Statement of Assets and Liabilities
November 30, 2021 (Unaudited)
|
|
|
|
NID
|
NIQ
|
Assets
|
|
|
Long-term investments, at value (cost $825,353,918 and $228,176,947, respectively)
|
$895,292,011
|
$246,934,753
|
Cash
|
4,512,759
|
317,442
|
Cash collateral at brokers for investments in futures contracts¹
|
115,004
|
—
|
Receivable for:
|
|
|
Interest
|
13,712,028
|
3,411,038
|
Investments sold
|
2,246,588
|
140,000
|
Other assets
|
64,535
|
481
|
Total assets
|
915,942,925
|
250,803,714
|
Liabilities
|
|
|
Floating rate obligations
|
35,372,000
|
—
|
Payable for:
|
|
|
Dividends
|
2,070,656
|
530,848
|
Interest
|
126,808
|
—
|
Variation margin on futures contracts
|
58,438
|
—
|
Adjustable Rate MuniFund Term Preferred (“AMTP”) Shares, net of deferred offering costs (liquidation preference
|
|
|
$175,000,000 and $55,000,000, respectively)
|
174,949,320
|
54,957,535
|
Accrued expenses:
|
|
|
Management fees
|
469,773
|
106,694
|
Trustees fees
|
70,830
|
2,561
|
Other
|
193,276
|
82,456
|
Total liabilities
|
213,311,101
|
55,680,094
|
Commitments and contingencies (as disclosed in Note 8)
|
|
|
Net Assets applicable to common shares
|
$702,631,824
|
$195,123,620
|
Common shares outstanding
|
46,916,667
|
13,097,144
|
Net asset value (“NAV”) per common share outstanding
|
$ 14.98
|
$ 14.90
|
Net assets applicable to common shares consist of:
|
|
|
Common shares, $0.01 par value per share
|
$ 469,167
|
$ 130,971
|
Paid-in surplus
|
670,163,728
|
186,819,344
|
Total distributable earnings
|
31,998,929
|
8,173,305
|
Net assets applicable to common shares
|
$702,631,824
|
$195,123,620
|
Authorized shares:
|
|
|
Common
|
Unlimited
|
Unlimited
|
Preferred
|
Unlimited
|
Unlimited
|
(1) Cash pledged to collateralize the net payment obligations
for investments in derivatives.
See accompanying notes to financial statements.
43
Statement of Operations
Six Months Ended November 30, 2021 (Unaudited)
|
NID
|
NIQ
|
Investment Income
|
$16,842,346
|
$3,937,947
|
Expenses
|
|
|
Management fees
|
2,867,191
|
654,146
|
Interest expense and amortization of offering costs
|
953,300
|
270,665
|
Custodian fees
|
46,927
|
17,681
|
Trustees fees
|
14,667
|
3,875
|
Professional fees
|
58,646
|
42,903
|
Shareholder reporting expenses
|
29,325
|
10,482
|
Shareholder servicing agent fees
|
8,860
|
8,849
|
Stock exchange listing fees
|
6,398
|
3,327
|
Investor relations expenses
|
10,008
|
2,908
|
Other
|
6,893
|
8,650
|
Total expenses
|
4,002,215
|
1,023,486
|
Net investment income (loss)
|
12,840,131
|
2,914,461
|
Realized and Unrealized Gain (Loss)
|
|
|
Net realized gain (loss) from:
|
|
|
Investments
|
(5,796,505)
|
462,018
|
Futures contracts
|
(212,063)
|
—
|
Change in net unrealized appreciation (depreciation) of:
|
|
|
Investments
|
16,948,328
|
(797,041)
|
Futures contracts
|
(87,194)
|
—
|
Net realized and unrealized gain (loss)
|
10,852,566
|
(335,023)
|
Net increase (decrease) in net assets applicable to common shares from operations
|
$23,692,697
|
$2,579,438
|
See accompanying notes to financial statements.
44
Statement of Changes in Net Assets
|
|
|
|
|
|
|
NID
|
|
NIQ
|
|
Six Months
|
|
|
Six Months
|
|
|
Ended
|
Year
|
|
Ended
|
Year
|
|
11/30/21
|
Ended
|
|
11/30/21
|
Ended
|
|
(Unaudited)
|
5/31/21
|
|
(Unaudited)
|
5/31/21
|
Operations
|
|
|
|
|
|
Net investment income (loss)
|
$ 12,840,131
|
$ 26,274,823
|
|
$ 2,914,461
|
$ 6,520,513
|
Net realized gain (loss) from:
|
|
|
|
|
|
Investments
|
(5,796,505)
|
571,471
|
|
462,018
|
(446,308)
|
Futures contracts
|
(212,063)
|
524,221
|
|
—
|
—
|
Change in net unrealized appreciation (depreciation) of:
|
|
|
|
|
|
Investments
|
16,948,328
|
48,753,532
|
|
(797,041)
|
7,862,600
|
Futures contracts
|
(87,194)
|
5,099
|
|
—
|
—
|
Net increase (decrease) in net assets applicable to common shares
|
|
|
|
|
|
from operations
|
23,692,697
|
76,129,146
|
|
2,579,438
|
13,936,805
|
Distributions to Common Shareholders
|
|
|
|
|
|
Dividends
|
(12,972,150)
|
(24,486,843)
|
|
(3,339,772)
|
(6,077,075)
|
Decrease in net assets applicable to common shares from distributions to
|
|
|
|
|
|
common shareholders
|
(12,972,150)
|
(24,486,843)
|
|
(3,339,772)
|
(6,077,075)
|
Capital Share Transactions
|
|
|
|
|
|
Common shares:
|
|
|
|
|
|
Net proceeds from shares issued to shareholders due to reinvestment
|
|
|
|
|
|
of distributions
|
104,545
|
—
|
|
—
|
—
|
Net increase (decrease) in net assets applicable to common shares from
|
|
|
|
|
|
capital share transactions
|
104,545
|
—
|
|
—
|
—
|
Net increase (decrease) in net assets applicable to common shares
|
10,825,092
|
51,642,303
|
|
(760,334)
|
7,859,730
|
Net assets applicable to common shares at the beginning of period
|
691,806,732
|
640,164,429
|
|
195,883,954
|
188,024,224
|
Net assets applicable to common shares at the end of period
|
$702,631,824
|
$691,806,732
|
|
$195,123,620
|
$195,883,954
|
See accompanying notes to financial statements.
45
|
Statement of Cash Flows
|
Six Months Ended November 30, 2021 (Unaudited)
|
|
|
|
|
NID
|
NIQ
|
Cash Flows from Operating Activities:
|
|
|
Net Increase (Decrease) in Net Assets Applicable to Common Shares from Operations
|
$ 23,692,697
|
$ 2,579,438
|
Adjustments to reconcile the net increase (decrease) in net assets applicable to common
|
|
|
shares from operations to net cash provided by (used in) operating activities:
|
|
|
Purchases of investments
|
(44,991,628)
|
(21,167,551)
|
Proceeds from sales and maturities of investments
|
36,606,580
|
19,583,133
|
Taxes paid
|
(2,147)
|
—
|
Amortization (Accretion) of premiums and discounts, net
|
4,097,345
|
1,855,374
|
Amortization of deferred offering costs
|
19,120
|
13,492
|
(Increase) Decrease in:
|
|
|
Receivable for interest
|
52,628
|
42,230
|
Receivable for investments sold
|
(166,482)
|
365,000
|
Other assets
|
(9,247)
|
(481)
|
Increase (Decrease) in:
|
|
|
Payable for interest
|
(125,253)
|
—
|
Payable for investments purchased - when-issued/delayed-delivery settlement
|
—
|
(2,614,761)
|
Payable for variation margin on futures contracts
|
47,282
|
—
|
Accrued management fees
|
(12,902)
|
(4,249)
|
Accrued Trustees fees
|
4,370
|
(1,700)
|
Accrued other expenses
|
(44,853)
|
(21,819)
|
Net realized (gain) loss from:
|
|
|
Investments
|
5,796,505
|
(462,018)
|
Paydowns
|
13
|
—
|
Change in net unrealized appreciation (depreciation) of investments
|
(16,948,328)
|
797,041
|
Net cash provided by (used in) operating activities
|
8,015,700
|
963,129
|
Cash Flow from Financing Activities:
|
|
|
Proceeds from floating rate obligations
|
76,000
|
—
|
Cash distributions paid to common shareholders
|
(12,758,489)
|
(3,340,864)
|
Net cash provided by (used in) financing activities
|
(12,682,489)
|
(3,340,864)
|
Net Increase (Decrease) in Cash and Cash Collateral at Brokers
|
(4,666,789)
|
(2,377,735)
|
Cash and cash collateral at brokers at the beginning of period
|
9,294,552
|
2,695,177
|
Cash and cash collateral at brokers at the end of period
|
$ 4,627,763
|
$ 317,442
|
The following table provides a reconciliation of cash and cash collateral at brokers to the statement of assets and liabilities:
|
|
|
Cash
|
$ 4,512,759
|
$ 317,442
|
Cash collateral at brokers for investments in futures contracts
|
115,004
|
—
|
Total cash and cash collateral at brokers
|
$ 4,627,763
|
$ 317,442
|
Supplemental Disclosure of Cash Flow Information
|
|
|
Cash paid for interest (excluding amortization of offering costs)
|
$ 1,059,130
|
$ 256,797
|
Non-cash financing activities not included herein consists of reinvestments of common share distributions
|
104,545
|
—
|
See accompanying notes to financial statements.
