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 811-21309
Advent Claymore Convertible Securities and Income Fund
(Exact name of registrant as specified in charter)
1065 Avenue of the Americas, New York, NY 10018
(Address of principal executive offices) (Zip code)
Robert White, Treasurer
Advent Claymore Convertible Securities and Income Fund
1065 Avenue of the Americas, New York, NY 10018
(Name and address of agent for service)
Registrants telephone number, including area code: (212) 479-0675
Date of fiscal year end: October 31
Date of reporting period: October 31, 2005
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
Annual Report
October 31, 2005
Advent Claymore Convertible Securities and Income Fund | AVK
AVK | Advent Claymore Convertible Securities and Income Fund
Fund Summary | As of October 31, 2005 (unaudited)
Fund Statistics |
||||||
Share Price |
$ | 23.62 | ||||
Common Share Net Asset Value |
$ | 25.69 | ||||
Premium/Discount to NAV |
-8.06 | % | ||||
Net Assets Applicable to Common Shares ($000) |
$ | 599,998 |
Total Returns |
Market |
NAV |
||||
One Year |
2.52 | % | 8.14 | % | ||
Since Inception - average annual |
6.86 | % | 12.19 | % |
Top Ten Industries |
% of Long-Term Investments |
||
Insurance |
13.8 | % | |
Financial Services |
9.6 | % | |
Electronic Equipment and Components |
7.9 | % | |
Communications, Media and Entertainment |
7.9 | % | |
Banking and Finance |
6.0 | % | |
Oil and Gas |
4.7 | % | |
Telecommunications |
4.5 | % | |
Utilities-Gas and Electric |
4.3 | % | |
Health Care Products and Services |
3.9 | % | |
Chemicals |
3.6 | % | |
Top Ten Issuers |
% of Long-Term Investments |
||
Merrill Lynch & Co. |
3.4 | % | |
Lucent Technologies |
2.9 | % | |
Amazon.com, Inc. |
2.8 | % | |
Freeport-McMoRan Copper & Gold, Inc. |
2.7 | % | |
Advanced Micro Devices, Inc. |
2.4 | % | |
Fortis Insurance NV |
2.4 | % | |
XL Capital Ltd. |
2.1 | % | |
Allied Waste Industries, Inc. |
2.1 | % | |
Marshall & Ilsley Corp. |
2.0 | % | |
Albertsons, Inc. |
2.0 | % |
Share Price & NAV Performance
Monthly Dividends Per Share
Portfolio Composition (% of Total Investments)
2 |
| Annual Report | October 31, 2005 |
AVK | Advent Claymore Convertible Securities and Income Fund
Portfolio of Investments | October 31, 2005
Number of Shares |
Value | |||||
Long-Term Investments 140.4% |
||||||
Convertible Preferred Stocks 66.5% |
||||||
Aerospace and Defense 1.0% |
||||||
52,500 | Northrop Grumman Corp., Ser. B, 7.00%, 2021 |
$ | 6,247,500 | |||
Aluminum, Steel and Other Metals 1.8% |
||||||
10,000 | Freeport-McMoRan Copper & Gold, Inc., Ser. B, 5.50% |
11,018,750 | ||||
Automotive 1.1% |
||||||
200,000 | Ford Motor Company Capital Trust II, 6.50%, 2032 |
6,378,000 | ||||
Banking and Finance 8.5% |
||||||
637,500 | Marshall & Ilsley Corp., 6.50%, 2007 |
16,861,875 | ||||
300,000 | National Australia Bank, Equity Security Unit, 7.875% (Australia) |
12,198,000 | ||||
280,000 | New York Community Capital Trust V, 6.00%, 2051 |
13,300,000 | ||||
170,000 | Washington Mutual, Inc., Equity Security Unit, 5.375%, 2041 |
8,585,000 | ||||
50,944,875 | ||||||
Chemicals 1.4% |
||||||
320,000 | Celanese Corp., Ser. A, 4.25% |
8,448,000 | ||||
Communications Equipment 4.1% |
||||||
24,900 | Lucent Technologies Capital Trust I, 7.75%, 2017 |
24,828,412 | ||||
Communications, Media and Entertainment 0.5% |
||||||
65,247 | Emmis Communications Corp., Ser. A, 6.25% |
2,805,621 | ||||
Financial Services 7.4% |
||||||
236,000 | Citigroup Funding, Inc., Ser. GNW, 4.583%, 2008 (a) |
7,361,076 | ||||
100,000 | Goldman Sachs Group, Inc., 6.75%, 2006 |
10,832,700 | ||||
519,120 | Lehman Brothers Holdings, Inc., Ser. GIS, 6.25%, 2007 |
13,564,606 | ||||
326,679 | Merrill Lynch & Co., Inc., Ser. JNC, 6.75%, 2007 |
12,536,307 | ||||
44,294,689 | ||||||
Health Care Products and Services 2.0% |
||||||
220,400 | Baxter International, Inc., 7.00%, 2006 |
11,939,068 | ||||
Insurance 19.3% |
||||||
300,000 | Chubb Corp., Ser. B, 7.00%, 2006 |
10,089,000 | ||||
18,001 | Fortis Insurance NV, 7.75%, 2008 (Netherlands) (b) |
19,958,609 | ||||
303,922 | Genworth Financial, Inc., 6.00%, 2007 |
10,646,388 | ||||
417,003 | MetLife, Inc., Ser. B, 6.375%, 2008 |
11,405,032 | ||||
120,000 | Reinsurance Group of America, Equity Security Unit, 5.75%, 2051 |
7,248,000 | ||||
141,300 | The Hartford Financial Services Group, Inc., 6.00%, 2006 |
10,032,300 | ||||
49,000 | The Hartford Financial Services Group, Inc., 7.00%, 2006 |
3,507,420 | ||||
367,000 | The PMI Group, Inc., Ser. A, 5.875%, 2006 |
8,903,420 | ||||
265,000 | Travelers Property Casualty Corp., Ser. A, 4.50%, 2032 |
6,611,750 | ||||
127,497 | UnumProvident Corp., 8.25%, 2006 |
5,010,632 | ||||
150,000 | UnumProvident Corp., 8.25%, 2007 |
4,893,750 | ||||
825,000 | XL Capital Ltd., Ser. A, 6.50%, 2007 (Cayman Islands) |
17,729,250 | ||||
116,035,551 | ||||||
Office Equipment 1.9% |
||||||
99,600 | Xerox Corp., 6.25%, 2006 |
11,498,820 | ||||
Oil and Gas 3.1% |
||||||
106,507 | Amerada Hess Corp., 7.00%, 2006 |
11,349,386 | ||||
70,000 | Chesapeake Energy Corp., 4.50% |
7,201,250 | ||||
18,550,636 | ||||||
Pharmaceuticals 0.9% |
||||||
100,000 | Schering-Plough Corp., 6.00%, 2007 |
$ | 5,272,000 | |||
Real Estate Investment Trusts 2.1% |
||||||
205,000 | Simon Property Group, LP, 6.00% |
12,710,000 | ||||
Retail - Specialty Stores 2.8% |
||||||
687,187 | Albertsons, Inc., 7.25%, 2007 |
16,629,925 | ||||
Telecommunications 0.8% |
||||||
100,000 | Crown Castle International Corp., 6.25%, 2012 |
5,150,000 | ||||
Utilities - Gas and Electric 6.1% |
||||||
155,314 | AES Trust VII, 6.00%, 2008 |
7,571,557 | ||||
320,800 | ONEOK, Inc., 8.50%, 2006 |
11,093,264 | ||||
120,700 | PNM Resources, Inc., 6.75%, 2008 |
5,805,670 | ||||
150,000 | Public Service Enterprise Group, Inc., 10.25%, 2005 |
11,935,500 | ||||
36,405,991 | ||||||
Waste Management 1.7% |
||||||
40,000 | Allied Waste Industries, Inc., Ser. D, 6.250%, 2008 |
9,999,600 | ||||
Total Convertible Preferred Stocks - 66.5% (Cost $371,684,584) |
399,157,438 | |||||
Principal Amount |
Value | |||||
Convertible Bonds 38.8% |
||||||
Airlines 1.7% |
||||||
$ | 4,000,000 | AMR Corp., CCC |
||||
4.50%, 2/15/24, Senior Convertible Notes |
$ | 3,190,000 | ||||
8,412,000 | Continental Airlines, Inc., CCC+ |
|||||
4.50%, 2/01/07, Convertible Notes (c) |
7,255,350 | |||||
10,445,350 | ||||||
Aluminum, Steel and Other Metals 1.5% |
||||||
Freeport-McMoRan Copper & Gold, Inc., B+ |
||||||
3,112,000 | 7.00%, 2/11/11 Senior Convertible Notes |
5,270,950 | ||||
2,000,000 | 7.00%, 2/11/11 Senior Convertible Notes (b) |
3,387,500 | ||||
8,658,450 | ||||||
Automotive 1.2% |
||||||
7,517,500 | General Motors Corp., Ser. A, BB- |
|||||
4.50%, 3/06/32, Senior Convertible Notes |
7,012,324 | |||||
Commercial Services 1.8% |
||||||
5,000,000 | The BISYS Group, Inc., NR |
|||||
4.00%, 3/15/06, Convertible Notes |
4,981,250 | |||||
5,000,000 | Quanta Services, Inc., B |
|||||
4.50%, 10/01/23, Subordinated Convertible Debentures |
6,031,250 | |||||
11,012,500 | ||||||
Communications, Media and Entertainment 4.9% |
||||||
4,624,000 | Citadel Broadcasting Co., NR |
|||||
1.875%, 2/15/11, Subordinated Convertible Notes |
3,647,180 | |||||
12,636,000 | EchoStar Communications Corp., B |
|||||
5.75%, 5/15/08, Subordinated Convertible Notes |
12,430,665 | |||||
Liberty Media Corp., BB+ |
||||||
10,000,000 | 3.50%, 1/15/31, Convertible Notes |
9,750,000 | ||||
5,000,000 | 3.25%, 3/15/31, Senior Convertible Notes (c) |
3,737,500 | ||||
29,565,345 | ||||||
See notes to financial statements.
