N-CSRS 1 d102135dncsrs.htm DOUBLELINE INCOME SOLUTIONS FUND DoubleLine Income Solutions Fund
Table of Contents

As filed with the Securities and Exchange Commission on June 4, 2021

 

 

 

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 811-22791

 

 

DoubleLine Income Solutions Fund

(Exact name of registrant as specified in charter)

 

 

333 South Grand Avenue, Suite 1800

Los Angeles, CA 90071

(Address of principal executive offices) (Zip code)

 

 

Ronald R. Redell

President and Chief Executive Officer

c/o DoubleLine Capital LP

333 South Grand Avenue, Suite 1800

Los Angeles, CA 90071

(Name and address of agent for service)

 

 

(213) 633-8200

Registrant’s telephone number, including area code

Date of fiscal year end: September 30

Date of reporting period: March 31, 2021

 

 

 


Table of Contents

Item 1. Reports to Stockholders.

 

  (a)

                    


Table of Contents
LOGO     

Semi-Annual Report

March 31, 2021

 

LOGO

 

DoubleLine Income Solutions Fund

NYSE: DSL

 

 

 

 

 

DoubleLine || 333 South Grand Avenue, 18th Floor || Los Angeles, CA  90071 || (213) 633-8200

fundinfo@doubleline.com || www.doubleline.com

 


Table of Contents
Table of Contents    

 

     Page  
  

Chairman’s Letter

     4  

Financial Markets Highlights

     5  

Management’s Discussion of Fund Performance

     7  

Standardized Performance Summary

     9  

Schedule of Investments

     10  

Statement of Assets and Liabilities

     21  

Statement of Operations

     22  

Statements of Changes in Net Assets

     23  

Statement of Cash Flows

     24  

Financial Highlights

     25  

Notes to Financial Statements

     26  

Evaluation of Advisory Agreement by the Board of Trustees

     37  

Federal Tax Information

     42  

Portfolio Managers

     43  

Information About Proxy Voting

     43  

Information About Portfolio Holdings

     43  

Householding — Important Notice Regarding Delivery of Shareholder Documents

     43  

Fund Certification

     43  

Proxy Results

     43  

Dividend Reinvestment Plan

     44  

Privacy Policy

     46  

 

  Semi-Annual Report   March 31, 2021   3


Table of Contents
Chairman’s Letter  

(Unaudited)

March 31, 2021

 

LOGO

Dear Shareholder,

On behalf of the team at DoubleLine, I am pleased to deliver the Semi-Annual Report for the DoubleLine Income Solutions Fund (NYSE: DSL, the “Fund”) for the six-month period ended March 31, 2021. On the following pages, you will find specific information regarding the Fund’s operations and holdings. In addition, we discuss the Fund’s investment performance and the main drivers of that performance during the reporting period.

If you have any questions regarding the Fund, please don’t hesitate to call us at 877-DLine11 (877-354-6311), or visit our website www.doublelinefunds.com where our investment management team offers deeper insights and analysis on relevant capital market activity impacting investors today. We value the trust that you have placed with us, and we will continue to strive to offer thoughtful investment solutions to our shareholders.

Sincerely,

 

LOGO

Ronald R. Redell, CFA

Chairman of the Board of Trustees

DoubleLine Income Solutions Fund

May 1, 2021

 

4   DoubleLine Income Solutions Fund        


Table of Contents
Financial Markets Highlights  

(Unaudited)

March 31, 2021

 

·  

Emerging Markets Fixed Income

For the six-month period ended March 31, 2021, the J.P. Morgan Emerging Markets Bond Index Global Diversified (EMBI GD), which tracks U.S. dollar-denominated, emerging markets (EM) fixed-income sovereign debt, returned 0.99%. The J.P. Morgan Corporate Emerging Markets Bond Index Broad Diversified (CEMBI BD), which tracks U.S. dollar-denominated, EM fixed-income corporate debt, returned 3.60%. Spreads tightened 78 basis points (bps) for the EMBI GD and 108 bps for the CEMBI BD. EM credits benefited from improved investor sentiment amid optimism over promising COVID-19 vaccine trial results, speedy regulatory approvals, and initialization of vaccine deployment. In addition, global central bank accommodation, large government support programs, and the reopening of global economies contributed to the positive performance of risk assets. Rising yields during the period were a detractor to returns, particularly for the longer-duration EMBI GD. During the six-month period, the 10-year U.S. Treasury yield increased 106 bps. Returns across all regions in the EMBI GD were positive for the period while returns were mixed in the CEMBI BD. Africa was the best-performing region and Asia was the worst-performing region in both indexes. EM high yield credits significantly outperformed their investment grade counterparts in both indexes.

 

·  

Agency Residential Mortgage-Backed and Agency Commercial Mortgage-Backed Securities (Agency RMBS and Agency CMBS)

For the six-month period ended March 31, 2021, Agency residential mortgage-backed securities (RMBS) and Agency commercial mortgage-backed securities (CMBS) posted negative returns. The Bloomberg Barclays US Mortgage-Backed Securities Index returned negative 0.86%, outperforming the Bloomberg Barclays US Government Bond Index and Bloomberg Barclays US Corporate Bond Index. Longer-duration assets typically underperformed relative to shorter-duration assets as mid- to long-tenor, risk-free interest rates increased. U.S. Treasury yields rose, with the five-year up 66 basis points (bps), the 10-year up 106 bps and 30-year up 95 bps. As risk-free interest rates increased, mortgage rates also started to mark a steady increase during the second half of the period. The 30-year mortgage rate reached a historic low of 2.65% in early January 2021, as measured by the Freddie Mac U.S. Mortgage Market Survey 30-Year Homeowner Commitment National Index, but ended the period at 3.17%—the highest rate seen in over nine months. Many loan originators increased capacity due to the overwhelming amount of refinance applications and home purchases over the year, resulting in conditional prepayment rate (CPR) speeds ending the six-month period near historically high levels. Ginnie Mae II speeds reached their peak at the end of the period, primarily driven by a spike in banks and nonbanks buying out loans delinquent 90 days or longer. Despite the fast speeds seen during the period, we do not expect the trend to persist as mortgage rates increase and the number of borrowers with incentive to refinance declines. The elevated refinance activity also resulted in a large increase in issuance in the Agency RMBS space, with both Agency RMBS and Agency CMBS marking very strong gross issuance. Agency RMBS gross issuance reached roughly $2.0 trillion compared to $1.5 trillion during all of 2019; Agency CMBS reached roughly $115 billion compared to roughly $155 billion in all of 2019. The impact of the large supply of Agency RMBS was subdued by the Federal Reserve’s continued purchases.

 

·  

Non-Agency Residential Mortgage-Backed Securities (Non-Agency RMBS)

For the six-month period ended March 31, 2021, non-Agency residential mortgage-backed securities (RMBS) continued to rally despite the rise in U.S. Treasury yields. Credit spreads across the capital structure tightened during the period, with lower-rated tranches outperforming higher-rated tranches. The sector benefited from a moderate improvement in delinquency rates, robust strength in the housing market and overall relative attractiveness compared to corporate credit. Mortgage forbearance rates also improved, with an increasing share of borrowers entering current status. Losses for borrowers who exited their forbearance plan remained muted. New-issuance volume totaled $51.9 billion, compared to $60.7 billion during the same period a year ago. Deal call volume increased considerably due to favorable refinancing rates, reaching approximately $21.5 billion. The strength in the housing market accelerated, with home prices reaching their highest year-over-year gains since March 2014. The supply of homes available on the market continued to tighten, with the pace of sales as of period end at approximately two months’ supply—near the lowest level of inventory on record.

 

·  

Non-Agency Commercial Mortgage-Backed Securities (Non-Agency CMBS)

For the six-month period ended March 31, 2021, the spreads of non-Agency commercial mortgage-backed securities (CMBS) moved tighter as a result of broader macro stabilization, positive COVID-19 vaccine headlines and diminishing concern over a contested U.S. presidential election. The period marked $39.7 billion in new issuance, compared to $66.9 billion in the same period a year ago. New issuance nearly stopped in March 2020 as the nation and world went into lockdown. Only one deal priced from mid-March through the end of April. However, new issuance gradually trended higher throughout the latter half of 2020, further accelerating in the first

 

    Semi-Annual Report   |   March 31, 2021   5


Table of Contents

Financial Markets Highlights  (Cont.)

   

 

quarter of the new year, which delivered $23.3 billion, a 43% increase quarter-over-quarter. For the six-month period, secondary spreads narrowed by 14 bps (bps) on 10-year last cash flows rated AAA and 160 bps on bonds rated BBB-. The rally in risk assets since April has been sharp, with many credits trading through their pre-COVID-19 levels at the end of the first quarter. The delinquency rate for commercial real estate loans spiked to 8.28% during the six-month period as a result of volatility associated with the pandemic, but recovered to 6.58% as of the end of the quarter, as measured by financial data firm Trepp. The Barclays Capital U.S. CMBS (ERISA Only) Total Return Index returned negative 1.30% for the six-month period, outperforming the broader Bloomberg Barclays US Aggregate Bond Index return of negative 2.73%. The RCA Commercial Property Price Index increased 5.73% for the six-month period ended February 28, the most recent month for which data was available, compared to 0.97% over the previous six-month period.

 

·  

U.S. High Yield (U.S. HY)

For the six-month period ended March 31, 2021, the Bloomberg Barclays US Corporate High Yield Index returned 7.36%. Intermediate-maturity bonds returned 7.15%, underperforming long-maturity bonds, which returned 9.49%. Lower-rated bonds outpaced those with higher ratings, as bonds rated CCC returned 13.85%, bonds rated B returned 7.06%, and bonds rated BB returned 5.54%. Notable performers by industry were oil field services, retail real estate investment trusts and airlines. Notable laggards were health insurance, cable and satellite, and wireless.

 

·  

Bank Loans

For the six-month period ended March 31, 2021, the S&P/LSTA Leveraged Loan Index returned 5.66%, with the lower end of the credit quality spectrum outperforming the higher end as the market rallied from the steep sell-off a year earlier. Loans rated CCC returned 16.17% during the period, outperforming the 5.44% of loans rated B and the 3.52% of loans rated BB. The weighted average bid price of the index ended the period at $97.55, up from $93.18 in September. The trailing 12-month default rate declined from 4.64% on an issuer-count basis in September to 3.56% in March as borrowers benefited from rebounding markets and stabilizing earnings.

 

·  

Collateralized Loan Obligations (CLOs)

For the six-month period ended March 31, 2021, the collateralized loan obligation (CLO) market priced $71 billion in new issuance across 158 transactions. From a structural standpoint, five-year reinvestment/two-year noncall deals, the predominant pre-pandemic structures, were back in vogue. While refinancing (refi) and reset activity was muted at the beginning of the six-month period, it surged in January as more deals exited their noncall periods and primary spreads ground tighter, further enhancing arbitrage conditions. Refi and reset activity contributed an additional $75.1 billion of deal volume over the six-month period. Secondary trading volumes were lower on average, per Trade Reporting and Compliance Engine data, overshadowed by a strong primary pipeline. CLO market-based metrics, including net asset value and market value overcollateralization, improved on the heels of the S&P/LSTA Leveraged Loan Price Index, which gained 4.69%. CLO fundamentals also improved as the pace of negative rating actions slowed, managers worked to trim tail risk, and vaccine optimism boosted sentiment surrounding many of the sectors hardest hit by the pandemic. The last 12-month U.S. leveraged loan default rate saw a steady decline over the six-month period, ending at 3.15%, more than 1% below its starting level. Spreads across the capital structure tightened considerably as they found their footing. The J.P. Morgan Collateralized Loan Obligation Total Return Level Index gained 3.03% over the six-month period.

 

6   DoubleLine Income Solutions Fund        


Table of Contents
Management’s Discussion of Fund Performance  

(Unaudited)

March 31, 2021

 

For the six-month period ended March 31, 2021, the DoubleLine Income Solutions Fund (the “Fund”) outperformed the Bloomberg Barclays Global Aggregate Bond Index return of negative 1.32% on a net asset value basis. The Fund generated strong returns due to its exposure to credit assets, which performed well as the global economy recovered and several highly effective COVID-19 vaccines became available. The largest contributor to Fund outperformance was emerging markets corporate bonds, which experienced significant price rallies as global demand for commodities accelerated. Every sector in the Fund generated positive returns except for emerging markets sovereign bonds, which declined slightly due to duration-related price movements. Gross leverage also contributed to performance and finished the period at 28%.

 

6-Month Period Ended 3-31-21       6-Months
(Not Annualized)

Total Return based on NAV

          17.39%

Total Return based on Market Price

          18.52%

Bloomberg Barclays Global Aggregate Bond Index

          -1.32%

For additional performance information, please refer to the “Standardized Performance Summary.”

Opinions expressed herein are as of March 31, 2021, and are subject to change at any time, are not guaranteed and should not be considered investment advice. Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or sell any security. Please refer to the Schedule of Investments for a complete list of Fund holdings.

Shares of closed-end investment companies frequently trade at a discount to their net asset value, which may increase investors’ risk of loss. There are risks associated with an investment in the Fund. Investors should consider the Fund’s investment objective, risks, charges and expenses carefully before investing. An investment in the Fund should not constitute a complete investment program.

This document is not an offer to sell securities or the solicitation of an offer to buy securities, nor shall there be any sale or offer of these securities, in any jurisdiction where such sale or offer is not permitted.

The Fund’s shares are only offered through broker/dealers on the secondary market. Unlike an open-end mutual fund, a closed-end fund offers a fixed number of shares for sale. After the initial public offering, shares are bought and sold in the secondary marketplace, and the market price of the shares is determined by supply and demand, not by NAV, often at a lower price than the NAV. A closed-end fund is not required to buy its shares back from investors upon request.

Investing involves risk. Principal loss is possible. Investments in debt securities typically decline in value when interest rates rise. This risk is usually greater for longer-term debt securities. Investments in lower rated and non-rated securities present a great risk of loss to principal and interest than higher rated securities. Investments in asset-backed and mortgage-backed securities include additional risks that investors should be aware of including credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments. The Fund may invest in foreign securities which involves greater volatility and political, economic and currency risks and differences in accounting methods. These risks are greater for investments in emerging markets. Derivatives involve risks different from, and in certain cases, greater than the risks presented by more traditional investments. Derivatives may involve certain costs and risks such as liquidity, interest rate, market, credit, management and the risk that a position could not be closed when most advantageous. Investing in derivatives could lose more than the amount invested. Exchange-traded fund investments involve additional risks such as the market price trading at a discount to its net asset value, an active secondary trading market may not develop or be maintained, or trading may be halted by the exchange in which they trade, which may impact a fund’s ability to sell its shares. Investment strategies may not achieve the desired results due to implementation lag, other timing factors, portfolio management decision-making, economic or market conditions or other unanticipated factors. In addition, the Fund may invest in other asset classes and investments. Additional principal risks for the Fund can be found in the prospectus.

Diversification does not assure a profit or protect against loss in a declining market.

The Fund’s investment objectives, risks, charges and expenses must be considered carefully before investing. You can obtain the Fund’s most recent periodic reports and certain other regulatory filings by calling 1 (877) 354-6311/ 1 (877) DLINE11, or visiting www.doublelinefunds.com. You should read these reports and other filings carefully before investing.

The performance shown assumes the reinvestment of all dividends and distributions and does not reflect any reductions for taxes. Total return does not reflect broker commissions or sales charges in connection with the purchase or sale of Fund shares. Performance data quoted represents past performance; past performance does not guarantee future results and does not reflect the deduction of any taxes a shareholder would pay on fund distributions or the sale of fund shares. The performance information shown assumes reinvestment of all dividends and distributions. The investment return and principal value of an investment will fluctuate so that an investor’s shares when sold may be worth more or less than the original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance reflects management fees and other fund expenses. Performance data current to most recent month-end may be obtained by calling (877) 354-6311 or by visiting www.doublelinefunds.com/income-solutions-fund/.

Credit ratings from Moody’s Investor Service, Inc. (“Moody’s”) range from the highest rating of Aaa for bonds of the highest quality that offer the lowest degree of investment risk to the lowest rating of C for the lowest rated class of bonds. Credit ratings from S&P Global Ratings (“S&P”) range from the highest rating of AAA for bonds of the highest quality that offer the lowest degree of investment risk to the lowest rating of D for bonds that are in default. Credit ratings are determined from the highest available credit rating from any Nationally Recognized Statistical Rating Organization (“NRSRO”). DoubleLine chooses to display credit ratings using S&P’s rating convention, although the rating itself might be sourced from another NRSRO. In limited situations when the rating agency has not issued a formal rating, the rating agency will classify the security as nonrated.

Barclays Capital U.S. CMBS (ERISA Only) Total Return Index—This index measures on a total return basis the performance of investment grade commercial mortgage-backed securities (CMBS). The index includes only CMBS that are compliant with the Employee Retirement Income Security Act of 1974, which will deem ERISA eligible the certificates with the first priority of principal repayment as long as certain conditions are met, including that the certificates be rated in one of the three highest categories by Fitch, Moody’s or Standard & Poor’s.

Basis Points (BPS)—Basis points (or basis point (bp)) refer to a common unit of measure for interest rates and other percentages in finance. One basis point is equal to 1/100th of 1%, or 0.01% or 0.0001, and is used to denote the percentage change in a financial instrument. The relationship between percentage changes and basis points can be summarized as: 1% change = 100 basis points; 0.01% = 1 basis point.

Bloomberg Barclays Global Aggregate Bond Index—This index is a flagship measure of global investment grade debt from 24 local currency markets. This multicurrency benchmark includes treasury, government-related, corporate and securitized fixed-rate bonds from both developed and emerging market issuers.

 

    Semi-Annual Report   |   March 31, 2021   7


Table of Contents

Management’s Discussion of Fund Performance  (Cont.)

   

 

Bloomberg Barclays US Aggregate Bond Index—This index, known as “the Agg,” represents securities that are SEC registered, taxable and dollar denominated. It covers the U.S. investment grade, fixed-rate bond market, with components for government and corporate securities, mortgage pass-through securities and asset-backed securities. These major sectors are subdivided into more specific indexes that are calculated and reported on a regular basis.

Bloomberg Barclays US Corporate Bond Index—This index measures the investment grade, fixed-rate taxable corporate bond market. It includes U.S. dollar-denominated securities publicly issued by U.S. and non-U.S. industrial, utility and financial issuers.

Bloomberg Barclays US Corporate High Yield (HY) Index—This index measures the U.S. dollar-denominated high yield (HY) fixed-rate corporate bond market. Securities are classified as HY if the respective middle ratings of Moody’s, Fitch and S&P are Ba1, BB+ or BB+ or below. The Bloomberg Barclays US HY Long Index, including bonds with maturities of 10 years or greater, and the Bloomberg Barclays US HY Intermediate Index, including bonds with maturities of 1 to 9.999 years, are subindexes of the Bloomberg Barclays US Corporate HY Index.

Bloomberg Barclays US Government Bond Index—This index is the U.S. government securities component of the US Government/Credit Index. It includes investment grade, U.S. dollar-denominated, fixed-rate U.S. Treasuries and government-related securities.

Bloomberg Barclays US Mortgage-Backed Securities (MBS) Index—This index measures the performance of investment grade, fixed-rate, mortgage-backed, pass-through securities of the government-sponsored enterprises (GSEs): Federal Home Loan Mortgage Corp. (Freddie Mac), Federal National Mortgage Association (Fannie Mae) and Government National Mortgage Association (Ginnie Mae).

Conditional Prepayment Rate (CPR)—Metric that indicates a loan prepayment rate at which the outstanding principal of a pool of loans, such as mortgage backed securities (MBS), is paid off. The higher the CPR, the more prepayments are anticipated and thus the lower the duration of the note. This is called “prepayment risk.”

Duration—Commonly used measure of the potential volatility of the price of a debt security, or the aggregate market value of a portfolio of debt securities, prior to maturity. Securities with a longer duration generally have more volatile prices than securities of comparable quality with a shorter duration.

Freddie Mac U.S. Mortgage Market Survey 30-Year Homeowner Commitment National Index—This index tracks the 30-year, fixed-rate mortgages component of the Freddie Mac Primary Mortgage Market Survey (PMMS).

Ginnie Mae II—This class of pass-through investments is issued by the Government National Mortgage Association (GNMA), known as Ginnie Mae, and draws income from pools of Federation Housing Administration and Department of Veterans Affairs mortgages. Ginnie Mae II securities pay principal and interest on the 20th every month (in contrast to the 15th for Ginnie Mae I) and have a maximum maturity of 30 years.

Gross Leverage Ratio—Total cash less total borrowings, divided by the market value of total securities.

J.P. Morgan Collateralized Loan Obligation (CLO) Total Return Level Index—This index is a total return subindex of the J.P. Morgan Collateralized Loan Obligation Index (CLOIE), which is a market value-weighted index consisting of U.S. dollar-denominated CLOs.

J.P. Morgan Corporate Emerging Markets Bond Index (CEMBI)—This index is a market capitalization-weighted index consisting of U.S. dollar-denominated emerging markets corporate bonds. CEMBI is a liquid global corporate benchmark representing Asia, Latin America, Europe and the Middle East/Africa.

J.P. Morgan Corporate Emerging Markets Bond Index Broad Diversified (CEMBI BD)—This index is a uniquely weighted version of the CEMBI, which is a market capitalization-weighted index consisting of U.S. dollar-denominated emerging markets corporate bonds. It limits the weights of index countries with larger debt stocks by only including specified portions of those countries’ eligible current face amounts of debt outstanding.

J.P. Morgan Emerging Markets Bond Index (EMBI)—This index tracks emerging markets (EM) bonds and comprises sovereign debt and EM corporate bonds.

J.P. Morgan Emerging Markets Bond Index Global Diversified (EMBI GD)—This index is a uniquely weighted version of the EMBI, which tracks emerging markets (EM) bonds and comprises sovereign debt and EM corporate bonds. It limits the weights of index countries with larger debt stocks by only including specified portions of those countries’ eligible current face amounts of debt outstanding.

Last Cash Flow (LCF)—Last revenue stream paid to a bond over a given period.

Net Asset Value (NAV)—Net value of an entity calculated as the total value of the entity’s assets minus the total value of its liabilities. Most commonly used in the context of a mutual fund or an exchange-traded fund (ETF), the NAV represents the per share/unit price of the fund at a specific date or time.

Overcollateralization (OC)—Provision of collateral that is worth more than enough to cover potential losses in cases of default.

RCA Commercial Property Price Index (CPPI)—This index describes various nonresidential property types for the U.S. (10 monthly series from 2000). It is a periodic same-property round-trip investment price-change index of the U.S. commercial investment property market. The dataset contains 20 monthly indicators.

S&P/LSTA Leveraged Loan Index—This index tracks the market-weighted performance of institutional weighted loans based on market weightings, spreads and interest payments.

S&P/LSTA Leveraged Loan Price Index—This index tracks the prices of institutional weighted loans based on market weightings, spreads and interest payments.

Trade Reporting and Compliance Engine (TRACE)—Financial Industry Regulatory Authority (FINRA)-developed vehicle that facilitates the mandatory reporting of over-the-counter secondary market transactions in eligible fixed-income securities.

An investment cannot be made directly in an index. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses applicable to mutual fund investments.

This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Fund and market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein.

DoubleLine has no obligation to provide revised assessments in the event of changed circumstances. While we have gathered this information from sources believed to be reliable, DoubleLine cannot guarantee the accuracy of the information provided. Securities discussed are not recommendations and are presented as examples of issue selection or portfolio management processes. They have been picked for comparison or illustration purposes only. No security presented within is either offered for sale or purchase. DoubleLine reserves the right to change its investment perspective and outlook without notice as market conditions dictate or as additional information becomes available.

