MFS INTERMEDIATE HIGH INCOME FUND N-CSRS
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF

REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-5567

MFS INTERMEDIATE HIGH INCOME FUND

(Exact name of registrant as specified in charter)

111 Huntington Avenue, Boston, Massachusetts 02199

(Address of principal executive offices) (Zip code)

Christopher R. Bohane

Massachusetts Financial Services Company

111 Huntington Avenue

Boston, Massachusetts 02199

(Name and address of agents for service)

Registrant’s telephone number, including area code: (617) 954-5000

Date of fiscal year end: November 30

Date of reporting period: May 31, 2017


Table of Contents
ITEM 1. REPORTS TO STOCKHOLDERS.


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SEMIANNUAL REPORT

May 31, 2017

 

LOGO

 

MFS® INTERMEDIATE HIGH INCOME FUND

 

LOGO

 

CIH-SEM

 


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MANAGED DISTRIBUTION POLICY

The MFS Intermediate High Income Fund’s (the fund) Board of Trustees adopted a managed distribution policy. The fund seeks to pay monthly distributions based on an annual rate of 9.50% of the fund’s average monthly net asset value. The primary purpose of the managed distribution policy is to provide shareholders with a constant, but not guaranteed, fixed minimum rate of distribution each month. You should not draw any conclusions about the fund’s investment performance from the amount of the current distribution or from the terms of the fund’s managed distribution policy. The Board may amend or terminate the managed distribution policy at any time without prior notice to fund shareholders. The amendment or termination of the managed distribution policy could have an adverse effect on the market price of the fund’s shares.

With each distribution, the fund will issue a notice to shareholders and an accompanying press release which will provide detailed information regarding the amount and composition of the distribution and other related information. The amounts and sources of distributions reported in the notice to shareholders are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes. Please refer to “Tax Matters and Distributions” under Note 2 of the Notes to Financial Statements for information regarding the tax character of the fund’s distributions.

Under a managed distribution policy the fund may at times distribute more than its net investment income and net realized capital gains; therefore, a portion of your distribution may result in a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the fund is paid back to you. Any such returns of capital will decrease the fund’s total assets and, therefore, could have the effect of increasing the fund’s expense ratio. In addition, in order to make the level of distributions called for under its managed distribution policy, the fund may have to sell portfolio securities at a less than opportune time. A return of capital does not necessarily reflect the fund’s investment performance and should not be confused with ‘yield’ or ‘income’. The fund’s total return in relation to changes in net asset value is presented in the Financial Highlights.


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MFS® INTERMEDIATE HIGH INCOME FUND

New York Stock Exchange Symbol: CIF

 

Letter from the Executive Chairman     1  
Portfolio composition     2  
Portfolio managers’ profiles     4  
Other notes     4  
Portfolio of investments     5  
Statement of assets and liabilities     18  
Statement of operations     19  
Statements of changes in net assets     20  
Statement of cash flows     21  
Financial highlights     22  
Notes to financial statements     24  
Report of independent registered public accounting firm     37  
Proxy voting policies and information     38  
Quarterly portfolio disclosure     38  
Further information     38  
Information about fund contracts and legal claims     39  
Contact information    back cover  

 

NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE



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LOGO

 

LETTER FROM THE EXECUTIVE CHAIRMAN

 

Dear Shareholders:

Despite policy uncertainty accompanying a new presidential administration in the United States and unease over looming Brexit negotiations, most markets have proved

resilient. U.S. share prices have reached new highs, and U.S. bond yields rose on hopes surrounding President Trump’s proposed fiscal policies and indications that the U.S. Federal Reserve will continue to gradually hike interest rates. However, interest rates in most developed markets remain very low, with central banks maintaining accommodative monetary policies in hopes of reinvigorating slow-growing economies and lifting inflation.

Globally, economic growth has shown signs of recovery, led by China, the U.S. and the eurozone. Despite better growth, there are few immediate signs of worrisome inflation, as wage growth remains muted. Emerging market economies are recovering at a

somewhat slower pace amid fears that restrictive U.S. trade policies could further hamper the restrained pace of global trade growth. Looking ahead, markets will have to contend with elections in the United Kingdom and Germany in the months ahead, as well as geopolitical hot spots on the Korean peninsula and in the Middle East.

At MFS®, we believe time is an asset. A patient, long-term approach to investing can have a powerful impact on decision making and outcomes. Time arbitrage, as we call it, simply comes down to having the conviction and discipline to allow enough time for good investment ideas to play out. In our view, such an approach, along with the professional guidance of a financial advisor, will help you reach your investment objectives.

Respectfully,

 

LOGO

Robert J. Manning

Executive Chairman

MFS Investment Management

July 14, 2017

The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.

 

1


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PORTFOLIO COMPOSITION

 

Portfolio structure (i)

LOGO

 

Top five industries (i)  
Medical & Health Technology & Services     9.7%  
Cable TV     9.7%  
Energy – Independent     7.8%  
Midstream     6.7%  
Building     6.5%  
Composition including fixed income
credit quality (a)(i)
 
BBB     4.2%  
BB     62.0%  
B     55.8%  
CCC     12.6%  
CC     0.4%  
C (o)     0.0%  
D     0.1%  
Not Rated     (1.2)%  
Non-Fixed Income     0.3%  
Cash & Cash Equivalents (less liabilities)     (36.2)%  
Other     2.0%  
Portfolio facts (i)  
Average Duration (d)     4.9  
Average Effective Maturity (m)     6.7 yrs.  
 

 

 

(a) For all securities other than those specifically described below, ratings are assigned to underlying securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). Securities rated BBB or higher are considered investment grade. All ratings are subject to change. Not Rated includes fixed income securities, including fixed income futures contracts, which have not been rated by any rating agency. Non-Fixed Income includes equity securities (including convertible bonds and equity derivatives) and/or commodity-linked derivatives. The fund may or may not have held all of these instruments on this date. The fund is not rated by these agencies.
(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value due to the interest rate move.

 

2


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Portfolio Composition – continued

 

(i) For purposes of this presentation, the components include the value of securities, and reflect the impact of the equivalent exposure of derivative positions, if any. These amounts may be negative from time to time. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than value. The bond component will include any accrued interest amounts.
(m) In determining an instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.
(o) Less than 0.1%.

Where the fund holds convertible bonds, they are treated as part of the equity portion of the portfolio.

Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.

From time to time Cash & Cash Equivalents may be negative due to borrowings for leverage transactions and/or timing of cash receipts.

Other includes equivalent exposure from currency derivatives and/or any offsets to derivative positions.

Percentages are based on net assets as of May 31, 2017.

The portfolio is actively managed and current holdings may be different.

 

3


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PORTFOLIO MANAGERS’ PROFILES

 

Portfolio Manager   Primary Role   Since   Title and Five Year History
William Adams   Portfolio Manager   2011   Investment Officer of MFS; employed in the investment management area of MFS since 2009.
David Cole   Portfolio Manager   2007   Investment Officer of MFS; employed in the investment management area of MFS since 2004.

OTHER NOTES

The fund’s shares may trade at a discount or premium to net asset value. When fund shares trade at a premium, buyers pay more than the net asset value underlying fund shares, and shares purchased at a premium would receive less than the amount paid for them in the event of the fund’s concurrent liquidation.

The fund’s monthly distributions may include a return of capital to shareholders to the extent that the fund’s net investment income and net capital gains, determined in accordance with federal income tax regulations, are insufficient to meet the fund’s target annual distribution rate. Distributions that are treated for federal income tax purposes as a return of capital will reduce each shareholder’s basis in his or her shares and, to the extent the return of capital exceeds such basis, will be treated as gain to the shareholder from a sale of shares. It may also result in a recharacterization of what economically represents a return of capital to ordinary income in those situations where a fund has long term capital gains and a capital loss carryforward. Returns of shareholder capital may have the effect of reducing the fund’s assets and increasing the fund’s expense ratio.

The fund’s target annual distribution rate is calculated based on an annual rate of 9.50% of the fund’s average monthly net asset value, not a fixed share price, and the fund’s dividend amount will fluctuate with changes in the fund’s average monthly net assets.

 

In accordance with Section 23(c) of the Investment Company Act of 1940, the fund hereby gives notice that it may from time to time repurchase shares of the fund in the open market at the option of the Board of Trustees and on such terms as the Trustees shall determine.

 

4


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PORTFOLIO OF INVESTMENTS

5/31/17 (unaudited)

The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.

 

Bonds - 131.3%  
Issuer    Shares/Par     Value ($)  
Aerospace - 1.4%  
KLX, Inc., 5.875%, 12/01/2022 (n)    $ 325,000     $ 342,901  
TransDigm, Inc., 6%, 7/15/2022      55,000       56,961  
TransDigm, Inc., 6.5%, 7/15/2024      265,000       275,600  
TransDigm, Inc., 6.375%, 6/15/2026      115,000       117,875  
    

 

 

 
      $ 793,337  
Asset-Backed & Securitized - 0.0%                 
Citigroup Commercial Mortgage Trust, FRN, 5.701%, 12/10/2049    $ 275,000     $ 21,332  
Automotive - 2.6%                 
Allison Transmission, Inc., 5%, 10/01/2024 (n)    $ 300,000     $ 306,000  
Gates Global LLC, 6%, 7/15/2022 (n)      280,000       285,264  
IHO Verwaltungs GmbH, 4.75%, 9/15/2026 (n)      400,000       404,000  
ZF North America Capital, Inc., 4.5%, 4/29/2022 (n)      300,000       315,375  
ZF North America Capital, Inc., 4.75%, 4/29/2025 (n)      150,000       157,875  
    

 

 

 
      $ 1,468,514  
Broadcasting - 4.1%                 
CBS Radio, Inc., 7.25%, 11/01/2024 (n)    $ 230,000     $ 242,650  
Clear Channel Worldwide Holdings, Inc., “A”, 6.5%, 11/15/2022      85,000       86,700  
Clear Channel Worldwide Holdings, Inc., “B”, 6.5%, 11/15/2022      305,000       315,294  
E. W. Scripps Co., 5.125%, 5/15/2025 (n)      200,000       204,750  
Liberty Media Corp. - Liberty Formula One, 8.5%, 7/15/2029      250,000       277,500  
Liberty Media Corp. - Liberty Formula One, 8.25%, 2/01/2030      10,000       10,713  
Match Group, Inc., 6.375%, 6/01/2024      245,000       267,050  
Netflix, Inc., 5.375%, 2/01/2021      250,000       271,250  
Netflix, Inc., 5.875%, 2/15/2025      145,000       159,138  
Netflix, Inc., 4.375%, 11/15/2026 (n)      125,000       125,163  
WMG Acquisition Corp., 5%, 8/01/2023 (z)      65,000       66,544  
WMG Acquisition Corp., 4.875%, 11/01/2024 (n)      280,000       282,800  
    

