UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811‑23186
Invesco High Income 2023 Target Term Fund
(Exact name of registrant as specified in charter)
1555 Peachtree Street, N.E., Suite 1800 Atlanta, Georgia 30309
(Address of principal executive offices) (Zip code)
Glenn Brightman 1555 Peachtree Street, N.E., Suite 1800 Atlanta, Georgia 30309
(Name and address of agent for service)
Registrant’s telephone number, including area code: (713) 626‑1919
Date of fiscal year end: 2/28
Date of reporting period: 8/31/2023
| ITEM 1. |
REPORTS TO STOCKHOLDERS. |
(a) The Registrant’s semi-annual report transmitted to shareholders pursuant to Rule 30e‑1 under the Investment Company Act of 1940 is as follows:
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| Semiannual Report to Shareholders |
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August 31, 2023 |
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| Invesco High Income 2023 Target Term Fund |
| NYSE: IHIT |
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Unless otherwise noted, all data is provided by Invesco.
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| |
| NOT FDIC INSURED | MAY LOSE VALUE | NO BANK GUARANTEE |
Fund Performance
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| Performance summary |
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| Cumulative total returns, 2/28/23 to 8/31/23 |
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| Fund at NAV |
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-5.52 |
% |
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| Fund at Market Value |
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|
-7.88 |
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| Bloomberg U.S. CMBS Investment Grade Index▼ (Broad Market/Style‑Specific Index) |
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0.49 |
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| Market Price Discount to NAV as of 8/31/23 |
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-5.05 |
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| Source(s): ▼Bloomberg LP |
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| The performance data quoted represent past performance and cannot guarantee future results; current performance may be lower or higher. Investment return, net asset value (NAV) and common share market price will fluctuate so that you may have a gain or loss when you sell shares. Please visit invesco.com/us for the most recent month‑end performance. Performance figures reflect Fund expenses, the reinvestment of distributions (if any) and changes in NAV for performance based on NAV and changes in market price for performance based on market price. Since the Fund is a closed‑end management investment company, shares of the Fund may trade at a discount or premium from the NAV. This characteristic is separate and distinct from the risk that NAV could decrease as a result of investment activities and may be a greater risk to investors expecting to sell their shares after a short time. The Fund cannot predict whether shares will trade at, above or below NAV. The Fund should not be viewed as a vehicle for trading purposes. It is designed primarily for risk-tolerant long-term investors. The Bloomberg U.S. CMBS Investment Grade Index consists of publicly issued, fixed-rate, nonconvertible, investment-grade debt securities. The Fund is not managed to track the performance of any particular index, including the index(es) described here, and consequently, the performance of the Fund may deviate significantly from the performance of the index(es). A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of the peer group, if applicable, reflects fund expenses; performance of a market index does not. |
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Important Notice Regarding Share Repurchase Program
In September 2023, the Board of Trustees of the Fund approved a share repurchase program that allows the Fund to repurchase up to 25% of the 20‑day average trading volume
of the Fund’s common shares when the Fund is trading at a 10% or greater discount to its net asset value. The Fund will repurchase
shares pursuant to this program if the Adviser reasonably believes that such repurchases may enhance shareholder value.
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| 2 |
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Invesco High Income 2023 Target Term Fund |
Dividend Reinvestment Plan
The dividend reinvestment plan (the Plan) offers you a prompt and simple way to reinvest your dividends and capital gains distributions (Distributions) into additional shares of your Invesco closed‑end Fund (the Fund). Under the Plan, the money you earn from Distributions will be reinvested automatically in more shares of the Fund, allowing you to potentially increase your investment over time. All shareholders in the Fund are automatically enrolled in the Plan when shares are purchased.
Plan benefits
You may increase your shares in your Fund easily and automatically with the Plan.
Shareholders who participate in the Plan may be able to buy shares at below-market prices when the Fund is trading at a premium to its net asset value (NAV). In addition , transaction costs are low because when new shares are issued by the Fund, there is no brokerage fee, and when shares are bought in blocks on the open market, the per share fee is shared among all participants.
You will receive a detailed account statement from Computershare Trust Company, N.A. (the Agent), which administers the Plan. The statement shows your total Distributions, date of investment, shares acquired, and price per share, as well as the total number of shares in your reinvestment account. You can also access your account at invesco.com/closed‑end.
The Agent will hold the shares it has acquired for you in safekeeping.
Who can participate in the Plan
If you own shares in your own name, your purchase will automatically enroll you in the Plan. If your shares are held in “street name” – in the name of your brokerage firm, bank, or other financial institution – you must instruct that entity to participate on your behalf. If they are unable to participate on your behalf, you may request that they reregister your shares in your own name so that you may enroll in the Plan.
How to enroll
If you haven’t participated in the Plan in the past or chose to opt out, you are still eligible to participate. Enroll by visiting invesco.com/closed‑end, by calling toll-free 800 341 2929 or by notifying us in writing at Invesco Closed‑End Funds, Computershare Trust Company, N.A., P.O. Box 505000, Louisville, KY 40 233‑5000. If you are writing to us, please include the Fund name and account number and ensure that all shareholders listed on the account sign these written instructions. Your participation in the Plan will begin with the next Distribution payable after the Agent receives your authorization, as long as they receive it before the “record date,” which is generally 10 business days before the Distribution is paid. If your authorization arrives after such record date, your participation in the Plan will begin with the following Distribution.
How the Plan works
If you choose to participate in the Plan, your Distributions will be promptly reinvested for you, automatically increasing your shares. If the Fund is trading at a share price that is equal to its NAV, you’ll pay that amount for your reinvested shares. However, if the Fund is trading above or below NAV, the price is determined by one of two ways:
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1. |
Premium: If the Fund is trading at a premium - a market price that is higher than its NAV ‑ you’ll pay either the NAV or 95 percent of |
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the market price, whichever is greater. When the Fund trades at a premium, you may pay less for your reinvested shares than an investor purchasing shares on the stock exchange. Keep in mind, a portion of your price reduction may be taxable because you are receiving shares at less than market price. |
|
2. |
Discount: If the Fund is trading at a discount - a market price that is lower than its NAV ‑ you’ll pay the market price for your reinvested shares. |
Costs of the Plan
There is no direct charge to you for reinvesting Distributions because the Plan’s fees are paid by the Fund. If the Fund is trading at or above its NAV, your new shares are issued directly by the Fund and there are no brokerage charges or fees. However, if the Fund is trading at a discount , the shares are purchased on the open market, and you will pay your portion of any per share fees. These per share fees are typically less than the standard brokerage charges for individual transactions because shares are purchased for all participants in blocks, resulting in lower fees for each individual participant. Any service or per share fees are added to the purchase price. Per share fees include any applicable brokerage commissions the Agent is required to pay.
Tax implications
The automatic reinvestment of Distributions does not relieve you of any income tax that may be due on Distributions. You will receive tax information annually to help you prepare your federal income tax return.
Invesco does not offer tax advice. The tax information contained herein is general and is not exhaustive by nature. It was not intended or written to be used, and it cannot be used, by any taxpayer for avoiding penalties that may be imposed on the taxpayer under US federal tax laws. Federal and state tax laws are complex and constantly changing. Shareholders should always consult a legal or tax adviser for information concerning their individual situation.
How to withdraw from the Plan
You may withdraw from the Plan at any time by calling 800 341 2929, by visiting invesco.com/ closed‑end or by writing to Invesco Closed‑End Funds, Computershare Trust Company, N.A., P.O. Box 505000, Louisville, KY 40233-5000. Simply indicate that you would like to withdraw from the Plan, and be sure to include your Fund name and account number. Also, ensure that all shareholders listed on the account sign these written instructions. If you withdraw, you have three options with regard to the shares held in the Plan:
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1. |
If you opt to continue to hold your non‑certificated whole shares (Investment Plan Book Shares), they will be held by the Agent electronically as Direct Registration Book-Shares (Book-Entry Shares) and fractional shares will be sold at the then-current market price. Proceeds will be sent via check to your address of record after deducting applicable fees, including per share fees such as any applicable brokerage commissions the Agent is required to pay. |
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2. |
If you opt to sell your shares through the Agent, we will sell all full and fractional shares and send the proceeds via check to your address of record after deducting a $2.50 service fee and per share fees. Per share fees include any applicable brokerage commissions the Agent is required to pay. |
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3. |
You may sell your shares through your financial adviser through the Direct Registration System (DRS). DRS is a service within the securities industry that allows Fund shares to be held in your name in electronic format. You retain full ownership of your shares, without having to hold a share certificate. You should contact your financial adviser to learn more about any restrictions or fees that may apply. |
The Fund and Computershare Trust Company, N.A. may amend or terminate the Plan at any time. Participants will receive at least 30 days written notice before the effective date of any amendment. In the case of termination, Participants will receive at least 30 days written notice before the record date for the payment of any such Distributions by the Fund. In the case of amendment or termination necessary or appropriate to comply with applicable law or the rules and policies of the Securities and Exchange Commission or any other regulatory authority, such written notice will not be required.
To obtain a complete copy of the current Dividend Reinvestment Plan, please call our Client Services department at 800 341 2929 or visit invesco.com/closed‑end.