46
THIS PAGE INTENTIONALLY LEFT BLANK
47
Financial Highlights
Selected data for a common share outstanding throughout each period:
|
|
|
|
|
|
Less Distributions to
|
|
|
|
|
|
Investment
Operations
|
|
|
Common Shareholders
|
|
Common
Share
|
|
Beginning
|
Net
|
Net
|
|
|
From
|
From
|
|
|
|
|
|
Common
|
Investment
|
Realized/
|
|
|
Net
|
Accumulated
|
|
|
|
Ending
|
|
Share
|
Income
|
Unrealized
|
|
|
Investment
|
Net
Realized
|
|
|
Ending
|
Share
|
|
NAV
|
(Loss)
|
Gain
(Loss)
|
Total
|
|
Income
|
Gains
|
Total
|
|
NAV
|
Price
|
NID
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended 5/31:
|
|
|
|
|
|
|
|
|
|
|
|
2022(d)
|
$14.75
|
$0.27
|
$
0.24
|
$
0.51
|
|
$(0.28)
|
$
—
|
$(0.28)
|
|
$14.98
|
$14.94
|
2021
|
13.65
|
0.58
|
1.04
|
1.62
|
|
(0.52)
|
—
|
(0.52)
|
|
14.75
|
14.44
|
2020
|
14.27
|
0.54
|
(0.65)
|
(0.11)
|
|
(0.51)
|
—
|
(0.51)
|
|
13.65
|
13.27
|
2019
|
13.61
|
0.54
|
0.63
|
1.17
|
|
(0.51)
|
—
|
(0.51)
|
|
14.27
|
13.38
|
2018
|
13.72
|
0.59
|
(0.08)
|
0.51
|
|
(0.62)
|
—
|
(0.62)
|
|
13.61
|
12.57
|
2017
|
14.19
|
0.63
|
(0.43)
|
0.20
|
|
(0.67)
|
—
|
(0.67)
|
|
13.72
|
13.39
|
NIQ
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended 5/31:
|
|
|
|
|
|
|
|
|
|
|
|
2022(d)
|
14.96
|
0.22
|
(0.02)
|
0.20
|
|
(0.26)
|
—
|
(0.26)
|
|
14.90
|
14.76
|
2021
|
14.36
|
0.50
|
0.56
|
1.06
|
|
(0.46)
|
—
|
(0.46)
|
|
14.96
|
14.82
|
2020
|
14.30
|
0.41
|
0.03
|
0.44
|
|
(0.38)
|
—
|
(0.38)
|
|
14.36
|
13.89
|
2019
|
13.66
|
0.41
|
0.60
|
1.01
|
|
(0.37)
|
—
|
(0.37)
|
|
14.30
|
13.26
|
2018
|
13.95
|
0.45
|
(0.28)
|
0.17
|
|
(0.46)
|
—
|
(0.46)
|
|
13.66
|
12.52
|
2017
|
14.30
|
0.49
|
(0.33)
|
0.16
|
|
(0.51)
|
—
|
(0.51)
|
|
13.95
|
13.15
|
|
AMTP Shares
|
|
VMTP Shares
|
|
at the End of Period
|
|
at the End of Period
|
|
Aggregate
|
Asset
|
|
Aggregate
|
|
Asset
|
|
Amount
|
Coverage
|
|
Amount
|
Coverage
|
|
Outstanding
|
Per $100,000
|
|
Outstanding
|
Per $100,000
|
|
(000)
|
Share
|
|
(000)
|
|
Share
|
NID
|
|
|
|
|
|
|
Year Ended 5/31:
|
|
|
|
|
|
|
2022(d)
|
$175,000
|
$501,504
|
|
$ —
|
$ —
|
2021
|
175,000
|
495,318
|
|
—
|
|
—
|
2020
|
175,000
|
465,808
|
|
—
|
|
—
|
2019
|
175,000
|
482,502
|
|
—
|
|
—
|
2018
|
175,000
|
464,903
|
|
—
|
|
—
|
2017
|
—
|
—
|
|
175,000
|
|
467,902
|
|
NIQ
|
|
|
|
|
|
|
Year Ended 5/31:
|
|
|
|
|
|
|
2022(d)
|
55,000
|
454,770
|
|
—
|
|
—
|
2021
|
55,000
|
456,153
|
|
—
|
|
—
|
2020
|
55,000
|
441,862
|
|
—
|
|
—
|
2019
|
55,000
|
440,616
|
|
—
|
|
—
|
2018
|
55,000
|
425,356
|
|
—
|
|
—
|
2017
|
—
|
—
|
|
55,000
|
|
432,163
|
48
|
|
|
|
|
|
|
|
|
Common Share Supplemental Data/
|
|
|
|
|
Ratios Applicable to Common Shares
|
|
Common Share
|
|
|
|
|
Total Returns
|
|
Ratios to Average Net Assets(b)
|
|
|
Based
|
Ending
|
|
|
|
Based
|
on
|
Net
|
|
Net
|
Portfolio
|
on
|
Share
|
Assets
|
|
Investment
|
Turnover
|
NAV(a)
|
Price(a)
|
(000)
|
Expenses
|
Income (Loss)
|
Rate(c)
|
|
3.46%
|
5.40%
|
$702,632
|
1.14%*
|
3.67%*
|
4%
|
12.09
|
13.01
|
691,807
|
1.19
|
4.06
|
13
|
(0.83)
|
2.97
|
640,164
|
1.51
|
3.83
|
17
|
8.80
|
10.80
|
669,379
|
1.59
|
3.95
|
13
|
3.75
|
(1.56)
|
638,580
|
1.48
|
4.35
|
19
|
1.49
|
2.84
|
643,828
|
1.32
|
4.61
|
19
|
|
1.31
|
1.31
|
195,124
|
1.04*
|
2.97*
|
8
|
7.50
|
10.16
|
195,884
|
1.05
|
3.38
|
8
|
3.11
|
7.70
|
188,024
|
1.43
|
2.86
|
13
|
7.54
|
9.06
|
187,339
|
1.55
|
2.96
|
20
|
1.21
|
(1.37)
|
178,946
|
1.41
|
3.24
|
10
|
1.20
|
1.06
|
182,690
|
1.28
|
3.55
|
8
|
(a)
|
|
Total Return Based on Common Share NAV is the combination of changes in common share NAV,
reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The last dividend declared in the period,
which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending NAV. The actual reinvest
price for the last dividend declared in the period may often be based on the Fund’s market price (and not its NAV), and therefore
may be different from the price used in the calculation. Total returns are not annualized.
|
Total Return Based on Common Share Price is the combination of changes
in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the
average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first
business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend
declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment
price may be different from the price used in the calculation. Total returns are not annualized.