 

 

 
      $ 2,309,552  
Building - 5.9%                 
ABC Supply Co., Inc., 5.75%, 12/15/2023 (n)    $ 240,000     $ 254,400  
Allegion PLC, 5.875%, 9/15/2023      117,000       126,360  
Allegion U.S. Holding Co., Inc., 5.75%, 10/01/2021      380,000       395,390  
Beacon Roofing Supply, Inc., 6.375%, 10/01/2023      290,000       313,200  
Gibraltar Industries, Inc., 6.25%, 2/01/2021      250,000       257,500  
HD Supply, Inc., 5.75%, 4/15/2024 (n)      330,000       351,863  

 

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Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Building - continued                 
New Enterprise Stone & Lime Co, Inc., 10.125%, 4/01/2022 (z)    $ 210,000     $ 222,600  
PriSo Acquisition Corp., 9%, 5/15/2023 (n)      280,000       286,300  
Standard Industries, Inc., 5.375%, 11/15/2024 (n)      380,000       399,475  
Standard Industries, Inc., 6%, 10/15/2025 (n)      180,000       194,400  
Summit Materials LLC/Summit Materials Finance Co., 6.125%, 7/15/2023      400,000       418,000  
Summit Materials LLC/Summit Materials Finance Co., 5.125%, 6/01/2025 (z)      85,000       86,063  
    

 

 

 
      $ 3,305,551  
Business Services - 3.7%                 
Alliance Data Systems Corp., 5.875%, 11/01/2021 (n)    $ 340,000     $ 351,900  
Alliance Data Systems Corp., 5.375%, 8/01/2022 (n)      110,000       111,375  
CDK Global, Inc., 4.875%, 6/01/2027 (n)      155,000       156,648  
Equinix, Inc., 4.875%, 4/01/2020      190,000       194,988  
Equinix, Inc., 5.375%, 1/01/2022      70,000       73,959  
Equinix, Inc., 5.375%, 4/01/2023      240,000       251,328  
Equinix, Inc., 5.75%, 1/01/2025      40,000       43,200  
First Data Corp., 5%, 1/15/2024 (n)      440,000       455,616  
Iron Mountain, Inc., REIT, 6%, 10/01/2020 (n)      120,000       125,100  
Iron Mountain, Inc., REIT, 6%, 8/15/2023      320,000       339,200  
    

 

 

 
      $ 2,103,314  
Cable TV - 9.6%                 
Altice Financing S.A., 6.625%, 2/15/2023 (n)    $ 480,000     $ 510,720  
Altice U.S. Finance I Corp., 5.5%, 5/15/2026 (n)      200,000       209,500  
CCO Holdings LLC/CCO Holdings Capital Corp., 5.125%, 5/01/2023 (n)      600,000       631,128  
CCO Holdings LLC/CCO Holdings Capital Corp., 5.75%, 1/15/2024      425,000       450,237  
CCO Holdings LLC/CCO Holdings Capital Corp., 5.375%, 5/01/2025 (n)      80,000       84,700  
CCO Holdings LLC/CCO Holdings Capital Corp., 5.75%, 2/15/2026 (n)      175,000       187,031  
Cequel Communications Holdings, 6.375%, 9/15/2020 (n)      192,000       196,800  
CSC Holdings LLC, 5.5%, 4/15/2027 (n)      400,000       418,928  
DISH DBS Corp., 5%, 3/15/2023      190,000       195,286  
DISH DBS Corp., 5.875%, 11/15/2024      310,000       330,150  
Intelsat Jackson Holdings S.A., 7.25%, 4/01/2019      125,000       119,688  
Intelsat Jackson Holdings S.A., 5.5%, 8/01/2023      100,000       82,250  
Intelsat Jackson Holdings S.A., 8%, 2/15/2024 (n)      65,000       70,159  
LGE Holdco VI B.V., 7.125%, 5/15/2024 (n)    EUR 135,000       171,746  
Sirius XM Radio, Inc., 4.625%, 5/15/2023 (n)    $ 125,000       126,954  
Sirius XM Radio, Inc., 6%, 7/15/2024 (n)      325,000       344,906  
Sirius XM Radio, Inc., 5.375%, 4/15/2025 (n)      165,000       169,538  

 

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Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Cable TV - continued                 
Unitymedia Hessen, 5.5%, 1/15/2023 (n)    $ 250,000     $ 260,000  
Videotron Ltd., 5.375%, 6/15/2024 (n)      80,000       85,291  
Videotron Ltd., 5.125%, 4/15/2027 (n)      325,000       336,375  
Virgin Media Finance PLC, 5.75%, 1/15/2025 (n)      200,000       204,500  
Ziggo Bond Finance B.V., 5.875%, 1/15/2025 (n)      200,000       204,500  
    

 

 

 
      $ 5,390,387  
Chemicals - 2.5%                 
Axalta Coating Systems Co., 4.875%, 8/15/2024 (n)    $ 300,000     $ 307,125  
Chemours Co., 6.625%, 5/15/2023      165,000       176,119  
Chemours Co., 7%, 5/15/2025      65,000       71,988  
GCP Applied Technologies Co., 9.5%, 2/01/2023 (n)      255,000       290,700  
Tronox Finance LLC, 6.375%, 8/15/2020      35,000       35,350  
Tronox Finance LLC, 7.5%, 3/15/2022 (n)      245,000       254,494  
W.R. Grace & Co., 5.125%, 10/01/2021 (n)      245,000       260,925  
    

 

 

 
      $ 1,396,701  
Computer Software - 2.1%                 
Diamond 1 Finance Corp./Diamond 2 Finance Corp., 6.02%, 6/15/2026 (n)    $ 235,000     $ 259,401  
Diamond 1 Finance Corp./Diamond 2 Finance Corp., 5.875%, 6/15/2021 (n)      235,000       248,366  
Nuance Communications, Inc., 5.625%, 12/15/2026 (n)      300,000       315,750  
VeriSign, Inc., 4.625%, 5/01/2023      330,000       338,663  
VeriSign, Inc., 5.25%, 4/01/2025      25,000       26,531  
    

 

 

 
      $ 1,188,711  
Computer Software - Systems - 2.5%                 
CDW LLC/CDW Finance Corp., 5.5%, 12/01/2024    $ 125,000     $ 135,000  
CDW LLC/CDW Finance Corp., 5%, 9/01/2025      65,000       66,950  
JDA Software Group, Inc., 7.375%, 10/15/2024 (n)      325,000       337,188  
Sabre GLBL, Inc., 5.375%, 4/15/2023 (n)      415,000       435,231  
SS&C Technologies Holdings, Inc., 5.875%, 7/15/2023      80,000       85,490  
Western Digital Corp., 10.5%, 4/01/2024      290,000       339,880  
    

 

 

 
      $ 1,399,739  
Conglomerates - 3.7%  
Amsted Industries Co., 5%, 3/15/2022 (n)    $ 495,000     $ 509,850  
EnerSys, 5%, 4/30/2023 (n)      485,000       500,156  
Enpro Industries, Inc., 5.875%, 9/15/2022      330,000       344,850  
Enpro Industries, Inc., 5.875%, 9/15/2022 (n)      45,000       47,025  
Entegris, Inc., 6%, 4/01/2022 (n)      360,000       375,300  
SPX FLOW, Inc., 5.625%, 8/15/2024 (n)      310,000       317,750  
    

 

 

 
      $ 2,094,931  

 

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Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Construction - 0.1%                 
Empresas ICA S.A.B. de C.V., 8.9%, 2/04/2021 (d)    $ 135,000     $ 34,143  
Consumer Products - 1.4%                 
NBTY, Inc., 7.625%, 5/15/2021 (n)    $ 320,000     $ 334,400  
Prestige Brands, Inc., 5.375%, 12/15/2021 (n)      230,000       234,600  
Spectrum Brands, Inc., 6.125%, 12/15/2024      40,000       42,400  
Spectrum Brands, Inc., 5.75%, 7/15/2025      185,000       196,581  
    

 

 

 
      $ 807,981  
Consumer Services - 4.0%                 
ADT Corp., 6.25%, 10/15/2021    $ 510,000     $ 561,000  
ADT Corp., 4.125%, 6/15/2023      85,000       84,363  
Interval Acquisition Corp., 5.625%, 4/15/2023      495,000       513,563  
Mobile Mini, Inc., 5.875%, 7/01/2024      275,000       286,000  
Monitronics International, Inc., 9.125%, 4/01/2020      265,000       253,075  
Service Corp. International, 5.375%, 5/15/2024      190,000       200,194  
ServiceMaster Co. LLC, 5.125%, 11/15/2024 (n)      360,000       373,356  
    

 

 

 
      $ 2,271,551  
Containers - 5.7%                 
Berry Plastics Group, Inc., 5.5%, 5/15/2022    $ 335,000     $ 349,238  
Berry Plastics Group, Inc., 6%, 10/15/2022      165,000       175,931  
Crown American LLC, 4.5%, 1/15/2023      326,000       339,855  
Crown American LLC, 4.25%, 9/30/2026 (n)      125,000       122,825  
Multi-Color Corp., 6.125%, 12/01/2022 (n)      402,000       421,095  
Plastipak Holdings, Inc., 6.5%, 10/01/2021 (n)      431,000       441,775  
Reynolds Group, 5.75%, 10/15/2020      130,000       133,478  
Reynolds Group, 5.125%, 7/15/2023 (n)      180,000       187,200  
Reynolds Group, 7%, 7/15/2024 (n)      155,000       166,818  
Sealed Air Corp., 4.875%, 12/01/2022 (n)      335,000       349,656  
Sealed Air Corp., 5.125%, 12/01/2024 (n)      95,000       99,988  
Signode Industrial Group, 6.375%, 5/01/2022 (n)      220,000       229,350  
Silgan Holdings, Inc., 5.5%, 2/01/2022      20,000       20,550  
Silgan Holdings, Inc., 4.75%, 3/15/2025 (n)      165,000       167,888  
    

