N-CSRS 1 tm213428-1_ncsrs.htm N-CSRS

 

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  SECURITIES AND EXCHANGE COMMISSION  
  Washington, D.C. 20549  

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number 811-04889
 
Tekla Healthcare Investors
(Exact name of registrant as specified in charter)
 
100 Federal Street, 19th Floor, Boston, MA   02110
(Address of principal executive offices)   (Zip code)
 
 
(Name and address of agent for service)
 
Registrant’s telephone number, including area code: 617-772-8500  
 
Date of fiscal year end: September 30  
 
Date of reporting period: October 1, 2020 to March 31, 2021  
                   

 

 

 

ITEM 1. REPORTS TO STOCKHOLDERS.

 

TEKLA HEALTHCARE INVESTORS

Semiannual Report

March 31, 2021


TEKLA HEALTHCARE INVESTORS

Distribution policy: The Fund has implemented a managed distribution policy (the Policy) that provides for quarterly distributions at a rate set by the Board of Trustees. Under the current Policy, the Fund intends to make quarterly distributions at a rate of 2% of the Fund's net assets to shareholders of record. The Policy would result in a return of capital to shareholders, if the amount of the distribution exceeds the Fund's net investment income and realized capital gains. A return of capital may occur, for example, when some or all of the money that you invested in the Fund is paid back to you. A return of capital distribution does not necessarily reflect the Fund's investment performance and should not be confused with "yield" or "income."

The amounts and sources of distributions reported in the Fund's notices pursuant to Section 19(a) of the Investment Company Act of 1940 are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund's investment experience during its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that tells you how to report distributions for federal income tax purposes.

You should not draw any conclusions about the Fund's investment performance from the amount of distributions pursuant to the Policy or from the terms of the Policy. The Policy has been established by the Trustees and may be changed or terminated by them without shareholder approval. The Trustees regularly review the Policy and the frequency and rate of distributions considering the purpose and effect of the Policy, the financial market environment, and the Fund's income, capital gains and capital available to pay distributions. The suspension or termination of the Policy could have the effect of creating a trading discount or widening an existing trading discount. At this time there are no reasonably foreseeable circumstances that might cause the Trustees to terminate the Policy.

Consider these risks before investing: As with any investment company that invests in equity securities, the Fund is subject to market risk—the possibility that the prices of equity securities will decline over short or extended periods of time. As a result, the value of an investment in the Fund's shares will fluctuate with the market generally and market sectors in particular. You could lose money over short or long periods of time. Political and economic news can influence marketwide trends and can cause disruptions in the U.S. or world financial markets. Other factors may be ignored by the market as a whole but may cause movements in the price of one company's stock or the stock of companies in one or more industries. All of these factors may have a greater impact on initial public offerings and emerging company shares. Different types of equity securities tend to shift into and out of favor with investors, depending on market and economic conditions. The performance of funds that invest in equity securities of healthcare companies may at times be better or worse than the performance of funds that focus on other types of securities or that have a broader investment style.


TEKLA HEALTHCARE INVESTORS

Dear Shareholders,

I think it is obvious in the United States and around the world that, over the last year, the COVID-19 epidemic has been the dominating factor in nearly everyone's lives, family and job, as well as in all aspects of the economy and markets. We have not been surprised by the volatility of these things but admit to not expecting what felt like an inexorable upward move in the market during the worst months of the pandemic. We report herein on the period September 30, 2020 to March 31, 2021. Fund performance for that period is described elsewhere in this report. But given the dynamics of the last year, we feel that we should speak to the bigger, Covid-related picture in our commentary.

As you may well be aware, in the first part of 2020 nearly all equity markets we see as related to the Fund declined—some as much as 30%—in response to the infections, quarantines and deaths reported. However, those same markets rebounded impressively through the rest of the calendar year producing very positive results for calendar year 2020. For example, the S&P 500® Index* ("SPX") net advanced 18% in 2020. The broad S&P Composite 1500® Health Care Index* ("S15HLTH") trailed the SPX but still advanced approximately 14%. Interestingly, the NASDAQ Biotechtechnology Index®* ("NBI") advanced approximately 26%. The SPDR® S&P® Biotech ETF* ("XBI"), which tracks an index dominated by small-and mid-cap biotech companies, advanced approximately 48%, quite a dramatic result.

Much has been made of the markets' 2020 advance. Others have opined in great detail on this subject. In short, we think it is generally accepted that financial stimulus provided by the government and the promise of low interest rates promulgated by the Federal Reserve allowed and/or encouraged investment in the stock market (and in risk assets in particular) in preference to other asset classes.


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The first quarter of 2021 has been quite a different story. Things have been a bit more complicated. The broad SPX and S15HLTH advanced 6% and 3%, respectively with only moderate volatility in the first quarter of calendar year 2021. By contrast, the NBI and XBI have been much more volatile. The NBI was up almost 14% by early February but retraced this entire gain ending the quarter down fractionally. The small- and mid-cap focused XBI was up almost 24% by early February and retreated even more dramatically, declining by 22% in less than two months to end the quarter down by a few percent.

The question of course is what happened to cause this situation and, more importantly, where are we going. From a personal point of view, we have all had a horrific year. More than thirty-two million Americans have contracted COVID-19 and well more than 500,000 individuals have died. Millions of children have had access to education reduced or eliminated. Millions of people have lost their jobs and we expect that hundreds of thousands of businesses have closed forever. Much of this loss cannot be recovered.

Having said this, we also need to evaluate where we are and where we expect to be as shareholders of the Fund. From a healthcare fund point of view, the view is a little more nuanced. From our perspective, COVID-19 arrived out of the blue. As described above, markets declined precipitously. Almost immediately, 200 companies started working on covid vaccines and therapeutics. Miraculously, biopharma partnered with the U.S. and other governments to approve multiple vaccines in a year (compared to a typical ten year development cycle).

In parallel, we witnessed a vitriolic election cycle that changed a good deal of how government governs. We saw civil unrest that rivaled what we observed in the 1960's. A work from home world was created largely out of whole cloth. Simplistically, the economy unwound and then apparently rewound.

A year later we find ourselves with still high unemployment, Covid case rates still dramatically higher than when we all went home, approaching 50% of the adult population vaccinated with herd immunity anticipated by some experts within the next few months, a push to get back to school


2


and to work, a separate and opposing push to continue working from home, a Federal Reserve committed to low interest rate for the foreseeable future, a government committed to continued stimulus and to increasing the safety net, the stock market higher than it was a year ago and what seems like generally positive sentiment. Whew!!

With respect to healthcare, what has all this produced? It was a banner, if volatile (particularly in the first quarter of 2021) year, for healthcare stock performance, a year of record investment in the sector, approximately 100 new biotech IPOs, an apparently less cooperative FDA, a hint (or more) of drug pricing pressure, first quarter company reporting results that look promising, healthcare trading at the biggest discount to the SPX in many years and, perhaps not surprisingly, quite a bit of uncertainty about where healthcare goes from here.

Having said all this, our view is pretty simple. We are fundamental analysts. We see attractive valuations, lots of innovation and a favorable macro environment (with low cost of capital and many companies well-funded). We think a fair analysis of all this is that it may well be a bumpy ride, but over any reasonable timeframe we see way more possibility for upside opportunity for the sector than for any extended downside pain.

Be well,

     

 

Daniel R. Omstead
President and Portfolio Manager


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TEKLA HEALTHCARE INVESTORS

Fund Essentials

Objective of the Fund

The Fund's investment objective is to seek long-term capital appreciation by investing primarily in securities of healthcare companies. In addition, the Fund seeks to provide regular distribution of realized capital gains.

Description of the Fund

Tekla Healthcare Investors ("HQH") is a non-diversified closed-end healthcare fund traded on the New York Stock Exchange under the ticker HQH. HQH primarily invests in healthcare industries and will emphasize both large established companies and smaller, emerging companies with a maximum of 40% of the Fund's assets in restricted securities of both public and private companies.

Investment Philosophy

Tekla Capital Management LLC, the Investment Adviser to the Fund, believes that:

•  Aging demographics and adoption of new medical products and services can provide long-term tailwinds for healthcare companies

•  Late stage biotechnology product pipeline could lead to significant increases in biotechnology sales

•  Robust M&A activity in healthcare may create additional investment opportunities

Fund Overview and Characteristics as of 3/31/21

Market Price1

  $24.41  

NAV2

  $24.99  

Premium/(Discount)

  -2.32%  

Average 30 Day Volume

  169,317  

Net Assets

  $1,116,070,025  

Ticker

 

HQH

 

NAV Ticker

 

XHQHX

 
Commencement of
Operations Date
 

4/22/87

 
Fiscal Year to Date
Distributions
per Share
  $1.04  

1 The closing price at which the Fund's shares were traded on the exchange.

2 Per-share dollar value of the Fund, calculated by dividing the total value of all the securities in its portfolio, plus any other assets and less liabilities, by the number of Fund shares outstanding.

Holdings of the Fund (Data is based on net assets)

Asset Allocation as of 3/31/21

Sector Diversification as of 3/31/21

This data is subject to change on a daily basis.


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TEKLA HEALTHCARE INVESTORS

Largest Holdings By Issuer

(Excludes Short-Term Investments)

As of March 31, 2021
(Unaudited)

Issuer – Sector   % of Net
Assets
 
Gilead Sciences, Inc.Biotechnology    

5.4

%

 
Illumina, Inc. Life Sciences Tools & Services    

4.7

%

 
Amgen, Inc. Biotechnology    

4.5

%

 
Vertex Pharmaceuticals, Inc. Biotechnology    

4.0

%

 
Moderna, Inc. Biotechnology    

3.5

%

 
Horizon Therapeutics plc Pharmaceuticals    

3.3

%

 
Biogen, Inc. Biotechnology    

3.2

%

 
Regeneron Pharmaceuticals, Inc. Biotechnology    

3.2

%

 
Abbott Laboratories Health Care Equipment & Supplies    

1.8

%

 
Seagen, Inc. Biotechnology    

1.6

%

 
Guardant Health, Inc. Health Care Equipment & Supplies    

1.3

%

 
Bristol-Myers Squibb Co. Pharmaceuticals    

1.3

%

 
Syneos Health, Inc. Healthcare Services    

1.2

%

 
Neurocrine Biosciences, Inc. Biotechnology    

1.2

%

 
Alnylam Pharmaceuticals, Inc. Biotechnology    

1.2

%

 
Allakos, Inc. Biotechnology    

1.1

%

 
Exelixis, Inc. Biotechnology    

1.1

%

 
Novavax, Inc. Biotechnology    

1.1

%

 
CRISPR Therapeutics AG Biotechnology    

1.1

%

 
Exact Sciences Corp. Biotechnology    

1.1

%

 

Portfolio Highlights as of March 31, 2021

Among other investments, Tekla Healthcare Investors' performance benefitted in the past six months by the following:

Sutro Biopharma, Inc. (STRO) is an oncology-focused company with a novel antibody conjugate platform. In Q4 of 2020, the stock rose after the Company announced promising data in ovarian cancer for its lead drug candidate. We were overweight the stock during this period.