Annual Report | October 31, 2005 | | 3 |
AVK | Advent Claymore Convertible Securities and Income Fund | Portfolio of Investments continued
Principal Amount |
Value | |||||
Computer Services 0.6% | ||||||
$ | 4,000,000 | CIBER, Inc., NR | ||||
2.875%, 12/15/23, Senior Subordinated Convertible Notes | $ | 3,360,000 | ||||
Computers - Software and Peripherals 4.4% | ||||||
8,166,000 | Mercury Interactive Corp., NR | |||||
4.75%, 7/01/07, Convertible Notes | 8,135,377 | |||||
6,600,000 | Quantum Corp., B | |||||
4.375%, 8/01/10, Subordinated Convertible Notes | 6,402,000 | |||||
11,500,000 | Red Hat, Inc., B | |||||
0.50%, 1/15/24, Senior Subordinated Convertible Notes (c) | 12,046,250 | |||||
26,583,627 | ||||||
E-Commerce 3.9% | ||||||
24,233,000 | Amazon.com, Inc., B | |||||
4.75%, 2/01/09, Senior Subordinated Convertible Debentures | 23,324,263 | |||||
Electronic Equipment and Components 9.4% | ||||||
9,338,000 | Advanced Micro Devices, Inc., B- | |||||
4.75%, 2/01/22, Convertible Notes (a) | 10,271,800 | |||||
8,589,000 | Agere Systems, Inc., B | |||||
6.50%, 12/15/09, Subordinated Convertible Notes | 8,556,791 | |||||
8,000,000 | Amkor Technology, Inc., CCC | |||||
5.75%, 6/01/06, Convertible Notes (c) | 7,740,000 | |||||
8,000,000 | Fairchild Semiconductor International, Inc., B | |||||
5.00%, 11/01/08, Company Guarantee Notes | 7,880,000 | |||||
9,000,000 | International Rectifier Corp., B+ | |||||
4.25%, 7/15/07, Subordinated Convertible Notes | 8,752,500 | |||||
6,000,000 | LSI Logic Corp., B | |||||
4.00%, 5/15/10, Convertible Notes | 5,857,500 | |||||
7,352,000 | Skyworks Solutions, Inc., NR | |||||
4.75%, 11/15/07, Subordinated Convertible Notes | 7,204,960 | |||||
56,263,551 | ||||||
Financial Services 3.6% | ||||||
4,847,000 | E*TRADE Group, B- | |||||
6.00%, 2/01/07, Subordinated Convertible Notes | 4,925,764 | |||||
10,000,000 | Merrill Lynch & Co., Inc., Ser. BIIB, A+ | |||||
8.00%, 3/09/06, Notes (Aquired 03/03/05, Cost $10,000,000) (d) | 9,737,500 | |||||
144,988 | Merrill Lynch & Co., Inc., Ser. ECA, | |||||
8.000%, 10/26/06, Notes (e) | 6,775,289 | |||||
21,438,553 | ||||||
Pharmaceuticals 1.4% | ||||||
5,000,000 | Invitrogen Corp., NR | |||||
3.25%, 6/15/25, Senior Convertible Notes | 4,718,750 | |||||
4,000,000 | Medicis Pharmaceutical Corp., NR | |||||
1.50%, 6/04/33, Senior Subordinated Convertible Notes | 3,790,000 | |||||
8,508,750 | ||||||
Shipping 1.2% | ||||||
CP Ships Ltd., BB+ | ||||||
4,500,000 | 4.00%, 6/30/24, Senior Subordinated Convertible Notes (Canada) (b) | 4,511,250 | ||||
2,500,000 | 4.00%, 6/30/24, Senior Subordinated Convertible Notes (Canada) | 2,506,250 | ||||
7,017,500 | ||||||
Telecommunications 2.0% | ||||||
4,000,000 | Finisar Corp., NR | |||||
5.25%, 10/15/08, Subordinated Convertible Notes | 3,385,000 | |||||
$ | 8,700,000 | Nextel Communications, Inc., A- | ||||
5.25%, 1/15/10, Senior Convertible Notes | $ | 8,819,625 | ||||
12,204,625 | ||||||
Waste Management 1.2% | ||||||
8,400,000 | Allied Waste Industries, Inc., B+ | |||||
4.25%, 4/15/34, Convertible Notes (c) | 7,318,500 | |||||
Total Convertible Bonds - 38.8% (Cost $222,668,999) |
232,713,338 | |||||
Corporate Bonds 35.1% | ||||||
Aluminum, Steel and Other Metals 1.0% | ||||||
2,540,000 | Freeport-McMoRan Copper & Gold, Inc., B+ | |||||
10.125%, 2/01/10, Senior Notes | 2,806,700 | |||||
2,615,000 | United States Steel LLC, BB | |||||
10.75%, 8/01/08, Senior Notes | 2,915,725 | |||||
5,722,425 | ||||||
Building Products 0.2% | ||||||
1,425,000 | U.S. Concrete, Inc., B- | |||||
8.375%, 4/01/14, Senior Subordinated Notes | 1,430,344 | |||||
Chemicals 3.6% | ||||||
2,000,000 | BCP Crystal Holdings Corp., B- | |||||
9.625%, 6/15/14, Senior Subordinated Notes | 2,210,000 | |||||
10,000,000 | Equistar Chemical/Funding, BB- | |||||
10.125%, 9/01/08, Senior Notes | 10,825,000 | |||||
2,763,000 | Huntsman LLC, NR | |||||
11.400%, 7/15/11, Company Guarantee Notes (a) | 2,942,595 | |||||
5,600,000 | Lyondell Chemical Co., B | |||||
10.875%, 5/01/09, Senior Subordinated Notes (c) | 5,817,000 | |||||
21,794,595 | ||||||
Commercial Services 1.0% | ||||||
6,809,000 | Language Line, Inc., CCC+ | |||||
11.125%, 6/15/12, Senior Subordinated Notes | 5,821,695 | |||||
Communications Equipment 0.9% | ||||||
5,166,000 | Superior Essex Communications LLC/Essex Group, Inc., B | |||||
9.00%, 4/15/12, Senior Notes | 5,114,340 | |||||
Communications, Media and Entertainment 5.7% | ||||||
7,000,000 | Cablevision Systems Corp., B+ | |||||
8.00%, 4/15/12, Senior Notes | 6,720,000 | |||||
1,500,000 | Charter Communications, Inc., CCC- | |||||
10.25%, 9/15/10, Senior Notes | 1,511,250 | |||||
10,675,000 | Mediacom LLC, B | |||||
9.50%, 1/15/13, Senior Notes (c) | 10,488,187 | |||||
3,000,000 | Rainbow National Services LLC, B+ | |||||
8.75%, 9/01/12, Senior Notes (b) | 3,165,000 | |||||
98,000 | Regal Cinemas, Inc., Ser. B, B | |||||
9.375%, 2/01/12, Senior Subordinated Notes | 103,547 | |||||
|
4,250,000 Euros |
Telenet Communications NV, B- | ||||
9.00%, 12/15/13, Senior Notes (Belgium) (b) | 5,675,836 | |||||
3,000,000 | Vertis, Inc., Ser. B, CCC | |||||
10.875%, 6/15/09, Senior Notes (c) | 2,805,000 | |||||
3,067,000 | XM Satellite Radio, Inc., CCC+ | |||||
12.00%, 6/15/10, Senior Secured Notes | 3,442,707 | |||||
33,911,527 | ||||||
See notes to financial statements.
