ncsrs.htm

As filed with the Securities and Exchange Commission on September 3, 2010
 
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: 811-21342
 
NEUBERGER BERMAN HIGH YIELD STRATEGIES FUND
(Exact Name of the Registrant as Specified in Charter)
c/o Neuberger Berman Management LLC
605 Third Avenue, 2nd Floor
New York, New York 10158-0180
(Address of Principal Executive Offices – Zip Code)
 
Registrant’s telephone number, including area code: (212) 476-8800
 
Robert Conti, Chief Executive Officer
c/o Neuberger Berman Management LLC
Neuberger Berman High Yield Strategies Fund
605 Third Avenue, 2nd Floor
New York, New York  10158-0180
 
Arthur C. Delibert, Esq.
K&L Gates LLP
1601 K Street, N.W.
Washington, D.C. 20006-1600
(Names and Addresses of agents for service)
 
Date of fiscal year end: December 31, 2010
 
Date of reporting period: June 30, 2010
 
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, 100 F Street, NE, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
 
 
 
 

 
 
Item 1. Report to Shareholders
 
 
Neuberger Berman
High Yield Strategies Fund
 
Semi-Annual Report
 
June 30, 2010
 
 
 
 

 
 
Contents
 
THE FUND
 
President’s Letter
1
 
   
PORTFOLIO COMMENTARY
2
 
   
SCHEDULE OF INVESTMENTS
6
 
   
FINANCIAL STATEMENTS
17
 
   
FINANCIAL HIGHLIGHTS/PER SHARE DATA
30
 
   
DIVIDEND REINVESTMENT PLAN
32
 
   
Directory
33
 
   
Proxy Voting Policies and Procedures
34
 
   
Quarterly Portfolio Schedule
34
 
   
 
“Neuberger Berman” and the Neuberger Berman logo are service marks of Neuberger Berman LLC. “Neuberger Berman Management LLC” and the individual Fund name in this shareholder report are either service marks or registered service marks of Neuberger Berman Management LLC. ©2010 Neuberger Berman Management LLC. All rights reserved.
 

 

 
 

 

President’s Letter
 
Dear Shareholder:
 
I am pleased to present the semi-annual report for Neuberger Berman High Yield Strategies Fund for the six months ended June 30, 2010. The report includes a portfolio commentary, a listing of the Fund’s investments and its unaudited financial statements for the reporting period.
 
The Fund’s investment objective is to seek high total return through income plus capital appreciation by investing primarily in high yield debt securities. Its performance is dependent on several factors, including fluctuating bond prices, the rate of interest received on securities held by the Fund, the cost of any borrowings and financing arrangements utilized by the Fund and the impact of interest rate hedges that the Fund may use in seeking to manage short-term interest rate costs.
 
I am pleased to report that the Fund increased its distribution effective in February 2010 from $0.085 to $0.11 per share. The factors considered in increasing the distribution rate included, among other things, the level of income being generated by the Fund’s investments, which had increased based on portfolio composition and market conditions, and the Fund’s level of expenses.
 
As you may know, the Fund’s Board of Trustees approved a proposal to reorganize the Fund and Neuberger Berman Income Opportunity Fund Inc. into a new closed-end fund named Neuberger Berman High Yield Strategies Fund Inc. (“New NHS”). The proposed reorganization was approved by shareholders in July 2010 and the reorganization occurred in August 2010. As a result of the reorganization, you received the same number of New NHS shares as the number of Fund shares you held immediately prior to the reorganization. As a New NHS shareholder, you will receive future annual and semi-annual reports from New NHS. New NHS has the same investment objective and substantially similar principal investment policies, invests in substantially similar markets and presents substantially similar general risks as the Fund. New NHS’s common stock is listed on the NYSE Amex under the ticker symbol NHS.
 
Thank you for your confidence in the Fund. We will do our best to continue earning your confidence and trust.
 
Sincerely,
 
 
Robert Conti
 
President and CEO
 
Neuberger Berman High Yield Strategies Fund
 
1
 
 
 

 

High Yield Strategies Fund Commentary
 
For the six months ended June 30, 2010, Neuberger Berman High Yield Strategies Fund posted a positive absolute return but lagged its benchmark, the Barclays Capital U.S. High-Yield 2% Issuer Capped Bond Index, on a net asset value basis.
 
Despite increased volatility and periods of weakness, the high yield bond market weathered the storm and produced solid results during the six-month reporting period. To a great extent, the market began where it had left off in 2009, when the index rose in 11 of the 12 months and gained an unprecedented 58.76% during the year. Strong performance continued in the first four months of 2010, as the index rose an additional 7%.
 
Driving the market higher early this year were many of the factors that supported high yield prices in 2009. These included generally improving economic conditions, better-than-expected corporate profits and strong demand from investors seeking to generate incremental yields in the low interest environment.
 
The high yield market then took a step backwards in May, in our view, due largely to the escalating sovereign debt crisis in Europe, uncertainties surrounding financial reform legislation in the U.S. and some disappointing economic data. Collectively, this caused robust risk appetite to be replaced by heightened risk aversion. Against this backdrop, investors were drawn to the perceived safety of Treasuries and avoided securities that were perceived to be risky, including high yield bonds. However, this setback proved to be short lived, as solid investor demand returned in June, when the index gained 1.23%.
 
Looking at the six-month reporting period as a whole, the spread between the yields of Treasuries and high yield bonds widened from 618 to 701 basis points. Much of this widening occurred during the flight to quality in May. From a credit-quality perspective, higher-rated securities, on average, outperformed their lower-rated counterparts, as BB- and CCC-rated bonds returned 4.96% and 3.83%, respectively.
 
When the reporting period began, the Fund had a somewhat aggressive posture. This was based on overall improvements in the financial markets and strong technical conditions in the high yield market, as well as our expectations for modest economic growth and lower corporate bond default rates. This was evident in the Fund’s changing quality biases, as we began the period with an overweight in B- and CCC-rated bonds and an underweight in BB-rated bonds relative to the benchmark. During the first half of the period, we adjusted the portfolio by moving its quality bias to be more in line with the benchmark. This occurred through a combination of ratings upgrades on existing positions and purchases of higher quality new issues. We also sold certain B- and CCC-rated securities that had appreciated and used the proceeds to purchase select BB-rated securities that we found to be attractively valued.
 
From an industry perspective, our overweight and security selection in non-captive consumer finance, along with security selection in building materials and construction machinery, were the largest contributors to the Fund’s performance relative to the benchmark. In contrast, security selection in retail, non-captive diversified finance and non-cable media were the largest detractors from relative results.
 
While the high yield market largely treaded water during the second half of the reporting period, we continue to have a positive outlook for high yield bond performance. Although we believe economic growth is likely to moderate during the second half of the year, we feel that concerns regarding a double-dip recession are unwarranted at this time. It is our belief that the combination of positive growth, historically low interest rates, benign inflation and improving credit fundamentals will provide a positive environment for the high yield market. In addition, we anticipate seeing continued declines in the high yield default rate, which should further support the market.
 
Sincerely,
 
 
Ann H. Benjamin and Thomas P. O’Reilly
Portfolio Co-Managers
 
2
 
 
 

 

High Yield Strategies Fund
 
TICKER SYMBOL
High Yield Strategies Fund
NHS
 
 
 
 
RATING SUMMARY OF THE FUND’S
PORTFOLIO HOLDINGS*
(% of total investments)
 
 
 
S&P
 
 
BBB
 
1.4
%
 
BB
 
37.4
 
 
B
 
39.7
 
 
CCC
 
13.5
 
 
Short Term 2.9%
 
 
 
 
*  The Fund uses Standard & Poor’s (S&P) as its primary independent rating agency; Moody’s Investors Services, Inc. (Moody’s) and Fitch Inc. (Fitch) are secondary independent rating agencies. Securities not rated by an independent rating agency are assigned comparable internal ratings. Ratings from Moody’s and Fitch and internal ratings are shown below. All ratings are as of the report date and do not reflect any subsequent changes in ratings.
 
Rating Summary
 
(% of total investments)
 
 
 
Moody’s/Fitch
 
 Internal
 
BB or Ba
 
5.1%
   0%  
 
 
PERFORMANCE HIGHLIGHTS
 
 
 
 
 
Six Month
Period Ended
 
Average Annual Total Return
Ended 06/30/2010
 
NAV1,3,4
 
Inception
Date
 
06/30/2010
 
1 Year
 
5 Year
 
Life of Fund
 
High Yield Strategies Fund
 
07/28/2003
 
4.15%
 
37.51%
 
8.62%
 
9.95%
 
Market Price2,3,4
 
High Yield Strategies Fund
 
07/28/2003
 
13.87%
 
57.57%
 
9.05%
 
9.87%
 
 
Closed-end funds, unlike open-end funds, are not continually offered. There is an initial public offering and, once issued, common shares of closed-end funds are sold in the open market through a stock exchange.
 
The composition, industries and holdings of the Fund are subject to change. Investment return will fluctuate. Past performance is no guarantee of future results.
 
Portfolios that invest in bonds and other fixed income securities can provide regular income and have historically been less volatile than most stock funds. However, they are subject to risks including credit risk, default on principal or interest payments and interest rate fluctuations. High yield bonds, also known as “junk bonds,” are subject to additional risks such as the increased risk of default.
 
3
 
 
 

 

Endnotes
 
1
eturns based on Net Asset Value (“NAV”) of the Fund.
   
2
Returns based on market price of Fund common shares on the New York Stock Exchange.
   
3
Unaudited performance data current to the most recent month-end are available at www.nb.com.
   
4 Neuberger Berman Management LLC (“Management”) has voluntarily agreed to waive a portion of the management fees that it is entitled to receive from the Fund. Please see the notes to the financial statements for specific information regarding the rate of the management fees waived by Management. Absent such a waiver, the performance of the Fund would be lower.
 
4
 
 
 

 

Glossary of Indices
 
Barclays Capital U.S. High-Yield 2% Issuer Capped Bond Index:
 
Barclays Capital U.S. High-Yield 2% Issuer Capped Bond Index is an unmanaged sub-index of Barclays Capital U.S. Corporate High Yield Bond Index, which includes all U.S. dollar-denominated, taxable, fixed rate, non-investment grade debt, capped such that no single issuer accounts for more than 2% of the index weight.
 
 
Please note that an index does not take into account any fees and expenses or any tax consequences of investing in individual securities that it tracks and that individuals cannot invest directly in any index. Data about the performance of this index are prepared or obtained by Management and include reinvestment of all income dividends and distributions. The Fund may invest in securities not included in the above-described index.
 
 
5
 
 
 

 

Schedule of Investments Neuberger Berman High Yield Strategies Fund (Unaudited)

 
PRINCIPAL AMOUNT
 
VALUE
Bank Loan Obligationsµ (0.4%)
 
Radio & Television (0.4%)
 
 
$    675,000
 
Univision Communications, Inc., Term Loan B, 2.54%, due 9/29/14 (Cost $569,508)
$
562,032
^
Corporate Debt Securities (136.1%)
Airlines (2.9%)
 
 
930,000
 
Delta Air Lines, Inc., Senior Secured Notes, 9.50%, due 9/15/14
 
976,500
ñ
 
1,680,000
 
United Airlines, Inc., Pass-Through Certificates, Ser. 2009-2, Class A, 9.75%, due 1/15/17
 
1,793,400
 
 
1,352,075
 
United Airlines, Inc., Pass-Through Certificates, Ser. 2007-1, Class A, 6.64%, due 7/2/22
 
1,243,909
 
 
 
4,013,809
 
Auto Loans (2.3%)
 
 
530,000
 
Ford Motor Credit Co. LLC, Senior Unsecured Notes, 8.00%, due 12/15/16
 
541,973
 
 
2,625,000
 
Ford Motor Credit Co. LLC, Senior Unsecured Notes, 8.13%, due 1/15/20
 
2,679,317
 
 
 
3,221,290
 
Automakers (1.8%)
 
 
545,000
 
Ford Holdings, Inc., Guaranteed Notes, 9.30%, due 3/1/30
 
547,725
 
 
545,000
 
Ford Motor Co., Senior Unsecured Notes, 9.98%, due 2/15/47
 
555,900
 
 
1,410,000
 
Navistar Int’l Corp., Guaranteed Notes, 8.25%, due 11/1/21
 
1,431,150
 
 
 
2,534,775
 
Banking (8.6%)
 
 
905,000
 
Ally Financial, Inc., Guaranteed Notes, 8.30%, due 2/12/15
 
916,313
ñ
 
610,000
 
Ally Financial, Inc., Senior Unsecured Notes, 0.00%, due 6/15/15
 
382,775
 
 
1,450,000
 
Ally Financial, Inc., Subordinated Notes, 8.00%, due 12/31/18
 
1,334,000
 
 
3,685,000
 
Ally Financial, Inc., Guaranteed Notes, 8.00%, due 11/1/31
 
3,399,412
 
 
668,986
 
CIT Group, Inc., Senior Secured Notes, 7.00%, due 5/1/16
 
610,450
 
 
5,769,580
 
CIT Group, Inc., Senior Secured Notes, 7.00%, due 5/1/17
 
5,192,622
 
 
 