 

 

 
      $ 3,205,647  
Electrical Equipment - 0.6%                 
CommScope Holding Company, Inc., 5.5%, 6/15/2024 (n)    $ 95,000     $ 99,631  
CommScope Technologies LLC, 5%, 3/15/2027 (n)      225,000       225,000  
    

 

 

 
      $ 324,631  
Electronics - 0.8%                 
Sensata Technologies B.V., 5.625%, 11/01/2024 (n)    $ 155,000     $ 166,819  
Sensata Technologies B.V., 5%, 10/01/2025 (n)      260,000       269,911  
    

 

 

 
      $ 436,730  

 

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Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Energy - Independent - 7.7%                 
Alta Mesa Holdings LP/Alta Mesa Finance Services Corp., 7.875%, 12/15/2024 (n)    $ 345,000     $ 361,388  
Carrizo Oil & Gas, Inc., 6.25%, 4/15/2023      425,000       413,313  
Concho Resources, Inc., 5.5%, 4/01/2023      285,000       294,619  
Consol Energy, Inc., 5.875%, 4/15/2022      160,000       157,800  
Consol Energy, Inc., 8%, 4/01/2023      235,000       247,631  
Continental Resources, Inc., 4.5%, 4/15/2023      445,000       434,988  
Diamondback Energy, Inc., 5.375%, 5/31/2025 (n)      300,000       309,000  
Gulfport Energy Corp., 6%, 10/15/2024 (n)      230,000       225,400  
Gulfport Energy Corp., 6.375%, 5/15/2025 (n)      85,000       84,363  
PDC Energy, Inc., 6.125%, 9/15/2024 (n)      255,000       260,738  
Rice Energy, Inc., 7.25%, 5/01/2023      310,000       331,313  
Sanchez Energy Corp., 6.125%, 1/15/2023      106,000       93,280  
Seven Generations Energy, 8.25%, 5/15/2020 (n)      155,000       161,975  
Seven Generations Energy, 6.75%, 5/01/2023 (z)      210,000       221,550  
SM Energy Co., 6.75%, 9/15/2026      400,000       392,000  
Whiting Petroleum Corp., 6.25%, 4/01/2023      330,000       328,350  
    

 

 

 
      $ 4,317,708  
Entertainment - 2.1%                 
Cedar Fair LP, 5.375%, 6/01/2024    $ 95,000     $ 99,513  
Cedar Fair LP, 5.375%, 4/15/2027 (n)      165,000       173,250  
Cinemark USA, Inc., 5.125%, 12/15/2022      165,000       169,538  
Cinemark USA, Inc., 4.875%, 6/01/2023      230,000       234,023  
Six Flags Entertainment Corp., 4.875%, 7/31/2024 (n)      495,000       498,094  
    

 

 

 
      $ 1,174,418  
Financial Institutions - 5.5%                 
Aircastle Ltd., 4.625%, 12/15/2018    $ 175,000     $ 181,125  
Aircastle Ltd., 5.125%, 3/15/2021      125,000       133,906  
Aircastle Ltd., 5.5%, 2/15/2022      295,000       320,075  
Nationstar Mortgage LLC/Capital Corp., 6.5%, 8/01/2018      175,000       176,750  
Nationstar Mortgage LLC/Capital Corp., 7.875%, 10/01/2020      520,000       536,900  
Nationstar Mortgage LLC/Capital Corp., 6.5%, 7/01/2021      120,000       122,550  
Navient Corp., 8%, 3/25/2020      515,000       569,075  
Navient Corp., 7.25%, 1/25/2022      375,000       402,656  
Navient Corp., 7.25%, 9/25/2023      90,000       94,590  
Navient Corp., 6.125%, 3/25/2024      82,000       81,820  
Park Aerospace Holdings Ltd., 5.5%, 2/15/2024 (n)      425,000       447,578  
    

 

 

 
      $ 3,067,025  
Food & Beverages - 3.1%                 
Aramark Services, Inc., 4.75%, 6/01/2026    $ 220,000     $ 228,206  
Cott Holdings, Inc., 5.5%, 4/01/2025 (n)      205,000       209,846  

 

9


Table of Contents

Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Food & Beverages - continued                 
JBS USA LLC/JBS USA Finance, Inc., 5.875%, 7/15/2024 (n)    $ 390,000     $ 380,250  
Lamb Weston Holdings, Inc., 4.625%, 11/01/2024 (n)      175,000       179,375  
Lamb Weston Holdings, Inc., 4.875%, 11/01/2026 (n)      60,000       61,500  
Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp., 5.875%, 1/15/2024      300,000       319,500  
U.S. Foods Holding Corp., 5.875%, 6/15/2024 (n)      370,000       386,502  
    

 

 

 
      $ 1,765,179  
Forest & Paper Products - 0.1%                 
Appvion, Inc., 9%, 6/01/2020 (n)    $ 87,000     $ 49,590  
Gaming & Lodging - 3.4%                 
CCM Merger, Inc., 6%, 3/15/2022 (n)    $ 220,000     $ 227,150  
GLP Capital LP/GLP Financing II, Inc., 5.375%, 11/01/2023      340,000       368,050  
GLP Capital LP/GLP Financing II, Inc., 5.375%, 4/15/2026      40,000       43,300  
Hilton Worldwide Finance LLC/Hilton Worldwide Finance Corp., 4.625%, 4/01/2025 (n)      250,000       258,750  
Isle of Capri Casinos, Inc., 8.875%, 6/15/2020      80,000       81,936  
MGM Resorts International, 6.625%, 12/15/2021      180,000       202,050  
MGM Resorts International, 6%, 3/15/2023      225,000       247,005  
Ryman Hospitality Properties, Inc., REIT, 5%, 4/15/2021      305,000       311,863  
Ryman Hospitality Properties, Inc., REIT, 5%, 4/15/2023      140,000       143,325  
    

 

 

 
      $ 1,883,429  
Industrial - 0.4%                 
KAR Auction Services, Inc., 5.125%, 6/01/2025 (z)    $ 190,000     $ 193,800  
Insurance - Health - 0.7%                 
Centene Corp., 5.625%, 2/15/2021    $ 115,000     $ 120,104  
Centene Corp., 6.125%, 2/15/2024      235,000       255,342  
    

 

 

 
      $ 375,446  
Machinery & Tools - 2.3%                 
Ashtead Capital, Inc., 5.625%, 10/01/2024 (n)    $ 265,000     $ 283,550  
CNH Industrial Capital LLC, 4.375%, 11/06/2020      395,000       412,281  
CNH Industrial N.V., 4.5%, 8/15/2023      185,000       191,013  
H&E Equipment Services Co., 7%, 9/01/2022      370,000       386,909  
    

 

 

 
      $ 1,273,753  
Major Banks - 1.8%                 
Bank of America Corp., FRN, 6.1%, 12/29/2049    $ 280,000     $ 300,650  
JPMorgan Chase & Co., 6% to 8/01/2023, FRN to 12/31/2049      280,000       297,676  
UBS Group AG, 6.875%, 12/29/2049      400,000       430,173  
    

 

 

 
      $ 1,028,499  

 

10


Table of Contents

Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Medical & Health Technology & Services - 9.3%                 
AmSurg Corp., 5.625%, 7/15/2022    $ 265,000     $ 276,561  
CHS/Community Health Systems, Inc., 6.875%, 2/01/2022      290,000       257,738  
DaVita, Inc., 5.125%, 7/15/2024      125,000       127,188  
DaVita, Inc., 5%, 5/01/2025      235,000       233,531  
HCA, Inc., 4.25%, 10/15/2019      185,000       192,622  
HCA, Inc., 7.5%, 2/15/2022      405,000       466,763  
HCA, Inc., 5.875%, 3/15/2022      420,000       466,200  
HCA, Inc., 5%, 3/15/2024      220,000       235,708  
HCA, Inc., 5.375%, 2/01/2025      385,000       404,731  
HCA, Inc., 5.875%, 2/15/2026      130,000       141,213  
HealthSouth Corp., 5.125%, 3/15/2023      340,000       346,800  
HealthSouth Corp., 5.75%, 11/01/2024      150,000       154,875  
MEDNAX, Inc., 5.25%, 12/01/2023 (n)      320,000       324,800  
Quintiles IMS Holdings, Inc., 5%, 10/15/2026 (n)      200,000       206,456  
Quorum Health Corp., 11.625%, 4/15/2023      200,000       177,000  
Tenet Healthcare Corp., 8%, 8/01/2020      480,000       488,400  
Tenet Healthcare Corp., 8.125%, 4/01/2022      385,000       406,175  
Universal Health Services, Inc., 7.625%, 8/15/2020      315,000       321,300  
    

 

 

 
      $ 5,228,061  
Medical Equipment - 1.1%                 
Hologic, Inc., 5.25%, 7/15/2022 (n)    $ 250,000     $ 262,500  
Teleflex, Inc., 5.25%, 6/15/2024      225,000       232,875  
Teleflex, Inc., 4.875%, 6/01/2026      105,000       107,625  
    

 

 

 
      $ 603,000  
Metals & Mining - 5.9%  
First Quantum Minerals Ltd., 7%, 2/15/2021 (n)    $ 60,000     $ 62,838  
First Quantum Minerals Ltd., 7.25%, 4/01/2023 (n)      200,000       202,000  
Freeport-McMoRan, Inc., 3.875%, 3/15/2023      195,000       181,233  
Freeport-McMoRan, Inc., 6.5%, 11/15/2020 (n)      30,000       31,052  
Freeport-McMoRan, Inc., 6.875%, 2/15/2023 (n)      533,000       558,318  
GrafTech International Co., 6.375%, 11/15/2020      210,000       183,225  
Kaiser Aluminum Corp., 5.875%, 5/15/2024      315,000       332,325  
Kinross Gold Corp., 5.125%, 9/01/2021      100,000       105,500  
Kinross Gold Corp., 5.95%, 3/15/2024      215,000       234,888  
Lundin Mining Corp., 7.5%, 11/01/2020 (n)      165,000       174,506  
Lundin Mining Corp., 7.875%, 11/01/2022 (n)      150,000       164,250  
Novelis Corp., 5.875%, 9/30/2026 (z)      310,000       320,850  
Steel Dynamics, Inc., 5.125%, 10/01/2021      100,000       103,125  
Steel Dynamics, Inc., 5.25%, 4/15/2023      160,000       165,400  
Steel Dynamics, Inc., 5.5%, 10/01/2024      195,000       206,456  
Suncoke Energy, Inc., 7.625%, 8/01/2019      29,000       28,601  
TMS International Corp., 7.625%, 10/15/2021 (n)      250,000       253,750  
    