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| 3 |
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Invesco High Income 2023 Target Term Fund |
Schedule of Investments
August 31, 2023
(Unaudited)
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Principal
Amount |
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Value |
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| |
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| Asset-Backed Securities–66.05%(a) |
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|
|
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| Citigroup Commercial Mortgage Trust, Series 2013-GC17, Class D, 5.10%,
11/10/2023(b)(c) |
|
$ |
4,000,000 |
|
|
$ |
3,553,348 |
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| |
|
| Commercial Mortgage Trust, |
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|
|
|
|
|
|
|
| Series 2013-CR11, Class D, 5.01%, 10/10/2023(b)(c) |
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14,523,000 |
|
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14,113,040 |
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| |
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| Series 2013‑CR6, Class D, 3.99%, 02/10/2026(b)(c) |
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3,375,000 |
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|
|
2,441,525 |
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| |
|
| Series 2014-CR14, Class D, 4.73%, 01/10/2024(b)(c) |
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|
12,267,000 |
|
|
|
9,501,817 |
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| |
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| Series 2014-CR16, Class D, 5.08%, 04/10/2024(b)(c) |
|
|
12,680,000 |
|
|
|
9,934,114 |
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| |
|
| Series 2014-UBS3, Class C, 4.89%, 05/10/2024(c) |
|
|
10,250,000 |
|
|
|
9,118,601 |
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| |
|
| DBUBS Mortgage Trust, Series 2011-LC3A, Class E, 3.75%, 08/10/2026(b)(c) |
|
|
500,000 |
|
|
|
390,774 |
|
| |
|
| FREMF Mortgage Trust, |
|
|
|
|
|
|
|
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| Series 2014‑K36, Class B, 1.11%, 10/25/2023(b)(c) |
|
|
1,025,000 |
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|
|
1,019,104 |
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| |
|
| Series 2015-KF12, Class B, 12.32% (30 Day Average SOFR + 7.21%), 09/25/2023(b)(d) |
|
|
802,674 |
|
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|
800,857 |
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| |
|
| GS Mortgage Securities Corp. Trust, Series 2018‑TWR, Class G, 9.53% (1 mo. Term SOFR + 4.22%), 09/15/2023(b)(d) |
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|
1,000,000 |
|
|
|
304,431 |
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| |
|
| GS Mortgage Securities Trust, Series 2013-GC13, Class D, 3.98%, 06/10/2025(b)(c) |
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|
11,546,000 |
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|
4,754,045 |
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| |
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| Hilton USA Trust, |
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|
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| Series 2016‑SFP, Class E, 5.52%, 11/05/2023(b) |
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8,500,000 |
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|
3,442,500 |
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| |
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| Series 2016‑SFP, Class F, 6.16%, 11/05/2023(b) |
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|
2,000,000 |
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|
609,000 |
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| JP Morgan Chase Commercial Mortgage Securities Trust, |
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|
|
|
|
|
|
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| Series 2013‑C10, Class D, 4.25%, 01/15/2024(c) |
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19,348,000 |
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|
16,088,861 |
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| Series 2013‑C10, Class E, 3.50%, 01/15/2024(b)(c) |
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|
860,000 |
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|
673,548 |
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| |
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| Series 2013‑C13, Class XC, IO, 0.13%, 09/15/2023(b)(e) |
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|
69,684,664 |
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|
697 |
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| |
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| Series 2013-LC11, Class D, 4.31%, 09/15/2023(c) |
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|
10,248,000 |
|
|
|
6,510,035 |
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| |
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| Series 2018‑PHH, Class E, 8.07% (1 mo. Term SOFR + 2.76%), 09/15/2023(b)(d) |
|
|
3,000,000 |
|
|
|
1,058,204 |
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| |
|
| Series 2018‑PHH, Class F, 8.67% (1 mo. Term SOFR + 3.36%), 09/15/2023(b)(d) |
|
|
2,500,000 |
|
|
|
524,510 |
|
| |
|
| Series 2018‑WPT, Class FFX, 5.54%, 07/05/2025(b)(c) |
|
|
3,500,000 |
|
|
|
2,754,200 |
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| |
|
| JPMBB Commercial Mortgage Securities Trust, Series 2014‑C19, Class B, 4.39%, 04/15/2024(c) |
|
|
6,500,000 |
|
|
|
6,087,986 |
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| |
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|
|
|
|
|
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|
Principal
Amount |
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|
Value |
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| |
|
| Morgan Stanley Bank of America Merrill Lynch Trust, |
|
|
|
|
|
|
|
|
| Series 2013‑C10, Class D, 4.09%, 06/15/2028(b)(c) |
|
$ |
3,426,000 |
|
|
$ |
1,492,936 |
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| |
|
| Series 2013‑C13, Class XA, IO, 1.02%, 11/15/2023(e) |
|
|
24,724,430 |
|
|
|
247 |
|
| |
|
| Series 2014‑C14, Class D, 5.22%, 02/15/2024(b)(c) |
|
|
7,579,400 |
|
|
|
7,208,764 |
|
| |
|
| UBS‑Barclays Commercial Mortgage Trust, Series 2013‑C5, Class D, 3.86%, 10/10/2023(b)(c) |
|
|
8,090,000 |
|
|
|
5,104,726 |
|
| |
|
| WFRBS Commercial Mortgage Trust, |
|
|
|
|
|
|
|
|
| Series 2012‑C9, Class D, 4.88%, 11/15/2045(b)(c) |
|
|
1,619,899 |
|
|
|
1,493,604 |
|
| |
|
| Series 2013‑C14, Class D, 3.96%, 09/15/2023(b)(c) |
|
|
3,400,000 |
|
|
|
1,849,671 |
|
| |
|
| Series 2013‑C16, Class E, 3.85%, 09/15/2023(b) |
|
|
9,450,000 |
|
|
|
7,498,228 |
|
| |
|
| Series 2013-UBS1, Class D, 5.21%, 12/15/2023(b)(c) |
|
|
5,000,000 |
|
|
|
4,846,936 |
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| |
|
| Total Asset-Backed Securities
(Cost $166,623,149) |
|
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123,176,309 |
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Shares |
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|
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| Preferred Stocks–6.77% |
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| Mortgage REITs–6.77% |
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|
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| Chimera Investment Corp., 8.00%, Series D, Pfd.(f) |
|
|
167,800 |
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|
3,606,022 |
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| |
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| Dynex Capital, Inc., 6.90%, Series C, Pfd.(f) |
|
|
65,000 |
|
|
|
1,536,600 |
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| |
|
| PennyMac Mortgage Investment Trust, 8.00%, Series B, Pfd. |
|
|
102,181 |
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|
2,257,178 |
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| |
|
| Rithm Capital Corp., 7.00%, Series D, Pfd.(f) |
|
|
80,000 |
|
|
|
1,755,200 |
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| |
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| Two Harbors Investment Corp., 7.25%, Series C, Pfd.(f) |
|
|
173,200 |
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|
|
3,467,464 |
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| |
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| Total Preferred Stocks
(Cost $14,655,620) |
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12,622,464 |
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| |
|
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Principal
Amount |
|
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|
|
| U.S. Dollar Denominated Bonds & Notes–1.74% |
|
| Homebuilding–1.74% |
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|
|
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| Taylor Morrison Communities, Inc./Taylor Morrison Holdings II, Inc., 5.63%, 03/01/2024(b) (Cost $3,254,599) |
|
$ |
3,250,000 |
|
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|
3,250,580 |
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| |
|
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|
Shares |
|
|
|
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| Money Market Funds–24.46% |
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|
|
|
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| Invesco Government & Agency Portfolio, Institutional Class, 5.25%(g)(h) |
|
|
15,965,278 |
|
|
|
15,965,278 |
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| |
|
| Invesco Liquid Assets Portfolio, Institutional Class, 5.38%(g)(h) |
|
|
11,401,122 |
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|
11,402,262 |
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| |
|
| Invesco Treasury Portfolio, Institutional Class, 5.25%(g)(h) |
|
|
18,246,032 |
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|
18,246,032 |
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| Total Money Market Funds
(Cost $45,613,572) |
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45,613,572 |
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| TOTAL INVESTMENTS IN SECURITIES–99.02%
(Cost $230,146,940) |
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|
184,662,925 |
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| |
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| OTHER ASSETS LESS LIABILITIES–0.98% |
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|
1,827,833 |
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| NET ASSETS APPLICABLE TO COMMON SHARES–100.00% |
|
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$ |
186,490,758 |
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See accompanying Notes to Financial Statements which are an integral part of the financial statements.