11,835,572
 
Beverage (0.4%)
 
 
600,000
 
Constellation Brands, Inc., Guaranteed Notes, 7.25%, due 9/1/16
 
605,250
 
Building & Construction (0.4%)
 
610,000
 
Meritage Homes Corp., Guaranteed Notes, 7.15%, due 4/15/20
 
545,950
ñ
Building Materials (2.7%)
 
375,000
 
Masco Corp., Senior Unsecured Notes, 6.13%, due 10/3/16
 
362,832
 
 
655,000
 
Masco Corp., Senior Unsecured Notes, 7.13%, due 3/15/20
 
635,996
 
 
1,375,000
 
Ply Gem Industries, Inc., Senior Secured Notes, 11.75%, due 6/15/13
 
1,436,875
 
 
345,000
 
Ply Gem Industries, Inc., Guaranteed Notes, 13.13%, due 7/15/14
 
349,313
ñ
 
910,000
 
USG Corp., Guaranteed Notes, 9.75%, due 8/1/14
 
946,400
ñ
 
 
3,731,416
 
 
See Notes to Schedule of Investments
 
6
 
 

 
 
PRINCIPAL AMOUNT
 
VALUE
Chemicals (4.0%)
 
$
770,000
 
Ashland, Inc., Guaranteed Notes, 9.13%, due 6/1/17
$
843,150
 
 
490,000
 
CF Industries, Inc., Guaranteed Notes, 6.88%, due 5/1/18
 
498,575
 
 
255,000
 
CF Industries, Inc., Guaranteed Notes, 7.13%, due 5/1/20
 
261,375
 
 
2,040,000
 
LBI Escrow Corp., Senior Secured Notes, 8.00%, due 11/1/17
 
2,101,200
ñ
 
1,199,000
 
Momentive Performance Materials, Inc., Guaranteed Notes, 12.50%, due 6/15/14
 
1,306,910
 
 
460,000
 
Momentive Performance Materials, Inc., Guaranteed Notes, 11.50%, due 12/1/16
 
405,950
È
 
 
5,417,160
 
Consumer/Commercial/Lease Financing (5.5%)
 
2,140,000
 
American General Finance Corp., Senior Unsecured Medium-Term Notes, Ser. I, 5.85%, due 6/1/13
 
1,883,200
 
 
1,490,000
 
American General Finance Corp., Senior Unsecured Medium-Term Notes, Ser. J, 6.90%, due 12/15/17
 
1,186,412
 
 
770,000
 
Int’l Lease Finance Corp., Senior Unsecured Medium-Term Notes, Ser. R, 5.30%, due 5/1/12
 
723,800
 
 
635,000
 
Int’l Lease Finance Corp., Senior Unsecured Medium-Term Notes, Ser. Q, 5.25%, due 1/10/13
 
581,025
 
 
945,000
 
Int’l Lease Finance Corp., Senior Unsecured Notes, 5.88%, due 5/1/13
 
871,763
 
 
1,430,000
 
Int’l Lease Finance Corp., Senior Unsecured Notes, 8.63%, due 9/15/15
 
1,354,925
ñ
 
1,005,000
 
SLM Corp., Senior Unsecured Medium-Term Notes, 8.00%, due 3/25/20
 
882,577
 
 
 
7,483,702
 
Department Stores (0.8%)
 
 
365,000
 
Macy’s Retail Holdings, Inc., Guaranteed Unsecured Notes, 7.00%, due 2/15/28
 
351,312
 
 
770,000
 
Macy’s Retail Holdings, Inc., Guaranteed Senior Notes, 6.90%, due 4/1/29
 
741,125
 
 
 
1,092,437
 
Diversified Capital Goods (0.5%)
 
715,000
 
RBS Global & Rexnord Corp., Guaranteed Notes, 8.50%, due 5/1/18
 
693,550
ñ
Electric—Generation (7.2%)
 
285,000
 
Calpine Construction Finance Co. L.P., Senior Secured Notes, 8.00%, due 6/1/16
 
291,412
ñ
 
880,000
 
Calpine Corp., Senior Secured Notes, 7.25%, due 10/15/17
 
844,800
ñ
 
3,485,000
 
Dynegy Holdings, Inc., Senior Unsecured Notes, 7.75%, due 6/1/19
 
2,409,006
 
 
210,000
 
Dynegy-Roseton Danskammer, Pass-Through Certificates, Ser. B, 7.67%, due 11/8/16
 
184,800
 
 
315,000
 
Edison Mission Energy, Senior Unsecured Notes, 7.00%, due 5/15/17
 
201,600
 
 
2,630,000
 
Edison Mission Energy, Senior Unsecured Notes, 7.63%, due 5/15/27
 
1,492,525
 
 
2,215,000
 
Energy Future Holdings Corp., Guaranteed Notes, 10.88%, due 11/1/17
 
1,639,100
 
 
1,265,947
 
Energy Future Holdings Corp., Guaranteed Notes, 11.25%, due 11/1/17
 
822,866
 
 
545,000
 
NRG Energy, Inc., Guaranteed Notes, 7.38%, due 2/1/16
 
542,275
 
 
1,165,000
 
NRG Energy, Inc., Guaranteed Notes, 7.38%, due 1/15/17
 
1,153,350
 
 
320,000
 
RRI Energy, Inc., Senior Unsecured Notes, 7.63%, due 6/15/14
 
315,200
È
 
 
9,896,934
 
Electric—Integrated (0.4%)
 
555,000
 
IPALCO Enterprises, Inc., Senior Secured Notes, 7.25%, due 4/1/16
 
567,488
ñ
Electronics (2.9%)
 
 
825,000
 
Advanced Micro Devices, Inc., Unsecured Notes, 8.13%, due 12/15/17
 
820,875
ñ
 
880,000
 
Flextronics Int’l Ltd., Senior Subordinated Notes, 6.25%, due 11/15/14
 
873,400
 
 
1,355,000
 
Freescale Semiconductor, Inc., Senior Secured Notes, 9.25%, due 4/15/18
 
1,338,062
ñ
 
1,070,000
 
NXP BV Funding LLC, Senior Secured Notes, 7.88%, due 10/15/14
 
981,725
 
 
 
4,014,062
 
See Notes to Schedule of Investments
 
7
 
 
 

 

PRINCIPAL AMOUNT
 
VALUE
Energy—Exploration & Production (5.0%)
 
$
3,065,000
 
ATP Oil & Gas Corp., Senior Secured Notes, 11.88%, due 5/1/15
$
2,222,125
ñ
 
1,500,000
 
Chesapeake Energy Corp., Guaranteed Notes, 9.50%, due 2/15/15
 
1,657,500
 
 
950,000
 
Cimarex Energy Co., Guaranteed Notes, 7.13%, due 5/1/17
 
954,750
 
 
732,000
 
Denbury Resources, Inc., Guaranteed Notes, 8.25%, due 2/15/20
 
764,940
 
 
520,000
 
Forest Oil Corp., Guaranteed Notes, 8.50%, due 2/15/14
 
542,100
 
 
645,000
 
Linn Energy LLC, Senior Unsecured Notes, 8.63%, due 4/15/20
 
660,319
ñ
 
 
6,801,734
 
Food & Drug Retailers (2.2%)
 
450,000
 
Ingles Markets, Inc., Senior Unsecured Notes, 8.88%, due 5/15/17
 
457,875
 
 
745,000
 
Rite Aid Corp., Senior Secured Notes, 9.75%, due 6/12/16
 
778,525
 
 
1,050,000
 
Rite Aid Corp., Senior Secured Notes, 10.38%, due 7/15/16
 
1,059,187
 
 
780,000
 
SUPERVALU, Inc., Senior Unsecured Notes, 8.00%, due 5/1/16
 
772,200
 
 
 
3,067,787
 
Food—Wholesale (0.4%)
 
 
555,000
 
Michael Foods, Inc., Senior Notes, 9.75%, due 7/15/18
 
570,262
ñ
Forestry/Paper (2.0%)
 
 
1,565,000
 
Georgia-Pacific LLC, Guaranteed Notes, 7.00%, due 1/15/15
 
1,580,650
ñ
 
1,100,000
 
PE Paper Escrow GmbH, Senior Secured Notes, 12.00%, due 8/1/14
 
1,208,625
ñ
 
 
2,789,275
 
Gaming (6.9%)
 
 
1,630,000
 
FireKeepers Development Authority, Senior Secured Notes, 13.88%, due 5/1/15
 
1,882,650
ñ
 
955,000
 
Harrah’s Operating Co., Inc., Guaranteed Notes, 5.63%, due 6/1/15
 
632,688
È
 
1,640,000
 
Harrah’s Operating Co., Inc., Guaranteed Notes, 10.75%, due 2/1/16
 
1,307,900
È
 
1,060,000
 
MGM Mirage, Inc., Senior Secured Notes, 11.13%, due 11/15/17
 
1,168,650
 
 
650,000
 
MGM Mirage, Inc., Senior Secured Notes, 9.00%, due 3/15/20
 
667,875
ñ
 
830,000
 
Peninsula Gaming LLC, Senior Secured Notes, 8.38%, due 8/15/15
 
826,887
 
 
705,000
 
Peninsula Gaming LLC, Guaranteed Notes, 10.75%, due 8/15/17
 
701,475
 
 
1,541,000
 
Pokagon Gaming Authority, Senior Notes, 10.38%, due 6/15/14
 
1,594,935
ñ
 
665,000
 
San Pasqual Casino Development Group, Inc., Notes, 8.00%, due 9/15/13
 
631,750
ñ
 
 
9,414,810
 
Gas Distribution (8.8%)
 
 
580,000
 
AmeriGas Partners L.P., Senior Unsecured Notes, 7.13%, due 5/20/16
 
577,100
 
 
295,000
 
Crosstex Energy L.P., Guaranteed Notes, 8.88%, due 2/15/18
 
294,631
 
 
3,195,000
 
El Paso Energy Corp., Global Medium-Term Notes, 7.80%, due 8/1/31
 
3,157,657
 
 
762,000
 
Ferrellgas L.P., Senior Unsecured Notes, 6.75%, due 5/1/14
 
746,760
 
 
395,000
 
Ferrellgas Partners L.P., Senior Unsecured Notes, 6.75%, due 5/1/14
 
387,100
 
 
1,155,000
 
Ferrellgas Partners L.P., Senior Unsecured Notes, 9.13%, due 10/1/17
 
1,204,088
ñ
 
250,000
 
Ferrellgas Partners L.P., Senior Unsecured Notes, 8.63%, due 6/15/20
 
250,000
 
 
130,000
 
Inergy L.P., Guaranteed Notes, 8.25%, due 3/1/16
 
131,625
 
 
985,000
 
MarkWest Energy Partners L.P., Guaranteed Notes, Ser. B, 6.88%, due 11/1/14
 
945,600
 
 
1,540,000
 
MarkWest Energy Partners L.P., Guaranteed Notes, Ser. B, 8.75%, due 4/15/18
 
1,555,400
 
 
3,340,000
 
Sabine Pass LNG L.P., Senior Secured Notes, 7.50%, due 11/30/16
 
2,780,550
 
 
 
12,030,511
 
See Notes to Schedule of Investments
 
8
 
 
 

 

 
PRINCIPAL AMOUNT
 
VALUE
Health Facilities (8.7%)
 
$
450,000
 
Columbia Healthcare Corp., Senior Unsecured Notes, 7.50%, due 12/15/23
$
398,250
 
 
520,000
 
Columbia/HCA Corp., Senior Unsecured Notes, 7.69%, due 6/15/25
 
465,400
 
 
175,000
 
Columbia/HCA Corp., Senior Unsecured Notes, 7.05%, due 12/1/27
 
148,750
 
 
790,000
 
DaVita, Inc., Guaranteed Notes, 7.25%, due 3/15/15
 
790,000
 
 
4,050,000
 
HCA, Inc., Secured Notes, 9.25%, due 11/15/16
 
4,293,000
 
 
1,010,000
 
HCA, Inc., Senior Secured Notes, 8.50%, due 4/15/19
 
1,070,600
 
 
875,000
 
Health Management Associates, Inc., Senior Secured Notes, 6.13%, due 4/15/16
 
829,062
 
 
335,000
 
LVB Acquisition, Inc., Guaranteed Notes, 11.63%, due 10/15/17
 
362,638
 
 
1,110,000
 
National MENTOR Holdings, Inc., Guaranteed Notes, 11.25%, due 7/1/14
 
1,107,225
 
 
201,532
 
NMH Holdings, Inc., Senior Unsecured Floating Rate Notes, 7.66%, due 9/15/10
 
156,187
ñµ
 
890,000
 
Tenet Healthcare Corp., Senior Secured Notes, 8.88%, due 7/1/19
 
943,400
ñ
 
1,270,000
 
US Oncology, Inc., Senior Secured Notes, 9.13%, due 8/15/17
 
1,304,925
 
 
 
11,869,437
 
Health Services (1.3%)
 
 
880,000
 
Omnicare, Inc., Guaranteed Notes, 7.75%, due 6/1/20
 
897,600
 
 
970,000
 
Service Corp. Int’l, Senior Unsecured Notes, 7.50%, due 4/1/27
 
858,450
 
 
 