(b)
|
|
• Net Investment Income (Loss) ratios reflect income earned and expenses incurred on
assets attributable to preferred shares issued by the Fund.
|
• The expense ratios reflect, among other things, all interest
expense and other costs related to preferred shares (as described in Note 5 – Fund Shares) and/or the interest expense deemed to
have been paid by the Fund on the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters
held by the Fund (as described in Note 4 – Portfolio Securities and Investments in Derivatives), where applicable, as follows:
|
|
|
|
|
NID
|
|
|
NIQ
|
|
Year Ended 5/31:
|
|
|
Year Ended 5/31:
|
|
2022(d)
|
0.27%*
|
|
2022(d)
|
0.28%*
|
2021
|
0.28
|
|
2021
|
0.28
|
2020
|
0.62
|
|
2020
|
0.64
|
2019
|
0.69
|
|
2019
|
0.74
|
2018
|
0.57
|
|
2018
|
0.61
|
2017
|
0.42
|
|
2017
|
0.47
|
(c)
|
|
Portfolio Turnover Rate is calculated based on the lesser of long-term purchases or sales
(as disclosed in Note 4 – Portfolio Securities and Investments in Derivatives), divided by the average long-term market value during
the period.
|
(d)
|
|
Unaudited. For the six months ended November 30, 2021.
|
See accompanying notes to financial statements.
49
Notes to
Financial Statements (Unaudited)
1.
General Information
Fund Information
The funds covered in this report and their corresponding New York
Stock Exchange (“NYSE”) symbols are as follows (each a “Fund” and collectively, the “Funds”):
• Nuveen Intermediate Duration Municipal Term Fund (NID)
• Nuveen Intermediate Duration Quality Municipal Term Fund
(NIQ)
The Funds are registered under the Investment Company Act of 1940
(the “1940 Act”), as amended, as diversified closed-end management investment companies. NID and NIQ were organized as Massachusetts
business trusts on September 11, 2012 and December 11, 2012, respectively. NID and NIQ each have a term of ten years and intend to liquidate
and distribute their net assets to shareholders on or before March 31, 2023 and June 30, 2023, respectively.
The end of the reporting period for the Funds is November 30, 2021,
and the period covered by these Notes to Financial Statements is the six months ended November 30, 2021 (the “current fiscal period”).
Investment Adviser and Sub-Adviser
The Funds’ investment adviser is Nuveen Fund Advisors, LLC
(the “Adviser”), a subsidiary of Nuveen, LLC (“Nuveen”). Nuveen is the investment management arm of Teachers Insurance
and Annuity Association of America (TIAA). The Adviser has overall responsibility for management of the Funds, oversees the management
of the Funds’ portfolios, manages the Funds’ business affairs and provides certain clerical, bookkeeping and other administrative
services, and, if necessary, asset allocation decisions. The Adviser has entered into sub-advisory agreements with Nuveen Asset Management,
LLC (the “Sub-Adviser”), a subsidiary of the Adviser, under which the Sub-Adviser manages the investment portfolios of the
Funds.
Other Matters
The outbreak of the novel coronavirus (“COVID-19”) and
subsequent global pandemic began significantly impacting the U.S. and global financial markets and economies during the calendar quarter
ended March 31, 2020. The worldwide spread of COVID-19 has created significant uncertainty in the global economy. The duration and extent
of COVID-19 over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which COVID-19
impacts the Funds’ normal course of business, results of operations, investments, and cash flows will depend on future developments,
which are highly uncertain and difficult to predict. Management continues to monitor and evaluate this situation.
2. Significant Accounting Policies
The accompanying financial statements were prepared in accordance
with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require the use of
estimates made by management and the evaluation of subsequent events. Actual results may differ from those estimates. Each Fund is an
investment company and follows the accounting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards
Codification 946, Financial Services—Investment Companies. The net asset value (“NAV”) for financial reporting purposes
may differ from the NAV for processing security and common share transactions. The NAV for financial reporting purposes includes security
and common share transactions through the date of the report. Total return is computed based on the NAV used for processing security and
common share transactions. The following is a summary of the significant accounting policies consistently followed by the Funds.
Compensation
The Funds pay no compensation directly to those of its trustees
who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Funds from the Adviser
or its affiliates. The Funds’ Board of Trustees (the “Board”) has adopted a deferred compensation plan for independent
trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from
certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares
of select Nuveen-advised funds.
Distributions to Common Shareholders
Distributions to common shareholders are recorded on the ex-dividend
date. The amount, character and timing of distributions are determined in accordance with federal income tax regulations, which may differ
from U.S. GAAP.
50
Indemnifications
Under the Funds’ organizational documents, their officers
and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in
the normal course of business, the Funds enter into contracts that provide general indemnifications to other parties. The Funds’
maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have
not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be
remote.
Investments and Investment Income
Securities transactions are accounted for as of the trade date for
financial reporting purposes. Realized gains and losses on securities transactions are based upon the specific identification method.
Investment income is comprised of interest income, which is recorded on an accrual basis and includes accretion of discounts and amortization
of premiums for financial reporting purposes. Investment income also reflects payment-in-kind (“PIK”) interest and paydown
gains and losses, if any. PIK interest represents income received in the form of securities in lieu of cash. Investment income also reflects
dividend income, which is recorded on the ex-dividend date.
Netting Agreements
In the ordinary course of business, the Funds may enter into transactions
subject to enforceable International Swaps and Derivatives Association, Inc. (ISDA) master agreements or other similar arrangements (“netting
agreements”). Generally, the right to offset in netting agreements allows each Fund to offset certain securities and derivatives
with a specific counterparty, when applicable, as well as any collateral received or delivered to that counterparty based on the terms
of the agreements. Generally, each Fund manages its cash collateral and securities collateral on a counterparty basis.
The Funds’ investments subject to netting agreements as of
the end of the reporting period, if any, are further described in Note 4 – Portfolio Securities and Investments in Derivatives.
New Accounting Pronouncements and Rule Issuances
Reference Rate Reform
In March 2020, FASB issued Accounting Standards Update (“ASU”)
2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The main objective of the
new guidance is to provide relief to companies that will be impacted by the expected change in benchmark interest rates, when participating
banks will no longer be required to submit London Interbank Offered Rate (LIBOR) quotes by the UK Financial Conduct Authority (FCA). The
new guidance allows companies to, provided the only changes to existing contracts are a change to an approved benchmark interest rate,
account for modifications as a continuance of the existing contract without additional analysis. For new and existing contracts, the Funds
may elect to apply the amendments as of March 12, 2020 through December 31, 2022. Management has not yet elected to apply the amendments,
is continuously evaluating the potential effect a discontinuation of LIBOR could have on the Funds’ investments and has currently
determined that it is unlikely the ASU’s adoption will have a significant impact on the Funds’ financial statements and various
filings.
Securities and Exchange Commission (“SEC”) Adopts
New Rules to Modernize Fund Valuation Framework
In December 2020, the SEC voted to adopt a new rule governing fund
valuation practices. New Rule 2a-5 under the 1940 Act establishes requirements for determining fair value in good faith for purposes of
the 1940 Act. Rule 2a-5 will permit fund boards to designate certain parties to perform fair value determinations, subject to board oversight
and certain other conditions. Rule 2a-5 also defines when market quotations are “readily available” for purposes of Section
2(a)(41) of the 1940 Act, which requires a fund to fair value a security when market quotations are not readily available. The SEC also
adopted new Rule 31a-4 under the 1940 Act, which sets forth the recordkeeping requirements associated with fair value determinations.
Finally, the SEC is rescinding previously issued guidance on related issues, including the role of a board in determining fair value and
the accounting and auditing of fund investments. Rule 2a-5 and Rule 31a-4 became effective on March 8, 2021, with a compliance date of
September 8, 2022. A fund may voluntarily comply with the rules after the effective date, and in advance of the compliance date, under
certain conditions. Management is currently assessing the impact of these provisions on the Funds’ financial statements.
3. Investment Valuation and Fair Value Measurements
The Funds’ investments in securities are recorded at their
estimated fair value utilizing valuation methods approved by the Board. Fair value is defined as the price that would be received upon
selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous
market for the investment. U.S. GAAP establishes the three-tier hierarchy is used to maximize the use of observable market data and minimize
the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect
the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from
sources independent of the reporting entity. Unobservable inputs reflect management's assumptions about the assumptions market participants
would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The
following is a summary of the three-tiered hierarchy of valuation input levels.