4 |
| Annual Report | October 31, 2005 |
AVK | Advent Claymore Convertible Securities and Income Fund | Portfolio of Investments continued
Principal Amount |
Value |
||||||
Electronic Equipment and Components 1.7% | |||||||
$ | 10,000,000 | Advanced Micro Devices, Inc., B- | |||||
7.75%, 11/01/12, Senior Notes (c) | $ | 10,050,000 | |||||
Financial Services 2.5% | |||||||
7,727,000 | E*Trade Financial Corp., B+ | ||||||
8.00%, 6/15/11, Senior Notes | 7,881,540 | ||||||
7,200,000 | Leucadia National Corp., BB | ||||||
7.00%, 8/15/13, Senior Notes | 7,272,000 | ||||||
15,153,540 | |||||||
Health Care Products and Services 3.5% | |||||||
4,500,000 | DaVita, Inc., B | ||||||
7.25%, 3/15/15, Senior Subordinated Notes (c) | 4,567,500 | ||||||
10,000,000 | Encore Medical IHC, Inc., CCC+ | ||||||
9.75%, 10/01/12, Senior Subordinated Notes | 9,775,000 | ||||||
6,000,000 | NDCHealth Corp., CCC+ | ||||||
10.50%, 12/01/12, Company Guarantee Notes | 6,862,500 | ||||||
21,205,000 | |||||||
Office Equipment 0.6% | |||||||
3,500,000 | Xerox Capital Trust I, B- | ||||||
8.00%, 2/01/27, Company Guarantee Notes (c) | 3,622,500 | ||||||
Oil and Gas 3.5% | |||||||
9,000,000 | Petrobras International Finance Co., NR | ||||||
9.125%, 7/02/13, Senior Notes (Cayman Islands) | 10,305,000 | ||||||
7,000,000 | Seitel, Inc., NR | ||||||
11.75%, 7/15/11, Senior Notes | 7,700,000 | ||||||
3,000,000 | Williams Cos., Inc., B+ | ||||||
8.125%, 3/15/12, Senior Notes (c) | 3,255,000 | ||||||
21,260,000 | |||||||
Pharmaceuticals 1.6% | |||||||
10,000,000 | Athena Neurosciences Finance LLC, B | ||||||
7.25%, 2/21/08, Senior Notes (c) | 9,700,000 | ||||||
Publishing 1.9% | |||||||
2,000,000 | American Media Operations, Inc., Ser. B, CCC+ | ||||||
10.25%, 5/01/09, Company Guarantee Notes | 1,905,000 | ||||||
2,940,000 | Dex Media West, B | ||||||
9.875%, 8/15/13, Senior Subordinated Notes | 3,256,050 | ||||||
7,000,000 | PRIMEDIA, Inc., B | ||||||
8.00%, 5/15/13, Senior Notes | 6,422,500 | ||||||
11,583,550 | |||||||
Real Estate Investment Trusts 0.9% | |||||||
American Real Estate Partners LP/American Real Estate Finance Corp., BB | |||||||
2,566,000 | 8.125%, 6/01/12, Senior Notes | 2,649,395 | |||||
3,000,000 | 7.125%, 2/15/13, Senior Notes (b) | 2,932,500 | |||||
5,581,895 | |||||||
Retail - Apparel and Shoes 0.9% | |||||||
5,000,000 | Levi Strauss & Co., B- | ||||||
12.25%, 12/15/12, Senior Notes | 5,512,500 | ||||||
Retail - Specialty Stores 2.2% | |||||||
Rite Aid Corp. | |||||||
$ | 3,500,000 | 9.50%, 2/15/11, Senior Secured Notes, B+ | $ | 3,692,500 | |||
4,000,000 | 9.25%, 6/01/13, Senior Notes, B- (c) | 3,720,000 | |||||
1,200,000 | 7.50%, 1/15/15, Company Guarantee Notes, B+ | 1,116,000 | |||||
5,000,000 | Simmons Bedding Co., B- | ||||||
7.875%, 1/15/14, Senior Subordinated Notes (c) | 4,437,500 | ||||||
12,966,000 | |||||||
Telecommunications 3.4% | |||||||
Alamosa Delaware, Inc., CCC+ | |||||||
3,298,000 | 11.00%, 7/31/10, Senior Notes | 3,669,025 | |||||
2,000,000 | 8.50%, 1/31/12, Senior Notes | 2,085,000 | |||||
7,673,000 | Centennial Cellular Co., CCC | ||||||
10.125%, 6/15/13, Company Guarantee Notes | 8,612,943 | ||||||
3,247,000 | Madison River Capital, B- | ||||||
13.25%, 3/01/10, Senior Notes | 3,474,290 | ||||||
2,240,000 | PanAmSat Corp., B+ | ||||||
9.00%, 8/15/14, Company Guarantee Notes (c) | 2,368,800 | ||||||
20,210,058 | |||||||
Total Corporate Bonds - 35.1% (Cost $204,722,214) |
210,639,969 | ||||||
Total Long-Term Investments - 140.4% (Cost $799,075,797) |
842,510,745 | ||||||
Short-Term Investments 2.0% | |||||||
Money Market Fund - 2.0% | |||||||
12,224,070 | Goldman Sachs Financial Prime Obligations (Cost $12,224,070) |
12,224,070 | |||||
Total Investments 142.4% (Cost $811,299,867) |
854,734,815 | ||||||
Other assets in excess of liabilities 3.4% | 20,262,911 | ||||||
Preferred Stock, at redemption value (-45.8% of Net Assets | |||||||
Applicable to Common Shareholders or -32.2% of Total Investments) | (275,000,000 | ) | |||||
Net Assets Applicable to Common Shareholders 100.0% | $ | 599,997,726 | |||||
LLC Limited Liability Corp.
LP Limited Partnership
(a) | Floating rate security. The rate shown is as of October 31, 2005 |
(b) | Securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2005 these securities amounted to 6.6% of net assets. |
(c) | Pursuant to a securities lending agreement, the Fund loaned all or a portion of these securities having an aggregate fair value of approximately $77.1 million and received as collateral readily marketable securities with an aggregate fair value of approximately $79.4 million. |
(d) | Private placement security. Security is restricted and may be resold only in transactions exempt from registration which are normally those transactions with qualified institutional buyers. The restricted security comprises 1.6% of net assets applicable to common shares. |
(e) | Variable principal amount dependent upon the value of Encana stock. |
Ratings shown are per Standard & Poors and are unaudited. Securities classified as NR are not rated by Standard & Poors. All percentages shown in the Portfolio of Investments are based on Net Assets Applicable to Common Shareholders unless otherwise noted.
See notes to financial statements.
Annual Report | October 31, 2005 | | 5 |
AVK | Advent Claymore Convertible Securities and Income Fund
Statement of Assets and Liabilities | October 31, 2005
Assets |
||||
Investments in securities, at value (cost $811,299,867) |
$ | 854,734,815 | ||
Cash |
2,683,413 | |||
Receivable for securities sold |
27,658,797 | |||
Interest receivable |
8,759,279 | |||
Dividends receivable |
2,728,504 | |||
Net unrealized appreciation on interest rate swaps |
260,944 | |||
Other assets |
35,954 | |||
Total assets |
896,861,706 | |||
Liabilities |
||||
Payable for securities purchased |
20,718,487 | |||
Advisory fee payable |
315,580 | |||
Dividends payable - preferred shares |
268,363 | |||
Servicing fee payable |
92,818 | |||
Accrued expenses and other liabilities |
468,732 | |||
Total liabilities |
21,863,980 | |||
Preferred Stock, at redemption value |
||||
$.001 par value per share; 11,000 Auction Market Preferred Shares authorized, issued and outstanding at $25,000 per share liquidation preference |
275,000,000 | |||
Net Assets Applicable to Common Shareholders |
$ | 599,997,726 | ||
Composition of Net Assets Applicable to Common Shareholders |
||||
Common Stock, $ .001 par value per share; unlimited number of shares authorized, 23,352,574 shares issued and outstanding |
$ | 23,353 | ||
Additional paid-in capital |
553,061,848 | |||
Accumulated unrealized appreciation on investments, interest rate swaps and foreign currency translation |
43,693,621 | |||
Accumulated undistributed net investment income |
14,061,020 | |||
Accumulated net realized loss on investments, interest rate swaps and foreign currency transactions |
(10,842,116 | ) | ||
Net Assets Applicable to Common Shareholders |
$ | 599,997,726 | ||
Net Asset Value Applicable to Common Shareholders (based on 23,352,574 common shares outstanding) |
$ | 25.69 | ||
See notes to financial statements.
6 |
| Annual Report | October 31, 2005 |
AVK | Advent Claymore Convertible Securities and Income Fund
Statement of Operations | For the Year Ended October 31, 2005
Investment Income |
||||
Interest (net of foreign withholding taxes of $492) |
$ | 36,453,404 | ||
Dividends |
24,767,341 | |||
Total income |
$ | 61,220,745 | ||
Expenses |
||||
Advisory fee |
4,783,692 | |||
Servicing agent fee |
1,860,325 | |||
Preferred share maintenance |
728,740 | |||
Professional fees |
224,993 | |||
Printing |
209,195 | |||
Fund accounting |
156,498 | |||
Administration fee |
143,710 | |||
Custodian |
113,303 | |||
Trustees fees and expenses |
106,388 | |||
Transfer agent |
106,087 | |||
Insurance |
71,046 | |||
NYSE listing fee |
35,159 | |||
ICI dues |
26,539 | |||
Rating agency fee |
17,072 | |||
Miscellaneous |
15,540 | |||
Total expenses |
8,598,287 | |||
Advisory and Servicing agent fees waived |
(1,771,738 | ) | ||
Net expenses |
6,826,549 | |||
Net investment income |
54,394,196 | |||
Realized and Unrealized Gain (Loss) on Investments, Interest Rate Swaps and Foreign Currency Transactions: |
||||
Net realized gain (loss) on: |
||||
Investments |
8,745,891 | |||
Interest rate swaps |
1,221,016 | |||
Foreign currency transactions |
(3,758 | ) | ||
Net change in unrealized appreciation (depreciation) on: |
||||
Investments |
(8,080,315 | ) | ||
Interest rate swaps |
690,282 | |||
Foreign currency translation |
(7,809 | ) | ||
Net realized and unrealized gain on investments, interest rate swaps and foreign currency transactions |
2,565,307 | |||
Distributions to Preferred Shareholders from |
||||
Net investment income |
(8,231,735 | ) | ||
Net Increase in Net Assets Applicable to Common Shareholders Resulting from Operations |
$ | 48,727,768 | ||
See notes to financial statements.
