,000       9,296,954  (a) 

Total Real Estate

                            11,032,619  

Total Corporate Bonds & Notes (Cost — $1,240,370,607)

 

            1,118,292,389  

 

See Notes to Financial Statements.

 

 

 18 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


    

 

    

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Rate     Maturity
Date
    Face
Amount
    Value  
Senior Loans — 2.2%                                
Energy — 0.8%                                

Oil, Gas & Consumable Fuels — 0.8%

                               

Flutter Entertainment PLC, Third Amendment 2028 Term Loan B

          7/22/28     $ 9,750,000     $ 9,721,579  (h) 
Information Technology — 0.6%                                

IT Services — 0.6%

                               

Sabre GLBL Inc., Term Loan B2 (1 mo. Term SOFR + 5.100%)

    9.423     6/30/28       8,987,500       8,330,334   (g)(h)(i)(j) 
Materials — 0.8%                                

Chemicals — 0.5%

                               

Axalta Coating Systems Dutch Holding B B.V., Term B-4 Dollar Facility

          12/20/29       5,000,000       5,011,250  (h) 

Delta 2 Lux Sarl (1 mo. Term SOFR + 3.250%)

    7.810     1/15/30       2,000,000       2,001,500  (g)(i)(j) 

Total Chemicals

                            7,012,750  

Construction Materials — 0.3%

                               

Summit Materials LLC, Tranche B (3 mo. Term SOFR + 3.100%)

    7.610     12/14/27       4,000,000       4,002,500   (d)(g)(i)(j) 

Total Materials

                            11,015,250  

Total Senior Loans (Cost — $28,924,409)

                            29,067,163  
Asset-Backed Securities — 0.1%                                

ALESCO Preferred Funding Ltd., Class PNN

    0.000     3/23/25       621,631       251,451  (a)(c) 

ALESCO Preferred Funding VI Ltd., Class PNNE

    0.000     3/23/35       336,608       129,788  (a)(c) 

Fort Sheridan ABS CDO Ltd., 2005-1A, Class PPN2

    0.000     11/5/41       611,948       287,222  (a)(c) 

Taberna Preferred Funding I Ltd., 2005-1A, Class PPN2

    0.000     7/5/35       1,175,564       474,926  (a)(c) 

Total Asset-Backed Securities (Cost — $2,547,483)

                            1,143,387  
                   Shares         
Common Stocks — 0.0%††                                
Energy — 0.0%††                                

Oil, Gas & Consumable Fuels — 0.0%††

                               

Floatel International Ltd. (Cost — $1,138,496)

                    687,166       0   *(c)(d)(e) 

 

See Notes to Financial Statements.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 19 


Schedule of investments (cont’d)

December 31, 2022

 

BrandywineGLOBAL — Corporate Credit Fund

 

(Percentages shown based on Fund net assets)

 

Security   Expiration
Date
    Warrants     Value  
Warrants — 0.0%††                        
Energy — 0.0%††                        

Oil, Gas & Consumable Fuels — 0.0%††

                       

Floatel International Ltd. (Cost — $3,927,584)

            662,476     $ 0  *(c)(d)(e) 

Total Investments before Short-Term Investments
(Cost — $1,276,908,579)

 

    1,148,502,939  
     Rate     Shares         
Short-Term Investments — 12.0%                        

Western Asset Premier Institutional U.S. Treasury Reserves, Premium Shares
(Cost — $158,034,723)

    4.024     158,034,723       158,034,723  (k)(l) 

Total Investments — 99.7% (Cost — $1,434,943,302)

 

    1,306,537,662  

Other Assets in Excess of Liabilities — 0.3%

                    3,386,381  

Total Net Assets — 100.0%

                  $ 1,309,924,043  

 

See Notes to Financial Statements.

 

 

 20 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


BrandywineGLOBAL — Corporate Credit Fund

 

††

Represents less than 0.1%.

 

*

Non-income producing security.

 

(a) 

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.

 

(b) 

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.

 

(c) 

Security is valued in good faith in accordance with procedures approved by the Board of Trustees (Note 1).

 

(d) 

Security is valued using significant unobservable inputs (Note 1).

 

(e) 

Value is less than $1.

 

(f) 

Payment-in-kind security for which the issuer has the option at each interest payment date of making interest payments in cash or additional securities.

 

(g) 

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.

 

(h) 

All or a portion of this loan is unfunded as of December 31, 2022. The interest rate for fully unfunded term loans is to be determined.

 

(i) 

Interest rates disclosed represent the effective rates on senior loans. Ranges in interest rates are attributable to multiple contracts under the same loan.

 

(j) 

Senior loans may be considered restricted in that the Fund ordinarily is contractually obligated to receive approval from the agent bank and/or borrower prior to the disposition of a senior loan.

 

(k) 

Rate shown is one-day yield as of the end of the reporting period.

 

(l) 

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 December 31, 2022, the total market value of investments in Affiliated Companies was $158,034,723 and the cost was $158,034,723 (Note 9).

 

Abbreviation(s) used in this schedule:

CDO   — Collateralized Debt Obligation
PIK   — Payment-In-Kind
SOFR   — Secured Overnight Financing Rate

 

See Notes to Financial Statements.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 21 


Statement of assets and liabilities

December 31, 2022

 

Assets:         

Investments in unaffiliated securities, at value (Cost — $1,276,908,579)

   $ 1,148,502,939  

Investments in affiliated securities, at value (Cost — $158,034,723)

     158,034,723  

Cash

     1,120,915  

Interest receivable

     19,601,150  

Receivable for securities sold

     11,067,519  

Receivable for Fund shares sold

     3,068,314  

Dividends receivable from affiliated investments

     510,722  

Prepaid expenses

     33,404  

Total Assets

     1,341,939,686  
Liabilities:         

Payable for securities purchased

     23,556,935  

Payable for Fund shares repurchased

     6,858,996  

Distributions payable

     712,080  

Investment management fee payable

     497,900  

Service and/or distribution fees payable

     28,203  

Trustees’ fees payable

     21,113  

Accrued expenses

     340,416  

Total Liabilities

     32,015,643  
Total Net Assets    $ 1,309,924,043  
Net Assets:         

Par value (Note 8)

   $ 1,332  

Paid-in capital in excess of par value

     1,564,732,207  

Total distributable earnings (loss)

     (254,809,496)  
Total Net Assets    $ 1,309,924,043  

 

See Notes to Financial Statements.

 

 

 22 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


Net Assets:         

Class A

     $128,211,548  

Class C

     $546,093  

Class I

     $903,809,258  

Class IS

     $277,357,144  
Shares Outstanding:         

Class A

     12,994,255  

Class C

     55,333  

Class I

     91,951,689  

Class IS

     28,241,116  
Net Asset Value:         

Class A (and redemption price)

     $9.87  

Class C*

     $9.87  

Class I (and redemption price)

     $9.83  

Class IS (and redemption price)

     $9.82  
Maximum Public Offering Price Per Share:         

Class A (based on maximum initial sales charge of 3.75%; 3.50% prior to August 15, 2022)

     $10.25  

 

*

Redemption price per share is NAV of Class C shares reduced by a 1.00% CDSC if shares are redeemed within one year from purchase payment (Note 2).