Level 1 –
|
|
Inputs are unadjusted and prices are determined using quoted prices in active markets
for identical securities.
|
Level 2 –
|
|
Prices are determined using other significant observable inputs (including quoted
prices for similar securities, interest rates, credit spreads, etc.).
|
51
Notes to Financial Statements (Unaudited) (continued)
Level 3 –
|
|
Prices are determined using significant unobservable inputs (including management’s
assumptions in determining the fair value of investments).
|
A description of the valuation techniques applied to the Funds’
major classifications of assets and liabilities measured at fair value follows:
Prices of fixed-income securities are generally provided by an independent
pricing service (“pricing service”) approved by the Board. The pricing service establishes a security’s fair value using
methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon,
maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral,
general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant.
In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about
a security, its issuer or market activity provided by the Adviser. These securities are generally classified as Level 2.
Equity securities and exchange-traded fund listed or traded on a
national market or exchange are valued based on their sale price at the official close of business of such market or exchange on the valuation
date. Foreign equity securities and registered investment companies that trade on a foreign exchange are valued at the last sale price
or official closing price reported on the exchange where traded and converted to U.S. dollars at the prevailing rates of exchange on the
date of valuation. To the extent these securities are actively traded and that valuation adjustments are not applied, they are generally
classified as Level 1. If there is no official close of business, then the latest available sale price is utilized. If no sales are reported,
then the mean of the latest available bid and ask prices is utilized and these securities are generally classified as Level 2.
Futures contracts are valued using the closing settlement price
or, in the absence of such a price, the last traded price and are generally classified as Level 1.
Any portfolio security or derivative for which market quotations
are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued at fair value, as
determined in good faith using procedures approved by the Board. As a general principle, the fair value of a security would appear to
be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining
the fair value of such securities, which may include consideration of the following: yields or prices of investments of comparable quality,
type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash
flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics
considered relevant. To the extent the inputs are observable and timely, the values would be classified as Level 2 of the fair value hierarchy;
otherwise they would be classified as Level 3.
The following table summarizes the market value of the Funds’
investments as of the end of the reporting period, based on the inputs used to value them:
|
|
|
|
|
NID
|
Level 1
|
Level 2
|
Level 3
|
Total
|
Long-Term Investments:*
|
|
|
|
|
Municipal Bonds
|
$ —
|
$847,359,527
|
$123,602***
|
$847,483,129
|
Common Stocks
|
—
|
47,808,882**
|
—
|
47,808,882
|
Investments in Derivatives:
|
|
|
|
|
Futures Contracts****
|
(95,065)
|
—
|
—
|
(95,065)
|
Total
|
$(95,065)
|
$895,168,409
|
$123,602
|
$895,196,946
|
NIQ
|
|
|
|
|
Long-Term Investments:*
|
|
|
|
|
Municipal Bonds
|
$ —
|
$242,132,510
|
$ —
|
$242,132,510
|
Common Stocks
|
—
|
4,802,243**
|
—
|
4,802,243
|
Total
|
$ —
|
$246,934,753
|
$ —
|
$246,934,753
|
*
|
|
Refer to the Fund’s Portfolio of Investments for state and/or industry classifications,
where applicable.
|
**
|
|
Refer to the Fund’s Portfolio of Investments for securities classified as Level 2.
|
***
|
|
Refer to the Fund’s Portfolio of Investments for securities classified as Level 3.
|
****
|
|
Represents net unrealized appreciation (depreciation) as reported in the Fund’s Portfolio
of Investments.
|
The Funds hold liabilities in floating rate obligations and preferred
shares, where applicable, which are not reflected in the tables above. The fair values of the Funds’ liabilities for floating rate
obligations approximate their liquidation values. Floating rate obligations are generally classified as Level 2 and further described
in Note 4 – Portfolio Securities and Investments in Derivatives. The fair values of the Funds’ liabilities for preferred shares
approximate their liquidation preference. Preferred shares are generally classified as Level 2 and further described in Note 5 –
Fund Shares.
4. Portfolio Securities and Investments in Derivatives
Portfolio Securities
Inverse Floating Rate Securities
Each Fund is authorized to invest in inverse floating rate securities.
An inverse floating rate security is created by depositing a municipal bond (referred to as an “Underlying Bond”), typically
with a fixed interest rate, into a special purpose tender option bond (“TOB”) trust (referred to as the “TOB
52
Trust”) created by or at the direction of one or more Funds.
In turn, the TOB Trust issues (a) floating rate certificates (referred to as “Floaters”), in face amounts equal to some fraction
of the Underlying Bond’s par amount or market value, and (b) an inverse floating rate certificate (referred to as an “Inverse
Floater”) that represents all remaining or residual interest in the TOB Trust. Floaters typically pay short-term tax-exempt interest
rates to third parties who are also provided a right to tender their certificate and receive its par value, which may be paid from the
proceeds of a remarketing of the Floaters, by a loan to the TOB Trust from a third party liquidity provider (“Liquidity Provider”),
or by the sale of assets from the TOB Trust. The Inverse Floater is issued to a long term investor, such as one or more of the Funds.
The income received by the Inverse Floater holder varies inversely with the short-term rate paid to holders of the Floaters, and in most
circumstances the Inverse Floater holder bears substantially all of the Underlying Bond’s downside investment risk and also benefits
disproportionately from any potential appreciation of the Underlying Bond’s value. The value of an Inverse Floater will be more
volatile than that of the Underlying Bond because the interest rate is dependent on not only the fixed coupon rate of the Underlying Bond
but also on the short-term interest paid on the Floaters, and because the Inverse Floater essentially bears the risk of loss (and possible
gain) of the greater face value of the Underlying Bond.
The Inverse Floater held by a Fund gives the Fund the right to (a)
cause the holders of the Floaters to tender their certificates at par (or slightly more than par in certain circumstances), and (b) have
the trustee of the TOB Trust (the “Trustee”) transfer the Underlying Bond held by the TOB Trust to the Fund, thereby collapsing
the TOB Trust.
A Fund may acquire an Inverse Floater in a transaction where it
(a) transfers an Underlying Bond that it owns to a TOB Trust created by a third party or (b) transfers an Underlying Bond that it owns,
or that it has purchased in a secondary market transaction for the purpose of creating an Inverse Floater, to a TOB Trust created at its
direction, and in return receives the Inverse Floater of the TOB Trust (referred to as a “self-deposited Inverse Floater”).
A Fund may also purchase an Inverse Floater in a secondary market transaction from a third party creator of the TOB Trust without first
owning the Underlying Bond (referred to as an “externally-deposited Inverse Floater”).
An investment in a self-deposited Inverse Floater is accounted for
as a “financing” transaction (i.e., a secured borrowing). For a self-deposited Inverse Floater, the Underlying Bond deposited
into the TOB Trust is identified in the Fund’s Portfolio of Investments as “(UB) – Underlying bond of an inverse floating
rate trust reflected as a financing transaction,” with the Fund recognizing as liabilities, labeled “Floating rate obligations”
on the Statement of Assets and Liabilities, (a) the liquidation value of Floaters issued by the TOB Trust, and (b) the amount of any borrowings
by the TOB Trust from a Liquidity Provider to enable the TOB Trust to purchase outstanding Floaters in lieu of a remarketing. In addition,
the Fund recognizes in “Investment Income” the entire earnings of the Underlying Bond, and recognizes (a) the interest paid
to the holders of the Floaters or on the TOB Trust’s borrowings, and (b) other expenses related to remarketing, administration,
trustee, liquidity and other services to a TOB Trust, as a component of “Interest expense and amortization of offering costs”
on the Statement of Operations. Earnings due from the Underlying Bond and interest due to the holders of the Floaters as of the end of
the reporting period are recognized as components of “Receivable for interest” and “Payable for interest” on the
Statement of Assets and Liabilities, respectively.
