AS FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION ON December 13, 2000.
SECURITIES ACT FILE NO. 333-
INVESTMENT COMPANY ACT FILE NO. 811-09709
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-2
(Check appropriate box or boxes)
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. [ ]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 4 [X]
LIBERTY FLOATING RATE ADVANTAGE FUND
(FORMERLY LIBERTY-STEIN ROE ADVISOR FLOATING RATE ADVANTAGE FUND)
-----------------------------------------------------------------
(Exact name of Registrant as specified in charter)
One Financial Center, Boston, Massachusetts 02111
-------------------------------------------------
(Address of Principal Executive Offices)
(617) 426-3750
--------------
(Registrant's Telephone Number, including Area Code)
Name and Address of Agents for Service
William J. Ballou John M. Loder
Liberty Floating Rate Advantage Fund Ropes & Gray
One Financial Center One International Place
Boston, MA 02111 Boston, MA 02110-2624
APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING: December 13, 2000
If any securities being registered on this form are to be offered on a delayed
or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as
amended (the "Securities Act"), other than securities offered only in
connection with dividend or interest reinvestment plans, check the
following box. [X]
It is proposed that this filing will become effective (check appropriate box):
[ ] when declared effective pursuant to Section 8(c)
[X] immediately upon filing pursuant to paragraph (b)
[ ] on (date) pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)
[ ] on (date) pursuant to paragraph (a) of Rule 486
[ ] This post-effective amendment designates a new effective date for a
previously filed registration statement.
[ ] The Form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act and the Securities Act registration
number of the earlier effective registration is _________.
The Registration Statement incorporates a combined prospectus for Class A, B
and C shares, a prospectus for Class Z shares and a Statement of Additional
Information, all of which are dated January 27, 2000 (each as supplemented),
pursuant to Rule 429 which relates to an earlier registration statement
(Securities Act File No. 333-91637)filed by the Registrant on January 24, 2000.
These Prospectuses will be used in connection with sales of securities
registered by the Registrant under that Registration Statement.
<PAGE>
CALCULATION OF REGISTRATION FEE UNDER THE SECURITIES ACT OF 1933
<TABLE>
<CAPTION>
PROPOSED TITLE PROPOSED AMOUNT MAXIMUM MAXIMUM AMOUNT OF
OF SECURITIES OF SHARES OFFERING PRICE AGGREGATE REGISTRATION
BEING REGISTERED BEING REGISTERED(1) PER UNIT OFFERING PRICE FEE(3)
---------------- ------------------- -------------- -------------- -------------
Common Shares of
Beneficial Interest
<S> <C> <C> <C> <C>
Class A 15,000,000 $12.04 $180,600,000 $47,678.40
Class B 5,000,000 $12.02 $ 60,100,000 $15,866.40
Class C 5,000,000 $12.02 $ 60,100,000 $15,866.40
Class Z 1,000,000 $12.03 $ 12,030,000 $ 3,175.92
</TABLE>
<TABLE>
<CAPTION>
PROPOSED TITLE PROPOSED AMOUNT MAXIMUM MAXIMUM AMOUNT OF
OF SECURITIES OF SHARES OFFERING PRICE AGGREGATE REGISTRATION
BEING REGISTERED BEING REGISTERED(2) PER UNIT(4) OFFERING PRICE(4) FEE
---------------- ------------------- -------------- -------------- -------------
Common Shares of
Beneficial Interest
<S> <C> <C> <C> <C>
Class A 5,625,000 $12.00 $67,500,000 $18,765.00
Class B 5,625,000 $12.00 $67,500,000 $18,765.00
Class C 1,125,000 $12.00 $13,500,000 $ 3,753.00
Class Z 123,000 $12.00 $ 1,500,000 $ 417.00
</TABLE>
(1) Being registered pursuant to this Post-Effective Amendment.
(2) Previously registered.
(3) Calculated pursuant to Rule 457(d) based on the net asset value per
share of $12.04 (Class A), $12.02 (Class B and Class C)and $12.03
(Class Z) as of December 1, 2000.