1,756,050
 
Hotels (1.7%)
 
 
580,000
 
Host Hotels & Resorts L.P., Guaranteed Notes, 6.88%, due 11/1/14
 
578,550
 
 
370,000
 
Host Hotels & Resorts L.P., Guaranteed Notes, Ser. O, 6.38%, due 3/15/15
 
362,600
 
 
1,465,000
 
Host Hotels & Resorts L.P., Guaranteed Notes, Ser. Q, 6.75%, due 6/1/16
 
1,448,519
 
 
 
2,389,669
 
Investments & Misc. Financial Services (1.1%)
 
1,490,000
 
Icahn Enterprises L.P., Guaranteed Notes, 7.75%, due 1/15/16
 
1,449,025
ñØØ
Machinery (1.3%)
 
 
1,820,000
 
Case New Holland, Inc., Senior Notes, 7.88%, due 12/1/17
 
1,833,650
ñ
Media—Broadcast (4.6%)
 
 
1,010,000
 
Clear Channel Communications, Inc., Senior Unsecured Notes, 5.75%, due 1/15/13
 
772,650
 
 
970,000
 
Clear Channel Communications, Inc., Senior Unsecured Notes, 5.50%, due 9/15/14
 
533,500
 
 
385,000
 
Clear Channel Communications, Inc., Guaranteed Notes, 10.75%, due 8/1/16
 
270,463
 
 
1,490,000
 
LIN Television Corp., Guaranteed Notes, Ser. B, 6.50%, due 5/15/13
 
1,430,400
 
 
930,000
 
Sirius XM Radio, Inc., Guaranteed Notes, 8.75%, due 4/1/15
 
916,050
ñÈ
 
1,513,868
 
Umbrella Acquisition, Inc., Guaranteed Notes, 9.75%, due 3/15/15
 
1,260,295
ñ
 
685,000
 
XM Satellite Radio, Inc., Senior Secured Notes, 11.25%, due 6/15/13
 
731,237
ñ
 
305,000
 
XM Satellite Radio, Inc., Guaranteed Notes, 13.00%, due 8/1/13
 
333,213
ñ
 
 
6,247,808
 
Media—Cable (8.2%)
 
 
380,000
 
CCO Holdings LLC, Guaranteed Notes, 8.13%, due 4/30/20
 
388,550
ñ
 
2,290,000
 
Cequel Communications Holdings I LLC, Senior Unsecured Notes, 8.63%, due 11/15/17
 
2,281,413
ñ
 
1,100,000
 
CSC Holdings, Inc., Senior Unsecured Notes, 8.50%, due 6/15/15
 
1,135,750
 
 
170,000
 
DISH DBS Corp., Guaranteed Notes, 7.88%, due 9/1/19
 
176,800
 
 
3,030,000
 
EchoStar DBS Corp., Guaranteed Notes, 6.63%, due 10/1/14
 
3,030,000
 
 
535,000
 
UPC Holding BV, Secured Notes, 9.88%, due 4/15/18
 
537,675
ñ
 
1,005,000
 
Videotron Ltee, Guaranteed Senior Unsecured Notes, 6.88%, due 1/15/14
 
1,010,025
 
 
780,000
 
Videotron Ltee, Guaranteed Notes, 9.13%, due 4/15/18
 
846,300
 
See Notes to Schedule of Investments
 
9
 
 
 

 

 
PRINCIPAL AMOUNT
 
VALUE
$
655,000
 
Virgin Media Finance PLC, Guaranteed Notes, 9.13%, due 8/15/16
$
677,925
 
 
1,045,000
 
Virgin Media Finance PLC, Guaranteed Notes, Ser. 1, 9.50%, due 8/15/16
 
1,103,781
 
 
 
11,188,219
 
Media—Services (2.7%)
 
 
630,000
 
Nielsen Finance LLC, Guaranteed Notes, 11.50%, due 5/1/16
 
688,275
 
 
1,070,000
 
The Interpublic Group of Cos., Inc., Senior Unsecured Notes, 10.00%, due 7/15/17
 
1,179,675
 
 
750,000
 
WMG Acquisition Corp., Guaranteed Notes, 7.38%, due 4/15/14
 
714,375
 
 
1,000,000
 
WMG Acquisition Corp., Senior Secured Notes, 9.50%, due 6/15/16
 
1,065,000
 
 
 
3,647,325
 
Medical Products (0.6%)
 
 
800,000
 
Boston Scientific Corp., Senior Unsecured Notes, 6.00%, due 1/15/20
 
794,262
 
Metals/Mining Excluding Steel (2.0%)
 
 
1,300,000
 
Arch Coal, Inc., Guaranteed Notes, 8.75%, due 8/1/16
 
1,355,250
ñ
 
1,125,000
 
Arch Western Finance LLC, Guaranteed Notes, 6.75%, due 7/1/13
 
1,127,812
 
 
260,000
 
Peabody Energy Corp., Guaranteed Notes, 7.38%, due 11/1/16
 
270,725
 
 
 
2,753,787
 
Multi—Line Insurance (1.2%)
 
 
2,125,000
 
American Int’l Group, Inc., Junior Subordinated Debentures, 8.18%, due 5/15/38
 
1,678,750
µ
Packaging (2.0%)
 
 
930,000
 
Ball Corp., Guaranteed Notes, 7.13%, due 9/1/16
 
973,012
 
 
415,000
 
Ball Corp., Guaranteed Notes, 6.63%, due 3/15/18
 
416,038
 
 
880,000
 
Crown Americas LLC, Guaranteed Notes, 7.75%, due 11/15/15
 
913,000
 
 
400,000
 
Crown Americas LLC, Guaranteed Notes, 7.63%, due 5/15/17
 
414,000
ñ
 
 
2,716,050
 
Printing & Publishing (1.9%)
 
 
1,120,000
 
Cengage Learning Acquisitions, Inc., Senior Notes, 10.50%, due 1/15/15
 
1,041,600
ñ
 
405,000
 
Gannett Co., Inc., Guaranteed Notes, 8.75%, due 11/15/14
 
423,225
ñ
 
1,040,000
 
Gannett Co., Inc., Guaranteed Notes, 9.38%, due 11/15/17
 
1,094,600
ñ
 
 
2,559,425
 
REITs (2.0%)
 
 
770,000
 
Ventas Realty L.P., Guaranteed Notes, Ser. 1, 6.50%, due 6/1/16
 
784,066
 
 
1,580,000
 
Ventas Realty L.P., Guaranteed Notes, 6.50%, due 6/1/16
 
1,608,862
 
 
315,000
 
Ventas Realty L.P., Guaranteed Notes, 6.75%, due 4/1/17
 
318,805
 
 
 
2,711,733
 
Restaurants (0.2%)
 
 
350,000
 
OSI Restaurant Partners, Inc., Guaranteed Notes, 10.00%, due 6/15/15
 
342,125
È
Software/Services (4.4%)
 
 
310,000
 
Ceridian Corp., Guaranteed Notes, 11.25%, due 11/15/15
 
279,775
 
 
2,015,200
 
Ceridian Corp., Guaranteed Notes, 12.25%, due 11/15/15
 
1,813,680
 
 
300,000
 
First Data Corp., Guaranteed Notes, 9.88%, due 9/24/15
 
228,000
 
 
See Notes to Schedule of Investments
 
10
 
 
 

 

 
PRINCIPAL AMOUNT
 
               VALUE
$
715,000
 
Lender Processing Services, Inc., Guaranteed Notes, 8.13%, due 7/1/16
$
752,538
 
 
565,000
 
SunGard Data Systems, Inc., Guaranteed Notes, 10.63%, due 5/15/15
 
603,844
 
 
2,215,000
 
SunGard Data Systems, Inc., Guaranteed Notes, 10.25%, due 8/15/15
 
2,286,987
 
 
 
5,964,824
 
Specialty Retail (0.9%)
 
 
1,190,000
 
Toys “R” Us Property Co. I LLC, Guaranteed Notes, 10.75%, due 7/15/17
 
1,300,075
ñ
Steel Producers/Products (3.1%)
 
360,000
 
Steel Dynamics, Inc., Guaranteed Notes, 6.75%, due 4/1/15
 
361,350
 
 
720,000
 
Steel Dynamics, Inc., Guaranteed Notes, 7.75%, due 4/15/16
 
723,600
 
 
1,995,000
 
Tube City IMS Corp., Guaranteed Notes, 9.75%, due 2/1/15
 
1,930,162
 
 
1,420,000
 
United States Steel Corp., Senior Unsecured Notes, 6.65%, due 6/1/37
 
1,221,200
 
 
 
4,236,312
 
Support—Services (3.2%)
 
 
330,000
 
Iron Mountain, Inc., Guaranteed Notes, 8.75%, due 7/15/18
 
340,725
 
 
615,000
 
Knowledge Learning Corp., Inc., Guaranteed Notes, 7.75%, due 2/1/15
 
565,800
ñ
 
1,205,000
 
RSC Equipment Rental, Inc., Senior Unsecured Notes, 9.50%, due 12/1/14
 
1,197,469
 
 
630,000
 
RSC Equipment Rental, Inc., Senior Unsecured Notes, 10.25%, due 11/15/19
 
636,300
ñ
 
635,000
 
United Rentals N.A., Inc., Guaranteed Notes, 7.00%, due 2/15/14
 
596,900
 
 
960,000
 
United Rentals N.A., Inc., Guaranteed Notes, 10.88%, due 6/15/16
 
1,029,600
 
 
 
4,366,794
 
Telecom—Integrated/Services (14.4%)
 
3,235,000
 
Citizens Communications Co., Senior Unsecured Notes, 9.00%, due 8/15/31
 
3,000,462
ØØ
 
640,000
 
Dycom Investments, Inc., Guaranteed Notes, 8.13%, due 10/15/15
 
630,400
 
 
975,000
 
Frontier Communications Corp., Senior Notes, 8.25%, due 4/15/17
 
978,656
ñ
 
1,375,000
 
GCI, Inc., Senior Unsecured Notes, 8.63%, due 11/15/19
 
1,371,563
 
 
1,765,000
 
Integra Telecom Holdings, Inc., Senior Secured Notes, 10.75%, due 4/15/16
 
1,727,494
ñ
 
2,823,750
 
Intelsat Bermuda Ltd., Guaranteed Notes, 11.50%, due 2/4/17
 
2,816,691
 
 
605,000
 
Intelsat Jackson Holdings Ltd., Guaranteed Notes, 8.50%, due 11/1/19
 
611,050
ñ
 
180,000
 
Intelsat SA, Senior Unsecured Notes, 6.50%, due 11/1/13
 
169,650
 
 
940,000
 
Intelsat Subsidiary Holdings Co. Ltd., Guaranteed Notes, Ser. B, 8.88%, due 1/15/15
 
950,575
ñ
 
880,000
 
Level 3 Financing, Inc., Guaranteed Notes, 8.75%, due 2/15/17
 
761,200
 
 
1,095,000
 
Level 3 Financing, Inc., Guaranteed Notes, 10.00%, due 2/1/18
 
969,075
ñ
 
1,130,000
 
PAETEC Holding Corp., Guaranteed Notes, 8.88%, due 6/30/17
 
1,130,000
 
 
1,445,000
 
Qwest Corp., Senior Unsecured Notes, 8.38%, due 5/1/16
 
1,578,663
 
 
220,000
 
Valor Telecommunications Enterprises Finance Corp., Guaranteed Notes, 7.75%, due 2/15/15
 
224,400
 
 
975,000
 
Windstream Corp., Guaranteed Notes, 8.13%, due 8/1/13
 
1,007,906
 
 
1,745,000
 
Windstream Corp., Guaranteed Notes, 8.63%, due 8/1/16
 
1,758,087
 
 
 
19,685,872
 
Telecom—Wireless (4.9%)
 
 
1,425,000
 
Clearwire Communications LLC, Senior Secured Notes, 12.00%, due 12/1/15
 
1,412,531
ñ
 
965,000
 
Cricket Communications, Inc., Senior Secured Notes, 7.75%, due 5/15/16
 
984,300
 
 
1,385,000
 
MetroPCS Wireless, Inc., Guaranteed Notes, 9.25%, due 11/1/14
 
1,426,550
 
 
3,455,000
 
Sprint Capital Corp., Guaranteed Notes, 6.88%, due 11/15/28
 
2,867,650
 
 
 
6,691,031
 
 
 
 
Total Corporate Debt Securities (Cost $180,955,715)
 
186,509,997
 
See Notes to Schedule of Investments
 
11
 
 
 

 

 
NUMBER OF SHARES
 
               VALUE
Short-Term Investments (4.1%)
 
 
3,486,082
 
Neuberger Berman Securities Lending Quality Fund, LLC
$
3,590,664
 
2,049,395
 
State Street Institutional Liquid Reserves Fund Institutional Class
 
2,049,395
 
 
Total Short-Term Investments (Cost $5,605,198)
 
5,640,059
 
 
Total Investments (140.6%) (Cost $187,130,421)
 
192,712,088
##
 
Liabilities, less cash, receivables and other assets [(31.6%)]
 
(43,334,001
)
 
Liquidation Value of Perpetual Preferred Shares [(9.0%)]
 
(12,300,000
)
 
Total Net Assets Applicable to Common Shareholders (100.0%)
$
137,078,087
 
See Notes to Schedule of Investments
 
12
 
 
 

 

Notes to Schedule of Investments (Unaudited)
 
†  In accordance with Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements and Disclosures” (“ASC 820”), all investments held by Neuberger Berman High Yield Strategies Fund (the “Fund”) are carried at the value that Neuberger Berman Management LLC (“Management”) believes the Fund would receive upon selling the investment in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment under current market conditions. Various inputs, including the volume and level of activity for the asset or liability in the market, are considered in valuing the Fund’s investments, some of which are discussed below. Significant management judgment may be necessary to value investments in accordance with ASC 820.
 