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| 4 |
|
Invesco High Income 2023 Target Term Fund |
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| Investment Abbreviations: |
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| IO |
|
– Interest Only |
| Pfd. |
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– Preferred |
| REIT |
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– Real Estate Investment Trust |
| SOFR |
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– Secured Overnight Financing Rate |
Notes to Schedule of Investments:
| (a) |
Maturity date reflects the anticipated repayment date. |
| (b) |
Security purchased or received in a transaction exempt from registration under the Securities Act of 1933, as amended (the “1933 Act”). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The aggregate value of these securities at August 31, 2023 was $88,621,159, which represented 47.52% of the Fund’s Net Assets. |
| (c) |
Interest rate is redetermined periodically based on the cash flows generated by the pool of assets backing the security, less any applicable fees. The rate shown is the rate in effect on August 31, 2023. |
| (d) |
Interest or dividend rate is redetermined periodically. Rate shown is the rate in effect on August 31, 2023. |
| (e) |
Interest only security. Principal amount shown is the notional principal and does not reflect the maturity value of the security. Interest rate is redetermined periodically based on the cash flows generated by the pool of assets backing the security, less any applicable fees. The rate shown is the rate in effect on August 31, 2023. |
| (f) |
Security issued at a fixed rate for a specific period of time, after which it will convert to a variable rate. |
| (g) |
Affiliated issuer. The issuer and/or the Fund is a wholly-owned subsidiary of Invesco Ltd., or is affiliated by having an investment adviser that is under common control of Invesco Ltd. The table below shows the Fund’s transactions in, and earnings from, its investments in affiliates for the six months ended August 31, 2023. |
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Value
February 28, 2023 |
|
Purchases at Cost |
|
Proceeds from Sales |
|
Change in
Unrealized
Appreciation
(Depreciation) |
|
Realized
Gain
(Loss) |
|
Value
August 31, 2023 |
|
Dividend Income |
| Investments in Affiliated Money Market Funds: |
|
| Invesco Government & Agency Portfolio, Institutional Class |
|
|
|
$ 395,652 |
|
|
|
|
$ 68,009,853 |
|
|
|
|
$ (52,440,227) |
|
|
|
|
$ - |
|
|
|
|
$ - |
|
|
|
|
$15,965,278 |
|
|
|
|
$158,344 |
|
| Invesco Liquid Assets Portfolio, Institutional Class |
|
|
|
283,097 |
|
|
|
|
41,813,509 |
|
|
|
|
(30,693,701) |
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|
|
|
(28) |
|
|
|
|
(615) |
|
|
|
|
11,402,262 |
|
|
|
|
112,311 |
|
| Invesco Treasury Portfolio, Institutional Class |
|
|
|
452,174 |
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|
|
|
77,725,547 |
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|
|
|
(59,931,689) |
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|
|
|
- |
|
|
|
|
- |
|
|
|
|
18,246,032 |
|
|
|
|
175,786 |
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| Total |
|
|
|
$1,130,923 |
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|
|
|
$187,548,909 |
|
|
|
|
$(143,065,617) |
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|
|
|
$(28) |
|
|
|
|
$(615) |
|
|
|
|
$45,613,572 |
|
|
|
|
$446,441 |
|
| (h) |
The rate shown is the 7‑day SEC standardized yield as of August 31, 2023. |
Portfolio Composition†
By credit quality, based on total investments as of
August 31, 2023
|
|
|
|
|
| AAA |
|
|
1.40 |
% |
| AA+ |
|
|
3.30 |
|
| A |
|
|
8.90 |
|
| BBB+ |
|
|
2.70 |
|
| BBB |
|
|
11.00 |
|
| BBB- |
|
|
8.70 |
|
| BB+ |
|
|
5.10 |
|
| BB |
|
|
10.90 |
|
| BB- |
|
|
5.90 |
|
| B+ |
|
|
1.80 |
|
| B- |
|
|
1.30 |
|
| CCC |
|
|
6.30 |
|
| CCC- |
|
|
0.50 |
|
| Non‑Rated |
|
|
7.10 |
|
| Cash |
|
|
25.10 |
|
| † |
Portfolio information is subject to change due to active management. Ratings are based upon using Moody’s Investor Services, Inc. (“Moody’s”), Standard & Poor’s Ratings Services, a Standard & Poor’s Financial Services LLC business (“Standard & Poor’s” or “S&P”), Fitch Ratings, a part of the Fitch Group (“Fitch”), Kroll Bond Rating Agency, Inc. (“Kroll”), DBRS Limited (“DBRS”) and Morningstar Credit Ratings, LLC (“Morningstar”) if any such nationally recognized statistical rating organizations (“NRSROs”) rate the security. If securities are rated differently by the ratings agencies, the highest rating is applied. |
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
|
|
|
| 5 |
|
Invesco High Income 2023 Target Term Fund |
Statement of Assets and Liabilities
August 31, 2023
(Unaudited)
|
|
|
|
|
| Assets: |
|
|
|
|
| Investments in unaffiliated securities, at value
(Cost $ 184,533,368) |
|
$ |
139,049,353 |
|
| |
|
| Investments in affiliated money market funds, at value (Cost $ 45,613,572) |
|
|
45,613,572 |
|
| |
|
| Other investments: |
|
|
|
|
| Variation margin receivable–centrally cleared swap agreements |
|
|
213,675 |
|
| |
|
| Cash |
|
|
611,998 |
|
| |
|
| Receivable for: |
|
|
|
|
| Investments sold |
|
|
64 |
|
| |
|
| Dividends |
|
|
312,438 |
|
| |
|
| Interest |
|
|
777,242 |
|
| |
|
| Investment for trustee deferred compensation and retirement plans |
|
|
17,975 |
|
| |
|
| Total assets |
|
|
186,596,317 |
|
| |
|
|
|
| Liabilities: |
|
|
|
|
| Payable for: |
|
|
|
|
| Dividends |
|
|
42,435 |
|
| |
|
| Accrued fees to affiliates |
|
|
10,340 |
|
| |
|
| Accrued trustees’ and officers’ fees and benefits |
|
|
1,215 |
|
| |
|
| Accrued other operating expenses |
|
|
33,594 |
|
| |
|
| Trustee deferred compensation and retirement plans |
|
|
17,975 |
|
| |
|
| Total liabilities |
|
|
105,559 |
|
| |
|
| Net assets applicable to common shares |
|
$ |
186,490,758 |
|
| |
|
|
|
|
|
|
| Net assets applicable to common shares consist of: |
|
|
|
|
| Shares of beneficial interest – common shares |
|
$ |
236,445,744 |
|
| |
|
| Distributable earnings (loss) |
|
|
(49,954,986 |
) |
| |
|
|
|
$ |
186,490,758 |
|
| |
|
|
|
| Common shares outstanding, no par value, with an unlimited number of common shares authorized: |
|
|
|
|
| Shares outstanding |
|
|
24,145,611 |
|
| |
|
| Net asset value per common share |
|
$ |
7.72 |
|
| |
|
| Market value per common share |
|
$ |
7.33 |
|
| |
|
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
|
|
|
| 6 |
|
Invesco High Income 2023 Target Term Fund |
Statement of Operations
For the six months ended August 31, 2023
(Unaudited)
|
|
|
|
|
| Investment income: |
|
|
|
|
| Interest |
|
$ |
7,182,044 |
|
| |
|
| Dividends |
|
|
553,008 |
|
| |
|
| Dividends from affiliated money market funds |
|
|
446,441 |
|
| |
|
| Total investment income |
|
|
8,181,493 |
|
| |
|
|
|
| Expenses: |
|
|
|
|
| Advisory fees |
|
|
863,594 |
|
| |
|
| Administrative services fees |
|
|
14,382 |
|
| |
|
| Custodian fees |
|
|
3,587 |
|
| |
|
| Interest, facilities and maintenance fees |
|
|
1,598,440 |
|
| |
|
| Transfer agent fees |
|
|
9,330 |
|
| |
|
| Trustees’ and officers’ fees and benefits |
|
|
9,098 |
|
| |
|
| Registration and filing fees |
|
|
10,913 |
|
| |
|
| Reports to shareholders |
|
|
10,129 |
|
| |
|
| Professional services fees |
|
|
52,730 |
|
| |
|
| Other |
|
|
1,529 |
|
| |
|
| Total expenses |
|
|
2,573,732 |
|
| |
|
| Less: Fees waived |
|
|
(6,005 |
) |
| |
|
| Net expenses |
|
|
2,567,727 |
|
| |
|
| Net investment income |
|
|
5,613,766 |
|
| |
|
|
|
| Realized and unrealized gain (loss) from: |
|
|
|
|
| Net realized gain (loss) from: |
|
|
|
|
| Unaffiliated investment securities |
|
|
(10,618,805 |
) |
| |
|
| Affiliated investment securities |
|
|
(615 |
) |
| |
|
| Swap agreements |
|
|
1,547,497 |
|
| |
|
|
|
|
(9,071,923 |
) |
| |
|
| Change in net unrealized appreciation (depreciation) of: |
|
|
|
|
| Unaffiliated investment securities |
|
|
(6,531,186 |
) |
| |
|
| Affiliated investment securities |
|
|
(28 |
) |
| |
|
| Swap agreements |
|
|
(1,351,800 |
) |
| |
|
|
|
|
(7,883,014 |
) |
| |
|
| Net realized and unrealized gain (loss) |
|
|
(16,954,937 |
) |
| |
|
| Net increase (decrease) in net assets resulting from operations applicable to common shares |
|
$ |
(11,341,171 |
) |
| |
|
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
|
|
|
| 7 |
|
Invesco High Income 2023 Target Term Fund |
Statement of Changes in Net Assets
For the six months ended August 31, 2023 and the year ended February 28, 2023
(Unaudited)
|
|
|
|
|
|
|
|
|
| |
|
August 31, |
|
|
February 28, |
|
| |
|
2023 |
|
|
2023 |
|
| |
|
| Operations: |
|
|
|
|
|
|
|
|
| Net investment income |
|
$ |
5,613,766 |
|
|
$ |
13,518,435 |
|
| |
|
| Net realized gain (loss) |
|
|
(9,071,923 |
) |
|
|
76,564 |
|
| |
|
| Change in net unrealized appreciation (depreciation) |
|
|
(7,883,014 |
) |
|
|
(19,690,569 |
) |
| |
|
| Net increase (decrease) in net assets resulting from operations applicable to common shares |
|
|
(11,341,171 |
) |
|
|
(6,095,570 |
) |
| |
|
| Distributions to common shareholders from distributable earnings |
|
|
(5,070,578 |
) |
|
|
(11,068,647 |
) |
| |
|
| Net increase in common shares of beneficial interest |
|
|
– |
|
|
|
51,922 |
|
| |
|
| Net increase (decrease) in net assets applicable to common shares |
|
|
(16,411,749 |
) |
|