 

See Notes to Financial Statements.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 23 


Statement of operations

For the Year Ended December 31, 2022

 

Investment Income:         

Interest

   $ 87,714,060  

Dividends from affiliated investments

     2,073,176  

Less: Foreign taxes withheld

     (241,427)  

Total Investment Income

     89,545,809  
Expenses:         

Investment management fee (Note 2)

     7,121,496  

Transfer agent fees (Note 6)

     1,455,497  

Service and/or distribution fees (Notes 2 and 6)

     392,727  

Trustees’ fees

     139,793  

Legal fees

     93,713  

Registration fees

     91,466  

Fund accounting fees

     82,892  

Audit and tax fees

     44,525  

Custody fees

     41,466  

Shareholder reports

     14,903  

Commitment fees (Note 10)

     10,066  

Insurance

     1,840  

Miscellaneous expenses

     15,909  

Total Expenses

     9,506,293  

Less: Fee waivers and/or expense reimbursements (Notes 2 and 6)

     (119,587)  

Net Expenses

     9,386,706  
Net Investment Income      80,159,103  
Realized and Unrealized Loss on Investments and Foreign Currency Transactions (Notes 1 and 3):

 

Net Realized Loss From:

        

Investment transactions in unaffiliated securities

     (111,007,973)  

Foreign currency transactions

     (3)  

Net Realized Loss

     (111,007,976)  

Change in Net Unrealized Appreciation (Depreciation) From Unaffiliated Investments

     (136,527,539)  
Net Loss on Investments and Foreign Currency Transactions      (247,535,515)  
Decrease in Net Assets From Operations    $ (167,376,412)  

 

See Notes to Financial Statements.

 

 

 24 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


Statements of changes in net assets

 

For the Years Ended December 31,    2022      2021  
Operations:                  

Net investment income

   $ 80,159,103      $ 97,321,247  

Net realized gain (loss)

     (111,007,976)        56,047,051  

Change in net unrealized appreciation (depreciation)

     (136,527,539)        (62,544,010)  

Increase (Decrease) in Net Assets From Operations

     (167,376,412)        90,824,288  
Distributions to Shareholders From (Notes 1 and 7):                  

Total distributable earnings

     (89,490,855)        (163,420,038)  

Decrease in Net Assets From Distributions to Shareholders

     (89,490,855)        (163,420,038)  
Fund Share Transactions (Note 8):                  

Net proceeds from sale of shares

     828,271,006        1,167,172,799  

Reinvestment of distributions

     77,430,246        132,787,665  

Cost of shares repurchased

     (1,535,884,999)        (1,050,508,610)  

Increase (Decrease) in Net Assets From Fund Share Transactions

     (630,183,747)        249,451,854  

Increase (Decrease) in Net Assets

     (887,051,014)        176,856,104  
Net Assets:                  

Beginning of year

     2,196,975,057        2,020,118,953  

End of year

   $ 1,309,924,043      $ 2,196,975,057  

 

See Notes to Financial Statements.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 25 


Financial highlights

 

For a share of each class of beneficial interest outstanding throughout each year ended December 31:  
Class A Shares1,2    2022      2021      2020      2019      2018  
Net asset value, beginning of year      $11.44        $11.81        $11.47        $10.77        $11.32  
Income (loss) from operations:               

Net investment income

     0.50        0.51        0.51        0.58        0.59  

Net realized and unrealized gain (loss)

     (1.49)        (0.05)        0.53        0.78        (0.56)  

Total income (loss) from operations

     (0.99)        0.46        1.04        1.36        0.03  
Less distributions from:               

Net investment income

     (0.54)        (0.50)        (0.53)        (0.57)        (0.58)  

Net realized gains

     (0.04)        (0.33)        (0.17)        (0.09)         

Total distributions

     (0.58)        (0.83)        (0.70)        (0.66)        (0.58)  
Net asset value, end of year      $9.87        $11.44        $11.81        $11.47        $10.77  

Total return3

     (8.73)      3.98      9.49      12.85      0.25
Net assets, end of year (000s)      $128,212        $208,133        $161,659        $120,014        $69,363  
Ratios to average net assets:               

Gross expenses

     0.87      0.86      0.91      0.92      0.91

Net expenses4,5

     0.86        0.86        0.91        0.90        0.90  

Net investment income

     4.82        4.20        4.51        5.05        5.30  
Portfolio turnover rate      106      145      173      132      112

 

1 

The performance information and financial information presented incorporates the operations of the Investor shares of the Diamond Hill Corporate Credit Fund (the “Predecessor Fund”), which, as a result of the reorganization, are the Fund’s operations.

 

2 

Per share amounts have been calculated using the average shares method.

 

3 

Performance figures, exclusive of sales charges, 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.

 

4 

As a result of an expense limitation arrangement, effective August 2, 2021, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class A shares did not exceed 0.92%. This expense limitation arrangement cannot be terminated prior to December 31, 2024 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. Prior to August 2, 2021, the Predecessor Fund’s adviser had contractually agreed to waive fees in the pro-rata amount of the management fee charged by the underlying Diamond Hill Fund on the Fund’s investment in such other Diamond Hill Fund. If such fee waiver had not occurred, the ratios would have been under gross expenses.

 

5 

Reflects fee waivers and/or expense reimbursements.

 

See Notes to Financial Statements.

 

 

 26 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


For a share of each class of beneficial interest outstanding throughout each year ended December 31,
unless otherwise noted:
 
Class C Shares1    2022      20212  
Net asset value, beginning of year      $11.44        $11.79  
Income (loss) from operations:      

Net investment income

     0.44        0.16  

Net realized and unrealized loss

     (1.51)        (0.10)  

Total income (loss) from operations

     (1.07)        0.06  
Less distributions from:      

Net investment income

     (0.46)        (0.16)  

Net realized gains

     (0.04)        (0.25)  

Total distributions

     (0.50)        (0.41)  
Net asset value, end of year      $9.87        $11.44  

Total return3

     (9.40)      0.51
Net assets, end of year (000s)      $546        $373  
Ratios to average net assets:      

Gross expenses

     1.61      1.59 %4 

Net expenses5,6

     1.61        1.59 4 

Net investment income

     4.24        3.33 4 
Portfolio turnover rate      106      145 %7 

 

1 

Per share amounts have been calculated using the average shares method.

 

2 

For the period August 2, 2021 (inception date) to December 31, 2021.

 

3 

Performance figures, exclusive of CDSC, 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. Total returns for periods of less than one year are not annualized.

 

4 

Annualized.

 

5 

As a result of an expense limitation arrangement, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class C shares did not exceed 1.67%. This expense limitation arrangement cannot be terminated prior to December 31, 2024 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s 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.

 

7 

For the year ended December 31, 2021.