Annual Report | October 31, 2005 | | 7 |
AVK | Advent Claymore Convertible Securities and Income Fund
Statement of Changes in Net Assets Applicable to Common Shareholders |
For the Year Ended October 31, 2005 |
For the Year Ended October 31, 2004 |
|||||||
Increase in Net Assets Applicable to Common |
||||||||
Shareholders Resulting from Operations: |
||||||||
Net investment income |
$ | 54,394,196 | $ | 56,291,778 | ||||
Net realized gain on investments, interest rate swaps and foreign currency transactions |
9,963,149 | 3,065,367 | ||||||
Net change in unrealized (depreciation) on investments, interest rate swaps and foreign currency translation |
(7,397,842 | ) | (1,188,623 | ) | ||||
Distributions to Preferred Shareholders from: |
||||||||
Net investment income |
(8,231,735 | ) | (3,556,968 | ) | ||||
Net increase in net assets applicable to Common Shareholders resulting from operations |
48,727,768 | 54,611,554 | ||||||
Dividends and Distributions to Common Shareholders from: |
||||||||
Net investment income |
(58,185,273 | ) | (50,250,068 | ) | ||||
Net realized gain on investments |
| (4,254,839 | ) | |||||
(58,185,273 | ) | (54,504,907 | ) | |||||
Capital Share Transactions: |
||||||||
Common and preferred shares offering and organization expenses charged to paid-in-capital in excess of par value |
| (1,066,352 | ) | |||||
Net decrease from capital share transactions |
| (1,066,352 | ) | |||||
Total decrease in Net Assets |
(9,457,505 | ) | (959,705 | ) | ||||
Net Assets Applicable to Common Shareholders |
||||||||
Beginning of year |
609,455,231 | 610,414,936 | ||||||
End of year (including undistributed net investment income of $14,061,020 and $9,974,419, respectively) |
$ | 599,997,726 | $ | 609,455,231 | ||||
See notes to financial statements.
8 |
| Annual Report | October 31, 2005 |
AVK | Advent Claymore Convertible Securities and Income Fund
Financial Highlights |
Per share operating performance |
For the Year Ended October 31, 2005 |
For the Year Ended October 31, 2004 |
For the Period April 30, 2003(a) through October 31, 2003 |
|||||||||
Net asset value, beginning of period |
$ | 26.10 | $ | 26.14 | (b) | $ | 23.88 | (b) | ||||
Income from investment operations |
||||||||||||
Net investment income(c) |
2.33 | 2.41 | 0.93 | |||||||||
Net realized and unrealized gain on investments, interest rate swaps and foreign currency transactions |
0.10 | 0.08 | 2.28 | |||||||||
Dividends to preferred shareholders from net investment income (common share equivalent basis) |
(0.35 | ) | (0.15 | ) | (0.03 | ) | ||||||
Total from investment operations |
2.08 | 2.34 | 3.18 | |||||||||
Common and preferred shares offering and organization expenses charged to paid-in-capital in excess of par value |
| (0.05 | ) | (0.06 | ) | |||||||
Dividends and distributions to Common Shareholders |
||||||||||||
Net investment income |
(2.49 | ) | (2.15 | ) | (0.86 | ) | ||||||
Net realized gain |
| (0.18 | ) | | ||||||||
Total dividends and distributions to Common Shareholders |
(2.49 | ) | (2.33 | ) | (0.86 | ) | ||||||
Net asset value, end of period |
$ | 25.69 | $ | 26.10 | $ | 26.14 | ||||||
Market value, end of period |
$ | 23.62 | $ | 25.41 | $ | 24.95 | ||||||
Total investment return(d) |
||||||||||||
Net asset value |
8.14 | % | 8.93 | % | 13.29 | % | ||||||
Market value |
2.52 | % | 11.44 | % | 3.40 | % | ||||||
Ratios and supplemental data |
||||||||||||
Net assets, applicable to Common Shareholders, end of period (thousands) |
$ | 599,998 | $ | 609,455 | $ | 610,415 | ||||||
Preferred shares, at redemption value ($25,000 per share liquidation preference) (thousands) |
$ | 275,000 | $ | 275,000 | $ | 215,000 | ||||||
Preferred shares asset coverage per share |
$ | 79,545 | $ | 80,405 | $ | 95,978 | ||||||
Ratios to Average Net Assets applicable to Common Shares:(e) |
||||||||||||
Net Expenses, after fee waiver |
1.12 | % | 1.05 | % | 0.88 | % | ||||||
Net Expenses, before fee waiver |
1.41 | % | 1.33 | % | 1.12 | % | ||||||
Net Investment Income, after fee waiver, prior to effect of dividends to preferred shares |
8.90 | % | 9.07 | % | 7.51 | % | ||||||
Net Investment Income, before fee waiver, prior to effect of dividends to preferred shares |
8.61 | % | 8.79 | % | 7.27 | % | ||||||
Net Investment Income, after fee waiver, after effect of dividends to preferred shares |
7.56 | % | 8.49 | % | 7.28 | % | ||||||
Net Investment Income, before fee waiver, after effect of dividends to preferred shares |
7.27 | % | 8.21 | % | 7.04 | % | ||||||
Ratios to Average Managed Assets:(e)(f) |
||||||||||||
Net Expenses, after fee waiver |
0.77 | % | 0.75 | % | 0.73 | % | ||||||
Net Expenses, before fee waiver |
0.97 | % | 0.95 | % | 0.93 | % | ||||||
Net Investment Income, after fee waiver, prior to effect of |
6.14 | % | 6.44 | % | 6.27 | % | ||||||
Net Investment Income, before fee waiver, prior to effect of dividends to preferred shares |
5.94 | % | 6.24 | % | 6.07 | % | ||||||
Portfolio turnover rate |
64 | % | 112 | % | 34 | % |
(a) | Commencement of operations. |
(b) | Before reimbursement of offering expenses charged to capital during the period. |
(c) | Based on average shares outstanding during the period. |
(d) | Total investment return is calculated assuming a purchase of a common share at the beginning of the period and a sale on the last day of the period reported either at net asset value (NAV) or market price per share. Dividends and distributions are assumed to be reinvested at NAV for NAV returns or the prices obtained under the Funds Dividend Reinvestment Plan for market value returns. Total investment return does not reflect brokerage commissions. A return calculated for a period of less than one year is not annualized. |
(e) | Annualized. |
(f) | Managed assets is equal to net assets applicable to Common Shareholders plus outstanding leverage such as the liquidation value of preferred shares. |
See notes to financial statements.
Annual Report | October 31, 2005 | | 9 |
AVK | Advent Claymore Convertible Securities and Income Fund
Notes to Financial Statements | October 31, 2005
Note 1 Organization:
Advent Claymore Convertible Securities and Income Fund (the Fund) was organized as a Delaware statutory trust on February 19, 2003. The Fund is registered as a diversified, closed-end management investment company under the Investment Company Act of 1940, as amended.
Note 2 Accounting Policies:
The preparation of the financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates.
The following is a summary of significant accounting policies followed by the Fund.
(a) Valuation of Investments
Equity securities listed on an exchange are valued at the last reported sale price on the primary exchange on which they are traded. Equity securities traded on an exchange for which there are no transactions on a given day are valued at the mean of the closing bid and asked prices. Securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Equity securities not listed on a securities exchange or NASDAQ are valued at the mean of the closing bid and asked prices. Debt securities are valued by independent pricing services or dealers using the mean of the closing bid and asked prices for such securities or, if such prices are not available, at prices for securities of comparable maturity, quality and type. For those securities where quotations or prices are not available, valuations are determined in accordance with procedures established in good faith by the Board of Trustees. Futures contracts are valued using the settlement price established each day on the exchange on which they are traded. Short-term securities with remaining maturities of 60 days or less are valued at amortized cost, which approximates market value.
(b) Investment Transactions and Investment Income
Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Dividend income is recorded on the ex-dividend date and interest income is recorded on an accrual basis. Discounts or premiums on debt securities purchased are accreted or amortized to interest income over the lives of the respective securities using the effective interest method.
(c) Currency Translation
Assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the mean of the bid and asked price of respective exchange rates on the last day of the period. Purchases and sales of investments denominated in foreign currencies are translated at the exchange rate on the date of the transaction.
Foreign exchange gain or loss resulting from the sale of an investment, holding of a foreign currency, expiration of a currency exchange contract, difference in exchange rates between the trade date and settlement date of an investment purchased or sold, and the difference between dividends actually received compared to the amount shown in a Funds accounting records on the date of receipt are shown as net realized gains or losses on foreign currency translation in the respective Funds Statement of Operations.
Foreign exchange gain or loss on assets and liabilities, other than investments, are shown as unrealized appreciation (depreciation) on foreign currency translation.
(d) Swaps
A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Fund may enter into swap agreements to manage its exposure to interest rates and/or credit risk. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest. The swaps are valued weekly at current market value and any unrealized gain or loss is included in the Statement of Assets and Liabilities. Gain or loss is realized on the termination date of the swap and is equal to the difference between the Funds basis in the swap and the proceeds of the closing transaction, including any fees. During the period that the swap agreement is open, the Fund may be subject to risk from the potential inability of the counterparty to meet the terms of the agreement. The swaps involve elements of both market and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities.
Realized gain (loss) upon termination of swap contracts is recorded on the Statement of Operations. Fluctuations in the value of swap contracts are recorded as a component of net change in unrealized appreciation (depreciation) of swap contracts. Net periodic payments received by the Fund are included as part of realized gains (losses) and/or unrealized appreciation (depreciation) on the Statement of Operations.