Waters Corp. (WAT) is a leading global supplier of analytical instruments, consumables and services to life science, industrial and academic organizations conducting research. The Company's stock rose in the period with renewed growth in its liquid chromatography business due to a successful replacement initiative as well as strong early customer adoption of its new e-commerce platform. The Fund held an overweight position.


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Morphic Holding, Inc. (MORF) is a small-cap biotechnology company with a novel approach to developing and delivering oral drugs for the treatment of immune/inflammatory conditions. The stock appreciated significantly after the Company released highly positive Phase 1 data. We held an overweight position during this period.

Among other examples, Tekla Healthcare Investors' performance was negatively impacted by the following investments:

Moderna, Inc. (MRNA) is a vaccine company based on a new therapeutic modality, messenger RNA. The Company has multiple development programs in the clinic but is most well-known for its commercially successful vaccine candidate targeting the COVID-19 virus. The Fund owned MRNA but was underweight during its recent runup.

Denali Therapeutics, Inc. (DNLI) is a biotechnology company that discovers and develops novel drugs for neurodegenerative diseases. Last year, the Company presented positive preliminary data which caused the stock to more than double while we were net underweight.

Bridgebio Pharma, Inc. (BBIO) operates as a biotechnology holding company within which subsidiaries have a pipeline of over 20 programs in genetic disease and cancer. Its stock rose due to continued investor enthusiasm for Eidos Therapeutics, a partially-owned subsidiary developing a treatment for cardio-myopathies related to heart failure. We were underweight BBIO during this period which saw the Company purchase all remaining outstanding shares of Eidos.

Fund Performance

HQH is a closed-end fund which invests predominantly in healthcare companies. Subject to regular consideration, the Trustees of HQH have instituted a policy of making quarterly distributions to shareholders. The Fund seeks to make such distributions in the form of long-term capital gains.

The Fund considers investments in companies of all sizes and in all healthcare subsectors, including but not limited to, biotechnology, pharmaceuticals, healthcare equipment, healthcare supplies, life science tools and services, healthcare distributors, managed healthcare, healthcare technology, and healthcare facilities. The Fund emphasizes innovation, investing both in public and pre-public venture companies. The Fund considers its venture investments to be a differentiating characteristic. Among the various healthcare subsectors, HQH has considered the biotechnology subsector, including both pre-public and public companies, to be a key contributor to the healthcare sector. The Fund holds biotech


6


assets, including both public and pre-public, often representing 50-65% of net assets.

There is no commonly published index which matches the investment strategy of HQH. The S15HLTH consists of approximately 170 companies representing most or all of the healthcare subsectors in which HQH typically invests; biotechnology often represents 15-20% of this index. By contrast, the NBI, which contains over 270 constituents, is much more narrowly constructed. The vast majority of this index is comprised of biotechnology, pharmaceutical and life science tools companies. In recent years, biotechnology has often represented 72-82% of the NBI. Neither the S15HLTH nor NBI indices contain any material amount of pre-public company assets.

Given the circumstances, we present both NAV and stock returns for the Fund in comparison to several commonly published indices. One index, the SPX, is a commonly considered broad based index; this index is comprised of companies in many areas of the economy, including, but not limited to healthcare. As described above, the NBI is a healthcare index mostly focused in three healthcare sectors with a uniquely high level of biotechnology comparison. The S15HLTH contains a wider representation of healthcare subsectors, but typically contains a much lower biotechnology composition.

HQH generally invests in a combination of large-cap growth-oriented and earlier stage innovative healthcare companies with a focus on the biotechnology sector. Generally, HQH targets biotechnology exposure below that of the NBI and a higher biotechnology exposure than that of the S15HLTH. We note that, in recent periods, biotechnology has been a significant contributor to returns (both positive and negative) associated with those indices. We believe this sector continues to have significant potential for growth in the future.

6 Month Index Performance Ending March 31, 2021


7


Fund Performance for the Period Ending March 31, 2021

Period

 

HQH NAV

 

HQH MKT

 

NBI

 

S15HLTH

 

SPX

 
6 month    

8.55

     

23.61

     

11.34

     

12.58

     

19.06

   
1 year    

32.70

     

49.35

     

40.12

     

35.94

     

56.33

   
5 year    

9.74

     

9.54

     

12.21

     

14.12

     

16.28

   
10 year    

14.14

     

15.10

     

16.84

     

15.82

     

13.90

   

All performance over one-year has been annualized.

Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. The NAV total return takes into account the Fund's total annual expenses and does not reflect transaction charges. If transaction charges were reflected, NAV total return would be reduced. All distributions are assumed to be reinvested either in accordance with the dividend reinvestment plan (DRIP) for market price returns or NAV for NAV returns. Until the DRIP price is available from the Plan Agent, the market price returns reflect the reinvestment at the closing market price on the last business day of the month. Once the DRIP is available around mid-month, the market price returns are updated to reflect reinvestment at the DRIP price.

*The trademarks NASDAQ Biotechnology Index®, S&P Composite 1500® Health Care Index, SPDR® S&P® Biotech ETF and S&P 500 Index® referenced in this report are the property of their respective owners. These trademarks are not owned by or associated with the Fund or its service providers, including Tekla Capital Management LLC.


8


TEKLA HEALTHCARE INVESTORS

SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(Unaudited)

SHARES

  CONVERTIBLE PREFERRED
(Restricted) (a) (b) - 4.7% of Net Assets
 

VALUE

 
   

Biotechnology - 3.9%

 
 

326,667

   

Amphivena Therapeutics, Inc. Series B, 6.00%

 

$

4,900,001

   
 

525,972

   

Amphivena Therapeutics, Inc. Series C, 6.00%

   

1,887,315

   
 

1,979,443

   

Arkuda Therapeutics, Inc. Series A, 6.00% (c)

   

4,709,095

   
 

168,084

   

Caribou Biosciences, Inc. Series C, 8.00%

   

2,900,625

   
 

235,627

   

Dynacure Series C (d)

   

5,863,506

   
 

1,437,500

   

Hotspot Therapeutics, Inc. Series B, 6.00%

   

3,450,000

   
 

7,187,500

   

Invetx, Inc. Series A (c)

   

3,450,000

   
 

277,444

   

Oculis SA, Series B2, 6.00% (d)

   

2,444,055

   
 

93,333

   

Priothera Ltd. Series A, 6.00% (c)

   

1,094,516

   
 

2,479,037

   

Pyxis Oncology, Inc. Series B

   

4,079,999

   
 

2,692,309

   

Rainier Therapeutics, Inc. Series A, 6.00%

   

269

   
 

1,559,715

   

Rainier Therapeutics, Inc. Series B, 6.00%

   

290,107

   
 

4,963,028

   

Rallybio Holdings, LLC Series B

   

6,900,098

   
 

694,564

   

Vectivbio Holding AG Series A1, 6.00%

   

679,284

   
 

767,932

   

Vectivbio Holding AG Series A2, 6.00%

   

883,890

   
     

43,532,760

   
   

Health Care Equipment & Supplies - 0.1%

 
 

362,887

   

IO Light Holdings, Inc. Series A2

   

1,397,369

   
   

Pharmaceuticals - 0.7%

 
 

6,346,328

   

Curasen Therapeutics, Inc. Series A

   

7,000,000

   
        TOTAL CONVERTIBLE PREFERRED
(Cost $54,222,009)
   

51,930,129

   
        COMMON STOCKS AND WARRANTS - 93.8%
of Net Assets
     
   

Biotechnology - 56.9%

 
 

66,802

   

AbbVie, Inc.

   

7,229,312

   
 

220,013

   

ACADIA Pharmaceuticals, Inc. (a)

   

5,676,335

   
 

183,707

   

Affimed N.V. (a) (d)

   

1,453,122

   
 

109,838

   

Alkermes plc (a)

   

2,051,774

   
 

110,218

   

Allakos, Inc. (a)

   

12,650,822

   
 

92,766

   

Alnylam Pharmaceuticals, Inc. (a)

   

13,097,630

   
 

200,046

   

Amgen, Inc.

   

49,773,445

   
 

404,393

   

Amicus Therapeutics, Inc. (a)

   

3,995,403

   
 

70,417

   

Apellis Pharmaceuticals, Inc. (a)

   

3,021,593

   
 

86,869

   

Arcutis Biotherapeutics, Inc. (a)

   

2,513,120

   
 

128,912

   

Arena Pharmaceuticals, Inc. (a)

   

8,945,204

   
 

36,883

   

Argenx SE (a) (e)

   

10,157,209

   
 

80,720

   

Arrowhead Pharmaceuticals, Inc. (a)

   

5,352,543

   

The accompanying notes are an integral part of these financial statements.
9


TEKLA HEALTHCARE INVESTORS

SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(Unaudited, continued)

SHARES

 

Biotechnology - continued

 

VALUE

 
 

76,877

   

Ascendis Pharma A/S (a) (e)

 

$

9,907,908

   
 

117,638

   

Atreca, Inc. (a)

   

1,803,391

   
 

28,280

   

BeiGene Ltd. (a) (e)

   

9,843,702

   
 

129,093

   

Biogen, Inc. (a)

   

36,113,767

   
 

71,154

   

BioMarin Pharmaceutical, Inc. (a)

   

5,372,839

   
 

47,142

   

BioNTech SE (a) (e)

   

5,147,435

   
 

90,404

   

Black Diamond Therapeutics, Inc. (a)

   

2,193,201

   
 

77,169

   

Blueprint Medicines Corp. (a)

   

7,503,142

   
 

51,377

   

Bridgebio Pharma, Inc. (a)

   

3,164,823

   
 

90,668

   

ChemoCentryx, Inc. (a)

   

4,645,828

   
 

368,960

   

Cogent Biosciences, Inc. (a)

   

3,239,469

   
 

259,171

   

Corbus Pharmaceuticals Holdings, Inc. (a)

   

510,567

   
 

99,422

   

CRISPR Therapeutics AG (a) (d)

   

12,114,571

   
 

55,466

   

CymaBay Therapeutics, Inc. (a)

   

251,816

   
 

223,631

   

Deciphera Pharmaceuticals, Inc. (a)

   

10,027,614

   
 

93,689

   

Denali Therapeutics, Inc. (a)

   

5,349,642

   
 

46,619

   

Dicerna Pharmaceuticals, Inc. (a)

   

1,192,048

   
 

90,695

   

Exact Sciences Corp. (a)

   

11,951,787

   
 

556,413

   

Exelixis, Inc. (a)

   

12,569,370

   
 

83,553

   

Fate Therapeutics, Inc. (a)

   

6,888,945

   
 

96,639

   

Forma Therapeutics Holdings, Inc. (a)

   

2,707,825

   
 

268,764

   

G1 Therapeutics, Inc. (a)

   

6,466,462

   
 

343,809

   

Galera Therapeutics, Inc. (a)

   

3,032,395

   
 

43,052

   

Genmab A/S (a) (e)

   

1,413,397

   
 

939,446

   

Gilead Sciences, Inc.