|
(17,112,295 |
) |
| |
|
|
|
|
| Net assets applicable to common shares: |
|
|
|
|
|
|
|
|
| Beginning of period |
|
|
202,902,507 |
|
|
|
220,014,802 |
|
| |
|
| End of period |
|
$ |
186,490,758 |
|
|
$ |
202,902,507 |
|
| |
|
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
|
|
|
| 8 |
|
Invesco High Income 2023 Target Term Fund |
Statement of Cash Flows
For the six months ended August 31, 2023
(Unaudited)
|
|
|
|
|
| Cash provided by operating activities: |
|
|
|
|
| Net increase (decrease) in net assets resulting from operations applicable to common shares |
|
$ |
(11,341,171 |
) |
| |
|
|
|
| Adjustments to reconcile the change in net assets applicable to common shares from operations to net cash provided by operating activities: |
|
|
|
|
| Proceeds from sales of investments |
|
|
108,698,273 |
|
| |
|
| Proceeds from sales of short-term investments, net |
|
|
15,563,196 |
|
| |
|
| Amortization of premium on investment securities |
|
|
370,842 |
|
| |
|
| Accretion of discount on investment securities |
|
|
(1,454,716 |
) |
| |
|
| Net realized loss from investment securities |
|
|
10,618,805 |
|
| |
|
| Net change in unrealized depreciation on investment securities |
|
|
6,531,186 |
|
| |
|
| Change in operating assets and liabilities: |
|
|
|
|
| |
|
| Decrease in receivables and other assets |
|
|
318,977 |
|
| |
|
| Decrease in accrued expenses and other payables |
|
|
(222,084 |
) |
| |
|
| Net change in transactions in swap agreements |
|
|
225,572 |
|
| |
|
| Net cash provided by operating activities |
|
|
129,308,880 |
|
| |
|
| Cash provided by (used in) financing activities: |
|
|
|
|
| Dividends paid to common shareholders from distributable earnings |
|
|
(5,076,106 |
) |
| |
|
| Proceeds from reverse repurchase agreements |
|
|
(80,000,000 |
) |
| |
|
| Net cash provided by (used in) financing activities |
|
|
(85,076,106 |
) |
| |
|
| Net increase in cash and cash equivalents |
|
|
44,232,774 |
|
| |
|
| Cash and cash equivalents at beginning of period |
|
|
1,992,796 |
|
| |
|
| Cash and cash equivalents at end of period |
|
$ |
46,225,570 |
|
| |
|
|
|
| Non‑cash financing activities: |
|
|
|
|
| |
|
| Supplemental disclosure of cash flow information: |
|
|
|
|
| Cash paid during the period for taxes |
|
$ |
113,819 |
|
| |
|
| Cash paid during the period for interest, facilities and maintenance fees |
|
$ |
1,624,595 |
|
| |
|
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
|
|
|
| 9 |
|
Invesco High Income 2023 Target Term Fund |
Financial Highlights
(Unaudited)
The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Six Months Ended
August 31, |
|
|
Years Ended
February 28, |
|
|
Year Ended
February 29, |
|
|
Year Ended
February 28, |
|
| |
|
2023 |
|
|
2023 |
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
|
2019 |
|
| |
|
| Net asset value per common share, beginning of period |
|
|
$ 8.40 |
|
|
|
$ 9.11 |
|
|
|
$ 9.14 |
|
|
|
$ 10.61 |
|
|
|
$ 10.20 |
|
|
|
$ 9.95 |
|
| |
|
| Net investment income(a) |
|
|
0.23 |
|
|
|
0.56 |
|
|
|
0.64 |
|
|
|
0.60 |
|
|
|
0.58 |
|
|
|
0.63 |
|
| |
|
| Net gains (losses) on securities (both realized and unrealized) |
|
|
(0.70) |
|
|
|
(0.81) |
|
|
|
(0.12) |
|
|
|
(1.47) |
|
|
|
0.43 |
|
|
|
0.22 |
|
| |
|
| Total from investment operations |
|
|
(0.47) |
|
|
|
(0.25) |
|
|
|
0.52 |
|
|
|
(0.87) |
|
|
|
1.01 |
|
|
|
0.85 |
|
| |
|
| Less: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Dividends paid to common shareholders from net investment income |
|
|
(0.21) |
|
|
|
(0.46) |
|
|
|
(0.55) |
|
|
|
(0.59) |
|
|
|
(0.60) |
|
|
|
(0.60) |
|
| |
|
| Distributions from net realized gains |
|
|
– |
|
|
|
(0.00) |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
| |
|
| Return of capital |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(0.01) |
|
|
|
– |
|
|
|
– |
|
| |
|
| Total distributions |
|
|
(0.21) |
|
|
|
(0.46) |
|
|
|
(0.55) |
|
|
|
(0.60) |
|
|
|
(0.60) |
|
|
|
(0.60) |
|
| |
|
| Net asset value per common share, end of period |
|
|
$ 7.72 |
|
|
|
$ 8.40 |
|
|
|
$ 9.11 |
|
|
|
$ 9.14 |
|
|
|
$ 10.61 |
|
|
|
$ 10.20 |
|
| |
|
| Market value per common share, end of period |
|
|
$ 7.33 |
|
|
|
$ 8.18 |
|
|
|
$ 8.80 |
|
|
|
$ 9.09 |
|
|
|
$ 10.40 |
|
|
|
$ 10.15 |
|
| |
|
| Total return at net asset value(b) |
|
|
(5.52) |
% |
|
|
(2.67) |
% |
|
|
5.75 |
% |
|
|
(7.22) |
% |
|
|
10.16 |
% |
|
|
8.84 |
% |
| |
|
| Total return at market value(c) |
|
|
(7.88) |
% |
|
|
(1.88) |
% |
|
|
2.72 |
% |
|
|
(5.86) |
% |
|
|
8.51 |
% |
|
|
9.52 |
% |
| |
|
| Net assets applicable to common shares, end of period (000’s omitted) |
|
|
$186,491 |
|
|
|
$202,903 |
|
|
|
$220,015 |
|
|
|
$219,891 |
|
|
|
$254,883 |
|
|
|
$244,954 |
|
| |
|
| Portfolio turnover rate(d) |
|
|
0 |
% |
|
|
2 |
% |
|
|
3 |
% |
|
|
0 |
% |
|
|
16 |
% |
|
|
5 |
% |
| |
|
|
|
|
|
|
|
|
| Ratios/supplemental data based on average net assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Ratio of expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
| With fee waivers and/or expense reimbursements |
|
|
2.63 |
%(e) |
|
|
2.54 |
% |
|
|
1.55 |
% |
|
|
1.73 |
% |
|
|
2.25 |
% |
|
|
2.32 |
% |
| |
|
| With fee waivers and/or expense reimbursements excluding interest, facilities and maintenance fees |
|
|
0.99 |
%(e) |
|
|
1.12 |
% |
|
|
1.06 |
% |
|
|
1.08 |
% |
|
|
1.09 |
% |
|
|
1.06 |
% |
| |
|
| Without fee waivers and/or expense reimbursements |
|
|
2.64 |
%(e) |
|
|
2.54 |
% |
|
|
1.55 |
% |
|
|
1.73 |
% |
|
|
2.25 |
% |
|
|
2.32 |
% |
| |
|
| Without fee waivers and/or expense reimbursements excluding interest, facilities and maintenance fees |
|
|
1.00 |
% |
|
|
1.12 |
% |
|
|
1.06 |
% |
|
|
1.08 |
% |
|
|
1.09 |
% |
|
|
1.06 |
% |
| |
|
| Ratio of net investment income to average net assets |
|
|
5.77 |
%(e) |
|
|
6.43 |
% |
|
|
6.83 |
% |
|
|
7.19 |
% |
|
|
5.59 |
% |
|
|
6.30 |
% |
| |
|
| (a) |
Calculated using average shares outstanding. |
| (b) |
Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year, if applicable. |
| (c) |
Total return assumes an investment at the common share market price at the beginning of the period indicated, reinvestment of all distributions for the period in accordance with the Fund’s dividend reinvestment plan, and sale of all shares at the closing common share market price at the end of the period indicated. Not annualized for periods less than one year, if applicable. |
| (d) |
Portfolio turnover is not annualized for periods less than one year, if applicable. |
See accompanying Notes to Financial Statements which are an integral part of the financial statements.
|
|
|
| 10 |
|
Invesco High Income 2023 Target Term Fund |
Notes to Financial Statements
August 31, 2023
(Unaudited)
NOTE 1–Significant Accounting Policies
Invesco High Income 2023 Target Term Fund (the “Fund”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a closed‑end management investment company.
The Fund’s investment objectives are to provide a high level of current income and to return $9.835 per share (the original net asset value (the “NAV”) per common share before deducting offering costs of $0.02 per share) (“Original NAV”) to common shareholders on or about December 1, 2023 (the “Termination Date”). The objective to return the Fund’s Original NAV is not an express or implied guarantee obligation of the Fund or any other entity. The Fund intends, on or about the Termination Date, to cease its investment operations, liquidate its portfolio (to the extent possible), retire or redeem its leverage facilities, if any, and distribute all its liquidated net assets to common shareholders of record unless the term is extended for one period of up to six months by a vote of the Fund’s Board of Trustees. The Fund’s ability to successfully return the Original NAV to holders of common shares on or about the Termination Date will depend on market conditions at that time and the success of various portfolio and cash flow management techniques. Based on current market conditions as of the date of this report, management anticipates that the Fund’s objective of returning the Original NAV to common shareholders on or about the Termination Date will not be met.
The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services – Investment Companies.
The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
| A. |
Security Valuations – Securities, including restricted securities, are valued according to the following policy. |
Fixed income securities (including convertible debt securities) generally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution‑size trading in similar groups of securities, developments related to specific securities, dividend rate (for unlisted equities), yield (for debt obligations), quality, type of issue, coupon rate (for debt obligations), maturity (for debt obligations), individual trading characteristics and other market data. Pricing services generally value debt obligations assuming orderly transactions of institutional round lot size, but a fund may hold or transact in the same securities in smaller, odd lot sizes. Odd lots often trade at lower prices than institutional round lots, and their value may be adjusted accordingly. Debt obligations are subject to interest rate and credit risks. In addition, all debt obligations involve some risk of default with respect to interest and/or principal payments.