ASC 820 established a three-tier hierarchy of inputs to classify value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.
 
 
Level 1 – quoted prices in active markets for identical investments 
   
Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, amortized cost, etc.) 
   
Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) 
   
 
The inputs or methodology used for valuing an investment are not necessarily an indication of the risk associated with investing in those securities.
 
The value of the Fund’s investments in debt securities and interest rate swaps is determined by Management primarily by obtaining valuations from independent pricing services based on readily available bid quotations, or if quotations are not available, by methods which include various considerations based on security type (generally Level 2 inputs). In addition to the consideration of yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions, the following is a description of other Level 2 inputs and related valuation techniques used by an independent pricing service to value certain types of debt securities and short term investments of the Fund:
 
Corporate Debt Securities. Inputs used to value corporate debt securities generally include relative credit information, observed market movements, sector news, spread to the U.S. Treasury market, and other market information which may include benchmark yields, reported trades, broker-dealer quotes, issuer spreads, benchmark securities, bids, offers, and reference data, such as market research publications, when available (“Other Market Information”).
 
High Yield Securities. Inputs used to value high yield securities generally include a number of observations of equity and credit default swap curves related to the issuer and Other Market Information.
 
Short-Term Investments. Investments in Neuberger Berman Securities Lending Quality Fund, LLC and State Street Institutional Liquid Reserves Fund Institutional Class are valued using the respective fund’s daily calculated NAV.
 
Management has developed a process to periodically review information provided by independent pricing services for all types of securities.
 
For debt securities, if a valuation is not available from an independent pricing service, or if Management has reason to believe that the valuation received does not represent the amount the Fund might reasonably expect to receive on a current sale in an orderly transaction, the Fund seeks to obtain quotations from principal market makers (generally considered Level 3 inputs). If such quotations are not readily available, the security is valued using methods the Fund’s Board of Trustees (the “Board”) has approved on the belief that they reflect fair value. Numerous factors may be considered when determining the fair value of a security based on Level 2 or 3 inputs, including available analyst, media or other reports, trading in futures or ADRs and whether the issuer of the
 
See Notes to Financial Statements
 
13
 
 
 

 

Notes to Schedule of Investments (Unaudited) (cont’d)
 
security being fair valued has other securities outstanding. These fair value prices are necessarily estimates, and there is no assurance that such a price will be at or close to the price at which the security is next quoted or next trades.
 
The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2010:
 
Asset Valuation Inputs
 
Level 1
 
Level 2
 
Level 3§
 
 
Total
Investments:
Bank Loan Obligations
     Radio & Television
 
$
 
 
$
562,032
 
 
$
 
 
$
562,032
 
 Corporate Debt Securities
     Airlines
 
 
 
 
 
976,500
 
 
 
3,037,309
 
 
 
4,013,809
 
     Auto Loans
 
 
 
 
 
3,221,290
 
 
 
 
 
 
3,221,290
 
     Automakers
 
 
 
 
 
2,534,775
 
 
 
 
 
 
2,534,775
 
     Banking
 
 
 
 
 
11,835,572
 
 
 
 
 
 
11,835,572
 
     Beverage
 
 
 
 
 
605,250
 
 
 
 
 
 
605,250
 
     Building & Construction
 
 
 
 
 
545,950
 
 
 
 
 
 
545,950
 
     Building Materials
 
 
 
 
 
3,731,416
 
 
 
 
 
 
3,731,416
 
     Chemicals
 
 
 
 
 
5,417,160
 
 
 
 
 
 
5,417,160
 
     Consumer/Commercial/Lease Financing
 
 
 
 
 
7,483,702
 
 
 
 
 
 
7,483,702
 
     Department Stores
 
 
 
 
 
1,092,437
 
 
 
 
 
 
1,092,437
 
     Diversified Capital Goods
 
 
 
 
 
693,550
 
 
 
 
 
 
693,550
 
     Electric—Generation
 
 
 
 
 
9,896,934
 
 
 
 
 
 
9,896,934
 
     Electric—Integrated
 
 
 
 
 
567,488
 
 
 
 
 
 
567,488
 
     Electronics
 
 
 
 
 
4,014,062
 
 
 
 
 
 
4,014,062
 
     Energy—Exploration & Production
 
 
 
 
 
6,801,734
 
 
 
 
 
 
6,801,734
 
     Food & Drug Retailers
 
 
 
 
 
3,067,787
 
 
 
 
 
 
3,067,787
 
     Food—Wholesale
 
 
 
 
 
570,262
 
 
 
 
 
 
570,262
 
     Forestry/Paper
 
 
 
 
 
2,789,275
 
 
 
 
 
 
2,789,275
 
     Gaming
 
 
 
 
 
9,414,810
 
 
 
 
 
 
9,414,810
 
     Gas Distribution
 
 
 
 
 
12,030,511
 
 
 
 
 
 
12,030,511
 
     Health Facilities
 
 
 
 
 
11,869,437
 
 
 
 
 
 
11,869,437
 
     Health Services
 
 
 
 
 
1,756,050
 
 
 
 
 
 
1,756,050
 
     Hotels
 
 
 
 
 
2,389,669
 
 
 
 
 
 
2,389,669
 
     Investments & Misc. Financial Services
 
 
 
 
 
1,449,025
 
 
 
 
 
 
1,449,025
 
     Machinery
 
 
 
 
 
1,833,650
 
 
 
 
 
 
1,833,650
 
     Media—Broadcast
 
 
 
 
 
6,247,808
 
 
 
 
 
 
6,247,808
 
     Media—Cable
 
 
 
 
 
11,188,219
 
 
 
 
 
 
11,188,219
 
     Media—Services
 
 
 
 
 
3,647,325
 
 
 
 
 
 
3,647,325
 
     Medical Products
 
 
 
 
 
794,262
 
 
 
 
 
 
794,262
 
     Metals/Mining Excluding Steel
 
 
 
 
 
2,753,787
 
 
 
 
 
 
2,753,787
 
     Multi—Line Insurance
 
 
 
 
 
1,678,750
 
 
 
 
 
 
1,678,750
 
     Packaging
 
 
 
 
 
2,716,050
 
 
 
 
 
 
2,716,050
 
 
See Notes to Financial Statements
 
 
14
 
 
 

 

Notes to Schedule of Investments (Unaudited) (cont’d)
 
Asset Valuation Inputs
 
Level 1
 
Level 2
 
Level 3§
 
Total
     Printing & Publishing
 
$
 
 
$
2,559,425
 
 
$
 
 
$
2,559,425
 
     REITs
 
 
 
 
 
2,711,733
 
 
 
 
 
 
2,711,733
 
     Restaurants
 
 
 
 
 
342,125
 
 
 
 
 
 
342,125
 
     Software/Services
 
 
 
 
 
5,964,824
 
 
 
 
 
 
5,964,824
 
     Specialty Retail
 
 
 
 
 
1,300,075
 
 
 
 
 
 
1,300,075
 
     Steel Producers/Products
 
 
 
 
 
4,236,312
 
 
 
 
 
 
4,236,312
 
     Support—Services
 
 
 
 
 
4,366,794
 
 
 
 
 
 
4,366,794
 
     Telecom—Integrated/Services
 
 
 
 
 
19,685,872
 
 
 
 
 
 
19,685,872
 
     Telecom—Wireless
 
 
 
 
 
6,691,031
 
 
 
 
 
 
6,691,031
 
Total Corporate Debt Securities
 
 
 
 
 
183,472,688
 
 
 
3,037,309
 
 
 
186,509,997
 
Short-Term Investments
 
 
 
 
 
5,640,059
 
 
 
 
 
 
5,640,059
 
Total Investments
 
$
 
 
$
189,674,779
 
 
$
3,037,309
 
 
$
192,712,088
 
 
§  The following is a reconciliation between the beginning and ending balances of investments in which significant unobservable inputs (Level 3) were used in determining value:
 
Investments in Securities:
 
Beginning
balance, as
of 1/1/10
 
Accrued
discounts/
(premiums)
 
Realized
gain/loss
and change
in unrealized
appreciation/
(depreciation)
 
Net
purchases/
(sales)
 
Net
transfers in
and/or out
of Level 3
 
Balance as
of 6/30/10
 
Net change in
unrealized
appreciation/
(depreciation)
from
investments
still held
as of 6/30/10
 
Corporate Debt
Securities
Airlines
 
$     2,424,995  $      7,266     $    177,657  
$         427,391
 
$        
 
$     3,037,309
   $                  119,638
 
 
 
 
Liability Valuation Inputs
The following is a summary, by category of Level, of inputs used to value the Fund’s derivatives as of June 30, 2010:
 
 
 
Level 1
 
Level 2
 
Level 3
 
Total
Interest rate swap contracts
 
$
 
 
$
(661,642
)
 
$
 
 
$
(661,642
)
 
 
##  At June 30, 2010, the cost of investments for U.S. federal income tax purposes was $187,786,398. Gross unrealized appreciation of investments was $8,097,640 and gross unrealized depreciation of investments was $3,171,950, resulting in net unrealized appreciation of $4,925,690 based on cost for U.S. federal income tax purposes.
 
ñ  Restricted security subject to restrictions on resale under federal securities laws. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers under Rule 144A under the Securities Act of 1933, as amended, and have been deemed by the investment manager to be liquid. At June 30, 2010, these securities amounted to approximately $48,280,993 or 35.2% of net assets applicable to common shareholders.
 
µ  Floating rate securities are securities whose yields vary with a designated market index or market rate. These securities are shown at their current rates as of June 30, 2010.
 
È  All or a portion of this security is on loan (see Note A of Notes to Financial Statements).
 
See Notes to Financial Statements
 
15
 
 
 

 

Notes to Schedule of Investments (Unaudited) (cont’d)
 
‡  Managed by an affiliate of Management and could be deemed an affiliate of the Fund (see Notes A & E of Notes to Financial Statements).
 
ØØ  All or a portion of this security is segregated in connection with obligations for interest rate swap contracts and delayed delivery purchase commitments.
 
^  All or a portion of this security was purchased on a delayed delivery basis. As of June 30, 2010, the value of the Fund’s unfunded loan commitments was $562,032, pursuant to the following loan agreement:
 
 
Borrower
 
 
Principal
Amount
 
Value
Univision Communications, Inc., Term Loan B, 2.54%, due  9/29/14
 
$
675,000
 
 
$
562,032
 
 
See Notes to Financial Statements
 
16
 
 
 

 

Statement of Assets and Liabilities (Unaudited)
 
Neuberger Berman
 
 
 
HIGH YIELD
STRATEGIES FUND
 
 
June 30, 2010
Assets
Investments in securities, at value*† (Notes A & E)—see Schedule of Investments:
Unaffiliated issuers
 
 
$
189,121,424
 
Affiliated issuers
 
 
3,590,664
 
 
 
 
192,712,088
 
Deposits with brokers for open swap contracts
 
 
1,505,196
 
Interest receivable
 
 
3,968,313
 
Receivable for securities sold
 
 
2,619,093
 
Receivable for securities lending income—net (Note A)
 
 
1,542
 
Prepaid expenses and other assets
 
 
322,438
 
Total Assets
 
 
201,128,670
 
Liabilities
Notes payable (Note A)
 
 
45,900,000
 
Payable for collateral on securities loaned (Note A)
 
 
3,487,640
 
Distributions payable—preferred shares
 
 
1,173
 
Interest rate swaps, at value (Note A)
 
 
661,642
 
Payable for securities purchased
 
 
1,230,814
 
Payable to investment manager—net (Notes A & B)
 
 
87,810
 
Payable to administrator (Note B)
 
 
7,983
 
Payable for merger fees (Note G)
 
 
194,000
 
Interest payable
 
 
2,465
 
Accrued expenses and other payables
 
 
177,056
 
Total Liabilities
 
 
51,750,583
 
Perpetual Preferred Shares Series A (492 shares issued and outstanding) at liquidation value
 
 
12,300,000
 
Net Assets applicable to Common Shareholders at value
 
 
$
137,078,087
 
Net Assets applicable to Common Shareholders consist of:
Paid-in capital—common shares
 
 
$
160,848,060
 
Undistributed net investment income (loss)
 
 
1,481,689
 
Accumulated net realized gains (losses) on investments
 
 
(30,181,335
)
Net unrealized appreciation (depreciation) in value of investments
 
 
4,929,673
 
Net Assets applicable to Common Shareholders at value
 
 
$
137,078,087
 
Common Shares Outstanding (no par value; unlimited number of shares authorized)
 