(e) Securities Lending
The Fund may lend its securities to broker-dealers and financial institutions. The loans are collateralized by cash or securities at least equal at all times to the market value of the securities loaned. The Fund may bear the risk of delay in recovery of, or loss of rights in, the securities loaned should the borrower of the securities experience financial difficulty. The Fund receives compensation for lending its securities in the form of fees or it retains a portion of interest on the investment of any cash received as collateral. The Fund also continues to receive interest and dividends on the securities loaned, and any gain or loss in the market price of the securities loaned that may occur during the term of the loan will be for the account of the Fund. During the year ended October 31, 2005, the Fund maintained a securities lending agreement with Lehman Brothers acting as the counterparty. Pursuant to the lending agreement, the Fund has the right to sell the security or terminate the loan at any time upon proper notice to Lehman Brothers. The Fund does not have the right to sell or repledge the collateral received from Lehman Brothers, except in the case of default. As of October 31, 2005, the Fund loaned securities with a fair value of approximately $77,119,000 and received as collateral securities with a fair value of approximately $79,389,000.
(f) Concentration of Risk
It is the Funds policy to invest a significant portion of its assets in convertible securities. Although convertible securities do derive part of their value from that of the securities into which they are convertible, they are not considered derivative financial instruments. However, certain of the Funds investments include features which render them more sensitive to price changes in their underlying securities. Consequently, this exposes the Fund to greater downside risk than traditional convertible securities, but still less than that of the underlying common stock.
(g) Distributions to Shareholders
The Fund declares and pays monthly dividends to common shareholders. These dividends consist of investment company taxable income, which generally includes qualified dividend income, ordinary income and short-term capital gains. Any net realized long-term gains are distributed annually to common shareholders.
10 |
| Annual Report | October 31, 2005 |
AVK | Advent Claymore Convertible Securities and Income Fund | Notes to Financial Statements continued
Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from accounting principals generally accepted in the United States.
Note 3 Investment Management Agreement, Servicing Agreement and Other Agreements:
Pursuant to the Investment Management Agreement (the Agreement) between the Fund and Advent Capital Management, LLC, the Funds investment advisor (the Advisor), the Advisor is responsible for the daily management for the Funds portfolio of investments, which includes buying and selling securities for the Fund, as well as investment research. The Advisor will receive an annual fee from the Fund based on the average value of the Funds Managed Assets, which includes the amount from the issuance of the Preferred Shares. In addition, subject to the approval of the Funds Board of Trustees, a pro rata portion of the salaries, bonuses, health insurance, retirement benefits and similar employment costs for the time spent on Fund operations (other than the provision of services required under the Agreement) of all personnel employed by the Advisor who devote substantial time to Fund operations may be reimbursed by the Fund to the Advisor. For the year ended October 31, 2005, the Advisor has not been reimbursed by the Fund. The annual fee will be determined as follows:
(a) | If the average value of the Funds Managed Assets (calculated monthly) is greater than $250 million, the fee will be a maximum amount equal to 0.54% of the average value of the Funds Managed Assets. In addition, the Advisor has voluntarily agreed to waive receipt of a portion of the management fee or other expenses of the Fund in the amount of 0.115% of the average value of the Managed Assets for the first five years of the Funds operations and for a declining amount for an additional three years. |
(b) | If the average value of the Funds Managed Assets (calculated monthly) is $250 million or less, the fee will be a maximum amount equal to 0.55% of the average value of the Funds Managed Assets. In addition, the Advisor has voluntarily agreed to waive receipt of a portion of the management fee or other expenses of the Fund in the amount of 0.025% of the average value of the Managed Assets for the first five years of the Funds operations, after which the Advisor anticipates that it will not waive any portion of the management fee. |
Pursuant to a Servicing Agreement between the Fund and Claymore Securities, Inc., the Funds servicing agent (the Servicing Agent), the Servicing Agent will act as servicing agent to the Fund. The Servicing Agent will receive an annual fee from the Fund, which will be based on the average value of the Funds Managed Assets. The fee will be determined as follows:
(a) | If the average value of the Funds Managed Assets (calculated monthly) is greater than $250 million, the fee will be a maximum amount equal to 0.21% of the average value of the Funds Managed Assets. In addition, the Servicing Agent has voluntarily agreed to waive receipt of a portion of the servicing fee of the Fund in the amount of 0.085% of the average value of the Managed Assets for the first five years of the Funds operations and for a declining amount for an additional three years. |
(b) | If the average value of the Funds Managed Assets (calculated monthly) is $250 million or less, the fee will be a maximum amount equal to 0.20% of the average value of the Funds Managed Assets. In addition, the Servicing Agent has voluntarily agreed to waive receipt of a portion of the servicing fee of the Fund in the amount of 0.175% of the average value of the Managed Assets for the first five years of the Funds operations and for a declining amount for an additional three years. |
The fee waivers of the Advisor and the Servicing Agent are contractual commitments of more than one year.
The Bank of New York (BNY) acts as the Funds custodian, administrator and transfer agent. As custodian, BNY is responsible for the custody of the Funds assets. As administrator, BNY is responsible for maintaining the books and records of the Funds securities and cash. As transfer agent, BNY is responsible for performing transfer agency services for the Fund.
Certain officers and trustees of the Fund are also officers and directors of the Advisor or Servicing Agent. The Fund does not compensate its officers or trustees who are officers of the aforementioned firms.
Note 4 Federal Income Taxes:
The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Accordingly, no provision for U.S. federal income taxes is required. In addition, by distributing substantially all of its ordinary income and long-term capital gains, if any, during each calendar year, the Fund intends not to be subject to U.S. federal excise tax.
In order to present paid-in capital in excess of par, accumulated undistributed net investment income and accumulated net realized gains or losses on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to undistributed net investment income and accumulated net realized gains or losses on investments. For the year ended October 31, 2005, the adjustments were to decrease accumulated net realized gain on investments by $16,109,413 and increase undistributed net investment income by $16,109,413 due primarily to the reclass of gains on trust preferred securities to income.
At October 31, 2005, the cost and related gross unrealized appreciation and depreciation for tax purposes are as follows:
Cost of Investments for Tax Purposes |
Gross Tax Unrealized Appreciation |
Gross Tax Unrealized Depreciation |
Net Tax Unrealized Appreciation on Investments |
Net Tax Unrealized Appreciation on Derivatives and Foreign Currency |
Undistributed Ordinary Income/ (Accumulated Ordinary Loss) |
Undistributed Long-Term Gains/ (Accumulated Capital Loss) |
|||||||||||||||
$ | 814,837,139 | $ | 52,634,009 | $ | (12,736,333 | ) | $ | 39,897,676 | $ | 258,672 | $ | 14,306,670 | $ | (7,550,493 | ) |
The differences between book basis and tax basis unrealized appreciation/(depreciation) is attributable to the tax deferral of losses on wash sales and additional income accrued for tax purposes on the convertible preferred stock.
For the year ended October 31, 2005 and October 31, 2004, the tax character of distributions paid, as reflected in the statement of changes in net assets, of $66,417,008 and $58,061,875, respectively, was ordinary income.
For federal income tax purposes, the Fund has a capital loss carryforward of $7,550,493. Of this amount, $3,095,426 expires October 31, 2012 and $4,455,067 expires October 31, 2013. Capital loss carryforwards are available to offset future capital gains, if any.
Annual Report | October 31, 2005 | | 11 |
AVK | Advent Claymore Convertible Securities and Income Fund | Notes to Financial Statements continued
Note 5 Investments in Securities:
For the year ended October 31, 2005, purchases and sales of investments, other than short-term securities, were $549,008,662 and $544,562,874, respectively.
The Fund entered into interest rate swap agreements during the year ended October 31, 2005 as a hedge against rising short-term interest rates, which impact the rates the Fund pays on its Auction Preferred Shares (Preferred Shares). As of October 31, 2005, the Fund has a total swap notional value of $220,000,000 outstanding, which represents 80% of the Preferred Shares. Details of the swap agreements outstanding as of October 31, 2005 were as follows:
Counterparty |
Termination Date |
Notional Amount (000) |
Fixed Rate |
Floating Rate |
Unrealized Appreciation (Depreciation) |
|||||||||
JP Morgan Chase & Co. |
01/09/2006 | $ | 30,000 | 2.16 | % | 3 Month LIBOR | $ | (11,092 | ) | |||||
JP Morgan Chase & Co. |
01/10/2006 | 50,000 | 3.18 | % | 3 Month LIBOR | (268,896 | ) | |||||||
JP Morgan Chase & Co. |
04/19/2006 | 30,000 | 2.42 | % | 3 Month LIBOR | 296,336 | ||||||||
JP Morgan Chase & Co. |
05/03/2006 | 30,000 | 3.72 | % | 3 Month LIBOR | (160,213 | ) | |||||||
JP Morgan Chase & Co. |
07/09/2006 | 30,000 | 2.96 | % | 3 Month LIBOR | 123,875 | ||||||||
JP Morgan Chase & Co. |
01/25/2007 | 50,000 | 3.54 | % | 3 Month LIBOR | 280,934 | ||||||||
$ | 260,944 | |||||||||||||
For each swap noted, the Fund pays a fixed rate and receives a floating rate.
Note 6 Capital:
Common Shares
The Fund has an unlimited amount of common shares, $0.001 par value, authorized and 23,352,574 issued and outstanding. In connection with the Funds dividend reinvestment plan, the Fund did not issue any shares during the years ended October 31, 2005 and October 31, 2004.
Preferred Shares
On June 19, 2003, the Funds Board of Trustees authorized the issuance of Preferred Shares, as part of the Funds leverage strategy. Preferred Shares issued by the Fund have seniority over the common shares.
On July 24, 2003, the Fund issued 2,150 shares of Preferred Shares Series M7, 2,150 shares of Preferred Shares Series T28,2,150 shares of Preferred Shares Series W7 and 2,150 shares of Preferred Shares Series TH28, each with a liquidation value of $25,000 per share plus accrued dividends. In addition, on March 16, 2004, the Fund issued 1,200 shares of Preferred Shares Series F7 and 1,200 shares of Preferred Shares Series W28 each with a liquidation value of $25,000 per share plus accrued dividends.