 

See Notes to Financial Statements.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 27 


Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended December 31:  
Class I Shares1,2   2022     2021     2020     2019     2018  
Net asset value, beginning of year     $11.40       $11.77       $11.44       $10.74       $11.28  
Income (loss) from operations:          

Net investment income

    0.53       0.52       0.54       0.61       0.62  

Net realized and unrealized gain (loss)

    (1.50)       (0.03)       0.52       0.79       (0.54)  

Total income (loss) from operations

    (0.97)       0.49       1.06       1.40       0.08  
Less distributions from:          

Net investment income

    (0.56)       (0.53)       (0.56)       (0.61)       (0.62)  

Net realized gains

    (0.04)       (0.33)       (0.17)       (0.09)        

Total distributions

    (0.60)       (0.86)       (0.73)       (0.70)       (0.62)  
Net asset value, end of year     $9.83       $11.40       $11.77       $11.44       $10.74  

Total return3

    (8.53)     4.26     9.74     13.20     0.64
Net assets, end of year (millions)     $904       $1,746       $1,724       $912       $623  
Ratios to average net assets:          

Gross expenses

    0.60     0.60     0.62     0.63     0.62

Net expenses4,5

    0.59       0.60       0.62       0.61       0.61  

Net investment income

    5.04       4.43       4.79       5.36       5.59  
Portfolio turnover rate     106     145     173     132     112

 

1 

The performance information and financial information presented incorporates the operations of the Diamond Hill Corporate Credit Fund (the “Predecessor Fund”), which, as a result of the reorganization, are the Fund’s operations.

 

2 

Per share amounts have been calculated using the average shares method.

 

3 

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.

 

4 

As a result of an expense limitation arrangement, effective August 2, 2021, the ratio of total annual fund operating expenses, other than interest, brokerage, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class I shares did not exceed 0.63%. This expense limitation arrangement cannot be terminated prior to December 31, 2024 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. Prior to August 2, 2021, the Predecessors Fund’s adviser had contractually agreed to waive fees in the pro-rata amount of the management fee charged by the underlying Diamond Hill Fund on the Fund’s investment in such other Diamond Hill Fund. If such fee waiver had not occurred, the ratios would have been under gross expenses.

 

5 

Reflects fee waivers and/or expense reimbursements.

 

See Notes to Financial Statements.

 

 

 28 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


For a share of each class of beneficial interest outstanding throughout each year ended December 31:  
Class IS Shares1,2   2022     2021     2020     2019     2018  
Net asset value, beginning of year     $11.39       $11.76       $11.43       $10.73       $11.27  
Income (loss) from operations:          

Net investment income

    0.54       0.52       0.55       0.62       0.64  

Net realized and unrealized gain (loss)

    (1.49)       (0.02)       0.53       0.79       (0.55)  

Total income (loss) from operations

    (0.95)       0.50       1.08       1.41       0.09  
Less distributions from:          

Net investment income

    (0.58)       (0.54)       (0.58)       (0.62)       (0.63)  

Net realized gains

    (0.04)       (0.33)       (0.17)       (0.09)        

Total distributions

    (0.62)       (0.87)       (0.75)       (0.71)       (0.63)  
Net asset value, end of year     $9.82       $11.39       $11.76       $11.43       $10.73  

Total return3

    (8.44)     4.39     9.88     13.35     0.75
Net assets, end of year (000s)     $277,357       $242,705       $104,552       $82,516       $26,221  
Ratios to average net assets:          

Gross expenses

    0.49     0.49     0.50     0.51     0.50

Net expenses4,5

    0.49       0.49       0.50       0.49       0.49  

Net investment income

    5.24       4.49       4.91       5.43       5.71  
Portfolio turnover rate     106     145     173     132     112

 

1 

The performance information and financial information presented incorporates the operations of the Class Y shares of the Diamond Hill Corporate Credit Fund (the “Predecessor Fund”), which, as a result of the reorganization, are the Fund’s operations.

 

2 

Per share amounts have been calculated using the average shares method.

 

3 

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.

 

4 

As a result of an expense limitation arrangement, effective August 2, 2021the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class IS shares did not exceed 0.51%. In addition, the ratio of total annual fund operating expenses for Class IS shares did not exceed the ratio of total annual fund operating expenses for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2024 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s management fee to an extent sufficient to offset the net management fee payable in connection with any investment in an affiliated money market fund. Prior to August 2, 2021, the Predecessor Fund’s adviser had contractually agreed to waive fees in the pro-rata amount of the management fee charged by the underlying Diamond Hill Fund on the Fund’s investment in such other Diamond Hill Fund. If such fee waiver had not occurred, the ratios would have been under gross expenses.

 

5 

Reflects fee waivers and/or expense reimbursements.

 

See Notes to Financial Statements.

 

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Notes to financial statements

 

1. Organization and significant accounting policies

BrandywineGLOBAL — Corporate Credit Fund (the “Fund”) is a separate diversified investment series of Legg Mason Partners Investment Trust (the “Trust”). The Trust, a Maryland statutory trust, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company.

The Fund, which had no operations prior to July 30, 2021 other than its organization, acquired the assets and liabilities of Diamond Hill Corporate Credit Fund (the “Predecessor Fund”), a series of the Diamond Hill Funds (the “Predecessor Fund’s Trust”), on July 30, 2021. As a result of the reorganization (the “Reorganization”), the Predecessor Fund is the accounting survivor and the Fund is the legal entity successor. No costs associated with the Reorganization were incurred by the Fund or Predecessor Fund. Additionally, the Reorganization was a tax-free event. Performance shown for the Fund’s Class A, Class I and Class IS shares for the periods prior to July 30, 2021, is the performance of the Predecessor Fund’s Investor shares, Class I shares and Class Y shares, respectively. Shareholders of Investor shares, Class I shares and Class Y shares of the Predecessor Fund received an equivalent number of Class A, Class I and Class IS shares of the Fund, respectively, which had net asset values per share equivalent to the shares of the Predecessor Fund. As the accounting survivor, past performance and operating history of the Predecessor Fund are included in these financial statements.

The Fund follows the accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services –Investment Companies (“ASC 946”). The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted accounting principles (“GAAP”), including, but not limited to, ASC 946. 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. Equity securities, including exchange-traded funds (“ETFs”), for which market 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. 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. 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

 

 

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   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


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 Fund’s Board of Trustees.

Pursuant to policies adopted by the Board of Trustees, the Fund’s manager has been designated as the valuation designee and is responsible for the oversight of the daily valuation process. The Fund’s manager is assisted by the Global Fund Valuation Committee (the “Valuation Committee”). The Valuation Committee is responsible for making fair value determinations, evaluating the effectiveness of the Fund’s pricing policies, and reporting to the Fund’s manager and 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 issuer’s 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 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.

 

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Notes to financial statements (cont’d)

 

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 — unadjusted quoted prices in active markets for identical investments

 

 

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

 

 

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

The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used in valuing the Fund’s assets 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†:                                

Corporate Bonds & Notes

        $ 1,118,292,389     $ 0   $ 1,118,292,389  

Senior Loans:

                               

Materials

          7,012,750       4,002,500       11,015,250  

Other Senior Loans

          18,051,913             18,051,913  

Asset-Backed Securities

          1,143,387             1,143,387  

Common Stocks

                0     0

Warrants

                0     0
Total Long-Term Investments           1,144,500,439       4,002,500       1,148,502,939  
Short-Term Investments†   $ 158,034,723                   158,034,723  
Total Investments   $ 158,034,723     $ 1,144,500,439     $ 4,002,500     $ 1,306,537,662  

 

See Schedule of Investments for additional detailed categorizations.

 

*

Amount represents less than $1.

(b) 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 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.

 

 

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   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


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 Fund’s 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.

(c) 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 Fund’s 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 Fund’s 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.

(d) Foreign investment risks. The Fund’s investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign 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.

