|
|
OMB APPROVAL | |
|
|
OMB Number: |
3235-0578 |
|
|
Expires: |
March 31, 2019 |
|
UNITED STATES |
Estimated average burden hours per response . . . . . . . . . . 10.5 | |
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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 |
811-04889 | |||||||
| ||||||||
Tekla Healthcare Investors | ||||||||
(Exact name of registrant as specified in charter) | ||||||||
| ||||||||
100 Federal Street, 19th Floor, Boston, MA |
|
02110 | ||||||
(Address of principal executive offices) |
|
(Zip code) | ||||||
| ||||||||
| ||||||||
(Name and address of agent for service) | ||||||||
| ||||||||
Registrants telephone number, including area code: |
617-772-8500 |
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| ||||||||
Date of fiscal year end: |
September 30 |
| ||||||
| ||||||||
Date of reporting period: |
6/30/18 |
| ||||||
Item 1. Schedule of Investments.
TEKLA HEALTHCARE INVESTORS
SCHEDULE OF INVESTMENTS
JUNE 30, 2018
(Unaudited)
SHARES |
|
|
|
VALUE |
| |
|
|
|
|
|
| |
|
|
CONVERTIBLE PREFERRED AND WARRANTS (a) - 3.3% of Net Assets |
|
|
| |
|
|
|
|
|
| |
|
|
Biotechnology 1.1% |
|
|
| |
3,266,667 |
|
Amphivena Therapeutics, Inc. Series B (Restricted) (b) (c) |
|
$ |
4,900,001 |
|
2,692,309 |
|
BioClin Therapeutics, Inc. Series A, 6.00% (Restricted) (b) (c) |
|
1,750,001 |
| |
1,559,715 |
|
BioClin Therapeutics, Inc. Series B, 6.00% (Restricted) (b) (c) |
|
1,166,667 |
| |
2,266,666 |
|
GenomeDx Biosciences, Inc. Series C, 6.00% (Restricted) (b) |
|
754,800 |
| |
389,603 |
|
GenomeDx Biosciences, Inc. Series D Prime, 8.00% (Restricted) (b) |
|
356,487 |
| |
1,984,030 |
|
GenomeDx Biosciences, Inc. Series D, 8.00% (Restricted) (b) |
|
605,129 |
| |
273,571 |
|
GenomeDx Biosciences, Inc. Warrants (Restricted, expiration 11/1/27, exercise price $0.31) (b) |
|
0 |
| |
210,000 |
|
Trillium Therapeutics, Inc. Series II (d) |
|
1,260,000 |
| |
|
|
|
|
10,793,085 |
| |
|
|
Health Care Equipment & Supplies (Restricted) 1.5% |
|
|
| |
3,364,723 |
|
AlterG, Inc. Series C, 8.00% (b) |
|
336,472 |
| |
114,158 |
|
CardioKinetix, Inc. Series C, 8.00% (b) |
|
0 |
| |
205,167 |
|
CardioKinetix, Inc. Series D, 8.00% (b) |
|
0 |
| |
632,211 |
|
CardioKinetix, Inc. Series E, 8.00% (b) |
|
0 |
| |
692,715 |
|
CardioKinetix, Inc. Series F, 8.00% (b) |
|
0 |
| |
N/A(e) |
|
CardioKinetix, Inc. Warrants (expiration 12/11/19, exercise price $0.69) (b) |
|
0 |
| |
N/A(e) |
|
CardioKinetix, Inc. Warrants (expiration 6/03/20, exercise price $0.69) (b) |
|
0 |
| |
12,695 |
|
CardioKinetix, Inc. Warrants (expiration 8/15/24, exercise price $2.85) (b) |
|
0 |
| |
951,000 |
|
IlluminOss Medical, Inc. Series AA, 8.00% (b) (c) |
|
951,000 |
| |
895,848 |
|
IlluminOss Medical, Inc. Junior Preferred, 8.00%(b) (c) |
|
895,848 |
| |
47,542 |
|
IlluminOss Medical, Inc. Warrants (expiration 1/11/28, exercise price $1.00) (b) (c) |
|
0 |
| |
23,771 |
|
IlluminOss Medical, Inc. Warrants (expiration 11/20/27, exercise price $1.00) (b) (c) |
|
0 |
| |
47,542 |
|
IlluminOss Medical, Inc. Warrants (expiration 2/06/28, exercise price $1.00) (b) (c) |
|
0 |
| |
71,324 |
|
IlluminOss Medical, Inc. Warrants (expiration 3/31/27, exercise price $1.00) (b) (c) |
|
0 |
| |
3,750,143 |
|
Veniti, Inc. Series A, 8.00% (b) (c) |
|
6,535,374 |
| |
1,881,048 |
|
Veniti, Inc. Series B, 8.00% (b) (c) |
|
3,372,155 |
| |
1,031,378 |
|
Veniti, Inc. Series C, 8.00% (b) (c) |
|
2,084,931 |
| |
|
|
|
|
14,175,780 |
| |
|
|
Life Sciences Tools & Services (Restricted) 0.5% |
|
|
| |
3,669,024 |
|
Labcyte, Inc. Series C, 8.00% (b) |
|
4,622,970 |
| |
160,767 |
|
Labcyte, Inc. Series D, 8.00% (b) |
|
221,858 |
| |
122,220 |
|
Labcyte, Inc. Series E, 8.00% (b) |
|
196,774 |
| |
|
|
|
|
5,041,602 |
| |
The accompanying notes are an integral part of this Schedule of Investments.
