UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM N-Q

 

 

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT

INVESTMENT COMPANY

 

Investment Company Act file number 811-22570

Brookfield Global Listed Infrastructure Income Fund Inc.
(Exact name of registrant as specified in charter)

Brookfield Place, 250 Vesey Street, 15^th Floor, New York, NY 10281-1023
(Address of principal executive offices) (Zip code)

Brian F. Hurley, Brookfield Place, 250 Vesey Street, 15^th Floor, New York, NY 10281-1023
(Name and address of agent for service)

Registrant's telephone number, including area code

Date of fiscal year end: December 31, 2017

Date of reporting period:  September 30, 2017

 

Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (Sections 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q 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 the 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. Section 3507.

 

Item 1. Schedule of Investments.

 

BROOKFIELD GLOBAL LISTED INFRASTRUCTURE INCOME FUND INC.
Schedule of Investments (Unaudited)
September 30, 2017
		Shares				Value
COMMON STOCKS - 132.5%
AUSTRALIA - 2.7%
Pipelines - 2.7%
APA Group			850,100			$	5,576,547
Total AUSTRALIA							5,576,547
BRAZIL - 2.1%
Water - 2.1%
Cia de Saneamento Basico do Estado de Sao Paulo (ADR)			409,300				4,281,278
Total BRAZIL							4,281,278
CANADA - 16.5%
Electricity Transmission & Distribution - 1.4%
Hydro One Ltd. 1			165,100				3,006,269
Pipelines - 15.1%
Inter Pipeline Ltd.			144,100				2,985,362
Kinder Morgan Canada Ltd. 1			230,800				3,203,732
Pembina Pipeline Corp. 2			266,100				9,336,692
TransCanada Corp. 2			322,100				15,919,781
Total Pipelines							31,445,567
Total CANADA							34,451,836
CHINA - 1.4%
Water - 1.4%
Guangdong Investment Ltd.			1,988,500				2,839,405
Total CHINA							2,839,405
FRANCE - 8.8%
Toll Roads - 8.8%
Groupe Eurotunnel SE			327,000				3,942,772
Vinci SA 2			151,600				14,403,907
Total Toll Roads							18,346,679
Total FRANCE							18,346,679
ITALY - 8.1%
Electric Utilities & Generation - 3.5%
ACEA SpA			160,360				2,486,613
Enel SpA			818,600				4,931,474
Total Electric Utilities & Generation							7,418,087
Pipelines - 1.2%
Italgas SpA 2			439,980				2,471,329
Toll Roads - 3.4%
Atlantia SpA 2			224,300				7,087,315
Total ITALY							16,976,731
MEXICO - 1.2%
Toll Roads - 1.2%
Promotora y Operadora de Infraestructura SAB de CV			236,800				2,500,119
Total MEXICO							2,500,119
NEW ZEALAND - 2.6%
Airports - 2.6%
Auckland International Airport Ltd. 2			1,140,800				5,311,345
Total NEW ZEALAND							5,311,345
SPAIN - 3.5%
Toll Roads - 3.5%
Ferrovial SA 2			327,283				7,211,269
Total SPAIN							7,211,269
SWITZERLAND - 3.3%
Airports - 3.3%
Flughafen Zurich AG 2			30,800				6,970,493
Total SWITZERLAND							6,970,493
UNITED KINGDOM - 11.4%
Electricity Transmission & Distribution - 5.7%
National Grid PLC 2			965,092				11,953,178
Water - 5.7%
Pennon Group PLC 2			582,700				6,221,632
Severn Trent PLC			192,800				5,615,964
Total Water							11,837,596
Total UNITED KINGDOM							23,790,774
UNITED STATES - 70.9%
Electric Utilities & Generation - 10.4%
American Electric Power Company, Inc. 2			76,700				5,387,408
FirstEnergy Corp.			200,300				6,175,249
NRG Yield, Inc. - Class A			280,600				5,322,982
Pattern Energy Group, Inc. 2			197,100				4,750,110
Total Electric Utilities & Generation							21,635,749
Electricity Transmission & Distribution - 15.4%
Avangrid, Inc.			65,900				3,124,978
Edison International 2			111,400				8,596,738
PG&E Corp. 2			151,100				10,288,399
Sempra Energy 2			88,900				10,146,157
Total Electricity Transmission & Distribution							32,156,272
Gas Utilities - 4.2%
Southwest Gas Holdings, Inc. 2			114,200				8,864,204
Midstream - 9.8%
Phillips 66 Partners LP			50,400				2,649,024
Rice Midstream Partners LP			249,600				5,226,624
Targa Resources Corp. 2			142,201				6,726,107
The Williams Companies, Inc. 2			192,900				5,788,929
Total Midstream							20,390,684
Oil Gas Transportation & Distribution - 2.9%
Archrock Partners LP			104,400				1,488,744
Oasis Midstream Partners LP 3			267,400				4,535,104
Total Oil Gas Transportation & Distribution							6,023,848
Other - 0.1%
Teekay Offshore Partners LP			107,567				256,009
Pipelines - 20.3%
Enbridge Energy Management LLC 2,3			2				29
Enbridge Energy Partners LP			207,200				3,311,056
Energy Transfer Equity LP			151,100				2,626,118
Energy Transfer Partners LP 2			624,650				11,424,848
Enterprise Products Partners LP 2			474,400				12,367,608
MPLX LP			187,800				6,574,878
Plains All American Pipeline LP			280,500				5,943,795
Total Pipelines							42,248,332
Telecommunication Services - 7.8%
American Tower Corp. 2			99,200				13,558,656
SBA Communications Corp. 3			19,632				2,827,990
Total Telecommunication Services							16,386,646
Total UNITED STATES							147,961,744
Total COMMON STOCKS
(Cost $252,871,339)							276,218,220
		Principal Amount (000s)				Value
CORPORATE BOND - 1.1%
AUSTRALIA - 1.1%
Pipelines - 1.1%
APT Pipelines Ltd., 6.21% (90 Day Australian Bank Bill Swap Rate + 4.50%), 09/30/72 4		AUD	2,919			$	2,313,027
Total AUSTRALIA							2,313,027
Total CORPORATE BOND
(Cost $3,052,325)							2,313,027
		Shares				Value
WARRANTS - 0.0%
UNITED STATES - 0.0%
Other - 0.0%
Teekay Offshore Partners LP, Series A 3,5
Expiration: June 2023
Exercise Price: $4.55			276,272			$	11,051
Teekay Offshore Partners LP, Series B 3,5
Expiration: June 2023
Exercise Price: $4.55			138,136				5,525
Total Other							16,576
Total UNITED STATES							16,576
Total WARRANTS
(Cost $0)							16,576
Total Investments - 133.6%
(Cost $255,923,664)							278,547,823
Liabilities in Excess of Other Assets - (33.6)%							(69,992,875	)
TOTAL NET ASSETS - 100.0%						$	208,554,948