Investment strategies may not achieve the desired results due to implementation lag, other timing factors, portfolio management decision making, economic or market conditions or other unanticipated factors. The views and forecasts expressed in this material are as of the date indicated, are subject to change without notice, may not come to pass and do not represent a recommendation or offer of any particular security, strategy, or investment. Past performance is no guarantee of future results.

DoubleLine® is a registered trademark of DoubleLine Capital LP.

Quasar Distributors, LLC provides filing administration for DoubleLine Capital LP.

 

8   DoubleLine Income Solutions Fund        


Table of Contents
Standardized Performance Summary  

(Unaudited)

March 31, 2021

 

DSL                    
DoubleLine Income Solutions Fund
Returns as of March 31, 2021
  6-Months
(Not Annualized)
  1-Year   3-Years
Annualized
  5-Years
Annualized
  Since Inception
Annualized
(4-26-13 to 3-31-21)

Total Return based on NAV

      17.39%       57.11%       4.60%       9.64%       5.72%

Total Return based on Market Price

      18.52%       51.01%       6.61%       11.70%       5.46%

Bloomberg Barclays Global Aggregate Bond Index

      -1.32%       4.67%       2.80%       2.66%       1.90%

Performance data quoted represents past performance; past performance does not guarantee future results and does not reflect the deduction of any taxes a shareholder would pay on fund distributions or the sale of fund shares. The performance information shown assumes reinvestment of all dividends and distributions. The investment return and principal value of an investment will fluctuate so that an investor’s shares when sold may be worth more or less than the original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance reflects management fees and other fund expenses. Performance data current to most recent month-end may be obtained by calling (213) 633-8200 or by visiting www.doublelinefunds.com.

 

    Semi-Annual Report   |   March 31, 2021   9


Table of Contents

Schedule of Investments  DoubleLine Income Solutions Fund

 

(Unaudited)

March 31, 2021

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
  ASSET BACKED OBLIGATIONS 2.1%  
 

AASET Ltd.,

 

  863,156    

Series 2019-2-C

    6.41% (a)(b)      10/16/2039       714,768  
 

Affirm Asset Securitization Trust,

 

  1,250,000    

Series 2021-A-E

    5.65% (b)      08/15/2025       1,263,093  
 

Arivo Acceptance Auto Loan Receivables Trust,

 

  1,000,000    

Series 2021-1A-D

    5.83% (b)      01/18/2028       1,009,508  
 

Castlelake Aircraft Securitization Trust,

 

  381,023    

Series 2018-1-C

    6.63% (a)(b)      06/15/2043       298,976  
  1,314,884    

Series 2019-1A-C

    6.90% (a)(b)      04/15/2039       1,031,691  
 

Castlelake Aircraft Structured Trust,

 

  2,459,709    

Series 2021-1A-C

    7.00% (a)(b)      01/15/2046       2,502,387  
 

GAIA Aviation Ltd.,

     
  2,323,049    

Series 2019-1-C

    7.00% (a)(b)(c)      12/15/2044       1,758,815  
 

Hertz Vehicle Financing LP,

 

  1,500,000    

Series 2019-2A-B

    3.67% (b)      05/25/2025       1,504,218  
 

Horizon Aircraft Finance Ltd.,

 

  920,156    

Series 2018-1-C

    6.66% (a)(b)      12/15/2038       813,150  
 

LendingClub Receivables Trust,

 

  8,871,000    

Series 2020-3-B

    7.50% (b)      01/16/2046       9,163,468  
 

Pagaya AI Debt Selection Trust,

 

  2,309,106    

Series 2020-2-NOTE

    7.50% (b)      12/15/2027       2,325,792  
  3,100,000    

Series 2020-3-C

    6.43% (b)      05/17/2027       3,272,500  
 

SoFi Professional Loan Program,

 

  50,000    

Series 2018-A-R1

    6.11% (a)(b)(o)      02/25/2042       2,012,953  
  14,827    

Series 2018-A-R2

    6.11% (a)(b)(o)      02/25/2042       596,921  
  100,000    

Series 2018-C-R1

    5.58% (a)(b)(o)      01/25/2048       2,818,342  
 

START Ireland,

 

  1,553,199    

Series 2019-1-C

    6.41% (a)(b)      03/15/2044       1,099,975  
 

Start Ltd.,

 

  254,651    

Series 2019-2-C

    6.66% (a)(b)      11/15/2044       180,167  
 

Summit Issuer LLC,

 

  4,300,000    

Series 2020-1A-C

    5.10% (b)      12/20/2050       4,244,434  
 

Tesla Auto Lease Trust,

 

  2,000,000    

Series 2019-A-E

    5.48% (b)      05/22/2023       2,112,798  
       

 

 

 
  Total Asset Backed Obligations
(Cost $39,855,673)

 

    38,723,956  
     

 

 

 
  BANK LOANS 10.5%  
 

AAdvantage Loyalty IP, Ltd.,

 

  3,165,000    

Senior Secured First Lien Term Loan

    5.50% (d)      03/24/2028       3,246,610  
 

Alera Group Intermediate Holdings, Inc.,

 

  740,123    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%, 0.50% Floor)

    4.50%       08/01/2025       741,048  
 

Almonde, Inc.,

 

  3,000,000    

Senior Secured Second Lien Term Loan (6 Month LIBOR USD + 7.25%, 1.00% Floor)

    8.25%       06/16/2025       3,022,875  
 

American Tire Distributors, Inc.,

 

  6,432,128    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 7.50%, 1.00% Floor, 8.00% PIK)

    8.50%       09/02/2024       6,303,486  
 

American Trailer World Corporation,

 

  1,800,000    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.75%, 0.75% Floor)

    4.50%       03/03/2028       1,791,009  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Applied Systems, Inc.,

 

  4,655,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 5.50%, 0.75% Floor)

    6.25%        09/19/2025       4,701,550  
 

Asurion LLC,

 

  905,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 5.25%)

    5.36%        01/31/2028       922,987  
 

Autokiniton US Holdings, Inc.,

 

  985,000    

Senior Secured First Lien Term Loan

    5.00% (d)       03/29/2028       989,309  
 

Avaya, Inc.,

 

  3,118,910    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.25%)

    4.36%        12/15/2027       3,125,491  
 

Connect U.S. Finco LLC,

 

  2,039,588    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.50%, 1.00% Floor)

    4.50%        12/11/2026       2,035,549  
 

Cross Financial Corporation,

 

  1,795,500    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%, 1.00% Floor)

    5.50%        09/15/2027       1,806,731  
 

CSM Bakery Solutions LLC,

 

  2,025,000    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 6.25%, 1.00% Floor)

    7.25%        01/04/2022       2,017,690  
  3,061,857    

Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 7.75%, 1.00% Floor)

    11.00%        02/04/2022       3,036,336  
 

Cyxtera DC Holdings, Inc.,

 

  4,995,000    

Senior Secured Second Lien Term Loan (6 Month LIBOR USD + 7.25%, 1.00% Floor)

    8.25%        05/01/2025       4,967,602  
 

DG Investment Intermediate Holdings 2, Inc.,

 

  2,425,000    

Senior Secured Second Lien

    7.50% (d)       03/18/2029       2,437,125  
 

Dynasty Acquisition Company, Inc.,

 

  286,077    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.50%)

    3.75%        04/06/2026       278,079  
  532,103    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.50%) - Class B

    3.75%        04/06/2026       517,228  
 

Edelman Financial Center LLC,

 

  2,205,000    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.00%)

    3.11%        07/21/2025       2,197,084  
  1,200,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.75%)

    6.97%        07/20/2026       1,203,000  
 

Endo Luxembourg Finance Company I SARL,

 

  4,000,000    

Senior Secured First Lien

    5.75% (d)       03/25/2028       3,966,660  
 

EnergySolutions LLC,

 

  1,497,650    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.75%, 1.00% Floor)

    4.75%        05/09/2025       1,494,842  
 

Excelitas Technologies Corporation,

 

  1,250,000    

Senior Secured Second Lien Term Loan (6 Month LIBOR USD + 7.50%, 1.00% Floor)

    8.50%        12/01/2025       1,252,969  
 

 

       
10   DoubleLine Income Solutions Fund    The accompanying notes are an integral part of these financial statements.


Table of Contents
   

(Unaudited)

March 31, 2021

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Flexential Intermediate Corporation,

 

  6,352,921    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.50%)

    3.70%        08/01/2024       5,951,893  
 

Foresight Energy LLC,

 

  2,359,082    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 8.00%, 1.50% Floor)

    9.50% (a)       06/30/2027       2,359,082  
 

Froneri US, Inc.,

 

  475,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 5.75%)

    5.86%        01/28/2028       482,424  
 

Frontier Communications Corporation,

 

  760,000    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.75%, 1.00% Floor)

    5.75%        10/08/2021       759,050  
 

Getty Images, Inc.,

 

  1,536,536    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%)

    4.63%        02/19/2026       1,525,173  
 

Grab Holdings, Inc.,

 

  7,645,000    

Senior Secured First Lien Term Loan (6 Month LIBOR USD + 4.50%, 1.00% Floor)

    5.50%        01/29/2026       7,807,456  
 

Granite US Holdings Corporation,

 

  3,911,222    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%)

    4.17%        09/30/2026       3,906,333  
 

Gulf Finance LLC,

 

  9,232,715    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.25%, 1.00% Floor)

    6.25%        08/25/2023       7,684,574  
 

Houston Foods, Inc.,

 

  596,490    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.75%)

    3.86%        07/21/2025       590,898  
 

Hyland Software, Inc.,

 

  620,000    

Senior Secured Second Lien Term Loan

    7.00% (d)       07/10/2025       622,582  
  6,776,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.00%, 0.75% Floor)

    7.75%        07/07/2025       6,804,222  
 

ION Trading Finance Ltd.,

 

  1,115,000    

Senior Secured First Lien

    4.86% (d)       03/26/2028       1,116,394  
 

Ivanti Software, Inc.,

 

  2,270,000    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.75%, 1.00% Floor)

    5.75%        12/01/2027       2,282,065  
 

Jo-Ann Stores LLC,

 

  1,243,246    

Senior Secured First Lien Term Loan (6 Month LIBOR USD + 5.00%, 1.00% Floor)

    6.00%        10/20/2023       1,240,915  
 

Journey Personal Care Corporation,

 

  1,205,000    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.25%, 0.75% Floor)

    5.00%        03/01/2028       1,207,765  
 

Keane Group Holdings LLC,

 

  1,808,850    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%, 1.00% Floor)

    4.75%        05/26/2025       1,776,444  
 

Kindred Healthcare, Inc.,

 

  4,693,732    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%)

    4.63%        07/02/2025       4,711,334  
 

Kronos Acquisition Holdings, Inc.,

 

  960,000    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 3.75%, 0.50% Floor)

    4.25%        12/22/2026       947,568  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Lealand Finance Company B.V.,

 

  670,276    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 1.00%)

    1.11%        06/30/2025       379,822  
  52,939    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 3.00%)

    0.00%        06/30/2024       43,146  
 

Longview Power LLC,

 

  732,116    

Guaranteed Senior Secured First Lien Term Loan

    10.11% (d)       07/31/2025       744,928  
 

Mavis Tire Express Services Corporation,

 

  2,199,488    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%, 1.00% Floor)

    5.00%        03/20/2025       2,198,806  
 

Milano Acquisition Corporation,

 

  6,450,825    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%, 0.75% Floor)

    4.75%        10/01/2027       6,434,698  
 

Mileage Plus Holdings LLC,

 

  865,000    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 5.25%, 1.00% Floor)

    6.25%        06/21/2027       920,485  
 

Minotaur Acquisition, Inc.,

 

  3,895,613    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%)

    5.11%        03/27/2026       3,897,249  
 

Mirion Technologies, Inc.,

 

  1,768,500    

Senior Secured First Lien Term Loan (6 Month LIBOR USD + 4.00%)

    4.27%        03/06/2026       1,773,584  
 

Mitchell International, Inc.,

 

  7,206,895    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.25%)

    7.36%        12/01/2025       7,211,399  
 

MLN US HoldCo LLC,

 

  1,710,495    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.50%)

    4.60%        11/28/2025       1,516,397  
  2,920,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 8.75%)

    8.94%        11/30/2026       1,490,572  
 

NEP Group, Inc.,

 

  905,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.00%)

    7.22%        10/19/2026       837,501  
 

OneDigital Borrower LLC,

 

  173,672    

Senior Secured First Lien Delayed-Draw Term Loan (Prime Rate + 3.50%, 0.75% Floor)

    5.25% (r)       11/16/2027       173,962  
  3,246,328    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.50%, 0.75% Floor)

    5.25%        11/16/2027       3,251,749  
 

Pearl Intermediate Parent LLC,

 

  3,845,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.25%)

    6.44%        02/13/2026       3,847,422  
 

Pelican Products, Inc.,

 

  640,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.75%)

    7.95%        05/01/2026       629,200  
 

Potters Borrower LP,

 

  700,000    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%, 0.75% Floor)

    5.00%        12/14/2027       701,750  
 

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   |   March 31, 2021   11
    


Table of Contents

Schedule of Investments  DoubleLine Income Solutions Fund  (Cont.)

   

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

PowerTeam Services LLC,

 

  2,000,000    

Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 7.25%, 1.00% Floor)

    8.25%        03/06/2026       1,972,920  
 

Prairie ECI Acquiror LP,

 

  2,266,724    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.75%)

    4.86%        03/11/2026       2,203,969  
 

RentPath, Inc.,

 

  656,190    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 7.00%, 1.00% Floor)

    8.00%        06/30/2021       662,752  
  3,778,819    

Senior Secured First Lien Term Loan (Prime Rate + 3.75%, 1.00% Floor)

    7.00% (e)       12/17/2021       3,408,363  
 

Restaurant Technologies, Inc.,

 

  2,395,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.50%)

    6.70%        10/01/2026       2,295,212  
 

Riverbed Technology, Inc.

 

  4,169,250    

(4.50% PIK)

    7.50% (d)       12/31/2026       3,365,189  
  3,970,000    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 6.00%, 1.00% Floor)

    7.00%        12/31/2025       3,823,249  
 

Sabre GLBL, Inc.,

 

  950,000    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%, 0.75% Floor)

    4.75%        12/17/2027       961,286  
 

Solenis International LP,

 

  2,754,358    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 4.00%)

    4.23%        06/26/2025       2,750,915  
 

Solenis International LP,

 

  2,315,000    

Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 8.50%)

    8.69%        06/26/2026       2,323,866  
 

Sound Inpatient Physicians, Inc.,

 

  3,771,145    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 6.75%)

    6.95%        06/26/2026       3,786,871  
 

Southern Graphics, Inc.,

 

  1,562,500    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.50%)

    7.68%        12/08/2023       614,586  
 

Syncreon Group Holdings B.V.,

 

  863,109    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 5.00%, 1.00% Floor)

    6.00%        10/01/2024       864,188  
 

Tapstone Energy Holdings III LLC,

 

  259,798    

Unsecured First Lien Term Loan (1 Month LIBOR USD + 4.00%, 1.00% Floor)

    5.00% (a)       04/17/2024       259,798  
 

TIBCO Software, Inc.,

 

  1,890,000    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.25%)

    7.36%        03/03/2028       1,914,929  
 

TKC Holdings, Inc.,

 

  3,819,235    

Senior Secured Second Lien Term Loan (6 Month LIBOR USD + 8.00%, 1.00% Floor)

    9.00%        02/01/2024       3,563,423  
 

Travel Leaders Group LLC,

 

  504,120    

Senior Secured First Lien Term Loan (1 Month LIBOR USD + 4.00%)

    4.11%        01/25/2024       474,024  
 

Travelport Finance (Luxembourg) SARL,

 

  2,915,463    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 1.50%, 1.00% Floor)

    2.50%        02/28/2025       2,974,982  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Travelport Finance (Luxembourg) SARL, (Cont.)

 

  1,910,876    

Senior Secured First Lien Term Loan (3 Month LIBOR USD + 5.00%)

    5.25%        05/29/2026       1,560,650  
 

Triton Water Holdings, Inc.,

 

  4,000,000    

Senior Secured First Lien

    4.00% (d)       03/29/2028       3,989,680  
 

Vantage Specialty Chemicals, Inc.,

 

  4,000,000    

Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 8.25%, 1.00% Floor)

    9.25%        10/27/2025       3,745,420  
  1,455,000    

Verscend Holding Corporation

    4.11% (d)       08/27/2025       1,457,022  
 

WASH Multifamily Laundry Systems LLC,

 

  289,141    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.00%)-CA

    8.00%        05/15/2023       280,467  
  1,650,859    

Senior Secured Second Lien Term Loan (1 Month LIBOR USD + 7.00%)-US

    8.00%        05/15/2023       1,601,333  
 

WaterBridge Midstream Operating LLC,

 

  2,962,500    

Senior Secured First Lien Term Loan (6 Month LIBOR USD + 5.75%, 1.00% Floor)

    6.75%        06/22/2026       2,818,078  
 

WeddingWire, Inc.,

 

  2,725,000    

Senior Secured Second Lien Term Loan (3 Month LIBOR USD + 8.25%)

    8.45%        12/21/2026       2,616,000  
        

 

 

 
  Total Bank Loans
(Cost $198,794,507)

 

    196,173,274  
      

 

 

 
  COLLATERALIZED LOAN OBLIGATIONS 13.0%  
 

Adams Mill Ltd.,

 

  2,000,000    

Series 2014-1A-D2 (3 Month LIBOR USD + 4.25%)

    4.49% (b)       07/15/2026       1,998,339  
  6,000,000    

Series 2014-1A-E2 (3 Month LIBOR USD + 6.25%)

    6.49% (b)       07/15/2026       5,911,330  
 

Apidos Ltd.,

 

  2,000,000    

Series 2015-21A-ER (3 Month LIBOR USD + 8.25%, 8.25% Floor)

    8.47% (b)       07/18/2027       1,771,101  
  3,000,000    

Series 2016-24A-DR (3 Month LIBOR USD + 5.80%)

    6.02% (b)       10/20/2030       2,798,905  
 

Atrium,

      
  2,500,000    

Series 15A-E (3 Month LIBOR USD + 5.85%, 5.85% Floor)

    6.07% (b)       01/23/2031       2,385,355  
 

Babson Ltd.,

      
  2,250,000    

Series 2015-2A-ER (3 Month LIBOR USD + 6.45%)

    6.67% (b)       10/20/2030       2,178,454  
 

Barings Ltd.,

      
  1,500,000    

Series 2018-4A-E (3 Month LIBOR USD + 5.82%, 5.82% Floor)

    6.06% (b)       10/15/2030       1,425,678  
  5,000,000    

Series 2019-2A-D (3 Month LIBOR USD + 6.69%, 6.69% Floor)

    6.93% (b)       04/15/2031       4,991,185  
  1,000,000    

Series 2020-1A-E (3 Month LIBOR USD + 7.40%, 7.40% Floor)

    7.64% (b)       10/15/2032       1,008,021  
 

 

       
12   DoubleLine Income Solutions Fund    The accompanying notes are an integral part of these financial statements.


Table of Contents
   

(Unaudited)

March 31, 2021

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

BlueMountain Ltd.,

     
  2,500,000    

Series 2015-2A-F (3 Month LIBOR USD + 6.80%, 6.80% Floor)

    7.02% (b)      07/18/2027       2,086,672  
 

Buttermilk Park Ltd.,

     
  6,500,000    

Series 2018-1A-E (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    5.99% (b)      10/15/2031       6,148,231  
 

Canyon Capital Ltd.,

     
  8,050,000    

Series 2015-1A-ER (3 Month LIBOR USD + 6.85%)

    7.09% (b)      04/15/2029       7,905,535  
  2,500,000    

Series 2016-1A-ER (3 Month LIBOR USD + 5.75%)

    5.99% (b)      07/15/2031       2,358,420  
  6,650,000    

Series 2017-1A-E (3 Month LIBOR USD + 6.25%)

    6.49% (b)      07/15/2030       6,403,422  
  2,500,000    

Series 2018-1A-E (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    5.99% (b)      07/15/2031       2,334,463  
 

Carlyle Global Market Strategies Ltd.,

 

  2,000,000    

Series 2013-3A-DR (3 Month LIBOR USD + 5.50%)

    5.74% (b)      10/15/2030       1,809,236  
  3,000,000    

Series 2019-1A-D (3 Month LIBOR USD + 6.70%, 6.70% Floor)

    6.92% (b)      04/20/2031       2,929,876  
 

Carlyle US Ltd.,

     
  1,500,000    

Series 2021-1A-D (3 Month LIBOR USD + 6.00%, 6.00% Floor)

    6.19% (b)      04/15/2034       1,471,875  
 

Chenango Park Ltd.,

     
  1,500,000    

Series 2018-1A-D (3 Month LIBOR USD + 5.80%, 5.80% Floor)

    6.04% (b)      04/15/2030       1,430,897  
 

Dryden Ltd.,

     
  2,500,000    

Series 2018-55A-F (3 Month LIBOR USD + 7.20%)

    7.44% (b)      04/15/2031       2,201,342  
  3,250,000    

Series 2019-68A-E (3 Month LIBOR USD + 6.75%)

    6.99% (b)      07/15/2032       3,270,189  
 

Dryden Senior Loan Fund,

 

  3,000,000    

Series 2015-37A-ER (3 Month LIBOR USD + 5.15%, 5.15% Floor)

    5.39% (b)      01/15/2031       2,839,500  
 

Galaxy Ltd.,

     
  1,250,000    

Series 2017-24A-E (3 Month LIBOR USD + 5.50%)

    5.74% (b)      01/15/2031       1,193,286  
 

Halcyon Loan Advisors Funding Ltd.,

 

  1,060,118    

Series 2014-2A-D (3 Month LIBOR USD + 5.00%)

    5.22% (a)(b)      04/28/2025       211,143  
  1,134,528    

Series 2014-2A-E (3 Month LIBOR USD + 5.75%)

    5.97% (a)(b)      04/28/2025       0  
 

HPS Loan Management Ltd.,

 

  1,500,000    

Series 13A-18-E (3 Month LIBOR USD + 5.50%, 5.50% Floor)

    5.74% (b)      10/15/2030       1,377,225  
  1,000,000    

Series 15A-19-E (3 Month LIBOR USD + 6.60%, 6.60% Floor)

    6.82% (b)      07/22/2032       980,139  
 

LCM LP,

     
  3,500,000    

Series 14A-FR (3 Month LIBOR USD + 7.61%)

    7.83% (a)(b)      07/20/2031       2,830,150  
  5,000,000    

Series 17A-ER (3 Month LIBOR USD + 6.00%, 6.00% Floor)

    6.24% (b)      10/15/2031       4,567,385  
  7,000,000    

Series 19A-E1 (3 Month LIBOR USD + 6.45%, 6.45% Floor)

    6.69% (a)(b)      07/15/2027       6,778,828  
 

LCM Ltd.,

     
  6,500,000    

Series 26A-E (3 Month LIBOR USD + 5.30%, 5.30% Floor)

    5.52% (b)      01/20/2031       5,845,944  
  2,000,000    

Series 28A-E (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    5.97% (b)      10/20/2030       1,852,172  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Madison Park Funding Ltd.,

 

  11,000,000    

Series 2014-14A-ER (3 Month LIBOR USD + 5.80%, 5.80% Floor)

    6.02% (b)       10/22/2030       10,362,935  
  7,100,000    

Series 2015-18A-ER (3 Month LIBOR USD + 6.35%)

    6.57% (b)       10/21/2030       6,869,875  
  3,000,000    

Series 2017-25A-D (3 Month LIBOR USD + 6.10%)

    6.32% (b)       04/25/2029       2,953,021  
  2,000,000    

Series 2019-34A-E (3 Month LIBOR USD + 6.75%, 6.75% Floor)

    6.97% (b)       04/25/2031       2,000,866  
  2,000,000    

Series 2019-37A-E (3 Month LIBOR USD + 6.55%)

    6.79% (b)       07/15/2032       2,002,137  
 

Magnetite Ltd.,

 

  10,000,000    

Series 2012-7A-DR2 (3 Month LIBOR USD + 4.50%)

    4.74% (b)       01/15/2028       9,529,339  
  7,500,000    

Series 2015-16A-ER (3 Month LIBOR USD + 5.00%)

    5.22% (b)       01/18/2028       7,374,883  
  3,250,000    

Series 2019-22A-E (3 Month LIBOR USD + 6.75%, 6.75% Floor)

    6.99% (b)       04/15/2031       3,256,653  
 

Neuberger Berman Loan Advisers Ltd.,

 

  2,000,000    

Series 2017-16SA-ER (3 Month LIBOR USD + 6.25%, 6.25% Floor)

    6.45% (b)       04/15/2034       2,000,000  
 

Neuberger Berman Loan Advisers Ltd.,

 

  1,000,000    

Series 2019-31A-E (3 Month LIBOR USD + 6.75%, 6.75% Floor)

    6.97% (b)       04/20/2031       1,002,451  
  1,000,000    

Series 2019-31A-ER (3 Month LIBOR USD + 6.50%, 6.50% Floor)

    0.01% (b)       04/20/2031       1,000,000  
  1,750,000    

Series 2019-32A-ER (3 Month LIBOR USD + 6.10%, 6.10% Floor)

    6.29% (b)       01/20/2032       1,729,771  
  2,250,000    

Series 2019-33A-E (3 Month LIBOR USD + 6.80%)

    7.03% (b)       10/16/2032       2,256,143  
  2,000,000    

Series 2019-34A-E (3 Month LIBOR USD + 7.80%)

    8.02% (b)       01/20/2033       2,026,371  
  2,000,000    

Series 2021-40A-E (3 Month LIBOR USD + 5.85%, 5.85% Floor)

    6.04% (b)       04/16/2033       1,911,616  
 

Newark BSL Ltd.,

 

  2,000,000    

Series 2017-1A-D (3 Month LIBOR USD + 6.30%)

    6.52% (b)       07/25/2030       1,994,250  
 

Niagara Park Ltd.,

      
  3,675,000    

Series 2019-1A-E (3 Month LIBOR USD + 6.45%, 6.45% Floor)

    6.67% (b)       07/17/2032       3,687,292  
 

Octagon Investment Partners Ltd.,

 

  5,000,000    

Series 2012-1A-DR (3 Month LIBOR USD + 7.15%)

    7.39% (b)       07/15/2029       4,833,492  
  8,250,000    

Series 2013-1A-ER (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    5.97% (b)       07/17/2030       7,834,815  
  5,460,000    

Series 2013-1A-ER (3 Month LIBOR USD + 7.00%)

    7.22% (b)       07/19/2030       5,423,890  
  2,500,000    

Series 2014-1A-DRR (3 Month LIBOR USD + 7.00%, 7.00% Floor)

    7.19% (b)       02/14/2031       2,506,063  
  3,000,000    

Series 2016-1A-ER (3 Month LIBOR USD + 7.25%)

    7.47% (b)       01/24/2033       3,020,229  
 

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   |   March 31, 2021   13
    


Table of Contents

Schedule of Investments  DoubleLine Income Solutions Fund  (Cont.)