A security listed or traded on an exchange is generally valued at its trade price or official closing price that day as of the close of the exchange where the security is principally traded, or lacking any trades or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over‑the‑counter market are valued based on prices furnished by independent pricing services or market makers. When such securities are valued using prices provided by an independent pricing service they may be considered fair valued. Futures contracts are valued at the daily settlement price set by an exchange on which they are principally traded. U.S. exchange-traded options are valued at the mean between the last bid and asked prices from the exchange on which they are principally traded. Non‑U.S. exchange-traded options are valued at the final settlement price set by the exchange on which they trade. Options not listed on an exchange and swaps generally are valued using pricing provided from independent pricing services.
Securities of investment companies that are not exchange-traded (e.g., open‑end mutual funds) are valued using such company’s end‑of‑business‑day net asset value per share.
Swap agreements are fair valued using an evaluated quote, if available, provided by an independent pricing service. Evaluated quotes provided by the pricing service are valued based on a model which may include end‑of‑day net present values, spreads, ratings, industry, company performance and returns of referenced assets. Centrally cleared swap agreements are valued at the daily settlement price determined by the relevant exchange or clearinghouse.
Deposits, other obligations of U.S. and non‑U.S. banks and financial institutions are valued at their daily account value.
Foreign securities’ (including foreign exchange contracts) prices are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the New York Stock Exchange (“NYSE”). If market quotations are available and reliable for foreign exchange-traded equity securities, the securities will be valued at the market quotations. Invesco Advisers, Inc. (the “Adviser” or “Invesco”) may use various pricing services to obtain market quotations as well as fair value prices. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become not representative of market value in the Adviser’s judgment (“unreliable”). If, between the time trading ends on a particular security and the close of the customary trading session on the NYSE, a significant event occurs that makes the closing price of the security unreliable, the Adviser may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith in accordance with Board- approved policies and related Adviser procedures (“Valuation Procedures”). Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities’ prices meeting the degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, American Depositary Receipts and domestic and foreign index futures. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economic upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
Unlisted securities will be valued using prices provided by independent pricing services or by another method that the Adviser, in its judgment, believes better reflects the security’s fair value in accordance with the Valuation Procedures.
Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources. The last bid price may be used to value equity securities. The mean between the last bid and asked prices may be used to value debt obligations, including corporate loans.
Securities for which market quotations are not readily available are fair valued by the Adviser in accordance with the Valuation Procedures. If a fair value price provided by a pricing service is unreliable, the Adviser will fair value the security using the Valuation Procedures. Issuer specific events, market trends, bid/asked quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security’s fair value.
The Fund may invest in securities that are subject to interest rate risk, meaning the risk that the prices will generally fall as interest rates rise and, conversely, the prices will generally rise as interest rates fall. Specific securities differ in their sensitivity to changes in interest rates depending on their individual characteristics. Changes in interest rates may result in increased market volatility, which may affect the value and/or liquidity of certain Fund investments.
Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general market conditions which are not specifically related to the particular issuer, such as real or perceived adverse economic conditions, changes in the general outlook for revenues or corporate earnings, changes in interest or currency rates, regional or global instability, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism, significant governmental actions or adverse investor sentiment generally and market liquidity. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.
The price the Fund could receive upon the sale of any investment may differ from the Adviser’s valuation of the investment, particularly for securities that are valued using a fair valuation technique. When fair valuation techniques are applied, the Adviser uses available information, including both observable and
|
|
|
| 11 |
|
Invesco High Income 2023 Target Term Fund |
unobservable inputs and assumptions, to determine a methodology that will result in a valuation that the Adviser believes approximates market value. Fund securities that are fair valued may be subject to greater fluctuation in their value from one day to the next than would be the case if market quotations were used. Because of the inherent uncertainties of valuation, and the degree of subjectivity in such decisions, the Fund could realize a greater or lesser than expected gain or loss upon the sale of the investment.
| B. |
Securities Transactions and Investment Income – Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income (net of withholding tax, if any) is recorded on an accrual basis from settlement date and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Pay‑in‑kind interest income and non‑cash dividend income received in the form of securities in‑lieu of cash are recorded at the fair value of the securities received. Dividend income (net of withholding tax, if any) is recorded on the ex‑dividend date. |
The Fund may periodically participate in litigation related to Fund investments. As such, the Fund may receive proceeds from litigation settlements. Any proceeds received are included in the Statement of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.
Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund’s net asset value and, accordingly, they reduce the Fund’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and the Statement of Changes in Net Assets, or the net investment income per share and the ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the investment adviser.
| C. |
Country Determination – For the purposes of making investment selection decisions and presentation in the Schedule of Investments, the investment adviser may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues, the country that has the primary market for the issuer’s securities and its “country of risk” as determined by a third party service provider, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America, unless otherwise noted. |
| D. |
Distributions – The Fund declares and pays monthly dividends from net investment income to common shareholders. Distributions from net realized capital gain, if any, are generally declared and paid annually and are distributed on a pro rata basis to common and preferred shareholders. |
| E. |
Federal Income Taxes – The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), necessary to qualify as a regulated investment company and to distribute substantially all of the Fund’s taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements. |
The Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained. Management has analyzed the Fund’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.
The Fund files tax returns in the U.S. Federal jurisdiction and certain other jurisdictions. Generally, the Fund is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.
| F. |
Accounting Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates by a significant amount. In addition, the Fund monitors for material events or transactions that may occur or become known after the period‑end date and before the date the financial statements are released to print. |
| G. |
Indemnifications – Under the Fund’s organizational documents, each Trustee, officer, employee or other agent of the Fund is indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts, including the Fund’s servicing agreements, that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote. |
| H. |
Cash and Cash Equivalents – For the purposes of the Statement of Cash Flows, the Fund defines Cash and Cash Equivalents as cash (including foreign currency), money market funds and other investments held in lieu of cash and excludes investments made with cash collateral received. |
| I. |
Commercial Mortgage-Backed Securities – The Fund may invest in both single and multi-issuer Commercial Mortgage-Backed Securities (“CMBS”). This includes both investment grade and non‑investment grade CMBS as well as other non‑rated CMBS. A CMBS is a type of mortgage-backed security that is secured by one or more mortgage loans on interests in commercial real estate property. CMBS differ from conventional debt securities because principal is paid back over the life of the security rather than at maturity. Investments in CMBS are subject to the various risks which relate to the pool of underlying assets in which the CMBS represents an interest. Securities backed by commercial real estate assets are subject to securities market risks as well as risks similar to those of direct ownership of commercial real estate loans. Risks include the ability of a borrower to meet its obligations on the loan which could lead to default or foreclosure of the property. Such actions may impact the amount of proceeds ultimately derived from the loan, and the timing of receipt of such proceeds. |
Management estimates future expected cash flows at the time of purchase based on the anticipated repayment dates on the CMBS. Subsequent changes in expected cash flow projection may result in a prospective change in the timing or character of income recognized on these securities, or the amortized cost of these securities. The Fund amortizes premiums and/or accretes discounts based on the projected cash flows. Realized and unrealized gains and losses on CMBS are included in the Statement of Operations as Net realized gain (loss) from unaffiliated investment securities and Change in net unrealized appreciation (depreciation) of unaffiliated investment securities, respectively.
| J. |
Reverse Repurchase Agreements – The Fund may enter into reverse repurchase agreements. Reverse repurchase agreements involve the sale of securities held by the Fund, with an agreement that the Fund will repurchase such securities at an agreed upon price and date. The Fund will use the proceeds of a reverse repurchase agreement (which are considered to be borrowings under the 1940 Act) to purchase other permitted securities either maturing, or under an agreement to resell, at a date simultaneous with or prior to the expiration of the reverse repurchase agreement. The agreements are collateralized by the underlying securities and are carried at the amount at which the securities subsequently will be repurchased as specified in the agreements. Expenses under the Reverse Repurchase Agreements are shown in the Statement of Operations as Interest, facilities and maintenance fees. |
| K. |
Swap Agreements – The Fund may enter into various swap transactions, including interest rate, total return, index, currency and credit default swap contracts (“CDS”) for investment purposes or to manage interest rate, currency or credit risk. Such transactions are agreements between two parties (“Counterparties”). A swap agreement may be negotiated bilaterally and traded over‑the‑counter (“OTC”) between two parties (“uncleared/ OTC”) or, in some instances, must be transacted through a future commission merchant (“FCM”) and cleared through a clearinghouse that serves as a central Counterparty (“centrally cleared swap”). These agreements may contain among other conditions, events of default and termination events, and various covenants and |
|
|
|
| 12 |
|
Invesco High Income 2023 Target Term Fund |
representations such as provisions that require the Fund to maintain a pre‑determined level of net assets, and/ or provide limits regarding the decline of the Fund’s NAV per share over specific periods of time. If the Fund were to trigger such provisions and have open derivative positions at that time, the Counterparty may be able to terminate such agreement and request immediate payment in an amount equal to the net liability positions, if any.
Interest rate, total return, index, and currency swap agreements are two‑party contracts entered into primarily to exchange the returns (or differentials in rates of returns) earned or realized on particular predetermined investments or instruments. The gross returns to be exchanged or “swapped” between the parties are calculated with respect to a notional amount, i.e., the return on or increase in value of a particular dollar amount invested at a particular interest rate or return of an underlying asset, in a particular foreign currency, or in a “basket” of securities representing a particular index.
In a centrally cleared swap, the Fund’s ultimate Counterparty is a central clearinghouse. The Fund initially will enter into centrally cleared swaps through an executing broker. When a Fund enters into a centrally cleared swap, it must deliver to the central Counterparty (via the FCM) an amount referred to as “initial margin.” Initial margin requirements are determined by the central Counterparty, but an FCM may require additional initial margin above the amount required by the central Counterparty. Initial margin deposits required upon entering into centrally cleared swaps are satisfied by cash or securities as collateral at the FCM. Securities deposited as initial margin are designated on the Schedule of Investments and cash deposited is recorded on the Statement of Assets and Liabilities. During the term of a cleared swap agreement, a “variation margin” amount may be required to be paid by the Fund or may be received by the Fund, based on the daily change in price of the underlying reference instrument subject to the swap agreement and is recorded as a receivable or payable for variation margin in the Statement of Assets and Liabilities until the centrally cleared swap is terminated at which time a realized gain or loss is recorded.