   

60,716,395

   
 

53,885

   

I-Mab (a) (e)

   

2,611,806

   
 

39,444

   

Incyte Corp. (a)

   

3,205,614

   
 

61,149

   

Insmed, Inc. (a)

   

2,082,735

   
 

33,357

   

Intellia Therapeutics, Inc. (a)

   

2,677,066

   
 

33,437

   

Intercept Pharmaceuticals, Inc. (a)

   

771,726

   
 

118,058

   

Ionis Pharmaceuticals, Inc. (a)

   

5,307,888

   
 

253,418

   

Iovance Biotherapeutics, Inc. (a)

   

8,023,214

   
 

261,913

   

Jounce Therapeutics, Inc. (a)

   

2,689,846

   
 

34,203

   

KalVista Pharmaceuticals, Inc. (a)

   

878,675

   
 

56,773

   

Karuna Therapeutics, Inc. (a)

   

6,825,818

   
 

178,314

   

Kura Oncology, Inc. (a)

   

5,040,937

   
 

682,705

   

Mereo Biopharma Group plc (a) (e) (f)

   

2,300,716

   
 

300,020

   

Moderna, Inc. (a)

   

39,287,619

   
 

103,609

   

Molecular Templates, Inc. (a)

   

1,307,546

   
 

61,346

   

Morphic Holding, Inc. (a)

   

3,881,975

   
 

108,120

   

Nektar Therapeutics (a)

   

2,162,400

   
 

141,563

   

Neurocrine Biosciences, Inc. (a)

   

13,767,002

   
 

103,950

   

NexGel, Inc. (a) (b)

   

322

   

The accompanying notes are an integral part of these financial statements.
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TEKLA HEALTHCARE INVESTORS

SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(Unaudited, continued)

SHARES

 

Biotechnology - continued

 

VALUE

 
 

68,178

   

Novavax, Inc. (a)

 

$

12,361,353

   
 

260,913

   

Ovid Therapeutics, Inc. (a)

   

1,048,870

   
 

598,925

   

Pieris Pharmaceuticals, Inc. (a)

   

1,539,237

   
 

54,790

    Pieris Pharmaceuticals, Inc., Series A Warrants
(expiration 06/08/21, exercise price $3.00) (a) (b)
   

6,575

   
 

27,394

    Pieris Pharmaceuticals, Inc., Series B Warrants
(expiration 06/08/21, exercise price $2.00) (a) (b)
   

13,149

   
 

51,406

   

Praxis Precision Medicines, Inc. (a)

   

1,684,061

   
 

43,169

   

Precision BioSciences, Inc. (a)

   

446,799

   
 

74,459

   

Regeneron Pharmaceuticals, Inc. (a)

   

35,229,531

   
 

142,560

   

Replimune Group, Inc. (a)

   

4,349,506

   
 

74,697

   

Sage Therapeutics, Inc. (a)

   

5,591,070

   
 

61,653

   

Sarepta Therapeutics, Inc. (a)

   

4,594,998

   
 

30,676

   

Scholar Rock Holding Corp. (a)

   

1,554,046

   
 

129,729

   

Seagen, Inc. (a)

   

18,014,169

   
 

401,332

   

Sutro Biopharma, Inc. (a)

   

9,134,316

   
 

159,412

   

TCR2 Therapeutics, Inc. (a)

   

3,519,817

   
 

142,714

   

Travere Therapeutics, Inc. (a)

   

3,563,569

   
 

371,507

   

Trillium Therapeutics, Inc. (a) (d)

   

3,989,985

   
 

67,710

   

Ultragenyx Pharmaceutical, Inc. (a)

   

7,709,461

   
 

82,238

   

uniQure N.V. (a) (d)

   

2,770,598

   
 

43,002

   

United Therapeutics Corp. (a)

   

7,192,945

   
 

875,000

   

Vectivbio Holding AG (Restricted) (a) (b)

   

691,250

   
 

208,084

   

Vertex Pharmaceuticals, Inc. (a)

   

44,715,171

   
 

55,800

   

Vir Biotechnology, Inc. (a)

   

2,860,866

   
 

111,866

   

Xenon Pharmaceuticals, Inc. (a) (d)

   

2,002,401

   
 

135,765

   

Y-mAbs Therapeutics, Inc. (a)

   

4,105,534

   
 

26,021

   

Zai Lab Ltd. (a) (e)

   

3,471,982

   
     

635,030,015

   
   

Health Care Equipment & Supplies - 8.5%

 
 

166,121

   

Abbott Laboratories

   

19,907,941

   
 

160,000

   

Cercacor Laboratories, Inc. (Restricted) (a) (b)

   

1,759,618

   
 

65,628

   

DENTSPLY Sirona, Inc.

   

4,187,723

   
 

23,210

   

DexCom, Inc. (a)

   

8,341,442

   
 

24,669

   

Edwards Lifesciences Corp. (a)

   

2,063,315

   
 

97,327

   

Guardant Health, Inc. (a)

   

14,856,966

   
 

10,945

   

Hologic, Inc. (a)

   

814,089

   
 

6,736

   

IDEXX Laboratories, Inc. (a)

   

3,295,992

   
 

95,213

   

Medtronic plc

   

11,247,512

   
 

44,687

   

STERIS plc

   

8,511,980

   
 

34,067

   

Stryker Corp.

   

8,298,040

   
 

69,687

   

Zimmer Biomet Holdings, Inc.

   

11,155,495

   
     

94,440,113

   

The accompanying notes are an integral part of these financial statements.
11


TEKLA HEALTHCARE INVESTORS

SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(Unaudited, continued)

SHARES

 

Health Care Providers & Services - 4.3%

 

VALUE

 
 

17,832

   

Addus HomeCare Corp. (a)

 

$

1,865,049

   
 

4,406

   

Amedisys, Inc. (a)

   

1,166,665

   
 

25,889

   

Anthem, Inc.

   

9,292,857

   
 

13,551

   

Charles River Laboratories International, Inc. (a)

   

3,927,486

   
 

35,700

   

Cigna Corp.

   

8,630,118

   
 

34,995

   

HCA Healthcare, Inc.

   

6,590,958

   
 

6,740

   

Humana, Inc.

   

2,825,745

   
 

222,222

   

InnovaCare, Inc. Escrow Shares (Restricted) (a) (b)

   

105,622

   
 

13,049

   

Medpace Holdings, Inc. (a)

   

2,140,688

   
 

3,167

   

Molina Healthcare, Inc. (a)

   

740,318

   
 

107,595

   

Owens & Minor, Inc.

   

4,044,496

   
 

16,807

   

UnitedHealth Group, Inc.

   

6,253,381

   
     

47,583,383

   
   

Health Care Technology (a) - 0.2%

 
 

11,519

   

Teladoc Health, Inc.

   

2,093,578

   
   

Healthcare Services (a) - 2.0%

 
 

32,449

   

Laboratory Corporation of America Holdings

   

8,275,469

   
 

181,577

   

Syneos Health, Inc.

   

13,772,615

   
     

22,048,084

   
   

Life Sciences Tools & Services - 8.2%

 
 

216,209

   

Adaptive Biotechnologies Corp. (a)

   

8,704,575

   
 

137,115

   

Illumina, Inc. (a)

   

52,660,387

   
 

10,514

   

PerkinElmer, Inc.

   

1,348,841

   
 

120,915

   

Personalis, Inc. (a)

   

2,975,718

   
 

51,382

   

PRA Health Sciences, Inc. (a)

   

7,878,402

   
 

16,927

   

Thermo Fisher Scientific, Inc.

   

7,725,144

   
 

37,005

   

Waters Corp. (a)

   

10,515,711

   
     

91,808,778

   
   

Medical Devices and Diagnostics - 1.2%

 
 

24,181

   

Danaher Corp.

   

5,442,659

   
 

1,134

   

Intuitive Surgical, Inc. (a)

   

837,958

   
 

34,946

   

ResMed, Inc.

   

6,780,223

   
     

13,060,840

   
   

Pharmaceuticals - 12.4%

 
 

51,378

   

Arvinas, Inc. (a)

   

3,396,086

   
 

270,811

   

Aurinia Pharmaceuticals, Inc. (a) (d) (f)

   

3,516,481

   
 

232,968

   

Bristol-Myers Squibb Co.

   

14,707,270

   
 

54,282

   

Eli Lilly & Co.

   

10,140,963

   
 

465,507

   

Endo International plc (a) (d)

   

3,449,407

   
 

90,598

   

Heron Therapeutics, Inc. (a)

   

1,468,594

   
 

395,839

   

Horizon Therapeutics plc (a)

   

36,433,021

   

The accompanying notes are an integral part of these financial statements.
12


TEKLA HEALTHCARE INVESTORS

SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(Unaudited, continued)

SHARES

  Pharmaceuticals - continued  

VALUE

 
 

154,896

   

Intra-Cellular Therapies, Inc. (a)

 

$

5,255,621

   
 

18,800

   

IQVIA Holdings, Inc. (a)

   

3,631,032

   
 

42,253

   

Jazz Pharmaceuticals plc (a) (d)

   

6,945,126

   
 

36,231

   

Johnson & Johnson

   

5,954,565

   
 

9,280

   

Madrigal Pharmaceuticals, Inc. (a)

   

1,085,482

   
 

32,830

   

McKesson Corp.

   

6,403,163

   
 

37,175

   

Merck & Co., Inc.

   

2,865,821

   
 

55,093

   

Mirati Therapeutics, Inc. (a)

   

9,437,431

   
 

7,050

   

Perrigo Co. plc

   

285,313

   
 

25,779

   

Reata Pharmaceuticals, Inc. (a)

   

2,570,166

   
 

79,790

   

Spectrum Pharmaceuticals, Inc. (a)

   

260,115

   
 

28,747

   

Tetraphase Pharmaceuticals, Inc. CVR (a) (g)

   

5,749

   
 

291,666

   

Teva Pharmaceutical Industries Ltd. (a) (e)

   

3,365,826

   
 

314,655

   

Theravance Biopharma, Inc. (a) (d)

   

6,422,108

   
 

78,303

   

Turning Point Therapeutics, Inc. (a)

   

7,406,681

   
 

94,775

   

VYNE Therapeutics, Inc. (a)

   

648,735

   
 

12,377

   

Zoetis, Inc.

   

1,949,130

   
 

51,696

   

Zogenix, Inc. (a)

   

1,009,106

   
     

138,612,992

   
   

Special Purpose Acquisition Company (a) - 0.1%

 
 

171,597

   

Helix Acquisition Corp.

