Voya Investment Management

First Quarter Report

May 31, 2016

Voya Prime Rate Trust

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INVESTMENT MANAGEMENT

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Voya Prime Rate Trust

FIRST QUARTER REPORT

May 31, 2016

Table of Contents

Portfolio Managers' Report

   

2

   
Statement of Assets and Liabilities    

8

   
Statement of Operations    

9

   
Statements of Changes in Net Assets    

10

   
Statement of Cash Flows    

11

   
Financial Highlights    

12

   
Notes to Financial Statements    

14

   

Portfolio of Investments

   

23

   
Additional Information    

42

   

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Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT

Dear Shareholders:

Voya Prime Rate Trust (the "Trust") is a diversified, closed-end management investment company that seeks to provide investors with as high a level of current income as is consistent with the preservation of capital. The Trust seeks to achieve this objective by investing, under normal market conditions, at least 80% of its net assets, plus borrowings for investment purposes, in U.S. dollar-denominated floating rate secured senior loans.

PORTFOLIO CHARACTERISTICS
AS OF MAY 31, 2016
 

Net Assets

 

$

836,524,590

   

Total Assets

 

$

1,203,992,298

   

Assets Invested in Senior Loans

 

$

1,176,919,413

   

Senior Loans Represented

   

369

   

Average Amount Outstanding per Loan

 

$

3,189,484

   

Industries Represented

   

34

   

Average Loan Amount per Industry

 

$

34,615,277

   

Portfolio Turnover Rate (YTD)

   

9

%

 

Weighted Average Days to Interest Rate Reset

   

39

   

Average Loan Final Maturity

    58 months    

Total Leverage as a Percentage of Total Assets

   

28.79

%

 

PERFORMANCE SUMMARY

The Trust declared $0.08 of dividends during the first fiscal quarter ended May 31, 2016. Based on the average month-end net asset value ("NAV") per share of $5.51 for the first fiscal quarter, the annualized distribution rate(1) was 5.66% for the first fiscal quarter. The Trust's total return for the first fiscal quarter, based on NAV, was 7.24% versus a total gross return on the S&P/LSTA Leveraged Loan Index (the "Index")(2) of 5.73% for the same quarter. For the twelve-month period ended May 31, 2016, the Trust's total return, based on NAV(3), was 1.37%, versus a total return on the Index of 0.49%. The total market value return(2) for the Trust's Common Shares during the first fiscal quarter was 11.86% and for the twelve-month period ended May 31, 2016 was -0.27%.

MARKET REVIEW

The strong quarterly performance of the U.S. loan market was underpinned by a reversal of the negative trends that dominated in the prior three months: palpable uncertainty around the impact of rapidly falling industrial commodity prices and, specific to loans, a freeze in new issuance of collateralized loan

(1)  The distribution rate is calculated by annualizing dividends and distributions declared during the period using the 30/360 convention and dividing the resulting annualized dividend by the Trust's average net asset value (in the case of NAV) or the average month-end NYSE Composite closing price (in the case of market). The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate includes distributions from net investment income. The distribution rate includes distributions from net investment income, but does not include capital gains or losses.

(2)  The Trust's performance returns shown reflect applicable fee waivers and/or expense limits in effect during this period. Absent such fee waivers/expense limitations, if any, performance would have been lower.

(3)  The Index is an unmanaged total return index that captures accrued interest, repayments, and market value changes. It represents a broad cross section of leveraged loans syndicated in the United States, including dollar-denominated loans to overseas issuers. Standard & Poor's ("S&P") and the Loan Syndications and Trading Association ("LSTA") conceived the Index to establish a performance benchmark for the syndicated leveraged loan industry. The Index is not subject to any fees or expenses. An investor cannot invest directly in an index.

(4)  The total return is based on full reinvestment of dividends.


2



Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

obligations (CLOs). As if a coin had been flipped in late February, commodity markets — led by crude oil — stabilized heading into this fiscal quarter. That stabilization immediately buoyed investor sentiment and thus prices for higher risk assets, including senior loans. Importantly, though still well below levels from 2015, new CLO creation began again in earnest in April. Investors in that part of the loan market gained confidence as to the path of expected distress and default rates and, consequently, pricing of CLO-related investments. That, in turn, provided a relatively strong and steady bid for a good portion of the underlying loan asset class. Retail loan fund flows also moved from decidedly negative, to flat to moderately positive, contributing to the markedly favorable shift in market technical factors. Default activity across the loan market was slightly more pronounced during this fiscal quarter, though most of it remained related to the beleaguered energy and mining sectors.

PORTFOLIO SPECIFICS

The Trust's favorable performance relative to the Index for the quarter was due to both the use of leverage for investment purposes in a rising market and the avoidance of most of the issues that eventually defaulted during the period. The top five industry contributors to Trust performance during the quarter included issuer selection in telecommunications, automotive and retailers and underweight positions in financial intermediaries and cable and satellite television. The most significant industry detractors included an underweight to the still highly volatile oil and gas and metals/minerals sectors and issuer selection in business equipment and services that was due primarily to significant company-specific developments. On an individual loan basis, the top five contributors for the quarter included Gates Global Inc., Avaya, Inc., Fairmount Santrol, Harvey Gulf International Marine, LLC and iHeart Communications. The biggest detractors included credits with existing and/or developing business model challenges and those in out-of-favor industries, such as SourceHOV (business process outsourcing), Millennium Laboratories LLC (lab testing services), Belk, Inc. (department stores), Onsite Rental Group Operations (equipment rental) and Rue21 Inc. (fashion retail). The Trust continues to be well diversified with 309 individual issuers and 34 different industry sectors represented. The average issuer exposure at period-end stood at 0.32% of assets under management, while the average industry exposure closed the period at 2.94% of assets. Both measures were relatively unchanged from the prior reporting period.

TOP TEN SENIOR LOAN ISSUERS
AS OF MAY 31, 2016
AS A PERCENTAGE OF:

  TOTAL
ASSETS
  NET
ASSETS
 

Advantage Sales & Marketing, Inc.

   

1.2

%

   

1.7

%

 

Asurion, LLC

   

1.1

%

   

1.6

%

 

BJs Wholesale Club

   

1.0

%

   

1.5

%

 

PetSmart, Inc.

   

1.0

%

   

1.4

%

 

Univision Communications, Inc.

   

1.0

%

   

1.4

%

 

Western Digital

   

1.0

%

   

1.4

%

 

Gates Global LLC

   

0.9

%

   

1.4

%

 

Sedgwick Holdings, Inc.

   

0.9

%

   

1.3

%

 

Communications Sales & Leasing, Inc.

   

0.8

%

   

1.2

%

 

Hub International Limited

   

0.8

%

   

1.2

%

 

TOP TEN INDUSTRIES
AS OF MAY 31, 2016
AS A PERCENTAGE OF:

  TOTAL
ASSETS
  NET
ASSETS
 

Electronics/Electrical

   

13.1

%

   

18.9

%

 

Health Care

   

10.8

%

   

15.5

%

 

Retailers (Except Food & Drug)

   

7.8

%

   

11.2

%

 

Telecommunications

   

7.1

%

   

10.3

%

 

Business Equipment & Services

   

7.1

%

   

10.2

%

 

Diversified Insurance

   

5.0

%

   

7.2

%

 

Lodging & Casinos

   

4.4

%

   

6.3

%

 

Automotive

   

4.0

%

   

5.7

%

 

Chemicals & Plastics

   

3.9

%

   

5.5

%

 

Food Products

   

3.7

%

   

5.3

%

 


3



Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

OUTLOOK AND CURRENT STRATEGY

Looking ahead, we expect the summer to look much like the latter part of spring. We believe prices should move generally higher albeit at a much slower pace — driven by strong market technical factors, i.e., good demand vs. lagging new issue supply — but offset at times by bouts of externally-driven volatility. Given the recent rally, loans trading in the secondary market at par or slightly above represent approximately one-third of the Index, still providing a healthy spread but little room for additional price upside. Loans at the low end of the credit spectrum may continue to rally — particularly those in the most challenged industries — even though they have a higher risk profile and remain prone to macro, sector and credit-specific events. The new issue pipeline is likely to slowly build over the summer. In our opinion, opportunistic deals will continue to be part of the primary market landscape as participants seek to take advantage of the healthy near-term technical outlook.

 

 
Jeffrey A. Bakalar
Managing Director
Voya Investment Management Co. LLC
  Daniel A. Norman
Managing Director
Voya Investment Management Co. LLC
 

 

 

Voya Prime Rate Trust
June 28, 2016

Ratings Distribution
as of May 31, 2016
 

Ba

   

30.62

%

 

B

   

62.49

%

 

Caa and below

   

6.37

%

 

Not rated*

   

0.52

%

 

Loan ratings apply to the underlying holdings of the Trust and not the Trust itself. Ratings distribution shows the percentage of the Trust's loan commitments (excluding cash and foreign cash) that are rated in each ratings category, based upon the categories provided by Moody's Investors Service, Inc. Ratings distribution is based on Moody's senior secured facility ratings. Moody's ratings classification methodology: Aaa rating denotes the least credit risk; C rating denotes the greatest credit risk. Loans rated below Baa by Moody's are considered to be below investment-grade. When a loan is not rated by Moody's, it is designated as "Not Rated." Ratings can change from time to time, and current ratings may not fully reflect the actual credit condition or risks posed by a loan.

*  Not rated includes loans to non-U.S. borrowers (which are typically unrated) and loans for which the rating has been withdrawn.


4



Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

    Average Annual Total Returns for the
Years Ended May 31, 2016
 
   

1 Year

 

3 Years

 

5 Years

 

10 Years

 

Based on Net Asset Value (NAV)

   

1.37

%

   

3.90

%

   

5.43

%

   

4.15

%

 

Based on Market Value

   

-0.27

%

   

-0.83

%

   

2.85

%

   

3.77

%

 

S&P/LSTA Leveraged Loan Index

   

0.49

%

   

2.55

%

   

3.71

%

   

4.49

%

 

The table above illustrates the total return of the Trust against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charges and incurs no operating expenses. An investor cannot invest directly in an index.

Total returns shown include, if applicable, the effect of fee waivers and/or expense reimbursements by Voya Investments, LLC. Had all fees and expenses been considered, the total returns would have been lower.

Performance data represents past performance and is no guarantee of future results. Investment return and principal value of an investment in the Trust will fluctuate. Shares, when sold, may be worth more or less than their original cost. The Trust's future performance may be lower or higher than the performance data shown. Please log on to www.voyainvestments.com or call (800) 336-3436 to get performance through the most recent month end.

Calculation of total return assumes a hypothetical initial investment at the net asset value (in the case of NAV) or the New York Stock Exchange ("NYSE") Composite closing price (in the case of Market Value) on the last business day before the first day of the stated period, with all dividends and distributions reinvested at the actual reinvestment price.

Senior loans are subject to credit risks and the potential for non-payment of scheduled principal or interest payments, which may result in a reduction of the Trust's NAV.

This report contains statements that may be "forward-looking" statements. Actual results could differ materially from those projected in the "forward-looking" statements.

The views expressed in this report reflect those of the portfolio managers only through the end of the period of the report as stated on the cover. The portfolio managers' views are subject to change at any time based on market and other conditions.

INDEX DESCRIPTIONS

The S&P/LSTA Leveraged Loan Index is an unmanaged total return index that captures accrued interest, repayments, and market value changes. It represents a broad cross section of leveraged loans syndicated in the United States, including dollar-denominated loans to overseas issuers. Standard & Poor's and the Loan Syndications & Trading Association ("LSTA") conceived the Index to establish a performance benchmark for the syndicated leveraged loan industry. An investor cannot invest directly in an index.


5



Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

YIELDS AND DISTRIBUTION RATES

 
   

Prime Rate

  NAV 30-day
SEC Yield(A) 
  Mkt. 30-Day
SEC Yield(A) 
  Annualized Dist.
Rate @ NAV(B) 
  Annualized Dist.
Rate @ Mkt.(B) 
 

May 31, 2016

   

3.50

%

   

5.69

%

   

6.32

%

   

5.51

%

   

6.12

%

 

February 29, 2016

   

3.50

%

   

5.94

%

   

6.89

%

   

5.93

%

   

6.87

%

 

November 30, 2015

   

3.25

%

   

5.57

%

   

6.13

%

   

5.89

%

   

6.48

%

 

August 31, 2015

   

3.25

%

   

5.50

%

   

6.15

%

   

5.77

%

   

6.45

%

 

(A)  Yield is calculated by dividing the Trust's net investment income per share for the most recent thirty days by the net asset value (in the case of NAV) or the NYSE Composite closing price (in the case of Market) at quarter-end. Yield calculations do not include any commissions or sales charges, and are compounded for six months and annualized for a twelve-month period to derive the Trust's yield consistent with the U.S. Securities and Exchange Commission ("SEC") standardized yield formula.

(B)  The distribution rate is calculated by annualizing the last regular dividend and distribution declared during the period using the 30/360 convention by the Trust's reporting period-end net asset value (in the case of NAV) or the reporting period-end NYSE Composite closing price (in the case of Market). The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate includes distributions from net investment income. The distribution rate includes distributions from net investment income, but does not include capital gains or losses.

All Voya family of funds involve risk — some more than others — and there is always the chance that you could lose money or not earn as much as you hope. The Trust's risk profile is largely a factor of the principal securities in which it invests and investment techniques that it uses. The following are the principal risks associated with investing in the Trust. This is not, and is not intended to be, a description of all risks of investing in the Trust. A more detailed description of the risks of investing in the Trust is contained in the Trust's current prospectus.

Credit Risk: Prices of the Trust's investments are likely to fall if the actual or perceived financial health of the borrowers on, or issuers of, such investments deteriorates, whether because of broad economic or issuer-specific reasons, or if the borrower or issuer is late (or defaults) in paying interest or principal. The Trust invests a substantial portion of its assets in below investment-grade Senior Loans and other below investment-grade assets. Below investment-grade loans commonly known as high-yielding, high risk investments or as "junk" investments involve a greater risk that borrowers may not make timely payment of the interest and principal due on their loans and are subject to greater levels of credit and liquidity risks. They also involve a greater risk that the value of such loans could decline significantly. If borrowers do not make timely payments of the interest due on their loans, the yield on the Common Shares will decrease. If borrowers do not make timely payment of the principal due on their loans, or if the value of such loans decreases, the net asset value will decrease.

Interest Rate Risk: Changes in short-term market interest rates will directly affect the yield on Common Shares. If short-term market interest rates fall, the yield on Common Shares will also fall. To the extent that the interest rate spreads on loans in the Trust's portfolio experience a general decline, the yield on the Common Shares will fall and the value of the Trust's assets may decrease, which will cause the Trust's net asset value to decrease. Conversely, when short-term market interest rates rise, because of the lag between changes in such short-term rates and the resetting of the floating rates on assets in the Trust's portfolio, the impact of rising rates will be delayed to the extent of such lag. In the case of inverse securities, the interest rate paid by such securities generally will decrease when the market rate of interest to which the inverse security is indexed increases. With respect to investments in fixed rate instruments, a rise in market interest rates generally causes values of such instruments to fall. The values of fixed rate instruments with longer maturities or duration are more sensitive to changes in market interest rates.


6



Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

Market interest rates in the United States are at or near historic lows, which may increase the Trust's exposure to risks associated with rising market interest rates. Rising market interest rates could have unpredictable effects on the markets and may expose fixed-income and related markets to heightened volatility which could reduce liquidity for certain investments, adversely affect values, and increase costs. If dealer capacity in fixed-income and related markets is insufficient for market conditions, it may further inhibit liquidity and increase volatility in the fixed-income and related markets.

Leverage Risk: The use of leverage through borrowings or the issuance of Preferred Shares can adversely affect the yield on the Common Shares. To the extent that the Trust is unable to invest the proceeds from the use of leverage in assets which pay interest at a rate which exceeds the rate paid on the leverage, the yield on the Common Shares will decrease. In addition, in the event of a general market decline in the value of assets such as those in which the Trust invests, the effect of that decline will be magnified in the Trust because of the additional assets purchased with the proceeds of the leverage. The Trust is subject to certain restrictions imposed by lenders to the Trust and may be subject to certain restrictions imposed by guidelines of one or more rating agencies which may issue ratings for debt or the Preferred Shares issued by the Trust. These restrictions are expected to impose asset coverage, fund composition requirements and limits on investment techniques, such as the use of financial derivative products that are more stringent than those imposed on the Trust by the 1940 Act. These restrictions could impede the manager from fully managing the Trust's portfolio in accordance with the Trust's investment objective and policies.