(e) 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

 

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Notes to financial statements (cont’d)

 

recorded as adjustments to interest income. Dividend income is recorded on the ex-dividend date. 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.

(f) Distributions to shareholders. Distributions from net investment income of the Fund are declared each business day to shareholders of record and are paid monthly. Distributions of net realized gains, if any, are declared at least annually. 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.

(g) Share class accounting. Investment income, common expenses and realized/ unrealized gains (losses) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that share class.

(h) Compensating balance arrangements. The Fund has an arrangement with its custodian bank whereby a portion of the custodian’s fees are paid indirectly by credits earned on the Fund’s cash on deposit with the bank.

(i) Federal and other taxes. It is the Fund’s 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 Fund’s financial statements.

Management has analyzed the Fund’s tax positions taken on income tax returns for all open tax years and has concluded that as of December 31, 2022, no provision for income tax is required in the Fund’s financial statements. The Fund’s 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.

(j) 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 Fund had no reclassifications.

2. Investment management agreement and other transactions with affiliates

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager and Brandywine Global Investment Management, LLC (“Brandywine Global”) is the Fund’s

 

 

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   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


subadviser. LMPFA and Brandywine Global are indirect, wholly-owned subsidiaries of Franklin Resources, Inc. (“Franklin Resources”).

Under the investment management agreement, the Fund pays an investment management fee, calculated daily and paid monthly, at an annual rate of 0.45% of the Fund’s average daily net assets.

LMPFA provides administrative and certain oversight services to the Fund. LMPFA delegates to the subadviser the day-to-day portfolio management of the Fund. For its services, LMPFA pays Brandywine Global a fee monthly, at an annual rate equal to 70% of the net management fee it receives from the Fund.

As a result of expense limitation arrangements between the Fund and LMPFA, the ratio of total annual fund operating expenses, other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class A, Class C, Class I and Class IS shares did not exceed 0.92%, 1.67%, 0.63% and 0.51%, respectively. In addition, the ratio of total annual fund operating expenses for Class IS shares did not exceed the ratio of total annual fund operating expenses for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2024 without the Board of Trustees’ consent. In addition, the manager has agreed to waive the Fund’s 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”). The affiliated money market fund waiver is not subject to the recapture provision discussed below.

During the year ended December 31, 2022, fees waived and/or expenses reimbursed amounted to $119,587, all of which was an affiliated money market fund waiver.

LMPFA is permitted to recapture amounts waived and/or reimbursed to a class within three years after the fiscal year in which LMPFA earned the fee or incurred the expense if the class’ total annual fund operating expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or the expenses incurred. In no case will LMPFA recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual fund operating expenses exceeding the expense cap or any other lower limit then in effect.

Pursuant to these arrangements, at December 31, 2022, the Fund had no remaining fee waivers and/or expense reimbursements subject to recapture by LMPFA. For the year ended December 31, 2022, LMPFA did not recapture any fees.

Franklin Templeton Investor Services, LLC (“Investor Services”) serves as the Fund’s shareholder servicing agent and acts as the Fund’s transfer agent and dividend-paying agent. Investor Services is an indirect, wholly-owned subsidiary of Franklin Resources. Franklin Distributors, LLC (“Franklin Distributors”) serves as the Fund’s sole and exclusive distributor. Franklin Distributors is an indirect, wholly-owned broker-dealer subsidiary of Franklin Resources.

There is a maximum initial sales charge of 3.75% (3.50% prior to August 15, 2022) for Class A shares. There is a contingent deferred sales charge (“CDSC”) of 1.00% on Class C shares, which applies if redemption occurs within 12 months from purchase payment. In

 

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Notes to financial statements (cont’d)

 

certain cases, Class A shares have a 1.00% CDSC, which applies if redemption occurs within 18 months from purchase payment. This CDSC only applies to those purchases of Class A shares, which, when combined with current holdings of other shares of funds sold by Franklin Distributors, equal or exceed $500,000 ($1,000,000 prior to August 15, 2022) in the aggregate. These purchases do not incur an initial sales charge.

For the year ended December 31, 2022, sales charges retained by and CDSCs paid to Franklin Distributors and its affiliates, if any, were as follows:

 

      Class A  
Sales charges    $ 3,276  
CDSCs       

All officers and one Trustee of the Trust are employees of Franklin Resources or its affiliates and do not receive compensation from the Trust.

3. Investments

During the year ended December 31, 2022, 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      $ 1,488,746,491        $ 664,504  
Sales        1,999,270,192          675,234  

At December 31, 2022, the aggregate cost of investments and the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were as follows:

 

      Cost      Gross
Unrealized
Appreciation
     Gross
Unrealized
Depreciation
     Net
Unrealized
Depreciation
 
Securities    $ 1,460,673,116      $ 3,324,032      $ (157,459,486)      $ (154,135,454)  

4. Derivative instruments and hedging activities

During the year ended December 31, 2022, the Fund did not invest in derivative instruments.

5. Reorganization

Prior to February 22, 2021, the Predecessor Fund offered Class A and Class C shares. On February 22, 2021, all existing Class C shares were converted to Investor shares (formerly Class A shares). On February 28, 2021, all Class A shares were renamed to Investor shares (2,445,988 Class C shares valued at $28,951,421 were exchanged for 2,434,393 Investor shares valued at $28,951,421).

On July 30, 2021, as a result of the Reorganization, Investor, Class I and Class Y shares of the Predecessor Fund merged with and into Class A, Class I and Class IS shares of the Fund. Amounts presented for Class A, Class I and Class IS shares include the activity of the prior share classes of the Predecessor Fund.

 

 

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   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


6. Class specific expenses, waivers and/or expense reimbursements

The Fund has adopted a Rule 12b-1 shareholder services and distribution plan and under that plan the Fund pays service and/or distribution fees with respect to its Class A and Class C shares calculated at the annual rate of 0.25% and 1.00% of the average daily net assets of each class, respectively. Service and/or distribution fees are accrued daily and paid monthly.

For the year ended December 31, 2022, class specific expenses were as follows:

 

        Service and/or
Distribution Fees
       Transfer Agent
Fees
 
Class A      $ 388,414        $ 206,046  
Class C        4,313          552  
Class I                 1,224,358  
Class IS                 24,541  
Total      $ 392,727        $ 1,455,497  

For the year ended December 31, 2022, waivers and/or expense reimbursements by class were as follows:

 

        Waivers/Expense
Reimbursements
 
Class A      $ 11,758  
Class C        34  
Class I        81,004  
Class IS        26,791  
Total      $ 119,587  

7. Distributions to shareholders by class

 

        Year Ended
December 31, 2022
       Year Ended
December 31, 2021
 
Net Investment Income:                      
Class A      $ 7,885,749        $ 8,879,198
Class C        19,894          1,816 † 
Class I        57,242,784          84,982,134  
Class IS        18,948,524          6,257,762  
Total      $ 84,096,951        $ 100,120,910  
Net Realized Gains:                      
Class A      $ 533,597        $ 5,963,037  
Class C        1,135          4,133 † 
Class I        3,539,564          51,491,568  
Class IS        1,319,608          5,840,390  
Total      $ 5,393,904        $ 63,299,128  

 

*

Amount shown includes $91,613 distribution from net investment income for Class C shares of the Predecessor Fund.

 

For the period August 2, 2021 (inception date) to December 31, 2021.