(4) Estimated solely for purposes of calculating the registration fee.
<PAGE>
LIBERTY FLOATING RATE ADVANTAGE FUND
Cross Reference Sheet Items
Required by Form N-2
Class A, B and C shares
PART A.
Item Number and Item Caption Caption in Prospectus
---------------------------- ---------------------
1. Outside Front Cover Front Cover Page
2. Inside Front and Outside Back Cover Page Front Cover Page;
Outside Back Cover
3. Fee Table and Synopsis Fund Expenses; Prospectus
Summary
4. Financial Highlights Financial Statements
5. Plan of Distribution Cover Page; Use of
Proceeds; How to Buy
Shares
6. Selling Shareholders Not Applicable
7. Use of Proceeds Use of Proceeds; Investment
Objectives and Policies;
How the Fund Invests;
Principal Risks; Other
Investment Practices
8. General Description of the Registrant Prospectus Summary;
The Fund; Investment
Objectives and
Policies; How the Fund
Invests; Principal Risks;
Other Investment Practices;
How to Buy Shares;
Organization and
Description of Shares
9. Management Management of the Fund;
Organization and
Description of Shares
10. Capital Stock; Long-Term Debt and Other The Fund; Distributions
Securities and Income Taxes; Periodic
Repurchase Offers;
Organization and
Description of Shares
11. Defaults and Arrears on Senior Securities Not Applicable
12. Legal Proceedings Not Applicable
13. Table of Contents of the Statement of Statement of Additional
Additional Information Information Table of
Contents
<PAGE>
LIBERTY FLOATING RATE ADVANTAGE FUND
Cross Reference Sheet Items
Required by Form N-2
Class Z shares
PART A.
Item Number and Item Caption Caption in Prospectus
---------------------------- ----------------------
1. Outside Front Cover Front Cover Page
2. Inside Front and Outside Back Cover Page Front Cover Page; Outside
Back Cover
3. Fee Table and Synopsis Fund Expenses; Prospectus
Summary
4. Financial Highlights Financial Statements
5. Plan of Distribution Cover Page; Use of
Proceeds; How to Buy
Shares
6. Selling Shareholders Not Applicable
7. Use of Proceeds Use of Proceeds; Investment
Objectives and Policies;
How the
Fund Invests; Principal
Risks; Other Investment
Practices
8. General Description of the Registrant Prospectus Summary; The
Fund; Investment Objectives
and Policies; How the Fund
Invests; Principal Risks;
Other Investment Practices;
How to Buy Shares;
Organization and
Description of Shares
9. Management Management of the Fund;
Organization and
Description of Shares
10. Capital Stock; Long-Term Debt and Other The Fund; Distributions and
Securities Income Taxes; Periodic
Repurchase Offers;
Organization and
Description of Shares
11. Defaults and Arrears on Senior Securities Not Applicable
12. Legal Proceedings Not Applicable
13. Table of Contents of the Statement of Statement of Additional
Additional Information Information Table of
Contents
<PAGE>
LIBERTY FLOATING RATE ADVANTAGE FUND
Cross Reference Sheet Items
Required by Form N-2
PART B.
Caption in Statement of
Item Number and Item Caption Additional Information
----------------------------- -------------------------
14. Cover Page Cover Page
15. Table of Contents Table of Contents
16. General Information and History Not Applicable
17. Investment Objective and Policies Investment Policies;
Portfolio Investments and
Strategies; Investment
Restrictions
18. Management Management
19. Control Persons and Principal Holders of Principal Shareholders
Securities
20. Investment Advisory and Other Services Investment Advisory and
Other Services;
Distributor; Transfer
Agent; Custodian
21. Brokerage Allocation and Other Practices Portfolio Transactions
22. Tax Status Additional Income Tax
Considerations
23. Financial Statements Financial Statements
<PAGE>
Liberty Floating Rate Advantage Fund
Supplement to January 27, 2000 Prospectus
Class A, B and C Shares
The prospectus is amended as follows:
1. All references in the prospectus to the number of Shares of each class of the
Fund registered with the Securities and Exchange Commission are amended to
reflect the registration of an additional 15,000,000 Class A shares,
5,000,000 of each of Class B and Class C shares, bringing the total number of
registered shares to 20,625,000 Class A shares and 10,625,000 for each of
Class B and Class C shares.