 
11,032,593
 
Net Asset Value Per Common Share Outstanding
 
 
$
12.42
 
†Securities on loan, at value
 
 
$
3,420,016
 
*Cost of Investments:
Unaffiliated issuers
 
 
$
183,574,618
 
Affiliated issuers
 
 
3,555,803
 
Total cost of investments
 
 
$
187,130,421
 
 
See Notes to Financial Statements
 
17
 
 
 

 

Statement of Operations (Unaudited)
 
Neuberger Berman
 
 
 
HIGH YIELD
STRATEGIES FUND
 
 
For the
Six Months Ended
June 30, 2010
Investment Income:
Income (Note A):
Interest income—unaffiliated issuers
 
 
$
9,559,908
 
Income from securities loaned—net (Note E)
 
 
16,439
 
Total income
 
 
$
9,576,347
 
Expenses:
Investment management fees (Notes A & B)
 
 
588,783
 
Administration fees (Note B)
 
 
49,064
 
Audit fees
 
 
37,564
 
Basic maintenance expense (Note B)
 
 
12,397
 
Custodian fees (Note B)
 
 
41,606
 
Insurance expense
 
 
4,469
 
Legal fees
 
 
80,393
 
Shareholder reports
 
 
46,852
 
Stock exchange listing fees
 
 
12,397
 
Stock transfer agent fees
 
 
11,927
 
Interest expense (Note A)
 
 
429,889
 
Trustees’ fees and expenses
 
 
23,950
 
Merger fees (Note G)
 
 
200,000
 
Miscellaneous
 
 
12,217
 
Total expenses
 
 
1,551,508
 
Investment management fees waived (Notes A & B)
 
 
(49,064
)
Expenses reduced by custodian fee expense offset arrangement (Note B)
 
 
(150
)
Total net expenses
 
 
1,502,294
 
Net investment income (loss)
 
 
$
8,074,053
 
Realized and Unrealized Gain (Loss) on Investments (Note A)
Net realized gain (loss) on:
Sales of investment securities of unaffiliated issuers
 
 
7,276,902
 
Interest rate swap contracts
 
 
(601,424
)
Change in net unrealized appreciation (depreciation) in value of:
Unaffiliated investment securities
 
 
(9,300,096
)
Affiliated investment securities
 
 
34,861
 
Interest rate swap contracts
 
 
456,940
 
Net gain (loss) on investments
 
 
(2,132,817
)
Distributions to Preferred Shareholders
 
 
(196,163
)
Net increase (decrease) in net assets applicable to Common Shareholders resulting from operations
 
 
$
5,745,073
 
 
See Notes to Financial Statements
 
18
 
 
 

 

Statements of Changes in Net Assets
 
Neuberger Berman
   
HIGH YIELD STRATEGIES FUND
   
Six Months Ended
June 30, 2010
(Unaudited)
 
Year Ended
December 31,
2009
Increase (Decrease) in Net Assets Applicable to Common Shareholders:
From Operations (Note A):
Net investment income (loss)
 
$
8,074,053
   
$
16,554,280
 
Net realized gain (loss) on investments
   
6,675,478
     
(1,145,334
)
Change in net unrealized appreciation (depreciation) of investments
   
(8,808,295
)
   
58,655,831
 
Distributions to Preferred Shareholders From (Note A):
Net investment income
   
(196,163
)
   
(472,605
)
Net increase (decrease) in net assets applicable to common shareholders resulting
from operations
   
5,745,073
     
73,592,172
 
Distributions to Common Shareholders From (Note A):
Net investment income
   
(7,004,319
)
   
(14,441,783
)
From Capital Share Transactions (Note D):
Proceeds from reinvestment of dividends and distributions
   
44,137
     
 
Payments for shares redeemed in connection with tender offer (Note F)
   
     
(11,764,397
)
Total net proceeds from capital share transactions
   
44,137
     
(11,764,397
)
Net Increase (Decrease) in Net Assets Applicable to Common Shareholders
   
(1,215,109
)
   
47,385,992
 
Net Assets Applicable to Common Shareholders:
Beginning of period
   
138,293,196
     
90,907,204
 
End of period
 
$
137,078,087
   
$
138,293,196
 
Undistributed net investment income (loss) at end of period
 
$
1,481,689
   
$
608,118
 
 
See Notes to Financial Statements
 
19
 
 
 

 

Statement of Cash Flows (Unaudited)
 
Neuberger Berman
 
   
HIGH YIELD STRATEGIES FUND
   
For the Six Months Ended
June 30, 2010
Increase (decrease) in cash:
Cash flows from operating activities:
Net increase in net assets applicable to Common Shareholders
resulting from operations
 
$
5,745,073
 
Adjustments to reconcile net increase in net assets applicable to
Common Shareholders resulting from operations to net
cash provided in operating activities:
Changes in assets and liabilities:
       Purchase of investment securities
   
(157,666,886
)
       Proceeds from disposition of investment securities
   
160,857,149
 
       Purchase of short-term investment securities, net
   
(707,808
)
       Decrease in collateral for securities loaned
   
1,499,971
 
       Increase in net interest on swaps
   
(424
)
       Increase in dividends and interest receivable
   
(482,779
)
       Increase in receivable for securities lending income
   
(806
)
       Decrease in prepaid expenses and other assets
   
80,726
 
       Increase in receivable for securities sold
   
(2,519,826
)
       Increase in deposits with brokers for open swap contracts
   
(5,196
)
       Increase in accumulated unpaid dividends on Preferred Shares
   
95
 
       Decrease in payable for collateral on securities loaned
   
(1,499,971
)
       Increase in payable for securities lending fees
   
563
 
       Increase in payable for investment securities purchased
   
309,783
 
       Increase in interest payable
   
360
 
       Net accretion of discount on investments
   
(1,093,393
)
       Increase in accrued expenses and other payables
   
246,313
 
       Unrealized depreciation on securities
   
9,265,235
 
       Unrealized appreciation on swaps
   
(456,940
)
       Net realized gain from investments
   
(7,276,902
)
       Net realized loss from swaps
   
601,424
 
Net cash provided by operating activities
 
$
6,895,761
 
Cash flows from financing activities:
       Cash distributions paid on Common Shares
   
(7,039,775
)
       Cash distributions reinvested on Preferred Shares
   
44,137
 
Net cash used in financing activities
   
(6,995,638
)
Net decrease in cash
   
(99,877
)
Cash:
       Beginning balance
   
99,877
 
       Ending balance
 
$
 
Supplemental disclosure
       Cash paid for interest
 
$
429,529
 
 
 
See Notes to Financial Statements
 
20
 
 

 
 
Notes to Financial Statements High Yield Strategies Fund (Unaudited)
 
Note A—Summary of Significant Accounting Policies:
 
1  General: Except where otherwise indicated, information included herein is as of June 30, 2010. The Fund was organized as a Delaware statutory trust on April 8, 2003, and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, closed-end management investment company. Management is the investment adviser to the Fund. Neuberger Berman Fixed Income LLC (“NBFI”) is the sub-adviser to the Fund. The Fund’s common shares are listed on the New York Stock Exchange under the symbol NHS. Subsequent to June 30, 2010, the Fund and Neuberger Berman Income Opportunity Fund Inc. reorganized into a new fund named Neuberger Berman High Yield Strategies Inc. (“New NHS”) (see Note G for more information regarding the reorganization).
 
The Fund’s investment objective is to seek high total return (income plus capital appreciation). The Fund pursues its investment objective by investing its assets primarily in high yield debt securities.
 
The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires Management to make estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates.
 
2  Portfolio valuation: Investment securities are valued as indicated in the notes following the Schedule of Investments.
 
3  Securities transactions and investment income: Security transactions are recorded on trade date for financial reporting purposes. Dividend income is recorded on the ex-dividend date. Interest income, including amortization of premium, where applicable, and accretion of discount on securities (adjusted for original issue discount, where applicable) is recorded on the accrual basis. Realized gains and losses from security transactions are recorded on the basis of identified cost and stated separately in the Statement of Operations. Included in net realized gain (loss) on investments are proceeds from the settlements of class action litigation in which the Fund participated as a class member. The amount of such proceeds for the six months ended June 30, 2010 was $1,081.
 
4  Income tax information: It is the policy of the Fund to continue to qualify as a regulated investment company by complying with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its earnings to its shareholders. Therefore, no federal income or excise tax provision is required.
 
The Fund has adopted the provisions of ASC 740 “Income Taxes” (“ASC 740”). ASC 740 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken, or expected to be taken, in a tax return. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as an income tax expense in the Statement of Operations. The Fund is subject to examination by U.S. federal and state tax authorities for returns filed for the prior three fiscal years 2006 - 2008. As of June 30, 2010, the Fund did not have any unrecognized tax benefits.
 
Income distributions and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences and differing characterization of distributions made by the Fund as a whole.
 
As determined on December 31, 2009, permanent differences resulting primarily from different book and tax accounting for income recognized on interest rate swaps, non-deductable restructuring costs, and delayed settlement compensation on bank loans were reclassified at fiscal year-end. These reclassifications had no effect on net income, net asset value applicable to common shareholders or net asset value per common share of the Fund.
 
 
21
 
 
 

 

The tax character of distributions paid during the years ended December 31, 2009 and December 31, 2008 was as follows:
 
 
 
Distributions Paid From:
 
 
Ordinary Income
 
Long-Term
Capital Gain
 
Tax Return of
Capital
 
Total
2009
 
2008
 
2009
 
2008
 
2009
 
2008
 
2009
 
2008
$
14,914,388
 
 
$
18,316,981
 
 
$
 
 
$
 
 
$
 
 
$
1,198,186
 
 
$
14,914,388
 
 
$
19,515,167
 
 
As of December 31, 2009, the components of distributable earnings (accumulated losses) on a U.S. federal income tax basis were as follows:
 
Undistributed
Ordinary
Income
 
Undistributed
Long-Term
Gain
 
Unrealized
Appreciation
(Depreciation)
 
Loss
Carryforwards
and Deferrals
 
Total
$
634,580
 
 
$
 
 
$
13,135,597
 
 
$
(36,254,442
)
 
$
(22,484,265
)
 
 
The difference between book basis and tax basis distributable earnings is attributable primarily to timing differences of wash sales, distribution payments, income recognized on interest rate swaps, delayed settlement compensation on bank loans, partnership basis adjustments, post October loss deferrals, and capital loss carryforwards.
 
To the extent the Fund’s net realized capital gains, if any, can be offset by capital loss carryforwards, it is the policy of the Fund not to distribute such gains. As determined at December 31, 2009, the Fund had unused capital loss carryforwards available for federal income tax purposes to offset net realized capital gains, if any, as follows:
 
 
Expiring in:
 
2016
 
2017
 
$
30,497,592
 
$
  5,434,807
 
 
Under current tax law, certain net capital and net foreign currency losses realized after October 31 within the taxable year may be deferred and treated as occurring on the first day of the following tax year. For the year ended December 31, 2009, the Fund elected to defer $322,043 of net capital losses arising between November 1, 2009 and December 31, 2009.
 
5  Foreign taxes: Foreign taxes withheld represent amounts withheld by foreign tax authorities net of refunds recoverable.
 
6  Distributions to common shareholders: The Fund earns income, net of expenses, daily on its investments. The Fund intends to make monthly distributions of net investment income to common shareholders. In addition, at least annually, the Fund distributes any net realized capital gains. There is no assurance that the Fund will always be able to pay distributions of a particular size, or that distributions will consist solely of net investment income and realized capital gains. The composition of the Fund’s distributions for the year ended December 31, 2010 will be reported to Fund shareholders on IRS Form 1099DIV. The Fund may pay additional distributions to avoid excise tax or to satisfy the requirements of Subchapter M of the Internal Revenue Code. Distributions to common shareholders are recorded on the ex-date. Net realized capital gains, if any, will be offset to the extent of any available capital loss carryforwards. Distributions to preferred shareholders are accrued and determined as described in Note A-8.
 
On June 30, 2010, the Fund declared a monthly distribution to common shareholders in the amount of $0.11 per share, payable after the close of the reporting period, on July 30, 2010, to shareholders of record on July 15, 2010, with an ex-date of July 13, 2010. Subsequent to June 30, 2010, New NHS declared a monthly distribution to common shareholders in the amount of $0.11 per share, payable on August 31, 2010 to shareholders of record on August 16, 2010, with an ex-date of August 12, 2010.
 
22
 
 
 

 

7  Expense allocation: Certain expenses are applicable to multiple funds. Expenses directly attributable to the Fund are charged to the Fund. Expenses borne by the complex of related investment companies, which includes open-end and closed-end investment companies for which Management serves as investment manager, that are not directly attributable to a particular investment company (e.g., the Fund) are allocated among the Fund and the other investment companies in the complex or series thereof on the basis of relative net assets, except where a more appropriate allocation of expenses to each of the investment companies in the complex or series thereof can otherwise be made fairly.
 