PRINCIPAL |
|
|
|
VALUE |
| ||
|
|
|
|
|
| ||
|
|
Pharmaceuticals (Restricted) 0.2% |
|
|
| ||
$ |
1,538,235 |
|
Milestone Pharmaceuticals, Inc. Series C, 8.00% (b) (d) |
|
$ |
2,099,998 |
|
|
|
|
|
|
| ||
|
|
TOTAL CONVERTIBLE PREFERRED AND WARRANTS |
|
32,110,465 |
| ||
|
|
|
|
|
| ||
|
|
CONVERTIBLE NOTES (Restricted)(b) - 0.2% of Net Assets |
|
|
| ||
|
|
|
|
|
| ||
|
|
Biotechnology 0.1% |
|
|
| ||
814,796 |
|
Amphivena Therapeutics, Inc. Promissory Note, 6.00% due 6/20/19 (c) |
|
814,796 |
| ||
|
|
|
|
|
| ||
|
|
Health Care Equipment & Supplies 0.1% |
|
|
| ||
17,751 |
|
AlterG, Inc. Promissory Note, 6.00% due 9/8/18 |
|
17,751 |
| ||
74,456 |
|
CardioKinetix, Inc. Promissory Note, 5.00% due 7/31/18 (a) |
|
0 |
| ||
285,294 |
|
IlluminOss Medical, Inc. Promissory Note, 8.00% due 12/31/18 (c) |
|
285,294 |
| ||
95,083 |
|
IlluminOss Medical, Inc. Promissory Note, 8.00% due 12/31/18 (c) |
|
95,083 |
| ||
190,166 |
|
IlluminOss Medical, Inc. Promissory Note, 8.00% due 12/31/18 (c) |
|
190,166 |
| ||
190,166 |
|
IlluminOss Medical, Inc. Promissory Note, 8.00% due 12/31/18 (c) |
|
190,166 |
| ||
|
|
|
|
778,460 |
| ||
|
|
TOTAL CONVERTIBLE NOTES |
|
1,593,256 |
| ||
SHARES |
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON STOCKS AND WARRANTS - 93.6% of Net Assets |
|
|
|
|
|
|
|
|
|
|
|
Biotechnology 61.7% |
|
|
|
116,495 |
|
AbbVie Inc. |
|
10,793,262 |
|
119,074 |
|
AC Immune SA (a) (d) |
|
1,107,388 |
|
56,082 |
|
ACADIA Pharmaceuticals Inc. (a) |
|
856,372 |
|
184,030 |
|
Akebia Therapeutics, Inc. (a) |
|
1,836,619 |
|
86,667 |
|
Albireo Pharma, Inc. (a) |
|
3,076,678 |
|
204,748 |
|
Alexion Pharmaceuticals, Inc. (a) |
|
25,419,464 |
|
123,701 |
|
Alkermes plc (a) |
|
5,091,533 |
|
87,873 |
|
Alnylam Pharmaceuticals, Inc. (a) |
|
8,654,612 |
|
332,151 |
|
Amarin Corporation plc (a) (f) |
|
1,026,347 |
|
369,150 |
|
Amgen Inc. |
|
68,141,398 |
|
398,911 |
|
Amicus Therapeutics, Inc. (a) |
|
6,230,990 |
|
62,293 |
|
Arena Pharmaceuticals, Inc. (a) |
|
2,715,975 |
|
185,920 |
|
Array Biopharma Inc. (a) |
|
3,119,738 |
|
26,037 |
|
Ascendis Pharma A/S (a) (f) |
|
1,731,981 |
|
44,707 |
|
BeiGene, Ltd. (a) (f) |
|
6,872,807 |
|
214,129 |
|
Biogen Inc. (a) |
|
62,148,801 |
|
88,514 |
|
BioMarin Pharmaceutical Inc. (a) |
|
8,338,019 |
|
48,786 |
|
bluebird bio, Inc. (a) |
|
7,656,963 |
|
113,734 |
|
Blueprint Medicines Corporation (a) |
|
7,219,834 |
|
677,981 |
|
Celgene Corporation (a) |
|
53,845,251 |
|
52,600 |
|
Clovis Oncology, Inc. (a) |
|
2,391,722 |
|
149,820 |
|
Coherus BioSciences, Inc. (a) |
|
2,097,480 |
|
123,392 |
|
CRISPR Therapeutics AG (a) (d) |
|
7,250,514 |
|
The accompanying notes are an integral part of this Schedule of Investments.