The following notes should be read in conjunction with the accompanying Schedule of Investments.
ADR - American Depositary Receipt
AUD - Australian Dollar
1 - Security exempt from registration under Rule 144A of the Securities Act of 1933.  These securities may only be resold in transactions exempt from registration, normally to qualified institutional buyers.  As of September 30, 2017, the total value of all such securities was $6,210,001 or 3.0% of net assets.
2 - All or portion of this security is pledged as collateral for credit facility.
3 - Non-income producing security.
4 - Variable rate security - Interest rate shown is based on reference rate and spread or based on the underlying assets.  Interest rate may also be subject to a cap or floor.
5 - Private Placement.

 

Notes to Schedule of Investments (Unaudited)

Valuation of Investments: The Fund’s Board of Directors (the “Board”) has adopted procedures for the valuation of the Fund’s securities. The Adviser oversees the day to day responsibilities for valuation determinations under these procedures. The Board regularly reviews the application of these procedures to the securities in the Fund’s portfolio. The Adviser’s Valuation Committee is comprised of senior members of the Adviser’s management team. There can be no assurance that the Fund could purchase or sell a portfolio security at the price used to calculate the Fund’s NAV.

Debt securities, including U.S. government securities, listed corporate bonds, other fixed income and asset-backed securities, and unlisted securities and private placement securities, are generally valued at the bid prices furnished by an independent pricing service or, if not valued by an independent pricing service, using bid prices obtained from active and reliable market makers in any such security or a broker-dealer. The broker-dealers or pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the broker-dealers or pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the broker-dealers or pricing services may also utilize proprietary valuation models which may consider market transactions in comparable securities and the various relationships between securities in determining fair value and/or market characteristics such as benchmark yield curves, option-adjusted spreads, credit spreads, estimated default rates, coupon-rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair values. Short-term debt securities with remaining maturities of sixty days or less are valued at amortized cost of discount or premium to maturity, unless such valuation, in the judgment of the Adviser’s Valuation Committee, does not represent fair value.