7




Voya Prime Rate Trust

STATEMENT OF ASSETS AND LIABILITIES as of May 31, 2016 (Unaudited)

ASSETS:

 

Investments in securities at value (Cost $1,215,442,894)

 

$

1,182,682,078

   

Cash

   

2,046,793

   

Foreign currencies at value (Cost $7,280)

   

7,239

   

Receivables:

 

Investment securities sold

   

11,792,972

   

Interest

   

7,093,690

   

Other fees

   

988

   

Unrealized appreciation on forward foreign currency contracts

   

334,277

   

Prepaid arrangement fees on notes payable

   

5,093

   

Prepaid expenses

   

10,663

   

Other assets

   

18,505

   

Total assets

   

1,203,992,298

   

LIABILITIES:

 

Notes payable

   

346,600,000

   

Payable for investment securities purchased

   

19,269,671

   

Accrued interest payable

   

136,895

   

Payable for investment management fees

   

1,056,086

   

Payable to trustees under the deferred compensation plan (Note 6)

   

18,505

   

Accrued trustee fees

   

8,308

   

Unrealized depreciation on forward foreign currency contracts

   

25,762

   

Unrealized depreciation on unfunded commitments

   

200

   

Other accrued expenses

   

352,281

   

Total liabilities

   

367,467,708

   

NET ASSETS

 

$

836,524,590

   
Net assets value per common share outstanding (net assets divided by
147,787,691 shares of beneficial interest authorized and outstanding,
no par value)
 

$

5.66

   

NET ASSETS WERE COMPRISED OF:

 

Paid-in capital

 

$

1,097,464,804

   

Undistributed net investment income

   

2,487,312

   

Accumulated net realized loss

   

(230,881,184

)

 

Net unrealized depreciation

   

(32,546,342

)

 

NET ASSETS

 

$

836,524,590

   

See Accompanying Notes to Financial Statements
8



Voya Prime Rate Trust

STATEMENT OF OPERATIONS for the Three Months Ended May 31, 2016 (Unaudited)

INVESTMENT INCOME:

 

Interest

 

$

15,790,626

   

Dividends

   

306

   

Other fees

   

98,014

   

Total investment income

   

15,888,946

   

EXPENSES:

 

Investment management fees

   

3,050,580

   

Transfer agent fees

   

23,378

   

Interest expense

   

1,173,720

   

Custody and accounting expense

   

129,536

   

Professional fees

   

36,432

   

Shareholder reporting expense

   

67,650

   

Trustees fees

   

7,912

   

Miscellaneous expense

   

49,953

   

Total expenses

   

4,539,161

   

Net waived and reimbursed fees

   

(1,973

)

 

Net expenses

   

4,537,188

   

Net investment income

   

11,351,758

   

REALIZED AND UNREALIZED GAIN (LOSS):

 

Net realized gain (loss) on:

 

Investments

   

(7,526,980

)

 

Forward foreign currency contracts

   

(317,185

)

 

Foreign currency related transactions

   

(562,269

)

 

Net realized loss

   

(8,406,434

)

 

Net change in unrealized appreciation (depreciation) on:

 

Investments

   

53,197,643

   

Forward foreign currency contracts

   

(300,642

)

 

Foreign currency related transactions

   

30,792

   

Unfunded commitments

   

2,243

   

Net change in unrealized appreciation (depreciation)

   

52,930,036

   

Net realized and unrealized gain

   

44,523,602

   

Increase in net assets resulting from operations

 

$

55,875,360

   

See Accompanying Notes to Financial Statements
9



Voya Prime Rate Trust

STATEMENTS OF CHANGES IN NET ASSETS (Unaudited)

    Three Months
Ended
May 31,
2016
  Year
Ended
February 29,
2016
 

FROM OPERATIONS:

 

Net investment income

 

$

11,351,758

   

$

47,060,980

   

Net realized loss

   

(8,406,434

)

   

(15,491,341

)

 

Net change in unrealized appreciation (depreciation)

   

52,930,036

     

(66,887,257

)

 

Increase (decrease) in net assets resulting from operations

   

55,875,360

     

(35,317,618

)

 

FROM DISTRIBUTIONS TO COMMON SHAREHOLDERS:

 

From net investment income

   

(11,527,433

)

   

(48,917,716

)

 
Decrease in net assets from distributions to
common shareholders
   

(11,527,433

)

   

(48,917,716

)

 

CAPITAL SHARE TRANSACTIONS:

 

Net increase (decrease) in net assets

   

44,347,927

     

(84,235,334

)

 

NET ASSETS:

 

Beginning of year or period

   

792,176,663

     

876,411,997

   
End of year or period (including undistributed
net investment income of $2,487,312 and
$2,662,987 respectively)
 

$

836,524,590

   

$

792,176,663

   

See Accompanying Notes to Financial Statements
10



Voya Prime Rate Trust

STATEMENT OF CASH FLOWS for the Three Months Ended May 31, 2016 (Unaudited)

INCREASE (DECREASE) IN CASH

 

Cash Flows From Operating Activities:

 

Interest received

 

$

15,248,524

   

Facility fees paid

   

(7,730

)

 

Arrangement fees received

   

9,791

   

Other income received

   

128,320

   

Interest paid

   

(1,142,017

)

 

Other operating expenses paid

   

(3,239,508

)

 

Purchases of securities

   

(124,930,069

)

 

Proceeds on sale of securities

   

102,378,877

   

Net cash used by operating activities

   

(11,553,812

)

 

Cash Flows From Financing Activities:

 
Distributions paid to common shareholders from net investment income
(net of reinvestments)
   

(11,527,433

)

 

Proceeds from notes payable

   

75,300,000

   

Repayment of notes payable

   

(53,000,000

)

 

Net cash flows provided in financing activities

   

10,772,567

   

Net decrease

   

(781,245

)

 

Cash Impact From Foreign Exchange Fluctuations:

 

Cash impact from foreign exchange fluctuations

   

248

   

Cash and foreign currency balance

 

Net decrease in cash and foreign currency

   

(780,997

)

 

Cash and foreign currency at beginning of period

   

2,835,029

   

Cash and foreign currency at end of period

 

$

2,054,032

   
Reconciliation of Net Decrease in Net Assets Resulting from
Operations To Net Cash Used by Operating Activities:
 

Net increase in net assets resulting from operations

 

$

55,875,360

   
Adjustments to reconcile net decrease in net assets resulting
from operations to net cash used by operating activities:
 

Change in unrealized appreciation or depreciation on investments

   

(53,197,643

)

 
Change in unrealized appreciation or depreciation on forward
foreign currency contracts
   

300,642

   

Change in unrealized appreciation or depreciation on other assets and liabilities

   

(30,792

)

 

Change in unrealized appreciation or depreciation on unfunded commitments

   

(2,243

)

 

Accretion of discounts on investments

   

(506,552

)

 

Amortization of premiums on investments

   

136,366

   

Net realized loss on sale of investments and foreign currency related transactions

   

8,406,434

   

Purchases of securities

   

(124,930,069

)

 

Proceeds on sale of securities

   

102,378,877

   

Increase in other assets

   

(544

)

 

Increase in interest and other receivable

   

(171,916

)

 

Decrease in prepaid arrangement fees on notes payable

   

9,791

   

Increase in prepaid expenses

   

(7,730

)

 

Increase in accrued interest payable

   

31,703

   

Increase in payable for investment management fees

   

119,495

   

Increase in accrued trustees fees

   

148

   

Increase in other accrued expenses

   

34,861

   

Total adjustments

   

(67,429,172

)

 

Net cash used by operating activities

 

$

(11,553,812

)

 

See Accompanying Notes to Financial Statements
11




FINANCIAL HIGHLIGHTS (UNAUDITED)

Selected data for a share of beneficial interest outstanding throughout each year or period.

       

Per Share Operating Performance

      Total Investment
Return(1) 
  Ratios to average
net assets
  Supplemental
data
 
   

Net asset value, beginning of year or period

 

Net investment income (loss)

 

Net realized and unrealized gain (loss)

 

Distribution to Preferred Shareholders

 

Change in net asset value from Share offerings

 

Total from investment operations

 

Distribution to Common Shareholders from net investment income

 

Distributions from return of capital

 

Total distributions

 

Net asset value, end of year or period

 

Closing market price, end of year or period

  Total Investment Return at net asset value(2)    Total Investment Return at closing market price(3)    Expenses, prior to fee waivers and/or recoupments, if any(4)(7)    Expenses (before interest and other fees related to revolving credit facility)(4)(7)    Expenses, net of fee waivers and/or recoupments, if any(4)(7)    Net investment income (loss)(4)(7)   

Net assets, end of year or period

 

Portfolio Turnover

 

Year or period ended

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

(%)

 

(%)

 

(%)

 

(%)

 

(%)

 

(%)

 

($000's)

 

(%)

 

Voya Prime Rate Trust

     

05-31-16

   

5.36

     

0.08

     

0.30

     

     

     

0.38

     

(0.08

)

   

     

(0.08

)

   

5.66

     

5.10

     

7.24

     

11.86

     

2.19

     

1.63

     

2.19

     

5.48

     

836,525

     

9

   

02-29-16

   

5.93

     

0.32

     

(0.56

)

   

     

     

(0.24

)

   

(0.33

)

   

     

(0.33

)

   

5.36

     

4.63

     

(3.72

)

   

(10.17

)

   

2.08

     

1.61

     

2.08

     

5.54

     

792,177

     

44

   

02-28-15

   

6.08

     

0.33

     

(0.13

)

   

     

     

0.20

     

(0.35

)

   

     

(0.35

)

   

5.93

     

5.49

     

3.83

     

(0.44

)

   

2.10

     

1.64

     

2.09

     

5.58

     

876,412

     

68

   

02-28-14

   

6.02

     

0.40

     

0.07

     

     

     

0.47

     

(0.40

)

   

(0.01

)

   

(0.41

)

   

6.08

     

5.87

     

8.15

     

(4.04

)

   

2.15

     

1.65

     

2.15

     

6.47

     

898,254

     

96

   

02-28-13

   

5.79

     

0.46

     

0.19

     

     

     

0.65

     

(0.42

)

   

     

(0.42

)

   

6.02

     

6.55

     

11.72

     

27.73

     

2.14

     

1.63

     

2.14

     

7.76

     

887,047

     

93

   

02-29-12

   

6.08

     

0.35

     

(0.32

)

   

(0.00

)*

   

     

0.03

     

(0.32

)

   

     

(0.32

)

   

5.79

     

5.51

     

0.81

     

(3.11

)

   

2.20

     

1.67

     

2.20

     

6.07

     

851,278

     

81

   

02-28-11

   

5.72

     

0.30

     

0.38

     

(0.00

)*

   

     

0.68

     

(0.30

)

   

(0.02

)

   

(0.32

)

   

6.08

     

6.02

     

12.32

     

7.09

     

1.93

     

1.59

     

1.93

     

4.87

     

893,661

     

60

   

02-28-10

   

3.81

     

0.28

     

1.95

     

(0.00

)*

   

     

2.23

     

(0.32

)

   

     

(0.32

)

   

5.72

     

5.94

     

60.70

     

81.66

     

1.99

(6)

   

1.77

(6)

   

1.93

     

5.56

     

830,785

     

38

   

02-28-09

   

6.11

     

0.46

     

(2.29

)

   

(0.06

)

   

     

(1.89

)

   

(0.41

)

   

     

(0.47

)

   

3.81

     

3.50

     

(31.93

)(5)     

(32.03

)(5)     

3.01

     

1.95

     

3.01

     

7.86

     

552,840

     

10

   

02-29-08

   

7.65

     

0.75

     

(1.57

)

   

(0.16

)

   

     

(0.98

)

   

(0.56

)

   

     

(0.72

)

   

6.11

     

5.64

     

(13.28

)

   

(17.25

)

   

4.36

     

2.20

     

4.36

     

10.35

     

886,976

     

60

   

02-28-07

   

7.59

     

0.71

     

0.06

     

(0.16

)

   

     

0.61

     

(0.55

)

   

     

(0.71

)

   

7.65

     

7.40

     

8.85

     

13.84

     

4.62

     

2.21

     

4.62

     

9.42

     

1,109,539

     

60

   

(1)  Total investment return calculations are attributable to Common Shares.

(2)  Total investment return at net asset value has been calculated assuming a purchase at net asset value at the beginning of each period and a sale at net asset value at the end of each period and assumes reinvestment of dividends, capital gain distributions and return of capital distributions/allocations, if any, in accordance with the provisions of the dividend reinvestment plan.

(3)  Total investment return at market value has been calculated assuming a purchase at market value at the beginning of each period and a sale at market value at the end of each period and assumes reinvestment of dividends, capital gain distributions, and return of capital/allocations, if any, in accordance with the provisions of the dividend reinvestment plan.

(4)  The Investment Adviser has agreed to limit expenses excluding interest, taxes, brokerage commissions, leverage expenses, other investment related costs and extraordinary expenses, subject to possible recoupment by the Investment Adviser within three years to 1.05% of Managed Assets plus 0.15% of average daily net assets.

(5)  There was no impact on total return due to payments by affiliates.

(6)  Includes excise tax fully reimbursed by the Investment Adviser.

(7)  Annualized for periods less than one year.

*  Amount is less than $0.005 or more than $(0.005).

See Accompanying Notes to Financial Statements
12



FINANCIAL HIGHLIGHTS (UNAUDITED) (CONTINUED)

Selected data for a share of beneficial interest outstanding throughout each year or period.

    Ratios to average net assets
plus borrowings
 

Supplemental data

 
    Expenses (before interest and other fees related to revolving credit facility)(2)    Expenses, prior to fee waivers and/or recoupments, if any(2)    Expenses, net of fee waivers and/or recoupments, if any(2)    Net investment income (loss)(2)   

Preferred Shares — Aggregate amount outstanding

 

Liquidation and market value per share of Preferred Shares

  Asset coverage inclusive of Preferred Shares and debt per share(a)   

Borrowings at end of period

  Asset coverage per $1,000 of debt(a)   

Average borrowings

 

Common Shares outstanding at end of year or period

 

Year or period ended

 

(%)

 

(%)

 

(%)

 

(%)

 

($000's)

 

($)

 

($)

 

($000's)

 

($)

 

($000's)

 

(000's)

 

Voya Prime Rate Trust

     

05-31-16

   

1.16

     

1.56

     

1.56

     

3.91

     

     

     

3

     

346,600

     

3,414

     

331,405

     

147,788

   

02-29-16

   

1.15

     

1.50

     

1.50

     

3.98

     

     

     

3

     

324,300

     

3,443

     

331,738

     

147,788

   

02-28-15

   

1.16

     

1.49

     

1.48

     

3.95

     

     

     

4

     

323,500

     

3,709

     

362,490

     

147,788

   

02-28-14

   

1.15

     

1.50

     

1.50

     

4.51

     

     

     

3

     

407,000

     

3,207

     

387,979

     

147,788

   

02-28-13

   

1.17

     

1.53

     

1.53

     

5.55

     

     

     

3

     

370,600

     

3,394

     

345,145

     

147,427

   

02-29-12

   

1.24

     

1.64

     

1.64

     

4.51

     

     

     

3

     

364,000

     

3,339

     

293,444

     

147,116

   

02-28-11

   

1.39

     

1.68

     

1.68

     

4.26

     

100,000

     

25,000

     

102,850

     

187,000

     

6,314

     

122,641

     

146,954

   

02-28-10

   

1.67

(1)

   

1.87

(1)

   

1.81

     

5.23

     

200,000

     

25,000

     

98,400

     

83,000

     

13,419

     

46,416

     

145,210

   

02-28-09

   

1.54

     

2.37

     

2.37

     

6.21

     

225,000

     

25,000

     

70,175

     

81,000

     

10,603

     

227,891

     

145,178

   

02-29-08

   

1.60

     

3.17

     

3.17

     

7.53

     

450,000

     

25,000

     

53,125

     

338,000

     

4,956

     

391,475

     

145,094

   

02-28-07

   

1.56

     

3.25

     

3.25

     

6.63

     

450,000

     

25,000

     

62,925

     

281,000

     

6,550

     

459,982

     

145,033

   

(a)  Asset coverage ratios, for fiscal periods beginning after 2011, is presented to represent the coverage available to each $1,000 of borrowings. Asset coverage ratios, for periods prior to fiscal 2009, represented the coverage available for both the borrowings and Preferred Shares expressed in relation to each $1,000 of borrowings and Preferred Shares liquidation value outstanding. The Asset coverage ratio per $1,000 of debt for periods subsequent to fiscal 2008, is presented to represent the coverage available

to each $1,000 of borrowings before consideration of any Preferred Shares liquidation price, while the Asset coverage inclusive of Preferred Shares, presents the coverage available to both borrowings and Preferred Shares, expressed in relation to the per share liquidation price of the Preferred Shares.