SHARES |
|
|
|
VALUE |
| |
|
|
|
|
|
| |
|
|
Biotechnology continued |
|
|
| |
155,301 |
|
Dermira, Inc. (a) |
|
$ |
1,428,769 |
|
95,382 |
|
Editas Medicine, Inc. (a) |
|
3,417,537 |
| |
733 |
|
Eiger BioPharmaceuticals, Inc. Warrants (expiration 10/10/18, exercise price $84.15) (b) (a) |
|
0 |
| |
320,750 |
|
Epizyme, Inc. (a) |
|
4,346,162 |
| |
104,858 |
|
Esperion Therapeutics, Inc. (a) |
|
4,109,385 |
| |
272,948 |
|
Exelixis, Inc. (a) |
|
5,873,841 |
| |
111,769 |
|
FibroGen, Inc. (a) |
|
6,996,739 |
| |
49,714 |
|
Galapagos NV (a) (f) |
|
4,582,637 |
| |
956,665 |
|
Gilead Sciences, Inc. |
|
67,770,149 |
| |
36,703 |
|
Global Blood Therapeutics, Inc. (a) |
|
1,658,976 |
| |
329,676 |
|
Incyte Corporation (a) |
|
22,088,292 |
| |
113,891 |
|
Innoviva, Inc. (a) |
|
1,571,696 |
| |
115,851 |
|
Intellia Therapeutics, Inc. (a) |
|
3,169,683 |
| |
53,387 |
|
Ionis Pharmaceuticals, Inc. (a) |
|
2,224,636 |
| |
5,400 |
|
Loxo Oncology, Inc. (a) |
|
936,792 |
| |
291,611 |
|
Merus N.V. (a) (d) |
|
6,637,066 |
| |
81,916 |
|
Molecular Templates, Inc. (a) |
|
428,421 |
| |
114,977 |
|
Nektar Therapeutics (a) |
|
5,614,327 |
| |
153,386 |
|
Neurocrine Biosciences, Inc. (a) |
|
15,068,641 |
| |
141,815 |
|
NewLink Genetics Corporation (a) |
|
675,039 |
| |
375,077 |
|
Ovid Therapeutics Inc. (a) |
|
2,925,601 |
| |
1,297,531 |
|
Pieris Pharmaceuticals, Inc. (a) |
|
6,578,482 |
| |
54,790 |
|
Pieris Pharmaceuticals, Inc., Series A Warrants (expiration 6/8/21, exercise price $3.00) (b) (a) |
|
116,703 |
| |
27,394 |
|
Pieris Pharmaceuticals, Inc., Series B Warrants (expiration 6/8/21, exercise price $2.00) (b) (a) |
|
72,320 |
| |
52,837 |
|
Portola Pharmaceuticals, Inc. (a) |
|
1,995,653 |
| |
144,091 |
|
Protagonist Therapeutics, Inc. (a) |
|
968,292 |
| |
35,515 |
|
Puma Biotechnology, Inc. (a) |
|
2,100,712 |
| |
153,305 |
|
Ra Pharmaceuticals, Inc. (a) |
|
1,525,385 |
| |
87,110 |
|
Regeneron Pharmaceuticals, Inc. (a) |
|
30,052,079 |
| |
80,859 |
|
Sage Therapeutics, Inc. (a) |
|
12,656,859 |
| |
91,980 |
|
Sangamo BioSciences, Inc. (a) |
|
1,306,116 |
| |
118,997 |
|
Sarepta Therapeutics, Inc. (a) |
|
15,729,023 |
| |
212,307 |
|
Seattle Genetics, Inc. (a) |
|
14,095,062 |
| |
59,704 |
|
TESARO, Inc. (a) |
|
2,655,037 |
| |
333,399 |
|
Trillium Therapeutics Inc. (a) (d) |
|
2,000,394 |
| |
53,419 |
|
Ultragenyx Pharmaceutical Inc. (a) |
|
4,106,319 |
| |
34,119 |
|
United Therapeutics Corporation (a) |
|
3,860,565 |
| |
285,507 |
|
Vertex Pharmaceuticals Incorporated (a) |
|
48,524,770 |
| |
|
|
|
|
607,491,908 |
| |
|
|
Health Care Equipment & Supplies 3.3% |
|
|
| |
85,589 |
|
Abbott Laboratories |
|
5,220,073 |
| |
115,500 |
|
Alliqua BioMedical, Inc. (a) |
|
236,775 |
| |
12,930 |
|
Baxter International Inc. |
|
954,751 |
| |
4,170 |
|
Becton, Dickinson and Company |
|
998,965 |
| |
160,000 |
|
Cercacor Laboratories, Inc. (Restricted) (a) (b) |
|
476,751 |
| |
The accompanying notes are an integral part of this Schedule of Investments.