 

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Notes to financial statements (cont’d)

 

8. Shares of beneficial interest

At December 31, 2022, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. The Fund has the ability to issue multiple classes of shares. Each class of shares represents an identical interest and has the same rights, except that each class bears certain direct expenses, including those specifically related to the distribution of its shares.

Transactions in shares of each class were as follows:

 

     Year Ended
December 31, 2022
     Year Ended
December 31, 2021
 
      Shares      Amount      Shares      Amount  
Class A                                    
Shares sold      2,308,197      $ 24,103,109        9,483,422      $ 112,056,765  
Shares issued on reinvestment      781,145        7,988,070        1,183,769        13,746,607  
Shares repurchased      (8,290,185)        (87,119,882)        (8,670,070)        (102,093,012)  
Net increase (decrease)      (5,200,843)      $ (55,028,703)        1,997,121      $ 23,710,360  
Class C                                    
Shares sold      48,384      $ 492,459        32,672 †     $ 377,410 † 
Shares issued on reinvestment      1,746        17,716        386 †       4,403 † 
Shares repurchased      (27,380)        (279,734)        (475) †       (5,525) † 
Net increase      22,750      $ 230,441        32,583 †     $ 376,288 † 
Class I                                    
Shares sold      44,680,650      $ 457,062,411        73,269,457      $ 860,068,637  
Shares issued on reinvestment      5,354,475        54,691,131        9,308,579        107,668,224  
Shares repurchased      (111,281,882)        (1,173,487,676)        (75,913,440)        (887,108,886)  
Net increase (decrease)      (61,246,757)      $ (661,734,134)        6,664,596      $ 80,627,975  
Class IS                                    
Shares sold      32,267,148      $ 346,613,027        16,666,551      $ 194,669,987  
Shares issued on reinvestment      1,455,236        14,733,329        990,141        11,368,431  
Shares repurchased      (26,793,183)        (274,997,707)        (5,233,417)        (61,301,187)  
Net increase      6,929,201      $ 86,348,649        12,423,275      $ 144,737,231  

 

For the period August 2, 2021 (inception date) to December 31, 2021.

9. 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

 

 

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   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


all or some portion of the year ended December 31, 2022. The following transactions were effected in such company for the year ended December 31, 2022.

 

      Affiliate
Value at
December 31,

2021
     Purchased      Sold  
   Cost      Shares      Proceeds      Shares  
Western Asset Premier
Institutional U.S. Treasury
Reserves, Premium Shares
   $ 275,325,225      $ 653,857,790        653,857,790      $ 771,148,292        771,148,292  
(cont’d)   

Realized

Gain (Loss)

     Dividend
Income
             Net Increase
(Decrease) in
Unrealized
Appreciation
(Depreciation)
    

Affiliate

Value at
December 31,
2022

 
Western Asset Premier
Institutional U.S. Treasury
Reserves, Premium Shares
          $ 2,073,176                      $ 158,034,723  

10. Redemption facility

The Fund and certain other participating funds within the Trust, together with other U.S. registered and foreign investment funds (collectively, the “Borrowers”) managed by LMPFA or Franklin Resources, are borrowers in a joint syndicated senior unsecured credit facility totaling $2.675 billion (the “Global Credit Facility”). The Global Credit Facility provides a source of funds to the Borrowers for temporary and emergency purposes, including the ability to meet future unanticipated or unusually large redemption requests. Unless renewed, the Global Credit Facility will terminate on February 2, 2024.

Under the terms of the Global Credit Facility, the Fund shall, in addition to interest charged on any borrowings made by the Fund and other costs incurred by the Fund, pay its share of fees and expenses incurred in connection with the implementation and maintenance of the Global Credit Facility, based upon its relative share of the aggregate net assets of all the Borrowers, including an annual commitment fee of 0.15% based upon the unused portion of the Global Credit Facility. These fees are reflected in the Statement of Operations. The Fund did not utilize the Global Credit Facility during the year ended December 31, 2022.

11. Income tax information and distributions to shareholders

The tax character of distributions paid during the fiscal years ended December 31, was as follows:

 

        2022        2021  
Distributions paid from:                      
Ordinary income      $ 87,261,724        $ 152,408,964  
Net long-term capital gains        2,229,131          11,011,074  
Total distributions paid      $ 89,490,855        $ 163,420,038  

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 39 


Notes to financial statements (cont’d)

 

As of December 31, 2022, the components of distributable earnings (loss) on a tax basis were as follows:

 

Undistributed ordinary income — net      $ 1,812,607  
Deferred capital losses*        (102,486,649)  
Unrealized appreciation (depreciation)(a)        (154,135,454)  
Total distributable earnings (loss) — net      $ (254,809,496)  

 

* 

 These capital losses have been deferred in the current year as either short-term or long-term losses. The losses will be deemed to occur on the first  day of the next taxable year in the same character as they were originally deferred and will be available to offset future taxable capital gains.

 

(a)

The difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable to the tax deferral of losses on wash sales, the difference between book and tax amortization methods for premium on fixed income securities and the realization for tax purposes of unrealized gains on investments in passive foreign investment companies.

12. Recent accounting pronouncements

In June 2022, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2022-03, Fair Value Measurement (Topic 820) – Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The amendments in the ASU clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, should not be considered in measuring fair value. The ASU is effective for interim and annual reporting periods beginning after December 15, 2023, with the option of early adoption. Management has reviewed the requirements and believes that the adoption of the ASU will not have a material impact on the financial statements.

*  *  *

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 reviewed the requirements and believes the adoption of these ASUs will not have a material impact on the financial statements.

13. 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 Fund’s investments, impair the Fund’s ability to satisfy redemption requests, and negatively impact

 

 

 40 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


the Fund’s 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 Fund’s 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 the overnight and one-, three-, six- and twelve-month USD LIBOR settings immediately following the LIBOR publication on Friday, June 30, 2023. All other LIBOR settings, including the one-week and two-month USD LIBOR settings, have ceased publication as of January 1, 2022. In March 2022, the U.S. federal government enacted legislation to establish a process for replacing LIBOR in certain existing contracts that do not already provide for the use of a clearly defined or practicable replacement benchmark rate as described in the legislation. Generally speaking, for contracts that do not contain a fallback provision as described in the legislation, a benchmark replacement recommended by the Federal Reserve Board will effectively automatically replace the USD LIBOR benchmark in the contract after June 30, 2023. The recommended benchmark replacement will be based on the Secured Overnight Financing Rate (SOFR) published by the Federal Reserve Bank of New York, including certain spread adjustments and benchmark replacement conforming changes. There remains uncertainty regarding the impact of the transition from LIBOR on the Fund’s transactions and the financial markets generally.

*  *  *

On February 24, 2022, Russia engaged in military actions in the sovereign territory of Ukraine. The current political and financial uncertainty surrounding Russia and Ukraine may increase market volatility and the economic risk of investing in securities in these countries and may also cause uncertainty for the global economy and broader financial markets. The ultimate fallout and long-term impact from these events are not known. The Fund will continue to assess the impact on valuations and liquidity and will take any potential actions needed in accordance with procedures approved by the Board of Trustees.