(1)  Includes excise tax fully reimbursed by the Investment Adviser.

(2)  Annualized for periods less than one year.

See Accompanying Notes to Financial Statements
13




Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited)

NOTE 1 — ORGANIZATION

Voya Prime Rate Trust (the "Trust"), a Massachusetts business trust, is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a diversified, closed-end, management investment company. The Trust invests at least 80% of its assets in senior loans, which generally are not registered under the Securities Act of 1933, as amended (the "1933 Act"), and which contain certain restrictions on resale and cannot be sold publicly. These loans bear interest (unless otherwise noted) at rates that float periodically at a margin above the London Inter-Bank Offered Rate ("LIBOR") and other short-term rates. The investment objective of the Trust is described in the Trust's prospectus.

Voya Investments, LLC ("Voya Investments" or the "Investment Adviser"), an Arizona limited liability company, serves as the Investment Adviser to the Trust. The Investment Adviser has engaged Voya Investment Management Co. LLC ("Voya IM" or the "Sub-Adviser"), a Delaware limited liability company, to serve as the Sub-Adviser to the Trust.

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies are consistently followed by the Trust in the preparation of its financial statements. The Trust is considered an investment company under U.S. generally accepted accounting principles ("GAAP") and follows the accounting and reporting guidance applicable to investment companies.

A.  Senior Loan and Other Security Valuation. The Trust is open for business every day the New York Stock Exchange ("NYSE") opens for regular trading (each such day, a "Business Day"). The net asset value ("NAV") per Common Share of the Trust is determined each Business Day as of the close of the regular trading session ("Market Close"), as determined by the Consolidated Tape Association ("CTA"), the central distributor of transaction prices for exchange-traded securities (normally 4:00 p.m. Eastern time unless otherwise designated by the CTA). The data reflected on the consolidated tape provided by the CTA is generated by various market centers, including all securities exchanges, electronic communications networks, and third-market broker-dealers. The NAV per Common Share of the Trust is calculated by dividing the value of the Trust's loan assets plus all cash and other assets (including accrued expenses but excluding capital and surplus) attributable to the Common Shares by the number of Common Shares outstanding. The NAV per Common Share is made available for publication. On days when the Trust is closed for business, Trust shares will not be priced and the Trust does not transact purchase and redemption orders. To the extent the Trust's assets are traded in other markets on days when the Trust does not price its shares, the value of the Trust's assets will likely change and you will not be able to purchase or redeem shares of the Trust.

Assets for which market quotations are readily available are valued at market value. A security listed or traded on an exchange is valued at its last sales price or official closing price as of the close of the regular trading session on the exchange where the security is principally traded or, if such price is not available, at the last sale price as of the Market Close for such security provided by the CTA. Bank loans are valued at the average of the averages of the bid and ask prices provided to an independent loan pricing service by brokers. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and ask prices from the exchange on which they are principally traded. Investments in open-end registered investment companies that do not trade on an exchange are valued at the end of day NAV per share. Investments in registered investment companies that trade on an exchange are valued at the last sales price or official closing price as of the close of the regular trading session on the exchange where the security is principally traded.

When a market quotation is not readily available or is deemed unreliable, the Trust will determine a fair value for the relevant asset in accordance with procedures adopted by the Trust's Board of Trustees ("Board"). Such procedures provide, for example, that: (a) Exchange-traded securities are valued at the mean of the closing bid and ask; (b) Debt obligations are valued using an evaluated price provided by an


14



Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

independent pricing service. Evaluated prices provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect factors such as institution-size trading in similar groups of securities, developments related to specific securities, benchmark yield, quality, type of issue, coupon rate, maturity, individual trading characteristics and other market data; (c) Securities traded in the over-the-counter market are valued based on prices provided by independent pricing services or market makers; (d) Options not listed on an exchange are valued by an independent source using an industry accepted model, such as Black-Scholes; (e) Centrally cleared swap agreements are valued using a price provided by the central counterparty clearinghouse; (f) Over-the-counter swap agreements are valued using a price provided by an independent pricing service; (g) Forward foreign currency contracts are valued utilizing current and forward rates obtained from an independent pricing service. Such prices from the third party pricing service are for specific settlement periods and the Trust's forward foreign currency contracts are valued at an interpolated rate between the closest preceding and subsequent period reported by the independent pricing service and (h) Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by brokers.

The prospectuses of the open-end registered investment companies in which the Trust may invest explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.

Foreign securities' (including foreign exchange contracts) prices are converted into U.S. dollar amounts using the applicable exchange rates as of Market Close. If market quotations are available and believed to be reliable for foreign exchange-traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before Market Close, closing market quotations may become unreliable. An independent pricing service determines the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of Market Close. Foreign securities' prices meeting the approved degree of certainty that the price is not reflective of current value will be valued by the independent pricing service using pricing models designed to estimate likely changes in the values of those securities between the times in which the trading in those securities is substantially completed and Market Close. Multiple factors may be considered by the independent pricing service in determining the value of such securities and may include information relating to sector indices, American Depositary Receipts and domestic and foreign index futures.

All other assets for which market quotations are not readily available or became unreliable (or if the above fair valuation methods are unavailable or determined to be unreliable) are valued at fair value as determined in good faith by or under the supervision of the Board following procedures approved by the Board. The Board has delegated to the Investment Adviser responsibility for overseeing the implementation of the Trust's valuation procedures; a "Pricing Committee" comprised of employees of the Investment Adviser or its affiliates has responsibility for applying the fair valuation methods set forth in the procedures and, if a fair valuation cannot be determined pursuant to the fair valuation methods, determining the fair value of assets held by the Trust. Issuer specific events, transaction price, position size, nature and duration of restrictions on disposition of the security, market trends, bid/ask quotes of brokers and other market data may be reviewed in the course of making a good faith determination of a security's fair value. Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer's assets, general economic conditions, interest rates, investor perceptions and market liquidity. Because of the inherent uncertainties of fair valuation, the values used to determine the Trust's NAV may materially differ from the value received upon actual sale of those investments. Thus, fair valuation may have an unintended dilutive or accretive effect on the value of shareholders' investments in the Trust.

Each investment asset or liability of the Trust is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as "Level 1," inputs other than quoted prices for an asset or liability that are observable are classified as "Level 2" and unobservable inputs, including the Sub-Adviser's or Pricing


15



Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

Committee's judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as "Level 3." The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Short-term securities of sufficient credit quality are generally considered to be Level 2 securities under applicable accounting rules. A table summarizing the Trust's investments under these levels of classification is included following the Portfolio of Investments.

U.S. GAAP requires a reconciliation of the beginning to ending balances for reported fair values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in or out of the Level 3 category during the period. The beginning of period timing recognition is used for the transfers between Levels of the Trust's assets and liabilities. A reconciliation of Level 3 investments is presented only when the Trust has a significant amount of Level 3 investments.

For the period ended May 31, 2016, there have been no significant changes to the fair valuation methodologies.

B.  Security Transactions and Revenue Recognition. Security transactions and senior loans are accounted for on the trade date (date the order to buy or sell is executed). The unfunded portion of revolver and delayed draw loans are booked once that portion becomes funded. Realized gains or losses are reported on the basis of identified cost of securities sold. Interest income is recorded on an accrual basis at the then-current loan rate. The accrual of interest on loans is partially or fully discontinued when, in the opinion of management, there is an indication that the borrower may be unable to meet payments as they become due. If determined to be uncollectible, unpaid accrued interest is also written off. Cash collections on non-accrual senior loans are generally applied as a reduction to the recorded investment of the loan. Senior loans are generally returned to accrual status only after all past due amounts have been received and the borrower has demonstrated sustained performance. Premium amortization and discount accretion are deferred and recognized over the shorter of four years or the actual term of the loan. Arrangement fees received on revolving credit facilities, which represent non-refundable fees or purchase discounts associated with the acquisition of loans, are deferred and recognized using the effective yield method over the shorter of four years or the actual term of the loan. No such fees are recognized on loans which have been placed on non-accrual status. Arrangement fees associated with all other loans, except revolving credit facilities, are treated as discounts and are accreted as described above. Dividend income is recorded on the ex-dividend date. Amendment fees are earned as compensation for evaluating and accepting changes to an original senior loan agreement and are recognized when received. Amendment fees and other fees earned are reported on the Statement of Operations.

C.  Foreign Currency Translation. The books and records of the Trust are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

(1)  Market value of investment securities, other assets and liabilities — at the exchange rates prevailing at Market Close.

(2)  Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

Although the net assets and the market values are presented at the foreign exchange rates at Market Close, the Trust does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. For securities, which are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statement of Assets and Liabilities for the estimated tax withholding based on the securities current market value. Upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.


16



Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Trust's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and the U.S. government. These risks include, but are not limited to, revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities.

D.  Forward Foreign Currency Contracts. The Trust has entered into forward foreign currency contracts primarily to hedge against foreign currency exchange rate risks on its non-U.S. dollar denominated investment securities. When entering into a currency forward foreign contract, the Trust agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. These contracts are valued daily and the Trust's net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward rates at the reporting date, is included in the Statement of Assets and Liabilities. Realized and unrealized gains and losses are included in the Statement of Operations. These instruments involve market and/or credit risk in excess of the amount recognized in the Statement of Assets and Liabilities. Risks arise from the possible inability of counterparties to meet the terms of their contracts and from movement in currency and securities values and interest rates. Open forward foreign currency contracts are presented following the respective Portfolio of Investments.

For the period ended May 31, 2016, the Trust had an average quarterly contract amount on forward foreign currency contracts to sell of $25,366,824. Please refer to the table following the Portfolio of Investments for open forward foreign currency contracts to sell at May 31, 2016.

E.  When-Issued Delayed-Delivery. Securities purchased or sold on a when-issued, delayed-delivery or forward purchase commitment basis may have extended settlement periods. The value of the security so purchased is subject to market fluctuations during this period. Due to the nature of the Senior Loan market, the actual settlement date may not be certain at the time of the purchase or sale for some of the Senior Loans. Interest income on such Senior Loans is not accrued until settlement date.

F.  Federal Income Taxes. It is the policy of the Trust to comply with the requirements of subchapter M of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of its net investment income and any net realized capital gains to its shareholders. Therefore, a federal income tax or excise tax provision is not required. Management has considered the sustainability of the Trust's tax positions taken on federal income tax returns for all open tax years in making this determination. No capital gain distributions shall be made until the capital loss carryforwards have been fully utilized or expire.

The Trust may utilize equalization accounting for tax purposes, whereby a portion of redemption payments are treated as distributions of income or gain.

G.  Distributions to Common Shareholders. The Trust declares and pays dividends monthly from net investment income. Distributions from capital gains, if any, are declared and paid annually. The Trust may make additional distributions to comply with the distribution requirements of the Internal Revenue Code. The character and amounts of income and gains to be distributed are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP for investment companies. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital. The Trust records distributions to its shareholders on the ex-dividend date.


17



Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

H.  Dividend Reinvestments. Pursuant to the Trust's Shareholder Reinvestment Program (the "Program"), BNY Mellon Investment Servicing (U.S.) Inc. ("BNY"), the Program administrator, purchases, from time to time, shares of beneficial interest of the Trust on the open market to satisfy dividend reinvestments. Such shares are purchased on the open market only when the closing sale or bid price plus commission is less than the NAV per share of the Trust's Common Shares on the valuation date. If the market price plus commissions is equal to or exceeds NAV, new shares are issued by the Trust at the greater of (i) NAV or (ii) the market price of the shares during the pricing period, minus a discount of 5%.

I.  Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

J.  Share Offerings. The Trust issues shares under various shelf registration statements, whereby the net proceeds received by the Trust from share sales may not be less than the greater of (i) the NAV per share or (ii) 94% of the average daily market price over the relevant pricing period.

K.  Indemnifications. In the normal course of business, the Trust may enter into contracts that provide certain indemnifications. The Trust's maximum exposure under these arrangements is dependent on future claims that may be made against the Trust and, therefore, cannot be estimated; however, based on experience, management considers the risk of loss from such claims remote.

NOTE 3 — INVESTMENTS

For the period ended May 31, 2016, the cost of purchases and the proceeds from principal repayment and sales of investments, excluding short-term notes, totaled $128,658,655 and $104,311,679, respectively. At May 31, 2016, the Trust held senior loans valued at $1,176,919,413 representing 99.5% of its total investments. The fair value of these assets is established as set forth in Note 2.

The senior loans acquired by the Trust typically take the form of a direct lending relationship with the borrower, and are typically acquired through an assignment of another lender's interest in a loan. The lead lender in a typical corporate loan syndicate administers the loan and monitors the collateral securing the loan. In the event that the lead lender becomes insolvent, enters Federal Deposit Insurance Corporation ("FDIC") receivership or, if not FDIC insured, enters into bankruptcy, the Fund may incur certain costs and delays in realizing payment, or may suffer a loss of principal and/or interest.

Common and Preferred Shares, and stock purchase warrants held in the portfolio were acquired in conjunction with loans held by the Trust. Certain stocks and warrants are restricted and may not be publicly sold without registration under the 1933 Act, or without an exemption under the 1933 Act. In some cases, these restrictions expire after a designated period of time after issuance of the shares or warrants.


18



Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited) (continued)

NOTE 3 — INVESTMENTS (continued)

Dates of acquisition and cost or assigned basis of restricted securities are as follows:

    Date of
Acquisition
  Cost or
Assigned Basis
 

Ascend Media (Residual Interest)

 

01/05/10

 

$

   
Lincoln Paper & Tissue LLC (Warrants for 291 Common Shares,
Expires August 14, 2015)
 

08/25/05

   

   
Lincoln Pulp and Eastern Fine (Residual Interest in
Bankruptcy Estate)
 

06/08/04

   

   

Total Restricted Securities (fair value $0 at May 31, 2016)

     

$

   

NOTE 4 — INVESTMENT MANAGEMENT FEES

The Trust has entered into an investment management agreement ("Management Agreement") with the Investment Adviser. The Investment Adviser has overall responsibility for the management of the Trust. The Investment Adviser oversees all investment advisory and portfolio management services for the Trust and assists in managing and supervising all aspects of the general day-to-day business activities and operations of the Trust, including custodial, transfer agency, dividend disbursing, accounting, auditing, compliance and related services. This Management Agreement compensates the Investment Adviser with a fee, computed daily and payable monthly, at an annual rate of 1.05% of the Trust's managed assets. For purposes of the Management Agreement, managed assets ("Managed Assets") are defined as the Trust's average daily gross asset value, minus the sum of the Trust's accrued and unpaid dividends on any outstanding Preferred Shares and accrued liabilities (other than liabilities for the principal amount of any borrowings incurred, commercial paper or notes issued by the Trust and the liquidation preference of any outstanding Preferred Shares).

The Investment Adviser has entered into a sub-advisory agreement with Voya IM. Subject to such policies as the Board or the Investment Adviser may determine, Voya IM manages the Trust's assets in accordance with the Trust's investment objectives, policies, and limitations.

NOTE 5 — EXPENSE LIMITATION AGREEMENT

The Investment Adviser has agreed to limit expenses, excluding interest, taxes, investment-related costs, leverage expenses, extraordinary expenses, and acquired fund fees and expenses to 1.05% of Managed Assets plus 0.15% of average daily net assets.

The Investment Adviser may at a later date recoup from the Trust for fees waived and/or other expenses assumed by the Investment Adviser during the previous 36 months, but only if, after such recoupment, the Trust's expense ratio does not exceed the percentage described above. Waived and reimbursed fees net of any recoupment by the Investment Adviser of such waived and reimbursed fees are reflected on the accompanying Statement of Operations. Amounts payable by the Investment Adviser are reflected on the accompanying Statements of Assets and Liabilities.

The expense limitation agreement is contractual through July 1, 2017 and shall renew automatically for one-year terms. Termination or modification of this obligation requires approval by the Board.

As of May 31, 2016, the amount of waived and/or reimbursed fees that are subject to recoupment by the Investment Adviser, and the related expiration dates are as follows:

May 31,      
2017  

2018

 

2019

 

Total

 
$

11,143

   

$

30,277

   

$

1,973

   

$

43,393

   


19



Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited) (continued)

NOTE 6 — TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

The Trust has adopted a deferred compensation plan (the "Plan"), which allows eligible independent trustees, as described in the Plan, to defer the receipt of all or a portion of the trustees' fees that they are entitled to receive from the Trust. For purposes of determining the amount owed to the trustee under the Plan, the amounts deferred are invested in shares of the funds selected by the trustee (the "Notional Funds"). The Trust purchases shares of the Notional Funds, which are all advised by Voya Investments, in amounts equal to the trustees' deferred fees, resulting in a Trust asset equal to the deferred compensation liability. Such assets are included as a component of "Other assets" on the accompanying Statement of Assets and Liabilities. Deferral of trustees' fees under the Plan will not affect net assets of the Trust, and will not materially affect the Trust's assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance with the Plan.