Dividends are accumulated daily at a rate set through an auction process. Distributions of net realized capital gains, if any, are made annually.
For the year ended October 31, 2005, the annualized dividend rates range from:
High |
Low |
At October 31, 2005 |
|||||||
Series M7 |
3.85 | % | 1.85 | % | 3.65 | % | |||
Series T28 |
3.94 | % | 1.95 | % | 3.94 | % | |||
Series W7 |
3.87 | % | 1.87 | % | 3.70 | % | |||
Series W28 |
3.85 | % | 1.90 | % | 3.85 | % | |||
Series TH28 |
3.837 | % | 1.95 | % | 3.837 | % | |||
Series F7 |
3.80 | % | 1.85 | % | 3.80 | % |
The Fund is subject to certain limitations and restrictions while Preferred Shares are outstanding. Failure to comply with these limitations and restrictions could preclude the Fund from declaring any dividends or distributions to common shareholders or repurchasing common shares and/or could trigger the mandatory redemption of Preferred Shares at their liquidation value.
Preferred Shares, which are entitled to one vote per share, generally vote with the common stock but vote separately as a class to elect two Trustees and on any matters affecting the rights of the Preferred Shares.
Note | 7 Indemnifications: |
In the normal course of business, the Fund enters into contracts that contain a variety of representations, which provide general indemnifications. The Funds maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund expects the risk of loss to be remote.
Note | 8 Subsequent Event: |
Subsequent to October 31, 2005, the Fund declared on November 1 and December 1, monthly dividends to common shareholders of $0.1718 per common share. These dividends are payable on November 30 and December 30 to shareholders of record on November 15 and December 15, respectively. In addition, on December 16, the Fund declared an excess income distribution of $0.5137 per common share. This distribution is payable on December 30 to shareholders of record on December 27.
12 |
| Annual Report | October 31, 2005 |
AVK | Advent Claymore Convertible Securities and Income Fund
Report of Independent Registered Public Accounting Firm |
To the Board of Trustees and Shareholders of
Advent Claymore Convertible Securities and Income Fund
In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets applicable to common shareholders and the financial highlights present fairly, in all material respects, the financial position of the Advent Claymore Convertible Securities and Income Fund (the Fund) at October 31, 2005, the results of its operations for the year then ended, the changes in its net assets applicable to common shareholders for each of the two years in the period then ended and the financial highlights for the two years then ended and for the period February 19, 2003 (commencement of operations) through October 31, 2003, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as financial statements) are the responsibility of the Funds management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2005 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, New York
December 19, 2005
Annual Report | October 31, 2005 | | 13 |
AVK | Advent Claymore Convertible Securities and Income Fund
Supplemental Information | (unaudited)
Federal Income Tax Information
Qualified dividend income of as much as $1,578,668 was received by the Fund through October 31, 2005. The Fund intends to designate the maximum amount of dividends that qualify for the reduced tax rate pursuant to the Jobs and Growth Tax Relief Reconciliation Act of 2003.
For corporate shareholders, $2,566,598 of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.
In January 2006, you will be advised on IRS Form 1099 DIV or substitute 1099 DIV as to the federal tax status of the distributions received by you in the calendar year 2005.
Results of Shareholder Votes
The Annual Meeting of Shareholders of the Fund was held on September 20, 2005. Shareholders voted to amend the Declaration of Trust of the Trust to change the maximum number of Trustees allowed on the Trusts Board of Trustees from seven to nine. In addition, shareholders voted on the election of Trustees.
With regard to the amendment of the maximum number of Trustees allowed on the Board of Trustees, 19,642,977 common and preferred shares voted in favor of the amendment, 842,873 common and preferred shares voted against the amendment and 172,208 common and preferred shares abstained from voting on the amendment.
With regard to the election of the following Trustees by common and preferred shareholders of the Fund:
# of Shares In Favor |
# of Shares Withheld | |||
Randall C. Barnes |
20,318,707 | 339,351 | ||
Daniel Black |
20,324,223 | 333,835 |
With regard to the election of the following Trustees by preferred shareholders of the Fund:
# of Shares In Favor |
# of Shares Withheld | |||
Michael A. Smart |
10,030 | 41 | ||
Ronald A. Nyberg |
10,030 | 41 |
The other Trustees of the Fund whose terms did not expire in 2005 are Nicholas Dalmaso, Tracy Maitland, Derek Medina and Gerald Seizert.
Trustees
The Trustees of the Advent Claymore Convertible Securities and Income Fund and their principal occupations during the past five years:
Name, Address*, Age and Position(s) held with Registrant |
Term of Office** |
Principal Occupation During the Past |
Number of Funds in Fund Complex Overseen by Trustee |
Other Directorships Held by Trustee | ||||
Independent Trustees | ||||||||
Daniel Black 405 Park Avenue New York, NY 10022 Year of birth: 1960 Trustee |
Since 2005 | Principal, the Wicks Group of Companies, LLC (2001-present). Formerly, Managing Director and Co-head of the Merchant Banking Group at BNY Capital Markets, a division of The Bank of New York Company, Inc. (1998-2003). | 2 | Trustee, Bank Street College of Education | ||||
Randall C. Barnes Year of birth: 1952 Trustee |
Since 2005 | Investor, (2001-present). Formerly, Senior Vice President, Treasurer (1993-1997), President, Pizza Hut International (1991-1993) and Senior Vice President, Strategic Planning and New Business Development (1987-1990) of PepsiCo, Inc. (1987-1997). | 2 | Director, LykesBrothers. Trustee of six other closed-end investment companies in the Claymore fund complex and four other open-end mutual funds in the Claymore family of mutual funds. | ||||
Derek Medina ABC News 47 West 66th Street New York, NY 10023 Year of birth: 1967 Trustee |
Since 2003 | Vice President, Business Affairs and News Planning at ABC News from 2003-present. Formerly, Executive Director, Office of the President at ABC News from (2000-2003). Former Associate at Cleary Gottlieb Steen & Hamilton (law firm) (1995-1998). Former associate in Corporate Finance at J.P. Morgan/ Morgan Guaranty (1988-1990). | 2 | Director of Young Scholars Institute. Former Director of Episcopal Social Services. | ||||
Ronald A. Nyberg Year of birth: 1953 Trustee |
Since 2003 | Principal of Ronald A. Nyberg, Ltd., a law firm specializing in corporate law, estate planning and business transactions from 2000-present. Formerly, Executive Vice President, General Counsel and Corporate Secretary of Van Kampen Investments (1982-1999). | 2 | Trustee of ten other closed-end investment companies in the Claymore fund complex and four other open-end mutual funds in the Claymore family of mutual funds. |
14 |
| Annual Report | October 31, 2005 |
AVK | Advent Claymore Convertible Securities and Income Fund | Supplemental Information continued
Name, Address*, Age and Position(s) held with Registrant |
Term of Office** |
Principal Occupation During the Past |
Number of Funds in Fund Complex Overseen by Trustee |
Other Directorships | ||||
Independent Trustees (continued) |
||||||||
Gerald L. Seizert, CFP Seizert Capital Partners, LLC 1668 S.Telegraph, Suite 120 Bloomfield Hills, MI 48302 Year of birth: 1952 Trustee |
Since 2003 | Chief Executive Officer of Seizert Capital Partners, LLC, where he directs the equity disciplines of the firm and serves as a co-manager of the firms hedge fund, Proper Associates, LLC from 2000-present. Formerly, Co-Chief Executive (1998-1999) and a Managing Partner and Chief Investment Officer-Equities of Munder Capital Management, LLC (1995-1999). Former Vice President and Portfolio Manager of Loomis, Sayles & Co., L.P. (asset manager) (1984-1995). Former Vice President and Portfolio Manager at First of America Bank (1978-1984). | 2 | Former Director of Loomis, Sayles and Co., L.P. | ||||
Michael A. Smart Williams Capital Partners, L.P. 650 Fifth Avenue New York, NY 10019 Year of birth: 1960 Trustee |
Since 2003 | Managing Partner, Williams Capital Partners, L.P., Advisor to First Atlantic Capital Ltd., equity firm (2001-present). Formerly, a Managing Director in Investment Banking- The Private Equity Group (1995-2001) and a Vice President in Investment Banking- Corporate Finance (1992-1995) at Merrill Lynch & Co. Founding Partner of The Carpediem Group, a private placement firm (1991-1992). Former Associate at Dillon, Read and Co. (investment bank) (1988-1990). | 2 | Director, Country Pure Foods. | ||||
Interested Trustees: | ||||||||
Tracy V. Maitland 1065 Avenue of the Americas, 31st Floor New York, NY 10018 Year of birth: 1960 Trustee, President and Chief Executive Officer |
Since 2003 | President of Advent Capital Management, LLC, which he founded in June, 2001. Prior to June 2001, President of Advent Capital Management, a division of Utendahl Capital. | 2 | |||||
Nicholas Dalmaso Year of birth: 1965 Trustee |
Since 2003 | Senior Managing Director and General Counsel of Claymore Advisors, LLC and Claymore Securities, Inc. (2001-present). Formerly, Assistant General Counsel, John Nuveen and Co., Inc. (asset manager) (1999-2001). Former Vice President and Associate General Counsel of Van Kampen Investments, Inc. (1992-1999). | 2 | Trustee of ten other closed-end investment companies in the Claymore fund complex and four other open-end mutual funds in the Claymore family of mutual funds. |
* | Address for all Trustees unless otherwise noted: 2455 Corporate West Drive, Lisle, IL 60532 |
** | After a Trustees initial term, each Trustee is expected to serve a three-year term concurrent with the class of Trustees for which he serves: |
| Messrs. Seizert, Medina and Barnes, as Class I Trustees, are expected to stand for re-election at the Funds 2007 annual meeting of shareholders. |
| Messrs. Smart, Nyberg and Black, as Class II Trustees, are expected to stand for re-election at the Funds 2008 annual meeting of shareholders. |
| Messrs. Maitland and Dalmaso, as Class III Trustees, are expected to stand for re-election at the Funds 2006 annual meeting of shareholders. |
| Mr. Maitland is an interested person (as defined in section 2(a)(19) of the 1940 Act) of the Fund because of his position as an officer of Advent Capital Management, LLC, the Funds Investment Manager. |