Investments in equity securities listed or traded on any securities exchange or traded in the over-the-counter market are valued at the last trade price as of the close of business on the valuation date. Prices of foreign equities that are principally traded on certain foreign markets will generally be adjusted daily pursuant to a fair value pricing service approved by the Board in order to reflect an adjustment for the factors occurring after the close of certain foreign markets but before the NYSE Close. When fair value pricing is employed, the value of the portfolio securities used to calculate the Fund’s net asset values may differ from quoted or official closing prices. Investments in open-end registered investment companies, if any, are valued at the net asset value (“NAV”) as reported by those investment companies.

Securities for which market prices are not readily available or which cannot be valued using the sources described above will be valued using an internal proprietary fair value methodology. For any security warranting such fair value measurement, a memorandum, including the specific methodology and supporting information, will be provided to the Valuation Committee by a portfolio manager or analyst looking to fair value a particular security utilizing the internal proprietary fair value methodology. A portfolio manager or analyst shall use their best efforts to maximize the use of relevant observable inputs and minimize the use of unobservable inputs within their valuation technique. The Valuation Committee shall review the memorandum and supporting information provided by a portfolio manager or analyst and consider all relevant factors as it deems appropriate before approving the fair value recommendation.

The Fund may use the fair value of a security to calculate its NAV when, for example, (1) a portfolio security is not traded in a public market or the principal market in which the security trades is closed, (2) trading in a portfolio security is suspended and not resumed prior to the normal market close, (3) a portfolio security is not traded in significant volume for a substantial period, or (4) the Adviser determines that the quotation or price for a portfolio security provided by a broker-dealer or an independent pricing service is inaccurate. 

The fair value of securities may be difficult to determine and thus judgment plays a greater role in the valuation process. The fair valuation methodology may include or consider the following guidelines, as appropriate: (1) evaluation of all relevant factors, including but not limited to, pricing history, current market level, supply and demand of the respective security; (2) comparison to the values and current pricing of securities that have comparable characteristics; (3) knowledge of historical market information with respect to the security; (4) other factors relevant to the security which would include, but not be limited to, duration, yield, fundamental analytical data, the Treasury yield curve, and credit quality.

The values assigned to fair valued investments are based on available information and do not necessarily represent amounts that might ultimately be realized, since such amounts depend on future developments inherent in investments. Changes in the fair valuation of portfolio securities may be less frequent and of greater magnitude than changes in the price of portfolio securities valued at their last sale price, by an independent pricing service, or based on market quotations. Imprecision in estimating fair value can also impact the amount of unrealized appreciation or depreciation recorded for a particular portfolio security and differences in the assumptions used could result in a different determination of fair value, and those differences could be material.

 

The Fund has established methods of fair value measurements in accordance with GAAP. Fair value denotes the price that the Fund would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy has been established 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. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, for example, the risk inherent in a particular valuation technique used to measure fair value including such a pricing model and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

 

The Adviser’s valuation policy, as previously stated, establishes parameters for the sources and types of valuation analysis, as well as, the methodologies and inputs the Valuation Committee uses in determining fair value.  If the Valuation Committee determines that additional techniques, sources or inputs are appropriate or necessary in a given situation, such additional work will be undertaken.

Significant increases or decreases in any of the unobservable inputs in isolation may result in a lower or higher fair value measurement.

To assess the continuing appropriateness of security valuations, the Adviser (or its third party service provider who is subject to oversight by the Adviser), regularly compares its prior day prices, prices on comparable securities and sale prices to the current day prices and challenges those prices that exceed certain tolerance levels with the third party pricing service or broker source. For those securities valued by fair valuations, the Adviser’s Valuation Committee reviews and affirms the reasonableness of the valuations based on such methodologies and fair valuation determinations on a regular basis after considering all relevant information that is reasonably available.

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those securities.

The following table summarizes the Fund’s investments valuation inputs categorized in the disclosure hierarchy as of September 30, 2017:

For further information regarding security characteristics, see the Schedule of Investments.

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value:

⁽¹⁾ Delivered through corporate action. 