SHARES |
|
|
|
VALUE |
| |
|
|
|
|
|
| |
|
|
Health Care Equipment & Supplies continued |
|
|
| |
59,620 |
|
IDEXX Laboratories, Inc. (a) |
|
$ |
12,993,583 |
|
27,150 |
|
LeMaitre Vascular, Inc. |
|
908,982 |
| |
52,990 |
|
Nevro Corp. (a) |
|
4,231,251 |
| |
37,380 |
|
Stryker Corporation |
|
6,311,987 |
| |
10,735 |
|
TherOx, Inc. (Restricted) (a) (b) |
|
215 |
| |
|
|
|
|
32,333,333 |
| |
|
|
Health Care Providers & Services 4.7% |
|
|
| |
109,000 |
|
Acadia Healthcare Company, Inc. (a) |
|
4,459,190 |
| |
21,000 |
|
Aetna Inc. |
|
3,853,500 |
| |
26,832 |
|
Anthem, Inc. |
|
6,386,821 |
| |
55,158 |
|
Centene Corporation (a) |
|
6,796,017 |
| |
31,400 |
|
Henry Schein, Inc. (a) |
|
2,280,896 |
| |
9,407 |
|
Humana Inc. |
|
2,799,805 |
| |
222,222 |
|
InnovaCare Health, Inc. (Restricted) (a) (b) (g) |
|
586,666 |
| |
78,882 |
|
UnitedHealth Group Incorporated |
|
19,352,910 |
| |
|
|
|
|
46,515,805 |
| |
|
|
Health Care Technology 0.3% |
|
|
| |
122,500 |
|
Evolent Health, Inc. (a) |
|
2,578,625 |
| |
|
|
|
|
|
| |
|
|
Life Sciences Tools & Services 6.2% |
|
|
| |
167,617 |
|
Illumina, Inc. (a) |
|
46,813,752 |
| |
32,460 |
|
PRA Health Sciences, Inc. (a) |
|
3,030,466 |
| |
52,912 |
|
Thermo Fisher Scientific Inc. |
|
10,960,192 |
| |
|
|
|
|
60,804,410 |
| |
|
|
Medical Devices and Diagnostics 1.1% |
|
|
| |
46,400 |
|
Boston Scientific Corporation (a) |
|
1,517,280 |
| |
47,260 |
|
Danaher Corporation |
|
4,663,617 |
| |
4,970 |
|
Intuitive Surgical, Inc. (a) |
|
2,378,046 |
| |
22,100 |
|
ResMed Inc. |
|
2,289,118 |
| |
|
|
|
|
10,848,061 |
| |
|
|
Pharmaceuticals 16.3% |
|
|
| |
112,338 |
|
Acceleron Pharma Inc. (a) |
|
5,450,640 |
| |
528,740 |
|
Aerpio Pharmaceuticals, Inc. (a) |
|
2,194,271 |
| |
22,991 |
|
Allergan plc |
|
3,833,060 |
| |
164,980 |
|
Bristol-Myers Squibb Company |
|
9,129,993 |
| |
92,376 |
|
Eli Lilly and Company |
|
7,882,444 |
| |
751,200 |
|
Endo International plc (a) (d) |
|
7,083,816 |
| |
289,660 |
|
Foamix Pharmaceuticals Ltd. (a) (d) |
|
1,451,197 |
| |
41,291 |
|
GW Pharmaceuticals plc (a) (f) |
|
5,761,746 |
| |
71,769 |
|
Jazz Pharmaceuticals plc (a) |
|
12,365,799 |
| |
195,318 |
|
Johnson & Johnson |
|
23,699,886 |
| |
39,555 |
|
Medicines Company (The) (a) |
|
1,451,668 |
| |
243,985 |
|
Merck & Co., Inc. |
|
14,809,889 |
| |
871,770 |
|
Mylan N.V. (a) |
|
31,505,768 |
| |
436,467 |
|
Pfizer Inc. |
|
15,835,023 |
| |
34,590 |
|
Revance Therapeutics, Inc. (a) |
|
949,495 |
| |
539,828 |
|
Teligent, Inc. (a) |
|
1,867,805 |
| |
The accompanying notes are an integral part of this Schedule of Investments.
SHARES |
|
|
|
VALUE |
| |
|
|
|
|
|
| |
|
|
Pharmaceuticals continued |
|
|
| |
574,944 |
|
Tetraphase Pharmaceuticals, Inc. (a) |
|
$ |
2,052,550 |
|
430,658 |
|
Teva Pharmaceutical Industries Limited (f) |
|
10,473,603 |
| |
146,350 |
|
TherapeuticsMD, Inc. (a) |
|
913,224 |
| |
11,160 |
|
Zoetis, Inc. |
|
950,720 |
| |
24,438 |
|
Zogenix, Inc. (a) |
|
1,080,160 |
| |
|
|
|
|
160,742,757 |
| |
|
|
TOTAL COMMON STOCKS AND WARRANTS |
|
921,314,899 |
| |
|
|
|
|
|
| |
|
|
EXCHANGE TRADED FUNDS - 1.2% of Net Assets |
|
|
| |
129,000 |
|
SPDR S&P Biotech ETF |
|
12,279,510 |
| |
|
|
TOTAL EXCHANGE TRADED FUNDS |
|
12,279,510 |
| |
PRINCIPAL |
|
|
|
|
| |
|
|
|
|
|
| |
|
|
SHORT-TERM INVESTMENT - 0.9% of Net Assets |
|
|
| |
$ |
8,566,000 |
|
Repurchase Agreement, Fixed Income Clearing Corp., repurchase Value $8,566,000, 0.35%, dated 06/29/18, due 07/02/18 (collateralized by U.S. Treasury Notes 2.25%, due 11/15/25, market value $8,739,249) |
|
8,566,000 |
|
|
|
TOTAL SHORT-TERM INVESTMENT |
|
8,566,000 |
| |
|
|
TOTAL INVESTMENTS BEFORE MILESTONE INTEREST - 99.2% |
|
975,864,130 |
| |
INTEREST |
|
|
|
|
| |
|
|
|
|
|
| |
|
|
MILESTONE INTERESTS (Restricted)(b) (a) - 0.8% of Net Assets |
|
|
| |
|
|
|
|
|
| |
|
|
Pharmaceuticals 0.8% |
|
|
| |
1 |
|
Afferent Milestone Interest |
|
774,185 |
| |
1 |
|
Ethismos Research, Inc. Milestone Interest |
|
0 |
| |
1 |
|
Neurovance Milestone Interest |
|
2,711,019 |
| |
1 |
|
TargeGen Milestone Interest |
|
4,478,033 |
| |
|
|
TOTAL MILESTONE INTERESTS |
|
7,963,237 |
| |
|
|
TOTAL INVESTMENTS - 100.0% |
|
983,827,367 |
| |
|
|
OTHER LIABILITIES IN EXCESS OF ASSETS - 0.0% |
|
(14,817 |
) | |
|
|
NET ASSETS - 100% |
|
$ |
983,812,550 |
|
(a) Non-income producing security.