| Mr. Dalmaso is an interested person (as defined in section 2(a)(19) of the 1940 Act) of the Fund because of his position as an officer of Claymore Advisors, LLC, the Funds Servicing Agent. |
Annual Report | October 31, 2005 | | 15 |
AVK | Advent Claymore Convertible Securities and Income Fund | Supplemental Information continued
Officers
The Officers of the Advent Claymore Convertible Securities and Income Fund and their principal occupations during the past five years:
Name, Address*, Age and Position(s) held with Registrant |
Term of Office and Length of Time Served |
Principal Occupation During the Past Five Years and Other Affiliations | ||
Officers |
||||
F. Barry Nelson Year of birth: 1943 |
Since 2003 | Co-Portfolio Manager and Research Director at Advent Capital Management, LLC from June, 2001 to present. Prior to June 2001, Mr. Nelson held the same position at Advent Capital Management, a division of Utendahl Capital. | ||
Robert White Year of birth: 1965 |
Since 2005 | Chief Financial Officer, Advent Capital Management, LLC (July 2005-present). Previously, Vice President, Client Service Manager, Goldman Sachs Prime Brokerage (1997-2005). | ||
Rodd Baxter Year of birth: 1950 |
Since 2003 | Advent Capital Management, LLC: General Counsel Legal, 2002 to present; SG Cowen Securities Corp.: Director and Senior Counsel, 1998-2002. |
* | Address for all Officers: 1065 Avenue of the Americas, 31st Floor, New York, NY 10018 |
** | Officers serve at the pleasure of the Board of Trustees and until his or her successor is appointed and qualified or until his or her earlier resignation or removal. |
16 |
| Annual Report | October 31, 2005 |
AVK | Advent Claymore Convertible Securities and Income Fund
Dividend Reinvestment Plan | (unaudited)
Unless the registered owner of common shares elects to receive cash by contacting the Plan Administrator, all dividends declared on common shares of the Fund will be automatically reinvested by the Bank of New York (the Plan Administrator), Administrator for shareholders in the Funds Dividend Reinvestment Plan (the Plan), in additional common shares of the Fund. Participation in the Plan is completely voluntary and may be terminated or resumed at any time without penalty by notice if received and processed by the Plan Administrator prior to the dividend record date; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution. Some brokers may automatically elect to receive cash on your behalf and may re-invest that cash in additional common shares of the Fund for you. If you wish for all dividends declared on your common shares of the Fund to be automatically reinvested pursuant to the Plan, please contact your broker.
The Plan Administrator will open an account for each common shareholder under the Plan in the same name in which such common shareholders common shares are registered. Whenever the Fund declares a dividend or other distribution (together, a Dividend) payable in cash, non-participants in the Plan will receive cash and participants in the Plan will receive the equivalent in common shares. The common shares will be acquired by the Plan Administrator for the participants accounts, depending upon the circumstances described below, either (i) through receipt of additional unissued but authorized common shares from the Fund (Newly Issued Common Shares) or (ii) by purchase of outstanding common shares on the open market (Open-Market Purchases) on the New York Stock Exchange or elsewhere. If, on the payment date for any Dividend, the closing market price plus estimated brokerage commission per common share is equal to or greater than the net asset value per common share, the Plan Administrator will invest the Dividend amount in Newly Issued Common Shares on behalf of the participants. The number of Newly Issued Common Shares to be credited to each participants account will be determined by dividing the dollar amount of the Dividend by the net asset value per common share on the payment date; provided that, if the net asset value is less than or equal to 95% of the closing market value on the payment date, the dollar amount of the Dividend will be divided by 95% of the closing market price per common share on the payment date. If, on the payment date for any Dividend, the net asset value per common share is greater than the closing market value plus estimated brokerage commission, the Plan Administrator will invest the Dividend amount in common shares acquired on behalf of the participants in Open-Market Purchases.
If, before the Plan Administrator has completed its Open-Market Purchases, the market price per common share exceeds the net asset value per common share, the average per common share purchase price paid by the Plan Administrator may exceed the net asset value of the common shares, resulting in the acquisition of fewer common shares than if the Dividend had been paid in Newly Issued Common Shares on the Dividend payment date. Because of the foregoing difficulty with respect to Open-Market Purchases, the Plan provides that if the Plan Administrator is unable to invest the full Dividend amount in Open-Market Purchases during the purchase period or if the market discount shifts to a market premium during the purchase period, the Plan Administrator may cease making Open-Market Purchases and may invest the uninvested portion of the Dividend amount in Newly Issued Common Shares at net asset value per common share at the close of business on the Last Purchase Date provided that, if the net asset value is less than or equal to 95% of the then current market price per common share; the dollar amount of the Dividend will be divided by 95% of the market price on the payment date.
The Plan Administrator maintains all shareholders accounts in the Plan and furnishes written confirmation of all transactions in the accounts, including information needed by shareholders for tax records. Common shares in the account of each Plan participant will be held by the Plan Administrator on behalf of the Plan participant, and each shareholder proxy will include those shares purchased or received pursuant to the Plan. The Plan Administrator will forward all proxy solicitation materials to participants and vote proxies for shares held under the Plan in accordance with the instruction of the participants.
There will be no brokerage charges with respect to common shares issued directly by the Fund. However, each participant will pay a pro rata share of brokerage commission incurred in connection with Open-Market Purchases. The automatic reinvestment of Dividends will not relieve participants of any Federal, state or local income tax that may be payable (or required to be withheld) on such Dividends.
The Fund reserves the right to amend or terminate the Plan. There is no direct service charge to participants with regard to purchases in the Plan; however, the Fund reserves the right to amend the Plan to include a service charge payable by the participants.
All correspondence or questions concerning the Plan should be directed to the Plan Administrator, The Bank of New York, P.O. Box 463, East Syracuse, New York 13057-0463, Attention: Shareholder Services Department, Phone Number: (800) 701-8178.
Annual Report | October 31, 2005 | | 17 |
AVK | Advent Claymore Convertible Securities and Income Fund
Fund Information |
Board of Trustees
Randall C. Barnes
Daniel Black
Nicholas Dalmaso*
Tracy V. Maitland*
Chairman
Derek Medina
Ronald A. Nyberg
Gerald L. Seizert
Michael A. Smart
Officers
Tracy V. Maitland
Chief Executive Officer
F. Barry Nelson
Vice President and Assistant Secretary
Robert White
Treasurer and Chief Financial Officer
Rodd Baxter
Secretary and Chief Compliance Officer
Investment Manager
Advent Capital Management, LLC
1065 Avenue of the Americas,
31st Floor
New York, New York 10018
Servicing Agent
Claymore Securities, Inc.
Lisle, Illinois
Administrator, Custodian and Transfer Agent
The Bank of New York
New York, New York
Preferred StockDividend Paying Agent
The Bank of New York
New York, New York
Legal Counsel
Skadden, Arps, Slate, Meagher &
Flom LLP
New York, New York
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
New York, New York
* | Trustee is an interested person of the Fund as defined in the Investment Company Act of 1940, as amended. |
Privacy Principles of the Fund
The Fund is committed to maintaining the privacy of its shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Fund collects, how the Fund protects that information and why, in certain cases, the Fund may share information with select other parties.
Generally, the Fund does not receive any non-public personal information relating to its shareholders, although certain non-public personal information of its shareholders may become available to the Fund. The Fund does not disclose any non-public personal information about its shareholders or former shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).
The Fund restricts access to non-public personal information about its shareholders to employees of the Funds investment advisor and its affiliates with a legitimate business need for the information. The Fund maintains physical, electronic and procedural safeguards designed to protect the non-public personal information of its shareholders.
Questions concerning your shares of Advent Claymore Convertible Securities and Income Fund?
| If your shares are held in a Brokerage Account, contact your Broker. |
| If you have physical possession of your shares in certificate form, contact the Funds Administrator, Custodian and Transfer Agent: |
The Bank of New York, 111 Sanders Creek Parkway, East Syracuse, NY 13057 (800) 701-8178
This report is sent to shareholders of Advent Claymore Convertible Securities and Income Fund for their information. It is not a Prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or of any securities mentioned in this report.
A description of the Funds proxy voting policies and procedures related to portfolio securities is available without charge, upon request, by calling the Fund at (800) 345-7999 or on the Securities & Exchange Commissions (SECs) website at http://www.sec.gov.
Information regarding how the Fund voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended June 30, is also available, without charge and upon request by calling the Fund at (800) 345-7999 or by accessing the Funds Form N-PX on the SECs website at http://www.sec.gov.
The Fund files it complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds Form N-Q is available on the SEC website at http://www.sec.gov. The Funds Form N-Q may also be viewed and copied at the SECs Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330 or at www.adventclaymore.com.