The Trust may engage in purchase and sale transactions with funds that have a common investment adviser (or affiliated investment advisers) and/or have a common sub-adviser. These interfund transactions are made pursuant to Rule 17a-7 of the Investment Company Act of 1940. For the period ended May 31, 2016, the Trust did not engage in such purchase and sales transactions.

NOTE 7 — COMMITMENTS

The Trust has entered into a $440 million 364-day revolving credit agreement which matures July 18, 2016, collateralized by assets of the Trust. Borrowing rates under this agreement are based on a fixed spread over LIBOR, and a commitment fee is charged on the unused portion. Prepaid arrangement fees are amortized over the term of the agreement. The amount of borrowings outstanding at May 31, 2016, was $347 million. Weighted average interest rate on outstanding borrowings during the year was 1.35%, excluding fees related to the unused portion of the facilities, and other fees. The amount of borrowings represented 28.79% of total assets at May 31, 2016. Average borrowings for the period ended May 31, 2016 were $331,405,435 and the average annualized interest rate was 1.41% excluding other fees related to the unused portion of the facility, and other fees.

NOTE 8 — RIGHTS AND OTHER OFFERINGS

As of May 31, 2016, the Trust had unfunded loan commitments pursuant to the terms of the following loan agreements:

Kenan Advantage Group, Inc.

 

$

159,734

   

The net unrealized depreciation on these commitments of $200 as of May 31, 2016 is reported as such on the Statement of Assets and Liabilities.

As of May 31, 2016, outstanding share offerings pursuant to shelf registrations were as follows:

Registration
Date
  Shares
Registered
  Shares
Remaining
 
6/30/2015    

25,000,000

     

22,631,646

   
6/30/2015    

5,000,000

     

5,000,000

   

As of May 31, 2016 the Trust had no Preferred Shares outstanding. The Trust may consider issuing Preferred Shares during the current fiscal year or in the future.


20



Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited) (continued)

NOTE 9 — SUBORDINATED LOANS AND UNSECURED LOANS

The Trust may invest in subordinated loans and in unsecured loans. The primary risk arising from investing in subordinated loans or in unsecured loans is the potential loss in the event of default by the issuer of the loans. The Trust may acquire a subordinated loan only if, at the time of acquisition, it acquires or holds a senior loan from the same borrower. The Trust will acquire unsecured loans only where the Investment Adviser believes, at the time of acquisition, that the Trust would have the right to payment upon default that is not subordinate to any other creditor. Subject to the aggregate 20% limit on other investments, the Trust may invest up to 20% of its total assets in unsecured floating rate loans, notes and other debt instruments and 5% of its total assets in floating rate subordinated loans. As of May 31, 2016, the Trust held no subordinated loans or unsecured loans.

NOTE 10 — CAPITAL SHARES

There was no capital shares activity during the period ended May 31, 2016 and during the year ended February 29, 2016.

NOTE 11 — FEDERAL INCOME TAXES

The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP for investment companies. These book/tax differences may be either temporary or permanent. Permanent differences are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences are not reclassified. Key differences include the treatment of short-term capital gains, foreign currency transactions, and wash sale deferrals. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital.

Dividends paid by the Trust from net investment income and distributions of net realized short-term capital gains are, for federal income tax purposes, taxable as ordinary income to shareholders.

The tax composition of dividends and distributions to shareholders was as follows:

Three Months Ended May 31, 2016  

Year Ended February 29, 2016

 
Ordinary Income  

Ordinary Income

 
$

11,527,433

   

$

48,917,716

   

The tax-basis components of distributable earnings and the capital loss carryforwards which may be used to offset future realized capital gains for federal income tax purposes as of February 29, 2016 are detailed below. The Regulated Investment Company Modernization Act of 2010 (the "Act") provides an unlimited carryforward period for newly generated capital losses. Under the Act, there may be a greater likelihood that all or a portion of the Trust's pre-enactment capital loss carryforwards may expire without being utilized due to the fact that post-enactment capital losses are required to be utilized before pre-enactment capital loss carryforwards.

Undistributed  

Post-October

 

Unrealized

 

Capital Loss Carryforwards

 
Ordinary  

Capital Losses

 

Appreciation/

 

 
Income  

Deferred

 

(Depreciation)

 

Amount

 

Character

 

Expiration

 
$

3,288,770

   

$

(5,674,350

)

 

$

(86,107,924

)

 

$

(41,585,301

)

 

Short-term

   

2017

   
                         

(125,812,939

)

 

Short-term

   

2018

   
                         

(24,760,715

)

 

Short-term

   

2019

   
                         

(24,619,056

)

 

Long-term

   

None

   
                       

$

(216,778,011

)

             

 

The Trust's major tax jurisdictions are U.S. federal and Arizona state.


21



Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of May 31, 2016 (Unaudited) (continued)

NOTE 11 — FEDERAL INCOME TAXES (continued)

As of May 31, 2016, no provision for income tax is required in the Trust's financial statements as a result of tax positions taken on federal and state income tax returns for open tax years. The Trust's federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state department of revenue. The earliest tax year that remains subject to examination by these jurisdictions is 2011.

NOTE 12 — SUBSEQUENT EVENTS

Dividends: Subsequent to May 31, 2016, the Trust paid the following dividends from net investment income:

Per Share Amount  

Declaration Date

 

Record Date

 

Payable Date

 
$

0.0265

   

5/31/16

 

6/10/16

 

6/22/16

 
$

0.0265

   

6/30/16

 

7/11/16

 

7/22/16

 

Credit agreement renewal: On July 13, 2016, the Board approved the renewal of the $414 million revolving credit agreement for another 364 days.

The Trust has evaluated events occurring after the Statement of Assets and Liabilities date ("subsequent events") to determine whether any subsequent events necessitated adjustment to or disclosure in the financial statements. Other than the above, no such subsequent events were identified.


22




  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 

SENIOR LOANS*: 140.7%

     
       

Aerospace & Defense: 0.1%

 
 

880,178

            Transdigm, Inc.,
Term Loan C,
3.750%,
02/28/20
 

$

881,966

     

0.1

   
       

Automotive: 5.7%

 
 

1,980,000

            BBB Industries
US Holdings,
Inc., First Lien
Term Loan,
6.000%,
11/03/21
   

1,980,620

     

0.2

   
 

2,962,500

            Dealer Tire, LLC,
Term Loan B,
5.500%,
12/22/21
   

2,964,352

     

0.4

   
 

2,673,000

            Dynacast
International LLC,
First Lien Term
Loan, 4.500%,
01/28/22
   

2,676,341

     

0.3

   
 

2,086,551

            Federal-Mogul
Corporation,
Term Loan C,
4.750%,
04/15/21
   

1,981,354

     

0.2

   
 

3,632,201

            Fram Group
Holdings Inc.,
First Lien Term
Loan, 7.000%,
07/31/17
   

3,376,130

     

0.4

   
 

1,477,215

            Fram Group
Holdings Inc.,
Second Lien Term
Loan, 11.000%,
01/29/18
   

1,155,921

     

0.1

   
 

11,649,736

            Gates Global LLC,
First Lien
Secured Term
Loan, 4.250%,
07/05/21
   

11,271,120

     

1.4

   
 

2,500,000

            KAR Auction
Services, Inc.,
Term Loan B-3,
4.250%,
03/09/23
   

2,519,250

     

0.3

   
 

1,748,063

            Key Safety
Systems, Inc.,
First Lien Term
Loan, 4.750%,
08/29/21
   

1,754,619

     

0.2

   

EUR

1,240,625

            Metaldyne
Performance
Group, Euro
Term Loan B,
3.750%,
10/20/21
   

1,386,248

     

0.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

5,877,938

            Metaldyne
Performance
Group, Term
Loan B, 3.750%,
10/20/21
 

$

5,883,187

     

0.7

   
 

3,052,169

            NN, Inc., Upsized
Term Loan B,
5.750%,
10/30/22
   

3,052,169

     

0.4

   
 

76,644

            Service King,
New Delayed
Draw TL,
4.500%,
08/18/21
   

76,429

     

0.0

   
 

4,526,294

            Service King,
Upsized Term
Loan B,
4.500%,
08/18/21
   

4,513,566

     

0.5

   
 

3,407,875

            TI Group
Automotive
Systems, L.L.C.,
Term Loan B,
4.500%,
06/30/22
   

3,424,914

     

0.4

   
                 

48,016,220

     

5.7

   
       

Beverage & Tobacco: 0.9%

 

EUR

4,249,627

            Jacobs Douwe
Egberts, Term
Loan B-1 EUR,
4.250%,
07/02/22
   

4,773,169

     

0.6

   
 

2,484,867

            Jacobs Douwe
Egberts,TL B-1
USD, 4.250%,
07/02/22
   

2,494,185

     

0.3

   
                 

7,267,354

     

0.9

   
       

Building & Development: 1.8%

 
 

3,678,724

            Doosan Infracore
Bobcat Holdings
Co., Ltd., Term
Loan B, 4.500%,
05/28/21
   

3,685,621

     

0.5

   

EUR

1,000,000

     

(1

)

  Konecranes Terex
PLC, Term
Loan B Euro,
4.500%, 12/31/22
   

1,100,954

     

0.1

   
 

1,800,000

     

(1

)

  Konecranes Terex
PLC, Term
Loan B USD,
4.500%,
12/15/22
   

1,777,500

     

0.2

   
 

859,375

            Leighton Services,
Term Loan B,
5.500%,
05/21/22
   

866,895

     

0.1

   

See Accompanying Notes to Financial Statements
23



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Building & Development (continued)

 
 

1,764,269

            Minimax Viking
GmbH,Facility B1
Loan, 4.000%,
08/16/20
 

$

1,770,885

     

0.2

   
 

3,080,646

            NCI Building
Systems, Inc.,
Term Loan,
4.250%,
06/24/19
   

3,066,928

     

0.4

   
 

893,820

            PrimeSource
Building Products,
Term Loan B,
4.500%,
05/06/22
   

893,262

     

0.1

   
 

2,000,000

            Quikrete Holdings,
Term Loan B,
4.000%,
09/26/20
   

2,002,708

     

0.2

   
                 

15,164,753

     

1.8

   
       

Business Equipment & Services: 10.2%

 
 

6,304,320

            Acosta, Inc., New
Term Loan B,
4.250%,
09/26/21
   

6,272,798

     

0.7

   
 

12,090,875

            Advantage Sales &
Marketing, Inc.,
First Lien Term
Loan, 4.250%,
07/23/21
   

12,043,648

     

1.4

   
 

2,900,000

            Advantage Sales &
Marketing, Inc.,
Second Lien
Term Loan,
7.500%,
07/25/22
   

2,769,500

     

0.3

   
 

7,173,987

            AlixPartners LLP,
Term Loan B,
4.500%,
07/28/22
   

7,206,866

     

0.9

   
 

1,950,000

            Allflex Holdings III,
Inc., First Lien
Term Loan,
4.250%,
07/17/20
   

1,947,563

     

0.2

   
 

1,300,000

            Allflex Holdings III,
Inc., Second Lien
Term Loan,
8.000%,
07/19/21
   

1,288,625

     

0.2

   
 

1,488,750

            Boyd Corporation,
First Lien Term
Loan, 5.250%,
04/15/22
   

1,458,975

     

0.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

7,384,914

            Coinmach Service
Corp., Upsized
Term Loan,
4.250%,
11/14/19
 

$

7,278,756

     

0.9

   
 

2,297,248

            First American
Payment
Systems,
First Lien
Term Loan,
5.750%,
10/12/18
   

2,234,074

     

0.3

   
 

1,631,261

            First American
Payment
Systems,
Second Lien,
10.750%,
04/12/19
   

1,574,167

     

0.2

   
 

3,000,000

            First Data
Corporation,
2021 Dollar
Term Loan,
4.673%,
03/24/21
   

3,014,064

     

0.4

   
 

3,825,000

     

(1

)

  First Data
Corporation,
Term Loan
July 2022
Add-On,
4.423%,
07/08/22
   

3,837,638

     

0.5

   
 

3,079,081

            iQor, First Lien
Term Loan,
6.000%,
04/01/21
   

2,555,637

     

0.3

   
 

2,500,000

            iQor, Second Lien
Term Loan,
9.750%,
04/01/22
   

1,825,000

     

0.2

   
 

4,958,875

     

(1

)

  Knowledge
Universe
Education, LLC,
First Lien Term
Loan, 6.000%,
08/13/22
   

4,958,875

     

0.6

   
 

2,922,937

            Learning Care
Group, Term
Loan, 5.000%,
05/01/21
   

2,922,938

     

0.3

   
 

3,383,987

            Legal Shield, First
Lien Term Loan,
6.500%,
07/01/19
   

3,378,346

     

0.4

   
 

2,000,000

            Legal Shield,
Second Lien
Term Loan,
10.250%,
07/01/20
   

1,982,500

     

0.2

   

See Accompanying Notes to Financial Statements
24



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Business Equipment & Services (continued)

 
 

2,561,000

            Onsite Rental
Group Operations
Pty Ltd., Senior
Secured Term
Loan, 5.500%,
07/30/21
 

$

1,933,555

     

0.2

   
 

2,250,000

            Solera
Management,
USD Term
Loan B,
5.750%,
03/01/23
   

2,268,884

     

0.3

   
 

4,824,281

            SourceHOV, First
Lien Term Loan,
7.750%,
10/27/19
   

3,438,304

     

0.4

   
 

2,300,000

            SourceHOV,
Second Lien
Term Loan,
11.500%,
04/27/20
   

1,270,750

     

0.1

   
 

4,314,737

            SurveyMonkey.com,
LLC, Term
Loan B, 6.250%,
02/07/19
   

4,250,016

     

0.5

   
 

576,573

            Sutherland Global
Services, Term
Loan B Cayman,
6.000%,
04/22/21
   

577,293

     

0.1

   
 

2,476,927

            Sutherland Global
Services, Term
Loan B, 6.000%,
04/22/21
   

2,480,024

     

0.3

   
 

140,516

            Wash Multi-Family
Services, CAD
First Lien Term
Loan, 4.250%,
05/26/22
   

139,638

     

0.0

   
 

802,359

            Wash Multi-Family
Services, USD
First Lien Term
Loan, 4.250%,
05/26/22
   

797,344

     

0.1

   
                 

85,705,778

     

10.2

   
       

Cable & Satellite Television: 4.2%

 
 

3,600,000

            Charter
Communications
Operating, LLC,
TLI, 3.500%,
01/24/23
   

3,622,500

     

0.4

   
 

3,280,613

            Liberty Cablevision
of Puerto Rico
LLC., First Lien
Term Facility,
4.500%,
01/07/22
   

3,253,276

     

0.4

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

250,000

            Liberty Cablevision
of Puerto Rico
LLC., Second
Lien Facility,
7.750%,
07/01/23
 

$

240,417

     

0.0

   
 

987,332

            New Wave
Communications,
Term Loan B with
Add On, 4.750%,
04/30/20
   

937,965

     

0.1

   

EUR

1,000,000

            Numericable
(YPSO France
SAS), Term
Loan B7 EUR,
4.500%,
04/12/23
   

1,118,492

     

0.1

   
 

2,150,000

            Numericable
(YPSO France
SAS), Term
Loan B7 USD,
5.000%,
01/08/24
   

2,160,079

     

0.3

   
 

2,985,000

            Numericable
(YPSO France
SAS),USD Add
On, 4.563%,
07/27/22
   

2,988,033

     

0.4

   
 

7,147,503

            RCN Cable, Term
Loan B, 4.250%,
02/25/20
   

7,167,609

     

0.9

   
 

1,300,000

     

(1

)

  Telenet Group
Holding NV,
TLAD, 4.250%,
05/03/24
   

1,307,312

     

0.1

   

GBP

2,750,000

            Virgin Media
Investment
Holdings Limited,
Term Loan E
(GBP), 4.250%,
06/30/23
   

3,973,418

     

0.5

   
 

8,124,208

            Wideopenwest
Finance, LLC,
TLB, 4.500%,
04/01/19
   

8,128,441

     

1.0

   
                 

34,897,542

     