(b) Security fair valued using significant unobservable inputs. See Investment Valuation and Fair Value Measurements.
(c) Affiliated issuers in which the Fund holds 5% or more of the voting securities (total market value of $23,231,482).
(d) Foreign security.
The accompanying notes are an integral part of this Schedule of Investments.
(e) Number of warrants to be determined at a future date.
(f) American Depository Receipt
(g) Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.
The accompanying notes are an integral part of this Schedule of Investments.
TEKLA HEALTHCARE INVESTORS
NOTES TO SCHEDULE OF INVESTMENTS
JUNE 30, 2018
(Unaudited)
Investment Valuation
Shares of publicly traded companies listed on national securities exchanges or trading in the over-the-counter market are typically valued at the last sale price, as of the close of trading, generally 4 p.m., Eastern time. The Board of Trustees of the Fund (the Trustees) has established and approved fair valuation policies and procedures with respect to securities for which quoted prices may not be available or which do not reflect fair value. Convertible bonds, corporate and government bonds are valued using a third-party pricing service. Convertible bonds are valued using this pricing service only on days when there is no sale reported. Restricted securities of companies that are publicly traded are typically valued based on the closing market quote on the valuation date adjusted for the impact of the restriction as determined in good faith by the Tekla Capital Management LLC (the Adviser) also using fair valuation policies and procedures approved by the Trustees described below. Non-exchange traded warrants of publicly traded companies are generally valued using the Black-Scholes model, which incorporates both observable and unobservable inputs. Short-term investments with a maturity of 60 days or less are generally valued at amortized cost, which approximates fair value.
Convertible preferred shares, warrants or convertible note interests in private companies, milestone interests, and other restricted securities, as well as shares of publicly traded companies for which market quotations are not readily available, such as stocks for which trading has been halted or for which there are no current day sales, or which do not reflect fair value, are typically valued in good faith, based upon the recommendations made by the Adviser pursuant to fair valuation policies and procedures approved by the Trustees.
The Adviser has a Valuation Sub-Committee comprised of senior management which reports to the Valuation Committee of the Board at least quarterly. Each fair value determination is based on a consideration of relevant factors, including both observable and unobservable inputs. Observable and unobservable inputs the Adviser considers may include (i) the existence of any contractual restrictions on the disposition of securities; (ii) information obtained from the company, which may include an analysis of the companys financial statements, the companys products or intended markets or the companys technologies; (iii) the price of the same or similar security negotiated at arms length in an issuers completed subsequent round of financing; (iv) the price and extent of public trading in similar securities of the issuer or of comparable companies; or (v) a probability and time value adjusted analysis of contractual terms. Where available and appropriate, multiple valuation methodologies are applied to confirm fair value. Significant unobservable inputs identified by the Adviser are often used in the fair value determination. A significant change in any of these inputs may result in a significant change in the fair value measurement. Due to the uncertainty inherent in the valuation process, such estimates of fair value may differ significantly from the values that would have been used had a ready market for the investments existed, and differences could be material. Additionally, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different from the valuations used at the date of this Schedule of Investments.
Federal Income Tax Cost
At June 30, 2018, the cost of securities for Federal income tax purposes was $767,277,626. The net unrealized gain on securities held by the Fund was $216,549,741, including gross unrealized gain of $317,305,698 and gross unrealized loss of $100,755,957.
Other Transactions with Affiliates
An affiliate company is a company in which the Fund holds 5% or more of the voting securities. Transactions involving such companies during the period ended June 30, 2018 were as follows:
Affiliated |
|
Beginning |
|
Purchases at |
|
Proceeds |
|
Net Realized |
|
Change in |
|
Ending Value |
|
Shares/ |
|
Dividend |
|
Capital Gain |
| ||||||||
Amphivena Therapeutics, Inc. |
|
$ |
4,900,001 |
|
$ |
1,080,577 |
|
(262,500 |
) |
(430 |
) |
(2,851 |
) |
$ |
5,714,797 |
|
4,081,463 |
|
$ |
9,025 |
|
|
| ||||
BioClin Therapeutics, Inc. |
|
2,527,780 |
|
388,888 |
|
|
|
|
|
|
|
2,916,668 |
|
4,252,024 |
|
|
|
|
| ||||||||
EBI Life Sciences, Inc. |
|
18,854 |
|
|
|
|
|
(19,566 |
) |
712 |
|
|
* |
|
|
|
|
|
| ||||||||
Euthymics Biosciences, Inc. |
|
|
|
|
|
|
|
(3,846,746 |
) |
3,846,746 |
|
|
* |
|
|
|
|
|
| ||||||||
IlluminOss Medical, Inc. |
|
142,647 |
** |
485,768 |
|
|
|
|
|
1,979,142 |
|
2,607,557 |
|
2,797,736 |
|
34,982 |
|
|
| ||||||||
Veniti, Inc. |
|
4,198,366 |
|
382 |
|
|
|
|
|
7,793,712 |
|
11,992,460 |
|
6,662,569 |
|
|
|
|
| ||||||||
|
|
$ |
11,787,648 |
|
$ |
1,955,615 |
|
$ |
(262,500 |
) |
$ |
(3,866,742 |
) |
$ |
13,617,461 |
|
$ |
23,231,482 |
|
17,793,792 |
|
$ |
44,007 |
|
$ |
|
|
TEKLA HEALTHCARE INVESTORS
NOTES TO SCHEDULE OF INVESTMENTS
JUNE 30, 2018
(Unaudited, continued)
* Not an affiliate at June 30, 2018.