8  Financial leverage: On October 22, 2003, the Fund issued 3,600 Money Market Cumulative Preferred Shares (“MMP”), each without par value, with proceeds of $90,000,000 in a public offering. On November 13, 2008, the Fund redeemed all 3,600 MMP at the liquidation price of $25,000 per share plus any accumulated and unpaid dividends.
 
In September 2008, the Fund entered into a Master Securities Purchase Agreement and a Master Note Purchase Agreement pursuant to which it could issue privately placed notes (“PNs”) and privately placed perpetual preferred shares (“PPS” and, together with PNs, “Private Securities”). In November 2008, the Fund issued PNs with an aggregate principal value of $45,900,000 and issued 492 PPS with an aggregate liquidation preference of $12,300,000 and used those proceeds to redeem outstanding MMP.
 
The PNs mature in November 2013 and interest thereon is accrued daily and paid quarterly. The PPS have a liquidation preference of $25,000 per share plus any accumulated unpaid distributions, whether or not earned or declared by the Fund, but excluding interest thereon (“PPS Liquidation Value”). Distributions are accrued daily and paid quarterly for PPS. For the six months ended June 30, 2010, the distribution rate on the PPS ranged from 3.15% to 3.43% and the interest rate on the PNs ranged from 1.65% to 1.93%. The Fund has paid up front offering and organizational expenses which are being amortized over the life of the PNs. The expenses are included in the interest expense that is reflected in the Statement of Operations.
 
The Fund may redeem PPS or prepay the PNs, in whole or in part, at its option after giving a minimum amount of notice to the relevant holders of the Private Securities but will incur additional expenses if it chooses to so redeem or prepay. The Fund is also subject to certain restrictions relating to the Private Securities. Failure to comply with these restrictions could preclude the Fund from declaring any distributions to common shareholders or repurchasing common shares and/or could trigger the mandatory redemption of PPS at PPS Liquidation Value and certain expenses and/or mandatory prepayment of PNs at par plus accrued but unpaid interest and certain expenses. The holders of PPS are entitled to one vote for each dollar of liquidation preference represented by PPS owned and will vote with holders of common shares as a single class, except that the holders of PPS will vote separately as a class on certain matters, as required by law or the Fund’s organizational documents. The holders of PPS, voting as a separate class, are entitled at all times to elect two Trustees of the Fund, and to elect a majority of the Trustees of the Fund if the Fund fails to pay distributions on PPS for two consecutive years.
 
9  Security lending: A third party, eSecLending, currently serves as exclusive lending agent for the Fund. eSecLending, as agent, has assisted the Fund in conducting a bidding process to try to identify a principal that would pay a guaranteed amount to the Fund in consideration of the Fund entering into an exclusive securities lending arrangement. During the fiscal period, no principal had, and none currently has, an exclusive securities lending arrangement with the Fund; as such, the Fund is not guaranteed any particular level of income.
 
Under the securities lending arrangement, the Fund receives cash collateral at the beginning of each transaction equal to at least 102% of the prior day’s market value of the loaned securities (105% in the case of international securities). The Fund may invest all the cash collateral in Neuberger Berman Securities Lending Quality Fund, LLC (“Quality Fund”), a fund managed by NBFI, an affiliate of Management, and sub-advised by Dwight Asset Management Company LLC. Quality Fund is not a money market fund that is registered under the 1940 Act and does not operate in accordance with all requirements of Rule 2a-7 under the 1940 Act. There is no assurance that Quality Fund will maintain a $1.00 share price.
 
23
 
 
 

 

The market value of the Fund’s investments in Quality Fund as of the fiscal period ended June 30, 2010, if any, is reflected in the Fund’s Schedule of Investments. The price at which the Fund redeems Quality Fund shares may be less than the price at which the Fund purchased those shares and so the Fund may not receive back from Quality Fund an amount that equals the amount of the collateral it received from the borrower. In such cases, the Fund would have to make up the shortfall. In addition, as a result of recent reduced liquidity in the credit and fixed income markets, it may be difficult to dispose quickly of some securities in Quality Fund at the price at which Quality Fund is carrying them.
 
Net income from the lending program represents any amounts received from a principal plus income earned on the cash collateral invested in Quality Fund or in other investments, if applicable, less cash collateral fees and other expenses associated with the loans. For the fiscal period ended June 30, 2010, the Fund received net income under the securities lending arrangement of approximately $16,439, which is reflected in the Statement of Operations under the caption “Income from securities loaned — net,” which includes approximately $4,434 of interest income which was earned from the Quality Fund.
 
10  Repurchase agreements: The Fund may enter into repurchase agreements with institutions that Management has determined are creditworthy. Each repurchase agreement is recorded at cost. The Fund requires that the securities purchased in a repurchase agreement be transferred to the custodian in a manner sufficient to enable the Fund to assert a perfected security interest in those securities in the event of a default under the repurchase agreement. The Fund monitors, on a daily basis, the value of the securities transferred to ensure that their value, including accrued interest, is greater than amounts owed to the Fund under each such repurchase agreement.
 
11  Reverse repurchase agreements: The Fund may enter into reverse repurchase agreements with institutions deemed creditworthy by Management. A reverse repurchase agreement involves the sale of a security by the Fund, with an agreement to repurchase the same or substantially similar security at an agreed upon price and date. Securities purchased subject to repurchase agreements must have an aggregate market value greater than or equal to the repurchase price plus accrued interest at all times. Reverse repurchase agreements involve the risk that the market value of the securities purchased with the proceeds from the sale of securities received by the Fund may decline below the price of the securities that the Fund is obligated to repurchase. There were no reverse repurchase agreements outstanding at June 30, 2010.
 
12  Concentration of credit risk: The Fund will normally invest at least 80% of its Managed Assets (as defined in Note B) in investments offering high current income, which generally will be in the lower rating categories of recognized rating agencies. These investments are regarded as predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal in accordance with the terms of the obligations and will generally involve more credit risk than securities in the higher rating categories. In addition, the trading market for high yield investments may be relatively less liquid than the market for higher-rated investments.

Due to the inherent volatility and illiquidity of the high yield securities in which the Fund invests and the real or perceived difficulty of issuers of those high yield securities to meet their payment obligations during economic downturns or because of negative business developments relating to the issuer or its industry in general, the value and/or price of the Fund’s common shares may fluctuate more than would be the case if the Fund did not concentrate in high yield securities.
 
13  Risk associated with the use of leverage: The Fund’s use of leverage through the issuance of Private Securities, as well as the economic leverage inherent in certain derivatives, including credit default swaps, creates risks for holders of common shares. There is no assurance that the Fund’s leveraging strategies will be successful. If the Fund issues Private Securities to make additional investments and the income and capital appreciation from those investments exceed the distributions payable on the PPS or the interest payable on the PNs, the Fund’s investment return will be greater than if leverage had not been used. However, if the distributions payable on the PPS or the interest payable on the PNs exceed the income and capital appreciation from the additional investments, the Fund
 
24
 
 
 

 

would lose money and its investment return will be lower than if leverage had not been used. Leverage creates risk which may adversely affect the return for holders of common shares, including:
 
(a)  the likelihood of greater volatility of net asset value and market price of the Fund’s common shares;
 
(b)  the possibility either that common share income will fall if the PPS distribution rate or the PN interest rate rises or the Fund’s borrowing costs increase, or that common share income will fluctuate because of changes in the Private Securities distribution and interest rates or borrowing costs.
 
14  Derivative instruments: During the six months ended June 30, 2010, the Fund’s use of derivatives was limited to interest rate swap contracts. The Fund adopted ASC 815 “Derivatives and Hedging” (“ASC 815”), effective January 1, 2009. The disclosure requirements of ASC 815 distinguish between derivatives that qualify for hedging accounting and those that do not. Because investment companies value their derivatives at fair value and recognize changes in fair value through the Statement of Operations, they do not qualify for such accounting. Accordingly, even though the Fund’s investments in derivatives may represent economic hedges, they are considered non-hedge transactions for purposes of this disclosure.
 
Interest Rate Swaps: The Fund entered into interest rate swap transactions, with institutions that Management has determined are creditworthy, to reduce the risk that an increase in short-term interest rates could reduce common share net earnings as a result of leverage. Under the terms of an interest rate swap contract, the Fund agrees to pay the swap counter party a fixed-rate payment in exchange for the counter party’s paying the Fund a variable-rate payment that is intended to approximate all or a portion of the Fund’s variable-rate payment obligations on the Fund’s Private Securities. The fixed-rate and variable-rate payment flows are netted against each other, with the difference being paid by one party to the other on a monthly basis. The Fund segregates cash or liquid securities having a value at least equal to the Fund’s net payment obligations under any swap transaction, marked to market daily.
 
Risks may arise if the counter party to a swap contract fails to comply with the terms of its contract. The loss incurred by the failure of a counter party is generally limited to the net interest payment to be received by the Fund and/or the termination value at the end of the contract. Additionally, risks may arise if there is no liquid market for these agreements or from movements in interest rates unanticipated by Management.
 
Periodic expected interim net interest payments or receipts on the swaps are recorded as an adjustment to unrealized gains/losses, along with the fair value of the future periodic payment streams on the swaps. The unrealized gains/losses associated with the periodic interim net interest payments are reclassified to realized gains/losses in conjunction with the actual net receipt or payment of such amounts. The reclassifications do not impact the Fund’s total net assets applicable to common shareholders or its total net increase (decrease) in net assets applicable to common shareholders resulting from operations. At June 30, 2010, the Fund had an outstanding interest rate swap contract as follows:
 
 
 
 
 
 
 
Rate Type
 
 
 
 
 
 
Swap Counter
Party
 
Notional
Amount(2)
 
Termination
Date
 
Fixed-rate
Payments
Made by
the Fund
 
Variable-rate
Payments
Received by
the Fund(1)
 
Accrued Net
Interest
Receivable
(Payable)
 
Unrealized
Appreciation
(Depreciation)
 
Total Fair
Value
Citibank, N.A.
 
$
45,000,000
 
 
January 28, 2011
 
 
2.92%
 
 
 
0.35%
 
 
$
(9,648)
 
 
$
(651,994)
 
 
$
(661,642)
 
 
 
(1)  30 day LIBOR (London Interbank Offered Rate) at June 25, 2010.
 
(2)  The notional amount at period end is indicative of the volume throughout the period.
 
 
 
25
 
 
 

 

 
At June 30, 2010, the Fund held the following derivatives (which did not qualify for hedge accounting under ASC 815), grouped by primary risk exposure:
 
Liability Derivatives
 
 
 
Interest Rate
Risk
Interest Rate Swap Contract(1)
 
$
(661,642
)
Total Value
 
$
(661,642
)
 
 
 (1)  “Interest Rate Swap Contract” reflects the appreciation (depreciation) of the interest rate swap contract plus accrued interest as of June 30, 2010, which is reported as “Interest rate swaps, at value” within the Statement of Assets and Liabilities.
 
The impact of the use of derivative instruments as reflected in the Statement of Operations during the six months ended June 30, 2010, was as follows:
 
Realized Gain (Loss)(1)
 
 
 
 
Interest Rate
Risk
Interest Rate Swap Contract
 
$
(601,424
)
Total Realized Gain (Loss)
 
$
(601,424
)
 
 
 
Change in Appreciation (Depreciation)(2)
 
 
 
 
Interest Rate
Risk
Interest Rate Swap Contract
 
$
456,940
 
Total Change in Appreciation (Depreciation)
 
$
456,940
 
 
 
 
 (1)  Statement of Operations location: Net realized gain (loss) on interest rate swap contracts.
 
(2)  Statement of Operations location: Change in net unrealized appreciation (depreciation) in value of interest rate swap contracts.
 
15  Indemnifications: Like many other companies, the Fund’s organizational documents provide that its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, both in some of its principal service contracts and in the normal course of its business, the Fund enters into contracts that provide indemnifications to other parties for certain types of losses or liabilities. The Fund’s maximum exposure under these arrangements is unknown as this could involve future claims against the Fund.
 
Note B—Management Fees, Administration Fees, Distribution Arrangements, and Other Transactions with Affiliates:
 
The Fund pays all expenses incurred in connection with the operations of the Fund. These expenses, among others, include custodian and fund accounting and administrative fees, legal and audit fees, fees and expenses of the Trustees who are not “interested persons” within the meaning of the 1940 Act (“Independent Fund Trustees”), and printing expenses.
 
The Fund pays Management a monthly fee computed at an annual rate of 0.60% of the Fund’s average daily “Managed Assets” (net assets, including assets attributable to any outstanding preferred shares, plus the aggregate principal amount of any borrowings). Management is responsible for developing, implementing and supervising the Fund’s investment program and providing certain administrative services to the Fund. Management has retained NBFI to serve as the sub-adviser of the Fund and to manage the Fund’s investment portfolio. Management compensates NBFI for its services as sub-adviser. Management pays NBFI a monthly sub-advisory fee calculated at the following annual percentage rates of the Fund’s average daily Managed Assets: 0.55% on the Fund’s first $25 million of Managed Assets, 0.45% on the next $25 million of Managed Assets, 0.35% on the next $50 million of Managed Assets, and 0.30% on Managed Assets that are in excess of $100 million.
 