During the nine months ended September 30, 2017, there were transfers from Level 1 to Level 2 of $2,471,329 which represent common stocks that were previously priced using market close prices and are currently priced using the adjusted prices.  There were also transfers from Level 2 to Level 1 of $2,486,613 which represent common stocks that were previously priced using the adjusted prices and currently priced using the market close prices.  The basis for recognizing and valuing transfers is as of the end of the period in which transfers occur.

Forward Currency Contracts: A forward currency contract (“forward contract”) is an agreement between two parties to buy or sell a currency at an agreed upon price for settlement at a future date. During the period the forward contract is in existence, changes in the value of the forward contract will fluctuate with changes in the currency exchange rates. The forward contract is marked to market daily and these changes are recorded as an unrealized gain or loss. Gain or loss on the purchase or sale of a forward contract is realized on the settlement date.

The Fund invests in forward contracts to hedge against fluctuations in the value of foreign currencies caused by changes in the prevailing currency exchange rates. The use of forward contracts involves the risk that the counterparties may be unable to meet the terms of their contracts and may be negatively impacted from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.  The Fund did not have any forward contracts outstanding during the nine months ended September 30, 2017.

Equity Option Contracts:  When the Fund purchases a put or call option, an amount equal to the premium paid by the Fund is recorded as an investment and is subsequently adjusted to the current fair value of the option purchased, which is based on the last quoted sales price, or if no sale occurred, the last quoted bid price on the reporting date. Premiums paid for purchasing options that expire unexercised are treated by the Fund on the expiration date as realized losses from investments. The difference between the premium and the amount received on writing an option to effect a closing transaction, including brokerage commissions, is also treated as a realized loss or, if the premium is less than the amount received from the closing transaction, as a realized gain. If a call option is exercised, the premium is added to the cost of the purchase of the underlying security in determining whether the Fund has realized a gain or loss. If a put option is exercised, the premium reduces the proceeds of the securities sold by the Fund.

When the Fund writes a put or call option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current fair value of the option written which is based on the last quoted price, or if no transaction occurred, the last quoted asked price on the reporting date. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains from investments. The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain or, if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Fund has realized a gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund.

In the normal course of its business, the Fund buys and sells financial instruments, including equity options, subscription rights, forward currency contracts, and warrants. Generally, these financial instruments represent future commitments to purchase or sell other financial instruments at specific terms at future dates. The derivative financial instruments may be traded on an exchange or negotiated between contracting parties over-the-counter (or “OTC”).

The Fund did not have any written option contracts outstanding as of September 30, 2017.

The monthly average notional value of written option contracts outstanding during the nine months ended September 30, 2017 was $1,749,450.

Credit facility: The Fund has established a line of credit with BNP Paribas for investment purposes subject to the limitations of the 1940 Act for borrowings by registered investment companies. The Fund pays interest in the amount of 0.70% plus the 3-month London Interbank Offered Rate on the amount outstanding and 0.70% on the line of credit that is unused. For the nine months ended September 30, 2017, the average interest rate paid on the line of credit was 1.80% of the average total line of credit amount available to the Fund.

As of February 3, 2017, the total line of credit amount available was reduced from $120,000,000 to $82,000,000.

 

 

Item 2. Controls and Procedures.

 

(a) The Registrant's principal executive officer and principal financial officer have concluded that the Registrant's Disclosure Controls and Procedures are effective, based on their evaluation of such Disclosure Controls and Procedures as of a date within 90 days of the filing of this report on Form N-Q.

 

(b) As of the date of filing this Form N-Q, the Registrant's principal executive officer and principal financial officer are aware of no changes in the Registrant's internal control over financial reporting that occurred during the Registrant's last fiscal quarter that has materially affected or is reasonably likely to materially affect the Registrant's internal control over financial reporting.

 

Item 3. Exhibits

 

(a) Certifications for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act. Filed herewith.

 

 

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.

 

By (Signature and Title)  /s/ Brian F. Hurley                                                           

Brian F. Hurley

President and Principal Executive Officer

Date:   November 27, 2017                                                                                           

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)  /s/ Brian F. Hurley                                                            

Brian F. Hurley

President and Principal Executive Officer

Date:   November 27, 2017                                                                                           

 

By (Signature and Title)  /s/ Angela W. Ghantous                                                

Angela W. Ghantous

Treasurer and Principal Financial Officer

Date:   November 27, 2017                                                                                           

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