In November 2005, the Fund submitted a CEO annual certification to the NYSE in which the Funds principal executive officer certified that he was not aware, as of the date of the certification, of any violation by the Fund of the NYSEs Corporate Governance listing standards. In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and related Securities and Exchange Commission (SEC) rules, the Funds principal executive and principal financial officers have made quarterly certifications, included in filings with the SEC on Forms N-CSR and N-Q, relating to, among other things, the Funds disclosure controls and procedures and internal control over financial reporting.
18 |
| Annual Report | October 31, 2005 |
Advent Capital Management, LLC
1065 Avenue of the Americas
New York, New York 10018
AVK-AR-1005
Item 2. Code of Ethics.
(a) The registrant has adopted a code of ethics (the Code of Ethics) that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.
(b) Not applicable.
(c) The registrant has not amended its Code of Ethics during the period covered by the shareholder report presented in Item 1 hereto.
(d) The registrant has not granted a waiver or an implicit waiver from a provision of its Code of Ethics.
(e) Not applicable.
(f) (1) The registrants Code of Ethics is attached hereto as an exhibit.
(2) N/A
(3) N/A
Item 3. Audit Committee Financial Expert.
The registrants Board of Trustees has determined that it has three audit committee financial experts serving on its audit committee, each of whom is an independent Trustee: Ronald Nyberg, Gerald L. Seizert and Michael A. Smart. Under applicable securities laws, a person who is determined to be an audit committee financial expert will not be deemed an expert for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and Board of Trustees in the absence of such designation or identification.
Item 4. Principal Accountant Fees and Services.
a). Audit Fees: the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for the audit are as follows:
2005: $70,000
2004: $70,000
b). Audit-Related Fees: the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrants financial statements and are not reported under paragraph (a) of this item are as follows:
2005: $15,000
2004: $37,500
c). Tax Fees: the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are as follows:
2005: $8,500
2004: $6,500
d). All Other Fees: the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) and (c) of this Item are as follows:
2005: n/a
2004: n/a
(e) Audit Committee Pre-Approval Policies and Procedures.
(i) Per Rule 2-01(c)(7)(A), the Audit Committee pre-approves all of the Audit, Audit-Related, Tax and Other Fees of the Registrant.
AUDIT COMMITTEE PRE-APPROVAL POLICY
OF
ADVENT CLAYMORE CONVERTIBLE SECURITIES AND INCOME FUND
AS ADOPTED BY THE AUDIT COMMITTEE
JUNE 2003
Statement of Principles
The Audit Committee (the Audit Committee) of the Board of Trustees (the Board) of Advent Claymore Convertible Securities and Income Fund (the Trust,) is required to pre-approve all Covered Services (as defined in the Audit Committee Charter) in order to assure that the provision of the Covered Services does not impair the auditors independence. Unless a type of service to be provided by the Independent Auditor (as defined in the Audit Committee Charter) is pre-approved in accordance with the terms of this Audit Committee Pre-Approval Policy (the Policy), it will require specific pre-approval by the Audit Committee or by any member of the Audit Committee to which pre-approval authority has been delegated.
This Policy and the appendices to this Policy describe the Audit, Audit-Related, Tax and All Other services that are Covered Services and that have been pre-approved under this Policy. The appendices hereto sometimes are referred to herein as the Service Pre-Approval Documents. The term of any such pre-approval is 12 months from the date of pre-approval, unless the Audit Committee specifically provides for a different period. At its June meeting of each calendar year, the Audit Committee will review and re-approve this Policy and approve or re-approve the Service Pre-Approval Documents for that year, together with any changes deemed necessary or desirable by the Audit Committee. The Audit Committee may, from time to time, modify the nature of the services pre-approved, the aggregate level of fees pre-approved or both. The Audit Committee hereby directs that each version of this Policy and the Service Pre-Approval Documents approved, re-approved or amended from time to time be maintained with the books and records of the Trust.
Delegation
In the intervals between the scheduled meetings of the Audit Committee, the Audit Committee delegates pre-approval authority under this Policy to the Chairman of the Audit Committee (the Chairman). The Chairman shall report any pre-approval decisions under this Policy to the Audit Committee at its next scheduled meeting. At each scheduled meeting, the Audit Committee will review with the Independent Auditor the Covered Services pre-approved by the Chairman pursuant to delegated authority, if any, and the fees related thereto. Based on these reviews, the Audit Committee can modify, at its discretion, the pre-approval originally granted by the Chairman pursuant to delegated authority. This modification can be to the nature of services pre-approved, the aggregate level of fees approved, or both. The Audit Committee expects pre-approval of Covered Services by the Chairman pursuant to this delegated authority to be the exception rather than the rule and may modify or withdraw this delegated authority at any time the Audit Committee determines that it is appropriate to do so.
Pre-Approved Fee Levels
Fee levels for all Covered Services to be provided by the Independent Auditor and pre-approved under this Policy will be established annually by the Audit Committee and set forth in the Service Pre-Approval Documents. Any increase in pre-approved fee levels will require specific pre-approval by the Audit Committee (or the Chairman pursuant to delegated authority).
Audit Services
The terms and fees of the annual Audit services engagement for the Trust are subject to the specific pre-approval of the Audit Committee. The Audit Committee will approve, if necessary, any changes in terms, conditions or fees resulting from changes in audit scope, Trust structure or other matters.
In addition to the annual Audit services engagement specifically approved by the Audit Committee, any other Audit services for the Trust not listed in the Service Pre-Approval Document for the respective period must be specifically pre-approved by the Audit Committee (or the Chairman pursuant to delegated authority).
Audit-Related Services
Audit-Related services are assurance and related services that are not required for the audit, but are reasonably related to the performance of the audit or review of the financial statements of the Trust and, to the extent they are Covered Services, the other Covered Entities (as defined in the Audit Committee Charter) or that are traditionally performed by the Independent Auditor. Audit-Related services that are Covered Services and are not listed in the Service Pre-Approval Document for the respective period must be specifically pre-approved by the Audit Committee (or the Chairman pursuant to delegated authority).
Tax Services
The Audit Committee believes that the Independent Auditor can provide Tax services to the Covered Entities such as tax compliance, tax planning and tax advice without impairing the auditors independence. However, the Audit Committee will not permit the retention of the Independent Auditor in connection with a transaction initially recommended by the Independent Auditor, the sole business purpose of which may be tax avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. Tax services that are Covered Services and are not listed in the Service Pre-Approval Document for the respective period must be specifically pre-approved by the Audit Committee (or the Chairman pursuant to delegated authority).
All Other Services
All Other services that are Covered Services and are not listed in the Service Pre-Approval Document for the respective period must be specifically pre-approved by the Audit Committee (or the Chairman pursuant to delegated authority).
Procedures
Requests or applications to provide Covered Services that require approval by the Audit Committee (or the Chairman pursuant to delegated authority) must be submitted to the Audit Committee or the Chairman, as the case may be, by both the Independent Auditor and the Chief Financial Officer of the respective Covered Entity, and must include a joint statement as to whether, in their view, (a) the request or application is consistent with the SECs rules on auditor independence and (b) the requested service is or is not a non-audit service prohibited by the SEC. A request or application submitted to the Chairman between scheduled meetings of the Audit Committee should include a discussion as to why approval is being sought prior to the next regularly scheduled meeting of the Audit Committee.
(ii) 100% of services described in each of Items 4(b) through (d) were approved by the audit committee pursuant to paragraph (c)(7)(A) of Rule 2-01 of Regulation S-X.
(f) The percentage of hours expended on the principal accountants engagement to audit the Funds financial statements for the most recent fiscal year attributable to work performed by persons other than the principal accountants full-time, permanent employees was 0%.
(g) The aggregate non-audit fees billed for the last two fiscal years by the registrants accountant for services rendered to the registrant, the registrants investment adviser, and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant (not including a sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that directly related to the operations and financial reporting of the registrant are as follows:
2005: $0
2004: $0
(h) n/a
Item 5. Audit Committee of Listed Registrants.
The registrant has a separately designated a standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The audit committee of the registrant is comprised of: Ronald Nyberg, Gerald L. Seizert and Michael A. Smart.
Item 6. Schedule of Investments.
The Schedule of Investments is included as part of Item 1.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
The registrant has delegated the voting of proxies relating to its voting securities to its investment advisor, Advent Capital Management, LLC (the Advisor). The Advisors Proxy Voting Policies and Procedures are included as an exhibit hereto.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
n/a
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
None.
Item 10. Submission of Matters to a Vote of Security Holders.
The registrant has not made any material changes to the procedures by which shareholders may recommend nominees to the registrants Board of Trustees.
Item 11. Controls and Procedures.
(a) The registrants principal executive officer and principal financial officer have evaluated the registrants disclosure controls and procedures within 90 days of this filing and have concluded based on such evaluation that the registrants disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commissions rules and forms.
(b) The registrants principal executive officer and principal financial officer are aware of no changes in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Registrants internal control over financial reporting.
Item 12. Exhibits.
(a)(1) Code of Ethics.
(a)(2) Certification of principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
(b) Certification of principal executive officer and principal financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(c) Proxy Voting Policies and Procedures.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Advent Claymore Convertible Securities and Income Fund
By: /s/ Tracy V. Maitland
Name: Tracy V. Maitland
Title: President and Chief Executive Officer
Date: January 6, 2006
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: /s/ Tracy V. Maitland
Name: Tracy V. Maitland
Title: President and Chief Executive Officer
Date: January 6, 2006
By: /s/ Robert White
Name: Robert White
Title: Treasurer and Chief Financial Officer
Date: January 6, 2006