 

 

 
      $ 3,308,317  

 

11


Table of Contents

Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Midstream - 6.6%                 
Blue Racer Midstream LLC/Blue Racer Finance Corp., 6.125%, 11/15/2022 (n)    $ 355,000     $ 364,763  
Energy Transfer Equity LP, 7.5%, 10/15/2020      420,000       469,350  
Ferrellgas LP/Ferrellgas Finance Corp., 6.75%, 1/15/2022      160,000       154,400  
Kinder Morgan (Delaware), Inc., 7.75%, 1/15/2032      355,000       456,440  
ONEOK, Inc., 7.5%, 9/01/2023      120,000       143,025  
Sabine Pass Liquefaction LLC, 5.625%, 2/01/2021      200,000       218,782  
Sabine Pass Liquefaction LLC, 5.625%, 4/15/2023      450,000       501,994  
Sabine Pass Liquefaction LLC, 5.75%, 5/15/2024      135,000       151,214  
Sabine Pass Liquefaction LLC, 5.625%, 3/01/2025      265,000       294,292  
Targa Resources Partners LP/Targa Resources Finance Corp., 4.125%, 11/15/2019      240,000       243,600  
Targa Resources Partners LP/Targa Resources Finance Corp., 5.25%, 5/01/2023      105,000       108,281  
Targa Resources Partners LP/Targa Resources Finance Corp., 5.375%, 2/01/2027 (n)      315,000       328,388  
Williams Cos., Inc., 4.55%, 6/24/2024      275,000       282,563  
    

 

 

 
      $ 3,717,092  
Network & Telecom - 2.3%                 
CenturyLink, Inc., 6.45%, 6/15/2021    $ 140,000     $ 151,375  
CenturyLink, Inc., 7.65%, 3/15/2042      170,000       160,438  
Telecom Italia Capital, 6%, 9/30/2034      70,000       74,003  
Telecom Italia S.p.A., 5.303%, 5/30/2024 (n)      450,000       480,092  
Zayo Group LLC/Zayo Capital, Inc., 6.375%, 5/15/2025      165,000       177,375  
Zayo Group LLC/Zayo Capital, Inc., 5.75%, 1/15/2027 (n)      240,000       253,174  
    

 

 

 
      $ 1,296,457  
Oil Services - 1.5%                 
Bristow Group, Inc., 6.25%, 10/15/2022    $ 183,000     $ 111,859  
Diamond Offshore Drilling, Inc., 5.7%, 10/15/2039      285,000       229,781  
Trinidad Drilling Ltd., 6.625%, 2/15/2025 (n)      280,000       278,600  
Weatherford International Ltd., 8.25%, 6/15/2023      215,000       227,900  
    

 

 

 
      $ 848,140  
Oils - 1.0%                 
CITGO Holding, Inc., 10.75%, 2/15/2020 (n)    $ 200,000     $ 216,000  
CITGO Petroleum Corp., 6.25%, 8/15/2022 (n)      340,000       347,650  
    

 

 

 
      $ 563,650  
Other Banks & Diversified Financials - 0.5%  
Groupe BPCE S.A., 12.5% to 9/30/2019, FRN to 8/29/2049 (n)    $ 225,000     $ 271,969  
Pharmaceuticals - 1.8%                 
Endo Finance LLC/Endo Finco, Inc., 7.25%, 1/15/2022 (n)    $ 305,000     $ 304,238  
Mallinckrodt International Finance S.A., 5.75%, 8/01/2022 (n)      295,000       291,497  

 

12


Table of Contents

Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Pharmaceuticals - continued                 
Mallinckrodt International Finance S.A., 5.5%, 4/15/2025 (n)    $ 155,000     $ 142,213  
Valeant Pharmaceuticals International, Inc., 7%, 10/01/2020 (n)      270,000       257,850  
    

 

 

 
      $ 995,798  
Precious Metals & Minerals - 0.6%                 
Eldorado Gold Corp., 6.125%, 12/15/2020 (n)    $ 350,000     $ 358,750  
Printing & Publishing - 2.2%                 
Nielsen Finance LLC, 5%, 4/15/2022 (n)    $ 440,000     $ 452,650  
Outdoor Americas Capital LLC/Outfront Media Capital Corp., 5.625%, 2/15/2024      260,000       272,025  
TEGNA, Inc., 5.125%, 7/15/2020      185,000       189,856  
TEGNA, Inc., 4.875%, 9/15/2021 (n)      100,000       103,000  
TEGNA, Inc., 6.375%, 10/15/2023      195,000       206,456  
    

 

 

 
      $ 1,223,987  
Real Estate - Healthcare - 1.1%                 
MPT Operating Partnership LP, REIT, 6.375%, 2/15/2022    $ 320,000     $ 330,800  
MPT Operating Partnership LP, REIT, 5.25%, 8/01/2026      250,000       262,500  
    

 

 

 
      $ 593,300  
Real Estate - Other - 2.4%                 
CyrusOne LP/CyrusOne Finance Corp., REIT, 5%, 3/15/2024 (n)    $ 350,000     $ 357,875  
DuPont Fabros Technology LP, REIT, 5.875%, 9/15/2021      360,000       374,400  
Felcor Lodging LP, REIT, 5.625%, 3/01/2023      355,000       370,975  
Starwood Property Trust, Inc., REIT, 5%, 12/15/2021 (n)      255,000       265,838  
    

 

 

 
      $ 1,369,088  
Restaurants - 0.3%                 
KFC Holding Co./Pizza Hut Holdings LLC/Taco Bell of America LLC, 5.25%, 6/01/2026 (n)    $ 180,000     $ 188,865  
Retailers - 1.8%                 
Dollar Tree, Inc., 5.75%, 3/01/2023    $ 360,000     $ 381,240  
Hanesbrands, Inc., 4.625%, 5/15/2024 (z)      90,000       90,000  
Hanesbrands, Inc., 4.875%, 5/15/2026 (n)      280,000       280,700  
Sally Beauty Holdings, Inc., 5.625%, 12/01/2025      275,000       281,875  
    

 

 

 
      $ 1,033,815  
Specialty Chemicals - 2.8%                 
A Schulman, Inc., 6.875%, 6/01/2023    $ 370,000     $ 393,125  
Chemtura Corp., 5.75%, 7/15/2021      435,000       448,594  
Koppers, Inc., 6%, 2/15/2025 (n)      300,000       315,000  
Univar USA, Inc., 6.75%, 7/15/2023 (n)      405,000       424,238  
    

 

 

 
      $ 1,580,957  

 

13


Table of Contents

Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Specialty Stores - 1.6%                 
Argos Merger Sub, Inc., 7.125%, 3/15/2023 (n)    $ 320,000     $ 298,400  
Group 1 Automotive, Inc., 5%, 6/01/2022      360,000       365,400  
Michaels Stores, Inc., 5.875%, 12/15/2020 (n)      235,000       240,875  
    

 

 

 
      $ 904,675  
Supermarkets - 0.7%                 
Albertsons Cos. LLC/Safeway, Inc., 6.625%, 6/15/2024 (n)    $ 375,000     $ 388,125  
Telecommunications - Wireless - 5.9%  
Altice Luxembourg S.A., 7.75%, 5/15/2022 (n)    $ 200,000     $ 212,500  
Altice Luxembourg S.A., 7.625%, 2/15/2025 (n)      200,000       218,250  
Digicel Group Ltd., 7.125%, 4/01/2022 (n)      200,000       175,250  
Digicel Group Ltd., 6.75%, 3/01/2023 (n)      225,000       217,125  
SFR Group S.A., 7.375%, 5/01/2026 (n)      450,000       486,842  
Sprint Capital Corp., 6.875%, 11/15/2028      285,000       315,994  
Sprint Corp., 7.875%, 9/15/2023      250,000       288,750  
Sprint Corp., 7.125%, 6/15/2024      410,000       461,199  
Sprint Nextel Corp., 9%, 11/15/2018 (n)      56,000       61,460  
Sprint Nextel Corp., 6%, 11/15/2022      140,000       149,100  
T-Mobile USA, Inc., 6.125%, 1/15/2022      35,000       36,881  
T-Mobile USA, Inc., 6.5%, 1/15/2024      95,000       102,861  
T-Mobile USA, Inc., 5.125%, 4/15/2025      195,000       203,309  
T-Mobile USA, Inc., 6.5%, 1/15/2026      195,000       215,231  
T-Mobile USA, Inc., 5.375%, 4/15/2027      165,000       175,725  
    

 

 

 
      $ 3,320,477  
Telephone Services - 0.9%                 
Level 3 Financing, Inc., 5.375%, 1/15/2024    $ 130,000     $ 136,257  
Level 3 Financing, Inc., 5.375%, 5/01/2025      350,000       367,826  
    

 

 

 
      $ 504,083  
Transportation - Services - 0.6%                 
Navios Maritime Holding, Inc., 7.375%, 1/15/2022 (n)    $ 165,000     $ 132,000  
Navios South American Logistics, Inc./Navios Logistics Finance (U.S.), Inc., 7.25%, 5/01/2022      45,000       43,313  
Syncreon Group BV/Syncre, 8.625%, 11/01/2021 (n)      200,000       152,000  
    

 

 

 
      $ 327,313  
Utilities - Electric Power - 2.6%                 
Calpine Corp., 5.5%, 2/01/2024    $ 260,000     $ 250,900  
Calpine Corp., 5.75%, 1/15/2025      180,000       170,775  
Covanta Holding Corp., 6.375%, 10/01/2022      70,000       72,013  
Covanta Holding Corp., 5.875%, 3/01/2024      235,000       232,063  
Covanta Holding Corp., 5.875%, 7/01/2025      145,000       141,375  