   

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

Octagon Investment Partners Ltd., (Cont.)

 

  2,000,000    

Series 2016-1A-FR (3 Month LIBOR USD + 8.09%, 8.09% Floor)

    8.33% (b)      07/15/2030       1,797,794  
  4,000,000    

Series 2017-1A-D (3 Month LIBOR USD + 6.20%)

    6.42% (b)      03/17/2030       3,817,734  
  3,000,000    

Series 2019-1A-E (3 Month LIBOR USD + 6.60%, 6.60% Floor)

    6.82% (b)      10/25/2032       2,983,145  
  1,000,000    

Series 2019-1A-E (3 Month LIBOR USD + 7.69%, 7.69% Floor)

    7.93% (b)      10/15/2032       1,007,439  
  1,000,000    

Series 2019-4A-E (3 Month LIBOR USD + 6.80%, 6.80% Floor)

    7.00% (b)      05/12/2031       998,159  
 

Sound Point Ltd.,

 

  2,400,000    

Series 2019-2A-E (3 Month LIBOR USD + 6.71%, 6.71% Floor)

    6.95% (b)      04/15/2032       2,361,865  
  500,000    

Series 2020-2A-E (3 Month LIBOR USD + 7.24%, 7.24% Floor)

    7.48% (b)      10/25/2031       504,926  
 

Stewart Park Ltd.,

 

  7,500,000    

Series 2015-1A-ER (3 Month LIBOR USD + 5.28%, 5.28% Floor)

    5.52% (b)      01/15/2030       7,023,594  
 

Venture Ltd.,

     
  7,200,000    

Series 2016-24A-E (3 Month LIBOR USD + 6.72%)

    6.94% (b)      10/20/2028       6,807,050  
  5,000,000    

Series 2017-26A-E (3 Month LIBOR USD + 6.80%)

    7.02% (b)      01/20/2029       4,506,443  
  4,000,000    

Series 2017-27A-E (3 Month LIBOR USD + 6.35%)

    6.57% (b)      07/20/2030       3,527,198  
 

Voya Ltd.,

     
  4,050,000    

Series 2016-4A-E2 (3 Month LIBOR USD + 6.65%)

    6.87% (b)      07/20/2029       4,005,825  
  1,500,000    

Series 2017-1A-D (3 Month LIBOR USD + 6.10%)

    6.32% (b)      04/17/2030       1,422,137  
  1,000,000    

Series 2018-2A-E (3 Month LIBOR USD + 5.25%, 5.25% Floor)

    5.49% (b)      07/15/2031       923,554  
  1,000,000    

Series 2018-2A-F (3 Month LIBOR USD + 7.29%, 7.29% Floor)

    7.53% (b)      07/15/2031       860,136  
 

Wind River Ltd.,

     
  2,000,000    

Series 2013-2A-E1R (3 Month LIBOR USD + 6.75%)

    6.97% (b)      10/18/2030       1,904,708  
  3,500,000    

Series 2014-2A-ER (3 Month LIBOR USD + 5.75%, 5.75% Floor)

    5.99% (b)      01/15/2031       3,084,842  
  2,000,000    

Series 2014-3A-ER2 (3 Month LIBOR USD + 6.22%, 6.22% Floor)

    6.44% (b)      10/22/2031       1,741,728  
  5,000,000    

Series 2017-1A-E (3 Month LIBOR USD + 6.42%)

    6.64% (b)      04/18/2029       4,971,333  
  5,000,000    

Series 2017-1A-ER (3 Month LIBOR USD + 7.06%, 7.06% Floor)

    0.01% (b)      04/18/2036       4,900,000  
  3,000,000    

Series 2017-3A-E (3 Month LIBOR USD + 6.40%)

    6.64% (b)      10/15/2030       2,953,613  
  1,000,000    

Series 2018-1A-E (3 Month LIBOR USD + 5.50%)

    5.74% (b)      07/15/2030       931,369  
  1,000,000    

Series 2018-2A-E (3 Month LIBOR USD + 5.75%)

    5.99% (b)      07/15/2030       944,592  
       

 

 

 
  Total Collateralized Loan Obligations
(Cost $254,490,590)

 

    242,849,574  
     

 

 

 
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
  FOREIGN CORPORATE BONDS 64.4%  
  6,700,000    

ABM Investama Tbk PT

    7.13%       08/01/2022       5,983,100  
  24,000,000    

AES Andres B.V.

    7.95% (b)      05/11/2026       24,997,920  
  29,500,000    

AES Argentina Generacion S.A.

    7.75%       02/02/2024       23,747,795  
  5,500,000    

AES Argentina Generacion S.A.

    7.75% (b)      02/02/2024       4,427,555  
  930,000    

AES Dominicana

    7.95%       05/11/2026       968,669  
  14,300,000    

Agile Group Holdings Ltd. (5 Year CMT Rate + 11.08%)

    7.75% (f)      05/25/2025       14,710,072  
  4,600,000    

Agile Group Holdings Ltd. (5 Year CMT Rate + 11.25%)

    8.38% (f)      12/04/2023       4,813,371  
  5,885,000    

Agile Group Holdings Ltd. (5 Year CMT Rate + 11.29%)

    7.88% (f)      07/31/2024       6,082,750  
  10,000,000    

Air Canada Class C Pass Through Trust

    10.50% (b)      07/15/2026       12,250,000  
  16,100,000    

Alpha Holdings S.A.

    10.00%       12/19/2022       13,030,857  
  400,000    

Alpha Holdings S.A.

    10.00% (b)      12/19/2022       323,748  
  6,300,000    

Alpha Holdings S.A.

    9.00%       02/10/2025       4,599,000  
  12,950,000    

Alpha Holdings S.A.

    9.00% (b)      02/10/2025       9,453,500  
  1,900,000    

Amaggi Luxembourg International SARL

    5.25% (b)(h)      01/28/2028       1,950,359  
  6,000,000    

AMS AG

    7.00% (b)(h)      07/31/2025       6,440,625  
  5,600,000    

Atento Luxco S.A.

    8.00% (b)      02/10/2026       5,885,647  
  9,810,000    

Banco de Galicia y Buenos Aires S.A. (5 Year CMT Rate + 7.16%)

    8.25%       07/19/2026       8,726,191  
  6,000,000    

Banco do Brasil S.A. (10 Year CMT Rate + 6.36%)

    9.00% (f)(h)      06/18/2024       6,565,380  
  16,900,000    

Banco do Estado do Rio Grande do Sul SA (5 Year CMT Rate + 4.93%)

    5.38% (b)(h)      01/28/2031       16,605,010  
  2,635,000    

Banco GNB Sudameris S.A. (5 Year CMT Rate + 4.56%)

    6.50%       04/03/2027       2,685,987  
  2,800,000    

Banco Industrial S.A. (5 Year CMT Rate + 4.44%)

    4.88% (b)(h)      01/29/2031       2,888,886  
  12,550,000    

Banco Macro S.A. (5 Year Swap Rate USD + 5.46%)

    6.75%       11/04/2026       10,102,875  
  11,500,000    

Banco Macro S.A. (5 Year Swap Rate USD + 5.46%)

    6.75% (b)      11/04/2026       9,257,615  
  3,000,000    

Banco Mercantil del Norte S.A. (10 Year CMT Rate + 5.35%)

    7.63% (f)(h)      01/10/2028       3,293,145  
  8,209,000    

Banco Mercantil del Norte S.A. (10 Year CMT Rate + 5.47%)

    7.50% (f)(h)      06/27/2029       8,998,501  
  12,000,000    

Braskem Finance Company (5 Year CMT Rate + 8.22%)

    8.50% (b)(h)      01/23/2081       13,620,720  
  16,850,000    

Braskem Idesa S.A.P.I.

    7.45% (b)(h)      11/15/2029       16,765,750  
  9,145,000    

Braskem Idesa S.A.P.I.

    7.45% (h)      11/15/2029       9,099,275  
  3,476,000    

C10 Capital SPV Ltd. (3 Month LIBOR USD + 4.71%)

    4.91% (f)      06/30/2021       3,512,498  
  10,450,000    

C5 Capital Ltd. (3 Month LIBOR USD + 4.28%)

    4.48% (f)      06/30/2021       10,084,250  
  1,958,000    

Calfrac Holdings LP

    10.88% (b)(e)      03/15/2026       1,478,290  
  10,050,000    

Central China Real Estate Ltd.

    7.25%       07/16/2024       8,743,500  
  16,000,000    

Central China Real Estate Ltd.

    7.25%       08/13/2024       13,879,036  
  18,230,000    

CFG Investment S.A.C.

    9.75% (e)      07/30/2019       13,034,450  
  23,750,000    

Cia General de Combustibles S.A.

    9.50% (b)      03/08/2025       17,693,750  
  2,800,000    

Connect Finco LLC

    6.75% (b)(h)      10/01/2026       2,985,612  
 

 

       
14   DoubleLine Income Solutions Fund    The accompanying notes are an integral part of these financial statements.


Table of Contents
   

(Unaudited)

March 31, 2021

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
  9,400,000    

Credito Real S.A.B. de C.V. (5 Year CMT Rate + 7.03%)

    9.13% (b)(f)      11/29/2022       8,446,605  
  26,961,000    

Credito Real S.A.B. de C.V. (5 Year CMT Rate + 7.03%)

    9.13% (f)      11/29/2022       24,226,481  
  13,104,000    

Credivalores-Crediservicios S.A.

    9.75%       07/27/2022       12,538,038  
  4,406,000    

Credivalores-Crediservicios S.A.

    8.88%       02/07/2025       3,810,331  
  12,550,000    

Credivalores-Crediservicios S.A.

    8.88% (b)      02/07/2025       10,853,303  
  25,700,000    

CSN Islands Corporation

    7.00% (f)(h)      06/23/2021       25,815,136  
  3,931,846    

Digicel Group Ltd. (7.00% PIK)

    8.50% (b)(f)      04/16/2021       2,888,727  
  15,400,708    

Digicel Group Ltd. (5.00% + 3.00% PIK or 8.00% PIK)

    8.50% (b)      04/01/2025       12,731,226  
  19,000,000    

Docuformas SAPI de C.V.

    10.25% (b)      07/24/2024       18,848,000  
  7,600,000    

Docuformas SAPI de C.V.

    10.25%       07/24/2024       7,539,200  
  19,474,000    

Empresa Electrica Guacolda S.A.

    4.56% (h)      04/30/2025       16,396,906  
  20,950,000    

FS Luxembourg SARL

    10.00% (b)(h)      12/15/2025       23,106,279  
  13,447,000    

Garda World Security Corporation

    8.75% (b)      05/15/2025       14,110,811  
  14,000,000    

Geopark Ltd.

    5.50% (h)      01/17/2027       14,230,300  
  3,660,000    

GFL Environmental, Inc.

    8.50% (b)(h)      05/01/2027       4,037,437  
  10,000,000    

Gilex Holding SARL

    8.50% (b)(h)      05/02/2023       10,393,000  
  7,800,000    

Gilex Holding SARL

    8.50%       05/02/2023       8,106,540  
  14,000,000    

Gran Tierra Energy International Holdings Ltd.

    6.25%       02/15/2025       11,630,990  
  9,000,000    

Gran Tierra Energy, Inc.

    7.75%       05/23/2027       7,317,000  
  21,000,000    

Gran Tierra Energy, Inc.

    7.75% (b)      05/23/2027       17,073,000  
  24,568,282    

Grupo Idesa S.A. de C.V. (10.38% PIK)

    10.13% (b)      05/22/2026       14,863,810  
  1,200,000    

Guara Norte SARL

    5.20% (b)      06/15/2034       1,178,730  
  6,200,000    

Indika Energy Capital IV Pte Ltd.

    8.25% (b)      10/22/2025       6,551,850  
  19,511,000    

Instituto Costarricense de Electricidad

    6.38% (h)      05/15/2043       16,535,573  
  15,000,000    

Instituto Costarricense de Electricidad

    6.38% (b)      05/15/2043       12,712,500  
  3,300,000    

Intelsat Jackson Holdings S.A.

    8.50% (b)(e)      10/15/2024       2,076,937  
  7,715,000    

Intelsat Jackson Holdings S.A.

    9.75% (b)(e)      07/15/2025       4,776,356  
  5,925,566    

Invepar Holdings

    0.00% (a)(e)      12/30/2028       253,389  
  19,600,000    

Itau Unibanco Holding S.A. (5 Year CMT Rate + 3.22%)

    4.63% (f)      02/27/2025       18,388,720  
  9,100,000    

Itau Unibanco Holding S.A. (5 Year CMT Rate + 3.98%)

    6.13% (f)      12/12/2022       9,122,750  
  26,500,000    

Kosmos Energy Ltd.

    7.13%       04/04/2026       25,759,060  
  3,100,000    

LMIRT Capital Pte Ltd.

    7.25%       06/19/2024       3,184,117  
  1,000,000    

Medco Bell Pte Ltd.

    6.38%       01/30/2027       1,006,900  
  10,000,000    

Medco Bell Pte Ltd.

    6.38% (b)      01/30/2027       10,069,000  
  6,000,000    

Medco Oak Tree Pte Ltd.

    7.38%       05/14/2026       6,413,400  
  1,900,000    

Metinvest B.V.

    8.50%       04/23/2026       2,126,461  
  11,654,000    

Metinvest B.V.

    7.75%       10/17/2029       12,403,469  
  7,500,000    

Metinvest B.V.

    7.75% (b)(h)      10/17/2029       7,982,325  
  22,000,000    

Oi S.A. (10.00% or 8.00% + 4.00% PIK)

    10.00%       07/27/2025       23,265,000  
  18,735,000    

Operadora de Servicios Mega S.A. de C.V.

    8.25% (b)(h)      02/11/2025       18,937,900  
  7,665,000    

Operadora de Servicios Mega S.A. de C.V.

    8.25%       02/11/2025       7,748,012  
  13,600,000    

Pampa Energia S.A.

    7.50%       01/24/2027       11,111,200  
  5,000,000    

Pampa Energia S.A.

    7.50% (b)      01/24/2027       4,085,000  
  5,000,000    

Pampa Energia S.A.

    9.13% (b)      04/15/2029       4,200,000  
  11,000,000    

Pampa Energia S.A.

    9.13%       04/15/2029       9,240,000  
  33,000,000    

Peru LNG SRL

    5.38%       03/22/2030       29,673,105  
  4,720,000    

Pesquera Exalmar S.A.A.

    8.00%       01/25/2025       4,696,400  
  1,118,000    

Petra Diamonds PLC (10.50% PIK)

    10.50% (b)      03/08/2026       1,090,050  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
  11,000,000    

Rio Energy S.A.

    6.88%       02/01/2025       7,443,315  
  9,000,000    

Rio Energy S.A.

    6.88% (b)      02/01/2025       6,089,985  
  2,200,000    

RKI Overseas Finance

    7.00% (f)      06/23/2022       2,013,000  
  19,296,000    

RKP Overseas Finance

    7.95% (f)      02/17/2022       18,958,320  
  8,810,000    

RKPF Overseas, Ltd. (5 Year CMT Rate + 6.00%)

    7.75% (f)      11/18/2024       8,638,205  
  19,350,000    

Ronshine China Holdings Ltd.

    7.35%       12/15/2023       18,382,500  
  2,650,000    

Ronshine China Holdings Ltd.

    6.75%       08/05/2024       2,451,077  
  21,119,000    

Sappi Papier Holding GMBH

    7.50% (b)      06/15/2032       23,019,710  
  7,500,000    

Sappi Papier Holding GMBH

    7.50%       06/15/2032       8,175,000  
  5,000,000    

Simpar Europe S.A.

    5.20% (b)(h)      01/26/2031       4,907,700  
  23,467,953    

Stoneway Capital Corporation

    10.00% (e)      03/01/2027       8,917,822  
  17,200,000    

TBLA International Pte Ltd.

    7.00%       01/24/2023       14,749,000  
  2,500,000    

Telecom Argentina S.A.

    8.50% (b)      08/06/2025       2,275,000  
  14,835,000    

Telecom Argentina S.A.

    8.50%       08/06/2025       13,499,850  
  16,000,000    

Telecommunications Services of Trinidad & Tobago Ltd.

    8.88%       10/18/2029       16,790,400  
  5,035,000    

Tervita Corporation

    11.00% (b)      12/01/2025       5,727,312  
  3,600,000    

Theta Capital Pte Ltd.

    8.13% (h)      01/22/2025       3,689,656  
  5,700,000    

Theta Capital Pte Ltd.

    6.75% (h)      10/31/2026       5,506,713  
  2,000,000    

TMB Bank PCL (5 Year CMT Rate + 3.26%)

    4.90% (f)      12/02/2024       2,006,125  
  20,400,000    

TV Azteca S.A.

    8.25%       08/09/2024       10,200,000  
  5,400,000    

UEP Penonome S.A.

    6.50% (b)      10/01/2038       5,464,206  
  6,500,000    

Unifin Financiera S.A.B. de C.V.

    8.38%       01/27/2028       6,321,185  
  11,000,000    

Unifin Financiera S.A.B. de C.V. (5 Year CMT Rate + 6.31%)

    8.88% (b)(f)      01/29/2025       9,067,960  
  24,000,000    

Unifin Financiera S.A.B. de C.V. (5 Year CMT Rate + 6.31%)

    8.88% (f)      01/29/2025       19,784,640  
  6,000,000    

Unigel Luxembourg S.A.

    8.75%       10/01/2026       6,487,890  
  28,000,000    

Unigel Luxembourg S.A.

    8.75% (b)(h)      10/01/2026       30,276,820  
  13,000,000    

Vedanta Resources Finance PLC

    9.25% (b)(h)      04/23/2026       11,000,860  
  20,000,000    

Vedanta Resources Finance PLC

    9.25%       04/23/2026       16,924,400  
  5,000,000    

Vedanta Resources Ltd.

    7.13%       05/31/2023       4,464,025  
  7,000,000    

Vedanta Resources Ltd.

    6.13%       08/09/2024       5,644,485  
  6,200,000    

Walnut Bidco PLC

    9.13%       08/01/2024       6,620,050  
  10,000,000    

YPF Energia Electrica S.A.

    10.00% (b)      07/25/2026       8,182,500  
  8,300,000    

YPF S.A.

    8.50%       07/28/2025       5,821,662  
  5,000,000    

YPF S.A.

    8.50%       06/27/2029       3,208,100  
  850,000    

YPF S.A.

    8.50% (b)      06/27/2029       545,377  
  20,807,000    

YPF S.A.

    7.00%       12/15/2047       11,833,981  
  12,000,000    

Yuzhou Properties Company Ltd.

    8.30%       05/27/2025       10,348,985  
  10,700,000    

Yuzhou Properties Company Ltd.

    7.38%       01/13/2026       9,254,894  
       

 

 

 
  Total Foreign Corporate Bonds
(Cost $1,252,816,835)

 

    1,197,929,723  
     

 

 

 
 

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   |   March 31, 2021   15
    


Table of Contents

Schedule of Investments  DoubleLine Income Solutions Fund  (Cont.)