** Not an affiliate at September 30, 2017.
Fair Value Measurements
The Fund uses a three-tier hierarchy to prioritize the assumptions, referred to as inputs, used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels. Level 1 includes quoted prices in active markets for identical investments. Level 2 includes prices determined using other significant observable inputs (including quoted prices for similar investments, interest rates, credit risk, etc.). The independent pricing vendor may value bank loans and debt securities at an evaluated bid price by employing methodologies that utilize actual market transactions, broker-supplied valuations, and/or other methodologies designed to identify the market value for such securities and such securities are considered Level 2 in the fair value hierarchy. Level 3 includes prices determined using significant unobservable inputs (including the Funds own assumptions in determining the fair value of investments). These inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
For the nine month period ended June 30, 2018, there was a transfer between Levels 2 and 1 and no other transfers between levels. The amount of transfer between Level 2 and Level 1 was $2,015,418. The investment was transferred from Level 2 to Level 1 due to a removal of a trading restriction and the value is being supported by quoted prices. The Fund accounts for transfers between levels at the beginning of the period.
The following is a summary of the levels used as of June 30, 2018 to value the Funds net assets.
Assets at Value |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
| ||||
Convertible Preferred And Warrants |
|
|
|
|
|
|
|
|
| ||||
Biotechnology |
|
$ |
1,260,000 |
|
|
|
$ |
9,533,085 |
|
$ |
10,793,085 |
| |
Health Care Equipment & Supplies |
|
|
|
|
|
14,175,780 |
|
14,175,780 |
| ||||
Life Sciences Tools & Services |
|
|
|
|
|
5,041,602 |
|
5,041,602 |
| ||||
Pharmaceuticals |
|
|
|
|
|
2,099,998 |
|
2,099,998 |
| ||||
Convertible Notes |
|
|
|
|
|
|
|
|
| ||||
Biotechnology |
|
|
|
|
|
814,796 |
|
814,796 |
| ||||
Health Care Equipment & Supplies |
|
|
|
|
|
778,460 |
|
778,460 |
| ||||
Common Stocks And Warrants |
|
607,302,885 |
|
|
|
189,023 |
|
607,491,908 |
| ||||
Biotechnology |
|
|
|
|
|
|
|
|
| ||||
Health Care Equipment & Supplies |
|
31,856,367 |
|
|
|
476,966 |
|
32,333,333 |
| ||||
Health Care Providers & Services |
|
45,929,139 |
|
|
|
586,666 |
|
46,515,805 |
| ||||
Health Care Technology |
|
2,578,625 |
|
|
|
|
|
2,578,625 |
| ||||
Life Sciences Tools & Services |
|
60,804,410 |
|
|
|
|
|
60,804,410 |
| ||||
Medical Devices And Diagnostics |
|
10,848,061 |
|
|
|
|
|
10,848,061 |
| ||||
Pharmaceuticals |
|
160,742,757 |
|
|
|
|
|
160,742,757 |
| ||||
Exchange Traded Fund |
|
12,279,510 |
|
|
|
|
|
12,279,510 |
| ||||
Short-term Investment |
|
|
|
$ |
8,566,000 |
|
|
|
8,566,000 |
| |||
Milestone Interest |
|
|
|
|
|
|
|
|
| ||||
Pharmaceuticals |
|
|
|
|
|
7,963,237 |
|
7,963,237 |
| ||||
Other Assets |
|
|
|
|
|
380,003 |
|
380,003 |
| ||||
Total |
|
933,601,754 |
|
8,566,000 |
|
42,039,616 |
|
984,207,370 |
| ||||
The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value.
TEKLA HEALTHCARE INVESTORS
NOTES TO SCHEDULE OF INVESTMENTS
JUNE 30, 2018
(Unaudited, continued)
Investments in Securities |
|
Balance as |
|
Net realized |
|
Cost of |
|
Proceeds from |
|
Net |
|
Balance as |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Convertible Preferred and Warrants |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Biotechnology |
|
$ |
10,846,634 |
|
$ |
(2,346,205 |
) |
$ |
1,034,841 |
|
$ |
(2,185 |
) |
$ |
|
|
$ |
9,533,085 |
|
Health Care Equipment & Supplies |
|
5,443,314 |
|
8,719,887 |
|
12,579 |
|
0 |
|
0 |
|
14,175,780 |
| ||||||
Life Sciences Tools & Services |
|
5,041,602 |
|
(1,701 |
) |
1,701 |
|
0 |
|
0 |
|
5,041,602 |
| ||||||
Pharmaceuticals |
|
2,099,998 |
|
(2,922 |
) |
2,922 |
|
0 |
|
0 |
|
2,099,998 |
| ||||||
Convertible Notes |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Biotechnology |
|
0 |
|
0 |
|
814,796 |
|
0 |
|
0 |
|
814,796 |
| ||||||
Health Care Equipment & Supplies |
|
160,398 |
|
140,984 |
|
477,078 |
|
0 |
|
0 |
|
778,460 |
| ||||||
Pharmaceuticals |
|
0 |
|
0 |
|
0 |
|
0 |
|
0 |
|
0 |
| ||||||
Common Stocks and Warrants |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Biotechnology |
|
248,469 |
|
(59,446 |
) |
0 |
|
0 |
|
0 |
|
189,023 |
| ||||||
Health Care Equipment & Supplies |
|
350,125 |
|
126,841 |
|
0 |
|
0 |
|
0 |
|
476,966 |
| ||||||
Health Care Providers & Services |
|
484,444 |
|
102,222 |
|
0 |
|
0 |
|
0 |
|
586,666 |
| ||||||
Milestone Interests |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Pharmaceuticals |
|
7,705,965 |
|
6,563,059 |
|
4,611 |
|
(6,310,398 |
) |
0 |
|
7,963,237 |
| ||||||
Other Assets |
|
1,226,178 |
|
0 |
|
482,960 |
|
(1,329,135 |
) |
|
|
380,003 |
| ||||||
|
|
$ |
33,607,127 |
|
$ |
13,242,719 |
|
$ |
2,831,488 |
|
$ |
(7,641,718 |
) |
$ |
0 |
|
$ |
42,039,616 |
|
Net change in unrealized appreciation (depreciation) from investments still held as of June 30, 2018 $13,262,855
The following is a quantitative disclosure about significant unobservable inputs used in the determination of the fair value of Level 3 assets.