 

14


Table of Contents

Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Bonds - continued  
Utilities - Electric Power - continued                 
NRG Energy, Inc., 6.625%, 3/15/2023    $ 330,000     $ 339,933  
NRG Energy, Inc., 7.25%, 5/15/2026      245,000       250,513  
    

 

 

 
      $ 1,457,572  
Total Bonds (Identified Cost, $72,069,059)     $ 73,765,090  
Floating Rate Loans (g)(r) - 2.8%                 
Aerospace - 0.2%                 
TransDigm, Inc., Term Loan C, 4.13%, 2/28/2020    $ 128,334     $ 128,751  
Building - 0.5%                 
American Builders & Contractors, Term Loan B, 3.54%, 10/31/2023    $ 224,107     $ 225,227  
HD Supply, Inc., Term Loan B1, 3.89%, 8/13/2021      59,995       60,332  
    

 

 

 
      $ 285,559  
Chemicals - 0.1%                 
GCP Applied Technologies, Inc., Term Loan B, 4.39%, 2/03/2022    $ 77,859     $ 78,053  
Computer Software - Systems - 0.3%                 
CDW LLC, Term Loan B, 3.15%, 8/17/2023    $ 93,494     $ 93,980  
Sabre, Inc., Term Loan B, 3.79%, 2/22/2024      72,020       72,632  
    

 

 

 
      $ 166,612  
Conglomerates - 0.2%  
Entegris, Inc., Term Loan B, 3.79%, 4/30/2021    $ 108,796     $ 109,340  
Consumer Products - 0.1%  
Spectrum Brands, Inc., Term Loan B, 3.17%, 6/23/2022    $ 67,952     $ 68,343  
Entertainment - 0.3%  
Cedar Fair LP, Term Loan B, 3.29%, 4/13/2024    $ 79,345     $ 80,059  
Six Flags Theme Parks, Inc., Term Loan B, 3.29%, 6/30/2022      72,200       72,945  
    

 

 

 
      $ 153,004  
Gaming & Lodging - 0.2%  
Hilton Worldwide Finance LLC, Term Loan B2, 3.02%, 10/25/2023    $ 122,374     $ 123,101  
Medical & Health Technology & Services - 0.3%  
DaVita HealthCare Partners, Inc., Term Loan B, 3.79%, 6/24/2021    $ 163,324     $ 164,403  
Printing & Publishing - 0.2%  
CBS Outdoor Americas Capital LLC, Term Loan B, 3.25%, 3/16/2024    $ 106,580     $ 107,180  

 

15


Table of Contents

Portfolio of Investments (unaudited) – continued

 

Issuer    Shares/Par     Value ($)  
Floating Rate Loans (g)(r) - continued                 
Utilities - Electric Power - 0.4%  
Calpine Construction Finance Co. LP, Term Loan B1, 3.3%, 5/03/2020    $ 196,675     $ 196,429  
Total Floating Rate Loans (Identified Cost, $1,574,230)     $ 1,580,775  
Common Stocks - 0.3%  
Oil Services - 0.3%  
LTRI Holdings LP (a) (Identified Cost, $72,000)      200     $ 177,884  
Money Market Funds - 3.9%  
MFS Institutional Money Market Portfolio, 0.87% (v)
(Identified Cost, $2,189,100)
     2,189,198     $ 2,189,198  
Total Investments (Identified Cost, $75,904,389)            $ 77,712,947  
Other Assets, Less Liabilities - (38.3)%              (21,515,967
Net Assets - 100.0%            $ 56,196,980  

 

(a) Non-income producing security.
(d) In default.
(g) The rate shown represents a weighted average coupon rate on settled positions at period end, unless otherwise indicated.
(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $33,581,150, representing 59.8% of net assets.
(r) Remaining maturities of floating rate loans may be less than stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty. These loans may be subject to restrictions on resale. Floating rate loans generally have rates of interest which are determined periodically by reference to a base lending rate plus a premium.
(v) Underlying affiliated fund that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.
(z) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. The fund holds the following restricted securities:

 

Restricted Securities    Acquisition
Date
  
Cost
     Value  
Hanesbrands, Inc., 4.625%, 5/15/2024    5/03/17      $89,554        $90,000  
KAR Auction Services, Inc., 5.125%, 6/01/2025    5/22/17-5/31/17      191,600        193,800  
New Enterprise Stone & Lime Co, Inc., 10.125%, 4/01/2022    3/09/17-4/10/17      218,027        222,600  
Novelis Corp., 5.875%, 9/30/2026    5/12/17-5/24/17      321,249        320,850  

 

16


Table of Contents

Portfolio of Investments (unaudited) – continued

 

Restricted Securities - continued    Acquisition
Date
   Cost      Value  
Seven Generations Energy, 6.75%, 5/01/2023    4/20/17-4/27/17      $222,625        $221,550  
Summit Materials LLC/Summit Materials Finance Co., 5.125%, 6/01/2025    5/24/17      85,000        86,063  
WMG Acquisition Corp., 5%, 8/01/2023    5/11/17-5/12/17      66,541        66,544  
Total Restricted Securities            $1,201,407  
% of Net assets            2.1%  

The following abbreviations are used in this report and are defined:

 

FRN   Floating Rate Note. Interest rate resets periodically and the current rate may not be the rate reported at period end.
PLC   Public Limited Company
REIT   Real Estate Investment Trust

Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:

 

EUR   Euro

Derivative Contracts at 5/31/17

Forward Foreign Currency Exchange Contracts at 5/31/17

 

Type   Currency  

Counter-

party

 

Contracts
to

Deliver/
Receive

    Settlement
Date Range
    In
Exchange
For
    Contracts
at Value
   

Unrealized
Appreciation

(Depreciation)

 
Liability Derivatives                                   
SELL   EUR   JPMorgan Chase Bank N.A.     157,614       6/09/17       $167,405       $177,112       $(9,707
             

 

 

 

Futures Contracts at 5/31/17

 

Description   Currency     Contracts     Value   Expiration
Date
    Unrealized
Appreciation
(Depreciation)
 
Liability Derivatives          
Interest Rate Futures          
U.S. Treasury Note 10 yr (Short)     USD       9     $1,136,672     September - 2017       $(4,043
         

 

 

 

At May 31, 2017, the fund had cash collateral of $11,700 to cover any commitments for certain derivative contracts. Cash collateral is comprised of “Deposits with brokers” in the Statement of Assets and Liabilities.

See Notes to Financial Statements

 

17


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Financial Statements

 

STATEMENT OF ASSETS AND LIABILITIES

At 5/31/17 (unaudited)

This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.

 

Assets         

Investments

  

Non-affiliated issuers, at value (identified cost, $73,715,289)

     $75,523,749  

Underlying affiliated funds, at value (identified cost, $2,189,100)

     2,189,198  

Total investments, at value (identified cost, $75,904,389)

     $77,712,947  

Cash

     2,832  

Deposits with brokers

     11,700  

Receivables for

  

Investments sold

     397,946  

Interest

     1,047,755  

Other assets

     14,269  

Total assets

     $79,187,449  
Liabilities         

Notes payable

     $22,000,000  

Payables for

  

Distributions

     22,476  

Forward foreign currency exchange contracts

     9,707  

Daily variation margin on open futures contracts

     1,265  

Investments purchased

     852,529  

Payable to affiliates

  

Investment adviser

     11,443  

Transfer agent and dividend disbursing costs

     284  

Payable for independent Trustees’ compensation

     354  

Accrued interest expense

     32,068  

Accrued expenses and other liabilities

     60,343  

Total liabilities

     $22,990,469  

Net assets

     $56,196,980  
Net assets consist of         

Paid-in capital

     $67,245,663  

Unrealized appreciation (depreciation) on investments and translation of assets and liabilities in foreign currencies

     1,794,812  

Accumulated net realized gain (loss) on investments and foreign currency

     (11,823,782

Accumulated distributions in excess of net investment income

     (1,019,713

Net assets

     $56,196,980  

Shares of beneficial interest outstanding

     19,630,704  

Net asset value per share (net assets of $56,196,980 / 19,630,704 shares of beneficial interest outstanding)

     $2.86  

See Notes to Financial Statements

 

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Table of Contents

Financial Statements

 

STATEMENT OF OPERATIONS

Six months ended 5/31/17 (unaudited)

This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.

 

Net investment income         

Income

  

Interest

     $2,256,354  

Dividends from underlying affiliated funds

     5,653  

Foreign taxes withheld

     (1,120

Total investment income

     $2,260,887  

Expenses

  

Management fee

     $277,365  

Transfer agent and dividend disbursing costs

     8,090  

Administrative services fee

     9,221  

Independent Trustees’ compensation

     6,416  

Stock exchange fee

     11,816  

Custodian fee

     3,786  

Shareholder communications

     26,932  

Audit and tax fees

     40,442  

Legal fees

     3,188  

Interest expense

     174,618  

Miscellaneous

     18,058  

Total expenses

     $579,932  

Reduction of expenses by investment adviser

     (27,483

Net expenses

     $552,449  

Net investment income

     $1,708,438  
Realized and unrealized gain (loss) on investments and foreign currency  

Realized gain (loss) (identified cost basis)

  

Investments:

  

Non-affiliated issuers

     $(118,932

Underlying affiliated funds

     (50

Futures contracts

     (4,598

Foreign currency

     11,392  

Net realized gain (loss) on investments and foreign currency

     $(112,188

Change in unrealized appreciation (depreciation)

  

Investments

     $2,739,516  

Futures contracts

     (5,509

Translation of assets and liabilities in foreign currencies

     (19,773

Net unrealized gain (loss) on investments and foreign currency translation

     $2,714,234  

Net realized and unrealized gain (loss) on investments and foreign currency

     $2,602,046  

Change in net assets from operations

     $4,310,484  

See Notes to Financial Statements

 

19


Table of Contents

Financial Statements

 

STATEMENTS OF CHANGES IN NET ASSETS

These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.