   

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 
FOREIGN GOVERNMENT BONDS, FOREIGN AGENCIES AND FOREIGN
GOVERNMENT SPONSORED CORPORATIONS 0.5%
 
 
  3,600,000    

Dominican Republic International Bond

    5.30% (b)      01/21/2041       3,550,500  
  1,890,000    

Ecuador Government International Bond

    0.50% (b)(g)      07/31/2030       1,110,394  
  753,700    

Ecuador Government International Bond

    0.00% (b)      07/31/2030       305,256  
  4,953,000    

Ecuador Government International Bond

    0.50% (b)(g)      07/31/2035       2,253,665  
  2,270,000    

Ecuador Government International Bond

    0.50% (b)(g)      07/31/2040       981,798  
  900,000    

Ukraine Government International Bond

    7.25%       03/15/2033       897,709  
       

 

 

 
  Total Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations
(Cost $10,961,041)

 

    9,099,322  
     

 

 

 
  NON-AGENCY COMMERCIAL MORTGAGE BACKED OBLIGATIONS 15.6%  
 

Alen Mortgage Trust,

 

  13,000,000    

Series 2021-ACEN-F (1 Month LIBOR USD + 5.00%, 5.00% Floor)

    5.11% (b)      04/15/2034       13,086,921  
 

Atrium Hotel Portfolio Trust,

 

  10,000,000    

Series 2018-ATRM-E (1 Month LIBOR USD + 3.40%, 3.40% Floor)

    3.51% (b)      06/15/2035       9,697,208  
 

Beast Mortgage Trust,

 

  6,325,000    

Series 2021-1818-G (1 Month LIBOR USD + 6.00%, 6.25% Floor)

    6.25% (b)      03/15/2036       6,337,764  
 

Benchmark Mortgage Trust,

 

  121,775,000    

Series 2020-B18-AGNX

    0.47% (b)(i)(j)      07/15/2053       2,423,712  
 

BFLD,

 

  1,250,000    

Series 2019-DPLO-F (1 Month LIBOR USD + 2.54%, 2.54% Floor)

    2.65% (b)      10/15/2034       1,222,551  
 

BX Trust,

 

  4,250,000    

Series 2017-APPL-F (1 Month LIBOR USD + 4.25%, 4.25% Floor)

    4.36% (b)      07/15/2034       4,255,883  
  350,000    

Series 2018-GW-G (1 Month LIBOR USD + 2.92%, 2.92% Floor)

    3.03% (b)      05/15/2035       347,771  
 

Cantor Commercial Real Estate Lending,

 

  10,200,000    

Series 2019-CF2-SWX1

    1.28% (b)(i)(j)      11/15/2052       938,414  
  12,080,000    

Series 2019-CF2-SWX2

    1.01% (b)(i)(j)      11/15/2052       849,209  
 

Carbon Capital Commercial Mortgage Trust,

 

  15,292,000    

Series 2019-FL2-B (1 Month LIBOR USD + 2.85%, 2.85% Floor)

    2.96% (b)      10/15/2035       14,622,360  
 

CF Trust,

 

  1,430,000    

Series 2019-MF1-F (1 Month LIBOR USD + 2.95%, 3.95% Floor)

    3.95% (b)      08/21/2032       1,435,274  
 

Citigroup Commercial Mortgage Trust,

 

  30,524,109    

Series 2014-GC25-XG

    1.23% (b)(i)(j)      10/10/2047       1,035,958  
  4,484,000    

Series 2015-GC27-D

    4.42% (b)(i)      02/10/2048       4,370,052  
 

Commercial Mortgage Pass-Through Certificates,

 

  3,929,315    

Series 2014-UBS4-F

    3.75% (a)(b)      08/10/2047       783,356  
  7,054,838    

Series 2014-UBS4-G

    3.75% (a)(b)      08/10/2047       525,705  
  14,000    

Series 2014-UBS4-V

    0.00% (a)(b)(i)      08/10/2047       1  
  18,438,000    

Series 2015-CR26-XD

    1.23% (b)(i)(j)      10/10/2048       909,126  
 

Exantas Capital Corporation,

 

  6,000,000    

Series 2020-RSO8-E (1 Month LIBOR USD + 2.80%, 2.80% Floor)

    2.91% (b)      03/15/2035       5,933,970  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

FREMF Mortgage Trust,

     
  3,505,144    

Series 2016-KF13-B (1 Month LIBOR USD + 7.50%)

    7.62% (b)      11/25/2025       3,625,777  
  537,915    

Series 2016-KF15-B (1 Month LIBOR USD + 7.68%)

    7.80% (b)      02/25/2023       547,284  
  1,984,389    

Series 2016-KF16-B (1 Month LIBOR USD + 6.64%)

    6.76% (b)      03/25/2026       2,013,140  
  788,367    

Series 2016-KF17-B (1 Month LIBOR USD + 5.84%, 5.84% Floor)

    5.96% (b)      04/25/2023       786,715  
  3,358,354    

Series 2016-KF23-B (1 Month LIBOR USD + 5.15%)

    5.27% (b)      09/25/2023       3,333,491  
  4,097,797    

Series 2016-KSW1-B (1 Month LIBOR USD + 5.95%)

    6.07% (b)      02/25/2026       4,176,115  
  3,119,093    

Series 2017-KF27-B (1 Month LIBOR USD + 4.35%, 4.35% Floor)

    4.47% (b)      12/25/2026       3,116,195  
 

Great Wolf Trust,

 

  40,000,000    

Series 2019-WOLF-F (1 Month LIBOR USD + 3.13%, 3.13% Floor)

    3.24% (b)      12/15/2036       38,365,344  
 

GS Mortgage Securities Corporation,

 

  2,730,000    

Series 2014-GC20-E

    4.46% (a)(b)(i)      04/10/2047       144,963  
  65,010,362    

Series 2014-GC20-XD

    1.29% (b)(i)(j)      04/10/2047       2,482,115  
 

Hawaii Hotel Trust,

     
  10,000,000    

Series 2019-MAUI-F (1 Month LIBOR USD + 2.75%, 2.75% Floor)

    2.86% (b)      05/15/2038       9,916,344  
 

Hilton USA Trust,

     
  5,000,000    

Series 2016-SFP-E

    5.52% (b)      11/05/2035       5,048,727  
 

HPLY Trust,

     
  16,270,694    

Series 2019-HIT-G (1 Month LIBOR USD + 3.90%, 3.90% Floor)

    4.01% (b)      11/15/2036       14,824,522  
 

JPMBB Commercial Mortgage Securities Trust,

 

  44,694,919    

Series 2013-C14-XC

    1.10% (b)(i)(j)      08/15/2046       1,101,810  
  14,113,175    

Series 2014-C19-E

    4.00% (a)(b)(i)      04/15/2047       10,520,771  
  7,840,900    

Series 2014-C19-F

    3.75% (a)(b)(i)      04/15/2047       4,235,108  
  21,436,732    

Series 2014-C19-NR

    3.75% (a)(b)(i)      04/15/2047       2,789,995  
  47,829,582    

Series 2014-C21-XD

    0.75% (b)(i)(j)      08/15/2047       1,185,475  
  5,000,000    

Series 2015-C27-E

    2.81% (a)(b)(i)      02/15/2048       3,639,668  
  24,531,000    

Series 2015-C27-XE

    1.55% (b)(i)(j)      02/15/2048       1,224,303  
  2,600,000    

Series 2019-MFP-F (1 Month LIBOR USD + 3.00%, 3.00% Floor)

    3.11% (b)      07/15/2036       2,560,600  
 

LSTAR Commercial Mortgage Trust,

 

  2,379,000    

Series 2017-5-C

    4.87% (b)(i)      03/10/2050       2,351,503  
 

MBRT,

     
  21,581,000    

Series 2019-MBR-G (1 Month LIBOR USD + 2.90%, 2.90% Floor)

    3.01% (b)      11/15/2036       20,124,356  
 

Morgan Stanley Capital Barclays Bank Trust,

 

  2,050,000    

Series 2016-MART-D

    3.31% (b)      09/13/2031       2,028,365  
 

Morgan Stanley Capital Trust,

 

  8,000,000    

Series 2007-IQ15-C

    6.16% (b)(i)      06/11/2049       7,638,970  
  11,453,000    

Series 2017-ASHF-G (1 Month LIBOR USD + 6.90%, 6.90% Floor)

    7.01% (b)      11/15/2034       9,773,269  
  3,357,000    

Series 2019-PLND-F (1 Month LIBOR USD + 2.80%, 2.80% Floor)

    2.91% (b)      05/15/2036       2,897,023  
  13,000,000    

Series 2019-PLND-G (1 Month LIBOR USD + 3.65%, 3.65% Floor)

    3.76% (b)      05/15/2036       10,249,586  
 

Motel 6 Trust,

     
  8,009,232    

Series 2017-MTL6-F (1 Month LIBOR USD + 4.25%, 4.25% Floor)

    4.36% (b)      08/15/2034       8,055,140  
 

UBS Commercial Mortgage Trust,

 

  7,458,000    

Series 2017-C6-D

    2.50% (b)(i)      12/15/2050       6,237,191  
 

 

       
16   DoubleLine Income Solutions Fund    The accompanying notes are an integral part of these financial statements.


Table of Contents
   

(Unaudited)

March 31, 2021

 

PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
 

UBS Commercial Mortgage Trust,

 

  1,876,000    

Series 2018-NYCH-G (1 Month LIBOR USD + 4.84%, 4.84% Floor)

    4.94% (b)      02/15/2032       1,648,121  
 

Wells Fargo Commercial Mortgage Trust,

 

  4,870,000    

Series 2014-LC16-E

    3.25% (a)(b)      08/15/2050       631,956  
  4,870,000    

Series 2014-LC16-XC

    1.55% (b)(i)(j)      08/15/2050       213,472  
  12,170,989    

Series 2014-LC16-XD

    1.55% (b)(i)(j)      08/15/2050       525,832  
  18,361,980    

Series 2015-C29-E

    4.21% (a)(b)(i)      06/15/2048       15,310,476  
  9,180,600    

Series 2015-C29-F

    4.21% (a)(b)(i)      06/15/2048       5,687,474  
  39,018,814    

Series 2015-C29-G

    4.21% (a)(b)(i)      06/15/2048       7,406,941  
  23,520,000    

Series 2016-LC24-XEF

    1.77% (b)(i)(j)      10/15/2049       1,890,937  
  78,851,866    

Series 2014-LC14-XC

    1.73% (b)(i)(j)      03/15/2047       3,818,181  
       

 

 

 
  Total Non-Agency Commercial Mortgage Backed Obligations
(Cost $325,717,594)

 

    290,902,490  
     

 

 

 
 
NON-AGENCY RESIDENTIAL COLLATERALIZED MORTGAGE
OBLIGATIONS 0.1%
 
 
 

Wachovia Mortgage Loan Trust,

 

  1,601,914    

Series 2007-A-4A1

    2.72% (i)      03/20/2037       1,454,227  
       

 

 

 
  Total Non-Agency Residential Collateralized Mortgage Obligations
(Cost $1,541,842)

 

    1,454,227  
     

 

 

 
  US CORPORATE BONDS 25.1%  
  15,310,000    

Air Methods Corporation

    8.00% (b)(h)      05/15/2025       14,429,675  
  3,770,000    

Allied Universal Holding Company

    9.75% (b)(h)      07/15/2027       4,143,004  
  3,850,000    

American Airlines, Inc.

    5.75% (b)      04/20/2029       4,099,865  
  1,695,000    

Arconic Corporation

    6.13% (b)(h)      02/15/2028       1,808,353  
  11,036,000    

AssuredPartners, Inc.

    7.00% (b)(h)      08/15/2025       11,441,187  
  2,665,000    

Avaya, Inc.

    6.13% (b)(h)      09/15/2028       2,834,068  
  750,000    

Boxer Parent Company, Inc.

    7.13% (b)(h)      10/02/2025       805,455  
  1,700,000    

Cablevision Lightpath LLC

    5.63% (b)      09/15/2028       1,728,177  
  5,430,000    

Carnival Corporation

    11.50% (b)(h)      04/01/2023       6,232,038  
  5,800,000    

Carnival Corporation

    7.63% (b)(h)      03/01/2026       6,238,190  
  8,280,000    

Castle US Holding Corporation

    9.50% (b)      02/15/2028       8,461,125  
  6,450,000    

Cengage Learning, Inc.

    9.50% (b)(h)      06/15/2024       6,583,031  
  1,680,000    

CHS/Community Health Systems, Inc.

    6.00% (b)      01/15/2029       1,778,700  
  1,200,000    

Clarios Global LP

    6.75% (b)(h)      05/15/2025       1,285,524  
  5,100,000    

CommScope Technologies LLC

    5.00% (b)(h)      03/15/2027       5,061,775  
  3,815,000    

Constellation Merger Sub, Inc.

    8.50% (b)(h)      09/15/2025       3,609,543  
  10,160,000    

CSI Compressco LP

    7.50% (b)(h)      04/01/2025       10,344,150  
  4,130,000    

Dealer Tire LLC

    8.00% (b)(h)      02/01/2028       4,367,475  
  1,320,000    

Delta Air Lines, Inc.

    7.00% (b)      05/01/2025       1,521,678  
  3,975,000    

EES Finance Corporation

    8.13% (h)      05/01/2025       3,671,489  
  15,745,000    

Embarq Corporation

    8.00% (h)      06/01/2036       18,161,228  
  3,080,000    

Endo Finance LLC

    6.13% (b)(h)      04/01/2029       3,110,800  
  1,550,000    

Envision Healthcare Corporation

    8.75% (b)      10/15/2026       1,152,518  
  8,335,000    

Ferrellgas Escrow LLC

    5.88% (b)      04/01/2029       8,238,106  
  3,660,000    

Flex Acquisition Company, Inc.

    6.88% (b)(h)      01/15/2025       3,724,782  
  1,255,000    

Flex Acquisition Company, Inc.

    7.88% (b)(h)      07/15/2026       1,319,319  
  20,000,000    

Flexential Intermediate Corporation

    11.25% (b)      08/01/2024       21,512,500  
  1,710,000    

Front Range BidCo, Inc.

    6.13% (b)(h)      03/01/2028       1,757,829  
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
  1,375,000    

Frontier Communications Corporation

    5.88% (b)(h)      10/15/2027       1,460,078  
  2,625,000    

Full House Resorts, Inc.

    8.25% (b)(h)      02/15/2028       2,802,975  
  13,765,000    

Gogo Intermeidate Holdings LLC

    9.88% (b)(h)      05/01/2024       14,513,472  
  10,000,000    

GTT Communications, Inc.

    7.88% (b)      12/31/2024       1,687,500  
  6,405,000    

Hexion, Inc.

    7.88% (b)(h)      07/15/2027       6,898,986  
  5,759,000    

Hillman Group, Inc.

    6.38% (b)(h)      07/15/2022       5,769,798  
  4,247,000    

Illuminate Buyer LLC

    9.00% (b)(h)      07/01/2028       4,784,458  
  4,000,000    

IRB Holding Corporation

    7.00% (b)(h)      06/15/2025       4,312,900  
  2,833,016    

JetBlue Pass Through Trust - Class B

    8.00%       11/15/2027       3,243,713  
  765,000    

LD Holdings Group LLC

    6.50% (b)(h)      11/01/2025       803,250  
  775,000    

LD Holdings Group LLC

    6.13% (b)(h)      04/01/2028       786,547  
  4,820,000    

Lions Gate Capital Holdings LLC

    5.50% (b)      04/15/2029       4,832,580  
  5,000,000    

Live Nation Entertainment, Inc.

    5.63% (b)(h)      03/15/2026       5,200,500  
  790,000    

Live Nation Entertainment, Inc.

    6.50% (b)(h)      05/15/2027       877,911  
  2,780,000    

Logan Merger Sub, Inc.

    5.50% (b)(h)      09/01/2027       2,913,801  
  3,960,000    

LSF9 Atlantis Holdings LLC

    7.75% (b)      02/15/2026       4,062,287  
  3,615,000    

Matterhorn Merger Sub LLC

    8.50% (b)      06/01/2026       3,710,888  
  2,135,000    

Mileage Plus Holdings LLC

    6.50% (b)      06/20/2027       2,343,162  
  5,425,000    

Moss Creek Resources Holdings, Inc.

    7.50% (b)      01/15/2026       4,378,382  
  1,175,000    

NESCO Holdings II, Inc.

    5.50% (b)      04/15/2029       1,206,784  
  11,420,000    

NGL Energy Operating LLC

    7.50% (b)(h)      02/01/2026       11,755,462  
  1,295,000    

NGL Energy Partners LP

    7.50% (h)      04/15/2026       1,106,416  
  7,804,000    

OPE KAG Finance Sub, Inc.

    7.88% (b)(h)      07/31/2023       7,804,000  
  5,819,000    

Ortho-Clinical Diagnostics, Inc.

    7.25% (b)(h)      02/01/2028       6,386,556  
  6,440,000    

Panther BF Aggregator LP

    8.50% (b)(h)      05/15/2027       6,941,676  
  7,455,000    

Par Petroleum Finance Corporation

    7.75% (b)      12/15/2025       7,576,144  
  2,685,000    

Peabody Energy Corporation (6.00% + 2.50% PIK)

    8.50% (b)      12/31/2024       1,127,700  
  3,029,000    

PIC AU Holdings LLC

    10.00% (b)      12/31/2024       2,794,252  
  6,925,000    

PowerTeam Services LLC

    9.03% (b)(h)      12/04/2025       7,652,125  
  1,000,000    

Presidio Holdings, Inc.

    8.25% (b)(h)      02/01/2028       1,090,625  
  1,385,000    

Providence Service Corporation

    5.88% (b)(h)      11/15/2025       1,460,309  
  13,815,470    

Pyxus Holdings, Inc.

    10.00%       08/24/2024       12,813,848  
  9,880,000    

Radiology Partners, Inc.

    9.25% (b)(h)      02/01/2028       10,781,550  
  10,050,000    

Realogy Group LLC

    5.75% (b)(h)      01/15/2029       9,924,375  
  3,915,000    

Rent-A-Center, Inc.

    6.38% (b)(h)      02/15/2029       4,159,687  
  200,000    

Sabre Global, Inc.

    9.25% (b)(h)      04/15/2025       238,750  
  6,630,000    

Sabre Global, Inc.

    7.38% (b)(h)      09/01/2025       7,245,264  
  4,220,000    

SEG Holding LLC

    5.63% (b)(h)      10/15/2028       4,425,725  
  9,970,000    

Solera Finance, Inc.

    10.50% (b)(h)      03/01/2024       10,312,470  
  10,296,000    

SunCoke Energy Partners Finance Corporation

    7.50% (b)(h)      06/15/2025       10,714,275  
  1,500,000    

Tallgrass Energy Partners LP

    7.50% (b)(h)      10/01/2025       1,617,338  
  8,145,000    

Team Health Holdings, Inc.

    6.38% (b)      02/01/2025       7,217,936  
  5,975,000    

Townsquare Media, Inc.

    6.88% (b)(h)      02/01/2026       6,374,578  
  1,095,000    

TransDigm, Inc.

    8.00% (b)(h)      12/15/2025       1,193,550  
  3,000,000    

Trident TPI Holdings, Inc.

    9.25% (b)(h)      08/01/2024       3,202,500  
  7,709,000    

Trident TPI Holdings, Inc.

    6.63% (b)(h)      11/01/2025       7,872,007  
  5,070,000    

Triton Water Holdings, Inc.

    6.25% (b)      04/01/2029       5,174,569  
  1,285,000    

Triumph Group, Inc.

    6.25% (b)(h)      09/15/2024       1,308,708  
  10,280,000    

Triumph Group, Inc.

    7.75% (h)      08/15/2025       10,357,100  
  8,375,000    

Uber Technologies, Inc.

    8.00% (b)(h)      11/01/2026       9,081,641  
  5,525,000    

Uber Technologies, Inc.

    7.50% (b)(h)      09/15/2027       6,109,715  
  2,500,000    

Unisys Corporation

    6.88% (b)(h)      11/01/2027       2,743,750  
 

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   |   March 31, 2021   17
    


Table of Contents

Schedule of Investments  DoubleLine Income Solutions Fund  (Cont.)

   

 

    
PRINCIPAL
AMOUNT $
    SECURITY DESCRIPTION   RATE     MATURITY     VALUE $  
  9,485,000    

United Natural Foods, Inc.

    6.75% (b)(h)      10/15/2028       10,148,950  
  5,005,000    

Univision Communications, Inc.

    6.63% (b)(h)      06/01/2027       5,354,349  
  625,862    

US Airways

    6.75%       06/03/2021       626,653  
  2,585,000    

Valeant Pharmaceuticals International, Inc.

    8.50% (b)(h)      01/31/2027       2,871,392  
  2,995,000    

Viking Cruises Ltd.

    13.00% (b)      05/15/2025       3,526,613  
  6,386,000    

Vine Oil & Gas Finance Corporation

    8.75% (b)      04/15/2023       6,829,827  
  706,000    

Weatherford International Ltd.

    11.00% (b)(h)      12/01/2024       679,084  
  5,442,000    

Wolverine Escrow LLC

    9.00% (b)      11/15/2026       5,447,034  
  6,210,000    

XHR LP

    6.38% (b)(h)      08/15/2025       6,570,956  
       

 

 

 
  Total US Corporate Bonds
(Cost $457,616,358)

 

    466,631,015  
     

 

 

 
  US GOVERNMENT AND AGENCY MORTGAGE BACKED OBLIGATIONS 3.8%  
 

Federal Home Loan Mortgage Corporation,

 

  7,307,156    

Series 3631-SJ (-1 x 1 Month LIBOR USD + 6.24%, 6.24% Cap)

    6.13% (j)(k)      02/15/2040       1,429,436  
  3,607,376    

Series 3770-SP (-1 x 1 Month LIBOR USD + 6.50%, 6.50% Cap)

    6.39% (j)(k)      11/15/2040       345,387  
  17,815,681    

Series 3980-SX (-1 x 1 Month LIBOR USD + 6.50%, 6.50% Cap)

    6.39% (j)(k)      01/15/2042       3,968,039  
 

Federal National Mortgage Association,

 

  3,764,261    

Series 2006-83-SH (-1 x 1 Month LIBOR USD + 6.56%, 6.56% Cap)

    6.45% (j)(k)      09/25/2036       676,326  
  13,454,326    

Series 2010-123-SK (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap)

    5.94% (j)(k)      11/25/2040       2,788,348  
  10,852,138    

Series 2012-60-SN (-1 x 1 Month LIBOR USD + 6.60%, 6.60% Cap)

    6.49% (j)(k)      06/25/2042       2,290,324  
  17,055,814    

Series 2019-46-SG (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.99% (j)(k)      08/25/2049       3,107,712  
 

Government National Mortgage Association,

 

  7,705,887    

TBA

    3.64% (d)(j)(q)      09/20/2050       722,789  
  15,045,039    

Series 2011-128-TS (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap)

    5.94% (j)(k)      05/16/2041       2,868,576  
  47,648,825    

Series 2015-64-SG (-1 x 1 Month LIBOR USD + 5.60%, 5.60% Cap)

    5.49% (j)(k)      05/20/2045       8,769,676  
  18,571,119    

Series 2017-139-SA (-1 x 1 Month LIBOR USD + 6.20%, 6.20% Cap)

    6.09% (j)(k)      08/20/2047       4,016,010  
  11,272,133    

Series 2018-145-IA

    4.00% (j)      10/20/2045       995,483  
  34,107,045    

Series 2019-22-SD (-1 x 1 Month LIBOR USD + 6.05%, 6.05% Cap)

    5.94% (j)(k)      12/16/2043       6,713,808  
  27,680,701    

Series 2019-61-NS (-1 x 1 Month LIBOR USD + 6.10%, 6.10% Cap)

    5.99% (j)(k)      02/20/2049       5,486,927  
  24,635,482    

Series 2020-146-SH (-1 x 1 Month LIBOR USD + 6.30%, 6.30% Cap)

    6.19% (j)(k)      10/20/2050       5,907,712  
  36,108,287    

Series 2020-47-SA (-1 x 1 Month LIBOR USD + 6.00%, 6.00% Cap)

    5.89% (j)(k)      05/20/2044       6,479,499  
  40,027,052    

Series 2020-47-SL (-1 x 1 Month LIBOR USD + 5.37%, 5.37% Cap)

    5.26% (j)(k)      07/20/2044       7,242,078  
  20,887,704    

Series 2020-61-SU (-1 x 1 Month LIBOR USD + 5.60%, 5.60% Cap)

    5.49% (j)(k)      07/16/2045       3,345,849  
PRINCIPAL
AMOUNT $/
SHARES
    SECURITY DESCRIPTION   RATE      MATURITY     VALUE $  
 

Government National Mortgage Association, (Cont.)