An interest rate swap is an agreement between Counterparties pursuant to which the parties exchange a floating rate payment for a fixed rate payment based on a specified notional amount.
Changes in the value of centrally cleared and OTC swap agreements are recognized as unrealized gains (losses) in the Statement of Operations by “marking to market” on a daily basis to reflect the value of the swap agreement at the end of each trading day. Payments received or paid at the beginning of the agreement are reflected as such on the Statement of Assets and Liabilities and may be referred to as upfront payments. The Fund accrues for the fixed payment stream and amortizes upfront payments, if any, on swap agreements on a daily basis with the net amount, recorded as a component of realized gain (loss) on the Statement of Operations. A liquidation payment received or made at the termination of a swap agreement is recorded as realized gain (loss) on the Statement of Operations. Cash held as collateral is recorded as deposits with brokers on the Statement of Assets and Liabilities. Entering into these agreements involves, to varying degrees, lack of liquidity and elements of credit, market, and Counterparty risk in excess of amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that a swap is difficult to sell or liquidate; the Counterparty does not honor its obligations under the agreement and unfavorable interest rates and market fluctuations. It is possible that developments in the swaps market, including potential government regulation, could adversely affect the Fund’s ability to terminate existing swap agreements or to realize amounts to be received under such agreements. Additionally, an International Swaps and Derivatives Association Master Agreement (“ISDA Master Agreement”) includes credit related contingent features which allow Counterparties to OTC derivatives to terminate derivative contracts prior to maturity in the event that, for example, the Fund’s net assets decline by a stated percentage or the Fund fails to meet the terms of its ISDA master agreements, which would cause the Fund to accelerate payment of any net liability owed to the Counterparty. A short position in a security poses more risk than holding the same security long. As there is no limit on how much the price of the security can increase, the Fund’s exposure is unlimited.
| L. |
LIBOR Transition Risk – The Fund may have investments in financial instruments that utilize the London Interbank Offered Rate (“LIBOR”) as the reference or benchmark rate for variable interest rate calculations. LIBOR was intended to measure the rate generally at which banks can lend and borrow from one another in the relevant currency on an unsecured basis. The UK Financial Conduct Authority (“FCA”), the regulator that oversees LIBOR, announced that the majority of LIBOR rates would cease to be published or would no longer be representative on January 1, 2022. The publication of most LIBOR rates ceased at the end of 2021, and the remaining USD LIBOR rates ceased to be published after June 2023. |
There remains uncertainty and risks relating to the continuing LIBOR transition and its effects on the Fund and the instruments in which the Fund invests. There can be no assurance that the composition or characteristics of any alternative reference rates (“ARRs”) or financial instruments in which the Fund invests that utilize ARRs will be similar to or produce the same value or economic equivalence as LIBOR or that these instruments will have the same volume or liquidity. Additionally, there remains uncertainty and risks relating to certain “legacy” USD LIBOR instruments that were issued or entered into before December 31, 2021 and the process by which a replacement interest rate will be identified and implemented into these instruments when USD LIBOR is ultimately discontinued. On December 16, 2022, the Federal Reserve Board adopted regulations implementing the Adjustable Interest Rate Act. The regulations provide a statutory fallback mechanism to replace LIBOR, by identifying benchmark rates based on the Secured Overnight Financing Rate (“SOFR”) that replaced LIBOR in certain financial contracts after June 30, 2023. These regulations apply only to contracts governed by U.S. law, among other limitations. The Funds may have instruments linked to other interbank offered rates that may also cease to be published in the future. The effects of such uncertainty and risks in “legacy” USD LIBOR instruments held by the Fund could result in losses to the Fund.
| M. |
Leverage Risk – The Fund may utilize leverage to seek to enhance the yield of the Fund by borrowing. There are risks associated with borrowing in an effort to increase the yield and distributions on the common shares, including that the costs of the financial leverage may exceed the income from investments purchased with such leverage proceeds, the higher volatility of the NAV of the shares, and that fluctuations in the interest rates on the borrowing may affect the yield and distributions to the common shareholders. There can be no assurance that the Fund’s leverage strategy will be successful. |
| N. |
Collateral – To the extent the Fund has designated or segregated a security as collateral and that security is subsequently sold, it is the Fund’s practice to replace such collateral no later than the next business day. |
| O. |
Other Risks – Mortgage- and asset-backed securities, including collateralized debt obligations and collateralized mortgage obligations, are subject to prepayment or call risk, which is the risk that a borrower’s payments may be received earlier or later than expected due to changes in prepayment rates on underlying loans. This could result in the Fund reinvesting these early payments at lower interest rates, thereby reducing the Fund’s income. Mortgage- and asset-backed securities also are subject to extension risk, which is the risk that an unexpected rise in interest rates could reduce the rate of prepayments, causing the price of the mortgage- and asset-backed securities and the Fund’s share price to fall. An unexpectedly high rate of defaults on the mortgages held by a mortgage pool may adversely affect the value of mortgage-backed securities and could result in losses to the Fund. Privately-issued mortgage-backed securities and asset-backed securities may be less liquid than other types of securities and the Fund may be unable to sell these securities at the time or price it desires. |
Increases in the federal funds and equivalent foreign rates or other changes to monetary policy or regulatory actions may expose fixed income markets to heightened volatility and reduced liquidity for certain fixed income investments, particularly those with longer maturities. It is difficult to predict the impact of interest rate changes on various markets. In addition, decreases in fixed income dealer market-making capacity may also potentially lead to heightened volatility and reduced liquidity in the fixed income markets. As a result, the value of the Fund’s investments and share price may decline. Changes in central bank policies could also result in higher than normal redemptions by shareholders, which could potentially increase the Fund’s portfolio turnover rate and transaction costs.
Policy changes by the U.S. government or its regulatory agencies and political events within the U.S. and abroad may, among other things, affect investor and consumer confidence and increase volatility in the financial markets, perhaps suddenly and to a significant degree, which may adversely impact the Fund’s operations, universe of potential investment options, and return potential.
Preferred securities are subject to issuer-specific and market risks applicable generally to equity securities. Preferred securities also may be subordinated to bonds or other debt instruments, subjecting them to a greater risk of non‑payment, may be less liquid than many other securities, such as common stocks, and generally offer no voting rights with respect to the issuer.
|
|
|
| 13 |
|
Invesco High Income 2023 Target Term Fund |
NOTE 2–Advisory Fees and Other Fees Paid to Affiliates
The Fund has entered into a master investment advisory agreement with the Adviser. Under the terms of the investment advisory agreement, the Fund accrues daily and pays monthly an advisory fee to the Adviser based on the annual rate of 0.70% of the Fund’s average daily managed assets. Managed assets for this purpose means the Fund’s net assets, plus assets attributable to outstanding preferred shares and the amount of any borrowings incurred for the purpose of leverage (whether or not such borrowed amounts are reflected in the Fund’s financial statements for purposes of generally accepted accounting principles).
Further, the Adviser has contractually agreed, through at least June 30, 2025, to waive the advisory fee payable by the Fund in an amount equal to 100% of the net advisory fees the Adviser receives from the affiliated money market funds on investments by the Fund of uninvested cash in such affiliated money market funds.
For the six months ended August 31, 2023, the Adviser waived advisory fees of $6,005.
The Fund has entered into a master administrative services agreement with Invesco pursuant to which the Fund has agreed to pay Invesco for certain administrative costs incurred in providing accounting services to the Fund. For the six months ended August 31, 2023, expenses incurred under this agreement are shown in the Statement of Operations as Administrative services fees. Invesco has entered into a sub‑administration agreement whereby State Street Bank and Trust Company (“SSB”) serves as fund accountant and provides certain administrative services to the Fund. Pursuant to a custody agreement with the Trust on behalf of the Fund, SSB also serves as the Fund’s custodian.
Certain officers and trustees of the Trust are officers and directors of Invesco.
NOTE 3–Additional Valuation Information
GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions. GAAP establishes a hierarchy that prioritizes the inputs to valuation methods, giving the highest priority to readily available unadjusted quoted prices in an active market for identical assets (Level 1) and the lowest priority to significant unobservable inputs (Level 3), generally when market prices are not readily available. Based on the valuation inputs, the securities or other investments are tiered into one of three levels. Changes in valuation methods may result in transfers in or out of an investment’s assigned level:
|
|
|
| Level 1 – |
|
Prices are determined using quoted prices in an active market for identical assets. |
| Level 2 – |
|
Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, loss severities, default rates, discount rates, volatilities and others. |
| Level 3 – |
|
Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Adviser’s assumptions about the factors market participants would use in determining fair value of the securities or instruments and would be based on the best available information. |
The following is a summary of the tiered valuation input levels, as of August 31, 2023. The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
| |
|
| Investments in Securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
| Asset-Backed Securities |
|
$ |
– |
|
|
$ |
123,176,309 |
|
|
|
$– |
|
|
$ |
123,176,309 |
|
| |
|
| Preferred Stocks |
|
|
12,622,464 |
|
|
|
– |
|
|
|
– |
|
|
|
12,622,464 |
|
| |
|
| U.S. Dollar Denominated Bonds & Notes |
|
|
– |
|
|
|
3,250,580 |
|
|
|
– |
|
|
|
3,250,580 |
|
| |
|
| Money Market Funds |
|
|
45,613,572 |
|
|
|
– |
|
|
|
– |
|
|
|
45,613,572 |
|
| |
|
| Total Investments |
|
$ |
58,236,036 |
|
|
$ |
126,426,889 |
|
|
|
$– |
|
|
$ |
184,662,925 |
|
| |
|
NOTE 4–Derivative Investments
The Fund may enter into an ISDA Master Agreement under which a fund may trade OTC derivatives. An OTC transaction entered into under an ISDA Master Agreement typically involves a collateral posting arrangement, payment netting provisions and close‑out netting provisions. These netting provisions allow for reduction of credit risk through netting of contractual obligations. The enforceability of the netting provisions of the ISDA Master Agreement depends on the governing law of the ISDA Master Agreement, among other factors.