   

1,756,295

   
        TOTAL COMMON STOCKS AND WARRANTS
(Cost $796,650,788)
   

1,046,434,078

   
PRINCIPAL
AMOUNT
 

SHORT-TERM INVESTMENTS - 0.8% of Net Assets

     

$

6,912,000

    Repurchase Agreement, Fixed Income Clearing
Corp., repurchase value $6,912,000, 0.00%,
dated 03/31/21, due 04/01/21 (collateralized
by U.S. Treasury Bond 4.75%, due 02/15/37,
market value $7,050,314)
   

6,912,000

   

SHARES

         
 

2,465,000

    State Street Institutional U.S. Government Money
Market Fund, Institutional Class, 0.04% (h) (i)
   

2,465,000

   
        TOTAL SHORT-TERM INVESTMENTS
(Cost $9,377,000)
   

9,377,000

   
        TOTAL INVESTMENTS BEFORE MILESTONE
INTERESTS - 99.3%
(Cost $860,249,797)
   

1,107,741,207

   

The accompanying notes are an integral part of these financial statements.
13


TEKLA HEALTHCARE INVESTORS

SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(Unaudited, continued)

INTERESTS

  MILESTONE INTERESTS (Restricted) (a) (b) - 1.0%
of Net Assets
 
VALUE
 
   

Biotechnology - 0.1%

 
 

1

   

Therachon Milestone Interest

 

$

1,361,243

   
   

Health Care Equipment & Supplies - 0.0%

 
 

1

   

Therox Milestone Interest

   

2,590

   
   

Pharmaceuticals - 0.9%

 
 

1

   

Afferent Milestone Interest

   

681,147

   
 

1

   

Ethismos Research Milestone Interest

   

0

   
 

1

   

Impact Biomedicines Milestone Interest

   

3,296,764

   
 

1

   

Neurovance Milestone Interest

   

6,163,990

   
     

10,141,901

   
        TOTAL MILESTONE INTERESTS
(Cost $7,665,957)
   

11,505,734

   
        TOTAL INVESTMENTS - 100.3%
(Cost $867,915,754)
   

1,119,246,941

   
        OTHER LIABILITIES IN EXCESS OF
ASSETS - (0.3)%
   

(3,176,916

)

 
       

NET ASSETS - 100%

 

$

1,116,070,025

   

(a)  Non-income producing security.

(b)  Security fair valued using significant unobservable inputs. See Investment Valuation and Fair Value Measurements.

(c)  Affiliated issuers in which the Fund holds 5% or more of the voting securities (total market value of $9,253,611).

(d)  Foreign security.

(e)  American Depository Receipt

(f)  All or a portion of this security is on loan as of March 31, 2021. See Note 1.

(g)  Contingent Value Right

(h)  This security represents the investment of cash collateral received for securities lending.

(i)  Registered investment company advised by State Street Global Advisors. The rate shown is the annualized seven-day yield as of March 31, 2021.

The accompanying notes are an integral part of these financial statements.
14


TEKLA HEALTHCARE INVESTORS

STATEMENT OF ASSETS AND LIABILITIES

MARCH 31, 2021

(Unaudited)

ASSETS:

 
Investments in unaffiliated issuers, at value
(cost $850,992,499), including $2,439,350 of
securities loaned
 

$

1,098,487,596

   
Investments in affiliated issuers, at value
(cost $9,257,298)
   

9,253,611

   

Milestone interests, at value (cost $7,665,957)

   

11,505,734

   

Total investments

   

1,119,246,941

   

Cash

   

807

   

Foreign currency, at value (cost $58)

   

58

   

Dividends and interest receivable

   

273,696

   

Receivable for investments sold

   

12,239

   

Prepaid expenses

   

70,183

   

Other assets (see Note 1)

   

194,849

   

Total assets

   

1,119,798,773

   

LIABILITIES:

 

Payable for investments purchased

   

91,246

   

Payable upon return of securities loaned

   

2,465,000

   

Accrued advisory fee

   

930,934

   

Accrued investor support service fees

   

47,806

   

Accrued shareholder reporting fees

   

76,781

   

Accrued other

   

116,981

   

Total liabilities

   

3,728,748

   

Commitments and Contingencies (see Notes 1 and 4)

 

NET ASSETS

 

$

1,116,070,025

   

SOURCES OF NET ASSETS:

 
Shares of beneficial interest, par value $.01 per share,
unlimited number of shares authorized, amount
paid in on 44,654,026 shares issued and outstanding
 

$

446,540

   

Additional paid-in-capital

   

833,383,136

   

Total distributable earnings (loss)

   

282,240,349

   
Total net assets (equivalent to $24.99 per share
based on 44,654,026 shares outstanding)
 

$

1,116,070,025

   

The accompanying notes are an integral part of these financial statements.
15


TEKLA HEALTHCARE INVESTORS

STATEMENT OF OPERATIONS

SIX MONTHS ENDED MARCH 31, 2021

(Unaudited)

INVESTMENT INCOME:

 

Dividend income, net

 

$

3,257,292

   

Securities lending

   

7,419

   

Total investment income

   

3,264,711

   

EXPENSES:

 

Advisory fees

   

5,234,487

   

Investor support service fees

   

278,434

   

Administration fees

   

117,314

   

Custodian fees

   

92,413

   

Shareholder reporting

   

81,692

   

Legal fees

   

71,454

   

Trustees' fees and expenses

   

71,196

   

Auditing fees

   

55,317

   

Transfer agent fees

   

28,002

   

Other (see Note 2)

   

129,350

   

Total expenses

   

6,159,659

   

Net investment loss

   

(2,894,948

)

 

REALIZED AND UNREALIZED GAIN (LOSS):

 

Net realized gain (loss) on:

 

Investments in unaffiliated issuers

   

66,963,363

   

Closed or expired option contracts written

   

148,326

   

Foreign currency transactions

   

(17,795

)

 

Net realized gain

   

67,093,894

   

Change in unrealized appreciation (depreciation) on:

 

Investments in unaffiliated issuers

   

26,951,879

   

Investments in affiliated issuers

   

(3,687

)

 

Milestone interests

   

(2,456,245

)

 

Option contracts written

   

(122,010

)

 

Change in unrealized appreciation (depreciation)

   

24,369,937

   

Net realized and unrealized gain (loss)

   

91,463,831

   
Net increase in net assets resulting from
operations
 

$

88,568,883

   

The accompanying notes are an integral part of these financial statements.
16


TEKLA HEALTHCARE INVESTORS

STATEMENTS OF CHANGES IN NET ASSETS

    Six months ended
March 31, 2021
(Unaudited)
  Year ended
September 30,
2020
 
NET INCREASE (DECREASE) IN NET
ASSETS RESULTING FROM OPERATIONS:
 

Net investment loss

 

($

2,894,948

)

 

($

1,971,715

)

 

Net realized gain

   

67,093,894

     

83,063,244

   

Change in net unrealized appreciation

   

24,369,937

     

160,112,975

   
Net increase in net assets resulting
from operations
   

88,568,883

     

241,204,504

   
DISTRIBUTIONS TO SHAREHOLDERS
(See Note 1):
   

(45,845,842

)

   

(76,399,193

)

 

CAPITAL SHARE TRANSACTIONS:

 
Reinvestment of distributions
(782,371 and 1,713,261 shares,
respectively)
   

18,651,388

     

32,433,297

   
Fund shares repurchased (0 and
667,832 shares, respectively)
(see Note 1)
   

     

(13,390,092

)

 

Total capital share transactions

   

18,651,388

     

19,043,205

   

Net increase in net assets

   

61,374,429

     

183,848,516

   

NET ASSETS:

 

Beginning of period

   

1,054,695,596

     

870,847,080

   

End of period

 

$

1,116,070,025

   

$

1,054,695,596

   

The accompanying notes are an integral part of these financial statements.
17


TEKLA HEALTHCARE INVESTORS

FINANCIAL HIGHLIGHTS

    Six months
ended
March 31, 2021
 

Years ended September 30,

 
   

(Unaudited)

 

2020

 

2019

 

2018

 

2017

 

2016

 
OPERATING PERFORMANCE FOR A SHARE
OUTSTANDING THROUGHOUT EACH PERIOD
 
Net asset value per share,
beginning of period
 

$

24.04

   

$

20.33

   

$

25.62

   

$

26.02

   

$

24.99

   

$

29.61

   

Net investment loss (1)

   

(0.07

)

   

(0.05

)

   

(0.07

)

   

(0.10

)

   

(0.13

)

   

(0.17

)

 
Net realized and unrealized
gain (loss)
   

2.06

     

5.50

     

(3.46

)

   

1.63

     

3.12

     

(1.35

)

 
Total increase (decrease)
from investment operations
   

1.99

     

5.45

     

(3.53

)

   

1.53

     

2.99

     

(1.52

)

 

Distributions to shareholders from:

 

Net investment income

   

     

(0.01

)

   

(0.17

)

   

(0.15

)(2)

   

     

   

Net realized capital gains

   

(1.04

)

   

(1.77

)

   

(1.65

)

   

(1.79

)(2)

   

(1.96

)

   

(3.10

)

 

Total distributions

   

(1.04

)

   

(1.78

)

   

(1.82

)

   

(1.94

)

   

(1.96

)

   

(3.10

)

 
Increase resulting from
shares repurchased (1)
   

     

0.04

     

0.06

     

0.01

     

(3)

   

   
Net asset value per share,
end of period
 

$

24.99

   

$

24.04

   

$

20.33

   

$

25.62

   

$

26.02

   

$

24.99

   
Per share market value,
end of period
 

$

24.41

   

$

20.62

   

$

18.34

   

$

23.15

   

$

25.23

   

$

23.81

   
Total investment return
at market value
   

23.61

%*

   

23.38

%

   

(12.88

%)

   

0.05

%

   

14.95

%

   

(3.19

%)

 
Total investment return
at net asset value
   

8.55

%*

   

29.77

%

   

(12.74

%)

   

7.37

%

   

12.95

%

   

(5.29

%)

 

RATIOS

 
Net investment loss to average
net assets
   

(0.52

%)**

   

(0.20

%)

   

(0.31

%)

   

(0.41

%)

   

(0.53

%)

   

(0.62

%)

 

Expenses to average net assets

   

1.10

%**

   

1.10

%

   

1.12

%

   

1.08

%

   

1.10

%

   

1.10

%

 

SUPPLEMENTAL DATA

 
Net assets at end of period
(in millions)
 

$

1,116

   

$

1,055

   

$

871

   

$

1,082

   

$

1,058

   

$

975

   

Portfolio turnover rate

   

45.60

%*

   

52.44

%

   

47.65

%

   

45.75

%

   

29.21

%

   

29.44

%

 

*  Not annualized.

**  Annualized.

(1)  Computed using average shares outstanding.

(2)  Amount previously presented incorrectly as solely distributions from net realized capital gains has been revised to reflect the proper classification.

(3)  Amount represents less than $0.005 per share.

The accompanying notes are an integral part of these financial statements.
18


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(Unaudited)

(1)  Organization and Significant Accounting Policies

Tekla Healthcare Investors (the Fund) is a Massachusetts business trust formed on October 31, 1986 and registered under the Investment Company Act of 1940 as a non-diversified closed-end management investment company. The Fund commenced operations on April 22, 1987. The Fund's investment objective is long-term capital appreciation through investment in U.S. and foreign companies in the healthcare industry. The Fund invests primarily in securities of public and private companies that are believed by the Fund's Investment Adviser, Tekla Capital Management LLC (the Adviser), to have significant potential for above-average growth. The Fund may invest up to 20% of its net assets in securities of foreign issuers, expected to be located primarily in Western Europe, Canada and Japan, and securities of U.S. issuers that are traded primarily in foreign markets.