26
 
 

 

 
In connection with the May 2009 tender offer and the tender offer program, effective June 9, 2009, Management has agreed to voluntarily waive a portion of the management fee it is entitled to receive from the Fund at a rate of 0.05% of the average daily Managed Assets. For the six months ended June 30, 2010, such waived fees amounted to $49,064.
 
The Fund pays no compensation to its officers or to its trustees who are interested Trustees of Management or its affiliates.
 
In order to satisfy rating agency requirements and the terms of the Private Securities, the Fund is required to provide the rating agency and holders of Private Securities a report on a monthly basis verifying that the Fund is maintaining eligible assets having a discounted value equal to or greater than the basic maintenance amount, which is the minimum level set by the rating agency as one of the conditions to maintain the AAA rating on the Private Securities. “Discounted value” refers to the fact that the rating agency requires the Fund, in performing this calculation, to discount portfolio securities below their face value, at rates determined by the rating agency. The Fund pays State Street Bank and Trust Company (“State Street”) for the preparation of this report, which is reflected in the Statement of Operations under the caption “Basic maintenance expense.”
 
State Street serves as the Fund’s custodian and The Bank of New York Mellon serves as the Fund’s transfer agent, registrar, and dividend paying agent.
 
The Fund retains Management as its administrator under an Administration Agreement. The Fund pays Management an administration fee at the annual rate of 0.05% of its average daily Managed Assets under this agreement. Additionally, Management retains State Street as its sub-administrator under a Sub-Administration Agreement. Management pays State Street a fee for all services received under the agreement.
 
On May 4, 2009, NBSH Acquisition, LLC (“NBSH”), an entity organized by key members of Neuberger Berman’s senior management, acquired a majority interest in Neuberger Berman’s business and the fixed income and certain alternative asset management businesses of Lehman Brothers Holdings Inc.’s (“LBHI”) Investment Management Division (together with Neuberger Berman, the “Acquired Businesses”) (the “Acquisition”). Prior to that date, the predecessor of Management and NBFI were wholly owned subsidiaries of LBHI. On September 15, 2008, LBHI filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code, and on December 22, 2008, the bankruptcy court having jurisdiction over the LBHI matter approved the sale of the Acquired Businesses to NBSH (or its successor or assign), as the successful bidder in a public auction.
 
The Acquired Businesses are now indirectly owned by, among others, portfolio managers, Neuberger Berman’s management team, and certain key members and senior professionals who are employed in various parts of the Neuberger Berman complex of companies, with a minority interest retained by LBHI and certain affiliates of LBHI. The closing of the Acquisition resulted in an “assignment” of the Fund’s Investment Advisory Agreement and Sub-Advisory Agreement. Such an assignment, by law, automatically terminated those agreements. Accordingly, prior to the closing the Board, including the Trustees who are not “interested persons” of the Fund’s investment adviser and its affiliates or the Fund, considered and approved a new Investment Advisory Agreement and Sub-Advisory Agreement for the Fund. The new agreements, which are virtually identical to those previously in effect, were also approved by a vote of the Fund’s shareholders.
 
These events have not had a material impact on the Fund or its operations. Management and NBFI continue to operate in the ordinary course of business as the investment adviser and sub-adviser of the Fund, respectively.
 
The Fund has an expense offset arrangement in connection with its custodian contract. For the six months ended June 30, 2010, the impact of this arrangement was a reduction of expenses of $150.
 
Note C—Securities Transactions:
 
During the six months ended June 30, 2010, there were purchases and sales of investments (excluding short-term securities and interest rate swap contracts) of $149,011,991 and $148,331,110, respectively.
 

27
 
 

 

Note D—Capital:
 
At June 30, 2010 the common shares outstanding and the common shares of the Fund owned by Neuberger Berman Alternative Fund Management LLC (“NBAFM”), an affiliate of Management, were as follows:
 
Common Shares
Outstanding
 
Common Shares
Owned by NBAFM
 
 
11,032,593
 
 
 
13,437
 
 
 
 
 
The Fund’s Declaration of Trust authorizes the Trustees to issue an unlimited number of common shares for the Fund, each without par value. Transactions in common shares for the six months ended June 30, 2010 and for the year ended December 31, 2009 were as follows:
 
Shares Issued
on Reinvestment
of Dividends
and Distributions
 
Redemption
of Common
Shares
 
Net Increase
(Decrease) in
Common Shares
Outstanding
 
2010
 
2009
 
2010
 
2009
 
2010
 
2009
 
 
3,466
 
 
 
 
 
 
 
 
 
(1,225,458)
 
 
 
3,466
 
 
 
(1,225,458)
 
 
 
 
Note E—Investments in Affiliates:
 
 
Name of Issuer
 
Balance of
Shares Held
December 31,
2009
 
Gross
Purchases
and Additions
 
Gross
Sales and
Reductions
 
Balance of
Shares Held
June 30,
2010
 
Value
June 30,
2010
 
Income from
Investments
in Affiliated
Issuers Included
in Total Income
Neuberger Berman Securities
Lending Quality Fund, LLC*
 
 
4,956,641
 
 
 
32,545,679
 
 
 
34,016,238
 
 
 
3,486,082
 
 
$
3,590,664
 
 
$
4,434
 
 
*  Quality Fund, a fund managed by NBFI, an affiliate of Management, is used to invest cash the Fund receives as collateral for securities loaned as approved by the Board. Because all shares of Quality Fund are held by funds in the related investment management complex, Quality Fund may be considered an affiliate of the Fund.
 
Note F—Tender Offer Program:
 
The Fund conducted a tender offer in May 2009 for up to 10% of its outstanding common shares at a price equal to 98% of its NAV determined on the day the tender offer expired. Under the terms of the tender offer, on June 5, 2009, the Fund accepted 1,225,458 common shares, representing approximately 10% of its then outstanding common shares. Final payment was made at $9.60 per share, representing 98% of the NAV per share on May 29, 2009.
 
In 2009, the Fund’s Board authorized a semi-annual tender offer program consisting of up to four tender offers over a two-year period (“Tender Offer Program”). Under the Tender Offer Program, if the Fund’s common shares trade at an average daily discount to NAV per share of greater than 10% during a 12-week measurement period, the Fund would conduct a tender offer for between 5% and 20% of its outstanding common shares at a price equal to 98% of its NAV per share determined on the day the tender offer expires.
 
The Fund’s initial measurement period under the Tender Offer Program commenced June 5, 2009 and ended August 28, 2009 (the “Measurement Period”). During the Measurement Period, the Fund traded at an average daily discount to NAV of less than 10% and, therefore, in accordance with its Tender Offer Program, did not conduct a tender offer.
 
The Fund has not identified a second measurement period under its Tender Offer Program for 2010 due to the merger of the Fund and Neuberger Berman Income Opportunity Fund Inc. into Neuberger Berman High Yield Strategies Fund Inc., which shareholders approved in July 2010 (see Note G for additional disclosure).
 

28
 
 

 

In connection with the May 2009 tender offer and the Tender Offer Program, Management agreed to implement a voluntary waiver of 0.05% of its investment advisory fees to offset some of the expenses associated with, or possible increases in the Fund’s expense ratio resulting from, the tender offers (see Note B for additional disclosure). The Board retains the ability, consistent with its fiduciary duty, to opt out of the Tender Offer Program should circumstances arise that the Board believes could cause a material negative effect on the Fund or the Fund’s shareholders.
 
Note G—Subsequent Events:
 
In accordance with the provision set forth in ASC 855 “Subsequent Events” (“ASC 855”), Management evaluated the possibility of subsequent events existing in the Fund’s financial statements through the date the financial statements were available to be issued. Except as discussed below, Management determined that there were no subsequent events that, in accordance with ASC 855, would need to be disclosed in the Fund’s financial statements.
 
In February 2010, the Board approved a proposal to reorganize the Fund and Neuberger Berman Income Opportunity Fund Inc. into a newly formed Maryland corporation named Neuberger Berman High Yield Strategies Fund Inc. (“New NHS”) pursuant to an Agreement and Plan of Reorganization (“Agreement”). In July 2010 Fund shareholders approved the Agreement at the Fund’s annual meeting of shareholders. In accordance with the Agreement, the Fund transferred its assets to New NHS in exchange for shares of New NHS’s common stock and preferred stock and New NHS assumed the Fund’s liabilities. The Fund’s common shareholders received the same number of shares of New NHS common stock as the Fund common shares they held immediately prior to the reorganization. In addition, the Fund’s preferred shareholders received the same number of shares of New NHS preferred stock with the same aggregate liquidation preference as the Fund preferred shares they held immediately prior to the reorganization. The reorganization was effective after the close of business on August 6, 2010. New NHS’s common stock is listed on NYSE Amex under the ticker symbol NHS.
 
Note H—Recent Market Events:
 
During the six month period covered by this report, the U.S. and global economies and the financial markets experienced significant disruptions, the effects of which are continuing to work their way through the economy. Because these market events are widespread and unprecedented, it is difficult to predict their ultimate severity or duration or the way in which they will affect particular issuers or market sectors.
 
The situation in the financial markets has resulted in calls for increased regulation, and the need of many financial institutions for government help has given lawmakers and regulators new leverage. In response, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), was recently signed into law initiating a dramatic revision of the U.S. financial regulatory framework that is now expected to unfold over several years. The Dodd-Frank Act covers a broad range of topics, including (among many others) a reorganization of federal financial regulators; a process intended to ensure financial systemic stability and the resolution of potentially insolvent financial firms; new rules for derivatives trading; the creation of a consumer financial protection watchdog; the registration and additional regulation of hedge and private equity fund managers; and new federal requirements for residential mortgage loans. Instruments in which the Fund invests, or the issuers of such instruments, may be affected by the new legislation and regulation in ways that are unforeseeable. The ultimate impact of the Dodd-Frank Act, and any resulting regulations, is not yet certain.
 
Note I—Unaudited Financial Information:
 
The financial information included in this interim report is taken from the records of the Fund without audit by an independent registered public accounting firm. Annual reports contain audited financial statements.
 

29
 
 

 
 
 
Financial Highlights
 
High Yield Strategies Fund
 
The following table includes selected data for a share outstanding throughout each period and other performance information derived from the Financial Statements.
 
 
Six Months
Ended
June 30,
Year Ended December 31,
 
2010
2009
 
2008
 
2007^^
 
2006
 
2005
 
(Unaudited)
 
 
 
 
 
 
Net Asset Value, Beginning of Period (Common Shares)
$
 
12.54
 
$
 7.42
   
$
13.23
 
$
15.05
 
$
14.51
 
$
15.58
 
Net Investment Income¢
 
  0.73
 
 
  1.43
   
 
  1.52
 
 
1.67
 
 
1.65
 
 
1.71
 
Net Realized and Unrealized Gain (Loss) on Investments
 
 (0.19
)
 
 
    4.97
 
 
(5.74
)
 
(1.34
 
0.61
 
 
(0.94
)
Dividends to Preferred Shareholders From:
     Net Investment Income¢
 
 (0.02
)
 
     (0.04
)
 
(0.27
)
 
(0.40
)
 
(0.37
)
 
(0.24
)
     Net Realized Gains¢
 
 —
   
 
  —
      
 
 
 
(0.01
)
 
 
 
 
Total Dividends to Preferred Shareholders
 
 (0.02
)
 
    (0.04
)
 
(0.27
)
 
(0.41
)
 
(0.37
)
 
(0.24
)
Total From Investment Operations
Applicable to Common Shareholders
 
 
0.52
 
 
 6.36
   
 
(4.49
)
 
(0.08
)
 
1.89
 
 
0.53
 
Less Distributions to Common
Shareholders From:
     Net Investment Income
 
 (0.64
)
 
     (1.26
)
 
(1.22
)
 
(1.69
)
 
(1.35
)
 
(1.58
)
     Net Realized Gains
 
 
 
   —
 
 
 
 
(0.05
)
 
 
 
(0.02
)
     Tax Return of Capital
 
 
 
 
 
 
 
(0.10
)
 
 
 
 
 
 (0.00
)***
Total Distributions to Common
Shareholders
 
 (0.64
)
 
  (1.26
)
 
(1.32
)
 
(1.74
)
 
(1.35
)
 
(1.60
)
Accretive Effect of Tender Offers
 
 
 
 
 0.02
 
 
 
 
 
 
 
 
 
Net Asset Value, End of Period
(Common Shares)
$
 
12.42
 
$
 12.54
 
$
7.42
 
$
13.23
 
$
15.05
 
$
14.51
 
Market Value—End of Period
(Common Shares)
$
 
12.94
 
$
  11.95
  
$
6.38
 
$
11.82
 
$
15.18
 
$
15.61
 
Total Return on Net Asset Value
(Common Shares) (%)
 
   4.15
**
 
  92.44
 
 
(35.32
)
 
(0.13
)
 
13.91
 
 
3.63
 
Total Return on Market Value
(Common Shares) (%)
 
 13.87
**
 
 
 113.27
 
 
(37.75
)
 
(11.54
)
 
6.79
 
 
5.40
 
Ratios/Supplemental Data††
Ratios are calculated using Average
Net Assets Applicable to Common
Shareholders
Ratio of Gross Expenses (%)#
 