2. The table on the front cover is deleted and revised as follows:
<TABLE>
<CAPTION>
Price to Public(1) Maximum Sales Load(2) Proceeds to Fund(3)
------------------ --------------------- -------------------
<S> <C> <C> <C>
Per Class A Share $12.04 $0.42 $11.62
Total $180,600,000 $174,300,000
Per Class B Share $12.02 None $12.02
Total $60,100,000 $60,100,000
Per Class C Share $12.02 None $12.02
Total $60,100,000 $60,100,000
</TABLE>
(1) The shares are offered on a best efforts basis at a price equal to net asset
value. The shares are offered continuously. The minimum initial purchase is
$2,500. No arrangements have been made to place the funds in an escrow, trust or
similar arrangement. As of December 1, 2000, net asset value per share of the
Fund was $12.04 for Class A shares and $12.02 for each of Class B and C shares.
(2) The maximum initial sales load on Class A shares is 3.5% of the public
offering price. Class B and Class C shares are not subject to an initial sales
load but are subject to an early withdrawal charge. Class A, B and C shares are
subject to a distribution fee and a service fee. Liberty Funds Distributor, Inc.
(Distributor) will pay all sales commissions to authorized dealers from its own
assets.
(3) Assumes the sale of all shares registered hereby.
3. The paragraph under "USE OF PROCEEDS" is deleted and revised as
follows:
The net proceeds from the sale of shares offered hereby will be
invested typically within 30 days after receipt, in accordance with the
Fund's investment objective and policies. The Fund's actual investment
timetable will depend on the availability of Senior Loans and other
market conditions. Pending investment by the Fund, the proceeds may be
invested in high quality, short-term securities, and the Fund may not
achieve its objective during this time. The estimated offering expenses
in connection with this Registration Statement are $86,587.
4. The following is added as the last paragraph under the caption
ORGANIZATION AND DESCRIPTION OF SHARES:
As of November 30, 2000, the following shares of the Fund were outstanding:
<TABLE>
<CAPTION>
(4)
(2) (3) Amount Outstanding
(1) Amount Amount held by Fund or for Exclusive of Amount Shown
Title of Class Authorized its Account Under (3)
<S> <C> <C> <C>
------------------------------- -------------- ----------------------------- ----------------------------
------------------------------- -------------- ----------------------------- ----------------------------
Class A Unlimited 0 7,641,266.122
------------------------------- -------------- ----------------------------- ----------------------------
------------------------------- -------------- ----------------------------- ----------------------------
Class B Unlimited 0 2,909,518.071
------------------------------- -------------- ----------------------------- ----------------------------
------------------------------- -------------- ----------------------------- ----------------------------
Class C Unlimited 0 2,592,433.568
------------------------------- -------------- ----------------------------- ----------------------------
------------------------------- -------------- ----------------------------- ----------------------------
Class Z Unlimited 0 225,667.843
------------------------------- -------------- ----------------------------- ----------------------------
</TABLE>
<PAGE>
Liberty Floating Rate Advantage Fund
Supplement to January 27, 2000 Prospectus
Class Z Shares
The prospectus is amended as follows:
1. All references in the prospectus to the number of Class Z shares of the Fund
registered with the Securities and Exchange Commission are amended to reflect
the registration of an additional 1,000,000 shares, bringing the total number
of registered Class Z shares to 1,123,000.
2. The table on the front cover is deleted and revised as follows:
<TABLE>
<CAPTION>
Price to Public(1) Maximum Sales Load Proceeds to Fund(2)
------------------ ------------------ -------------------
<S> <C> <C> <C>
Per Class Z Share $12.03 None $12.03
Total $12,030,000 $12,030,000
</TABLE>
(1) The shares are offered on a best efforts basis at a price equal to net asset
value. The shares are offered continuously. The minimum initial purchase is
$2,500. No arrangements have been made to place the funds in an escrow, trust or
similar arrangement. As of December 1, 2000, net asset value per share of the
Fund was $12.03 for Class Z shares.