4.2

   
       

Chemicals & Plastics: 5.5%

 
 

1,574,125

            Monarch
(Allnex S.a.r.l.),
First Lien Term
Loan B-1,
4.500%,
10/03/19
   

1,572,157

     

0.2

   
 

816,733

            Monarch
(Allnex S.a.r.l.),
First Lien Term
Loan B-2,
4.500%,
10/03/19
   

815,712

     

0.1

   

See Accompanying Notes to Financial Statements
25



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Chemicals & Plastics (continued)

 
 

999,907

            Aruba Investments,
Inc (a.k.a Angus
Chemical),US
Term Loan,
4.500%,
02/02/22
 

$

1,001,157

     

0.1

   
 

1,695,750

            Azelis, TL B USD,
6.500%,
11/30/22
   

1,710,588

     

0.2

   
 

2,575,709

            Emerald
Performance
Materials LLC,
First Lien Term
Loan, 4.500%,
08/01/21
   

2,569,270

     

0.3

   
 

1,000,000

            Emerald
Performance
Materials LLC,
Second Lien
Term Loan,
7.750%,
08/01/22
   

962,500

     

0.1

   
 

1,000,000

            Ennis Flint
(a.k.a Road
Infrastructure
Investment LLC),
First Lien Term
Facility, 4.250%,
03/31/21
   

995,000

     

0.1

   
 

2,000,000

            Flint Group
Holdings
S.A.R.L., Second
Lien, 8.250%,
09/05/22
   

1,865,000

     

0.2

   
 

3,845,967

            Flint Group
Holdings
S.A.R.L., USD
Term Loan B2,
4.500%,
09/07/21
   

3,775,458

     

0.4

   
 

635,783

            Flint Group
Holdings
S.A.R.L., USD
Term Loan C,
4.500%,
09/07/21
   

623,067

     

0.1

   
 

4,974,962

            Ineos US Finance
LLC, Incremental
USD Term Loan,
4.250%,
03/31/22
   

4,980,405

     

0.6

   

EUR

1,950,000

            Inovyn Finance plc,
TL B, 6.250%,
05/18/21
   

2,187,297

     

0.3

   
 

4,000,000

     

(1

)

  Kraton Polymers
LLC, Term Loan
Facility, 6.000%,
01/06/22
   

3,962,500

     

0.5

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

1,777,500

            MacDermid, Inc.
(a.k.a Platform
Specialty
Products Corp),
Tranche B-2
Term Loan,
5.500%,
06/07/20
 

$

1,776,833

     

0.2

   
 

832,319

            MacDermid, Inc.,
First Lien Term
Loan, 5.500%,
06/07/20
   

831,712

     

0.1

   

EUR

825,000

     

(1

)

  Novacap, EUR
TLB, 5.673%,
04/28/23
   

926,733

     

0.1

   
 

1,821,012

            Orion Engineered
Carbons, Term
Loan B (USD),
5.000%,
07/25/21
   

1,827,841

     

0.2

   
 

2,286,375

            Oxea S.a.r.l., First
Lien Term Loan
USD, 4.250%,
01/15/20
   

2,260,653

     

0.3

   
 

765,000

            PQ Corporation,
Dollar Term Loan,
5.750%,
11/05/22
   

772,969

     

0.1

   
 

2,125,604

     

(1

)

  Royal Adhesives &
Sealants,First
Lien Term Loan,
4.500%,
06/19/22
   

2,127,995

     

0.3

   
 

325,000

            Royal Adhesives &
Sealants,Second
Lien Term Loan,
8.500%,
06/19/23
   

311,797

     

0.0

   
 

3,644,500

            Solenis
International, L.P.,
USD First Lien
Term Loan,
4.250%,
07/31/21
   

3,624,000

     

0.4

   
 

3,950,000

            Styrolution Group
GmbH, TL B-1
USD, 6.500%,
11/07/19
   

3,964,813

     

0.5

   
 

998,938

            Zep Inc, Term
Loan, 5.500%,
06/26/22
   

1,002,997

     

0.1

   
                 

46,448,454

     

5.5

   
       

Clothing/Textiles: 0.7%

 
 

4,938,071

            Varsity Brands
(fka Herff Jones,
Inc.), First Lien
Term Loan,
5.000%,
12/10/21
   

4,952,885

     

0.6

   

See Accompanying Notes to Financial Statements
26



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Clothing/Textiles (continued)

 
 

673,816

            Vince, LLC, Term
Loan, 5.750%,
11/27/19
 

$

630,018

     

0.1

   
                 

5,582,903

     

0.7

   
       

Conglomerates: 1.0%

 
 

2,955,000

            Jason
Incorporated,
First Lien Term
Loan, 5.500%,
06/30/21
   

2,888,512

     

0.3

   
 

600,000

            Jason
Incorporated,
Second Lien
Term Loan,
9.000%,
06/30/22
   

459,000

     

0.1

   
 

3,145,754

            ServiceMaster
Company, Term
Loan, 4.250%,
07/01/21
   

3,165,396

     

0.4

   
 

1,917,111

            Waterpik, First
Lien, 5.750%,
07/08/20
   

1,913,118

     

0.2

   
                 

8,426,026

     

1.0

   
       

Containers & Glass Products: 2.9%

 
 

5,688,033

            Berlin Packaging,
LLC, First Lien
Term Loan,
4.500%,
10/01/21
   

5,701,070

     

0.7

   
 

630,000

            Berlin Packaging,
LLC, Second Lien
Term Facility,
7.750%,
09/30/22
   

622,125

     

0.1

   
 

1,000,000

            Berry Plastics
Corporation,
Term E Loan,
3.750%,
01/06/21
   

1,003,875

     

0.1

   
 

72,615

            Constantia
Flexibles, Term
Loan B1 USD,
4.750%,
04/30/22
   

72,796

     

0.0

   
 

372,885

            Constantia
Flexibles, Term
Loan B2 USD,
4.750%,
04/30/22
   

373,818

     

0.1

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

2,455,817

            Husky Injection
Molding
Systems, Ltd.,
Incremental
Term Loan,
4.250%,
06/30/21
 

$

2,449,063

     

0.3

   
 

924,384

            Milacron LLC,
Term Loan,
4.250%,
09/28/20
   

925,539

     

0.1

   
 

1,990,766

            Otter Products,
Term Loan B,
5.750%,
06/03/20
   

1,682,197

     

0.2

   
 

1,218,875

            Peacock
Engineering
Company, LLC,
First Lien Term
Loan Facility,
5.250%,
07/29/22
   

1,212,272

     

0.2

   
 

1,991,691

            Prolampac
Intermediate Inc,
First Lien Term
Facility, 5.750%,
08/18/22
   

1,980,488

     

0.2

   
 

2,000,000

            Reynolds Group
Holdings Inc,
USD Term Loan,
4.500%,
12/01/18
   

2,009,886

     

0.2

   
 

2,673,000

            SIG Combibloc
Group AG, USD
Term Loan,
4.250%,
03/10/22
   

2,680,728

     

0.3

   

EUR

3,000,000

            Verallia,EUR TL,
5.000%,
10/31/22
   

3,369,505

     

0.4

   
                 

24,083,362

     

2.9

   
       

Diversified Insurance: 7.2%

 
 

3,875,752

            Acrisure, LLC,
First Lien Term
Loan, 6.500%,
05/19/22
   

3,852,691

     

0.5

   
 

6,952,487

            Alliant Holdings, I,
LLC,Term Loan B,
4.500%,
08/12/22
   

6,915,987

     

0.8

   
 

950,000

            AmWINS Group,
Inc., Second Lien
Term Loan,
9.500%,
09/06/20
   

954,750

     

0.1

   
 

7,014,259

            AmWINS Group,
Inc., Term
Loan B, 5.250%,
09/06/19
   

7,045,570

     

0.8

   

See Accompanying Notes to Financial Statements
27



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Diversified Insurance (continued)

 
 

4,494,427

            Applied Systems
Inc., First Lien
Term Loan,
4.250%,
01/25/21
 

$

4,496,302

     

0.5

   
 

1,890,671

            Applied Systems
Inc., Second
Lien Term
Loan, 7.500%,
01/24/22
   

1,885,945

     

0.2

   
 

2,942,625

            AssuredPartners,
Inc., 1st Lien
Term Loan,
5.750%,
10/21/22
   

2,949,982

     

0.4

   
 

9,716,252

            Hub International
Limited, Term
Loan B, 4.250%,
10/02/20
   

9,643,380

     

1.2

   
 

6,972,393

            National Financial
Partners Corp.,
Term Loan B,
4.500%,
07/01/20
   

6,938,619

     

0.8

   
 

3,302,303

            Sedgwick
Holdings, Inc.,
First Lien Term
Loan, 3.750%,
02/28/21
   

3,259,647

     

0.4

   
 

7,900,000

            Sedgwick
Holdings, Inc.,
Second Lien
Term Loan,
6.750%,
02/28/22
   

7,643,250

     

0.9

   
 

4,976,034

            USI, Inc., Term
Loan, 4.250%,
12/27/19
   

4,956,752

     

0.6

   
                 

60,542,875

     

7.2

   
       

Drugs: 0.6%

 
 

931,251

            Akorn, Inc., Term
Loan, 5.250%,
04/16/21
   

934,743

     

0.1

   
 

984,490

            Alvogen Pharma
U.S., Term
Loan B, 6.000%,
03/31/22
   

984,490

     

0.1

   
 

3,291,750

            Endo
Pharmaceuticals
Holdings Inc.,
Term loan B,
3.750%,
09/26/22
   

3,252,368

     

0.4

   
                 

5,171,601

     

0.6

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Ecological Services & Equipment: 1.5%

 
 

5,140,247

            4L Holdings Inc.,
Term Loan B,
5.500%,
05/08/20
 

$

4,619,797

     

0.6

   
 

6,502,183

            ADS Waste
Holdings, Inc.,
B-2, 3.750%,
10/09/19
   

6,495,070

     

0.8

   
 

1,237,500

            Waste Industries
USA, Inc., Term
Loan B, 4.250%,
02/24/20
   

1,245,234

     

0.1

   
                 

12,360,101

     

1.5

   
       

Electronics/Electrical: 18.9%

 
 

3,915,475

            Accuvant Inc.,
First Lien Term
Loan, 6.250%,
01/28/22
   

3,913,028

     

0.5

   
 

2,883,648

            Active Network,
Inc., First Lien
Term Loan,
5.500%,
11/13/20
   

2,815,161

     

0.3

   
 

2,646,000

            Aptean Holdings,
Inc., First Lien
Term Loan,
5.250%,
02/27/20
   

2,632,770

     

0.3

   
 

700,000

            Aptean Holdings,
Inc., Second Lien
Term Loan,
8.500%,
02/27/21
   

684,250

     

0.1

   
 

1,801,630

     

(2

)

  Aspect Software,
Inc., Term Loan,
12.327%,
05/07/16
   

1,792,622

     

0.2

   
 

9,000,000

            Avago
Technologies,
Term Loan B,
4.250%,
02/01/23
   

9,032,499

     

1.1

   
 

1,925,000

            Avast Software,
Term Loan,
4.250%,
03/20/20
   

1,929,412

     

0.2

   
 

6,759,379

            Blackboard Inc.,
Term Loan B-3,
4.750%,
10/04/18
   

6,381,982

     

0.8

   
 

5,494,894

            Blue Coat
Systems, Inc.,
Term Loan B,
4.500%,
05/20/22
   

5,484,591

     

0.6

   

See Accompanying Notes to Financial Statements
28



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Electronics/Electrical (continued)

 
 

5,435,938

     

(1

)

  BMC Software, Inc.,
Term Loan U.S.,
5.000%,
09/10/20
 

$

4,865,165

     

0.6

   
 

3,811,750

            Compuware
Corporation,
Term Loan B-2,
6.250%,
12/15/21
   

3,602,104

     

0.4

   
 

8,776,658

            Dell International
LLC,Term B
Loans, 4.000%,
04/29/20
   

8,779,405

     

1.0

   
 

2,203,601

            ECI, Term Loan B,
5.750%,
05/28/21
   

2,206,355

     

0.3

   
 

3,473,750

            Epicor Software
Corporation,
Term Loan B,
4.750%,
06/01/22
   

3,410,788

     

0.4

   
 

3,558,030

            Epiq Systems, Inc.,
Term Loan,
4.500%,
08/27/20
   

3,549,135

     

0.4

   
 

980,625

            Eze Castle
Software, Inc.,
Second Lien
Term Loan,
7.250%,
04/05/21
   

951,206

     

0.1

   
 

957,295

            Eze Castle
Software, Inc.,
Term Loan B-1,
4.000%,
04/06/20
   

956,697

     

0.1

   
 

9,031,780

            Go Daddy
Operating
Company, LLC,
Term Loan,
4.250%,
05/13/21
   

9,071,294

     

1.1

   
 

5,781,004

            Hyland Software,
Inc.,1st Lien
Term Loan,
4.750%,
07/01/22
   

5,794,555

     

0.7

   
 

1,500,000

            Hyland Software,
Inc.,2nd Lien
Term Loan,
8.250%,
06/30/23
   

1,457,500

     

0.2

   
 

1,840,126

            Infor (US), Inc.,
Term Loan B5,
3.750%,
06/03/20
   

1,809,303

     

0.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

6,069,500

            Informatica
Corporation,
Term Loan B,
4.250%,
08/05/22
 

$

6,017,909

     

0.7

   
 

8,863,008

            Kronos
Incorporated,
Upsized Term
Loan, 4.500%,
10/30/19
   

8,878,935

     

1.1

   
 

1,346,625

            Linxens,TL B-1
USD, 5.000%,
10/16/22
   

1,343,258

     

0.2

   
 

1,802,776

            M/A-COM
Technology
Solutions
Holdings, Inc.,
Term Loan B,
4.500%,
05/07/21
   

1,811,790

     

0.2

   
 

1,375,000

            Micron
Technology, Inc.,
Term Loan B,
6.673%,
04/20/22
   

1,390,183

     

0.2

   
 

2,592,232

            Microsemi
Corporation,
Term Loan B,
5.250%,
01/15/23
   

2,621,664

     

0.3

   
 

2,025,895

            NXP
Semiconductors,
Tranche B Loan,
3.750%,
12/07/20
   

2,035,867

     

0.2

   
 

2,332,480

            Omnitracs Inc.,
Upsized First
Lien Term Loan,
4.750%,
11/25/20
   

2,299,681

     

0.3

   
 

575,000

            Omnitracs Inc.,
Upsized Second
Lien Term Loan,
8.750%,
05/25/21
   

527,084

     

0.1

   
 

4,050,000

            ON Semiconductor
Corporation, Term
Loan B, 5.250%,
03/31/23
   

4,087,969

     

0.5

   
 

6,161,498

            RedPrairie
Corporation,
First Lien Term
Loan, 6.000%,
12/21/18
   

5,899,634

     

0.7

   
 

4,877,237

            Riverbed
Technology, Inc.,
First Lien Term
Loan, 5.750%,
04/24/22
   

4,902,004

     

0.6

   

See Accompanying Notes to Financial Statements
29



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Electronics/Electrical (continued)

 
 

996,273

            Rovi Solutions
Corporation,
Term Loan B,
3.750%,
07/02/21
 

$

990,669

     

0.1

   
 

3,934,937

            Skillsoft Corp.,
First Lien Term
Loan, 5.750%,
04/28/21
   

3,197,136

     

0.4

   
 

5,000,000

            SolarWinds
Holdings, Inc.,
Term Loan,
6.500%,
01/31/23
   

5,017,190

     

0.6

   
 

3,531,614

            SS&C
Technologies
Inc.,TLB-1,
4.000%,
07/06/22
   

3,549,587

     

0.4

   
 

485,490

            SS&C
Technologies
Inc.,TLB-2,
4.000%,
07/06/22
   

487,961

     

0.1

   
 

5,089,309

            TTM Technologies,
Term Loan B,
6.000%,
05/31/21
   

5,025,693

     

0.6

   
 

11,500,000

            Western Digital,
USD Term
Loan B, 6.250%,
04/29/23
   

11,498,206

     

1.4

   
 

5,331,818

            Zebra
Technologies,
Term Loan B,
4.750%,
10/27/21
   

5,361,479

     

0.6

   
                 

158,063,721

     

18.9

   
       

Equity REITs and REOCs: 0.4%

 
 

3,150,000

            Capital
Automotive L.P.,
Second Lien
Term Loan,
6.000%,
04/30/20
   

3,167,064

     

0.4

   
       

Financial Intermediaries: 3.1%

 
 