 

BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report  

 

 41 


Report of independent registered public accounting firm

 

To the Board of Trustees of Legg Mason Partners Investment Trust and Shareholders of BrandywineGLOBAL — Corporate Credit Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BrandywineGLOBAL — Corporate Credit Fund (one of the funds constituting Legg Mason Partners Investment Trust, referred to hereafter as the “Fund”) as of December 31, 2022, the related statement of operations for the year ended December 31, 2022, the statement of changes in net assets for each of the two years in the period ended December 31, 2022, including the related notes, and the financial highlights for the year ended December 31, 2022 and each year or period ended on December 31, 2021 indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2022, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2022, and the financial highlights for the year ended December 31, 2022 and each year or period ended on December 31, 2021 indicated therein in conformity with accounting principles generally accepted in the United States of America.

The financial statements of the Fund as of and for the year ended December 31, 2020 and the financial highlights for each of the periods ended on or prior to December 31, 2020 (not presented herein, other than the financial highlights) were audited by other auditors whose report dated February 16, 2021 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s 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 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 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 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 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 financial statements. Our procedures included confirmation of securities owned as of December 31, 2022 by correspondence with the custodian, agent banks 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

February 22, 2023

We have served as the auditor of one or more investment companies in the Franklin Templeton Group of Funds since 1948.

 

 

 42 

   BrandywineGLOBAL — Corporate Credit Fund 2022 Annual Report


Additional information (unaudited)

Information about Trustees and Officers

 

The business and affairs of BrandywineGLOBAL — Corporate Credit Fund (the “Fund”) are conducted by management under the supervision and subject to the direction of its Board of Trustees. The business address of each Trustee is c/o Jane Trust, Franklin Templeton, 100 International Drive, 11th Floor, Baltimore, Maryland 21202.

Information pertaining to the Trustees and officers of the Fund is set forth below. The Statement of Additional Information includes additional information about Trustees and is available, without charge, upon request by calling the Fund at 877-6LM-FUND/656-3863.

 

Independent Trustees†     
Paul R. Ades   
Year of birth    1940
Position(s) with Trust    Trustee
Term of office1 and length of time served2    Since 1983
Principal occupation(s) during the past five years    Paul R. Ades, PLLC (law firm) (since 2000)
Number of funds in fund complex overseen by Trustee    57
Other board memberships held by Trustee during the past five years    None
Andrew L. Breech   
Year of birth    1952
Position(s) with Trust    Trustee
Term of office1 and length of time served2    Since 1991
Principal occupation(s) during the past five years    President, Dealer Operating Control Service, Inc. (automotive retail management) (since 1985)
Number of funds in fund complex overseen by Trustee    57
Other board memberships held by Trustee during the past five years    None
Althea L. Duersten   
Year of birth    1951
Position(s) with Trust    Trustee and Chair of the Board
Term of office1 and length of time served2    Since 2014 (Chair of the Board since 2021)
Principal occupation(s) during the past five years    Retired (since 2011); formerly, Chief Investment Officer, North America, JPMorgan Chase (investment bank) and member of JPMorgan Executive Committee (2007 to 2011)
Number of funds in fund complex overseen by Trustee    57
Other board memberships held by Trustee during the past five years    Formerly, Non-Executive Director, Rokos Capital Management LLP (2019 to 2020)

 

BrandywineGLOBAL — Corporate Credit Fund  

 

 43 


Additional information (unaudited) (cont’d)

Information about Trustees and Officers

 

Independent Trustees† (cont’d)    
Stephen R. Gross  
Year of birth   1947
Position(s) with Trust   Trustee
Term of office1 and length of time served2   Since 1986
Principal occupation(s) during the past five years   Chairman Emeritus (since 2011) and formerly, Chairman, HLB Gross Collins, P.C. (accounting and consulting firm) (1979 to 2011); Executive Director of Business Builders Team, LLC (since 2005); Principal, Gross Consulting Group, LLC (since 2011); CEO, Gross Capital Partners, LLC (since 2014); CEO, Trusted CFO Solutions, LLC (since 2011)
Number of funds in fund complex overseen by Trustee   57
Other board memberships held by Trustee during the past five years   None
Susan M. Heilbron  
Year of birth   1945
Position(s) with Trust   Trustee
Term of office1 and length of time served2   Since 1991
Principal occupation(s) during the past five years   Retired; formerly, President, Lacey & Heilbron (communications consulting) (1990 to 2002); General Counsel and Executive Vice President, The Trump Organization (1986 to 1990); Senior Vice President, New York State Urban Development Corporation (1984 to 1986); Associate, Cravath, Swaine & Moore LLP (1980 to 1984 and 1977 to 1979)
Number of funds in fund complex overseen by Trustee   57
Other board memberships held by Trustee during the past five years   None
Arnold L. Lehman  
Year of birth   1944
Position(s) with Trust   Trustee
Term of office1 and length of time served2   Since 1982
Principal occupation(s) during the past five years   Senior Advisor, Phillips (auction house) (since 2015); formerly, Fellow, Ford Foundation (2015 to 2016); Director of the Brooklyn Museum (1997 to 2015)
Number of funds in fund complex overseen by Trustee   57
Other board memberships held by Trustee during the past five years   Trustee of American Federation of Arts (since 2002)

 

 

 44 

   BrandywineGLOBAL — Corporate Credit Fund


 

 

Independent Trustees† (cont’d)     
Robin J. W. Masters   
Year of birth    1955
Position(s) with Trust    Trustee
Term of office1 and length of time served2    Since 2002
Principal occupation(s) during the past five years    Retired; formerly, Chief Investment Officer of ACE Limited (insurance) (1986 to 2000)
Number of funds in fund complex overseen by Trustee    57
Other board memberships held by Trustee during the past five years    Director of HSBC Managed Portfolios Limited and HSBC Specialist Funds Limited (since 2020); formerly, Director of Cheyne Capital International Limited (investment advisory firm) (2005 to 2020); Director/ Trustee of Legg Mason Institutional Funds plc, Western Asset Fixed Income Funds plc and Western Asset Debt Securities Fund plc. (2007 to 2011)
Ken Miller   
Year of birth    1942
Position(s) with Trust    Trustee
Term of office1 and length of time served2    Since 1983
Principal occupation(s) during the past five years    Retired; formerly, President, Young Stuff Apparel Group, Inc. (apparel manufacturer), division of Li & Fung (1963 to 2012)
Number of funds in fund complex overseen by Trustee    57
Other board memberships held by Trustee during the past five years    None
G. Peter O’Brien   
Year of birth    1945
Position(s) with Trust    Trustee
Term of office1 and length of time served2    Since 1999
Principal occupation(s) during the past five years    Retired, Trustee Emeritus of Colgate University (since 2005); Board Member, Hill House, Inc. (residential home care) (since 1999); formerly, Board Member, Bridges School (pre-school) (2006 to 2017); Managing Director, Equity Capital Markets Group of Merrill Lynch & Co. (1971 to 1999)
Number of funds in fund complex overseen by Trustee    Trustee of Legg Mason funds consisting of 57 portfolios; Director/Trustee of the Royce Family of Funds consisting of 16 portfolios
Other board memberships held by Trustee during the past five years    Formerly, Director of TICC Capital Corp. (2003 to 2017)

 

BrandywineGLOBAL — Corporate Credit Fund  

 

 45 


Additional information (unaudited) (cont’d)

Information about Trustees and Officers

 