In contrast, an investment in an externally-deposited Inverse Floater
is accounted for as a purchase of the Inverse Floater and is identified in the Fund’s Portfolio of Investments as “(IF) –
Inverse floating rate investment.” For an externally-deposited Inverse Floater, a Fund’s Statement of Assets and Liabilities
recognizes the Inverse Floater and not the Underlying Bond as an asset, and the Fund does not recognize the Floaters, or any related borrowings
from a Liquidity Provider, as a liability. Additionally, the Fund reflects in “Investment Income” only the net amount of earnings
on the Inverse Floater (net of the interest paid to the holders of the Floaters or the Liquidity Provider as lender, and the expenses
of the Trust), and does not show the amount of that interest paid or the expenses of the TOB Trust as described above as interest expense
on the Statement of Operations.
Fees paid upon the creation of a TOB Trust for self-deposited Inverse
Floaters and externally-deposited Inverse Floaters are recognized as part of the cost basis of the Inverse Floater and are capitalized
over the term of the TOB Trust.
As of the end of the reporting period, the aggregate value of Floaters
issued by each Fund’s TOB Trust for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as follows:
|
|
|
Floating Rate Obligations Outstanding
|
NID
|
NIQ
|
Floating rate obligations: self-deposited Inverse Floaters
|
$ 35,372,000
|
$ —
|
Floating rate obligations: externally-deposited Inverse Floaters
|
178,550,000
|
42,720,000
|
Total
|
$213,922,000
|
$42,720,000
|
During the current fiscal period, the average amount of Floaters
(including any borrowings from a Liquidity Provider) outstanding, and the average annual interest rate and fees related to self-deposited
Inverse Floaters, were as follows:
|
|
|
Self-Deposited Inverse Floaters
|
NID
|
NIQ
|
Average floating rate obligations outstanding
|
$35,331,189
|
$—
|
Average annual interest rate and fees
|
0.66%
|
—%
|
53
Notes to Financial Statements (Unaudited) (continued)
TOB Trusts are supported by a liquidity facility provided by a Liquidity
Provider pursuant to which the Liquidity Provider agrees, in the event that Floaters are (a) tendered to the Trustee for remarketing and
the remarketing does not occur, or (b) subject to mandatory tender pursuant to the terms of the TOB Trust agreement, to either purchase
Floaters or to provide the Trustee with an advance from a loan facility to fund the purchase of Floaters by the TOB Trust. In certain
circumstances, the Liquidity Provider may otherwise elect to have the Trustee sell the Underlying Bond to retire the Floaters that were
tendered and not remarketed prior to providing such a loan. In these circumstances, the Liquidity Provider remains obligated to provide
a loan to the extent that the proceeds of the sale of the Underlying Bond is not sufficient to pay the purchase price of the Floaters.
The size of the commitment under the loan facility for a given TOB
Trust is at least equal to the balance of that TOB Trust’s outstanding Floaters plus any accrued interest. In consideration of the
loan facility, fee schedules are in place and are charged by the Liquidity Provider(s). Any loans made by the Liquidity Provider will
be secured by the purchased Floaters held by the TOB Trust. Interest paid on any outstanding loan balances will be effectively borne by
the Fund that owns the Inverse Floaters of the TOB Trust that has incurred the borrowing and may be at a rate that is greater than the
rate that would have been paid had the Floaters been successfully remarketed.
As described above, any amounts outstanding under a liquidity facility
are recognized as a component of “Floating rate obligations” on the Statement of Assets and Liabilities by the Fund holding
the corresponding Inverse Floaters issued by the borrowing TOB Trust. As of the end of the reporting period there were no loans outstanding
under any such facility.
Each Fund may also enter into shortfall and forbearance agreements
(sometimes referred to as a “recourse arrangement”) (TOB Trusts involving such agreements are referred to herein as “Recourse
Trusts”), under which a Fund agrees to reimburse the Liquidity Provider for the Trust’s Floaters, in certain circumstances,
for the amount (if any) by which the liquidation value of the Underlying Bond held by the TOB Trust may fall short of the sum of the liquidation
value of the Floaters issued by the TOB Trust plus any amounts borrowed by the TOB Trust from the Liquidity Provider, plus any shortfalls
in interest cash flows. Under these agreements, a Fund’s potential exposure to losses related to or on an Inverse Floater may increase
beyond the value of the Inverse Floater as a Fund may potentially be liable to fulfill all amounts owed to holders of the Floaters or
the Liquidity Provider. Any such shortfall amount in the aggregate is recognized as “Unrealized depreciation on Recourse Trusts”
on the Statement of Assets and Liabilities.
As of the end of the reporting period, each Fund’s maximum
exposure to the Floaters issued by Recourse Trusts for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as
follows:
|
|
|
Floating Rate Obligations – Recourse Trusts
|
NID
|
NIQ
|
Maximum exposure to Recourse Trusts: self-deposited Inverse Floaters
|
$ 35,372,000
|
$ —
|
Maximum exposure to Recourse Trusts: externally-deposited Inverse Floaters
|
178,550,000
|
42,720,000
|
Total
|
$213,922,000
|
$42,720,000
|
Zero Coupon Securities
A zero coupon security does not pay a regular interest coupon to
its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the original
purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market
prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.
Investment Transactions
Long-term purchases and sales (including maturities but excluding
derivative transactions, where applicable) during the current fiscal period were as follows:
|
|
|
|
NID
|
NIQ
|
Purchases
|
$44,991,628
|
$21,167,551
|
Sales and maturities
|
36,606,580
|
19,583,133
|
The Funds may purchase securities on a when-issued or delayed-delivery
basis. Securities purchased on a when-issued or delayed-delivery basis may have extended settlement periods; interest income is not accrued
until settlement date. Any securities so purchased are subject to market fluctuation during this period. The Funds have earmarked securities
in their portfolios with a current value at least equal to the amount of the when issued/ delayed-delivery purchase commitments. If the
Funds have outstanding when-issued/delayed-delivery purchases commitments as of the end of the reporting period, such amounts are recognized
on the Statement of Assets and Liabilities.
Investments in Derivatives
In addition to the inverse floating rate securities in which each
Fund may invest, which are considered portfolio securities for financial reporting purposes, each Fund is authorized to invest in certain
other derivative instruments such as futures, options and swap contracts. Each Fund limits its investments in futures, options on futures
and swap contracts to the extent necessary for the Adviser to claim the exclusion from registration by the Commodity Futures Trading Commission
as a commodity pool operator with respect to the Fund. The Funds record derivative instruments at fair value, with changes in fair value
recognized on the Statement of Operations, when applicable. Even though the Funds’ investments in derivatives may represent economic
hedges, they are not considered to be hedge transactions for financial reporting purposes.
54
Futures Contracts
Upon execution of a futures contract, a Fund is obligated to deposit
cash or eligible securities, also known as “initial margin,” into an account at its clearing broker equal to a specified percentage
of the contract amount. Cash held by the broker to cover initial margin requirements on open futures contracts, if any, is recognized
as “Cash collateral at brokers for investments in futures contracts” on the Statement of Assets and Liabilities. Investments
in futures contracts obligate a Fund and the clearing broker to settle monies on a daily basis representing changes in the prior days
“mark-to-market” of the open contracts. If a Fund has unrealized appreciation the clearing broker would credit the Fund’s
account with an amount equal to appreciation and conversely if a Fund has unrealized depreciation the clearing broker would debit the
Fund’s account with an amount equal to depreciation. These daily cash settlements are also known as “variation margin.”
Variation margin is recognized as a receivable and/or payable for “Variation margin on futures contracts” on the Statement
of Assets and Liabilities.
During the period the futures contract is open, changes in the value
of the contract are recognized as an unrealized gain or loss by “marking-to-market” on a daily basis to reflect the changes
in market value of the contract, which is recognized as a component of “Change in net unrealized appreciation (depreciation) of
futures contracts” on the Statement of Operations. When the contract is closed or expired, a Fund records a realized gain or loss
equal to the difference between the value of the contract on the closing date and value of the contract when originally entered into,
which is recognized as a component of “Net realized gain (loss) from futures contracts” on the Statement of Operations.