The preparation of these financial statements requires the use of certain estimates by management in determining the Fund's assets, liabilities, revenues and expenses. Actual results could differ from these estimates and such differences could be material. The following is a summary of significant accounting policies followed by the Fund, which are in conformity with accounting principles generally accepted in the United States of America (GAAP). The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board Accounting Standards Codification 946. Events or transactions occurring after March 31, 2021, through the date that the financial statements were issued, have been evaluated in the preparation of these financial statements.

The impact of the COVID-19 outbreak on the financial performance of the Fund's investments will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions. These developments and the impact of COVID-19 on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Fund's future investment results may be materially adversely affected.

Investment Valuation

Shares of publicly traded companies listed on national securities exchanges or trading in the over-the-counter market are typically valued at the last sale price, as of the close of trading, generally 4 p.m., Eastern Time. The Board of Trustees of the Fund (the Trustees) has established and approved fair valuation policies


19


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

and procedures with respect to securities for which quoted prices may not be available or which do not reflect fair value. Convertible, corporate and government bonds are valued using a third-party pricing service. Convertible bonds are valued using this pricing service only on days when there is no sale reported. Restricted securities of companies that are publicly traded are typically valued based on the closing market quote on the valuation date adjusted for the impact of the restriction as determined in good faith by the Adviser also using fair valuation policies and procedures approved by the Trustees described below. Non-exchange traded warrants of publicly traded companies are generally valued using the Black-Scholes model, which incorporates both observable and unobservable inputs. Short-term investments with a maturity of 60 days or less are generally valued at amortized cost, which approximates fair value.

Convertible preferred shares, warrants or convertible note interests in private companies, milestone interests and other restricted securities, as well as shares of publicly traded companies for which market quotations are not readily available, such as stocks for which trading has been halted or for which there are no current day sales, or which do not reflect fair value, are typically valued in good faith, based upon the recommendations made by the Adviser pursuant to fair valuation policies and procedures approved by the Trustees.

The Adviser has a Valuation Sub-Committee comprised of senior management which reports to the Valuation Committee of the Board at least quarterly. Each fair value determination is based on a consideration of relevant factors, including both observable and unobservable inputs. Observable and unobservable inputs the Adviser considers may include (i) the existence of any contractual restrictions on the disposition of securities; (ii) information obtained from the company, which may include an analysis of the company's financial statements, products, intended markets or technologies; (iii) the price of the same or similar security negotiated at arm's length in an issuer's completed subsequent round of financing; (iv) the price and extent of public trading in similar securities of the issuer or of comparable companies; or (v) a probability and time value adjusted analysis of contractual terms. Where available and appropriate, multiple valuation methodologies are applied to confirm fair value. Significant unobservable inputs identified by the Adviser are often used in the fair value determination. A significant change in any of these inputs may result in a significant change in the fair value measurement. Due to the uncertainty inherent in the valuation process, such estimates of fair value may differ significantly from the values that would have been used had a ready market for the investments


20


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

existed, and differences could be material. Additionally, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different from the valuations used at the date of these financial statements.

Milestone Interests

The Fund holds financial instruments which reflect the current value of future milestone payments the Fund may receive as a result of contractual obligations from other parties. The value of such payments are adjusted to reflect the estimated risk based on the relative uncertainty of both the timing and the achievement of individual milestones. A risk to the Fund is that the milestones will not be achieved and no payment will be received by the Fund. The milestone interests were received as part of the proceeds from the sale of six private companies. Any payments received are treated as a reduction of the cost basis of the milestone interests with payments received in excess of the cost basis treated as a realized gain. The contractual obligations with respect to the milestone interests provide for payments at various stages of the development of Afferent, Ethismos Research, Neurovance, Impact Biomedicines, Therachon and Therox's principal product candidate as of the date of the sale.

The following is a summary of the impact of the milestone interests on the financial statements as of and for the six months ended March 31, 2021:

Statement of Assets and Liabilities, Milestone interests, at value

 

$

11,505,734

   

Statement of Assets and Liabilities, total distributable earnings

 

$

3,839,777

   
Statement of Operations, Change in unrealized appreciation (depreciation)
on Milestone interests
 

($

2,456,245

)

 

Options on Securities

An option contract is a contract in which the writer (seller) of the option grants the buyer of the option, upon payment of a premium, the right to purchase from (call option) or sell to (put option) the writer a designated instrument at a specified price within a specified period of time. Certain options, including options on indices, will require cash settlement by the Fund if the option is exercised. The Fund enters into option contracts in order to hedge against potential adverse price movements in the value of portfolio assets, as a temporary substitute for selling selected investments, to lock in the purchase price of a security or currency which it expects to purchase in the near future, as a temporary substitute for purchasing selected investments, or to enhance potential gain or to gain or hedge exposure to financial market risk.


21


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

The Fund's obligation under an exchange traded written option or investment in an exchange traded purchased option is valued at the last sale price or in the absence of a sale, the mean between the closing bid and asked prices. Gain or loss is recognized when the option contract expires, is exercised or is closed.

If the Fund writes a covered call option, the Fund foregoes, in exchange for the premium, the opportunity to profit during the option period from an increase in the market value of the underlying security above the exercise price. If the Fund writes a put option it accepts the risk of a decline in the market value of the underlying security below the exercise price. Over-the-counter options have the risk of the potential inability of counterparties to meet the terms of their contracts. The Fund's maximum exposure to purchased options is limited to the premium initially paid. In addition, certain risks may arise upon entering into option contracts including the risk that an illiquid secondary market will limit the Fund's ability to close out an option contract prior to the expiration date and that a change in the value of the option contract may not correlate exactly with changes in the value of the securities or currencies hedged.

All options on securities and securities indices written by the Fund are required to be covered. When the Fund writes a call option, this means that during the life of the option the Fund may own or have the contractual right to acquire the securities subject to the option or may maintain with the Fund's custodian in a segregated account appropriate liquid securities in an amount at least equal to the market value of the securities underlying the option. When the Fund writes a put option, this means that the Fund will maintain with the Fund's custodian in a segregated account appropriate liquid securities in an amount at least equal to the exercise price of the option.

The average number of outstanding call options written for the six months ended March 31, 2021 was 158.

Derivatives not accounted
for as hedging instruments
under ASC 815
  Statement of Assets and
Liabilities Location
 

Statement of Operations Location

 
Equity Contracts
 
          Assets: Investments,
at value
 
$
  Net realized gain (loss) on
investments
    ($378,488)    
 
 
 
           
 
 
   
 
 
  Change in unrealized
appreciation (depreciation)
on investments
    $36,488    


22


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

Derivatives not accounted
for as hedging instruments
under ASC 815
  Statement of Assets and
Liabilities Location
 

Statement of Operations Location

 
  
 
 
          Liabilities: Options
written, at value
 
 
$—
 
  Net realized gain (loss) on
closed or expired option
contracts written
 

$

148,326

   
 
 
 
           
 
 
   
 
 
  Change in unrealized
appreciation (depreciation)
on option contracts written
    ($122,010)    

Other Assets

Other assets in the Statement of Assets and Liabilities consists of amounts due to the Fund at various times in the future in connection with the sale of investments in three private companies.

Investment Transactions and Income

Investment transactions are recorded on a trade date basis. Gains and losses from sales of investments are recorded using the "identified cost" method. Interest income is recorded on the accrual basis, adjusted for amortization of premiums and accretion of discounts. Dividend income is recorded on the ex-dividend date, less any foreign taxes withheld. Upon notification from issuers, some of the dividend income received may be redesignated as a reduction of cost of the related investment if it represents a return of capital.

The aggregate cost of purchases and proceeds from sales of investment securities (other than short-term investments) for the six months ended March 31, 2021 totaled $500,754,610 and $530,383,951, respectively.

Securities lending

The Fund may lend its securities to approved borrowers to earn additional income. The Fund receives cash collateral from the borrower in an amount not less than the market value of the loaned securities. The Fund will invest its cash collateral in State Street Institutional U.S. Government Money Market Fund (SAHXX), which is registered with the Securities and Exchange Commission (SEC) as an investment company. SAHXX invests substantially all of its assets in the State Street U.S. Government Money Market Portfolio. The Fund will receive the benefit of any gains and bear any losses generated by SAHXX with respect to the cash collateral.

The Fund has the right to recall loaned securities on demand. If a borrower fails to return loaned securities when due, then the lending agent is responsible and indemnifies the Fund for the lent securities. The lending agent uses the


23


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

collateral received from the borrower to purchase replacement securities of the same issue, type, class and series of the loaned securities. If the value of the collateral is less than the purchase cost of replacement securities, the lending agent is responsible for satisfying the shortfall but only to the extent that the shortfall is not due to any decrease in the value of SAHXX.

Although the risk of loss on securities lent is mitigated by receiving collateral from the borrower and through lending agent indemnification, the Fund could experience a delay in recovering securities or could experience a lower than expected return if the borrower fails to return the securities on a timely basis. The Fund receives compensation for lending its securities by retaining a portion of the return on the investment of the collateral and compensation from fees earned from borrowers of the securities. Securities lending income received by the Fund is net of fees retained by the securities lending agent. Net income received from SAHXX is a component of securities lending income as recorded on the Statement of operations.

Obligations to repay collateral received by the Fund are shown on the Statement of assets and liabilities as Payable upon return of securities loaned and are secured by the loaned securities. As of March 31, 2021, the Fund loaned securities valued at $2,439,350 and received $2,465,000 of cash collateral.

Repurchase Agreements

In managing short-term investments the Fund may from time to time enter into transactions in repurchase agreements. In a repurchase agreement, the Fund's custodian takes possession of the underlying collateral securities from the counterparty, the market value of which is at least equal to the principal, including accrued interest, of the repurchase transaction at all times. In the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral by the Fund may be delayed. The Fund may enter into repurchase transactions with any broker, dealer, registered clearing agency or bank. Repurchase agreement transactions are not counted for purposes of the limitations imposed on the Fund's investment in debt securities.

Distribution Policy

Pursuant to a Securities and Exchange Commission exemptive order, the Fund may make periodic distributions that include capital gains as frequently as 12 times in any one taxable year in respect of its common shares, and the Fund has implemented a managed distribution policy (the Policy) providing for quarterly distributions at a rate set by the Trustees. Under the current Policy,


24


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

the Fund intends to make quarterly distributions at a rate of 2% of the Fund's net assets to shareholders of record. The Fund intends to use net realized capital gains when making quarterly distributions, if available, but the Policy would result in a return of capital to shareholders if the amount of the distribution exceeds the Fund's net investment income and realized capital gains. If taxable income and net long-term realized gains exceed the amount required to be distributed under the Policy, the Fund will at a minimum make distributions necessary to comply with the requirements of the Internal Revenue Code. The Policy has been established by the Trustees and may be changed by them without shareholder approval. The Trustees regularly review the Policy and the frequency and rate of distribution considering the purpose and effect of the Policy, the financial market environment, and the Fund's income, capital gains and capital available to pay distributions.