 

  53,616,266    

Series 2020-88-IO

    0.93% (i)(j)       04/16/2060       4,041,380  
        

 

 

 
  Total US Government and Agency Mortgage Backed Obligations
(Cost $78,094,548)

 

    71,195,359  
      

 

 

 
  COMMON STOCKS 1.6%  
  51,725    

ATD Holdings, Inc.(a) (l)

         1,887,963  
  288,460    

Calfrac Well Services, Ltd.(l)

         894,226  
  283,355    

Foresight Equity(a) (l)

         5,018,222  
  339,999    

Frontera Energy Corporation

         1,733,997  
  468,716    

Hexion Holdings Corporation(l)

         7,030,740  
  333,957    

Legacy Backstop(a) (l)

         5,089,505  
  26,458    

Legacy Notes(a) (l)

         403,220  
  183,948    

Longview Equity(a) (l)

         597,831  
  292,727    

McDermott International Ltd.(l)

         234,181  
  40,426,707    

Petra Diamonds Ltd.

         813,695  
  33,058    

Summit Midstream Partners LP(l)

         779,177  
  62,554    

Syncreon Group
B.V.(a) (l)

         3,096,400  
  337,661    

Tapstone Energy Holdings III LLC(a) (l)

         776,621  
  97,836    

Weatherford International PLC(l)

         1,246,430  
        

 

 

 
  Total Common Stocks
(Cost $74,735,310)

 

    29,602,208  
      

 

 

 
  Warrants 0.0%  
  4,944,181    

OAS S.A., Expiration 5/16/2039, Strike Price BRL 1.00(l)(a)

         1  
        

 

 

 
  Total Warrants (Cost $-)

 

    1  
        

 

 

 
  SHORT TERM INVESTMENTS 1.8%  
  10,921,738    

BlackRock Liquidity Funds FedFund - Institutional Shares

    0.04% (m)         10,921,738  
  10,921,487    

Fidelity Institutional Money Market Government Portfolio - Class I

    0.01% (m)         10,921,487  
  10,921,849    

Morgan Stanley Institutional Liquidity Funds Government Portfolio - Institutional Share Class

    0.03% (m)         10,921,849  
        

 

 

 
  Total Short Term Investments (Cost $32,765,074)

 

    32,765,074  
        

 

 

 
  Total Investments 138.5% (Cost $2,727,389,372)(n)

 

       2,577,326,223  
  Liabilities in Excess of Other Assets (38.5)%

 

    (717,094,719
        

 

 

 
  NET ASSETS 100.0%

 

     $ 1,860,231,504  
        

 

 

 
 

 

       
18   DoubleLine Income Solutions Fund    The accompanying notes are an integral part of these financial statements.


Table of Contents
   

(Unaudited)

March 31, 2021

 

 

SECURITY TYPE BREAKDOWN as a % of Net Assets:       

Foreign Corporate Bonds

         64.4%  

US Corporate Bonds

         25.1%  

Non-Agency Commercial Mortgage Backed Obligations

         15.6%  

Collateralized Loan Obligations

         13.0%  

Bank Loans

         10.5%  

US Government and Agency Mortgage Backed Obligations

         3.8%  

Asset Backed Obligations

         2.1%  

Short Term Investments

         1.8%  

Common Stocks

         1.6%  

Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations

         0.5%  

Non-Agency Residential Collateralized Mortgage Obligations

         0.1%  

Warrants

         0.0% (p) 

Other Assets and Liabilities

         (38.5)%  
      

 

 

 
         100.0%  
      

 

 

 

 

INVESTMENT BREAKDOWN as a % of Net Assets:       

Non-Agency Commercial Mortgage Backed Obligations

         15.6%  

Energy

         14.6%  

Collateralized Loan Obligations

         13.0%  

Finance

         10.5%  

Utilities

         9.0%  

Real Estate

         7.4%  

Telecommunications

         5.9%  

Banking

         5.3%  

Mining

         5.2%  

Chemical Products

         4.9%  

Technology

         4.1%  

US Government and Agency Mortgage Backed Obligations

         3.8%  

Media

         3.4%  

Healthcare

         3.1%  

Aerospace & Defense

         2.6%  

Commercial Services

         2.3%  

Consumer Products

         2.2%  

Building and Development (including Steel/Metals)

         2.2%  

Electronics/Electric

         2.2%  

Asset Backed Obligations

         2.1%  

Short Term Investments

         1.8%  

Pulp & Paper

         1.7%  

Business Equipment and Services

         1.6%  

Food Products

         1.5%  

Chemicals/Plastics

         1.5%  

Leisure

         1.4%  

Automotive

         1.3%  

Industrial Equipment

         1.0%  

Insurance

         1.0%  

Containers and Glass Products

         0.9%  

Transportation

         0.9%  

Beverage and Tobacco

         0.7%  
INVESTMENT BREAKDOWN as a % of Net Assets (cont.):

 

Environmental Control

         0.6%  

Food Service

         0.6%  

Pharmaceuticals

         0.5%  

Retailers (other than Food/Drug)

         0.5%  

Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations

         0.5%  

Financial Intermediaries

         0.4%  

Food/Drug Retailers

         0.2%  

Hotels/Motels/Inns and Casinos

         0.2%  

Cosmetics/Toiletries

         0.1%  

Non-Agency Residential Collateralized Mortgage Obligations

         0.1%  

Construction

         0.1%  

Other Assets and Liabilities

         (38.5)%  
      

 

 

 
         100.0%  
      

 

 

 

 

COUNTRY BREAKDOWN as a % of Net Assets:       

United States

         72.5%  

Mexico

         12.1%  

Brazil

         10.1%  

Argentina

         9.2%  

China

         4.8%  

Colombia

         4.6%  

Indonesia

         3.1%  

Peru

         2.5%  

Canada

         2.1%  

India

         2.0%  

South Africa

         1.8%  

Chile

         1.6%  

Hong Kong

         1.6%  

Dominican Republic

         1.6%  

Costa Rica

         1.6%  

Ghana

         1.4%  

Ukraine

         1.3%  

Trinidad And Tobago

         0.9%  

Jamaica

         0.8%  

Luxembourg

         0.6%  

Singapore

         0.4%  

Russia

         0.4%  

Austria

         0.3%  

United Kingdom

         0.3%  

Panama

         0.3%  

Ecuador

         0.2%  

Guatemala

         0.2%  

Thailand

         0.1%  

Ireland

         0.1%  

Netherlands

         0.0% (p) 

Other Assets and Liabilities

         (38.5)%  
      

 

 

 
         100.0%  
      

 

 

 
 
(a)

Value determined using significant unobservable inputs.

 

(b)

Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified institutional buyers.

 

(c)

The interest rate will step up if the issuer does not redeem the bond on or before a scheduled redemption date in accordance with the terms of the instrument. The interest rate shown is the rate in effect as of period end.

 

(d)

Coupon rate is variable or floats based on components including but not limited to reference rate and spread. These securities may not indicate a reference rate and/or spread in their description. The rate disclosed is as of period end.

 

(e)

Security is in default or has failed to make a scheduled payment. Income is not being accrued.

 

(f)

Perpetual Maturity

 

(g)

Step-up bond that pays an initial coupon rate for the first period and then a higher coupon rate for the following periods. The rate disclosed is as of the period end.

 

(h)

Security, or portion of security, is on loan as of period end pursuant to the Liquidity Agreement (see Note 9).

 

(i)

Coupon rate is variable based on the weighted average coupon of the underlying collateral. To the extent the weighted average coupon of the underlying assets which comprise the collateral increases or decreases, the coupon rate of this security will increase or decrease correspondingly. The rate disclosed is as of period the end.

 

(j)

Interest only security

 

 

    Semi-Annual Report   |   March 31, 2021   19


Table of Contents

Schedule of Investments  DoubleLine Income Solutions Fund  (Cont.)

   

 

(k)

Inverse floating rate security whose interest rate moves in the opposite direction of reference interest rates. Reference interest rates are typically based on a negative multiplier or slope. Interest rate may also be subject to a cap or floor.

 

(l)

Non-income producing security

 

(m)

Seven-day yield as of period end

 

(n)

Under the Fund’s Liquidity Agreement, the Lender, through their agent, have been granted a security interest in all of the Fund’s investments in consideration of the Fund’s borrowings under the line of credit with the Lender (see Note 9).

 

(o)

Security pays interest at rates that represent residual cashflows available after more senior tranches have been paid. The interest rate disclosed reflects the estimated rate in effect as of the period end.

 

(p)

Represents less than 0.05% of net assets

 

(q)

Represents or includes a TBA transaction

 

(r)

Unfunded or partially unfunded loan commitment. At period end, the value of these securities amounted to $173,692 or 0.0% of net assets.

 

PIK

A payment-in-kind security in which the issuer may make interest or dividend payments in cash or additional securities. These additional securities generally have the same terms as the original holdings.

 

BRL

Brazilian Real

 

       
20   DoubleLine Income Solutions Fund    The accompanying notes are an integral part of these financial statements.


Table of Contents

 

Statement of Assets and Liabilities

 

(Unaudited)

March 31, 2021

 

ASSETS

   

Investments in Securities, at Value*

    $ 2,544,561,149

Short Term Investments*

      32,765,074

Interest Receivable

      41,942,268

Receivable for Investments Sold

      6,427,923

Cash

      2,064,304

Prepaid Expenses and Other Assets

      351,400

Total Assets

      2,628,112,118

LIABILITIES

   

Loan Payable (See Note 9)

      725,000,000

Payable for Investments Purchased

      39,105,397

Investment Advisory Fees Payable

      2,201,524

Interest Expense Payable

      566,859

Payable to Broker for Dividend Reinvestment

      486,559

Administration and Fund Accounting Fees Payable

      253,905

Trustees Fees Payable (See Note 7)

      91,945

Professional Fees Payable

      74,797

Accrued Expenses

      54,552

Custodian Fees Payable

      45,076

Total Liabilities

      767,880,614

Commitments and Contingencies (See Note 2, Note 8 and Note 9)

         

Net Assets

    $ 1,860,231,504

NET ASSETS CONSIST OF:

   

Capital Stock ($0.00001 par value)

    $ 1,020

Additional Paid-in Capital

      2,423,738,177

Undistributed (Accumulated) Net Investment Income (Loss)

      (1,843,786 )

Accumulated Net Realized Gain (Loss) on Investments

      (411,600,758 )

Net Unrealized Appreciation (Depreciation) on Investments

      (150,063,149 )

Total Distributable Earnings (Loss) (See Note 5)

      (563,507,693 )

Net Assets

    $ 1,860,231,504

*Identified Cost:

         

Investments in Securities

    $ 2,694,624,298

Short Term Investments

      32,765,074

Shares Outstanding and Net Asset Value Per Share:

   

Shares Outstanding (unlimited authorized)

      101,996,828

Net Asset Value per Share

    $ 18.24

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   |   March 31, 2021   21
    


Table of Contents

Statement of Operations

 

(Unaudited)

For the Period Ended March 31, 2021

 

INVESTMENT INCOME

   

Income:

         

Interest

    $ 103,554,159

Total Investment Income

      103,554,159

Expenses:

         

Investment Advisory Fees

      12,305,505

Interest Expense

      2,978,685

Administration and Fund Accounting Fees

      621,071

Professional Fees

      161,296

Shareholder Reporting Expenses

      129,816

Trustees Fees

      77,589

Registration Fees

      52,535

Custodian Fees

      45,142

Miscellaneous Expenses

      16,845

Insurance Expenses

      13,118

Total Expenses

      16,401,602

Net Investment Income (Loss)

      87,152,557

REALIZED & UNREALIZED GAIN (LOSS)

   

Net Realized Gain (Loss) on Investments

      (8,195,931 )

Net Change in Unrealized Appreciation (Depreciation) on Investments

      202,768,451

Net Realized and Unrealized Gain (Loss) on Investments

      194,572,520

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS

    $ 281,725,077

 

       
22   DoubleLine Income Solutions Fund    The accompanying notes are an integral part of these financial statements.


Table of Contents
Statements of Changes in Net Assets  

    

    

 

    Period Ended
March 31, 2021
(Unaudited)
  Year Ended
September 30, 2020

OPERATIONS

       

Net Investment Income (Loss)

    $ 87,152,557     $ 171,883,352

Net Realized Gain (Loss) on Investments

      (8,195,931 )       (150,804,464 )

Net Change in Unrealized Appreciation (Depreciation) on Investments

      202,768,451       (139,260,409 )

Net Increase (Decrease) in Net Assets Resulting from Operations

      281,725,077       (118,181,521 )

DISTRIBUTIONS TO SHAREHOLDERS

       

From Earnings

      (76,689,639 )       (187,750,046 )

Total Distributions to Shareholders

      (76,689,639 )       (187,750,046 )

NET SHARE TRANSACTIONS

       

Increase (Decrease) in Net Assets Resulting from Net Share Transactions

      678,636       6,281,101

Total Increase (Decrease) in Net Assets

    $ 205,714,074     $ (299,650,446 )

NET ASSETS

       

Beginning of Period

    $ 1,654,517,430     $ 1,954,167,896

End of Period

    $ 1,860,231,504     $ 1,654,517,430

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   |   March 31, 2021   23
    


Table of Contents

Statement of Cash Flows

 

(Unaudited)

For the Period Ended March 31, 2021

 

CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES

   

Net Increase (Decrease) in Net Assets Resulting from Operations

    $ 281,725,077

Adjustments to Reconcile the Change in Net Assets from Operations to Net Cash Provided By (Used In) Operating activities:

         

Purchases of Long Term Investments

      (492,009,648 )

Proceeds from Disposition of Long Term Investments

      424,681,105

Net (Purchases of) Proceeds from Disposition of Short Term Investments

      (32,765,062 )

Net Amortization (Accretion) of Premiums/Discounts

      (6,737,439 )

Net Realized (Gain) Loss on Investments

      8,195,931

Net Change in Unrealized (Appreciation) Depreciation on Investments

      (202,768,451 )

(Increase) Decrease in:

         

Receivable for Investments Sold

      4,484,927

Interest Receivable

      (922,177 )

Prepaid Expenses and Other Assets

      (311,640 )

Increase (Decrease) in:

         

Payable for Investments Purchased

      34,417,106

Interest Expense Payable for Line of Credit

      90,923

Investment Advisory Fees Payable

      274,361

Payable to Broker for Dividend Reinvestment

      (237,829 )

Trustee Fees Payable

      6,109

Accrued Expenses

      (35,533 )

Custodian Fees Payable

      23,077

Administration and Fund Accounting Fees Payable

      (349,503 )

Professional Fees Payable

      (102,171 )

Net Cash Provided By (Used In) Operating Activities

      17,659,163

CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES

   

Increase in borrowings

      65,000,000

Decrease in borrowings

      (10,000,000 )

Cash Dividends Paid to Common Stockholders

      (76,011,003 )

Net Cash Provided By (Used In) Financing Activities

      (21,011,003 )

NET CHANGE IN CASH

   

Cash at Beginning of Period

      5,416,144

Cash at End of Period

    $ 2,064,304

SUPPLEMENTAL DISCLOSURE OF CASH FLOW AND NON-CASH INFORMATION

   

Additional Paid-in Capital from Dividend Reinvestment

    $ 678,636

Cash Paid for Interest on Loan Outstanding

    $ 2,887,762

 

       
24   DoubleLine Income Solutions Fund    The accompanying notes are an integral part of these financial statements.


Table of Contents
Financial Highlights  

    

    

 

    Period Ended
March 31, 2021
(Unaudited)
    Year Ended
September 30, 2020
    Year Ended
September 30, 2019
    Year Ended
September 30, 2018
    Year Ended
September 30, 2017
   

Year Ended

September 30, 2016

 

Net Asset Value, Beginning of Period

  $ 16.23     $ 19.24     $ 20.47     $ 21.85     $ 20.55     $ 19.80  

Income (Loss) from Investment Operations:

           

Net Investment Income (Loss)(a)

    0.85       1.69       1.77       1.80       1.75       1.71  

Net Gain (Loss) on Investments
(Realized and Unrealized)

    1.91       (2.86     (1.20     (1.34     1.36       0.93  

Total from Investment Operations

    2.76       (1.17     0.57       0.46       3.11       2.64  

Less Distributions:

           

Distributions from Net Investment Income

    (0.75     (1.84     (1.80     (1.82     (1.81     (1.89

Distribution from Return of Capital

    —         —         —         (0.02     —         —   (d) 

Total Distributions

    (0.75     (1.84     (1.80     (1.84     (1.81     (1.89

Net Asset Value, End of Period

  $ 18.24     $ 16.23     $ 19.24     $ 20.47     $ 21.85     $ 20.55  

Market Price, End of Period

  $ 18.16     $ 16.02     $ 19.92     $ 20.20     $ 21.25     $ 19.15  

Total Return on Net Asset Value(b)

    17.39%(f)       (5.87 )%      2.92%       2.22%       15.83%       14.66%  

Total Return on Market Price(c)

    18.52%(f)       (10.10 )%      8.14%       4.06%       21.33%       23.32%  

Supplemental Data:

           

Net Assets, End of Period (000’s)

  $ 1,860,232     $ 1,654,517     $ 1,954,168     $ 2,075,520     $ 2,214,033     $ 2,083,218  

Ratios to Average Net Assets:

                                               

Expenses, including interest expense

    1.85% (e)      2.28%       3.00%       2.80%       2.38%       2.26%  

Net Investment Income (Loss)

    9.85% (e)      9.96%       8.91%       8.52%       8.30%       8.97%  

Portfolio Turnover Rate

    18% (f)      43%       40%       35%       47%       35%  

 

(a) 

Calculated based on average shares outstanding during the period.

(b) 

Total return on Net Asset Value is computed based upon the Net Asset Value of common stock on the first business day and the closing Net Asset Value on the last business day of the period. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s dividend reinvestment plan. Total return on Net Asset Value does not reflect any sales load paid by investors.

(c) 

Total return on Market Price is computed based upon the New York Stock Exchange market price of the Fund’s shares and excludes the effect of brokerage commissions. Dividends and distributions are assumed to be reinvested at the prices obtained under the Fund’s dividend reinvestment plan. Total return on Market Price does not reflect any sales load paid by investors.

(d) 

Less than $0.005 per share.

(e) 

Annualized.

(f) 

Not Annualized.

 

The accompanying notes are an integral part of these financial statements.   Semi-Annual Report   |   March 31, 2021   25
    


Table of Contents

Notes to Financial Statements

 

(Unaudited)

March 31, 2021

 

1.  Organization

DoubleLine Income Solutions Fund (the “Fund”) was formed as a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and originally classified as a non-diversified fund. The Fund is currently operating as a diversified fund. Currently under the 1940 Act, a diversified fund generally may not, with respect to 75% of its total assets, invest more than 5% of its total assets in the securities of any one issuer or own more than 10% of the outstanding voting securities of such issuer (except, in each case, U.S. Government securities, cash, cash items and the securities of other investment companies). The remaining 25% of a fund’s total assets is not subject to this limitation. The Fund was organized as a Massachusetts business trust on January 10, 2013 and commenced operations on April 26, 2013. The Fund is listed on the New York Stock Exchange (“NYSE”) under the symbol “DSL”. The Fund’s primary investment objective is to seek high current income and its secondary objective is to seek capital appreciation.

The fiscal year end for the Fund is September 30, and the period covered by these Financial Statements is for the six months ended March 31, 2021 (the “period end”).

2.  Significant Accounting Policies

The Fund is an investment company that applies the accounting and reporting guidance issued in Topic 946, “Financial Services—Investment Companies”, by the Financial Accounting Standards Board (“FASB”). The following is a summary of the significant accounting policies of the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“US GAAP”).

A. Security Valuation. The Fund has adopted US GAAP fair value accounting standards which establish a definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:

 

   

Level 1—Unadjusted quoted market prices in active markets for identical securities

 

   

Level 2—Quoted prices for identical or similar assets in markets that are not active, or inputs derived from observable market data

 

   

Level 3—Significant unobservable inputs (including the reporting entity’s estimates and assumptions)

Market values for domestic and foreign fixed income securities are normally determined on the basis of valuations provided by independent pricing services. Vendors typically value such securities based on one or more inputs described in the following table which is not intended to be a complete list. The table provides examples of inputs that are commonly relevant for valuing particular classes of fixed income securities in which the Fund is authorized to invest. However, these classifications are not exclusive, and any of the inputs may be used to value any other class of fixed-income securities. Securities that use similar valuation techniques and inputs as described in the following table are categorized as Level 2 of the fair value hierarchy. To the extent the significant inputs are unobservable, the values generally would be categorized as Level 3. Assets and liabilities may be transferred between levels.

 

Fixed-income class         Examples of Inputs

All

    Benchmark yields, transactions, bids, offers, quotations from dealers and trading systems, new issues, spreads and other relationships observed in the markets among comparable securities; and proprietary pricing models such as yield measures calculated using factors such as cash flows, financial or collateral performance and other reference data (collectively referred to as “standard inputs”)

Corporate bonds and notes;
convertible securities

    Standard inputs and underlying equity of the issuer

US bonds and notes of government and government agencies

    Standard inputs

Residential and commercial mortgage-backed obligations; asset-backed obligations (including collateralized loan obligations)

    Standard inputs and cash flows, prepayment information, default rates, delinquency and loss assumptions, collateral characteristics, credit enhancements and specific deal information, trustee reports

Bank loans

    Standard inputs

Investments in registered open-end management investment companies will be valued based upon the net asset value (“NAV”) of such investments and are categorized as Level 1 of the fair value hierarchy.

Common stocks, exchange-traded funds and financial derivative instruments, such as futures contracts or options contracts, that are traded on a national securities or commodities exchange, are typically valued at the last reported sales price, in the case of common stocks and exchange-traded funds, or, in the case of futures contracts or options contracts, the settlement price

 

26   DoubleLine Income Solutions Fund        


Table of Contents
   

(Unaudited)

March 31, 2021

 

determined by the relevant exchange. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy.

Securities may be fair valued by the Adviser (as defined below) in accordance with the fair valuation procedures approved by the Board of Trustees (the “Board”). The Adviser’s valuation committee is generally responsible for overseeing the day to day valuation processes and reports periodically to the Board. The Adviser’s valuation committee and the pricing group are authorized to make all necessary determinations of the fair values of portfolio securities and other assets for which market quotations or third party vendor prices are not readily available or if it is deemed that the prices obtained from brokers and dealers or independent pricing services are deemed to be unreliable indicators of market or fair value.

The following is a summary of the fair valuations according to the inputs used to value the Fund's investments as of March 31, 2021:

 

Category          

Investments in Securities

        

Level 1

        

Money Market Funds

         $ 32,765,074

Common Stocks

           11,918,752

Total Level 1

           44,683,826

Level 2

        

Foreign Corporate Bonds

           1,197,676,334

Corporate Bonds

           466,631,015

Non-Agency Commercial Mortgage Backed Obligations

           239,226,076

Collateralized Loan Obligations

           233,029,454

Bank Loans

           193,554,394

US Government and Agency Mortgage Backed Obligations

           71,195,359

Asset Backed Obligations

           24,895,811

Foreign Government Bonds, Foreign Agencies and Foreign Government Sponsored Corporations

           9,099,322

Non-Agency Residential Collateralized Mortgage Obligations

           1,454,227

Common Stocks

           813,695

Total Level 2

           2,437,575,687

Level 3

        

Non-Agency Commercial Mortgage Backed Obligations

           51,676,414

Common Stocks

           16,869,760

Asset Backed Obligations

           13,828,145

Collateralized Loan Obligations

           9,820,121

Bank Loans

           2,618,880

Foreign Corporate Bonds

           253,389

Warrants

           1

Total Level 3

           95,066,710

Total

         $ 2,577,326,223

See the Schedule of Investments for further disaggregation of investment categories.

 

    Semi-Annual Report   |   March 31, 2021   27


Table of Contents

Notes to Financial Statements  (Cont.)