 

Change in net assets    Six months ended
5/31/17
(unaudited)
     Year ended
11/30/16
 
From operations                  

Net investment income

     $1,708,438        $3,895,941  

Net realized gain (loss) on investments and foreign currency

     (112,188      (3,070,528

Net unrealized gain (loss) on investments and foreign currency translation

     2,714,234        5,760,617  

Change in net assets from operations

     $4,310,484        $6,586,030  
Distributions declared to shareholders                  

From net investment income

     $(1,809,110      $(4,104,447

From tax return of capital

            (1,200,808

From other sources

     (846,941       

Total distributions declared to shareholders

     $(2,656,051      $(5,305,255

Change in net assets from fund share transactions

     $(2,242,012      $(857,785

Total change in net assets

     $(587,579      $422,990  
Net assets                  

At beginning of period

     56,784,559        56,361,569  

At end of period (including accumulated distributions in excess of net investment income of $1,019,713 and $72,100, respectively)

     $56,196,980        $56,784,559  

See Notes to Financial Statements

 

20


Table of Contents

Financial Statements

 

STATEMENT OF CASH FLOWS

Six months ended 5/31/17 (unaudited)

This statement provides a summary of cash flows from investment activity for the fund.

 

Cash flows from operating activities:         

Change in net assets from operations

     $4,310,484  
Adjustments to reconcile change in net assets from operations to net cash provided by operating activities:         

Purchase of investment securities

     (20,332,270

Proceeds from disposition of investment securities

     23,868,250  

Purchases of short-term investments, net

     (428,401

Realized gain/loss on investments

     118,982  

Unrealized appreciation/depreciation on investments

     (2,739,516

Unrealized appreciation/depreciation on foreign currency contracts

     19,777  

Net amortization/accretion of income

     50,084  

Decrease in interest receivable

     81,603  

Decrease in accrued expenses and other liabilities

     (26,275

Decrease in receivable for daily variation margin on open futures contracts

     2,968  

Increase in payable for daily variation margin on open futures contracts

     1,265  

Increase in deposits with brokers

     (4,450

Increase in other assets

     (12,332

Increase in interest payable

     10,135  

Net cash provided by operating activities

     $4,920,304  
Cash flows from financing activities:         

Distributions paid in cash

     (2,658,007

Repurchase of shares of beneficial interest

     (2,386,541

Net cash used by financing activities

     $(5,044,548

Net decrease in cash

     $(124,244
Cash:         

Beginning of period

     $127,076  

End of period

     $2,832  

Supplemental disclosure of cash flow information:

Cash paid during the six months ended May 31, 2017 for interest was $164,483.

See Notes to Financial Statements

 

21


Table of Contents

Financial Statements

 

FINANCIAL HIGHLIGHTS

The financial highlights table is intended to help you understand the fund’s financial performance for the semiannual period and the past 5 fiscal years. Certain information reflects financial results for a single fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund share class (assuming reinvestment of all distributions) held for the entire period.

 

   

Six months
ended

5/31/17

    Years ended 11/30  
      2016     2015     2014     2013     2012  
    (unaudited)                                

Net asset value, beginning of period

    $2.77       $2.70       $3.09       $3.16       $3.12       $2.84  
Income (loss) from investment operations                          

Net investment income (d)

    $0.09       $0.19       $0.20       $0.21       $0.23       $0.26  

Net realized and unrealized gain
(loss) on investments and
foreign currency

    0.12       0.14       (0.33     (0.05     0.05       0.31  

Total from investment operations

    $0.21       $0.33       $(0.13     $0.16       $0.28       $0.57  
Less distributions declared to shareholders                          

From net investment income

    $(0.09     $(0.20     $(0.21     $(0.23     $(0.24     $(0.29

From tax return of capital

          (0.06     (0.05                  

From other sources

    (0.04                              

Total distributions declared to
shareholders

    $(0.13     $(0.26     $(0.26     $(0.23     $(0.24     $(0.29

Net increase from repurchase of
capital shares

    $0.01       $0.00 (w)      $0.00 (w)      $0.00 (w)      $—       $—  

Net asset value, end of period (x)

    $2.86       $2.77       $2.70       $3.09       $3.16       $3.12  

Market value, end of period

    $2.71       $2.48       $2.32       $2.73       $2.80       $3.08  

Total return at market value (%)

    14.91 (n)      18.72       (6.15     5.46       (1.49     18.81  

Total return at net asset
value (%) (j)(r)(s)(x)

    8.57 (n)      13.94       (3.50     5.77       9.75       20.77  
Ratios (%) (to average net assets)
and Supplemental data:
                         

Expenses before expense reductions (f)

    2.07 (a)      2.07       1.77       1.66       1.72       1.89  

Expenses after expense reductions (f)

    1.97 (a)      1.84       1.70       1.61       1.67       1.73  

Net investment income

    6.09 (a)      6.97       6.63       6.61       7.28       8.55  

Portfolio turnover

    23 (n)      34       34       48       46       38  

Net assets at end of period
(000 omitted)

    $56,197       $56,785       $56,362       $65,100       $66,629       $65,686  

 

22


Table of Contents

Financial Highlights – continued

 

   

Six months
ended

5/31/17

    Years ended 11/30  
      2016      2015      2014      2013     2012  
    (unaudited)                                   
Supplemental Ratios (%):                            

Ratio of expenses to average net
assets after expense reductions
and excluding interest expense (f)

    1.34 (a)      1.34        1.35        1.34        1.35       1.35  
Senior Securities:                            

Total notes payable outstanding
(000 omitted)

    $22,000       $22,000        $22,000        $22,000        $22,000       $22,000  

Asset coverage per $1,000 of
indebtedness (k)

    $3,554       $3,581        $3,562        $3,959        $4,029       $3,986  

 

(a) Annualized.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(j) Total return at net asset value is calculated using the net asset value of the fund, not the publicly traded price and therefore may be different than the total return at market value.
(k) Calculated by subtracting the fund’s total liabilities (not including notes payable) from the fund’s total assets and dividing this number by the notes payable outstanding and then multiplying by 1,000.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(w) Per share amount was less than $0.01.
(x) The net asset values and total returns at net asset value have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.

See Notes to Financial Statements

 

23


Table of Contents

NOTES TO FINANCIAL STATEMENTS

(unaudited)

(1) Business and Organization

MFS Intermediate High Income Fund (the fund) is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as a diversified closed-end management investment company.

The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services – Investment Companies.

(2) Significant Accounting Policies

General – The preparation of financial statements in conformity with U.S. generally accepted accounting principles 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. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in high-yield securities rated below investment grade. Investments in high-yield securities involve greater degrees of credit and market risk than investments in higher-rated securities and tend to be more sensitive to economic conditions. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s legal, political, and economic environment.

In October 2016, the Securities and Exchange Commission (SEC) released its Final Rule on Investment Company Reporting Modernization (the “Rule”). The Rule, which introduces two new regulatory reporting forms for investment companies – Form N-PORT and Form N-CEN – also contains amendments to Regulation S-X which impact financial statement presentation, particularly the presentation of derivative investments. Although still evaluating the impacts of the Rule, management believes that many of the Regulation S-X amendments are consistent with the fund’s current financial statement presentation and expects that the fund will be able to comply with the Rule’s Regulation S-X amendments by the August 1, 2017 compliance date.

In November 2016, the FASB issued Accounting Standards Update 2016-18, Statement of Cash Flows (Topic 230) – Restricted Cash (“ASU 2016-18”). For entities that have restricted cash and are required to present a statement of cash flows, ASU 2016-18 changes the cash flow presentation for restricted cash. Although still evaluating the potential impacts of ASU 2016-18, management expects that the effects of the fund’s adoption will be limited to the reclassification of restricted cash on the fund’s Statement of Cash Flows and the addition of disclosures regarding the nature of the restrictions on restricted cash. ASU 2016-18 will be effective for annual reporting periods beginning after December 15, 2017, and interim periods within those annual periods.

 

24


Table of Contents

Notes to Financial Statements (unaudited) – continued

 

In March 2017, the FASB issued Accounting Standards Update 2017-08, Receivables – Nonrefundable Fees and Other Costs (Subtopic 310-20) – Premium Amortization on Purchased Callable Debt Securities (“ASU 2017-08”). For entities that hold callable debt securities at a premium, ASU 2017-08 requires that the premium be amortized to the earliest call date. ASU 2017-08 will be effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Management is still evaluating the potential impacts of ASU 2017-08 but believes that adoption of ASU 2017-08 will not have a material effect on the fund’s overall financial position or its overall results of operations.

Balance Sheet Offsetting – The fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund’s right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.

Investment Valuations – Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Debt instruments and floating rate loans, including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Futures contracts are generally valued at last posted settlement price on their primary exchange as provided by a third-party pricing service. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation on their primary exchange as provided by a third-party pricing service. Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to

 

25


Table of Contents

Notes to Financial Statements (unaudited) – continued

 

the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not

 

26


Table of Contents

Notes to Financial Statements (unaudited) – continued

 

reflected in total investments, such as futures contracts and forward foreign currency exchange contracts. The following is a summary of the levels used as of May 31, 2017 in valuing the fund’s assets or liabilities:

 

Investments at Value    Level 1     Level 2     Level 3      Total  
Equity Securities      $—       $—       $177,884        $177,884  
U.S. Corporate Bonds            64,191,398              64,191,398  
Commercial Mortgage-Backed Securities            21,332              21,332  
Foreign Bonds            9,552,360              9,552,360  
Floating Rate Loans            1,580,775              1,580,775  
Mutual Funds      2,189,198                    2,189,198  
Total Investments      $2,189,198       $75,345,865       $177,884        $77,712,947  
Other Financial Instruments               
Futures Contracts – Liabilities      $(4,043     $—       $—        $(4,043
Forward Foreign Currency Exchange Contracts – Liabilities            (9,707            (9,707

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

The following is a reconciliation of level 3 assets for which significant unobservable inputs were used to determine fair value. The fund’s policy is to recognize transfers between the levels as of the end of the period. The table presents the activity of level 3 securities held at the beginning and the end of the period.

 

     Equity Securities  
Balance as of 11/30/16      $—  

Received as part of a corporate action

     177,884  
Balance as of 5/31/17      $177,884  

At May 31, 2017, the fund held one level 3 security.

Foreign Currency Translation – Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.

Derivatives – The fund uses derivatives for different purposes, primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund

 

27


Table of Contents

Notes to Financial Statements (unaudited) – continued

 

uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.