The Fund's policy is to declare quarterly distributions in stock. The distributions are automatically paid in newly-issued full shares of the Fund unless otherwise instructed by the shareholder. Fractional shares will generally be settled in cash, except for registered shareholders with book entry accounts of the Fund's transfer agent who will have whole and fractional shares added to their accounts. The Fund's transfer agent delivers an election card and instructions to each registered shareholder in connection with each distribution. The number of shares issued will be determined by dividing the dollar amount of the distribution by the lower of net asset value or market price on the pricing date. If a shareholder elects to receive a distribution in cash, rather than in shares, the shareholder's relative ownership in the Fund will be reduced. The shares reinvested will be valued at the lower of the net asset value or market price on the pricing date. Distributions in stock will not relieve shareholders of any federal, state or local income taxes that may be payable on such distributions. Additional distributions, if any, made to satisfy requirements of the Internal Revenue Code may be paid in stock, as described above, or in cash.

Share Repurchase Program

In March 2021, the Trustees approved the renewal of the repurchase program to allow the Fund to repurchase up to 12% of its outstanding shares in the open market for a one-year period ending July 14, 2022. Prior to this renewal, in March 2020, the Trustees approved the renewal of the share repurchase program to allow the Fund to repurchase up to 12% of its outstanding shares for a one-year period ending July 14, 2021. The share repurchase program is


25


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

intended to enhance shareholder value and potentially reduce the discount between the market price of the Fund's shares and the Fund's net asset value.

During the six months ended March 31, 2021, the Fund did not repurchase any shares through the repurchase program.

During the year ended September 30, 2020, the Fund repurchased 667,832 shares at a total cost of 13,390,092. The weighted average discount per share between the cost of repurchase and the net asset value applicable to such shares at the date of repurchase was 11.49%.

Federal Taxes

It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute to its shareholders substantially all of its taxable income and its net realized capital gains, if any. Therefore, no Federal income or excise tax provision is required.

As of March 31, 2021, the Fund had no uncertain tax positions that would require financial statement recognition or disclosure. The Fund's federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distributions

The Fund records all distributions to shareholders on the ex-dividend date. Such distributions are determined in conformity with income tax regulations, which may differ from GAAP. These differences include temporary and permanent differences from losses on wash sale transactions, passive foreign investment companies transactions, installment sale adjustments, premium amortization accruals, foreign currency gains and losses, and book to tax difference due to merger. Reclassifications are made to the Fund's capital accounts to reflect income and gains available for distribution under income tax regulations.

Commitments and Contingencies

Under the Fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against


26


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

Investor Support Services

The Fund has retained Destra Capital Advisors LLC (Destra) to provide investor support services in connection with the ongoing operation of the Fund. The Fund pays Destra a fee in an annual amount equal to 0.05% of the average aggregate daily value of the Fund's Managed Assets pursuant to the investor support services agreement.

New Accounting Pronouncement

In October 2020, the SEC adopted new regulations governing the use of derivatives by registered investment companies. Rule 18f-4 will impose limits on the amount of derivatives a fund could enter into, eliminate the asset segregation framework currently used by funds to comply with Section 18 of the 1940 Act, and require funds whose use of derivatives is more than a limited specified exposure to establish and maintain a derivatives risk management program and appoint a derivatives risk manager. While the new rule became effective February 19, 2021, funds will not be required to fully comply with the new rule until August 19, 2022. It is not currently clear what impact, if any, the new rule will have on the availability, liquidity or performance of derivatives. When fully implemented, the new rule may require changes in how a fund will use derivatives, may adversely affect a fund's performance and may increase costs related to a fund's use of derivatives.

(2)  Investment Advisory and Other Affiliated Fees

The Fund has entered into an Investment Advisory Agreement (the Advisory Agreement) with the Adviser. Pursuant to the terms of the Advisory Agreement, the Fund pays the Adviser a monthly fee at the rate when annualized of (i) 2.50% of the average net assets for the month of its venture capital and other restricted securities up to 25% of net assets and (ii) for all other net assets, 0.98% of the average net assets up to $250 million, 0.88% of the average net assets for the next $250 million, 0.80% of the average net assets for the next $500 million and 0.70% of the average net assets thereafter. The aggregate fee would not exceed a rate when annualized of 1.36%.

The Fund has entered into a Services Agreement (the Agreement) with the Adviser. Pursuant to the terms of the Agreement, the Fund reimburses the Adviser for certain services related to a portion of the payment of salary and provision of benefits to the Fund's Chief Compliance Officer. During the six months


27


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

ended March 31, 2021, these payments amounted to $61,008 and are included in the Other category of expenses in the Statement of Operations, together with insurance and other expenses incurred to unaffiliated entities. Expenses incurred pursuant to the Agreement as well as certain expenses paid for by the Adviser are allocated to the Fund in an equitable fashion as approved by the Trustees or officers of the Fund who are also officers of the Adviser.

The Fund pays compensation to Independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The Fund does not pay compensation directly to Trustees or officers of the Fund who are also officers of the Adviser.

(3)  Other Transactions with Affiliates

An affiliate company is a company in which the Fund holds 5% or more of the voting securities. Transactions involving such companies during the six months ended March 31, 2021 were as follows:

Affiliated Companies

  Beginning
Value as of
September 30,
2020
  Purchases at
Cost
  Proceeds
from Sales
  Net Realized
Gain/(Loss)
on sale of
Affiliated
Companies
  Change in
Unrealized
Appreciation/
Depreciation
  Ending Value
as of
March 31,
2021
 
Arkuda
Therapeutics, Inc.
 

$

4,709,095

   

$

   

$

   

$

   

$

   

$

4,709,095

   

Invetx, Inc.

   

3,450,000

     

     

     

     

     

3,450,000

   

Priothera Ltd.

   

0

     

1,098,203

     

     

     

(3,687

)

   

1,094,516

   
   

$

8,159,095

   

$

1,098,203

   

$

   

$

   

($

3,687

)

 

$

9,253,611

   

 

Affiliated Companies

  Shares as of
March 31,
2021
  Principal
Amount as of
March 31,
2021
  Dividend/
Interest
Income
from
Affiliated
Companies
  Capital Gain
Distributions
from Affiliated
Companies
 

Arkuda Therapeutics, Inc.

   

1,979,443

   

$

   

$

   

$

   

Invetx, Inc.

   

7,187,500

     

     

     

   

Priothera Ltd.

   

93,333

     

     

     

   
     

9,260,276

   

$

   

$

   

$

   


28


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

(4)  Fair Value Measurements

The Fund uses a three-tier hierarchy to prioritize the assumptions, referred to as inputs, used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels. Level 1 includes quoted prices in active markets for identical investments. Level 2 includes prices determined using other significant observable inputs (including quoted prices for similar investments, interest rates, credit risk, etc.). The independent pricing vendor may value bank loans and debt securities at an evaluated bid price by employing methodologies that utilize actual market transactions, broker-supplied valuations, and/or other methodologies designed to identify the market value for such securities and such securities are considered Level 2 in the fair value hierarchy. Level 3 includes prices determined using significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). These inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

For the period ended March 31, 2021, there were no transfers between levels.

The following is a summary of the levels used as of March 31, 2021 to value the Fund's net assets.

Assets at Value

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Convertible Preferred

 

Biotechnology

 

$

   

$

   

$

43,532,760

   

$

43,532,760

   

Health Care Equipment & Supplies

   

     

     

1,397,369

     

1,397,369

   

Pharmaceuticals

   

     

     

7,000,000

     

7,000,000

   

Common Stocks and Warrants

 

Biotechnology

   

634,318,719

     

     

711,296

     

635,030,015

   

Health Care Equipment & Supplies

   

92,680,495

     

     

1,759,618

     

94,440,113

   

Health Care Providers & Services

   

47,477,761

     

     

105,622

     

47,583,383

   

Health Care Technology

   

2,093,578

     

     

     

2,093,578

   

Healthcare Services

   

22,048,084

     

     

     

22,048,084

   

Life Sciences Tools & Services

   

91,808,778

     

     

     

91,808,778

   

Medical Devices and Diagnostics

   

13,060,840

     

     

     

13,060,840

   

Pharmaceuticals

   

138,607,243

     

5,749

     

     

138,612,992

   

Special Purpose Acquisition Company

   

1,756,295

     

     

     

1,756,295

   

Short-term Investments

   

2,465,000

     

6,912,000

     

     

9,377,000

   

Milestone Interests

 

Biotechnology

   

     

     

1,361,243

     

1,361,243

   

Health Care Equipment & Supplies

   

     

     

2,590

     

2,590

   

Pharmaceuticals

   

     

     

10,141,901

     

10,141,901

   

Other Assets

   

     

     

194,849

     

194,849

   

Total

 

$

1,046,316,793

   

$

6,917,749

   

$

66,207,248

   

$

1,119,441,790

   


29


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value.

Investment in
Securities
  Balance as of
September 30,
2020
  Net realized
gain (loss) and
change in
unrealized
appreciation
(depreciation)
  Cost of
purchases
and
conversions
  Proceeds
from
sales and
conversions
  Net
transfers
in
(out of)
Level 3
  Balance
as of
March 31,
2021
 

Convertible Preferred

 

Biotechnology

 

$

37,238,134

   

$

18,677,503

   

$

10,441,645

   

($

22,824,522

)

 

$

   

$

43,532,760

   
Health Care
Equipment &
Supplies
   

1,397,369

     

     

     

     

     

1,397,369

   

Pharmaceuticals

   

7,000,000

     

     

     

     

     

7,000,000

   

Convertible Notes

 

Biotechnology

   

688,948

     

(456,386

)

   

     

(232,562

)

   

     

   

Common Stock and Warrants

 

Biotechnology

   

716,501

     

(6,732

)

   

1,527

     

     

     

711,296

   
Health Care
Equipment &
Supplies
   

1,639,061

     

120,557

     

     

     

     

1,759,618

   
Health Care
Providers &
Services
   

158,200

     

(5,178

)

   

     

(47,400

)

   

     

105,622

   

Milestone Interests

 

Biotechnology

   

3,524,221

     

(1,248,007

)

   

     

(914,971

)

   

     

1,361,243

   
Health Care
Equipment &
Supplies
   

5,110

     

(2,520

)

   

     

     

     

2,590

   

Pharmaceuticals

   

11,347,619

     

(1,205,718

)

   

     

     

     

10,141,901

   

Other Assets

   

213,710

     

     

193,686

     

(212,547

)

   

     

194,849

   
   

$

63,928,873

   

$

15,873,519

   

$

10,636,858

   

($

24,232,002

)

 

$

   

$

66,207,248

   
Net change in unrealized appreciation (depreciation) from
investments still held as of March 31, 2021
 

($

2,140,451

)

 

The following is a quantitative disclosure about significant unobservable inputs used in the determination of the fair value of Level 3 assets.