Independent Trustees† (cont’d)     
Thomas F. Schlafly   
Year of birth    1948
Position(s) with Trust    Trustee
Term of office1 and length of time served2    Since 1983
Principal occupation(s) during the past five years    Chairman, The Saint Louis Brewery, LLC (brewery) (since 2012); formerly, President, The Saint Louis Brewery, Inc. (1989 to 2012); Senior Counsel (since 2017) and formerly, Partner (2009 to 2016), Thompson Coburn LLP (law firm)
Number of funds in fund complex overseen by Trustee    57
Other board memberships held by Trustee during the past five years    Director, CNB St. Louis Bank (since 2020); formerly, Director, Citizens National Bank of Greater St. Louis (2006 to 2020)
  
Interested Trustee and Officer     
Jane Trust, CFA3   
Year of birth    1962
Position(s) with Trust    Trustee, President and Chief Executive Officer
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 127 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 Trustee    127
Other board memberships held by Trustee during the past five years    None
  
Additional Officers     

Ted P. Becker

Franklin Templeton

280 Park Avenue, 8th Floor, New York, NY 10017

  
Year of birth    1951
Position(s) with Trust    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)

 

 

 46 

   BrandywineGLOBAL — Corporate Credit Fund


 

 

Additional Officers (cont’d)     

Susan Kerr

Franklin Templeton

280 Park Avenue, 8th Floor, New York, NY 10017

  
Year of birth    1949
Position(s) with Trust    Chief Anti-Money Laundering Compliance Officer
Term of office1 and length of time served2    Since 2013
Principal occupation(s) during the past five years    Senior Compliance Analyst, Franklin Templeton (since 2020); Chief Anti-Money Laundering Compliance Officer of certain funds associated with Legg Mason & Co. or its affiliates (since 2013) and Anti-Money Laundering Compliance Officer (since 2012), Senior Compliance Officer (since 2011) and Assistant Vice President (since 2010) of Franklin Distributors, LLC; formerly, Assistant Vice President of Legg Mason & Co. (2010 to 2020)

Marc A. De Oliveira

Franklin Templeton

100 First Stamford Place, 6th Floor, Stamford, CT 06902

  
Year of birth    1971
Position(s) with Trust    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 Trust    Senior Vice President
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)

 

BrandywineGLOBAL — Corporate Credit Fund  

 

 47 


Additional information (unaudited) (cont’d)

Information about Trustees and Officers

 

Additional Officers (cont’d)     

Christopher Berarducci

Franklin Templeton

280 Park Avenue, 8th Floor, New York, NY 10017

  
Year of birth    1974
Position(s) with Trust    Treasurer and Principal Financial Officer
Term of office1 and length of time served2    Since 2014 and 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
280 Park Avenue, 8th Floor, New York, NY 10017

  
Year of birth    1951
Position(s) with Trust    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 

Each Trustee and officer serves until his or her respective successor has been duly elected and qualified or until his or her earlier death, resignation, retirement or removal.

 

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 

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.

 

 

 48 

   BrandywineGLOBAL — Corporate Credit Fund


Important tax information (unaudited)

 

By mid-February, tax information related to a shareholder’s 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 December 31, 2022:

 

        Pursuant to:      Amount Reported  
Long-Term Capital Gain Dividends Distributed      §852(b)(3)(C)        $2,229,131  
Short-Term Capital Gain Dividends Distributed      §871(k)(2)(C)        $3,163,871  
Section 163(j) Interest Earned      §163(j)                  $87,647,273  

 

 

 49 

   BrandywineGLOBAL — Corporate Credit Fund


BrandywineGLOBAL —

Corporate Credit Fund

 

Trustees

Paul R. Ades

Andrew L. Breech

Althea L. Duersten

Chair

Stephen R. Gross

Susan M. Heilbron

Arnold L. Lehman

Robin J. W. Masters

Ken Miller

G. Peter O’Brien

Thomas F. Schlafly

Jane Trust

 

Investment manager

Legg Mason Partners Fund Advisor, LLC

Subadviser

Brandywine Global Investment Management, LLC

Distributor

Franklin Distributors, LLC

Custodian

The Bank of New York Mellon

Transfer agent

Franklin Templeton Investor

Services, LLC

3344 Quality Drive

Rancho Cordova, CA 95670-7313

Independent registered public accounting firm

PricewaterhouseCoopers LLP Baltimore, MD

 

BrandywineGLOBAL — Corporate Credit Fund

 

The Fund is a separate investment series of Legg Mason Partners Investment Trust, a Maryland statutory trust.

BrandywineGLOBAL — Corporate Credit Fund

Legg Mason Funds

620 Eighth Avenue, 47th Floor

New York, NY 10018

 

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 Fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov. To obtain information on Form N-PORT, shareholders can call the Fund at 877-6LMFUND/656-3863.

 

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 the Fund at 877-6LM-FUND/656- 3863, (2) at www.franklintempleton.com and (3) on the SEC’s website at www.sec.gov.

 

This report is submitted for the general information of the shareholders of BrandywineGLOBAL — Corporate Credit Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by a current prospectus.

Investors should consider the Fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other important information about the Fund. Please read the prospectus carefully before investing.

www.franklintempleton.com

© 2023 Franklin Distributors, LLC, Member FINRA/SIPC. All rights reserved.


Legg Mason Funds Privacy and Security Notice

 

Your Privacy Is Our Priority

 

Franklin Templeton* is committed to safeguarding your personal information. This notice is designed to provide you with a summary of the non-public personal information Franklin Templeton may collect and maintain about current or former individual investors; our policy regarding the use of that information; and the measures we take to safeguard the information. We do not sell individual investors’ non-public personal information to anyone and only share it as described in this notice.

Information We Collect

When you invest with us, you provide us with your non-public personal information. We collect and use this information to service your accounts and respond to your requests. The non-public personal information we may collect falls into the following categories:

 

 

Information we receive from you or your financial intermediary on applications or other forms, whether we receive the form in writing or electronically. For example, this information may include your name, address, tax identification number, birth date, investment selection, beneficiary information, and your personal bank account information and/or email address if you have provided that information.

 

 

Information about your transactions and account history with us, or with other companies that are part of Franklin Templeton, including transactions you request on our website or in our app. This category also includes your communications to us concerning your investments.

 

 

Information we receive from third parties (for example, to update your address if you move, obtain or verify your email address or obtain additional information to verify your identity).

 

 

Information collected from you online, such as your IP address or device ID and data gathered from your browsing activity and location. (For example, we may use cookies to collect device and browser information so our website recognizes your online preferences and device information.) Our website contains more information about cookies and similar technologies and ways you may limit them.

 

 

Other general information that we may obtain about you such as demographic information.

Disclosure Policy

To better service your accounts and process transactions or services you requested, we may share non-public personal information with other Franklin Templeton companies. From time to time we may also send you information about products/services offered by other Franklin Templeton companies although we will not share your non-public personal information with these companies without first offering you the opportunity to prevent that sharing.

We will only share non-public personal information with outside parties in the limited circumstances permitted by law. For example, this includes situations where we need to share information with companies who work on our behalf to service or maintain your account or process transactions you requested, when the disclosure is to companies assisting us with our own marketing efforts, when the disclosure is to a party representing you, or when required by law (for example, in response to legal process). Additionally, we will ensure that any outside

 

NOT PART OF THE ANNUAL REPORT


Legg Mason Funds Privacy and Security Notice (cont’d)

 

companies working on our behalf, or with whom we have joint marketing agreements, are under contractual obligations to protect the confidentiality of your information, and to use it only to provide the services we asked them to perform.