1,975,000

            Duff & Phelps,
Add On Term
Loan, 4.750%,
04/23/20
   

1,970,886

     

0.2

   
 

3,685,842

            Duff & Phelps,
Add-On Term
Loan, 4.750%,
04/23/20
   

3,688,146

     

0.5

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

6,982,500

            First Eagle
Investment
Management,
Inc., TLB,
4.750%,
12/01/22
 

$

6,973,772

     

0.8

   
 

5,383,638

            LPL Holdings, Inc.,
TL B New,
4.750%,
11/20/22
   

5,400,462

     

0.7

   
 

1,236,750

            MoneyGram
International,
Inc., Term
Loan B, 4.250%,
03/27/20
   

1,176,845

     

0.1

   
 

3,500,000

            NorthStar Asset
Management,
Term Loan B,
4.625%,
01/31/23
   

3,491,250

     

0.4

   
 

3,017,471

            Santander Asset
Management,
Term Loan B-1
USD, 4.250%,
12/17/20
   

3,022,501

     

0.4

   
                 

25,723,862

     

3.1

   
       

Food Products: 5.3%

 
 

5,234,184

            Advance Pierre
Foods, First Lien
Term Loan B,
5.750%,
07/10/17
   

5,248,673

     

0.6

   
 

4,000,000

            Advance Pierre
Foods, Second
Lien Term Loan,
9.500%,
10/10/17
   

4,015,000

     

0.5

   
 

1,968,849

            Atkins Nutritionals
Holdings II, Inc.,
First Lien Term
Loan, 6.250%,
01/02/19
   

1,968,849

     

0.2

   
 

490,000

            Atrium Innovations,
Inc., USD First
Lien Term Loan,
4.250%,
02/15/21
   

471,013

     

0.0

   
 

6,435,135

            CSM Bakery
Supplies, First
Lien Term Loan,
5.000%,
07/03/20
   

6,419,047

     

0.8

   
 

4,030,061

            Del Monte Foods
Consumer
Products, Inc.,
First Lien, 4.250%,
02/18/21
   

3,930,990

     

0.5

   

See Accompanying Notes to Financial Statements
30



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Food Products (continued)

 
 

3,700,000

            Del Monte Foods
Consumer
Products, Inc.,
Second Lien,
8.250%,
08/18/21
 

$

2,787,332

     

0.3

   
 

4,678,994

            Hostess,First Lien
Term Loan,
4.500%,
08/03/22
   

4,699,464

     

0.6

   
 

5,985,000

            JBS USA, Inc.
(FKA Swift),TLB,
4.000%,
10/30/22
   

5,982,456

     

0.7

   
 

5,141,667

            Keurig Green
Mountain, Inc.,
USD Term
Loan B, 5.250%,
03/03/23
   

5,166,306

     

0.6

   
 

3,913,439

            NPC International ,
Term Loan,
4.750%,
12/28/18
   

3,918,330

     

0.5

   
                 

44,607,460

     

5.3

   
       

Food Service: 2.3%

 
 

4,738,226

            CEC
Entertainment,
Inc., First Lien
Term Loan,
4.000%,
02/14/21
   

4,635,170

     

0.5

   
 

2,264,615

            Manitowoc
Foodservice,
Inc., Term
Loan B, 5.750%,
03/03/23
   

2,286,791

     

0.3

   
 

4,008,238

            P.F. Chang's
China Bistro, Inc.,
Term Loan,
4.250%,
06/30/19
   

3,832,877

     

0.5

   
 

8,436,345

            Restaurant Brands
International
(F.K.A. Burger
King Corporation),
TL B, 3.750%,
12/12/21
   

8,466,226

     

1.0

   
                 

19,221,064

     

2.3

   
       

Food/Drug Retailers: 2.3%

 
 

845,968

            Albertsons LLC,
Term Loan B3,
5.125%,
08/25/19
   

847,753

     

0.1

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

4,851,000

            Albertsons LLC,
Term Loan B4,
5.500%,
08/25/21
 

$

4,867,843

     

0.6

   
 

1,220,000

            NBTY, Inc., USD
Term Loan B,
5.000%,
05/09/23
   

1,228,082

     

0.2

   
 

2,460,025

            Portillo Restaurant
Group (The),
First Lien Term
Loan, 4.750%,
08/04/21
   

2,450,800

     

0.3

   
 

775,000

            Portillo Restaurant
Group (The),
Second Lien
Term Loan,
8.000%,
08/04/22
   

740,125

     

0.1

   
 

6,664,562

     

(1

)

  Supervalu, Term
Loan, 5.500%,
03/21/19
   

6,672,373

     

0.8

   
 

2,057,494

            TGI Friday's, Inc.,
First Lien Term
Loan, 5.250%,
07/15/20
   

2,058,780

     

0.2

   
                 

18,865,756

     

2.3

   
       

Forest Products: 0.2%

 
 

1,650,000

            Blount
International, Inc.,
Term Loan B
USD, 7.250%,
03/31/23
   

1,672,687

     

0.2

   
       

Health Care: 15.5%

 
 

2,294,250

            Acadia, New Term
Loan B, 4.500%,
02/16/23
   

2,309,066

     

0.3

   
 

1,625,886

            Aegis Sciences,
First Lien Term
Loan, 5.500%,
02/24/21
   

1,489,718

     

0.2

   
 

7,900,362

            Air Medical Group
Holdings, Inc.,
Term Loan B,
4.250%,
04/28/22
   

7,837,160

     

0.9

   
 

1,000,000

            ATI Physical
Therapy, First
Lien Term Loan,
5.500%,
05/09/23
   

1,005,313

     

0.1

   
 

2,520,834

            CareCore
National, LLC,
Term Loan B,
5.500%,
03/05/21
   

2,356,980

     

0.3

   

See Accompanying Notes to Financial Statements
31



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Health Care (continued)

 
 

6,603,053

            Catalent Pharma
Solutions, Inc.,
USD Term Loan,
4.250%,
05/20/21
 

$

6,633,487

     

0.8

   
 

5,609,398

            CHG Medical
Staffing, Inc.,
New First Lien
Term, 4.250%,
11/19/19
   

5,621,671

     

0.7

   
 

6,974,422

            CHS/Community
Health Systems,
Inc., Term
Loan H, 4.000%,
01/27/21
   

6,882,011

     

0.8

   
 

1,687,250

            Concentra Inc,
Term Loan B,
4.000%,
06/01/22
   

1,693,577

     

0.2

   
 

6,275,688

            Connolly / iHealth
Technologies,
First Lien,
4.500%,
05/14/21
   

6,273,071

     

0.7

   
 

2,000,000

            Connolly / iHealth
Technologies,
Second Lien,
8.000%,
05/14/22
   

1,950,000

     

0.2

   
 

987,469

            Correct Care
Solutions, First
Lien Term Loan,
5.000%,
07/22/21
   

720,852

     

0.1

   
 

3,691,562

            DJO Finance LLC,
First Lien Term
Loan, 4.250%,
06/08/20
   

3,618,887

     

0.4

   
 

3,523,227

            Healogics, Inc.,
First Lien Term
Loan, 5.250%,
07/01/21
   

3,317,706

     

0.4

   
 

2,500,000

            Healogics, Inc.,
Second Lien
Term Loan,
9.000%,
07/01/22
   

2,225,000

     

0.3

   
 

7,037,949

            Iasis Healthcare
LLC, Term B-2,
4.500%,
05/03/18
   

7,058,478

     

0.8

   
 

5,764,458

            Immucor, Inc.,
Term B-2 Loan,
5.000%,
08/17/18
   

5,471,433

     

0.7

   
 

6,636,235

            Kinetic Concepts,
Inc., E-1,
4.500%,
05/04/18
   

6,644,530

     

0.8

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

1,655,660

            Medpace Holdings,
Inc., Term
loan B, 4.750%,
04/05/21
 

$

1,662,904

     

0.2

   
 

1,719,138

            Multiplan, Inc,
Term Loan,
3.750%,
04/01/21
   

1,724,644

     

0.2

   
 

774,436

            NAPA, First Lien
Term Loan,
6.000%,
04/10/23
   

779,760

     

0.1

   
 

2,832,579

            NVA Holdings, Inc.,
First Lien Term
Loan, 4.750%,
08/15/21
   

2,831,397

     

0.3

   
 

2,164,213

            Onex Carestream
Finance LP, First
Lien, 5.000%,
06/07/19
   

2,138,963

     

0.3

   
 

4,205,910

            Pharmaceutical
Product
Development, Inc.,
Term B, 4.250%,
08/18/22
   

4,218,002

     

0.5

   
 

2,947,500

            Phillips-Medisize
Corporation,
First Lien Term
Loan, 4.750%,
06/16/21
   

2,945,658

     

0.3

   
 

750,000

            Phillips-Medisize
Corporation,
Second Lien Term
Loan, 8.250%,
06/16/22
   

712,500

     

0.1

   
 

1,425,000

            Precyse, First lien
term loan,
6.500%,
10/19/22
   

1,428,563

     

0.2

   
 

2,300,000

            Quorum Health,
Term B, 6.750%,
04/29/22
   

2,302,157

     

0.3

   
 

2,915,891

     

(1

)

  Schumacher
Group, First Lien
Term Loan,
5.000%,
07/31/22
   

2,930,470

     

0.3

   
 

2,100,000

            Select Medical
Corporation,
Series F
Tranche B,
6.000%,
03/03/21
   

2,117,010

     

0.3

   
 

5,254,568

            Sivantos
(Siemens
Audiology),TL B
USD, 4.250%,
01/17/22
   

5,251,284

     

0.6

   

See Accompanying Notes to Financial Statements
32



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Health Care (continued)

 
 

4,900,375

            Sterigenics
International LLC,
Term Loan B,
4.250%,
05/08/22
 

$

4,900,375

     

0.6

   
 

5,794,769

            Surgery Center
Holdings, Inc.,
First Lien Term
Loan, 5.250%,
11/03/20
   

5,814,691

     

0.7

   
 

1,089,000

            Surgical Care
Affiliates LLC,
Term Loan B,
4.250%,
03/17/22
   

1,089,454

     

0.1

   
 

5,985,000

            U.S. Renal Care,
Inc., First Lien
Term Loan,
5.250%,
12/30/22
   

5,945,098

     

0.7

   
 

4,820,427

            Valeant
Pharmaceuticals
International,
Inc., F1 Term
Loan, 5.000%,
04/01/22
   

4,766,197

     

0.6

   
 

2,150,000

            Vizient, Inc., Term
loan B, 6.250%,
02/15/23
   

2,171,947

     

0.3

   

EUR

798,000

            VWR International
Inc., Euro Term
Loan B, 4.000%,
01/25/22
   

893,999

     

0.1

   
                 

129,734,013

     

15.5

   
       

Home Furnishings: 2.2%

 
 

1,815,000

            ADT fka Protection
One, Inc., ADT
First Lien Term
Loan B-1,
5.500%,
04/21/22
   

1,836,836

     

0.2

   
 

9,031,161

            AOT Bedding
Super Holdings,
LLC, Term
Loan B, 4.250%,
10/01/19
   

9,061,497

     

1.1

   
 

3,315,938

            Hillman Group
(The), Inc., Term
Loan B, 4.500%,
06/30/21
   

3,307,647

     

0.4

   
 

1,119,691

            Hunter Fan
Company, First
Lien Term Loan,
6.500%,
12/20/17
   

1,116,892

     

0.1

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

885,444

            Monitronics
International,
Inc., Term
Loan B, 4.250%,
03/23/18
 

$

866,075

     

0.1

   
 

2,475,000

            Monitronics
International,
Inc., Term
Loan B-1,
4.500%,
04/02/22
   

2,341,969

     

0.3

   
                 

18,530,916

     

2.2

   
       

Industrial Equipment: 4.2%

 
 

2,256,452

            Accudyne
Industries LLC,
Term Loan,
4.000%,
12/13/19
   

2,059,013

     

0.3

   
 

5,447,662

            Apex Tool Group,
Term Loan B,
4.500%,
01/31/20
   

5,361,409

     

0.6

   
 

946,110

            CeramTec GmbH,
Dollar Term B-1
Loan, 4.250%,
08/30/20
   

947,589

     

0.1

   
 

102,669

            CeramTec GmbH,
Dollar Term B-2
Loan, 4.250%,
08/30/20
   

102,830

     

0.0

   
 

288,733

            CeramTec GmbH,
Dollar Term B-3
Loan, 4.250%,
08/30/20
   

289,184

     

0.0

   
 

4,365,857

            Doncasters Group
Limited, First
Lien Term Loan
USD, 4.500%,
04/09/20
   

4,251,253

     

0.5

   
 

664,656

            Filtration Group
Corporation,
First Lien Term
Loan, 4.250%,
11/30/20
   

665,819

     

0.1

   
 

6,101,105

            Gardner Denver,
Inc., Term
Loan B USD,
4.250%,
07/30/20
   

5,657,506

     

0.7

   
 

1,193,765

            Kenan Advantage
Group, Inc.,Term
Loan B, 4.000%,
07/31/22
   

1,192,272

     

0.2

   
 

388,589

            Kenan Advantage
Group, Inc.,Term
Loan Canada
Borrower,
4.000%,
07/31/22
   

388,103

     

0.1

   

See Accompanying Notes to Financial Statements
33



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Industrial Equipment (continued)

 
 

1,045,000

            MKS Instruments,
Term Loan B,
4.750%,
04/19/23
 

$

1,056,103

     

0.1

   
 

7,056,557

            Rexnord
Corporation /
RBS Global,
Inc., First Lien
Term Loan,
4.000%,
08/21/20
   

7,031,195

     

0.8

   
 

3,000,000

            Sensus Metering
Systems Inc.,
New Term Loan,
6.500%,
04/05/23
   

3,007,500

     

0.4

   
 

575,266

            VAT Holding,Term
Loan B, 4.250%,
02/11/21
   

569,992

     

0.1

   
 

1,886,674

            WTG Holdings III
Corp., First Lien
Term Loan,
4.750%,
01/15/21
   

1,886,674

     

0.2

   
 

325,000

            WTG Holdings III
Corp., Second
Lien Term Loan,
8.500%,
01/15/22
   

312,000

     

0.0

   
                 

34,778,442

     

4.2

   
       

Leisure Goods/Activities/Movies: 4.0%

 
 

7,368,750

            24 Hour Fitness
Worldwide, Inc,
Term Loan B,
4.750%,
05/28/21
   

7,103,844

     

0.8

   
 

650,000

            Cirque Du Soleil,
Second Lien
Term Loan,
9.250%,
07/10/23
   

596,524

     

0.1

   
 

5,749,027

            Delta2 Sarl
Luxembourg
(Formula One
World
Championship),
Facility B3,
4.750%,
07/30/21
   

5,689,381

     

0.7

   
 

2,000,000

            Delta2 Sarl
Luxembourg
(Formula One
World
Championship),
Second Lien
Facility, 7.750%,
08/08/22
   

1,923,334

     

0.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

2,233,482

            Equinox Holdings,
Inc., First Lien
Term Loan,
5.000%,
01/31/20
 

$

2,234,181

     

0.3

   
 

8,273,152

            Fitness
International,
LLC., Term
Loan B, 5.500%,
07/01/20
   

8,228,336

     

1.0

   
 

2,035,714

            NEP/NCP Holdco,
Inc., Second
Lien, 10.000%,
07/22/20
   

1,923,750

     

0.2

   
 

5,784,497

            NEP/NCP Holdco,
Inc., Term
Loan B with
Add-On, 4.500%,
01/22/20
   

5,647,115

     

0.7

   
                 

33,346,465

     

4.0

   
       

Lodging & Casinos: 6.3%

 
 

9,848,204

            Amaya Gaming
Group Inc.,
First Lien Term
Loan B, 5.000%,
08/01/21
   

9,555,495

     

1.2

   
 

1,070,474

            American Casino
and
Entertainment
Properties LLC,
Term Loan,
4.750%,
07/07/22
   

1,078,502

     

0.1

   
 

4,362,205

            Aristocrat Leisure
Limited, Term
Loan B, 4.750%,
10/20/21
   

4,391,514

     

0.5

   
 

1,047,413

            Cannery Casino
Resorts, LLC,
First Lien Term
Loan, 6.000%,
10/02/18
   

1,050,687

     

0.1

   
 

5,857,203

            CityCenter
Holdings, LLC,
Term Loan,
4.250%,
10/16/20
   

5,885,271

     

0.7

   
 

843,625

            Eldorado Resorts,
Inc.,Term
Loan B, 4.250%,
07/23/22
   

846,437

     

0.1

   
 