   

 

The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

 

         Fair Value as of
9/30/2020
  Net Realized
Gain (Loss)
  Net Change in
Unrealized
Appreciation
(Depreciation)(c)
  Net Accretion
(Amortization)
  Purchases(a)   Sales(b)   Transfers Into
Level 3(d)
  Transfers Out
of Level 3(d)
  Fair Value as
of 3/31/2021
  Net Change in
Unrealized
Appreciation
(Depreciation)
on securities
held at
3/31/2021(c)

Investments in Securities

                                           

Non-Agency Commercial Mortgage Backed Obligations

        $ 49,649,563     $ (10,111,266 )     $ 16,623,008     $ 480,168     $ 107,737     $ (5,072,796 )     $ —       $ —       $ 51,676,414     $ 8,058,862

Common Stocks

          12,269,718       —         4,600,042       —         —         —         —         —         16,869,760       4,600,042

Asset Backed Obligations

          12,314,963       (1,038,677 )       1,948,061       (164 )       2,936,988       (2,333,026 )       —         —         13,828,145       2,168,848

Collateralized Loan Obligations

          2,551,626       —         409,807       18,135       61,725       —         6,778,828       —         9,820,121       465,856

Bank Loans

          2,626,499       4,721       (41,948 )       41,463       —         (11,855 )       —         —         2,618,880       (37,188 )

Foreign Corporate Bonds

          253,389       —         —         —         —         —         —         —         253,389       —  

Warrants

          1       —         —         —         —         —         —         —         1       —  

Non-Agency Residential Collateralized Mortgage Obligations

          57,161,101       5,942,358       (3,421,312 )       303,268       —         (59,985,415 )       —         —         —         —  

Total

        $ 136,826,860     $ (5,202,864 )     $ 20,117,658     $ 842,870     $ 3,106,450     $ (67,403,092 )     $ 6,778,828     $ —       $ 95,066,710     $ 15,256,420

 

(a)

Purchases include all purchases of securities, payups and corporate actions.

 

(b) 

Sales include all sales of securities, maturities, and paydowns.

 

(c) 

Any difference between Net Change in Unrealized Appreciation (Depreciation) and Net Change in Unrealized Appreciation (Depreciation) on securities held at 3/31/2021 may be due to a security that was not held or categorized as Level 3 at either period end.

 

(d)

Transfers into or out of Level 3 can be attributed to changes in the availability of pricing sources and/or in the observability of significant inputs used to measure the fair value of those instruments.

The following is a summary of quantitative information about Level 3 Fair Value Measurements:

 

         Fair Value as
of 3/31/2021
  Valuation
Techniques
  Unobservable
Input
  Unobservable Input Values
(Weighted Average)(e)
  Impact to valuation from an increase to input

Non-Agency Commercial Mortgage Backed Obligations

        $ 51,676,414   Market Comparables   Yields   9.00%-35.00% (12.73%)   Increase in yields would have resulted in the decrease in the fair value of the security

Common Stocks

        $ 16,869,760   Market Comparables   Market Quotes   $2.30-$49.50 ($23.62)   Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security

Asset Backed Obligations

        $ 13,828,145   Market Comparables   Market Quotes   $70.75-$4,025.91 ($1,385.87)   Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security

Collateralized Loan Obligations

        $ 9,820,121   Market Comparables   Market Quotes   $0.00-$96.84 ($90.58)   Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security

Bank Loans

        $ 2,618,880   Market Comparables   Market Quotes   $100 ($100)   Significant changes in the market quotes would have resulted in direct and proportional changes in the fair value of the security

Foreign Corporate Bonds

        $ 253,389   Enterprise Value   EBITDA multiples   5x - 6.5x (5.75x)   Significant changes in the EBITDA multiple would have resulted in direct changes in the fair value of the security

Warrants

        $ 1   Intrinsic Value   Underlying Equity Price   $0.00 ($0.00)   Significant changes in the Underlying Equity Price would have resulted in direct changes in the fair value of the security

 

(e) 

Unobservable inputs were weighted by the relative fair value of the instruments.

B. Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provision for federal income taxes has been made.

 

28   DoubleLine Income Solutions Fund        


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(Unaudited)

March 31, 2021

 

The Fund may be subject to a nondeductible 4% excise tax calculated as a percentage of certain undistributed amounts of net investment income and net capital gains.

The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired. The Fund identifies its major tax jurisdictions as U.S. Federal, the Commonwealth of Massachusetts and the State of California. The Fund’s tax returns are subject to examination by relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return but which can be extended to six years in certain circumstances.

C. Security Transactions, Investment Income. Investment securities transactions are accounted for on trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Interest income, including non-cash interest, is recorded on an accrual basis. Discounts/premiums on debt securities purchased, which may include residual and subordinate notes, are accreted/amortized over the life of the respective securities using the effective interest method except for certain deep discount bonds where management does not expect the par value above the bond’s cost to be fully realized. Dividend income and corporate action transactions, if any, are recorded on the ex-date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of securities received. Paydown gains and losses on mortgage-related and other asset-backed securities are recorded as components of interest income on the Statement of Operations.

D. Dividends and Distributions to Shareholders. Dividends from net investment income will be declared and paid monthly. The Fund will distribute any net realized long or short-term capital gains at least annually. Distributions are recorded on the ex-dividend date.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from US GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications between paid-in capital, undistributed (accumulated) net investment income (loss), and/or undistributed (accumulated) realized gain (loss). Undistributed (accumulated) net investment income or loss may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or capital gain remaining at fiscal year end is distributed in the following year.

E. Use of Estimates. The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

F. Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses), by the total number of shares outstanding, rounded to the nearest cent. The Fund’s NAV is typically calculated on days when the NYSE opens for regular trading.

G. Unfunded Loan Commitments. The Fund may enter into certain credit agreements, of which all or a portion may be unfunded. As of March 31, 2021, the Fund had unfunded positions in the amount of $173,692 or 0.0% of net assets. The Fund may also enter into certain credit agreements designed to provide standby short term or “bridge” financing to a borrower. Typically the borrower is not economically incented to draw on the bridge loan. As of March 31, 2021, the Fund had no outstanding bridge loan commitments. The Fund is obligated to fund these commitments at the borrower’s discretion. At the end of the period, the Fund maintained with its custodian liquid investments having an aggregate value at least equal to the par value of its unfunded loan commitments and bridge loans.

H. Contingencies. Between 2011 and 2014, the Commonwealth of Puerto Rico issued certain general obligation bonds, which are currently the subject of litigation. The Fund previously purchased and sold certain of these general obligation bonds and may have some exposure to this litigation. At this time, it is anticipated that a material adverse effect on the Fund as a result of this litigation is remote.

I. Guarantees and Indemnifications. Under the Fund’s organizational documents, each Trustee and officer of the Fund is indemnified, to the extent permitted by the 1940 Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The

 

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Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts.

3.  Related Party Transactions

DoubleLine Capital LP (the “Adviser” or “DoubleLine Capital”) provides the Fund with investment management services under an Investment Management Agreement (the “Agreement”). Under the Agreement, the Adviser manages the investment of the assets of the Fund, places orders for the purchase and sale of its portfolio securities and is responsible for providing certain resources to assist with the day-to-day management of the Fund’s business affairs. As compensation for its services, the Adviser is entitled to a monthly fee at the annual rate of 1.00% of the average daily total managed assets of the Fund. Total managed assets means the total assets of the Fund (including assets attributable to any reverse repurchase agreements, dollar roll transactions or similar transactions, borrowings, and/or preferred shares that may be outstanding) minus accrued liabilities (other than liabilities in respect of reverse repurchase agreements, dollar roll transactions or similar transactions, and borrowings). For purposes of calculating total managed assets, the liquidation preference of any preferred shares outstanding shall not be considered a liability. DoubleLine Asset Management Company, LLC (“DAMCO”), a wholly owned subsidiary of the Adviser, owned 8,797 shares of the Fund as of the period end. The Adviser has arrangements with DoubleLine Group LP to provide personnel and other resources to the Fund.

4.  Purchases and Sales of Securities

For the period ended March 31, 2021, purchases and sales of investments, excluding short term investments, were $492,009,650 and $424,681,105, respectively. There were no transactions in U.S. Government securities (defined as long-term U.S. Treasury bills, notes and bonds) during the period.

5.  Income Tax Information

The tax character of distributions for the Fund were as follows:

 

         Period Ended
March 31, 2021
   Year Ended
September 30, 2020

Distributions Paid From:

             

Ordinary Income

         $ 76,689,639      $ 187,750,046

Total Distributions Paid

         $ 76,689,639      $ 187,750,046

The amount and character of tax-basis distributions and composition of net assets, including undistributed (accumulated) net investment income (loss), are finalized at fiscal year-end; accordingly, tax-basis balances have not been determined as of the date

of this report.

The cost basis of investments for federal income tax purposes as of September 30, 2020, was as follows:

 

Tax Cost of Investments

     $ 2,650,480,637  

Gross Tax Unrealized Appreciation

       84,796,339  

Gross Tax Unrealized Depreciation

       (459,354,317

Net Tax Unrealized Appreciation (Depreciation)

       (374,557,978

As of September 30, 2020, the components of accumulated earnings (losses) for income tax purposes were as follows:

 

Net Tax Unrealized Appreciation (Depreciation)

     $ (374,557,978

Undistributed Ordinary Income

       295,718  

Total Distributable Earnings

       295,718  

Other Accumulated Gains (Losses)

       (394,280,871

Total Accumulated Earnings (Losses)

       (768,543,131

As of September 30, 2020, $394,235,504 was available as a capital loss carryforward.

The Fund may elect to defer to the first day of the next taxable year all or part of any late-year ordinary loss or post-October capital loss. As of September 30, 2020, the Fund deferred, on a tax basis, qualified late year losses of $0.

 

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Additionally, US GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or NAV per share. The permanent differences primarily relate to market discount, Passive Foreign Investment Companies (PFICs), paydown losses and defaulted securities. For the year ended September 30, 2020, the following table shows the reclassifications made:

 

Undistributed
(Accumulated)
Net Investment
Income  (Loss)
   Accumulated
Net Realized
Gain (Loss)
   Paid-In
Capital
    $2,518,326        $ (2,518,326 )      $ —  

If the Fund estimates that a portion of its regular distributions to shareholders may be comprised of amounts from sources other than net investment income, as determined in accordance with the Fund’s policies and practices, the Fund will notify shareholders of the estimated composition of such distribution through a Section 19 Notice. For these purposes, and beginning on October 1, 2020, the Fund estimates the source or sources from which a distribution is paid, to the close of the period as of which it is paid, in reference to its expected tax character. It is important to note that differences exist between the Fund’s daily internal accounting records and practices, the Fund’s financial statements presented in accordance with US GAAP, and recordkeeping practices under income tax regulations. It is possible that the Fund may not issue a Section 19 Notice in situations where the Fund’s financial statements prepared later and in accordance with US GAAP might later report that the sources of those distributions included capital gains and/or a return of capital. Please visit www.doublelinefunds.com for the most recent Section 19 Notice, if applicable. Information provided to you on a Section 19 notice is an estimate only and subject to change; final determination of a distribution’s tax character will be reported on Form 1099 DIV sent to shareholders for the calendar year.

6.  Share Transactions

Transactions in the Fund’s shares were as follows:

 

         For the Period Ended
March 31, 2021
   For the Year Ended
September 30, 2020
         Shares    Amount    Shares    Amount

Reinvested Dividends

           39,920      $ 678,636        372,910      $ 6,281,101

Increase (Decrease) in Net Assets Resulting from Net Share Transactions

           39,920      $ 678,636        372,910      $ 6,281,101

7.  Trustees Fees

Trustees who are not affiliated with the Adviser and its affiliates received, as a group, fees of $77,589 from the Fund during the period ended March 31, 2021. These trustees may elect to defer the cash payment of part or all of their compensation. These deferred amounts, which remain as liabilities of the Fund, are treated as if invested in shares of the Fund or other funds managed by the Adviser and its affiliates. These amounts represent general, unsecured liabilities of the Fund and vary according to the total returns of the selected funds. Trustees Fees in the Fund’s Statement of Operations are shown as $77,589, which includes $76,613 in current fees (either paid in cash or deferred) and an increase of $976 in the value of the deferred amounts. Certain trustees and officers of the Fund are also officers of the Adviser; such trustees and officers are not compensated by the Fund.

8.  Bank Loans

The Fund may make loans directly to borrowers and may acquire or invest in loans made by others (“loans”). The Fund may acquire a loan interest directly by acting as a member of the original lending syndicate. Alternatively, the Fund may acquire some or all of the interest of a bank or other lending institution in a loan to a particular borrower by means of a novation, an assignment or a participation. The loans in which the Fund may invest include those that pay fixed rates of interest and those that pay floating rates—i.e., rates that adjust periodically based on a known lending rate, such as a bank’s prime rate. The Fund may purchase and sell interests in bank loans on a when-issued and delayed delivery basis, with payment delivery scheduled for a future date. Securities purchased on a delayed delivery basis are marked to market daily and no income accrues to the Fund prior to the date the Fund actually takes delivery of such securities. These transactions are subject to market fluctuations and are subject, among other risks, to the risk that the value at delivery may be more or less than the trade purchase price.

9.  Credit Facility

The Fund currently maintains a Liquidity Agreement (the “Liquidity Agreement”) with State Street Bank & Trust Company (“SSB”) that allows the Fund to borrow up to $1 billion (maximum facility amount) and includes an agency securities lending arrangement

 

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with SSB. As of March 31, 2021, the amount of total outstanding borrowings was $725,000,000, which approximates fair value. The borrowings are categorized as Level 2 within the fair value hierarchy.

The Fund pledges its assets as collateral to secure obligations under the Liquidity Agreement. The Fund retains the risks and rewards of the ownership of assets pledged to secure obligations under the Liquidity Agreement and generally expects to make these assets available for securities lending transactions. Under the terms of the Liquidity Agreement, the Fund may enter into securities lending transactions initiated by SSB, acting as the Fund’s authorized securities lending agent. All securities lent through SSB are required to be secured with cash collateral received from the securities lending counterparty in amounts at least equal to 102% of the initial market value of the securities lent. Cash collateral received by SSB, in its role as securities lending agent for the Fund, may be used by SSB to fund amounts drawn by the Fund under the Liquidity Agreement. The amount that can be funded through securities lending is limited to 90% of the outstanding borrowings under the Liquidity Agreement. As of March 31, 2021, the fair value of securities on loan is $315,465,549. Any amounts credited against the Liquidity Agreement are considered leverage and would be subject to various limitations in the Liquidity Agreement and the 1940 Act. Upon return to the Fund of loaned securities, the collateral must be returned to the securities lending counterparty, and SSB may either lend other securities of the Fund or may replace such amount through direct loans from SSB. SSB has the option under the Liquidity Agreement to replace amounts lent to the Fund directly by SSB with the proceeds of securities lending transactions, and vice versa, without notice to or consent from the Fund. SSB retains all amounts paid by securities lending counterparties for loaned securities. Borrowers of Fund securities are required to pay the Fund substitute interest, dividends and other distributions paid with respect to any borrowed security. The Fund has the right to call a loan and obtain the securities loaned at any time. In an event of default, any deposits or other sums credited by or due from SSB to the Fund and any collateral in the possession of SSB may be applied to or set off by SSB against the payment of the obligations under the Liquidity Agreement.

In the event of a securities lending counterparty default, SSB has agreed to indemnify the Fund for certain losses that may arise in connection with the default. Although the risk of the loss by the Fund of the securities lent may be mitigated by receiving collateral from the securities lending counterparty and through SSB’s indemnification, the Fund could experience losses on securities loans, a delay in recovering, or an inability to recover, securities on loan, and the Fund could experience a lower than expected return if the securities lending counterparty fails to return the securities on a timely basis.

Interest charged is at the rate of one-month LIBOR (London Interbank Offered Rate) plus 0.70%, subject to certain conditions that may cause that rate of interest to increase. The Fund will also be responsible for paying a non-usage fee of 0.25% of available credit over $150,000,000 that has not been borrowed by the Fund.

The Fund may terminate the Liquidity Agreement with 60 days’ notice. If certain asset coverage and collateral requirements, minimum net assets or other covenants are not met, the Liquidity Agreement could be deemed in default and result in termination. Absent a default or facility termination event, SSB is required to provide the fund with 360 days’ notice prior to terminating the Liquidity Agreement.

For the period ended March 31, 2021, the Fund’s activity under the Liquidity Agreement was as follows:

 

Maximum
Amount
Available
     Average
Borrowings
     Maximum
Amount
Outstanding
     Interest
Expense
     Commitment
Fee
     Average
Interest
Rate
 
  $1,000,000,000      $ 694,093,407      $ 725,000,000      $ 2,916,254      $ 62,431        0.83%  

10.  To-Be-Announced Securities

The Fund may invest in to-be-announced securities (“TBAs”). TBAs is a term that is generally used to describe forward-settling mortgage-backed securities. These TBAs are generally issued by U.S. Government Agencies or U.S. Government Sponsored Entities such as Freddie Mac, Fannie Mae and Ginnie Mae. The actual mortgage-backed security that will be delivered to the buyer at the time TBAs trades are entered is not known, however, the terms of the acceptable pools of loans that will comprise the mortgage-backed security are determined at the time the trade is entered into (coupon rate, maturity, credit quality, etc.). Investment in TBAs will generally increase the Fund’s exposure to interest rate risk and could also expose the Fund to counterparty default risk. In order to mitigate counterparty default risk, the Fund only enters TBAs with counterparties for which the risk of default is determined to be remote. At the end of the period and as a purchaser or seller of TBAs, the Fund segregated cash or cash equivalents as collateral as required in accordance with application industry regulations.

 

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11.  Principal Risks

Below are summaries of some, but not all, of the principal risks of investing in the Fund, each of which could adversely affect the Fund’s NAV, market price, yield, and total return. The Fund’s prospectus provided additional information regarding these and other risks of investing in the Fund at the time of the initial public offering of the Fund’s shares.

 

   

asset-backed securities investment risk:  The risk that borrowers may default on the obligations that underlie the asset-backed security and that, during periods of falling interest rates, asset-backed securities may be called or prepaid, which may result in the Fund having to reinvest proceeds in other investments at a lower interest rate, and the risk that the impairment of the value of the collateral underlying a security in which the Fund invests (due, for example, to non-payment of loans) will result in a reduction in the value of the security.

 

   

collateralized debt obligations risk:  The risks of an investment in a collateralized debt obligation (“CDO”) depend largely on the quality and type of the collateral and the tranche of the CDO in which the Fund invests. Normally, collateralized bond obligations (“CBOs”), collateralized loan obligations (“CLOs”) and other CDOs are privately offered and sold, and thus are not registered under the securities laws. As a result, investments in CDOs may be illiquid. In addition to the risks associated with debt instruments (e.g., interest rate risk and credit risk), CDOs carry additional risks including, but not limited to: (i) the possibility that distributions from collateral will not be adequate to make interest or other payments; (ii) the quality of the collateral may decline in value or default; (iii) the possibility that the Fund may invest in CDOs that are subordinate to other classes of the issuer’s securities; and (iv) the complex structure of the security may not be fully understood at the time of investment and may produce disputes with the issuer or unexpected investment results.

 

   

confidential information access risk:  The risk that the intentional or unintentional receipt of material, non-public information by the Adviser could limit the Fund’s ability to sell certain investments held by the Fund or pursue certain investment opportunities on behalf of the Fund, potentially for a substantial period of time.

 

   

counterparty risk:  The Fund will be subject to credit risk with respect to the counterparties to the derivative contracts (whether a clearing corporation in the case of exchange-traded or cleared instruments or another third party in the case of over-the-counter instruments) and other instruments such as repurchase and reverse repurchase agreements entered into by the Fund; that the Fund’s counterparty will be unable or unwilling to perform its obligations; that the Fund will be unable to enforce contractual remedies if its counterparty defaults; that if a counterparty becomes bankrupt, the Fund may experience significant delays in obtaining any recovery under the derivative contract or may obtain limited or no recovery in a bankruptcy or other insolvency proceeding. Subject to certain limitations for U.S. federal income tax purposes, the Fund is not subject to any limit with respect to the number of transactions it can enter into with a single counterparty. To the extent that the Fund enters into multiple transactions with a single or a small set of counterparties, it will be subject to increased counterparty risk.

 

   

credit default swaps risk:  Credit default swaps involve greater risks than investing in the reference obligation directly as well as liquidity risk, counterparty risk and credit risk. A buyer will lose its investment and recover nothing should no event of default occur. When the Fund acts as a seller of a credit default swap, it is exposed to many of the same risks of leverage described herein since if an event of default occurs the seller must pay the buyer the full notional value of the reference obligation.

 

   

credit risk:  Credit risk is the risk that one or more of the Fund’s investments in debt securities or other instruments will decline in price, or fail to pay interest, liquidation value or principal when due, because the issuer of the obligation or the issuer of a reference security experiences an actual or perceived decline in its financial status.

 

   

derivatives risk:  The risk that an investment in derivatives will not perform as anticipated by the Adviser, may not be available at the time or price desired, cannot be closed out at a favorable time or price, will increase the Fund’s transaction costs, or will increase the Fund’s volatility; that derivatives may create investment leverage; that, when a derivative is used as a substitute for or alternative to a direct cash investment, the transaction may not provide a return that corresponds precisely or at all with that of the underlying investment; or that, when used for hedging purposes, derivatives will not provide the anticipated protection, causing the Fund to lose money on both the derivatives transaction and the exposure the Fund sought to hedge. In October 2020, the Securities and Exchange Commission adopted new regulations governing the use of derivatives (“Rule 18f-4”), which will impose limits on the amount of derivatives the Fund can enter into and will treat derivatives, as well as certain debt securities, as senior securities. The Fund’s ability to use derivative instruments and other senior securities, including any credit facilities available to it, and to invest and operate as it has historically, may be adversely affected as a result of new Rule 18f-4 under the 1940 Act once compliance is required in the middle of 2022.

 

   

emerging markets risk:  The risk that investing in emerging markets, as compared to foreign developed markets, increases the likelihood that the Fund will lose money, due to more limited information about the issuer and/or the security; higher

 

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brokerage costs; different accounting, auditing and financial reporting standards; less developed legal systems; fewer investor protections; less regulatory oversight; thinner trading markets; the possibility of currency blockages or transfer restrictions; an emerging market country’s dependence on revenue from particular commodities or international aid; and the risk of expropriation, nationalization or other adverse political or economic developments.

 

   

equity issuer risk:  the risk that the market price of common stocks and other equity securities may go up or down, sometimes rapidly or unpredictably, including due to factors affecting equity securities markets generally, particular industries represented in those markets, or the issuer itself.

 

   

foreign (non-U.S.) investment risk:  The Fund’s investments in and exposure to foreign securities involve special risks. For example, the value of these investments may decline in response to unfavorable political and legal developments, unreliable or untimely information or economic and financial instability. Foreign securities may experience more rapid and extreme changes in value than investments in securities of U.S. issuers. Investing in securities of issuers based or doing business in emerging markets entails all of the risks of investing in securities of foreign issuers, but to a heightened degree. To the extent that the investments are made in a limited number of countries, events in those countries will have a more significant impact on the Fund. If the Fund buys securities denominated in a foreign currency, receives income in foreign currencies or holds foreign currencies from time to time, the value of the Fund’s assets, as measured in U.S. dollars, can be affected unfavorably by changes in exchange rates relative to the U.S. dollar or other foreign currencies. Foreign markets are also subject to the risk that a foreign government could restrict foreign exchange transactions or otherwise implement unfavorable currency regulations.

 

   

foreign currency risk:  The Fund’s investments in or exposure to foreign currencies or in securities or instruments that trade, or receive revenues, in foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions (if used), that the U.S. dollar will decline in value relative to the currency being hedged.

 

   

high yield risk:  The risk that debt instruments rated below investment grade or debt instruments that are unrated and of comparable or lesser quality are predominantly speculative. These instruments, commonly known as “junk bonds,” have a higher degree of default risk and may be less liquid than higher-rated bonds. These instruments may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of high yield investments generally, and less secondary market liquidity.