Confidentiality and Security

Our employees are required to follow procedures with respect to maintaining the confidentiality of our investors’ non-public personal information. Additionally, we maintain physical, electronic and procedural safeguards to protect the information. This includes performing ongoing evaluations of our systems containing investor information and making changes when appropriate.

At all times, you may view our current privacy notice on our website at franklintempleton.com or contact us for a copy at (800) 632-2301.

 

*

For purposes of this privacy notice Franklin Templeton shall refer to the following entities:

Fiduciary Trust International of the South (FTIOS), as custodian for individual retirement plans Franklin Advisers, Inc.

Franklin Distributors, LLC, including as program manager of the Franklin Templeton 529 College Savings Plan and the NJBEST 529 College Savings Plan

Franklin Mutual Advisers, LLC

Franklin, Templeton and Mutual Series Funds Franklin Templeton Institutional, LLC

Franklin Templeton Investments Corp., Canada

Franklin Templeton Investments Management, Limited UK

Franklin Templeton Portfolio Advisors, Inc.

Legg Mason Funds serviced by Franklin Templeton Investor Services, LLC

Templeton Asset Management, Limited

Templeton Global Advisors, Limited

Templeton Investment Counsel, LLC

If you are a customer of other Franklin Templeton affiliates and you receive notices from them, you will need to read those notices separately.

 

NOT PART OF THE ANNUAL REPORT


www.franklintempleton.com

© 2023 Franklin Distributors, LLC, Member FINRA/SIPC. All rights reserved.

BWXX715113 2/23 SR23-4595


ITEM 2.

CODE OF ETHICS.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller.

 

ITEM 3.

AUDIT COMMITTEE FINANCIAL EXPERT.

The Board of Trustees of the registrant has determined that Stephen R. Gross possesses the technical attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as an “audit committee financial expert,” and has designated Stephen R. Gross as the Audit Committee’s financial expert. Stephen R. Gross is an “independent” Trustees pursuant to paragraph (a)(2) of Item 3 to Form N-CSR.

 

ITEM 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

a) Audit Fees. The aggregate fees billed in the last two fiscal years ending December 31, 2021 and December 31, 2022 (the “Reporting Periods”) for professional services rendered by the Registrant’s principal accountant (the “Auditor”) for the audit of the Registrant’s annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $159,998 in December 31, 2021 and $134,998 in December 31, 2022.

b) Audit-Related Fees. The aggregate fees billed in the Reporting Period for assurance and related services by the Auditor that are reasonably related to the performance of the Registrant’s financial statements were $0 in December 31, 2021 and $0 in December 31, 2022.

(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning (“Tax Services”) were $30,000 in December 31, 2021 and $30,000 in December 31, 2022. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.

There were no fees billed for tax services by the Auditors to service affiliates during the Reporting Periods that required pre-approval by the Audit Committee.

d) All Other Fees.

The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) for the Item 4 for the Legg Mason Partners Investment Trust., were $0 in December 31, 2021 and $0 in December 31, 2022.

All Other Fees. There were no other non-audit services rendered by the Auditor to Legg Mason Partners Fund Advisors, LLC (“LMPFA”), and any entity controlling, controlled by or under common control with LMPFA that provided ongoing services to Legg Mason Partners Investment Trust requiring pre-approval by the Audit Committee in the Reporting Period.

(e) Audit Committee’s pre–approval policies and procedures described in paragraph (c) (7) of Rule 2-01 of Regulation S-X.

(1) The Charter for the Audit Committee (the “Committee”) of the Board of each registered investment company (the “Fund”) advised by LMPFA or one of their affiliates (each, an “Adviser”) requires that the Committee shall approve (a) all audit and permissible non-audit


services to be provided to the Fund and (b) all permissible non-audit services to be provided by the Fund’s independent auditors to the Adviser and any Covered Service Providers if the engagement relates directly to the operations and financial reporting of the Fund. The Committee may implement policies and procedures by which such services are approved other than by the full Committee.

The Committee shall not approve non-audit services that the Committee believes may impair the independence of the auditors. As of the date of the approval of this Audit Committee Charter, permissible non-audit services include any professional services (including tax services), that are not prohibited services as described below, provided to the Fund by the independent auditors, other than those provided to the Fund in connection with an audit or a review of the financial statements of the Fund. Permissible non-audit services may not include: (i) bookkeeping or other services related to the accounting records or financial statements of the Fund; (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 or human resources; (vii) broker or dealer, investment adviser or investment banking services; (viii) legal services and expert services unrelated to the audit; and (ix) any other service the Public Company Accounting Oversight Board determines, by regulation, is impermissible.

Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, the Adviser and any service providers controlling, controlled by or under common control with the Adviser that provide ongoing services to the Fund (“Covered Service Providers”) constitutes not more than 5% of the total amount of revenues paid to the independent auditors during the fiscal year in which the permissible non-audit services are provided to (a) the Fund, (b) the Adviser and (c) any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund during the fiscal year in which the services are provided that would have to be approved by the Committee; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit.

(2) None of the services described in paragraphs (b) through (d) of this Item were performed in reliance on paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable.

(g) Non-audit fees billed by the Auditor for services rendered to Legg Mason Partners Investment Trust, LMPFA and any entity controlling, controlled by, or under common control with LMPFA that provides ongoing services to Legg Mason Partners Investment Trust during the reporting period were $855,080 in December 31, 2021 and $824,290 in December 31, 2022.

(h) Yes. Legg Mason Partners Investment Trust’s Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Accountant’s independence. All services provided by the Auditor to the Legg Mason Partners Investment Trust or to Service Affiliates, which were required to be pre-approved, were pre-approved as required.

(i) Not applicable.

(j) Not applicable.


ITEM 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS.

a) The independent board members are acting as the registrant’s audit committee as specified in Section 3(a)(58)(B) of the Exchange Act. The Audit Committee consists of the following Board members:

Paul R. Ades

Andrew L. Breech

Althea L. Duersten

Stephen R. Gross

Susan M. Heilbron

Arnold L. Lehman

Robin J. W. Masters

Ken Miller

G. Peter O’Brien

Thomas F. Schlafly

b) Not applicable.

 

ITEM 6.

SCHEDULE OF INVESTMENTS.

Included herein under Item 1.

 

ITEM 7.

DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 8.

PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

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 registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting.


ITEM 12.

DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 13.

EXHIBITS.

(a) (1) Code of Ethics attached hereto.

Exhibit  99.CODE ETH

(a) (2)  Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto.

Exhibit 99.CERT

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto.

Exhibit 99.906CERT


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, there unto duly authorized.

 

Legg Mason Partners Investment Trust

By:  

/s/ Jane Trust

 

Jane Trust

 

Chief Executive Officer

Date: February 24, 2023

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

 

By:

 

/s/ Jane Trust

 

Jane Trust

 

Chief Executive Officer

Date: February 24, 2023

By:

 

/s/ Christopher Berarducci

 

Christopher Berarducci

 

Principal Financial Officer

Date: February 24, 2023