    Fair Value at
March 31,
2021
 

Valuation Technique

 

Unobservable Input

  Range
(Weighted Average)
 
Common Stock
and Warrants
 

$

1,779,342
 
  Income approach,
Black-Scholes
  Discount for lack of
marketability
  20.00% (20.00%)
 
 

  105,622
 
  Probability adjusted
value
  Probability of events
Timing of events
  20.00% (20.00%)
1.75-2.75 (2.25) years
 

   

691,572

   

Market approach

 

(a)

 

N/A

 

Convertible Preferred

  172,629
 
  Probability adjusted
value
  Probability of events
Timing of events
  20.00% (20.00%)
0.25 (0.25) years
 
    22,455,582
29,301,918
  Market approach
Recent transactions
  (a)
(b)
  N/A
N/A
 


30


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

    Fair Value at
March 31,
2021
 

Valuation Technique

 

Unobservable Input

  Range
(Weighted Average)
 

Milestone Interests

 

$

11,505,734
 
  Probability adjusted
value
  Probability of events
Timing of events
  20.00%-100.00% (70.62%)
0.25-16.00 (3.96) years
 

Other Assets

   

194,849

    Probability adjusted
value
  Probability of events
Timing of events
  20.00%-95.00% (20.45%)
0.50-6.75 (0.53) years
 
   

$

66,207,248

               

(a) There is no quantitative information to provide as these methods of measure are investment specific.

(b) The valuation technique used as a basis to approximate fair value of these investments is based upon subsequent financing rounds.

(5) Private Companies and Other Restricted Securities

The Fund may invest in private companies and other restricted securities if these securities would currently comprise 40% or less of net assets. The value of these securities represented 6% of the Fund's net assets at March 31, 2021.

At March 31, 2021, the Fund had a commitment of $3,510,552 relating to additional investments in three private companies.

The following table details the acquisition date, cost, carrying value per unit, and value of the Fund's private companies and other restricted securities at March 31, 2021. The Fund on its own does not have the right to demand that such securities be registered.

Security (#)

  Acquisition
Date
 

Cost

  Carrying Value
per Unit
 

Value

 

Afferent Milestone Interest

 

07/27/16

 

$

377,701

   

$

681,147.00

   

$

681,147

   

Amphivena Therapeutics, Inc.

 

Series B Cvt. Pfd

 

07/17/17

   

4,902,917

     

15.00

     

4,900,001

   

Series C Cvt. Pfd

 

12/10/18

   

1,887,420

     

3.59

     

1,887,315

   

Arkuda Therapeutics, Inc. Series A Cvt. Pfd

 

05/16/19, 04/02/20

   

4,709,095

     

2.38

     

4,709,095

   

Caribou Biosciences, Inc. Series C Cvt. Pfd

 

03/01/21

   

2,903,233

     

17.26

     

2,900,625

   

Cercacor Laboratories, Inc. Common

 

03/31/98†

   

0

     

11.00

     

1,759,618

   

Curasen Therapeutics, Inc. Series A Cvt. Pfd

 

09/18/18, 01/07/20

   

7,000,000

     

1.10

     

7,000,000

   

Dynacure Series C Cvt. Pfd

 

04/21/20, 10/28/20

   

5,611,074

     

24.88

     

5,863,506

   

Ethismos Research Milestone Interest

 

10/31/17

   

0

     

0.00

     

0

   

Hotspot Therapeutics, Inc. Series B Cvt. Pfd

 

04/22/20

   

3,450,000

     

2.40

     

3,450,000

   

Impact Biomedicines Milestone Interest

 

07/20/10

   

0

     

3,296,764.00

     

3,296,764

   

InnovaCare, Inc. Escrow Shares Common

 

12/21/12†

   

96,109

     

0.48

     

105,622

   

Invetx, Inc. Series A Cvt. Pfd

 

08/06/20

   

3,450,000

     

0.48

     

3,450,000

   

IO Light Holdings, Inc. Series A2 Cvt. Pfd

 

04/30/20†

   

1,394,759

     

3.85

     

1,397,369

   

Neurovance Milestone Interest

 

03/20/17

   

4,917,880

     

6,163,990.00

     

6,163,990

   


31


TEKLA HEALTHCARE INVESTORS

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2021

(continued)

Security (#)

  Acquisition
Date
 

Cost

  Carrying Value
per Unit
 

Value

 

Oculis SA, Series B2 Cvt. Pfd

 

01/16/19

 

$

2,335,688

   

$

8.81

   

$

2,444,055

   

Priothera Ltd. Series A, Cvt. Pfd

 

10/07/20

   

1,098,203

     

11.73

     

1,094,516

   

Pyxis Oncology, Inc. Series B Cvt. Pfd

 

03/05/21

   

4,083,668

     

1.65

     

4,079,999

   

Rainier Therapeutics, Inc.

 

Series A Cvt. Pfd

 

01/19/16, 10/24/16

   

1,751,520

     

0.00

††

   

269

   

Series B Cvt. Pfd

 

03/03/17

   

1,166,879

     

0.19

     

290,107

   

Rallybio Holdings, LLC Series B Cvt. Pfd

 

03/27/20

   

6,911,894

     

1.39

     

6,900,098

   

Therachon Milestone Interest

 

07/01/19

   

2,362,765

     

1,361,243.00

     

1,361,243

   

Therox Milestone Interest

 

06/18/19

   

7,611

     

2,590.00

     

2,590

   
Vectivbio Holding AG
Common
 

07/01/19†

   

684,247

     

0.79

     

691,250

   

Series A1 Cvt. Pfd

 

09/02/20

   

680,496

     

0.98

     

679,284

   

Series A2 Cvt. Pfd

 

09/02/20

   

885,163

     

1.15

     

883,890

   
       

$

62,668,322

       

$

65,992,353

   

  (#)  See Schedule of Investments and corresponding footnotes for more information on each issuer.

  †  Interest received as part of a corporate action for a previously owned security.

  ††  Carrying value per unit is greater than $0.00 but less than $0.01.


32


TEKLA HEALTHCARE INVESTORS

INVESTMENT ADVISORY AGREEMENT APPROVAL

The Investment Advisory Agreement (the Advisory Agreement) between the Fund and the Adviser continues in effect so long as its continuance is approved at least annually by (i) the Trustees of the Fund and (ii) a majority of the Trustees of the Fund who are not interested persons (the Independent Trustees), by vote cast in person at a meeting called for the purpose of voting on such approval.

After considering the matter in a meeting held on March 18, 2021, the Board, and the Independent Trustees voting separately, determined that the terms of the Advisory Agreement are fair and reasonable and approved the continuance of the Advisory Agreement as being in the best interests of the Fund and its shareholders. In making its determination, the Board considered materials that were specifically prepared by the Adviser and by an independent data provider at the request of the Board and Fund counsel for purposes of the contract review process, including comparisons of (i) the Fund's performance both directly and on a risk adjusted basis to a benchmark, the NASDAQ Biotech Index® (NBI), and to a peer universe of other investment companies, (ii) the Fund's expenses and expense ratios to those of a peer group of other investment companies, and (iii) the Adviser's profitability with respect to its services for the Fund to the profitability of other investment advisers. The Trustees took into account that substantially all of the Adviser's business consists of providing investment management services to Tekla Healthcare Investors, Tekla Life Sciences Investors, Tekla Healthcare Opportunities Fund and Tekla World Healthcare Fund and the Adviser does not derive any significant benefit from its relationship with the Fund other than receipt of advisory fees pursuant to the Advisory Agreement, market research and potential marketing exposure for the Adviser. The Board also received and reviewed information throughout the year about the portfolio performance, the investment strategy, the portfolio management team and various fees and expenses of the Fund. In their deliberations, the Independent Trustees had the opportunity to meet privately without representatives of the Adviser present and were represented throughout the process by counsel to the Independent Trustees and the Fund.

In approving the Advisory Agreement, the Board considered, among other things, the nature, extent, and quality of the services to be provided by the Adviser, the investment performance of the Fund and the Adviser, the costs of services provided and profits realized by the Adviser and its affiliates, and whether fee levels reflect any economies of scale for the benefit of Fund shareholders and the extent to which economies of scale would be realized as the Fund grows. The Board reviewed information about the foregoing factors and


33


TEKLA HEALTHCARE INVESTORS

INVESTMENT ADVISORY AGREEMENT APPROVAL

(continued)

considered changes, if any, in such information since its previous approval. The Board also evaluated the financial strength of the Adviser and the capability of the personnel of the Adviser, specifically the strength and background of its investment analysts. Fund counsel provided the Board with the statutory and regulatory requirements for approval and disclosure of investment advisory agreements. The Board, including the Independent Trustees, evaluated all of the foregoing and, considering all factors together, determined in the exercise of its business judgment that the continuance of the Advisory Agreement is in the best interests of the Fund and its shareholders. The following provides more detail on certain factors considered by the Trustees and the Board's conclusions with respect to each such factor.

The nature, extent and quality of the services to be provided by the Adviser. On a regular basis the Board considers the roles and responsibilities of the Adviser as a whole, along with specific portfolio management, support and trading functions the Adviser provides to the Fund. The Trustees considered the nature, extent and quality of the services provided by the Adviser to the Fund. The Trustees continue to be satisfied with the quality and value of the investment advisory services provided to the Fund by the Adviser, and, in particular, the management style and discipline followed by the Adviser and the quality of the Adviser's research, trading, portfolio management, compliance and administrative personnel. The Trustees also took into account the Adviser's significant investment in its business through the addition of portfolio management and administrative staff over the last several years and the Adviser's commitment to continue to build out its infrastructure as future circumstances require.

The investment performance of the Fund and the Adviser. On a regular basis the Board reviews performance information of the Fund and discusses the Fund's investment strategy with the Adviser. The Trustees reviewed performance information for the Fund for the past one-, three-, five- and ten-year periods ended December 31, 2020, as compared to its benchmark, the NBI, and a peer universe of other investment companies identified by an independent service provider engaged by the Independent Trustees. The Trustees noted that the performance information reviewed reflects a view of the Fund's performance only as of a certain date, and that the results might be significantly different if a different date was selected to generate the performance information. Additionally, the Trustees recognized that longer periods of performance for the Fund may be adversely and disproportionately affected by significant underperformance in one more recent period, and that such underperformance may be caused by a small number of investment decisions or positions.


34


TEKLA HEALTHCARE INVESTORS

INVESTMENT ADVISORY AGREEMENT APPROVAL

(continued)

Unlike many other broader-based healthcare indices, the NBI contains high levels of biotechnology-based companies. Over time, this index has demonstrated higher returns, but has also demonstrated higher price volatility than the broad S&P 500® Index. The Adviser seeks to operate the Fund at a biotechnology exposure level that is higher than many other indices and Funds but at a level that is below that of the NBI. The Adviser also seeks to operate the Fund at lower volatility than that of the NBI. In the current reporting period, the Adviser sought to do so by limiting exposure to biotechnology relative to the NBI and also by maintaining a higher exposure to large biotechnology companies (which exhibit relatively lower volatility) than is present in the NBI and lower exposure to small and mid-capitalization biotechnology companies than is present in the NBI.