2,942,860

            Global Cash
Access, Inc.,
Term Loan B,
6.250%,
12/18/20
   

2,769,967

     

0.3

   

See Accompanying Notes to Financial Statements
34



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Lodging & Casinos (continued)

 
 

1,426,031

            Golden Nugget,
Inc., Delayed
Draw Term
Loan, 5.500%,
11/21/19
 

$

1,431,379

     

0.2

   
 

3,327,406

            Golden Nugget,
Inc., Term Loan,
5.500%,
11/21/19
   

3,339,884

     

0.4

   
 

798,000

            Horseshoe
Baltimore,
Funded Term
Loan B, 8.250%,
07/02/20
   

754,110

     

0.1

   
 

3,442,983

            La Quinta, First
Lien Term Loan,
3.750%,
04/14/21
   

3,409,607

     

0.4

   
 

4,344,495

            Scientific Games
International,
Inc., Term
Loan B, 6.000%,
10/18/20
   

4,311,911

     

0.5

   
 

1,975,000

            Scientific Games
International,
Inc., Term
Loan B-2,
6.000%,
10/01/21
   

1,961,422

     

0.3

   
 

8,218,255

            Station Casinos
LLC, Term Loan,
4.250%,
03/02/20
   

8,243,938

     

1.0

   
 

3,487,397

            Twin River
Management
Group, Inc., Term
Loan B, 5.250%,
07/10/20
   

3,514,096

     

0.4

   
                 

52,544,220

     

6.3

   
       

Mortgage REITs: 1.0%

 
 

5,314,862

            DTZ,First Lien
Term Loan B,
4.250%,
11/04/21
   

5,310,435

     

0.6

   
 

3,000,000

            International
Market Centers,
Second Lien
Term Loan,
8.750%,
08/11/21
   

2,880,000

     

0.4

   
                 

8,190,435

     

1.0

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Nonferrous Metals/Minerals: 0.5%

 
 

3,179,418

            Fairmount
Minerals, Ltd.,
Tranche B-2
Term Loans,
4.500%,
09/05/19
 

$

2,389,864

     

0.3

   
 

1,985,000

            Novelis Inc.,Term
Loan B, 4.000%,
06/02/22
   

1,982,022

     

0.2

   
                 

4,371,886

     

0.5

   
       

Oil & Gas: 2.1%

 
 

2,113,710

            Bronco Midstream
Funding, LLC,
Term Loan,
5.000%,
08/15/20
   

1,870,633

     

0.2

   
 

1,766,118

            Chelsea Petroleum
Products I, LLC,
Term Loan,
5.250%,
10/28/22
   

1,761,702

     

0.2

   
 

895,498

            CITGO, Term
Loan B, 4.500%,
07/29/21
   

889,901

     

0.1

   
 

2,416,471

            Energy Transfer
Equity, L.P., New
Term Loan,
4.000%,
12/02/19
   

2,359,080

     

0.3

   
 

3,158,935

            FTS International,
Inc. (fka FracTech),
Term Loan,
5.750%,
04/16/21
   

931,886

     

0.1

   
 

6,610,500

            Harvey Gulf
International
Marine, LLC,
Upsized Term
Loan B, 5.500%,
06/18/20
   

3,900,195

     

0.5

   
 

2,000,000

            MEG Energy Corp.,
Term Loan,
3.750%,
03/31/20
   

1,765,626

     

0.2

   
 

1,271,860

     

(1

)

  Seventy Seven
Energy Inc., Term
Loan, 3.750%,
06/25/21
   

1,081,081

     

0.1

   
 

2,000,000

     

(1

)

  Southcross Energy
Partners, L.P.,
Term Loan,
5.250%,
08/01/21
   

1,638,750

     

0.2

   

See Accompanying Notes to Financial Statements
35



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Oil & Gas (continued)

 
 

361,989

            Southcross
Holdings L.P.,
Exit Term Loan,
0.673%,
04/14/23
 

$

300,451

     

0.0

   
 

1,467,133

            Western Refining,
Inc., Term Loan,
4.250%,
11/12/20
   

1,455,213

     

0.2

   
                 

17,954,518

     

2.1

   
       

Publishing: 2.3%

 
 

3,873,059

            Cengage Learning
Acquisition, Inc.,
First Lien Term
Loan, 7.000%,
03/31/20
   

3,873,663

     

0.5

   
 

131,328

            HIBU PLC (fka Yell
Group PLC),
Facility A2,
5.673%,
03/03/19
   

383,696

     

0.0

   
 

3,000,000

            McGraw Hill Global
Education, Term
Loan B, 5.000%,
05/02/22
   

3,018,750

     

0.3

   
 

3,372,000

            Merrill
Communications,
LLC,New First
Lien Term Loan,
6.250%,
05/29/22
   

3,119,100

     

0.4

   
 

1,255,970

            Nelson Canada,
10% Reinstated
1st Lien TL,
0.673%,
10/01/20
   

565,186

     

0.1

   
 

3,691,114

            Penton Media, Inc,
First Lien,
4.750%,
09/30/19
   

3,698,035

     

0.4

   
 

1,087,509

            Penton Media, Inc.,
Second Lien,
9.000%,
09/30/20
   

1,075,275

     

0.1

   
 

3,898,250

            Tribune Company,
Term Loan B,
3.750%,
12/31/20
   

3,911,212

     

0.5

   
                 

19,644,917

     

2.3

   
       

Radio & Television: 3.3%

 
 

5,122,611

            Cumulus Media
Holdings Inc.,
Term Loan,
4.250%,
12/23/20
   

3,646,659

     

0.4

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

6,921,330

            iHeartCommunications,
Inc., Term
Loan E, 8.173%,
07/30/19
 

$

5,329,424

     

0.6

   
 

2,546,519

     

(1

)

  Learfield
Communications,
Inc, First Lien
Term Loan,
4.500%,
10/01/20
   

2,552,886

     

0.3

   
 

2,939,876

            Media General,
Inc., DDTerm
Loan-B, 4.000%,
07/31/20
   

2,943,918

     

0.4

   
 

1,589,239

            Salem
Communications
Corporation,
Term Loan B,
4.500%,
03/14/20
   

1,543,549

     

0.2

   
 

4,544,242

            Univision
Communications,
Inc., Term
Loan-C3,
4.000%,
03/01/20
   

4,547,486

     

0.5

   
 

7,201,195

            Univision
Communications,
Inc., Term
Loan-C4,
4.000%,
03/01/20
   

7,210,837

     

0.9

   
                 

27,774,759

     

3.3

   
       

Retailers (Except Food & Drug): 11.2%

 
 

1,417,375

            Abercrombie &
Fitch
Management Co.,
Term Loan B,
4.750%,
08/07/21
   

1,398,772

     

0.2

   
 

7,521,743

            Academy Ltd.,
Term Loan,
5.000%,
07/01/22
   

7,307,057

     

0.9

   

EUR

3,729,551

            Action Holding B.V.,
TL B, 5.423%,
02/15/22
   

4,206,744

     

0.5

   
 

5,968,876

            Ascena Retail
Group, Inc.,TLB,
5.250%,
08/21/22
   

5,778,618

     

0.7

   
 

4,982,406

            Bass Pro Group,
LLC, Term
Loan B, 4.000%,
06/05/20
   

4,920,126

     

0.6

   
 

4,488,750

            Belk, 1st Lien Term
Loan, 5.750%,
12/12/22
   

3,669,553

     

0.4

   

See Accompanying Notes to Financial Statements
36



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Retailers (Except Food & Drug) (continued)

 
 

8,410,174

            BJs Wholesale
Club, First Lien
Term Loan,
4.500%,
09/26/19
 

$

8,378,636

     

1.0

   
 

3,980,947

            BJs Wholesale
Club, Second
Lien Term Loan,
8.500%,
03/26/20
   

3,866,494

     

0.5

   
 

3,650,000

            FullBeauty
Brands (F.K.A.
OneStopPlus),
1st Lien TL,
5.750%,
10/14/22
   

3,507,424

     

0.4

   
 

5,579,935

            Harbor Freight
Tools USA, Inc.,
Term Loan,
4.750%,
07/26/19
   

5,618,297

     

0.7

   
 

1,152,074

            Hudson's Bay
Company,TL-B,
4.750%,
09/30/22
   

1,156,934

     

0.1

   
 

1,960,000

            J. Crew, Term
Loan B, 4.000%,
03/05/21
   

1,466,499

     

0.2

   
 

2,000,000

     

(1

)

  Lands' End, Inc.,
TLB, 4.250%,
04/04/21
   

1,697,500

     

0.2

   
 

4,500,528

            Leslies Poolmart,
Inc., Term Loan,
4.250%,
10/16/19
   

4,491,153

     

0.5

   
 

4,298,094

     

(1

)

  Men's Wearhouse,
Term Loan,
4.500%,
06/18/21
   

4,108,260

     

0.5

   
 

6,698,732

            Neiman Marcus
Group, Inc, Term
Loan, 4.250%,
10/25/20
   

6,156,557

     

0.7

   
 

4,550,353

            Party City Holdings
Inc,TL-B, 4.250%,
08/19/22
   

4,549,784

     

0.6

   
 

5,785,500

            Petco Animal
Supplies, Inc.,
TL-B1, 5.750%,
01/31/23
   

5,834,573

     

0.7

   
 

11,880,000

            PetSmart, Inc.,
Term Loan-B,
4.250%,
03/11/22
   

11,894,850

     

1.4

   
 

989,848

            rue21 inc., Term
Loan B, 5.625%,
10/10/20
   

618,655

     

0.1

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

3,191,329

            Savers, Term
Loan B, 5.000%,
07/09/19
 

$

2,747,202

     

0.3

   
                 

93,373,688

     

11.2

   
       

Surface Transport: 1.3%

 
 

2,175,513

            Goodpack Ltd.,
First Lien Term
Loan, 4.750%,
09/09/21
   

2,107,528

     

0.2

   
 

800,000

            Goodpack Ltd.,
Second Lien
Term Loan,
8.000%,
09/09/22
   

704,000

     

0.1

   
 

2,537,250

            Navistar Inc.,Term
Loan B, 6.500%,
08/07/20
   

2,411,973

     

0.3

   
 

1,719,658

            OSG Bulk Ships,
Inc., First Lien
Term Loan,
5.250%,
08/05/19
   

1,659,470

     

0.2

   
 

1,197,000

            Quality Distribution,
First Lien Term
Loan, 5.750%,
08/18/22
   

1,089,270

     

0.1

   
 

690,231

            V.Group, Term
Loan B, 4.750%,
06/30/21
   

688,505

     

0.1

   
 

2,094,750

            XPO Logistics,
Term Loan B,
5.500%,
10/31/21
   

2,115,044

     

0.3

   
                 

10,775,790

     

1.3

   
       

Telecommunications: 10.3%

 

EUR

1,865,625

            Altice International
S.A.,EUR Add
On, 4.500%,
07/17/22
   

2,093,951

     

0.2

   
 

3,367,309

            Aricent Group,
2015 Upsized
First Lien Term
Loan, 5.500%,
04/14/21
   

3,109,148

     

0.4

   
 

4,950,964

            Asurion, LLC,
Incremental
Tranche B-1
Term Loan,
5.000%,
05/24/19
   

4,963,960

     

0.6

   
 

1,750,000

            Asurion, LLC,
Second Lien
Term Loan,
8.500%,
03/03/21
   

1,715,437

     

0.2

   

See Accompanying Notes to Financial Statements
37



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Telecommunications (continued)

 
 

6,739,611

            Asurion, LLC,
Incremental
Tranche B-4
Term Loan,
5.000%,
08/04/22
 

$

6,723,463

     

0.8

   
 

3,364,262

            Avaya Inc.,
Term B-6 Loan,
6.500%,
03/31/18
   

2,674,588

     

0.3

   
 

7,654,121

            Avaya Inc.,
Term B-7 Loan,
6.250%,
05/29/20
   

5,610,471

     

0.7

   
 

1,890,500

            CommScope, Inc.,
Tranche 5 Term
Loan, 3.750%,
12/29/22
   

1,896,015

     

0.2

   
 

10,024,250

            Communications
Sales & Leasing,
Inc., Term
Loan B, 5.000%,
10/24/22
   

9,958,471

     

1.2

   
 

3,880,675

            Consolidated
Communications,
Inc., Term
Loan B, 4.250%,
12/23/20
   

3,890,377

     

0.5

   
 

562,836

            Encompass Digital
Media, Inc., First
Lien, 5.500%,
06/05/21
   

551,579

     

0.1

   
 

3,220,935

            Global Tel*Link
Corporation, First
Lien Term Loan,
5.000%,
05/23/20
   

3,005,535

     

0.4

   
 

1,700,000

            Global Tel*Link
Corporation,
Second Lien
Term Loan,
9.000%,
11/23/20
   

1,428,000

     

0.2

   
 

3,125,464

            Hawaiian Telcom
Communications,
Inc., Term
Loan B, 5.250%,
06/06/19
   

3,126,858

     

0.4

   
 

5,500,000

            Level 3 Financing,
Inc, Tranche B-II
2022 Term Loan,
3.500%,
05/31/22
   

5,511,456

     

0.7

   
 

2,300,000

            Level 3 Financing,
Inc., Term
Loan B-4,
4.000%,
01/15/20
   

2,310,637

     

0.3

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

4,721,166

            Lightower Fiber
Networks, First
Lien Term Loan,
4.000%,
04/11/20
 

$

4,731,944

     

0.6

   
 

1,184,770

            Securus
Technologies,
Inc., Upsized
First Lien Term
Loan, 4.750%,
04/30/20
   

1,130,714

     

0.1

   
 

4,937,003

            Syniverse
Holdings, Inc.,
Initial Term
Loan, 4.000%,
04/23/19
   

3,770,636

     

0.4

   
 

2,892,750

            T-Mobile USA,
Inc., Term
Loan B, 3.500%,
11/09/22
   

2,915,713

     

0.3

   
 

5,845,838

            U.S. Telepacific
Corp, Term
Loan B, 6.000%,
11/21/20
   

5,587,645

     

0.7

   
 

3,500,000

            Windstream
Corporation,
Term Loan B-6,
5.750%,
04/01/21
   

3,518,960

     

0.4

   
 

2,873,906

            XO
Communications,
First Lien Term
Loan, 4.250%,
03/19/21
   

2,874,265

     

0.3

   
 

2,737,695

            Zayo Group, LLC,
Term Loan B,
3.750%,
05/06/21
   

2,745,517

     

0.3

   
                 

85,845,340

     

10.3

   
       

Utilities: 1.7%

 
 

2,995,000

     

(1

)

  Calpine Corp,
Term Loan B-6,
4.000%,
01/15/23
   

2,991,879

     

0.4

   
 

1,030,000

            Energy Future
Intermediate
Holding
Company LLC,
First Lien DIP,
4.250%,
12/19/16
   

1,030,858

     

0.1

   
 

2,431,625

            Longview Power,
LLC, Term Loan,
7.000%,
04/15/21
   

2,176,305

     

0.3

   

See Accompanying Notes to Financial Statements
38



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Utilities (continued)

 
 

1,969,697

            TPF Generation
Holdings, LLC,
Term Loan,
4.750%,
12/31/17
 

$

1,895,833

     

0.2

   
 

1,596,000

            RISEC, Term
Loan, 5.750%,
12/19/22
   

1,588,020

     

0.2

   
 

2,073,750

            Southeast
PowerGen, LLC,
Term Loan B,
4.500%,
12/02/21
   

1,993,392

     

0.2

   
 

2,501,976

            TPF II Power, LLC,
Term Loan,
5.500%,
09/30/21
   

2,507,188

     

0.3

   
                 

14,183,475

     

1.7

   
            Total Senior
Loans
( Cost
$1,205,230,850 )
   

1,176,919,413

     

140.7

   

OTHER CORPORATE DEBT: —%

     
       

Publishing: —%

 
 

645,834

   

&

  HIBU PLC (fka Yell
Group PLC),
Facility B2,
0.673%,
03/03/24
   

     

0.0

   
            Total Other
Corporate Debt
( Cost $436,063 )
   

     

0.0

   

Shares

 

 

 

Value

  Percentage
of Net
Assets
 

EQUITIES AND OTHER ASSETS: 0.7%

     
 

154

     

@

    AR Broadcasting
(Warrants)
   

     

0.0

   
 

888,534

     

@,R

    Ascend Media
(Residual Interest)
   

     

0.0

   
 

3,160

     

@

   

Caribe Media Inc.

   

     

0.0

   
 

178,416

     

@

   

Cengage Learning

   

3,835,944

     

0.5

   
 

246,734

     

@

    Eagle Topco
2013 LTD
   

     

0.0

   
 

60,946

     

@

    Everyware
Global, Inc.
   