 

   

interest rate risk:  Interest rate risk is the risk that debt instruments will change in value because of changes in interest rates. The value of an instrument with a longer duration (whether positive or negative) will be more sensitive to changes in interest rates than a similar instrument with a shorter duration.

 

   

inverse floaters and related securities risk:  Investments in inverse floaters, residual interest tender option bonds and similar instruments expose the Fund to the same risks as investments in debt securities and derivatives, as well as other risks, including those associated with leverage and increased volatility. An investment in these securities typically will involve greater risk than an investment in a fixed rate security. Distributions on inverse floaters, residual interest tender option bonds and similar instruments will typically bear an inverse relationship to short term interest rates and typically will be reduced or, potentially, eliminated as interest rates rise.

 

   

investment and market risk:  An investment in the Fund is subject to the risk of loss. The value of the Fund’s securities and financial assets may move up or down, sometimes rapidly and unpredictably. Further, the value of securities held by the Fund may decline in value due to factors affecting securities markets generally or particular industries. Securities markets may, in response to governmental actions or intervention, economic or market developments, or other external factors, such as those experienced in the first calendar quarter of 2020 in response to an outbreak of respiratory disease caused by a novel coronavirus designated as COVID-19, experience periods of high volatility and reduced liquidity. Certain securities may be difficult to value during such periods. These risks may be heightened for fixed income securities due to the current low interest rate environment.

 

   

issuer risk:  The value of securities may decline for a number of reasons that directly relate to the issuer, such as its financial strength, management performance, financial leverage and reduced demand for the issuer’s goods and services, as well as the historical and prospective earnings of the issuer and the value of its assets.

 

   

leverage risk:  Leverage is a speculative technique that may expose the Fund to greater risk and increased costs. When leverage is used, the net asset value and market price of the Fund’s shares and the Fund’s investment return will likely be more volatile.

 

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LIBOR risk:  The London Interbank Offered Rate (“LIBOR”) is the offered rate for wholesale, unsecured funding available to major international banks. The terms of many investments, financings or other transactions to which the Fund may be a party have been historically tied to LIBOR. LIBOR may also be a significant factor in determining payment obligations under a derivative investment and may be used in other ways that affect the Fund’s investment performance. The phase out of a majority of the U.S. dollar LIBOR publications will occur some time in 2023, with the remainder of LIBOR publications ending at the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates, though there can be no assurance any such publications would be considered representative of the underlying market. The transition from LIBOR and the terms of any replacement rate(s) may adversely affect transactions that use LIBOR as a reference rate, financial institutions that engage in such transactions, and the financial markets generally. As such, the transition away from LIBOR may adversely affect the Fund’s performance.

 

   

liquidity risk:  The risk that a Fund may be unable to sell a portfolio investment at a desirable time or at the value the Fund has placed on the investment.

 

   

loan risk:  Investments in loans are in many cases subject to the risks associated with below-investment grade securities. Investments in loans are also subject to special risks, including, among others, the risk that (i) if the Fund holds a loan through another financial institution, or relies on a financial institution to administer the loan, the Fund’s receipt of principal and interest on the loan is subject to the credit risk of that financial institution; (ii) loans in which the Fund invests typically pay interest at floating rates, and the borrower may have the ability to change or adjust the interest rate on a loan or under circumstances that would be unfavorable to the Fund; (iii) it is possible that any collateral securing a loan may be insufficient or unavailable to the Fund; (iv) investments in highly leveraged loans or loans of stressed, distressed, or defaulted issuers may be subject to significant credit and liquidity risk; (v) transactions in loans may settle on a delayed basis, and the Fund potentially may not receive the proceeds from the sale of a loan for a substantial period of time after the sale; (vi) if the Fund invests in loans that contain fewer or less restrictive constraints on the borrower than certain other types of loans (“covenant-lite” loans), it may have fewer rights against the borrowers of such loans, including fewer protections against the possibility of default and fewer remedies in the event of default; and (vii) loans may be difficult to value and may be illiquid, which may adversely affect an investment in the Fund. It is unclear whether the protections of the securities laws against fraud and misrepresentation extend to loans and other forms of direct indebtedness. In the absence of definitive regulatory guidance, the Fund relies on the Adviser’s research in an attempt to avoid situations where fraud or misrepresentation could adversely affect the Fund. There can be no assurance that the Adviser’s efforts in this regard will be successful.

 

   

market discount risk:  The price of the Fund’s common shares of beneficial interest will fluctuate with market conditions and other factors. Shares of closed-end management investment companies frequently trade at a discount from their net asset value.

 

   

mortgage-backed securities risk:  The risk that borrowers may default on their mortgage obligations or the guarantees underlying the mortgage-backed securities will default or otherwise fail and that, during periods of falling interest rates, mortgage-backed securities will be called or prepaid, which may result in the Fund having to reinvest proceeds in other investments at a lower interest rate. During periods of rising interest rates, the average life of a mortgage-backed security may extend, which may lock in a below-market interest rate, increase the security’s duration, and reduce the value of the security. Enforcing rights against the underlying assets or collateral may be difficult, or the underlying assets or collateral may be insufficient if the issuer defaults. The values of certain types of mortgage-backed securities, such as inverse floaters and interest-only and principal-only securities, may be extremely sensitive to changes in interest rates and prepayment rates. The Fund may invest in mortgage-backed securities that are subordinate in their right to receive payment of interest and re-payment of principal to other classes of the issuer’s securities.

 

   

operational and information security risks:  An investment in the Fund, like any fund, can involve operational risks arising from factors such as processing errors, human errors, inadequate or failed internal or external processes, failures in systems and technology, changes in personnel and errors caused by third-party service providers. The occurrence of any of these failures, errors or breaches could result in investment losses to the Fund, a loss of information, regulatory scrutiny, reputational damage or other events, any of which could have a material adverse effect on the Fund. While the Fund seeks to minimize such events through controls and oversight, there may still be failures that could cause losses to the Fund.

 

   

restricted securities risk:  The risk that the Fund may be prevented or limited by law or the terms of an agreement from selling a security (a “restricted security”). To the extent that the Fund is permitted to sell a restricted security, there can be no assurance that a trading market will exist at any particular time and the Fund may be unable to dispose of the security promptly at reasonable prices or at all. The Fund may have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Also, restricted securities may be difficult to value because market quotations may not be readily available, and the values of restricted securities may have significant volatility.

 

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sovereign debt obligations risk:  Investments in countries’ government debt obligations involve special risks. The issuer or governmental entity that controls the repayment of sovereign debt may not be able or willing to repay the principal and/or interest when due in accordance with the terms of such debt or otherwise in a timely manner.

12.  Recently Issued Accounting Pronouncements

In March 2020, FASB issued Accounting Standards Update (ASU) 2020-04, Reference Rate Reform (Topic 848)—Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments in ASU 2020-04 provides optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of LIBOR and other interbank-offered based reference rates as of the end of 2021. ASU 2020-04 is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying this ASU.

13.  Common Shares Offering

The Fund has the authority to issue an unlimited number of common shares of beneficial interest, par value $0.00001 per share (“Common Shares”).

On September 30, 2020, the Fund’s registration statement relating to an offering of Common Shares and filed using the “shelf” registration process (the “Shelf Registration”) became effective. The Fund has entered into a distribution agreement with Foreside Fund Services, LLC (“Foreside”), who has entered into a sub-placement agent agreement (the “Sub-Placement Agent Agreement”) with UBS Securities LLC (the “Sub-Placement Agent”), relating to the Common Shares offered in connection with the Shelf Registration. In accordance with the terms of the Sub-Placement Agent Agreement, the Fund may offer Common Shares having a value of up to $500,000,000, par value $0.00001 per share, from time to time through Foreside and the Sub-Placement Agent, as its agents for the offer and sale of the Common Shares. As of March 31, 2021, the Fund has sold pursuant to a prior registration statement an aggregate of 101,956,908 Common Shares. As of March 31, 2021, the Fund had not sold any Common Shares pursuant to the Shelf Registration.

Under the 1940 Act, the Fund may not sell any Common Shares at a price below the NAV of such Common Shares, exclusive of any distributing commission or discount. Sales of the Common Shares, if any, may be made in negotiated transactions or transactions that are deemed to be “at the market” as defined in Rule 415 under the Securities Act of 1933, including sales made directly on the NYSE or sales made to or through a market maker other than on an exchange at prices related to the prevailing market prices or at negotiated prices. Any proceeds from the Fund’s offering of its Common Shares will be invested in accordance with its investment objective and policies as set forth in its effective registration statement.

14.  Subsequent Events

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. The Fund has determined there are no additional subsequent events that would need to be disclosed in the Fund’s financial statements.

 

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Evaluation of Advisory Agreement by the Board of Trustees

 

(Unaudited)

March 31, 2021

 

DoubleLine Total Return Bond Fund

DoubleLine Core Fixed Income Fund

DoubleLine Emerging Markets Fixed Income Fund

DoubleLine Multi-Asset Growth Fund

DoubleLine Cayman Multi-Asset Growth Fund I Ltd.

DoubleLine Low Duration Bond Fund

DoubleLine Floating Rate Fund

DoubleLine Shiller Enhanced CAPE®

DoubleLine Flexible Income Fund

DoubleLine Low Duration Emerging Markets Fixed Income Fund

DoubleLine Long Duration Total Return Bond Fund

DoubleLine Selective Credit Fund

DoubleLine Strategic Commodity Fund

DoubleLine Strategic Commodity Ltd.

DoubleLine Global Bond Fund

DoubleLine Infrastructure Income Fund

DoubleLine Ultra Short Bond Fund

DoubleLine Shiller Enhanced International CAPE®

DoubleLine Colony Real Estate and Income Fund

DoubleLine Emerging Markets Local Currency Bond Fund

DoubleLine Income Fund

DoubleLine Opportunistic Credit Fund

DoubleLine Income Solutions Fund

DoubleLine Yield Opportunities Fund

At a meeting in February 2021, the Boards of Trustees (the “Board” or the “Trustees”) of the DoubleLine open-end mutual funds and closed-end funds listed above (the “Funds”) approved the continuation of the investment advisory and sub-advisory agreements (the “Advisory Agreements”) between DoubleLine and those Funds. That included approval by the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) of the Funds (the “Independent Trustees”) voting separately. When used in this summary, “DoubleLine” refers collectively to DoubleLine Capital LP and/or to DoubleLine Alternatives LP, as appropriate in the context.

The Trustees’ determination to approve the continuation of each Advisory Agreement was made on the basis of each Trustee’s business judgment after an evaluation of all of the information provided to the Trustees, including information provided for their consideration at their February 2021 meeting with management and at meetings held in preparation for that February 2021 meeting, including portions held outside the presence of management, specifically to review and consider materials related to the proposed continuation of each Advisory Agreement. The Trustees meet regularly with investment advisory, compliance, risk management, operational, and other personnel from DoubleLine and regularly review detailed information, presented both orally and in writing, regarding the services performed by DoubleLine for the benefit of the Funds, DoubleLine’s investment program for each Fund, the performance of each Fund, the expense of each Fund, and the operations of each Fund. In considering whether to approve the continuation of the Advisory Agreements, the Trustees took into account information presented to them over the course of the past year.

This summary describes a number, but not necessarily all, of the most important factors considered by the Board and the Independent Trustees. Individual Trustees may have given different weights to certain factors and assigned various degrees of materiality to information received in connection with the approval process. No single factor was determined to be decisive. In all of their deliberations, the Independent Trustees were advised by independent counsel.

The Trustees considered the nature, extent, and quality of the services, including the expertise and experience of investment personnel, provided and expected to be provided by DoubleLine to each Fund. In this regard, the Trustees considered that DoubleLine provides a full investment program for the Funds, and noted DoubleLine’s representation that it seeks to provide attractive returns with a strong emphasis on risk management. The Board considered in particular the difficulty of managing debt-related portfolios, noting that managing such portfolios requires a portfolio management team to balance a number of factors, which may include, among others, securities of varying maturities and durations, actual and anticipated interest rate changes and volatility, prepayments, collateral management, counterparty management, pay-downs, credit events, workouts, and net new issuances. In their evaluation of the services provided by DoubleLine and the Funds’ contractual relationships with DoubleLine, the

 

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Evaluation of Advisory Agreement by the Board of Trustees  (Cont.)

   

 

Trustees considered generally the long-term performance record of the firm’s portfolio management personnel, including among others Mr. Jeffrey Gundlach, and the strong investor interest in products managed by DoubleLine.

The Trustees reviewed reports prepared by Strategic Insight (the “Strategic Insight Reports”), an Asset International Company (“Strategic Insight”), that compared, among other information, each Fund’s net management fee rate and net total expense ratio (Class I shares with respect to the open-end Funds) against the net management fee rate and net total expense ratio of a group of peers selected by Strategic Insight, and each Fund’s performance records (Class I shares with respect to the open-end Funds) for the one-year, three-year (where applicable), and five-year (where applicable) periods ended December 31, 2020 against the performance records of those funds in each Fund’s Morningstar category and the performance of the Fund’s broad-based benchmark index. The Independent Trustees met with Strategic Insight representatives to review the comparative information set out in the Strategic Insight Reports, the methodologies used by Strategic Insight in compiling those reports and the peer groups used within those reports, and considerations to weigh in evaluating the comparative information presented in those reports.

With respect to the comparative performance information in the Strategic Insight Reports, the Trustees considered, among other things, the specific factors cited by DoubleLine for any relative underperformance of the Funds. In this regard, the Trustees noted that many of the Funds underperformed either the average performance of the funds in their Morningstar categories and/or their benchmark index over one or more of the periods shown. The Independent Trustees considered DoubleLine’s explanation for each Fund’s relative underperformance, and noted DoubleLine’s explanation that the principal drivers of that underperformance included, among other things, some or all of the following: the poor relative performance of the mortgage-backed and other asset-backed securities held by a Fund in parts of 2020, a Fund’s significant underweight exposure to corporate bonds relative to its peers and/or its benchmark index, and a Fund’s shorter duration positioning relative to its peers and/or its benchmark index. The Trustees noted in this regard that those investment positions appeared generally consistent with DoubleLine’s long-term focus on structured products, such as mortgage-backed securities, as an integral component of its approach to fixed income investing and DoubleLine’s historical approach to risk management. The Trustees also considered information Strategic Insight and DoubleLine provided regarding differences in investment mandate, investment focus, and/or investment approach between a Fund and other funds in a Fund’s Morningstar category.

In addition, the Trustees reviewed and considered information that DoubleLine provides to them quarterly regarding each Fund’s relative performance for other measurement periods, including each Fund’s since inception performance. The Trustees noted that in the case of Funds with more than five years of investment operations the information DoubleLine provides quarterly includes performance information for a longer measuring period than the longest period shown in the Strategic Insight Reports. In evaluating that information, the Trustees took into account that that information was not prepared by Strategic Insight, nor was it prepared using the same methodologies as the Strategic Insight Reports, but they noted that the performance information for longer periods of time might better represent a Fund’s performance record over one or more full market cycles. The Trustees noted in this regard that a number of the Funds that had underperformed on a relative basis over one or more shorter periods of time shown in the Strategic Insight Reports had strong relative performance over the longer since-inception periods shown in the information DoubleLine provided to them as part of their regular quarterly materials for their February 2021 meeting.

The Trustees considered the portion of the Strategic Insight Reports covering the open-end Funds’ net management fees and net total expenses. As part of their review, the Trustees considered each open-end Fund’s net management fee rate relative to its expense peer group. The Trustees considered DoubleLine’s pricing policy for its advisory fees and that DoubleLine does not seek to be a lowest cost provider, nor does it have a policy to set its advisory fees below the median of a Fund’s peers. In respect of the three open-end Funds with net management fees that were in the fourth quartile of their expense groups, the Trustees considered, among other things, that significant differences exist between the Fund’s principal investment strategies and those of the bulk of the funds in its peer group, as in the case of DoubleLine Infrastructure Income Fund; DoubleLine’s demonstrated significant expertise and experience running the investment strategy over the long term, as in the case of DoubleLine Total Return Bond Fund; or the Fund’s strong relative long-term performance record as shown in the Strategic Insight Report, as in the case of DoubleLine Emerging Markets Fixed Income Fund. The Trustees noted also that, in each case, there were one or more funds in each of those Funds’ peer groups with higher net management fees and, in some cases, multiple funds with significantly higher net management fees.

The Trustees also considered the portion of the Strategic Insight Reports covering the open-end Funds’ net total expenses, noting that the reports showed that each open-end Fund, other than DoubleLine Emerging Markets Fixed Income Fund, DoubleLine Emerging Markets Local Currency Bond Fund, DoubleLine Floating Rate Fund, DoubleLine Infrastructure Income Fund, DoubleLine Multi-Asset Growth Fund, DoubleLine Strategic Commodity Fund, and DoubleLine Total Return Bond Fund, had a net total expense ratio in the first or second quartile of its expense peer group. The Trustees noted that DoubleLine Floating Rate Fund’s net total expense ratio was at exactly the median of its peer group, that DoubleLine Total Return Bond Fund’s net total expense ratio was

 

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March 31, 2021

 

less than 1 basis point above the median of its peer group, and that DoubleLine Emerging Markets Local Currency Bond Fund’s net total expense ratio was 2 basis points above the median of its peer group. The Trustees noted that each of DoubleLine Infrastructure Income Fund, DoubleLine Multi-Asset Growth Fund, and DoubleLine Strategic Commodity Fund had net total expense ratios significantly below the high end of the range of their expense groups and had net total expense ratios below several other funds in their expense peer groups. The Trustees noted that only one Fund, DoubleLine Emerging Markets Fixed Income Fund, had a net total expense ratio that was in the fourth comparative quartile of its expense peer group and, in that respect, they noted that the Fund’s net total expense ratio was below a number of its peers and in line with several others, and they also took into account DoubleLine Emerging Markets Fixed Income Fund’s favorable longer-term performance, which was above the median of its Morningstar category for the three-year and five-year periods shown and above its benchmark index for the five-year period shown (the longest performance period shown for the Fund in the Strategic Insight Report).

In respect of the closed-end Funds, the Trustees considered the information in the Strategic Insight Reports regarding the Funds’ net management fees and net total expenses, based on each Fund’s net assets (i.e., excluding the principal amount of borrowings) and, separately, on each Fund’s total managed assets. As to DoubleLine Opportunistic Credit Fund (“DBL”), the Trustees noted that DBL’s net management fee rate and net total expense ratio were shown in the Strategic Insight Report to be higher than the median of the Fund’s expense peer group on both a net assets and a total managed assets basis, though below one or more of DBL’s expense group peers in each instance. The Independent Trustees noted that DBL’s net management fees were in the third quartile of DBL’s expense group on both a net assets and a total managed assets basis and that DBL’s net total expenses were in the third quartile of DBL’s expense group on a net assets basis, but in the fourth quartile of the expense group when measured against total managed assets. In this regard the Strategic Insight Report showed that DBL had utilized lower levels of leverage relative to many of its expense group peers on the measuring date used for the Strategic Insight Report. The Trustees also considered DoubleLine’s statement that DBL’s fees reflect the experience and expertise DoubleLine brings to managing the Fund.

As to DoubleLine Income Solutions Fund (“DSL”), the Trustees noted that DSL’s net total expense ratio was below the median of its expense peer group on both a net assets and a total managed assets basis and that its net management fee rate was below the median of its expense peer group on a total managed assets basis and above, though near, the median of its expense group on a net assets basis. In evaluating the comparative net management fee and net total expense ratios of DSL, the Trustees considered DSL’s first quartile relative performance over the longest period shown in the Strategic Insight Report and DoubleLine’s statement that the Fund’s fees reflect the experience and expertise DoubleLine brings to managing the Fund.

As to DoubleLine Yield Opportunities Fund (“DLY”), the Trustees noted that DLY had less than a year of performance history and that it had performed in the third quartile of its Morningstar peer group over the six-month period ended December 31, 2020 and above the median, though below the average, of its peer group for the three-month period ended December 31, 2020.

The Trustees compared DLY’s net management fees and net total expenses to two peer groups assembled by Strategic Insight: (1) a group of closed-end funds that had recently launched with organizational and offering expense arrangements similar to those of DLY (“Group A”) and (2) a group of leveraged closed-end bond funds, which had not necessarily adopted recent structural changes in the closed-end marketplace (or which were launched prior to when those changes began to be adopted) (“Group B”). The Trustees noted that DLY’s net management fee was above the median net management fee of Group A, though below a number of the funds in Group A, and that DLY’s net total expense ratio was equal to the median total expense ratio of Group A, in each case when measured against each fund’s net assets. The Trustees noted that DLY’s net management fee and net total expense ratio compared less favorably against the funds in Group A when measured by reference to total managed assets. In this regard the Strategic Insight Report showed that DLY had utilized lower levels of leverage relative to many of its Group A peers on the measuring date used for the Strategic Insight Report. The Trustees noted also that DLY’s net management fees were generally higher, and in some cases substantially higher, than the fees of the peer funds in Group B, though not unreasonably so in light of the risks that DoubleLine had assumed as DLY’s sponsor in line with recent structural changes in the closed-end marketplace, the complexity of the Fund’s investment strategies, and DoubleLine’s investment experience and expertise. In evaluating the comparative net management fee rate of DLY, the Trustees considered DoubleLine’s representation that it believes that DLY represents good value to shareholders, in light of the expertise and experience of DLY’s portfolio managers, Messrs. Gundlach and Sherman, with whom the Board was familiar.

The Trustees noted that each of DBL, DSL, and DLY had employed leverage during some or all of the period shown in the Strategic Insight Reports, and considered information from DoubleLine intended to show that each Fund’s use of leverage was accretive to the Fund’s investment performance, after taking into account any expenses related to the leverage, including incremental management fees.

The Trustees considered that DoubleLine provides a variety of other services to the Funds in addition to investment advisory services, including, among others, a number of back-office services, valuation services, compliance services, liquidity monitoring

 

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Evaluation of Advisory Agreement by the Board of Trustees  (Cont.)

   

 

services, certain forms of information technology services (such as internal reporting), assistance with accounting and distribution services, and supervision and monitoring of the Funds’ other service providers. The Trustees considered DoubleLine’s ongoing efforts to keep the Trustees informed about matters relevant to the Funds and their shareholders. The Trustees also considered the nature and structure of the Funds’ compliance program, including the policies and procedures of the Funds and their various service providers (including DoubleLine). The Trustees considered the quality of those non-investment advisory services and determined that their quality appeared to support the continuation of the Funds’ arrangements with DoubleLine.

The Trustees considered information provided by DoubleLine relating to its historical and continuing commitment to hire additional resources and to invest in technology enhancements to support DoubleLine’s ability to provide services to the Funds. The Trustees concluded that it appeared that DoubleLine continued to have sufficient quality and depth of personnel, resources, and investment methods.

The Trustees considered materials relating to the fees charged by DoubleLine to non-Fund clients for which DoubleLine employs investment strategies substantially similar to one or more Funds’ investment strategies, including institutional separate accounts advised by DoubleLine and mutual funds for which DoubleLine serves as subadviser. The Trustees noted the information DoubleLine provided regarding certain institutional separate accounts advised by it and funds subadvised by it that are subject to fee schedules that differ from, and are in most cases lower than, the rates paid by a Fund with substantially similar investment strategies. The Trustees noted DoubleLine’s representations that administrative, compliance, operational, legal, and other burdens of providing investment advice to mutual funds exceed in many respects those required to provide advisory services to non-mutual fund clients, such as institutional accounts for retirement or pension plans, which may have differing contractual requirements. The Trustees noted DoubleLine’s representations that DoubleLine bears substantially greater legal and other responsibilities and risks in managing and sponsoring mutual funds than in managing private accounts or in subadvising mutual funds sponsored by others, and that the services and resources required of DoubleLine when it subadvises mutual funds sponsored by others generally are less extensive than those required of DoubleLine to serve the Funds, because, where DoubleLine serves as a subadviser, many of the sponsorship, operational, and compliance responsibilities related to the advisory function are retained by the primary adviser.