For financial reporting purposes, the Fund does not offset OTC derivative assets or liabilities that are subject to ISDA Master Agreements in the Statement of Assets and Liabilities.
Effect of Derivative Investments for the six months ended August 31, 2023
The table below summarizes the gains (losses) on derivative investments, detailed by primary risk exposure, recognized in earnings during the period:
|
|
|
|
|
|
|
|
|
| |
|
Location of Gain (Loss) on
Statement of Operations |
|
| |
|
Interest |
|
| |
|
Rate Risk |
|
| |
|
| Realized Gain: |
|
|
|
|
|
|
|
|
| Swap agreements |
|
|
$ 1,547,497 |
|
|
|
|
|
| |
|
| Change in Net Unrealized Appreciation (Depreciation): |
|
|
|
|
|
|
|
|
| Swap agreements |
|
|
(1,351,800 |
) |
|
|
|
|
| |
|
| Total |
|
|
$ 195,697 |
|
|
|
|
|
| |
|
The table below summarizes the average notional value of derivatives held during the period.
|
|
|
|
|
| |
|
Swap |
|
| |
|
Agreements |
|
| |
|
| Average notional value |
|
$ |
52,550,000 |
|
| |
|
|
|
|
| 14 |
|
Invesco High Income 2023 Target Term Fund |
NOTE 5–Trustees’ and Officers’ Fees and Benefits
Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Fund to pay remuneration to certain Trustees and Officers of the Fund. Trustees have the option to defer compensation payable by the Fund, and “Trustees’ and Officers’ Fees and Benefits” includes amounts accrued by the Fund to fund such deferred compensation amounts.
NOTE 6–Cash Balances and Borrowings
The Fund is permitted to temporarily carry a negative or overdrawn balance in its account with SSB, the custodian bank. Such balances, if any, at period end, are shown in the Statement of Assets and Liabilities under the payable caption Amount due custodian. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (1) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (2) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and Invesco, not to exceed the contractually agreed upon rate.
The Fund had entered into a $80 million Master Repurchase and Securities Contract. Effective July 31, 2023, the Fund repurchased all of the eligible assets pursuant to the Master Repurchase and Securities Contract. During the six months ended August 31, 2023, the average daily balance of borrowings for the 153 days the borrowings were outstanding under the reverse repurchase agreements was $60,968,304, with an average interest rate of 6.27% and interest expense of $1,598,440. Interest was accrued daily and paid monthly. As of the six months ended August 31, 2023, the Fund had no outstanding reverse repurchase agreements.
NOTE 7–Tax Information
The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from GAAP. Reclassifications are made to the Fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryforward) under income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Fund’s fiscal year‑end.
Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. The ability to utilize capital loss carryforward in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions.
The Fund did not have a capital loss carryforward as of February 28, 2023.
NOTE 8–Investment Transactions
The aggregate amount of investment securities (other than short-term securities, U.S. Government obligations and money market funds, if any) purchased and sold by the Fund during the six months ended August 31, 2023 was $0 and $108,698,337, respectively. Cost of investments, including any derivatives, on a tax basis includes the adjustments for financial reporting purposes as of the most recently completed federal income tax reporting period‑end.
|
|
|
|
|
| Unrealized Appreciation (Depreciation) of Investments on a Tax Basis |
|
| |
|
| Aggregate unrealized appreciation of investments |
|
$ |
9,611 |
|
| |
|
| Aggregate unrealized (depreciation) of investments |
|
|
(44,960,299 |
) |
| |
|
| Net unrealized appreciation (depreciation) of investments |
|
$ |
(44,950,688 |
) |
| |
|
Cost of investments for tax purposes is $229,613,613.
NOTE 9–Common Shares of Beneficial Interest
Transactions in common shares of beneficial interest were as follows:
|
|
|
|
|
|
|
|
|
| |
|
Six Months Ended |
|
|
Year Ended |
|
| |
|
August 31, |
|
|
February 28, |
|
| |
|
2023 |
|
|
2023 |
|
| |
|
| Beginning shares |
|
|
24,145,611 |
|
|
|
24,139,517 |
|
| |
|
| Shares issued through dividend reinvestment |
|
|
– |
|
|
|
6,094 |
|
| |
|
| Ending shares |
|
|
24,145,611 |
|
|
|
24,145,611 |
|
| |
|
The Fund may, when appropriate, purchase shares in the open market or in privately negotiated transactions at a price not above market value or net asset value, whichever is lower at the time of purchase.
NOTE 10–Dividends
The Fund declared the following dividends to common shareholders from net investment income subsequent to August 31, 2023:
|
|
|
|
|
|
|
|
|
|
|
| Declaration Date |
|
Amount per Share |
|
Record Date |
|
|
Payable Date |
|
| |
|
| September 1, 2023 |
|
$0.0200 |
|
|
September 15, 2023 |
|
|
|
September 29, 2023 |
|
| |
|
| October 2, 2023 |
|
$0.0200 |
|
|
October 16, 2023 |
|
|
|
October 31, 2023 |
|
| |
|
NOTE 11–Subsequent Event
On October 20, 2023, the Adviser announced additional details concerning the liquidation of the Fund set to occur on the Termination Date. As the Fund prepares for its liquidation on the Termination Date, the Fund will deviate from its stated investment strategy to primarily invest in securities collateralized by loans secured by real properties and from certain investment policies as the Fund’s portfolio managers increase the Fund’s assets held in high quality, short-term securities, U.S. Treasury securities, and cash and cash equivalents. As of October 18, 2023, the Fund’s portfolio consisted of approximately 95% cash and cash equivalents and 5% longer term securities, and the Fund’s NAV per share was $7.12.
Common shares of the Fund will continue trading on the New York Stock Exchange through November 27, 2023, and will be suspended from trading before the open of trading on November 28, 2023. The Fund anticipates making its final liquidating distribution on or about the Termination Date.
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|
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| 15 |
|
Invesco High Income 2023 Target Term Fund |
Approval of Investment Advisory and Sub‑Advisory Contracts
At meetings held on June 13, 2023, the Board of Trustees (the Board or the Trustees) of Invesco High Income 2023 Target Term Fund (the Fund) as a whole, and the independent Trustees, who comprise over 75% of the Board, voting separately, approved the continuance of the Fund’s Master Investment Advisory Agreement with Invesco Advisers, Inc. (Invesco Advisers and the investment advisory agreement) for another year effective July 1, 2023. After evaluating the factors discussed below, among others, the Board approved the renewal of the Fund’s investment advisory agreement and determined that the compensation payable thereunder by the Fund to Invesco Advisers is fair and reasonable.
The Board’s Evaluation Process
The Board has established an Investments Committee, which in turn has established Sub‑Committees, that meet throughout the year to review the performance of funds advised by Invesco Advisers (the Invesco Funds). The Sub‑Committees meet regularly with portfolio managers for their assigned Invesco Funds and other members of management to review information about investment performance and portfolio attributes of these funds. The Board has established additional standing and ad hoc committees that meet regularly throughout the year to review matters within their purview, including a working group focused on opportunities to make ongoing and continuous improvements to the annual review process for the Invesco Funds’ investment advisory and sub‑advisory contracts. The Board took into account evaluations and reports that it received from its committees and sub‑committees, as well as the information provided to the Board and its committees and sub‑committees throughout the year, in considering whether to approve each Invesco Fund’s investment advisory agreement and sub‑advisory contracts.
As part of the contract renewal process, the Board reviews and considers information provided in response to requests for information submitted to management by the independent Trustees with assistance from legal counsel to the independent Trustees and the Senior Officer, an officer of the Invesco Funds who reports directly to the independent Trustees. The Board receives comparative investment performance and fee and expense data regarding the Invesco Funds prepared by Broadridge Financial Solutions, Inc. (Broadridge), an independent mutual fund data provider, as well as information on the composition of the peer groups provided by Broadridge and its methodology for determining peer groups. The Board also receives an independent written evaluation from the Senior Officer. The Senior Officer’s evaluation is prepared as part of his responsibility to manage the process by which the Invesco Funds’ proposed management fees are negotiated during the annual contract renewal process to ensure they are negotiated in a manner that is at arms’ length and reasonable in accordance with certain negotiated regulatory requirements. In addition to meetings with Invesco Advisers and fund counsel throughout the year and as part of meetings convened on May 2, 2023 and June 13, 2023, the independent Trustees also discussed the continuance of the investment advisory agreement and sub‑advisory contracts in separate sessions with the
Senior Officer and with independent legal counsel. Also, as part of the contract renewal process, the independent Trustees reviewed and considered information provided in response to follow‑up requests for information submitted by the independent Trustees to management. The independent Trustees met and discussed those follow‑up responses with legal counsel to the independent Trustees and the Senior Officer.
The discussion below is a summary of the Senior Officer’s independent written evaluation with respect to the Fund’s investment advisory agreement and sub‑advisory contracts, as well as a discussion of the material factors and related conclusions that formed the basis for the Board’s approval of the Fund’s investment advisory agreement. The Trustees’ review and conclusions are based on the comprehensive consideration of all information presented to them during the course of the year and in prior years and are not the result of any single determinative factor. Moreover, one Trustee may have weighed a particular piece of information or factor differently than another Trustee. The information received and considered by the Board was current as of various dates prior to the Board’s approval on June 13, 2023.