The Trustees noted the Fund's strong absolute performance. In particular, the Trustees noted that on a net asset value basis as of December 31, 2020, the Fund returned 19.38% for the one-year period and had annualized returns of 11.65% for the three-year period, 5.33% for the five-year period, and 14.87% for the ten-year period. The Trustees also noted that for the one-, three-, five- and ten-year periods ended December 31, 2020, the Fund underperformed the NBI on a net asset value basis. The Trustees also noted that as of December 31, 2020, the Fund exhibited lower volatility than the NBI for all evaluation periods, outperformed the NBI on a risk adjusted basis for the three- and ten-year periods, slightly underperformed the NBI on a risk adjusted basis for the five-year period and underperformed the NBI on a risk adjusted basis for the one-year period. The Trustees noted that the Fund underperformed the peer universe average for the four evaluation periods ended December 31, 2020.

In considering the Fund's relative performance, the Trustees recognized that the Fund's unique strategy presents challenges when comparing the Fund's performance to a benchmark or group of comparable funds. In particular, the Trustees observed that the Fund's strategy has historically included a lower biotechnology allocation compared to the NBI and a higher biotechnology allocation compared to many other healthcare indices and to many of the other funds in the peer universe. The Trustees noted that, as a result, all other things being equal, in periods when biotechnology performs relatively well, the Fund might be expected to underperform the NBI (and/or the peer universe) and vice versa. Additionally, the Trustees noted that unlike the NBI and most of the peer universe, the Fund often maintains a meaningful allocation to venture and restricted securities. In light of these differences, the Trustees recognized the more limited usefulness of these performance comparisons for the Fund.


35


TEKLA HEALTHCARE INVESTORS

INVESTMENT ADVISORY AGREEMENT APPROVAL

(continued)

The Trustees concluded they continue to be satisfied with the investment performance of the Fund and the Adviser.

The costs of services to be provided and profits to be realized by the Adviser from its relationship with the Fund. The Trustees considered the various services provided by the Adviser to the Fund and reviewed comparative information regarding the expenses and expense ratios of the Fund and a peer group of other investment companies identified by an independent service provider engaged by the Independent Trustees. The Trustees noted that the Adviser's fees are within the range of fees presented in the comparative information and noted that the Fund often maintains a meaningful allocation to venture and restricted securities, a portfolio management service that can warrant higher management fees than those charged by the Adviser to the Fund. The Trustees also considered financial information provided by the Adviser, including financial statements of the Adviser and a comparison of the Adviser's profitability with respect to its services for the Fund to the profitability of other investment advisers.

The Trustees noted that the fees charged by the Adviser are within a reasonable range of fees as compared to fees charged by other investment advisers for similar services, and the services provided by the Adviser and the amounts paid under the Advisory Agreement are at least comparable to the services rendered and fees charged by others for similar services to warrant a finding that fees to be paid by the Fund are fair. Based on the information provided to and evaluated by the Trustees, the Trustees concluded that the fees charged by the Adviser are fair and reasonable in light of the quality and nature of the services provided by the Adviser and that the profitability of the Adviser's relationship with the Fund has not been excessive.

Whether fee levels reflect economies of scale and the extent to which economies of scale would be realized as the Fund grows. The Trustees considered the advisory fee schedule in the Advisory Agreement and noted that it provides for breakpoints that would reduce the effective fee to the extent the Fund's net assets should increase, allowing the Fund to share in the benefits of any economies of scale that would inure to the Adviser as the Fund's assets increase. Given the closed-end structure of the Fund, its current asset size, and the fact that any economies of scale are modest at current Fund asset levels, the Trustees determined that the Fund's advisory fee schedule is satisfactory and fair.


36


TEKLA HEALTHCARE INVESTORS

PRIVACY NOTICE: If you are a registered shareholder of the Fund, the Fund and Tekla Capital Management LLC, the Fund's investment adviser, may receive nonpublic personal information about you from the information collected by the transfer agent from your transactions in Fund shares. Any nonpublic personal information is not disclosed to third parties, except as permitted or required by law. In connection with servicing your account and effecting transactions, the information received may be shared with the investment adviser and non-affiliates, including transfer agents, custodians or other service companies. Access to your nonpublic personal information is restricted to employees who need to know that information to provide products or services to you. To maintain the security of your nonpublic personal information, physical, electronic, and procedural safeguards are in place that comply with federal standards. The policies and practices described above apply to both current and former shareholders.

If your Fund shares are held in "street name" at a bank or brokerage, we do not have access to your personal information and you should refer to your bank's or broker's privacy policies for a statement of the treatment of your personal information.

FOR MORE INFORMATION: A description of the Fund's proxy voting policies and procedures and information on how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-451-2597; (ii) by writing to Tekla Capital Management LLC at 100 Federal Street, 19th Floor, Boston, MA 02110; (iii) on the Fund's website at www.teklacap.com; and (iv) on the SEC's website at www.sec.gov.

The Fund's complete Schedule of Investments for the first and third quarters of its fiscal year will be filed with the SEC on Form N-PORT. This Schedule of Investments will also be available on the Fund's website at www.teklacap.com or the SEC's website at www.sec.gov.

You can find information regarding the Fund at the Fund's website, www.teklacap.com. The Fund regularly posts information to its website, including information regarding daily share pricing, distributions, press releases and links to the Fund's SEC filings. The Fund currently publishes and distributes quarterly fact cards, which include performance, portfolio holdings and sector information for each fiscal quarter. These fact cards will be available on the Fund's website and by request from the Fund's marketing and investor support services agent, Destra Capital Advisors LLC, at 1-877-855-3434.


37


TEKLA HEALTHCARE INVESTORS

DISTRIBUTION POLICY: The Fund has a fixed distribution policy as described in the Notes to Financial Statements. For more information contact your financial adviser.

SHARE REPURCHASE PROGRAM: In March 2021, the Trustees reauthorized the share repurchase program to allow the Fund to repurchase up to 12% of its outstanding shares for a one-year period ending July 14, 2022.

PORTFOLIO MANAGEMENT: Daniel R. Omstead, Ph.D., Jason C. Akus, M.D./M.B.A., Timothy Gasperoni, M.B.A., Ph.D., Ashton L. Wilson, Christopher Abbott, Robert Benson, Richard Goss, Jack Liu, M.B.A., Ph.D., and Loretta Tse, Ph.D. are members of a team that analyzes investments on behalf of the Fund. Dr. Omstead exercises ultimate decision making authority with respect to investments.

HOUSEHOLDING: A number of banks, brokers and financial advisers have instituted "householding". Under this practice, which has been approved by the SEC, only one copy of shareholder documents may be delivered to multiple shareholders who share the same address and satisfy other conditions. Householding is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. If you do not want the mailing of your shareholder documents to be combined with those of other members of your household, please contact your bank, broker or financial adviser.


38


TEKLA HEALTHCARE INVESTORS

New York Stock Exchange Symbol: HQH
NAV Symbol: XHQHX

100 Federal Street, 19th Floor
Boston, Massachusetts 02110
(617) 772-8500
www.teklacap.com

Officers

Daniel R. Omstead, Ph.D., President
Laura Woodward, CPA, Chief Compliance Officer,
Secretary and Treasurer

Trustees

Jeffrey A. Bailey
Rakesh K. Jain, Ph.D.
Thomas M. Kent, CPA
Daniel R. Omstead, Ph.D.
Oleg M. Pohotsky, M.B.A., J.D.
William S. Reardon, M.B.A.
Lucinda H. Stebbins, M.B.A.

Investment Adviser

Tekla Capital Management LLC

Administrator & Custodian

State Street Bank and Trust Company

Transfer Agent

Computershare, Inc.

Legal Counsel

Dechert LLP

Shareholders with questions regarding share transfers may call

1-800-426-5523

Daily net asset value may be obtained from
our website (
www.teklacap.com) or by calling

617-772-8500


 

ITEM 2. CODE OF ETHICS.

 

Not applicable to this semi-annual filing.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

 

Not applicable to this semi-annual filing.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

Not applicable to this semi-annual filing.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

Not applicable to this semi-annual filing.

 

ITEM 6. INVESTMENTS.

 

The Registrant’s 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 to this semi-annual filing.

 

 

 

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

 

Not applicable to this semi-annual filing.

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

 

Period  (a) Total No.
of Shares
Purchased (1)
   (b) Average
Price Paid per
Share
   (c) Total No.
of Shares
Purchased as
Part of
Publicly
Announced Plans
or Programs
   (d) Maximum No.
of Shares that
May Yet Be
Purchased Under
the Plans or
Programs
 
Month #1 (Oct. 1, 2020—Oct. 31, 2020)   10,250(2)  $20.60        5,211,731 
Month #2 (Nov. 1, 2020— Nov. 30, 2020)               5,211,731 
Month #3 (Dec. 1, 2020 — Dec. 31, 2020)               5,211,731 
Month #4 (Jan. 1, 2021 — Jan. 31, 2021)               5,211,731 
Month #5 (Feb. 1, 2021— Feb. 28, 2021)               5,211,731 
Month #6 (Mar. 1, 2021 — Mar. 31, 2021)              5,211,731 
Total   10,250   $20.60          

 

(1)On June 30, 2011, the share repurchase program was announced, which has been subsequently reviewed and approved by the Board of Trustees. On March 19, 2020 the share repurchase program was renewed, allowing the Registrant to repurchase up to 12% of its outstanding shares for a one year period ending July 14, 2021. On March 18, 2021, the Trustees approved the renewal of the repurchase program to allow the Registrant to repurchase up to 12% of its outstanding shares in the open market for a one year period ending July 14, 2022.

 

(2)10,250 shares were purchased in Month #1 by Daniel R. Omstead in the open market.  Dr. Omstead is a director of the Registrant and a controlling person of the Registrant's investment adviser.  Accordingly, Dr. Omstead may be deemed an “affiliated purchaser” of the Registrant's shares as such term is defined by Rule 10b-18(a)(3) under the Exchange Act of 1934.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

There have been no material changes to the procedures by which the shareholders may recommend nominees to the Registrant’s Board of Trustees, where those changes were implemented after the Registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A, or this Item.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

(a)In the opinion of the principal executive officer and principal financial officer, based on their evaluation which took place within 90 days of this filing, the Registrant’s disclosure controls and procedures are adequately designed and are operating effectively to ensure (i) that material information relating to the Registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared; and (ii) that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time period specified in the Securities and Exchange Commission’s rules and forms.

 

(b)There were no changes in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal half-year that have materially affected or that are reasonably likely to materially affect the Registrant’s internal control.

 

 

 

 

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable.

 

ITEM 13. EXHIBITS

 

(a)(1) Code of Ethics - Not applicable to this semi-annual filing.

 

(a)(2) Separate certifications of the Principal Executive and Financial Officers as required by Rule 30a-2(a) under the 1940Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto (Exhibit 1 and 2).

 

(a)(3) Notices to Fund’s shareholders in accordance with Investment Company Act Section 19(a) and Rule 19a-1 (Exhibit 3).

 

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto (Exhibit 4).

 

 

 

 

 

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) TEKLA HEALTHCARE INVESTORS  
     
By (Signature and Title)* /s/ Daniel R. Omstead  
  Daniel R. Omstead, President  

 

Date: 6/4/21  

 

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/ Laura Woodward  
  Laura Woodward, Treasurer  

 

Date: 6/4/21  

 

 

* Print the name and title of each signing officer under his or her signature.