The Trustees reviewed information as to general estimates of DoubleLine’s profitability with respect to each Fund, taking into account among other things information about both the direct and the indirect benefits to DoubleLine from managing the Funds. The Trustees considered information provided by DoubleLine as to the methods it uses, and the assumptions it makes, in calculating its profitability. The Trustees considered representations from DoubleLine that its compensation and incentive policies and practices enable DoubleLine to attract, retain, and motivate highly qualified and experienced employees. The Trustees noted that DoubleLine experienced significant profitability in respect of certain of the Funds, but noted that in those cases it would be appropriate to consider that profitability in light of various other considerations such as the nature, extent, and quality of the services provided by DoubleLine, the relative long-term performance of the relevant Funds, the consistency and transparency of the Funds’ investment operations over time, and the competitiveness of the management fees and total operating expenses of the Funds. The Trustees separately considered information regarding DoubleLine’s reinvestment in its business to maintain its ability to provide high-quality services to the Funds, and noted DoubleLine’s need to invest in technology, infrastructure, and staff to continue to provide services and accommodate changing regulatory requirements.

In their evaluation of economies of scale, the Trustees considered, among other things, the pricing of the Funds and DoubleLine’s reported profitability, and that a number of the open-end Funds had achieved significant size. They noted also that none of the Funds has breakpoints in its advisory fee schedule, though the Trustees considered management’s view that the fee schedules for the Funds remained consistent with DoubleLine’s original pricing philosophy of proposing an initial management fee rate that generally, when taking into account expense limitations (where applicable), reflects reasonably foreseeable economies of scale. In this regard, the Trustees noted also that the information provided by Strategic Insight supported the view that the net management fees of the largest open-end Funds remained fairly priced. The Trustees further noted that DoubleLine was subsidizing the expenses of a number of Funds with less scale, with the prospect of recouping those fees at a later date. In evaluating economies of scale more generally, the Trustees also noted ongoing changes to the regulatory environment, which required DoubleLine to re-invest in its business and infrastructure. On the basis of these factors and others, the Trustees concluded that it was not necessary at the present time to implement breakpoints for any of the Funds, although they would continue to consider the question periodically in the future.

With regard to DBL, DSL, and DLY, the Trustees noted that these Funds have not increased in assets significantly from their initial offerings due principally to their status as closed-end investment companies and that there were therefore no substantial increases in economies of scale realized with respect to these Funds since their inception. The Trustees noted DoubleLine’s view that the levels of its profitability in respect of DBL, DSL, and DLY are appropriate in light of the investment it has made in these Funds, the quality of the investment management and other teams provided by it, and its continued investments in its own business.

 

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On the basis of these considerations as well as others and in the exercise of their business judgment, the Trustees determined that they were satisfied with the nature, extent, and quality of the services provided to each Fund under its Advisory Agreement(s); that it appeared that the management fees paid by each Fund to DoubleLine were generally within the range of management fees paid by its peer funds, and generally reasonable in light of the services provided, the quality of the portfolio management teams, and each Fund’s performance to date; that the fees paid by each Fund did not appear inappropriate in light of the fee schedules charged to DoubleLine’s other clients with substantially similar investment strategies (where applicable) in light of the differences in the services provided and the risks borne by DoubleLine; that the profitability of each Fund to DoubleLine did not appear excessive or such as to preclude continuation of the Fund’s Advisory Agreement; that absence of breakpoints in any Fund’s management fee did not render that Fund’s fee unreasonable or inappropriate under the circumstances, although the Trustees would continue to consider the topic over time; and that it would be appropriate to approve each Advisory Agreement for an additional one-year period.

 

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Federal Tax Information

 

(Unaudited)

March 31, 2021

 

For the fiscal year ended September 30, 2020, certain dividends paid by the Fund may be subject to a maximum tax rate of 15% (20% for taxpayers with taxable income greater than $425,800 for single individuals and $479,000 for married couples filing jointly), as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and The Tax Cuts and Jobs Act of 2017. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Qualified Dividend Income

       0.00%  

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2020, was as follows:

 

Dividends Received Deduction

       0.00%  

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871(k)(2)(c) for the fiscal year ended September 30, 2020, was as follows:

 

Qualified Short-term Gains

       0.00%  

The percentage of taxable ordinary income distributions that are designated as interest related dividends under Internal Revenue Section 871(k)(1)(C) for the fiscal year ended September 30, 2020, was as follows:

 

Qualified Interest Income

       69.78%  

Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund.

 

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Portfolio Managers

 

(Unaudited)

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The portfolio managers of the Fund are Jeffrey E. Gundlach (since the Fund’s inception), Luz M. Padilla (since the Fund’s inception) and Robert Cohen (since September 2016).

Information About Proxy Voting

Information about how the Fund voted proxies relating to portfolio securities held during the most recent twelve month period ended June 30th is available no later than the following August 31st without charge, upon request, by calling 877-DLine11 (877-354-6311) or email fundinfo@doubleline.com and on the Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov.

A description of the Fund’s proxy voting policies and procedures is available (i) without charge, upon request, by calling 877-DLine11 (877-354-6311) or email fundinfo@doubleline.com; and (ii) on the SEC’s website at www.sec.gov.

Information About Portfolio Holdings

The Fund intends to disclose its portfolio holdings on a quarterly basis by posting the holdings on the Fund’s website. The disclosure will be made by posting the Annual, Semi-Annual and Part F of Form N-PORT filings on the Fund’s website.

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. When available, the Fund’s Part F of Form N-PORT (and Form N-Q prior to March 31, 2019) is available on the SEC’s website at www.sec.gov.

Householding—Important Notice Regarding Delivery of Shareholder Documents

In an effort to conserve resources, the Fund intends to reduce the number of duplicate Annual and Semi-Annual Reports you receive by sending only one copy of each to addresses where we reasonably believe two or more accounts are from the same family. If you would like to discontinue householding of your accounts, please call toll-free 877-DLine11 (877-354-6311) to request individual copies of these documents. We will begin sending individual copies thirty days after receiving your request to stop householding.

Fund Certification

The Fund is listed for trading on the NYSE and has filed with the NYSE its annual chief executive officer certification regarding compliance with the NYSE’s listing standards. The Fund filed with the SEC the certification of its chief executive officer and principal financial officer required by section 302 of the Sarbanes-Oxley Act.

Proxy Results

The Annual Meeting of Shareholders was held on February 17, 2021 for shareholders of record as of the close of business on December 18, 2020 to re-elect Raymond B. Woolson and Ronald R. Redell, both Class II trustee nominees, for the Fund. The nominee Raymond B. Woolson was elected with 75,128,690 affirmative votes and 2,381,033 votes withheld. The nominee Ronald R. Redell was elected with 74,989,508 affirmative votes and 2,520,214 votes withheld. For the Fund, Trustees whose terms of office continued after the Annual Meeting of Shareholders because they were not up for re-election are Joseph J. Ciprari, and John C. Salter.

 

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Dividend Reinvestment Plan

 

(Unaudited)

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Unless the registered owner of Common Shares elects to receive cash by contacting U.S. Bancorp Fund Services, LLC (the “Plan Administrator”), all dividends, capital gains and returns of capital, if any, declared on Common Shares will be automatically reinvested by the Plan Administrator for shareholders in the Fund’s Automatic Dividend Reinvestment Plan (the “Plan”), in additional Common Shares. Common Shareholders who elect not to participate in the Plan will receive all dividends and other distributions payable in cash directly to the shareholder of record (or, if the Common Shares are held in street or other nominee name, then to such nominee) by the Plan Administrator as dividend disbursing agent. Participation in the Plan is completely voluntary and may be terminated or resumed at any time without penalty by providing notice in writing to the Plan Administrator at least 5 days prior to the dividend/distribution record date; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution.

Whenever the Fund declares an income dividend, a capital gain distribution or other distribution (collectively referred to as “dividends”) payable either in shares or cash, non-participants in the Plan will receive cash and participants in the Plan will receive a number of Common Shares, determined in accordance with the following provisions. The Common Shares will be acquired by the Plan Administrator for the participants’ accounts, depending upon the circumstances described below, either (i) through receipt of additional unissued but authorized Common Shares from the Fund (“Newly Issued Common Shares”) or (ii) by purchase of outstanding Common Shares on the open market (“Open- Market Purchases”) on the New York Stock Exchange or elsewhere. If, on the payment date for any Dividend, the market price per Common Share plus estimated brokerage trading fees is equal to or greater than the NAV per Common Share (such condition is referred to here as “market premium”), the Plan Administrator shall receive Newly Issued Common Shares, including fractions of shares from the Fund for each Plan participant’s account. The number of Newly Issued Common Shares to be credited to each participant’s account will be determined by dividing the dollar amount of the Dividend by the NAV per Common Share on the date of issuance; provided that, if the NAV per Common Share is less than or equal to 95% of the current market value on the date of issuance, the dollar amount of the Dividend will be divided by 95% of the market price per Common Share on the date of issuance for purposes of determining the number of shares issuable under the Plan. If, on the payment date for any Dividend, the NAV per Common Share is greater than the market value plus estimated brokerage trading fees (such condition being referred to here as a “market discount”), the Plan Administrator will seek to invest the Dividend amount in Common Shares acquired on behalf of the participants in Open-Market Purchases.

In the event of a market discount on the payment date for any Dividend, the Plan Administrator will have until the last business day before the next date on which the Common Shares trade on an “ex-dividend” basis or in no event more than 30 days after the record date for such Dividend, whichever is sooner (the “Last Purchase Date”), to invest the Dividend amount in Common Shares acquired in Open-Market Purchases. It is contemplated that the Fund will pay monthly Dividends. If, before the Plan Administrator has completed its Open-Market Purchases, the market price per Common Share exceeds the NAV per Common Share, the average per Common Share purchase price paid by the Plan Administrator may exceed the NAV of the Common Shares, resulting in the acquisition of fewer Common Shares than if the Dividend had been paid in Newly Issued Common Shares on the Dividend payment date. If the Plan Administrator is unable to invest the full Dividend amount in Open-Market Purchases during the purchase period or if the market discount shifts to a market premium during the purchase period, the Plan Administrator may cease making Open-Market Purchases and may instead receive the Newly Issued Common Shares from the Fund for each participant’s account, in respect of the uninvested portion of the Dividend, at the NAV per Common Share at the close of business on the Last Purchase Date provided that, if the NAV is less than or equal to 95% of the then current market price per Common Share, the dollar amount of the Dividend will be divided by 95% of the market price on the date of issuance for purposes of determining the number of shares issuable under the Plan.

The Plan Administrator maintains all registered shareholders’ accounts in the Plan and furnishes written confirmation of all transactions in the accounts, including information needed by shareholders for tax records. Common Shares in the account of each Plan participant will be held by the Plan Administrator in non-certificated form in the name of the Plan participant, and each shareholder proxy will include those shares purchased or received pursuant to the Plan. The Plan Administrator will forward all proxy solicitation materials to participants and vote proxies for shares held under the Plan in accordance with the instructions of the participants.

In the case of Common Shares owned by a beneficial owner but registered with the Plan Administrator in the name of a nominee, such as a bank, a broker or other financial intermediary (each, a “Nominee”), the Plan Administrator will administer the Plan on the basis of the number of Common Shares certified from time to time by the Nominee as participating in the Plan. The Plan Administrator will not take instructions or elections from a beneficial owner whose Common Shares are registered with the Plan Administrator in the name of a Nominee. If a beneficial owner’s Common Shares are held through a Nominee and are not registered with the Plan Administrator as participating in the Plan, neither the beneficial owner nor the Nominee will be participants in or have distributions reinvested under the Plan with respect to those Common Shares. If a beneficial owner of

 

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March 31, 2021

 

Common Shares held in the name of a Nominee wishes to participate in the Plan, and the Shareholder’s Nominee is unable or unwilling to become a registered shareholder and a Plan participant with respect to those Common Shares on the beneficial owner’s behalf, the beneficial owner may request that the Nominee arrange to have all or a portion of his or her Common Shares registered with the Plan Administrator in the beneficial owner’s name so that the beneficial owner may be enrolled as a participant in the Plan with respect to those Common Shares. Please contact your Nominee for details or for other possible alternatives. Participants whose shares are registered with the Plan Administrator in the name of one Nominee may not be able to transfer the shares to another firm or Nominee and continue to participate in the Plan.

There will be no brokerage charges with respect to Common Shares issued directly by the Fund as a result of dividends payable either in Common Shares or in cash. However, each participant will pay a pro rata share of brokerage trading fees incurred in connection with Open-Market Purchases. The automatic reinvestment of Dividends will not relieve participants of any federal, state or local income tax that may be payable (or required to be withheld) on such Dividends. Participants that request a sale of Common Shares through the Plan Administrator are subject to brokerage commissions.

The Fund reserves the right to amend or terminate the Plan. There is no direct service charge to participants with regard to purchases in the Plan; however, the Fund reserves the right to amend the Plan to include a service charge payable by the participants.

All correspondence, questions, or requests for additional information concerning the Plan should be directed to the Plan Administrator by calling toll-free 877-DLine11 (877-354-6311) or by writing to U.S. Bancorp Fund Services, LLC at P.O. Box 701, Milwaukee, WI 53201. Be sure to include your name, address, daytime phone number, Social Security or tax I.D. number and a reference to DoubleLine Income Solutions Fund on all correspondence.

The Plan Administrator accepts instructions only from the registered owners of accounts. If you purchased or hold your Fund shares through an intermediary, in most cases your intermediary’s nominee will be the registered owner with the Fund. Accordingly, questions regarding your participation in the Plan or the terms of any reinvestments should be directed to your intermediary in the first instance.

 

    Semi-Annual Report   |   March 31, 2021   45


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Privacy Policy

 

(Unaudited)

March 31, 2021

 

What Does DoubleLine Do With Your Personal Information?

This notice provides information about how DoubleLine (“we” and “our”) collects, shares, and protects your personal information, and how you might choose to limit our ability to share certain information about you. Please read this notice carefully.

Why do we need your personal information?

All financial companies need to share customers’ personal information to run their everyday businesses, to appropriately tailor the services offered to you (where applicable), and to comply with our regulatory obligations. Accordingly, information, confidential and proprietary, plays an important role in the success of our business. However, we recognize that you have entrusted us with your personal and financial data, and we recognize our obligation to keep this information secure. Maintaining your privacy is important to us, and we hold ourselves to a high standard in its safekeeping and use. Most importantly, DoubleLine does not sell its customers’ non-public personal information to any third parties. DoubleLine uses its customers’ non-public personal information primarily to complete financial transactions that its customers request (where applicable), to make its customers aware of other financial products and services offered by a DoubleLine affiliated company, and to satisfy obligations we owe to regulatory bodies.

Information we may collect

We may collect various types of personal data about you, including:

 

 

Your personal identification information, which may include your name and passport information, your IP address, politically exposed person (“PEP”) status, and such other information as may be necessary for us to provide our services to you and to complete our customer due diligence process and discharge anti-money laundering obligations;

 

Your contact information, which may include postal address and e-mail address and your home and mobile telephone numbers;

 

Your family relationships, which may include your marital status, the identity of your spouse and the number of children that you have;

 

Your professional and employment information, which may include your level of education and professional qualifications, your employment, employer’s name and details of directorships and other offices which you may hold; and

 

Financial information, risk tolerance, sources of wealth and your assets, which may include details of shareholdings and beneficial interests in financial instruments, your bank details and your credit history.

Where we obtain your personal information

DoubleLine may collect non-public information about you from the following sources:

 

 

Information we receive about you on applications or other forms;

 

Information you may give us orally;

 

Information about your transactions with us or others;

 

Information you submit to us in correspondence, including emails or other electronic communications; and

 

Information about any bank account you use for transfers between your bank account and any Fund account, including information provided when effecting wire transfers.

Information Collected from Websites

Websites maintained by DoubleLine or its service providers may use a variety of technologies to collect information that help DoubleLine and its service providers understand how the website is used. Information collected from your web browser (including small files stored on your device that are commonly referred to as “cookies”) allow the websites to recognize your web browser and help to personalize and improve your user experience and enhance navigation of the website. You can change your cookie preferences by changing the setting on your web browser to delete or reject cookies. If you delete or reject cookies, some website pages may not function properly. Our websites may contain links that are maintained or controlled by third parties, each of which has privacy policies which may differ, in some cases significantly, from the privacy policies described in this notice. Please read the privacy policies of such third parties and understand that accessing their website is at your own risk. Please contact your DoubleLine representative if you would like to receive more information about the privacy policies of third parties.

We also use web analytics services, which currently include but are not limited to Google Analytics and Adobe Analytics. Such web analytics services use cookies and similar technologies to evaluate visitor’s use of the domain, compile statistical reports on domain activity, and provide other services related to our websites. For more information about Google Analytics, or to opt out of Google Analytics, please go to https://tools.google.com/dlpage/gaoptout. For more information about Adobe Analytics, or to opt out of Adobe Analytics, please go to: http://www.adobe.com/privacy/opt-out.html.

 

46   DoubleLine Income Solutions Fund        


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(Unaudited)

March 31, 2021

 

How and why we may share your information

DoubleLine does not disclose any non-public personal information about our customers or former customers without the customer’s authorization, except that we may disclose the information listed above, as follows:

 

 

It may be necessary for DoubleLine to provide information to nonaffiliated third parties in connection with our performance of the services we have agreed to provide to the Funds or you. For example, it might be necessary to do so in order to process transactions and maintain accounts.

 

DoubleLine will release any of the non-public information listed above about a customer if directed to do so by that customer or if DoubleLine is authorized by law to do so, such as in the case of a court order, legal investigation, or other properly executed governmental request.

 

In order to alert a customer to other financial products and services offered by an affiliate, DoubleLine may share information with an affiliate, including companies using the DoubleLine name. Such products and services may include, for example, other investment products offered by a DoubleLine company. If you prefer that we not disclose non-public personal information about you to our affiliates for this purpose, you may direct us not to make such disclosures (other than disclosures permitted by law) by calling 1 (213) 633-8200. If you limit this sharing and you have a joint account, your decision will be applied to all owners of the account.

We will limit access to your personal account information to those agents and vendors who need to know that information to provide products and services to you. Your information is not provided by us to nonaffiliated third parties for marketing purposes. We maintain physical, electronic, and procedural safeguards to guard your non-public personal information.

Notice related to the California Consumer Privacy Act (CCPA) and to “natural persons” residing in the State of California

DoubleLine collects and uses information that identifies, describes, references, links or relates to, or is associated with, a particular consumer or device (“Personal Information”). Personal Information we collect from our customers, website visitors and consumers is covered under the Gramm-Leach-Bliley Act and is therefore excluded from the scope of the California Consumer Privacy Act.

Notice to “natural persons” residing in the European Economic Area (the “EEA”)

If you reside in the EEA, we may transfer your personal information outside the EEA, and will ensure that it is protected and transferred in a manner consistent with legal requirements applicable to the information. This can be done in a number of different ways, for instance:

 

 

the country to which we send the personal information may have been assessed by the European Commission as providing an “adequate” level of protection for personal data;

 

the recipient may have signed a contract based on standard contractual clauses approved by the European Commission; or

 

where the recipient is located in the U.S., it may be a certified member of the EU-U.S. Privacy Shield scheme.

In other circumstances, the law may permit us to otherwise transfer your personal information outside the EEA. In all cases, however, any transfer of your personal information will be compliant with applicable data protection law.

Retention of personal information and security

Your personal information will be retained for as long as required:

 

 

for the purposes for which the personal information was collected;

 

in order to establish or defend legal rights or obligations or to satisfy any reporting or accounting obligations; and/or

 

as required by data protection laws and any other applicable laws or regulatory requirements, including, but not limited to, U.S. laws and regulations applicable to our business.

We will undertake commercially reasonable efforts to protect the personal information that we hold with appropriate security measures.

Access To and Control of Your Personal Information

Depending on your country of domicile, you may have the following rights in respect of the personal information about you that we process:

 

 

the right to access and port personal information;

 

the right to rectify personal information;

 

the right to restrict the use of personal information;

 

the right to request that personal information is erased; and

 

the right to object to processing of personal information.

 

    Semi-Annual Report   |   March 31, 2021   47


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Privacy Policy  (Cont.)

   

 

Although you have the right to request that your personal information be deleted at any time, applicable laws or regulatory requirements may prohibit us from doing so. If you are an investor in the DoubleLine funds, certain of the rights described above that may apply to direct clients of DoubleLine domiciled or resident outside the United States will not apply to you. In addition, if you invest in a DoubleLine fund through a financial intermediary, DoubleLine may not have access to personal information about you.

If you wish to exercise any of the rights set out above, please contact privacy@doubleline.com.

Changes to DoubleLine’s Privacy Policy

As required by U.S. federal law, DoubleLine will notify customers of DoubleLine’s Privacy Policy annually. DoubleLine reserves the right to modify its privacy policy at any time, but in the event that there is a change, that affects the content of this notice materially, DoubleLine will promptly inform its customers of that change, in accordance with applicable law.

 

48   DoubleLine Income Solutions Fund        


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LOGO     

 

LOGO

 

Investment Adviser:

DoubleLine Capital LP

333 South Grand Avenue

18th Floor

Los Angeles, CA 90071

Administrator and Transfer Agent:

U.S. Bancorp Fund Services, LLC

P.O. Box 701

Milwaukee, WI 53201

Custodian:

State Street Bank and Trust Company

Channel Center

1 Iron Street

Boston, MA 02210

Independent Registered Public Accounting Firm:

Deloitte & Touche LLP

695 Town Center Drive

Suite 1200

Costa Mesa, CA 92626

Legal Counsel:

Ropes & Gray LLP

Prudential Tower

800 Boylston Street

Boston, MA 02199

Contact Information:

doubleline.com

fundinfo@doubleline.com

(877) DLine11 or (877) 354-6311

DL-SEMI-DSL

 

 

DoubleLine || 333 South Grand Avenue, 18th Floor || Los Angeles, CA  90071 || (213) 633-8200

fundinfo@doubleline.com || www.doubleline.com

 


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(b)

Not applicable.

Item 2. Code of Ethics.

Not applicable for semi-annual reports.

Item 3. Audit Committee Financial Expert.

Not applicable for semi-annual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable for semi-annual reports.

Item 5. Audit Committee of Listed Registrants.

Not applicable for semi-annual reports.

Item 6. Investments.

 

(a)

Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable for semi-annual reports.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable for semi-annual reports.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

There were no purchases made by or on behalf of the Registrant or any “affiliated purchaser,” as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended, of shares of the Registrant’s equity securities that are registered by the Registrant pursuant to Section 12 of the Exchange Act made in the period covered by this report.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

 

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Item 11. Controls and Procedures.

 

(a)

The Registrant’s President and Treasurer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

 

(b)

There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably 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 for semi-annual reports.

Item 13. Exhibits.

 

(a)

(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not applicable.

(2) A separate certification for each principal executive and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.

(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.

 

(b)

Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

 

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SIGNATURES

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

 

(Registrant)   

                DoubleLine Income Solutions Fund

 

By (Signature and Title)  

       /s/ Ronald R. Redell

              Ronald R. Redell, President and Chief Executive Officer

 

Date  

5/25/2021

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

 

By (Signature and Title)  

       /s/ Ronald R. Redell

              Ronald R. Redell, President and Chief Executive Officer

 

Date  

5/25/2021

 

By (Signature and Title)  

       /s/ Henry V. Chase

              Henry V. Chase, Treasurer and Principal Financial Accounting Officer

 

Date  

5/25/2021

 

3