Risks of investments in futures contracts include the possible adverse
movement in the price of the securities or indices underlying the contracts, the possibility that there may not be a liquid secondary
market for the contracts and/or that a change in the value of the contract may not correlate with a change in the value of the underlying
securities or indices.
During the current fiscal period, NID invested in interest rate
futures to manage the duration and yield curve exposure of its portfolio by shorting interest rate futures contracts.
The average notional amount of futures contracts outstanding during
the current fiscal period was as follows:
|
NID
|
Average notional amount of futures contracts outstanding*
|
$3,263,286
|
* The average notional amount is calculated based on the absolute
aggregate notional amount of contracts outstanding at the beginning of the current fiscal period and at the end of each fiscal quarter
within the current fiscal period.
The following table presents the fair value of all futures contracts
held by the Fund as of the end of the reporting period, the location of these instruments on the Statement of Assets and Liabilities and
the primary underlying risk exposure.
|
|
|
|
|
|
|
|
|
|
|
Location on the Statement of Assets and Liabilities
|
|
|
Asset Derivatives
|
|
(Liability) Derivatives
|
Underlying
|
Derivative
|
|
|
|
|
|
|
Risk Exposure
|
Instrument
|
Location
|
|
Value
|
|
Location
|
Value
|
NID
|
|
|
|
|
|
|
|
Interest rate
|
Futures contracts
|
—
|
|
$ —
|
|
Payable for
|
$(95,065)
|
|
|
|
|
|
|
variation margin on
|
|
|
|
|
|
|
|
futures contracts*
|
|
* Value represents the cumulative unrealized appreciation (depreciation)
of futures contracts as reported in the Fund’s Portfolio of Investments and not the daily asset and/or liability derivatives location
as described in the table above.
The following table presents the amount of net realized gain (loss)
and change in net unrealized appreciation (depreciation) recognized on futures contracts on the Statement of Operations during the current
fiscal period, and the primary underlying risk exposure.
|
|
|
Change in Net
|
|
|
Net Realized
|
Unrealized Appreciation
|
Underlying
|
Derivative
|
Gain (Loss) from
|
(Depreciation) of
|
Risk Exposure
|
Instrument
|
Futures Contracts
|
Futures Contracts
|
Interest rate
|
Futures contracts
|
$(212,063)
|
$(87,194)
|
Market and Counterparty Credit Risk
In the normal course of business each Fund may invest in financial
instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure
of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial
assets recorded on the financial statements. Financial assets, which potentially expose each Fund to counterparty credit risk, consist
principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of each Fund’s
exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement
of Assets and Liabilities.
55
Notes to Financial Statements (Unaudited) (continued)
Each Fund helps manage counterparty credit risk by entering into
agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser
monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based
on the daily valuation of the financial asset) on behalf of each Fund with a value approximately equal to the amount of any unrealized
gain above a pre-determined threshold. Reciprocally, when each Fund has an unrealized loss, the Funds have instructed the custodian to
pledge assets of the Funds as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined
threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least
the pre-determined threshold amount.
5. Fund Shares
Common Share Transactions
Transactions in common shares for the Funds during the Funds’
current and prior fiscal period, where applicable, were as follows:
|
NID
|
|
NIQ
|
|
Six Months
|
Year
|
|
Six Months
|
Year
|
|
Ended
|
Ended
|
|
Ended
|
Ended
|
|
11/30/21
|
5/31/21
|
|
11/30/21
|
5/31/21
|
Common shares:
|
|
|
|
|
|
Issued to shareholders due to reinvestments of distributions
|
7,007
|
—
|
|
—
|
—
|
Preferred Shares
Adjustable Rate MuniFund Term Preferred Shares
The Funds have issued and have outstanding Adjustable Rate MuniFund
Term Preferred (“AMTP”) Shares, with a $100,000 liquidation preference per share. AMTP Shares are issued via private placement
and are not publicly available.
As of the end of the reporting period, details of each Fund’s
AMTP Shares outstanding were as follows:
|
|
|
|
|
|
|
|
|
Liquidation
|
|
|
|
|
Preference,
|
|
|
Shares
|
Liquidation
|
net of deferred
|
Fund
|
Series
|
Outstanding
|
Preference
|
offering cost
|
NID
|
2023
|
1,750
|
$175,000,000
|
$174,949,320
|
NIQ
|
2023
|
550
|
$55,000,000
|
$54,957,535
|
Each Fund is obligated to redeem its AMTP Shares by the date as
specified in its offering document (“Term Redemption Date”), unless earlier redeemed by the Fund. AMTP Shares are subject
to optional and mandatory redemption in certain circumstances. The AMTP Shares may be redeemed at the option of each Fund, subject to
payment of premium for approximately six months following the date of issuance (“Premium Expiration Date”), and at the redemption
price per share thereafter. The redemption price per share is equal to the sum of the liquidation preference per share plus any accumulated
but unpaid dividends.
AMTP Shares are short-term or short/intermediate-term instruments
that pay a variable dividend rate tied to a short-term index, plus an additional fixed “spread” amount which is initially
established at the time of issuance and may be adjusted in the future based upon a mutual agreement between the majority owner and each
Fund. From time-to-time the majority owner may propose to each Fund an adjustment to the dividend rate. Should the majority owner and
the Funds fail to agree upon an adjusted dividend rate, and such proposed dividend rate adjustment is not withdrawn, the Funds will be
required to redeem all outstanding shares upon the end of a notice period.
In addition, the Funds may be obligated to redeem a certain amount
of the AMTP Shares if the Funds fail to maintain certain asset coverage and leverage ratio requirements and such failures are not cured
by the applicable cure date. The Term Redemption Date and Premium Expiration Date for each Fund’s AMTP Shares are as follows:
|
|
|
|
|
|
Notice
|
|
Term
|
Premium
|
Fund
|
Period
|
Series
|
Redemption Date
|
Expiration Date
|
NID
|
360-day
|
2023
|
March 31, 2023*
|
August 31, 2018
|
NIQ
|
360-day
|
2023
|
June 30, 2023*
|
August 31, 2018
|
* Subject to early termination by either the Fund or the holder.
56
The average liquidation preference of AMTP Shares outstanding and
annualized dividend rate for the Funds during the current fiscal period were as follows:
|
NID
|
NIQ
|
Average liquidation preference of AMTP Shares outstanding
|
$175,000,000
|
$55,000,000
|
Annualized dividend rate
|
0.93%
|
0.93%
|
AMTP Shares are subject to restrictions on transfer, generally do
not trade, and market quotations are generally not available. The fair value of AMTP Shares is expected to be approximately their liquidation
preference so long as the fixed “spread” on the AMTP Shares remains roughly in line with the “spread” being demanded
by investors on instruments having similar terms in the current market environment. In present market conditions, the Funds’ Adviser
has determined that the fair value of AMTP Shares is approximately their liquidation preference, but their fair value could vary if market
conditions change materially. For financial reporting purposes, the liquidation preference of AMTP Shares is a liability and is recognized
as a component of “Adjustable Rate MuniFund Term Preferred (“AMTP”) Shares, net of deferred offering costs” on
the Statement of Assets and Liabilities.
AMTP Share dividends are treated as interest payments for financial
reporting purposes. Unpaid dividends on AMTP Shares are recognized as a component of “Interest payable” on the Statement of
Assets and Liabilities. Dividends accrued on AMTP Shares are recognized as a component of “Interest expense and amortization of
offering costs” on the Statement of Operations.
Costs incurred in connection each Fund’s offering of AMTP
Shares were recorded as deferred charges, which are amortized over the life of the shares and are recognized as components of “Adjustable
Rate MuniFund Term Preferred (“AMTP”) Shares, net of deferred offering costs” on the Statement of Assets and Liabilities
and “Interest expense and amortization of offering costs” on the Statement of Operations.
Preferred Share Transactions
The Funds did not have any transactions in preferred shares during
the current or prior fiscal period.
6. Income Tax Information
Each Fund is a separate taxpayer for federal income tax purposes.
Each Fund intends to distribute substantially all of its net investment income and net capital gains to shareholders and to otherwise
comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. Therefore, no
federal income tax provision is required. Furthermore, each Fund intends to satisfy conditions that will enable interest from municipal
securities, which is exempt from regular federal income tax, to retain such tax-exempt status when distributed to shareholders of the
Funds. Net realized capital gains and ordinary income distributions paid by the Funds are subject to federal taxation.