441,859

     

0.1

   
 

8

     

@

    Faith Media
Holdings, Inc.
(Residual Interest)
   

     

0.0

   
 

535,170

     

@

    Fontainebleau
Las Vegas, LLC
(Delayed Draw
Term Loan-
Residual Interest)
   

     

0.0

   

Shares

 

  Borrower/
Tranche
Description
 

Value

  Percentage
of Net
Assets
 
 

1,070,339

     

@

    Fontainebleau
Las Vegas, LLC
(Term Loan B-
Residual
Interest)
 

$

     

0.0

   
 

291

     

@,R

    Lincoln Paper &
Tissue, LLC
   

     

0.0

   
 

5,933,579

     

@,R

    Lincoln Pulp and
Eastern Fine
(Residual
Interest in
Bankruptcy
Estate)
   

     

0.0

   
 

205,396

     

@

    Longview
Power, LLC
   

1,026,980

     

0.1

   
 

75,853

     

@

    Millennium
Health LLC
   

293,930

     

0.0

   
 

209,262

            Nelson
Education Ltd.
   

41,852

     

0.0

   
 

106,702

     

@

    Northeast Biofuels
(Residual Interest)
   

     

0.0

   
 

407

     

@

    Southcross
Holdings G.P.
   

     

0.0

   
 

407

     

@

    Southcross
Holdings L.P.-
Class A
   

122,100

     

0.0

   
            Total Equities and
Other Assets
( Cost $9,775,981 )
   

5,762,665

     

0.7

   
            Total Investments
( Cost
$1,215,442,894 )
 

$

1,182,682,078

     

141.4

   
            Liabilities in
Excess of
Other Assets
   

(346,157,488

)

   

(41.4

)

 
           

Net Assets

 

$

836,524,590

     

100.0

   

*  Senior loans, while exempt from registration under the Securities Act of 1933, as amended, contain certain restrictions on resale and cannot be sold publicly. These senior loans bear interest (unless otherwise noted) at rates that float periodically at a margin above the London Inter-Bank Offered Rate ("LIBOR") and other short-term rates.

†  Unless otherwise indicated, principal amount is shown in USD.

@  Non-income producing security

&  Payment-in-kind

R  Restricted Security

(1)  Loans purchased on a when-issued or delayed-delivery basis. Contract rates that are not disclosed do not take effect until settlement date and have yet to be determined.

(2)  The borrower filed for protection under Chapter 11 of the U.S. Federal Bankruptcy code.

EUR  EU Euro

GBP  British Pound

  Cost for federal income tax purposes is $1,215,465,528.

Net unrealized depreciation consists of:

 

Gross Unrealized Appreciation

 

$

5,975,902

   

Gross Unrealized Depreciation

   

(38,759,352

)

 

Net Unrealized Depreciation

 

$

(32,783,450

)

 

See Accompanying Notes to Financial Statements
39



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

Fair Value Measurements

The following is a summary of the fair valuations according to the inputs used as of May 31, 2016 in valuing the assets and liabilities:

    Quoted Prices in
Active Markets
for Identical
Investments
(Level 1)
  Significant
Other
Observable
Inputs
(Level 2)
  Significant
Unobservable
Inputs
(Level 3)
  Fair Value
at
May 31, 2016
 

Asset Table

 

Investments, at fair value

 

Equities and Other Assets

 

$

   

$

5,762,665

   

$

   

$

5,762,665

   

Other Corporate Debt

   

     

     

     

   

Senior Loans

   

     

1,176,919,413

     

     

1,176,919,413

   

Total Investments, at fair value

 

$

   

$

1,182,682,078

   

$

   

$

1,182,682,078

   

Other Financial Instruments+

 

Forward Foreign Currency Contracts

   

     

334,277

     

     

334,277

   

Total Assets

 

$

   

$

1,183,016,355

   

$

   

$

1,183,016,355

   

Liabilities Table

 

Other Financial Instruments+

 

Unfunded commitments

 

$

   

$

(200

)

 

$

   

$

(200

)

 

Forward Foreign Currency Contracts

   

     

(25,762

)

   

     

(25,762

)

 

Total Liabilities

 

$

   

$

(25,962

)

 

$

   

$

(25,962

)

 

+  Other Financial Instruments are derivatives not reflected in the Portfolio of Investments and may include open forward foreign currency contracts and unfunded commitments which are fair valued at the unrealized gain (loss) on the instrument.

At May 31, 2016, the following forward foreign currency contracts were outstanding for the Voya Prime Rate Trust:

Counterparty

 

Currency

  Contract
Amount
 

Buy/Sell

  Settlement
Date
  In Exchange
For
  Fair
Value
  Unrealized
Appreciation
(Depreciation)
 

State Street Bank

 

EU Euro

   

18,096,000

   

Sell

 

06/23/16

 

$

20,483,366

   

$

20,149,089

   

$

334,277

   

State Street Bank

 

British Pound

   

2,732,600

   

Sell

 

06/23/16

   

3,932,564

     

3,958,326

     

(25,762

)

 
                           

$

308,515

   

A summary of derivative instruments by primary risk exposure is outlined in the following tables.

The fair value of derivative instruments as of May 31, 2016 was as follows:

Derivatives not accounted for as hedging instruments

  Location on Statement
of Assets and Liabilities
 

Fair Value

 

Asset Derivatives

 

Foreign exchange contracts

 

Unrealized appreciation on forward foreign currency contracts

 

$

334,277

   

Total Asset Derivatives

     

$

334,277

   

Liability Derivatives

 

Foreign exchange contracts

 

Unrealized depreciation on forward foreign currency contracts

 

$

25,762

   

Total Liability Derivatives

     

$

25,762

   

See Accompanying Notes to Financial Statements
40



  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF MAY 31, 2016 (UNAUDITED) (CONTINUED)

The effect of derivative instruments on the Trust's Statement of Operations for the period ended May 31, 2016 was as follows:

Derivatives not accounted for as hedging instruments

  Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
Foreign currency related
transactions*
 

Foreign exchange contracts

 

$

(317,185

)

 

Total

 

$

(317,185

)

 

Derivatives not accounted for as hedging instruments

  Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
Foreign currency related
transactions*
 

Foreign exchange contracts

 

$

(300,642

)

 

Total

 

$

(300,642

)

 

*  Amounts recognized for forward foreign currency contracts are included in net realized gain (loss) on foreign currency related transactions and net change in unrealized appreciation or depreciation on foreign currency related transactions.

The following is a summary by counterparty of the fair value of OTC derivative instruments subject to Master Netting Agreements and collateral pledged (received), if any, at May 31, 2016:

   

State Street Bank

 

Assets:

 

Forward foreign currrency contracts

 

$

334,277

   

Total Assets

 

$

334,277

   

Liabilities:

 

Forward foreign currency contracts

 

$

25,762

   

Total Liabilities

 

$

25,762

   

Net OTC derivative instruments by counterparty, at fair value

 

$

308,515

   

Total collateral pledged by the Trust/(Received from counterparty)

 

$

   
Net Exposure(1)   

$

308,515

   

(1)  Positive net exposure represents amounts due from each respective counterparty. Negative exposure represents amounts due from the Trust. Please refer to Note 2 for additional details regarding counterparty credit risk and credit related contingent features.

See Accompanying Notes to Financial Statements
41




Voya Prime Rate Trust

ADDITIONAL INFORMATION (Unaudited)

SHAREHOLDER REINVESTMENT PROGRAM

The following is a summary of the Program. Shareholders are advised to review a fuller explanation of the Program contained in the Trust's statement of additional information.

Common Shares are offered by the Trust through the Program. The Program allows participating shareholders to reinvest all dividends ("Dividends") in additional Common Shares of the Trust and also allows participants to purchase additional Common Shares through optional cash investments in amounts ranging from a minimum of $100 to a maximum of $100,000 per month.

The Trust and the Distributor reserve the right to reject any purchase order. Please note that cash, traveler's checks, third-party checks, money orders, and checks drawn on non-U.S. banks (even if payment may be effected through a U.S. bank) generally will not be accepted.

Common Shares will be issued by the Trust under the Program when the Trust's Common Shares are trading at a premium to NAV. If the Trust's Common Shares are trading at a discount to NAV, Common Shares issued under the Program will be purchased on the open market. Common Shares issued under the Program directly from the Trust will be acquired at the greater of: (i) NAV at the close of business on the day preceding the relevant investment date; or (ii) the average of the daily market price of the Common Shares during the pricing period minus a discount of 5% for reinvested Dividends and 0% to 5% for optional cash investments. Common Shares issued under the Program, when shares are trading at a discount to NAV, will be purchased in the market by the transfer agent at market price. Shares issued by the Trust under the Program will be issued without a fee or a commission.

Shareholders may elect to participate in the Program by telephoning the Trust or submitting a completed participation form to the transfer agent, the Program administrator. The transfer agent will credit to each participant's account funds it receives from: (i) Dividends paid on Trust shares registered in the participant's name; and (ii) optional cash investments. The Transfer Agent will apply all Dividends and optional cash investments received to purchase Common Shares as soon as practicable beginning on the relevant investment date (as described below) and not later than six business days after the relevant investment date, except when necessary to comply with applicable provisions of the federal securities laws. For more information on the Trust's distribution policy, please see the Trust's prospectus.

In order for participants to purchase shares through the Program in any month, the Program administrator must receive from the participant any optional cash investment by the relevant investment date. The relevant investment date will be set in advance by the Trust, upon which optional cash investments are first applied by the Transfer Agent to the purchase of Common Shares. Participants may obtain a schedule of relevant dates, including investments dates, the dates by which optional cash investment payments must be received and the dates in which shares will be paid, by calling Voya's Shareholder Services Department at 1-800-336-3436.

Participants will pay a pro rata share of brokerage commissions with respect to the Transfer Agent's open market purchases in connection with the reinvestment of Dividends or purchases made with optional cash investments.

The Program is intended for the benefit of investors in the Trust. The Trust reserves the right to exclude from participation, at any time: (i) persons or entities who attempt to circumvent the Program's standard $100,000 maximum by accumulating accounts over which they have control; or (ii) any other persons or entities as determined in the sole discretion of the Trust.

Currently, persons who are not shareholders of the Trust may not participate in the Program. The Board may elect to change this policy at a future date and permit non-shareholders to participate in the Program. Shareholders may request to receive their Dividends in cash at any time by giving the Transfer Agent written notice or by contacting the Trust's Shareholder Services Department at 1-800-336-3436. Shareholders may elect to close their account at any time by giving the Transfer Agent written notice. When a participant closes their account, the participant, upon request, will receive a certificate for full


42



Voya Prime Rate Trust

ADDITIONAL INFORMATION (Unaudited) (continued)

Common Shares in the account. Fractional Common Shares will be held and aggregated with other fractional Common Shares being liquidated by the Transfer Agent as agent of the Program and paid for by check when actually sold.

The automatic reinvestment of Dividends does not affect the tax characterization of the Dividends (i.e., capital gain distributions and income distributions are realized and subject to tax even though cash is not received). A shareholder whose Dividends are reinvested in shares under the Program will be treated as having received a dividend equal to either (i) if shares are issued under the Program directly by the Trust, generally the fair market value of the shares issued to the shareholder or (ii) if reinvestment is made through open market purchases, the amount of cash allocated to the shareholder for the purchase of shares on its behalf in the open market. If a shareholder purchases additional shares for cash at a discount, the shareholder's basis in the shares will be the price he or she paid.

Additional information about the Program may be obtained by contacting the Trust's Shareholder Services Department at 1-800-336-3436.

KEY FINANCIAL DATES — CALENDAR 2016 DIVIDENDS:

DECLARATION DATE  

EX-DIVIDEND DATE

 

PAYABLE DATE

 
January 29, 2016  

February 8, 2016

 

February 23, 2016

 
February 29, 2016  

March 8, 2016

 

March 22, 2016

 
March 31, 2016  

April 7, 2016

 

April 22, 2016

 
April 29, 2016  

May 6, 2016

 

May 23, 2016

 
May 31, 2016  

June 8, 2016

 

June 22, 2016

 
June 30, 2016  

July 7, 2016

 

July 22, 2016

 
July 29, 2016  

August 8, 2016

 

August 22, 2016

 
August 31, 2016  

September 8, 2016

 

September 22, 2016

 
September 30, 2016  

October 6, 2016

 

October 24, 2016

 
October 31, 2016  

November 8, 2016

 

November 22, 2016

 
November 30, 2016  

December 8, 2016

 

December 22, 2016

 
December 21, 2016  

December 28, 2016

 

January 12, 2017

 

Record date will be two business days after each Ex-Dividend Date. These dates are subject to change.

The Trust was granted exemptive relief by the SEC (the "Order"), which under the 1940 Act, would permit the Trust, subject to Board approval, to include realized long-term capital gains as a part of its regular distributions to Common Shareholders more frequently than would otherwise be permitted by the 1940 Act (generally once per taxable year) ("Managed Distribution Policy"). The Trust may in the future adopt a Managed Distribution Policy.

STOCK DATA

The Trust's Common Shares are traded on the New York Stock Exchange (Symbol: PPR). The Trust's CUSIP number is 92913A100. The Trust's NAV and market price are published daily under the "Closed-End Funds" feature in Barron's, The New York Times, The Wall Street Journal and many other regional and national publications.

REPURCHASE OF SECURITIES BY CLOSED-END COMPANIES

In accordance with Section 23(c) of the 1940 Act, and Rule 23c-1 under the 1940 Act the Trust may from time to time purchase shares of beneficial interest of the Trust in the open market, in privately negotiated transactions and/or purchase shares to correct erroneous transactions.


43



Voya Prime Rate Trust

ADDITIONAL INFORMATION (Unaudited) (continued)

NUMBER OF SHAREHOLDERS

The number of record holders of Common Stock as of May 31, 2016 was 2,663 which does not include approximately 38,837 beneficial owners of shares held in the name of brokers of other nominees.

PROXY VOTING INFORMATION

A description of the policies and procedures that the Trust uses to determine how to vote proxies related to portfolio securities is available: (1) without charge, upon request, by calling Shareholder Services toll-free at 1-800-336-3436; (2) on the Trust's website at www.voyainvestments.com and (3) on the SEC's website at www.sec.gov. Information regarding how the Trust voted proxies related to portfolio securities during the most recent 12-month period ended June 30 is available without charge on the Trust's website at www.voyainvestments.com and on the SEC's website at www.sec.gov.

QUARTERLY PORTFOLIO HOLDINGS

The Trust files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Trust's Forms N-Q are available on the SEC's website at www.sec.gov. The Trust's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330; and is available upon request from the Trust by calling Shareholder Services toll-free at (800) 336-3436.

CERTIFICATIONS

In accordance with Section 303A.12 (a) of the New York Stock Exchange Listed Company Manual, the Trust's CEO submitted the Annual CEO Certification on July 31, 2015 certifying that he was not aware, as of that date, of any violation by the Trust of the NYSE's Corporate governance listing standards. In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and related SEC rules, the Trust's principal executive and financial officers have made quarterly certifications, included in filings with the SEC on Forms N-CSR and N-Q, relating to, among other things, the Trust's disclosure controls and procedures and internal controls over financial reporting.


44




Investment Adviser

Voya Investments, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258

Sub-Adviser

Voya Investment Management Co. LLC
230 Park Avenue
New York, NY 10169

Institutional Investors and Analysts

Call Voya Prime Rate Trust
1-800-336-3436, Extension 2217

Written Requests

Please mail all account inquiries and other comments to:
Voya Prime Rate Trust Account
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258

Transfer Agent

BNY Mellon Investment Servicing (U.S.) Inc.
301 Bellevue Parkway
Wilmington, Delaware 19809

Distributor

Voya Investments Distributor, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
1-800-334-3444

Custodian

State Street Bank and Trust Company
801 Pennsylvania Avenue
Kansas City, Missouri 64105

Legal Counsel

Ropes & Gray LLP
Prudential Tower
800 Boylston Street
Boston, Massachusetts 02199

Toll-Free Shareholder Information

Call us from 9:00 a.m. to 7:00 p.m. Eastern time on any business day for account or other information, at (800)-992-0180

For more complete information, or to obtain a prospectus on any Voya mutual fund, please call your financial advisor or Voya Investments Distributor, LLC at (800) 992-0180 or log on to www.voyainvestments.com. The prospectus should be read carefully before investing. Consider the Trust's investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the Trust. Check with your investment professional to determine which funds are available for sale within their firm. Not all funds are available for sale at all firms.

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