Factors and Conclusions and Summary of Evaluation of Investment Advisory Agreement
| A. |
Nature, Extent and Quality of Services Provided by Invesco Advisers |
The Board reviewed the nature, extent and quality of the advisory services provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, and the credentials and experience of the officers and employees of Invesco Advisers who provide these services, including the Fund’s portfolio manager(s). The Board considered recent senior management changes at Invesco and Invesco Advisers, including the appointment of new Co‑Heads of Investments, that had been presented to and discussed with the Board. The Board’s review included consideration of Invesco Advisers’ investment process and oversight, credit analysis and research capabilities. The Board considered information regarding Invesco Advisers’ programs for and resources devoted to risk management, including management of investment, enterprise, operational, liquidity, derivatives, valuation and compliance risks, and technology used to manage such risks. The Board received information regarding Invesco’s methodology for compensating its investment professionals and the incentives and accountability it creates, as well as how it impacts Invesco’s ability to attract and retain talent. The Board considered the additional services provided to the Fund due to the fact that the Fund is a closed‑end fund, including, but not limited to, leverage management and monitoring, evaluating, and, where appropriate, making recommendations with respect to the Fund’s trading discount, share repurchase program, and distribution rates, as well as shareholder relations activities. The Board received a description of, and reports related to, Invesco Advisers’ global security program and business continuity plans and of its approach to data privacy and cybersecurity, including related testing. The Board also considered non‑advisory services that
Invesco Advisers and its affiliates provide to the Invesco Funds, such as various middle office and back office support functions, third party oversight, internal audit, valuation, portfolio trading and legal and compliance. The Board observed that Invesco Advisers’ systems preparedness and ongoing investment enabled Invesco Advisers to manage, operate and oversee the Invesco Funds with minimal impact or disruption through challenging environments. The Board reviewed and considered the benefits to shareholders of investing in a Fund that is part of the family of funds under the umbrella of Invesco Ltd., Invesco Advisers’ parent company, and noted Invesco Ltd.’s depth and experience in running an investment management business, as well as its commitment of financial and other resources to such business. The Board concluded that the nature, extent and quality of the services provided to the Fund by Invesco Advisers are appropriate and satisfactory.
| B. |
Fund Investment Performance |
The Board considered Fund investment performance as a relevant factor in considering whether to approve the investment advisory agreement.
The Board compared the Fund’s investment performance over multiple time periods ending December 31, 2022 to the performance of funds in the Broadridge performance universe and against the Bloomberg U.S. CMBS Investment Grade Index (Index). The Board noted that the Fund’s performance was in the first quintile of its performance universe for the one, three and five year periods. (the first quintile being the best performing funds and the fifth quintile being the worst performing funds). The Board noted that the Fund’s performance was above the performance of the Index for the one, three and five year periods. The Board recognized that the performance data reflects a snapshot in time as of a particular date and that selecting a different performance period could produce different results. The Board also reviewed more recent Fund performance as well as other performance metrics, which did not change its conclusions. The Board also reviewed supplementally historic premium and discount levels of the Fund as provided to the Board at meetings throughout the year. The Board further recognized that the Fund was a target term fund with investment objectives which seek to provide a high level of current income and to return its original net asset value per common share on or about its termination date (December 1, 2023) and discussed with management whether the Fund was on track to return the original net asset value to investors and provide current income consistent with expectations. The Board considered that management had indicated, and disclosed to shareholders, that based on current market conditions as of February 28, 2023, management anticipates that the Fund’s objective of returning the original net asset value to common shareholders on or about its termination date will not be met.
| C. |
Advisory Fees and Fund Expenses |
The Board compared the Fund’s contractual management fee rate to the median contractual management fee rate of the Fund’s Broadridge expense group. The Board noted that the contractual management fee rate for shares of the Fund was below the median contractual management fee rate
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| 16 |
|
Invesco High Income 2023 Target Term Fund |
of funds in its expense group. The Board noted that there were only three funds (including the Fund) in the expense group. The Board noted that the term “contractual management fee” for funds in the expense group may include both advisory and certain non‑portfolio management administrative services fees, but that Broadridge is not able to provide information on a fund‑by‑fund basis as to what is included. The Board also reviewed the methodology used by Broadridge in calculating expense group information, which includes using each fund’s contractual management fee schedule (including any applicable breakpoints) as reported in the most recent audited annual reports for each fund in the expense group. The Board also considered comparative information regarding the Fund’s total expense ratio and its various components.
The Board noted that Invesco Advisers does not manage other similarly managed mutual funds or client accounts.
| D. |
Economies of Scale and Breakpoints |
The Board noted that most closed‑end funds do not have fund level breakpoints because closed‑end funds generally do not experience substantial asset growth after the initial public offering. The Board acknowledged the difficulty in calculating and measuring economies of scale at the individual fund level; noting that only indicative and estimated measures are available at the individual fund level and that such measures are subject to uncertainty. The Board noted that the Fund does not benefit from economies of scale through contractual breakpoints, but does share in economies of scale through Invesco Advisers’ ability to negotiate lower fee arrangements with third party service providers. The Board noted that the Fund may also benefit from economies of scale through initial fee setting, fee waivers and expense reimbursements, as well as Invesco Advisers’ investment in its business, including investments in business infrastructure, technology and cybersecurity.
| E. |
Profitability and Financial Resources |
The Board reviewed information from Invesco Advisers concerning the costs of the advisory and other services that Invesco Advisers and its affiliates provide to the Fund and the Invesco Funds and the profitability of Invesco Advisers and its affiliates in providing these services in the aggregate and on an individual fund‑by‑fund basis. The Board considered the methodology used for calculating profitability and the periodic review and enhancement of such methodology. The Board noted that Invesco Advisers continues to operate at a net profit from services Invesco Advisers and its affiliates provide to the Invesco Funds in the aggregate and to most Invesco Funds individually. The Board considered that profits to Invesco Advisers can vary significantly depending on the particular Invesco Fund, with some Invesco Funds showing indicative losses to Invesco Advisers and others showing indicative profits at healthy levels, and that Invesco Advisers’ support for and commitment to an Invesco Fund are not, however, solely dependent on the profits realized as to that Fund. The Board noted that Invesco Advisers provided information demonstrating that Invesco Advisers is financially sound and has the resources necessary to perform its obligations under the investment advisory agreement, and provided representations indicating that the Affiliated Sub‑Advisers are financially sound and have the resources necessary to perform their obligations under the sub‑advisory contracts. The Board noted
the cyclical and competitive nature of the global asset management industry.
| F. |
Collateral Benefits to Invesco Advisers and its Affiliates |
The Board considered various other benefits received by Invesco Advisers and its affiliates from the relationship with the Fund. The Board considered the organizational structure employed to provide additional services to the Fund.
The Board considered that the Fund’s uninvested cash may be invested in registered money market funds advised by Invesco Advisers. The Board considered information regarding the returns of the affiliated money market funds relative to comparable overnight investments, as well as the fees paid by the affiliated money market funds to Invesco Advisers and its affiliates. In this regard, the Board noted that Invesco Advisers receives advisory fees from these affiliated money market funds attributable to the Fund’s investments. The Board also noted that Invesco Advisers has contractually agreed to waive through varying periods an amount equal to 100% of the net advisory fee Invesco Advisers receives from the affiliated money market funds with respect to the Fund’s investment in the affiliated money market funds of uninvested cash.
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|
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| 17 |
|
Invesco High Income 2023 Target Term Fund |
Proxy Results
A Joint Annual Meeting (“Meeting”) of Shareholders of Invesco High Income 2023 Target Term Fund (the “Fund”) was held on August 3, 2023. The Meeting was held for the following purpose:
(1). Election of Trustees by Common Shareholders.
The results of the voting on the above matter were as follows:
|
|
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|
|
|
|
|
|
|
|
| |
|
Matter |
|
Votes For |
|
|
Votes
Withheld |
|
| |
|
| (1). |
|
Beth Ann Brown |
|
|
19,634,259.00 |
|
|
|
600,153.00 |
|
|
|
Anthony J. LaCava, Jr. |
|
|
19,595,039.00 |
|
|
|
639,373.00 |
|
|
|
Joel W. Motley |
|
|
19,545,732.00 |
|
|
|
688,680.00 |
|
|
|
Teresa M. Ressel |
|
|
19,581,411.00 |
|
|
|
653,001.00 |
|
|
|
|
| 18 |
|
Invesco High Income 2023 Target Term Fund |
(This page intentionally left blank)
Correspondence information
Send general correspondence to Computershare Trust Company, N.A., P.O. Box 505000, Louisville, KY 40233-5000.
Fund holdings and proxy voting information
The Fund provides a complete list of its portfolio holdings four times each fiscal year, at the end of each fiscal quarter. For the second and fourth quarters, the list appears, respectively, in the Fund’s semiannual and annual reports to shareholders. For the first and third quarters, the Fund files the list with the Securities and Exchange Commission (SEC) as an exhibit to its reports on Form N‑PORT. The most recent list of portfolio holdings is available at invesco.com/us. Shareholders can also look up the Fund’s Form N‑PORT filings on the SEC website at sec.gov. The SEC file number for the Fund is shown below.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, from our Client Services department at 800 341 2929 or at invesco.com/corporate/about‑us/esg. The information is also available on the SEC website,sec.gov.
Information regarding how the Fund voted proxies related to its portfolio securities during the most recent 12‑month period ended June 30 is available at invesco.com/proxysearch. The information is also available on the SEC website, sec.gov.
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|
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|
|
| SEC file number(s): 811‑23186 |
|
|
CE‑HIN2023TT‑SAR‑1 |
|