For all open tax years and all major taxing jurisdictions, management
of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements.
Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim
tax period since then). Furthermore, management of the Funds is also not aware of any tax positions for which it is reasonably possible
that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
The following information is presented on an income tax basis. Differences
between amounts for financial statement and federal income tax purposes are primarily due to timing differences in recognizing taxable
market discount, timing differences in recognizing certain gains and losses on investment transactions and the treatment of investments
in inverse floating rate securities reflected as financing transactions, if any. To the extent that differences arise that are permanent
in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification.
Temporary and permanent differences do not impact the NAVs of the Funds.
The table below presents the cost and unrealized appreciation (depreciation)
of each Fund’s investment portfolio, as determined on a federal income tax basis, as of November 30, 2021.
For purposes of this disclosure, derivative tax cost is generally
the sum of any upfront fees or premiums exchanged and any amounts unrealized for income statement reporting but realized in income and/or
capital gains for tax reporting. If a particular derivative category does not disclose any tax unrealized appreciation or depreciation,
the change in value of those derivatives have generally been fully realized for tax purposes.
|
|
|
|
NID
|
NIQ
|
Tax cost of investments
|
$791,684,752
|
$228,126,044
|
Gross unrealized:
|
|
|
Appreciation
|
$ 78,067,861
|
$ 18,952,190
|
Depreciation
|
(9,927,557)
|
(143,481)
|
Net unrealized appreciation (depreciation) of investments
|
$ 68,140,304
|
$ 18,808,709
|
57
Notes to Financial Statements (Unaudited) (continued)
Permanent differences, primarily due to taxable market discount,
treatment of notional principal contracts, federal taxes paid, paydowns and nondeductible offering costs, resulted in reclassifications
among the Funds’ components of net assets as of May 31, 2021, the Funds’ last tax year end.
The tax components of undistributed net tax-exempt income, net ordinary
income and net long-term capital gains as of May 31, 2021, the Funds’ last tax year end, were as follows:
|
|
|
|
NID
|
NIQ
|
Undistributed net tax-exempt income1
|
$6,417,061
|
$1,521,460
|
Undistributed net ordinary income2
|
200,036
|
—
|
Undistributed net long-term capital gains
|
—
|
—
|
1
|
|
Undistributed net tax-exempt income (on a tax basis) has not been reduced for the dividend
declared during the period May 1, 2021 and paid on June 1, 2021.
|
2
|
|
Net ordinary income consists of taxable market discount income and net short-term capital
gains, if any.
|
The tax character of distributions paid during the Funds’
last tax year ended May 31, 2021 was designated for purposes of the dividends paid deduction as follows:
|
NID
|
NIQ
|
Distributions from net tax-exempt income
|
$23,950,726
|
$5,977,263
|
Distributions from net ordinary income2
|
536,117
|
99,812
|
Distributions from net long-term capital gains
|
—
|
—
|
2
|
|
Net ordinary income consists of taxable market discount income and net short-term capital
gains, if any.
|
As of May 31, 2021, the Funds’ last tax year end, the Funds
had unused capital losses carrying forward available for federal income tax purposes to be applied against future capital gains, if any.
The capital losses are not subject to expiration.
|
|
|
|
NID
|
NIQ
|
Not subject to expiration:
|
|
|
Short-term
|
$19,523,432
|
$ 8,007,066
|
Long-term
|
15,309,427
|
3,625,210
|
Total
|
$34,832,859
|
$11,632,276
|
During the Funds’ last tax year ended May 31, 2021, NID utilized
$1,274,276 of its capital loss carryforward.
7. Management Fees and Other Transactions with Affiliates
Management Fees
Each Fund’s management fee compensates the Adviser for overall
investment advisory and administrative services and general office facilities. The Sub-Adviser is compensated for its services to the
Funds from the management fees paid to the Adviser.
Each Fund’s management fee consists of two components –
a fund-level fee, based only on the amount of assets within each individual Fund, and a complex-level fee, based on the aggregate amount
of all eligible fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets
within their respective Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.
The annual fund-level fee, payable monthly, for each Fund is calculated
according to the following schedule:
|
NID
|
NIQ
|
Average Daily Managed Assets*
|
Fund-Level Fee Rate
|
Fund-Level Fee Rate
|
For the first $125 million
|
0.4000%
|
0.3000%
|
For the next $125 million
|
0.3875
|
0.2875
|
For the next $250 million
|
0.3750
|
0.2750
|
For the next $500 million
|
0.3625
|
0.2625
|
For the next $1 billion
|
0.3500
|
0.2500
|
For the next $3 billion
|
0.3250
|
0.2250
|
For managed assets over $5 billion
|
0.3125
|
0.2125
|
58
The annual complex-level fee, payable monthly, for each Fund is
calculated by multiplying the current complex-wide fee rate, determined according to the following schedule by the Fund’s daily
managed assets:
|
|
Complex-Level Eligible Asset Breakpoint Level*
|
Effective Complex-Level Fee Rate at Breakpoint Level
|
$55 billion
|
0.2000%
|
$56 billion
|
0.1996
|
$57 billion
|
0.1989
|
$60 billion
|
0.1961
|
$63 billion
|
0.1931
|
$66 billion
|
0.1900
|
$71 billion
|
0.1851
|
$76 billion
|
0.1806
|
$80 billion
|
0.1773
|
$91 billion
|
0.1691
|
$125 billion
|
0.1599
|
$200 billion
|
0.1505
|
$250 billion
|
0.1469
|
$300 billion
|
0.1445
|
*
|
|
For the complex-level fees, managed assets include closed-end fund assets managed by the
Adviser that are attributable to certain types of leverage. For these purposes, leverage includes the funds’ use of preferred stock
and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender
option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust’s
issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for
determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets
of all Nuveen open-end and closed-end funds that constitute “eligible assets.” Eligible assets do not include assets attributable
to investments in other Nuveen Funds or assets in excess of a determined amount (originally $2 billion) added to the Nuveen fund
complex in connection with the Adviser’s assumption of the management of the former First American Funds effective January 1, 2011,
but do not include certain Nuveen funds that were reorganized into funds advised by an affiliate of the Adviser during the 2019 calendar
year. As of November 30, 2021, the complex-level fee for each Fund was 0.1534%.
|
Other Transactions with Affiliates
Each Fund is permitted to purchase or sell securities from or to
certain other funds or accounts managed by the Sub-Adviser (“Affiliated Entity”) under specified conditions outlined in procedures
adopted by the Board (“cross-trade”). These procedures have been designed to ensure that any cross-trade of securities by
the Fund from or to an Affiliated Entity by virtue of having a common investment adviser (or affiliated investment adviser), common officer
and/or common trustee complies with Rule 17a-7 under the 1940 Act. These transactions are effected at the current market price (as provided
by an independent pricing service) without incurring broker commissions.
During the current fiscal period, the Funds did not engage in cross-trades
pursuant to these procedures.
8. Commitments and Contingencies
In the normal course of business, each Fund enters into a variety
of agreements that may expose the Fund to some risk of loss. These could include recourse arrangements for certain TOB Trusts and certain
agreements related to preferred shares, which are described elsewhere in these Notes to Financial Statements. The risk of future loss
arising from such agreements, while not quantifiable, is expected to be remote. As of the end of the reporting period, the Funds did not
have any unfunded commitments.
From time to time, the Funds may be a party to certain legal proceedings
in the ordinary course of business, including proceedings relating to the enforcement of the Funds’ rights under contracts. As of
the end of the reporting period, the Funds are not subject to any material legal proceedings.
9. Borrowing Arrangements
Committed Line of Credit
The Funds, along with certain other funds managed by the Adviser
(“Participating Funds”), have established a 364-day, $2.635 billion standby credit facility with a group of lenders, under
which the Participating Funds may borrow for temporary purposes (other than on-going leveraging for investment purposes). Each Participating
Fund is allocated a designated proportion of the facility’s capacity (and its associated costs, as described below) based upon a
multifactor assessment of the likelihood and frequency of its need to draw on the facility, the size of the Fund and its anticipated draws,
and the potential importance of such draws to the operations and well-being of the Fund, relative to those of the other Funds. A Fund
may effect draws on the facility in excess of its designated capacity if and to the extent that other Participating Funds have undrawn
capacity. The credit facility expires in June 2022 unless extended or renewed.