The derivative instruments used by the fund were futures contracts and forward foreign currency exchange contracts. The fund’s period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract tables, generally are indicative of the volume of its derivative activity during the period.

The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at May 31, 2017 as reported in the Statement of Assets and Liabilities:

 

        Fair Value (a)  
Risk   Derivative Contracts   Liability Derivatives  
Interest Rate   Interest Rate Futures     $(4,043)  
Foreign Exchange   Forward Foreign Currency Exchange     (9,707)  
Total       $(13,750)  

 

(a) The value of futures contracts includes cumulative appreciation (depreciation) as reported in the fund’s Portfolio of Investments. Only the current day net variation margin for futures contracts is separately reported within the fund’s Statement of Assets and Liabilities.

The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended May 31, 2017 as reported in the Statement of Operations:

 

Risk   

Futures

Contracts

     Foreign
Currency
 
Interest Rate      $(4,598      $—  
Foreign Exchange             11,246  
Total      $(4,598      $11,246  

The following table presents, by major type of derivative contract, the change in unrealized appreciation (depreciation) on derivatives held by the fund for the six months ended May 31, 2017 as reported in the Statement of Operations:

 

Risk    Futures
Contracts
     Translation
of Assets
and
Liabilities in
Foreign
Currencies
 
Interest Rate      $(5,509      $—  
Foreign Exchange             (19,778
Total      $(5,509      $(19,778

Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a certain deterioration in the

credit quality of the other party. Upon an event of default or a termination of the ISDA

 

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Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund’s credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.

Collateral and margin requirements differ by type of derivative. Margin requirements are set by the clearing broker and the clearing house for cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options) while collateral terms are contract specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options). For derivatives traded under an ISDA Master Agreement, which contains a collateral support annex, the collateral requirements are netted across all transactions traded under such agreement and one amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated to cover the fund’s collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as “Restricted cash” or “Deposits with brokers.” Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Interest expense” in the Statement of Operations.

Futures Contracts – The fund entered into futures contracts which may be used to hedge against or obtain broad market exposure, interest rate exposure, currency exposure, or to manage duration. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a certain percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.

The fund bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The fund’s maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures contracts.

Forward Foreign Currency Exchange Contracts – The fund entered into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the fund’s currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive foreign currency that the fund will receive

 

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Notes to Financial Statements (unaudited) – continued

 

from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the fund may enter into contracts with the intent of changing the relative exposure of the fund’s portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.

Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on foreign currency.

Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. Generally, the fund’s maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, a multicurrency cash settlement system for the centralized settlement of foreign transactions. This risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.

Loans and Other Direct Debt Instruments – The fund invests in loans and loan participations or other receivables. These investments may include standby financing commitments, including revolving credit facilities, which contractually obligate the fund to supply additional cash to the borrower on demand. The fund generally provides this financial support in order to preserve its existing investment or to obtain a more senior secured interest in the assets of the borrower. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary.

Statement of Cash Flows – Information on financial transactions which have been settled through the receipt or disbursement of cash is presented in the Statement of Cash Flows. The cash amount shown in the Statement of Cash Flows is the amount included within the fund’s Statement of Assets and Liabilities and includes cash on hand at its custodian bank and does not include any short-term investments.

Indemnifications – Under the fund’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund’s maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.

Investment Transactions and Income – Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles. The fund earns certain fees in connection with its floating rate loan purchasing activities. These fees are in addition to interest

 

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Notes to Financial Statements (unaudited) – continued

 

payments earned and may include amendment fees, commitment fees, facility fees, consent fees, and prepayment fees. Commitment fees are recorded on an accrual basis as income in the accompanying financial statements. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to the value of the security on such date. Debt obligations may be placed on non-accrual status or set to accrue at a rate of interest less than the contractual coupon when the collection of all or a portion of interest has become doubtful. Interest income for those debt obligations may be further reduced by the write-off of the related interest receivables when deemed uncollectible.

The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.

Tax Matters and Distributions – The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.

Distributions to shareholders are recorded on the ex-dividend date. The fund seeks to pay monthly distributions based on an annual rate of 9.50% of the fund’s average monthly net asset value. As a result, distributions may exceed actual earnings which may result in a tax return of capital or, to the extent the fund has long-term gains, distributions of current year long-term gains may be recharacterized as ordinary income. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.

Book/tax differences primarily relate to expiration of capital loss carryforwards and amortization and accretion of debt securities.

 

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Notes to Financial Statements (unaudited) – continued

 

For the six months ended May 31, 2017, the amount of distributions estimated to be a tax return of capital was approximately $846,941 which are reported as distributions from other sources in the Statements of Changes in Net Assets. The tax character of distributions made during the current period will be determined at fiscal year end. The tax character of distributions declared to shareholders for the last fiscal year is as follows:

 

     Year ended
11/30/16
 
Ordinary income (including any
short-term capital gains)
     $4,104,447  
Tax return of capital (b)      1,200,808  
Total distributions      $5,305,255  

 

(b) Distributions in excess of tax basis earnings and profits are reported in the financial statements as a tax return of capital.

The federal tax cost and the tax basis components of distributable earnings were as follows:

 

As of 5/31/17       
Cost of investments      $76,104,103  
Gross appreciation      2,524,811  
Gross depreciation      (915,967
Net unrealized appreciation (depreciation)      $(1,608,844
As of 11/30/16       
Capital loss carryforwards      (11,501,010
Other temporary differences      (62,030
Net unrealized appreciation (depreciation)      (1,140,076

The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized for fund fiscal years beginning after November 30, 2011 may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses (“post-enactment losses”). Previously, net capital losses were carried forward for eight years and treated as short-term losses (“pre-enactment losses”). As a transition rule, the Act requires that all post-enactment net capital losses be used before pre-enactment net capital losses.

 

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Notes to Financial Statements (unaudited) – continued

 

As of November 30, 2016, the fund had capital loss carryforwards available to offset future realized gains as follows:

 

Pre-enactment losses which
expire as follows:
 
11/30/17      $(6,983,828
11/30/18      (474,667
Total      $(7,458,495
Post-enactment losses which
are characterized as follows:
 
Short-Term      $(344,803
Long-Term      (3,697,712
Total      $(4,042,515

(3) Transactions with Affiliates

Investment Adviser – The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at an annual rate of 0.65% of the fund’s average daily net assets. The fund pays the adviser a monthly fee equal to 20% of the fund’s leverage income after deducting the expenses of leveraging (“net leverage income”); provided, however, if the fund’s net leverage income is less than zero, the adviser pays the fund the percentage indicated of the fund’s net leverage income. The management fee incurred for the six months ended May 31, 2017 was equivalent to an annual effective rate of 0.99% of the fund’s average daily net assets.

The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total fund operating expenses do not exceed 1.34% annually of the fund’s average daily net assets. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until November 30, 2018. For the six months ended May 31, 2017, this reduction amounted to $27,483, which is included in the reduction of total expenses in the Statement of Operations.

Transfer Agent – The fund engages Computershare Trust Company, N.A. (“Computershare”) as the sole transfer agent for the fund. MFS Service Center, Inc. (MFSC) monitors and supervises the activities of Computershare for an agreed upon fee approved by the Board of Trustees. For the six months ended May 31, 2017, these fees paid to MFSC amounted to $1,497.

Administrator – MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended May 31, 2017 was equivalent to an annual effective rate of 0.0329% of the fund’s average daily net assets.

 

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Notes to Financial Statements (unaudited) – continued

 

Trustees’ and Officers’ Compensation – The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration for their services to the fund from MFS. Certain officers and Trustees of the fund are officers or directors of MFS and MFSC.

Other – This fund and certain other funds managed by MFS (the funds) have entered into a service agreement (the ISO Agreement) which provides for payment of fees solely by the funds to Tarantino LLC in return for the provision of services of an Independent Senior Officer (ISO) for the funds. Frank L. Tarantino serves as the ISO and is an officer of the funds and the sole member of Tarantino LLC. The funds can terminate the ISO Agreement with Tarantino LLC at any time under the terms of the ISO Agreement. For the six months ended May 31, 2017, the fee paid by the fund under this agreement was $55 and is included in “Miscellaneous” expense in the Statement of Operations. MFS has agreed to bear all expenses associated with office space, other administrative support, and supplies provided to the ISO.

The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS.

(4) Portfolio Securities

For the six months ended May 31, 2017, purchases and sales of investments, other than short-term obligations, aggregated $17,604,994 and $21,046,327, respectively.

(5) Shares of Beneficial Interest

The fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. The Trustees have authorized the repurchase by the fund of up to 10% annually of its own shares of beneficial interest. The fund repurchased 860,544 shares of beneficial interest during the six months ended May 31, 2017 at an average price per share of $2.61 and a weighted average discount of 7.78% per share. The fund repurchased 348,059 shares of beneficial interest during the year ended November 30, 2016 at an average price per share of $2.46 and a weighted average discount of 9.43% per share. Transactions in fund shares were as follows:

 

     Six months ended
5/31/17
     Year ended
11/30/16
 
     Shares      Amount      Shares      Amount  
Capital shares reacquired      (860,544      $(2,242,012      (348,059      $(857,785

(6) Loan Agreement

The fund has a credit agreement with a bank for a revolving secured line of credit that can be drawn upon up to $25,000,000. At May 31, 2017, the fund had outstanding borrowings under this agreement in the amount of $22,000,000, which are secured by a lien on the fund’s assets. The loan’s carrying value in the fund’s Statement of Assets and Liabilities approximates its fair value. The loan value as of the reporting date is considered level 2 under the fair value hierarchy. The credit agreement matures on August 19, 2017. The Trustees approved the renewal of the revolving secured line of

 

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Notes to Financial Statements (unaudited) – continued

 

credit up to the amount of $25,000,000 on substantially similar terms for a 365 day period which matures on August 20, 2018. Borrowings under the agreement can be made for liquidity or leverage purposes. Interest is charged at a rate per annum equal to LIBOR plus an agreed upon spread or an alternate rate, at the option of the borrower, stated as the greater of the bank’s prime rate, the daily one month LIBOR plus an agreed upon spread, or the Overnight Federal Funds Rate plus an agreed upon spread. The fund incurred interest expense of $174,613 during the period, which is included in “Interest” expense in the Statement of Operations. The fund may also be charged a commitment fee based on the average daily unused portion of the line of credit. The fund paid a commitment fee of $1,896 during the period, which is included in “Miscellaneous” expense in the Statement of Operations. For the six months ended May 31, 2017, the average loan balance was $22,000,000 at a weighted average annual interest rate of 1.57%. The fund is subject to certain covenants including, but not limited to, requirements with respect to asset coverage, portfolio diversification and liquidity.