|
|
Fair Value at |
|
Valuation Technique |
|
Unobservable Input |
|
Range | |
Private Companies and Other Restricted Securities |
|
$ |
665,774 |
|
Income approach, Black-Scholes |
|
Discount for lack of marketability |
|
20% (20)% |
|
|
12,282,243 |
|
Probability-weighted expected return model |
|
Discount rate |
|
18.00%-42.02% (25.15) | |
|
|
20,161,693 |
|
Market approach, Recent transaction |
|
(a) |
|
N/A | |
|
|
586,666 |
|
Market comparable |
|
Discount for lack of marketability |
|
50% | |
|
|
|
|
|
|
Price to earnings multiple |
|
17.00x | |
|
|
8,343,240 |
|
Probability adjusted value |
|
Probability of events Timing of events |
|
20%-99% (65.27)% | |
|
|
$ |
42,039,616 |
|
|
|
|
|
|
TEKLA HEALTHCARE INVESTORS
NOTES TO SCHEDULE OF INVESTMENTS
JUNE 30, 2018
(Unaudited, continued)
(a) The valuation technique used as a basis to approximate fair value of these investments is based upon subsequent financing rounds. There is no quantitative information to provide as these methods of measure are investment specific.
Private Companies and Other Restricted Securities
The Fund may invest in private companies and other restricted securities if these securities would currently comprise 40% or less of net assets. The value of these securities represented 4% of the Funds net assets at June 30, 2018.
At June 30, 2018, the Fund had a commitment of $2,575,414 relating to additional investments in two private companies.
The following table details the acquisition date, cost, carrying value per unit, and value of the Funds private companies and other restricted securities at June 30, 2018. The Fund on its own does not have the right to demand that such securities be registered.
Security (#) |
|
Acquisition |
|
Cost |
|
Carrying Value |
|
Value |
| |||
Afferent Milestone Interest |
|
7/27/16 |
|
$ |
377,701 |
|
$ |
774,185.00 |
|
$ |
774,185 |
|
AlterG, Inc. |
|
|
|
|
|
|
|
|
| |||
Series C Cvt. Pfd |
|
4/12/13 |
|
2,056,506 |
|
0.10 |
|
336,472 |
| |||
Cvt. Promissory Note |
|
9/8/17 |
|
17,752 |
|
100.00 |
|
17,751 |
| |||
Amphivena Therapeutics, Inc. |
|
|
|
|
|
|
|
|
| |||
Series B Cvt. Pfd |
|
7/17/17 |
|
4,902,852 |
|
1.50 |
|
4,900,001 |
| |||
Cvt. Promissory Note |
|
6/20/18 |
|
814,796 |
|
100.00 |
|
814,796 |
| |||
BioClin Therapeutics, Inc. |
|
|
|
|
|
|
|
|
| |||
Series A Cvt. Pfd |
|
1/19/16, 10/24/16 |
|
1,751,154 |
|
0.65 |
|
1,750,001 |
| |||
Series B Cvt. Pfd |
|
3/3/17 |
|
1,166,667 |
|
0.75 |
|
1,166,667 |
| |||
CardioKinetix, Inc. |
|
|
|
|
|
|
|
|
| |||
Series C Cvt. Pfd |
|
5/22/08 |
|
2,379,300 |
|
0.00 |
|
0 |
| |||
Series D Cvt. Pfd |
|
12/10/10 |
|
785,862 |
|
0.00 |
|
0 |
| |||
Series E Cvt. Pfd |
|
9/14/11 |
|
1,805,145 |
|
0.00 |
|
0 |
| |||
Series F Cvt. Pfd |
|
12/04/14 |
|
2,368,365 |
|
0.00 |
|
0 |
| |||
Cvt. Promissory Note |
|
6/20/17 |
|
74,505 |
|
0.00 |
|
0 |
| |||
Warrants (expiration 12/11/19) |
|
12/10/09, 2/11/10 |
|
177 |
|
0.00 |
|
0 |
| |||
Warrants (expiration 6/03/20) |
|
6/03/10, 9/01/10 |
|
177 |
|
0.00 |
|
0 |
| |||
Warrants (expiration 8/15/24) |
|
8/15/14 |
|
204 |
|
0.00 |
|
0 |
| |||
Cercacor Laboratories, Inc. Common |
|
3/31/98 |
|
0 |
|
2.98 |
|
476,751 |
| |||
Ethismos Research, Inc. Milestone Interest |
|
10/31/17 |
|
0 |
|
0.00 |
|
0 |
| |||
GenomeDx Biosciences, Inc. |
|
|
|
|
|
|
|
|
| |||
Series C Cvt. Pfd |
|
2/22/16 |
|
3,405,996 |
|
0.33 |
|
754,800 |
| |||
Series D Prime Cvt. Pfd |
|
04/04/18 |
|
118,829 |
|
0.92 |
|
356,487 |
| |||
Series D Cvt. Pfd |
|
04/04/18 |
|
519,952 |
|
0.31 |
|
605,129 |
| |||
Warrants (expiration 11/1/27) |
|
04/05/18 |
|
0 |
|
0.00 |
|
0 |
| |||
IlluminOss Medical, Inc. |
|
|
|
|
|
|
|
|
| |||
Series AA Cvt. Pfd |
|
1/21/16 |
|