The credit facility has the following terms: 0.15% per annum
on unused commitment amounts and a drawn interest rate equal to the higher of (a) OBFR (Overnight Bank Funding Rate) plus 1.20% per
annum or (b) the Fed Funds Effective Rate plus 1.20% per annum on amounts borrowed. Prior to
59
Notes to Financial Statements (Unaudited) (continued)
June 23, 2021, the drawn interest rate was equal to the higher
of (a) one-month LIBOR (London Inter-Bank Offered Rate) plus 1.25% per annum or (b) the Fed Funds rate plus 1.25% per annum on amounts
borrowed. The Participating Funds also incurred a 0.05% upfront fee on the increase of the $230 million commitment amount during the reporting
period. Interest expense incurred by the Participating Funds, when applicable, is recognized as a component of “Interest expense
and amortization of offering costs” on the Statement of Operations. Participating Funds paid administration, legal and arrangement
fees, which are recognized as a component of “Interest expense and amortization of offering costs” on the Statement of Operations,
and along with commitment fees, have been allocated among such Participating Funds based upon the relative proportions of the facility’s
aggregate capacity reserved for them and other factors deemed relevant by the Adviser and the Board of each Participating Fund.
During the current fiscal period, the Funds did not utilize this
facility.
Borrowings outstanding as of the end of the reporting period, if
any, are recognized as “Borrowings” on the Statement of Assets and Liabilities, where applicable.
Inter-Fund Borrowing and Lending
The SEC has granted an exemptive order permitting registered open-end
and closed-end Nuveen funds to participate in an inter-fund lending facility whereby the Nuveen funds may directly lend to and borrow
money from each other for temporary purposes (e.g., to satisfy redemption requests or when a sale of securities “fails,” resulting
in an unanticipated cash shortfall) (the “Inter-Fund Program”). The closed-end Nuveen funds, including the Funds covered by
this shareholder report, will participate only as lenders, and not as borrowers, in the Inter-Fund Program because such closed-end funds
rarely, if ever, need to borrow cash to meet redemptions. The Inter-Fund Program is subject to a number of conditions, including,
among other things, the requirements that (1) no fund may borrow or lend money through the Inter-Fund Program unless it receives a more
favorable interest rate than is typically available from a bank or other financial institution for a comparable transaction; (2) no fund
may borrow on an unsecured basis through the Inter-Fund Program unless the fund’s outstanding borrowings from all sources immediately
after the inter-fund borrowing total 10% or less of its total assets; provided that if the borrowing fund has a secured borrowing outstanding
from any other lender, including but not limited to another fund, the inter-fund loan must be secured on at least an equal priority basis
with at least an equivalent percentage of collateral to loan value; (3) if a fund’s total outstanding borrowings immediately after
an inter-fund borrowing would be greater than 10% of its total assets, the fund may borrow through the inter-fund loan on a secured basis
only; (4) no fund may lend money if the loan would cause its aggregate outstanding loans through the Inter-Fund Program to exceed 15%
of its net assets at the time of the loan; (5) a fund’s inter-fund loans to any one fund shall not exceed 5% of the lending fund’s
net assets; (6) the duration of inter-fund loans will be limited to the time required to receive payment for securities sold, but in no
event more than seven days; and (7) each inter-fund loan may be called on one business day’s notice by a lending fund and may be
repaid on any day by a borrowing fund. In addition, a Nuveen fund may participate in the Inter-Fund Program only if and to the extent
that such participation is consistent with the fund’s investment objective and investment policies. The Board is responsible for
overseeing the Inter-Fund Program.
The limitations detailed above and the other conditions of the SEC
exemptive order permitting the Inter-Fund Program are designed to minimize the risks associated with Inter-Fund Program for both the lending
fund and the borrowing fund. However, no borrowing or lending activity is without risk. When a fund borrows money from another fund, there
is a risk that the loan could be called on one day’s notice or not renewed, in which case the fund may have to borrow from a bank
at a higher rate or take other actions to payoff such loan if an inter-fund loan is not available from another fund. Any delay in repayment
to a lending fund could result in a lost investment opportunity or additional borrowing costs.
During the current reporting period, none of the Funds covered by
this shareholder report have entered into any inter-fund loan activity.
60
Risk Considerations
Fund shares are not guaranteed or endorsed by any bank or other
insured depository institution, and are not federally insured by the Federal Deposit Insurance Corporation.
Nuveen Intermediate Duration Municipal Term Fund (NID)
Investing in closed-end funds involves risk; principal loss is possible.
There is no guarantee the Fund’s investment objectives will be achieved. Closed-end fund shares may frequently trade at a discount
or premium to their net asset value. Debt or fixed income securities such as those held by the Fund, are subject to market risk,
credit risk, interest rate risk, derivatives risk, liquidity risk, and income risk. As interest rates rise, bond prices fall. Lower
credit debt securities may be more likely to fail to make timely interest or principal payments. Leverage increases return
volatility and magnifies the Fund’s potential return and its risks; there is no guarantee a fund’s leverage strategy will
be successful. For these and other risks, including the Fund’s limited term and inverse floater risk, see the Fund’s
web page at www.nuveen.com/NID.
Nuveen Intermediate Duration Quality Municipal Term Fund (NIQ)
Investing in closed-end funds involves risk; principal loss is possible.
There is no guarantee the Fund’s investment objectives will be achieved. Closed-end fund shares may frequently trade at a discount
or premium to their net asset value. Debt or fixed income securities such as those held by the Fund, are subject to market risk,
credit risk, interest rate risk, derivatives risk, liquidity risk, and income risk. As interest rates rise, bond prices fall. Leverage
increases return volatility and magnifies the Fund’s potential return and its risks; there is no guarantee a fund’s leverage
strategy will be successful. For these and other risks, including the Fund’s limited term and inverse floater risk,
see the Fund’s web page at www.nuveen.com/NIQ.
61
Additional Fund Information (Unaudited)
|
|
|
|
|
|
Board of Trustees
|
|
|
|
|
|
Jack B. Evans
|
William C. Hunter
|
Amy B. R. Lancellotta
|
Joanne T. Medero
|
Albin F. Moschner
|
John K. Nelson
|
Judith M. Stockdale
|
Carole E. Stone
|
Mathew Thornton III
|
Terence J. Toth
|
Margaret L. Wolff
|
Robert L. Young
|
|
|
|
|
|
Investment Adviser
|
Custodian
|
Legal Counsel
|
Independent Registered
|
Transfer Agent and
|
Nuveen Fund Advisors, LLC
|
State Street Bank
|
Chapman and Cutler LLP
|
Public Accounting Firm
|
Shareholder Services
|
333 West Wacker Drive
|
& Trust Company
|
Chicago, IL 60603
|
KPMG LLP
|
Computershare Trust
|
Chicago, IL 60606
|
One Lincoln Street
|
|
200 East Randolph Street
|
Company, N.A.
|
|
Boston, MA 02111
|
|
Chicago, IL 60601
|
150 Royall Street
|
|
|
|
|
Canton, MA 02021
|
|
|
|
|
(800) 257-8787
|
Portfolio of Investments Information
Each Fund is required to file its complete schedule of portfolio
holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its report
on Form N-PORT. You may obtain this information on the SEC’s website at http://www.sec.gov.
Nuveen Funds’ Proxy Voting Information
You may obtain (i) information regarding how each fund voted proxies
relating to portfolio securities held during the most recent twelve-month period ended June 30, without charge, upon request, by calling
Nuveen toll-free at (800) 257-8787 or on Nuveen’s website at www.nuveen.com and (ii) a description of the policies and procedures
that each fund used to determine how to vote proxies relating to portfolio securities without charge, upon request, by calling Nuveen
toll free at (800) 257-8787. You may also obtain this information directly from the SEC. Visit the SEC on-line at http://www.sec.gov.