    2.17
*Ø
 
  2.60
Ø
 
1.80
Ø
 
1.44
 
 
1.49
 
 
1.53
 
Ratio of Net Expenses (%)
 
    2.17
*§Ø
 
  2.60
§Ø
 
1.80
§Ø
 
1.44
§
 
1.49
 
 
1.53
 
Ratio of Net Investment Income (%)
 
 11.66
*
 
  14.30
 
 
13.43
 
 
11.33
 
 
11.29
 
 
11.44
 
Portfolio Turnover Rate (%)
 
      78
**
 
  159
    
 
122
 
 
129
 
 
111
 
 
96
 
 
Net Assets Applicable to Common
Shares, End of Period (000)
$
 
137,078
 
$
 138,293
          
$
90,907
 
$
162,091
 
$
184,389
 
$
177,659
 
Perpetual Preferred Shares¢¢
Preferred Shares Outstanding, End of Period (000)¢¢
$
 
  12,300
 
$
 12,300
 
$
12,300
 
$
90,000
 
$
90,000
 
$
90,000
 
Asset Coverage Per Share@
$
 303,616
 
$
306,086
 
$
209,943
 
$
70,107
 
$
76,284
 
$
74,400
 
Involuntary Liquidation Preference and Approximate Market Value Per Share
$
 
25,000
 
$
 
25,000
 
$
25,000
 
$
25,000
 
$
25,000
 
$
25,000
 
Notes Payable
Notes Payable Outstanding,
End of Period (000)
$
 
 45,900
 
$
 
45,900
 
$
45,900
 
$
 
$
 
$
 
Asset Coverage Per $1,000 of Notes Payable@@
$
 
   4,254
 
$
 
4,281
 
$
3,250
 
$
 
$
 
$
 
 
 
 See Notes to Financial Highlights     30  
 

 
 
 

 
 
Notes to Financial Highlights High Yield Strategies Fund (Unaudited)
 
†  Total return based on per share net asset value reflects the effects of changes in net asset value on the performance of the Fund during each fiscal period. Total return based on per share market value assumes the purchase of common shares at the market price on the first day and sales of common shares at the market price on the last day of the period indicated. Distributions, if any, are assumed to be reinvested at prices obtained under the Fund’s dividend reinvestment plan. Results represent past performance and do not guarantee future results. Current returns may be lower or higher than the performance data quoted. Investment returns may fluctuate and shares when sold may be worth more or less than original cost. Total return would have been lower if Management had not waived certain expenses.
 
#  The Fund is required to calculate an expense ratio without taking into consideration any expense reductions related to expense offset arrangements.
 
§  After waiver of a portion of the investment management fee by Management. Had Management not undertaken such action, the annualized net expenses to average daily net assets would have been:
 
Six Months
Ended June 30,
 
Year Ended December 31,
 
2010
 
2009
 
2008
 
2007
 
 
2.24%
 
 
 
2.65%
 
 
 
1.65%
 
 
 
1.44%
 
 
 
 
@  Calculated by subtracting the Fund’s total liabilities (excluding accumulated unpaid distributions on PPS (MMP prior to November 13, 2008)) from the Fund’s total assets and dividing by the number of PPS/MMP outstanding.
 
@@  Calculated by subtracting the Fund’s total liabilities (excluding accumulated unpaid distributions on PPS (MMP prior to November 13, 2008) and the Notes payable) from the Fund’s total assets and dividing by the outstanding notes payable balance.
 
††  Expense ratios do not include the effect of distribution payments to preferred shareholders. Income ratios include income earned on assets attributable to PPS (MMP prior to November 13, 2008) outstanding. Income ratios also include the effect of interest expense from the PNs.
 
¢  Calculated based on the average number of shares outstanding during each fiscal period.
 
***  Rounds to less than $0.01.
 
^^  Effective February 28, 2007, Management became the Fund’s investment adviser.
 
¢¢  From October 22, 2003 to November 13, 2008, the Fund had 3,600 Money Market Cumulative Preferred Shares outstanding; since November 13, 2008, the Fund has 492 PPS outstanding (see Note A-8 to Financial Statements).
 
Ø  Interest expense is included in expense ratios. The annualized ratio of interest expense to average net assets applicable to common shareholders was:
 
Six Months
Ended June 30,
 
 
Year Ended December 31,
 
2010
 
2009
 
2008
 0.62%
 
 1.05%
 
 0.16%
 
 
 
*  Annualized.
 
**  Not Annualized.
 

31
 
 

 

Dividend Reinvestment Plan
 
The Fund has a Dividend Reinvestment Plan (the “Plan”) commonly referred to as an “opt-out” plan. Each common shareholder will have all distributions of dividends and capital gains automatically reinvested in additional common shares by The Bank of New York Mellon, as agent for shareholders pursuant to the Plan (the “Plan Agent”), unless the shareholder elects to receive cash or unless the shares are registered in the name of a broker-dealer or other nominee (that is, in “street name”) and the respective nominee does not participate in the Plan. For Plan participants, the Plan Agent will either (i) effect purchases of common shares under the Plan in the open market or (ii) distribute newly issued common shares of the Fund. Shareholders who elect not to participate in the Plan will receive all distributions in cash paid by check mailed directly to the shareholder of record (or if the shares are held in street or other nominee name, then to the nominee) by the Plan Agent, as dividend disbursing agent. Certain broker-dealers and nominees do not permit their clients to participate in dividend reinvestment plans. Shareholders whose common shares are held in the name of a broker or nominee should contact the broker or nominee to determine whether and how they may participate in the Plan.
 
The Plan Agent serves as agent for the shareholders in administering the Plan. After the Fund declares a dividend or makes a capital gain distribution, the Plan Agent will, as agent for the participants, either (i) receive the cash payment and use it to buy common shares in the open market, on the New York Stock Exchange or elsewhere, for the participants’ accounts or (ii) distribute newly issued common shares of the Fund on behalf of the participants. The Plan Agent will receive cash from the Fund with which to buy common shares in the open market if, on the determination date, the net asset value per share exceeds the market price per share plus estimated brokerage commissions on that date. The Plan Agent will receive the dividend or distribution in newly issued common shares of the Fund if, on the determination date, the market price per share plus estimated brokerage commissions equals or exceeds the net asset value per share of the Fund on that date. The number of shares to be issued will be computed at a per share rate equal to the greater of (i) the net asset value or (ii) 95% of the closing market price per share on the payment date.
 
Participants in the Plan may withdraw from the Plan upon written notice to the Plan Agent. Such withdrawal will be effective immediately if received not less than ten days prior to a distribution record date; otherwise, it will be effective for all subsequent dividend record dates. When a participant withdraws from the Plan or upon termination of the Plan as provided below, certificates for whole common shares credited to his or her account under the Plan will be issued and a cash payment will be made for any fraction of a common share credited to such account. In the alternative, upon receipt of the participant’s instructions, common shares will be sold and the proceeds sent to the participant less brokerage commissions and any applicable taxes.
 
The Plan Agent maintains each shareholder’s account in the Plan and furnishes confirmations of all acquisitions made for the participant. Common shares in the account of each Plan participant will be held by the Plan Agent on behalf of the participant. Proxy material relating to shareholders’ meetings of the Fund will include those shares purchased as well as shares held pursuant to the Plan.
 
In the case of shareholders, such as banks, brokers or nominees, which hold common shares for others who are the beneficial owners, the Plan Agent will administer the Plan on the basis of the number of common shares certified from time to time by the record shareholders as representing the total amount registered in the record shareholder’s name and held for the account of beneficial owners who are participants in the Plan.
 
The Plan Agent’s fees for the handling of reinvestment of dividends and other distributions will be paid by the Fund. Each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agent’s open market purchases in connection with the reinvestment of distributions. There are no other charges to participants for reinvesting dividends or capital gain distributions; however, the Fund reserves the right to amend the Plan to include a service charge payable by the participants.
 
The automatic reinvestment of dividends and other distributions will not relieve participants of any income tax that may be payable or required to be withheld on such dividends or distributions.
 
The Fund and the Plan Agent reserve the right to amend or terminate the Plan.
 

32
 
 

 

Directory
 
Investment Adviser and Administrator
Neuberger Berman Management LLC
605 Third Avenue, 2nd Floor
New York, NY 10158-0180
877.461.1899 or 212.476.9000
 
Sub-Adviser
Neuberger Berman Fixed Income LLC
200 South Wacker Drive
Suite 2100
Chicago, IL 60601
 
Custodian
State Street Bank and Trust Company
2 Avenue de Lafayette
Boston, MA 02111
 
Stock Transfer Agent
The Bank of New York Mellon
480 Washington Boulevard
Jersey City, NJ 07317
 
Legal Counsel
K&L Gates LLP
1601 K Street, NW
Washington, DC 20006
 
Independent Registered Public Accounting Firm
Ernst & Young LLP
200 Clarendon Street
Boston, MA 02116
 
  

33
 
 

 

Proxy Voting Policies and Procedures
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, by calling 1-800-877-9700 (toll-free) and on the website of the Securities and Exchange Commission at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available, without charge, by calling 1-800-877-9700 (toll-free), on the website of the Securities and Exchange Commission at www.sec.gov, and on Management’s website at www.nb.com.
 
Quarterly Portfolio Schedule
 
The Fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Securities and Exchange Commission’s website at www.sec.gov and may be reviewed and copied at the Securities and Exchange Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The information on Form N-Q is available upon request, without charge, by calling 1-800-877-9700 (toll-free).
 

34
 
 

 
 
 
 
Neuberger Berman Management LLC
 
605 Third Avenue, 2nd Floor
New York, NY 10158-0180
Internal Sales & Services
877.461.1899
www.nb.com
 
Statistics and projections in this report are derived from sources deemed to be reliable but cannot be regarded as a representation of future results of the Fund. This report is prepared for the general information of shareholders and is not an offer of shares of the Fund.
 
  H0547 08/10
 

 

 

 
 

 

Item 2. Code of Ethics
 
The Board of Trustees of Neuberger Berman High Yield Strategies Fund (“Registrant”) adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions (“Code of Ethics”).  For the period covered by this Form N-CSR, there were no amendments to the Code of Ethics and there were no waivers from the Code of Ethics granted to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.
 
A copy of the Code of Ethics is incorporated by reference to the Registrant’s Form N-CSR, Investment Company Act file number 811-21342 (filed on March 12, 2007).  The Code of Ethics is also available, without charge, by calling 1-800-461-1899 (toll-free).
 
Item 3. Audit Committee Financial Expert
 
The Board has determined that the Registrant has three audit committee financial experts serving on its audit committee. The Registrant’s audit committee financial experts are Martha Goss, George Morriss and Candace Straight. Ms. Goss, Mr. Morriss and Ms. Straight are independent directors as defined by Form N-CSR.
 
Item 4. Principal Accountant Fees and Services
 
Only required in the annual report.
 
Item 5. Audit Committee of Listed Registrants
 
Only required in the annual report.
 
Item 6. Schedule of Investments
 
The complete schedule of investments for the Registrant is disclosed in the Registrant’s Semi-Annual Report, which is included as Item 1 of this Form N-CSR.
 
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
 
Only required in the annual report.
 
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
 
Only required in the annual report. There have been no changes in any of the Portfolio Managers since the Registrant’s most recent annual report on Form N-CSR.
 
 

 
 
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
 
No reportable purchases for the period covered by this report.
 
Item 10.  Submission of Matters to a Vote of Security Holders
 
There were no changes to the procedures by which shareholders may recommend nominees to the Board.
 
Item 11. Controls and Procedures
 
(a)
Based on an evaluation of the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “Act”)) as of a date within 90 days of the filing date of this document, the Chief Executive Officer and Treasurer and Principal Financial and Accounting Officer of the Registrant have concluded that such disclosure controls and procedures are effectively designed to ensure that information required to be disclosed by the Registrant on Form N-CSR and Form N-Q is accumulated and communicated to the Registrant’s management to allow timely decisions regarding required disclosure.
 
(b)
There were no significant changes in the Registrant's internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the Registrant's second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.
 
Item 12. Exhibits
 
(a)(1)
A copy of the Code of Ethics is incorporated by reference to the Registrant’s Form N-CSR, Investment Company Act file number 811-21342 (filed March 12, 2007).
 
(a)(2)
The certifications required by Rule 30a-2(a) of the Act and Section 302 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”) are filed herewith.
 
(a)(3)
Not applicable to the Registrant.
 
(b)
The certifications required by Rule 30a-2(b) of the Act and Section 906 of the Sarbanes-Oxley Act are filed herewith.
 
The certifications provided pursuant to Rule 30a-2(b) of the Act and Section 906 of the Sarbanes-Oxley Act are not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liability of that section. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the Registrant specifically incorporates them by reference.
 

 
 

 

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.
 
Neuberger Berman High Yield Strategies Fund
 
By:
/s/ Robert Conti
 
Robert Conti
 
Chief Executive Officer

Date:  August 30, 2010
 
 
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:
/s/ Robert Conti
 
Robert Conti
 
Chief Executive Officer

Date:  August 30, 2010



By:
/s/ John M. McGovern
 
John M. McGovern
 
Treasurer and Principal Financial and Accounting Officer

Date:  August 30, 2010