960,650 |
|
1.00 |
|
951,000 |
| |||
Junior Preferred |
|
1/21/16 |
|
3,468,037 |
|
1.00 |
|
895,848 |
| |||
Cvt. Promissory Note |
|
3/28/17 |
|
285,686 |
|
100.00 |
|
285,294 |
| |||
Cvt. Promissory Note |
|
12/20/17 |
|
95,244 |
|
100.00 |
|
95,083 |
| |||
Cvt. Promissory Note |
|
01/11/18 |
|
190,226 |
|
100.00 |
|
190,166 |
| |||
Cvt. Promissory Note |
|
02/06/18 |
|
190,166 |
|
100.00 |
|
190,166 |
| |||
Warrants (expiration 1/11/28) |
|
01/11/18 |
|
29 |
|
0.00 |
|
0 |
| |||
Warrants (expiration 11/20/27) |
|
11/21/17 |
|
88 |
|
0.00 |
|
0 |
| |||
Warrants (expiration 2/06/28) |
|
2/06/18 |
|
0 |
|
0.00 |
|
0 |
| |||
Warrants (expiration 3/31/27) |
|
3/28/17 |
|
331 |
|
0.00 |
|
0 |
| |||
InnovaCare Health, Inc. Common |
|
12/21/12 |
|
965,291 |
|
2.64 |
|
586,666 |
| |||
Labcyte, Inc. |
|
|
|
|
|
|
|
|
| |||
Series C Cvt. Pfd |
|
7/18/05 |
|
1,928,781 |
|
1.26 |
|
4,622,970 |
| |||
Series D Cvt. Pfd |
|
12/21/12 |
|
103,036 |
|
1.38 |
|
221,858 |
| |||
Series E Cvt. Pfd |
|
3/27/17 |
|
106,240 |
|
1.61 |
|
196,774 |
| |||
Milestone Pharmaceuticals, Inc. |
|
|
|
|
|
|
|
|
| |||
Series C Cvt. Pfd |
|
7/17/17 |
|
2,102,921 |
|
1.37 |
|
2,099,998 |
| |||
Neurovance Milestone Interest |
|
3/20/17 |
|
4,917,881 |
|
2,711,019.00 |
|
2,711,019 |
| |||
TargeGen Milestone Interest |
|
7/20/10 |
|
133,117 |
|
4,478,033.00 |
|
4,478,033 |
| |||
TherOx, Inc. Common |
|
9/11/00, 7/8/05 |
|
3,582,705 |
|
0.02 |
|
215 |
| |||
Veniti, Inc. |
|
|
|
|
|
|
|
|
| |||
Series A Cvt. Pfd |
|
2/28/11 |
|
3,276,712 |
|
1.74 |
|
6,535,374 |
| |||
Series B Cvt. Pfd |
|
5/24/13 |
|
1,726,774 |
|
1.79 |
|
3,372,155 |
| |||
Series C Cvt. Pfd |
|
12/12/14 |
|
1,181,983 |
|
2.02 |
|
2,084,931 |
| |||
|
|
|
|
$ |
47,761,838 |
|
|
|
$ |
41,470,590 |
| |
TEKLA HEALTHCARE INVESTORS
NOTES TO SCHEDULE OF INVESTMENTS
JUNE 30, 2018
(Unaudited, continued)
(#) See Schedule of Investments and corresponding footnotes for more information on each issuer.
Interest received as part of a corporate action for a previously owned security.
Item 2. Controls and Procedures.
(a.) The registrants principal executive officer and principal financial officer have concluded, based on their evaluation of the registrants disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures are adequately designed and are operating effectively to ensure that information required to be disclosed by the registrant on Form N-Q is (i) accumulated and communicated to the investment companys management, including its certifying officers, to allow timely decisions regarding required disclosure; and (ii) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commissions rules and forms.
(b.) There were no changes in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrants last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting.
Item 3. Exhibits.
Separate certifications for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a)under the Act (17 CFR 270.30a-2(a)). Filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) |
Tekla Healthcare Investors |
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By (Signature and Title) |
/s/ Daniel R. Omstead |
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Daniel R. Omstead, President |
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Date |
8/28/18 |
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Pursuant to the requirements of the Securities and Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title) |
/s/ Laura Woodward |
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Laura Woodward, Treasurer |
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Date |
8/28/18 |
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