(7) Transactions in Underlying Affiliated Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be an affiliated issuer:

 

Underlying Affiliated Fund    Beginning
Shares/Par
Amount
     Acquisitions
Shares/Par
Amount
     Dispositions
Shares/Par
Amount
     Ending
Shares/Par
Amount
 
MFS Institutional Money
Market Portfolio
     1,760,699        12,234,697        (11,806,198      2,189,198  
Underlying Affiliated Fund    Realized
Gain (Loss)
     Capital Gain
Distributions
     Dividend
Income
     Ending
Value
 
MFS Institutional Money
Market Portfolio
     $(50      $—        $5,653        $2,189,198  

(8) Legal Proceedings

In May 2015, the Motors Liquidation Company Avoidance Action Trust (hereafter, “AAT”) served upon the fund a complaint in an adversary proceeding in the U.S. Bankruptcy Court for the Southern District of New York, captioned Motors Liquidation Company Avoidance Action Trust v. JPMorgan Chase Bank, N.A., et al. (No. 09-00504 (REG)). The complaint, which was originally filed in 2009 but not served on the fund until 2015, names as defendants over 500 entities (including the fund) that held an interest in a $1.5 billion General Motors (GM) term loan in 2009, when GM filed for bankruptcy. The AAT alleges that the fund and the other term loan lenders were improperly treated as secured lenders with respect to the term loan shortly before and immediately after GM’s bankruptcy, receiving full principal and interest payments under the loan. The AAT alleges that the fund and other term loan lenders should have been treated as unsecured (or partially unsecured) creditors because the main lien securing the collateral was allegedly not perfected at the time of GM’s bankruptcy due to an erroneous filing in October 2008 that terminated the financing statement perfecting the lien. The AAT seeks to claw back payments made to the fund and the other term loan lenders after, and during the 90 days before, GM’s June 2009

 

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Notes to Financial Statements (unaudited) – continued

 

bankruptcy petition. During that time period, the fund received term loan payments of approximately $380,000. The fund cannot predict the outcome of this proceeding. Among other things, it is unclear whether the AAT’s claims will succeed; what the fund would be entitled to as an unsecured (or partially unsecured) creditor, given the existence of other collateral not impacted by the erroneous October 2008 filing; whether third parties responsible for the erroneous October 2008 filing would bear some or all of any liability; and the degree to which the fund may be entitled to indemnification from a third party for any amount required to be disgorged. The fund has and will continue to incur legal expenses associated with the defense of this action and in related claims against third parties.

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees and Shareholders of MFS Intermediate High Income Fund:

We have reviewed the accompanying statement of assets and liabilities, including the portfolio of investments, of MFS Intermediate High Income Fund (the Fund) as of May 31, 2017, and the related statements of operations, changes in net assets, cash flows and financial highlights for the six-month period ended May 31, 2017. These interim financial statements and financial highlights are the responsibility of the Fund’s management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the accompanying interim financial statements and financial highlights for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the statement of changes in net assets for the year ended November 30, 2016 and the financial highlights for each of the five years in the period ended November 30, 2016, and in our report dated January 13, 2017, we expressed an unqualified opinion on such statement of changes in net assets and financial highlights.

 

LOGO

Boston, Massachusetts

July 14, 2017

 

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PROXY VOTING POLICIES AND INFORMATION

MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com (once you have selected “Individual Investor” as your role, click on “Individual Investor Home” in the top navigation and then select “Learn More About Proxy Voting” under the “I want to…” header on the left hand column of the page), or by visiting the SEC’s Web site at http://www.sec.gov.

Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com (once you have selected “Individual Investor” as your role, click on “Individual Investor Home” in the top navigation and then select “Learn More About Proxy Voting” under the “I want to…” header on the left hand column of the page), or by visiting the SEC’s Web site at http://www.sec.gov.

QUARTERLY PORTFOLIO DISCLOSURE

The fund will file a complete schedule of portfolio holdings with the Securities and Exchange Commission (the Commission) for the first and third quarters of each fiscal year on Form N-Q. A shareholder can obtain the quarterly portfolio holdings report at mfs.com. The fund’s Form N-Q is also available on the EDGAR database on the Commission’s Internet Web site at http://www.sec.gov, and may be reviewed and copied at the:

Public Reference Room

Securities and Exchange Commission

100 F Street, NE, Room 1580

Washington, D.C. 20549

Information on the operation of the Public Reference Room may be obtained by calling the Commission at 1-800-SEC-0330. Copies of the fund’s Form N-Q also may be obtained, upon payment of a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov or by writing the Public Reference Section at the above address.

FURTHER INFORMATION

From time to time, MFS may post important information about the fund or the MFS funds on the MFS web site (mfs.com). This information is available by visiting the “Market Commentary” and “Announcements” sub sections in the “Market Outlooks” section of mfs.com or by clicking on the fund’s name under “Closed-End Funds” in the “Products” section of mfs.com.

Additional information about the fund (e.g. performance, dividends and the fund’s price history) is also available by clicking on the fund’s name under “Closed-End Funds” in the “Products” section of mfs.com.

 

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INFORMATION ABOUT FUND CONTRACTS AND LEGAL CLAIMS

The fund has entered into contractual arrangements with an investment adviser, administrator, transfer agent, and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.

Under the Trust’s By-Laws, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.

 

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LOGO

 

CONTACT US

TRANSFER AGENT, REGISTRAR, AND

DIVIDEND DISBURSING AGENT

CALL

1-800-637-2304

9 a.m. to 5 p.m. Eastern time

WRITE

Computershare Trust Company, N.A.

P.O. Box 43078

Providence, RI 02940-3078

 

New York Stock Exchange Symbol: CIF


Table of Contents
ITEM 2. CODE OF ETHICS.

Effective January 1, 2017, the Code of Ethics (the “Code”) was amended to (i) clarify that the term “for profit” company as used in Section II.B of the Code excludes the investment adviser and its subsidiaries and pooled investment vehicles sponsored by the investment adviser or its subsidiaries, (ii) align the Code’s provisions regarding receipt of gifts and entertainment in Section II.B of the Code with the gifts and entertainment policy of the Funds’ investment adviser, and (iii) make other administrative changes. During the period covered by this report, the Registrant did not grant a waiver, including an implicit waiver, from any provision of the Code.

A copy of the amended Code effective as of January 1, 2017 is filed as an exhibit to this Form N-CSR.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable for semi-annual reports.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable for semi-annual reports.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable for semi-annual reports.

 

ITEM 6. SCHEDULE OF INVESTMENTS.

A schedule of investments for MFS Intermediate High Income Fund is included as part of the report to shareholders under Item 1 of this Form N-CSR.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable for semi-annual reports.

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

There were no changes during this period.


Table of Contents
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

 

MFS Intermediate High Income Fund  

Period

   (a) Total number
of Shares
Purchased
     (b)
Average
Price
Paid  per
Share
     (c) Total
Number of
Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs
     (d) Maximum
Number (or
Approximate
Dollar Value) of

Shares that May
Yet Be Purchased
under the Plans
or Programs
 

12/01/16-12/31/16

     384,000        2.57        384,000        1,426,571  

1/01/17-1/31/17

     348,501        2.63        348,501        1,078,070  

2/01/17-2/28/17

     93,000        2.65        93,000        985,070  

3/01/17-3/31/17

     35,043        2.62        35,043        950,027  

4/01/17-4/30/17

     0        N/A        0        950,027  

5/01/17-5/31/17

     0        N/A        0        950,027  
  

 

 

       

 

 

    

Total

     860,544        2.61        860,544     
  

 

 

       

 

 

    

Note: The Board approved procedures to repurchase shares and reviews the results periodically. The notification to shareholders of the program is part of the semi-annual and annual reports sent to shareholders. These annual programs begin on October 1st of each year. The programs conform to the conditions of Rule 10b-18 of the Securities Exchange Act of 1934 and limit the aggregate number of shares that may be purchased in each annual period (October 1 through the following September 30) to 10% of the Registrant’s outstanding shares as of the first day of the plan year (October 1). The aggregate number of shares available for purchase for the October 1, 2016 plan year is 2,075,630.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There were no material changes to the procedures by which shareholders may send recommendations to the Board for nominees to the Registrant’s Board since the Registrant last provided disclosure as to such procedures in response to the requirements of Item 407 (c)(2)(iv) of Regulation S-K or this Item.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

(a)

Based upon their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as conducted within 90 days of the filing date of this Form N-CSR, the registrant’s principal financial officer and principal executive officer have concluded that those


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  disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

 

(b) There were no changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter covered by the report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

ITEM 12. EXHIBITS.

 

(a) File the exhibits listed below as part of this form. Letter or number the exhibits in the sequence indicated.

 

  (1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit. Attached hereto.

 

  (2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2): Attached hereto.

 

  (3) Notices to Trust’s common shareholders in accordance with Investment Company Act Section 19(a) and Rule 19a-1. Attached hereto.

 

(b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for the purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference: Attached hereto.


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Notice

A copy of the Agreement and Declaration of Trust, as amended, of the Registrant is on file with the Secretary of State of the Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Registrant by an officer of the Registrant as an officer and not individually and the obligations of or arising out of this instrument are not binding upon any of the Trustees or shareholders individually, but are binding only upon the assets and property of the respective constituent series of the Registrant.


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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant MFS INTERMEDIATE HIGH INCOME FUND

 

By (Signature and Title)*    DAVID L. DILORENZO
  David L. DiLorenzo, President

Date: July 14, 2017

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

 

By (Signature and Title)*    DAVID L. DILORENZO
  David L. DiLorenzo, President (Principal Executive Officer)

Date: July 14, 2017

 

By (Signature and Title)*    JAMES O. YOST
  James O. Yost, Treasurer (Principal Financial Officer and Accounting Officer)

Date: July 14, 2017

 

* Print name and title of each signing officer under his or her signature.