(2) Assumes the sale of all shares registered hereby.
3. The paragraph under "USE OF PROCEEDS" is deleted and revised as follows:
The net proceeds from the sale of shares offered hereby will be invested
typically within 30 days after receipt, in accordance with the Fund's investment
objective and policies. The Fund's actual investment timetable will depend on
the availability of Senior Loans and other market conditions. Pending investment
by the Fund, the proceeds may be invested in high quality, short-term
securities, and the Fund may not achieve its objective during this time. The
estimated offering expenses in connection with this Registration Statement are
$86,587.
4. The following is added as the last paragraph under the caption
ORGANIZATION AND DESCRIPTION OF SHARES:
As of November 30, 2000, the following shares of the Fund were outstanding:
<TABLE>
<CAPTION>
(4)
(2) (3) Amount Outstanding
(1) Amount Amount held by Fund or for Exclusive of Amount Shown
Title of Class Authorized its Account Under (3)
<S> <C> <C> <C>
------------------------------- -------------- ----------------------------- ----------------------------
------------------------------- -------------- ----------------------------- ----------------------------
Class A Unlimited 0 7,641,266.122
------------------------------- -------------- ----------------------------- ----------------------------
------------------------------- -------------- ----------------------------- ----------------------------
Class B Unlimited 0 2,909,518.071
------------------------------- -------------- ----------------------------- ----------------------------
------------------------------- -------------- ----------------------------- ----------------------------
Class C Unlimited 0 2,592,433.568
------------------------------- -------------- ----------------------------- ----------------------------
------------------------------- -------------- ----------------------------- ----------------------------
Class Z Unlimited 0 225,667.843
------------------------------- -------------- ----------------------------- ----------------------------
</TABLE>
<PAGE>
INVESTMENT PORTFOLIO
August 31, 2000
(In thousands)
VARIABLE RATE SENIOR
LOAN INTERESTS(a)(b)(c) - 100.0% PAR VALUE
--------------------------------------------------------
AEROSPACE - 1.0%
Decrane Aircraft Holdings, Inc.,
Term B 9/30/05 $ 995 $ 999
--------
AUTO PARTS - 6.1%
Dura Automotive Systems, Inc.,
Term B 3/31/06 2,000 1,998
Meridian Automotive Systems,
Term B 3/31/07 1,000 1,001
Ontario Limited (Progressive),
Term B 8/10/07 1,000 997
Venture Holdings Trust,
Interim Term 11/27/00 2,190 2,187
--------
6,183
--------
BROADCASTING - 1.0%
Young Broadcasting Inc.,
Term B 12/31/06 1,000 1,007
--------
BUILDING SERVICES - 2.0%
Formica Corp.,
Term B 4/30/06 998 1,002
Therma-Tru Holdings, Inc.,
Term B 5/9/07 995 995
--------
1,997
--------
BUSINESS SERVICES - 1.5%
Encompass Services Corp.,
Term C 5/10/07 499 499
NATG Holdings LLC,
Term C 6/30/07 1,000 1,002
--------
1,501
--------
CABLE/TELEVISION - 3.5%
Century Cable Holdings, LLC,
Term B 6/30/09 500 501
Charter Communications Operating,
LLC:
Incremental Term B 12/30/08 500 499
Term B 6/30/08 1,500 1,496
RCN Corp.,
Term B 6/3/07 1,000 1,013
--------
3,509
--------
CASINOS/GAMBLING - 0.8%
Isle of Capri Casinos, Inc.:
Term B 3/2/06 426 428
Term C 3/2/07 372 375
--------
803
--------
PAR VALUE
--------------------------------------------------------
--------------------------------------------------------
CHEMICALS, PLASTICS AND RUBBER - 3.8%
Huntsman ICI Chemicals, LLC:
Term B 6/30/07 $1,894 $ 1,908
Term C 6/30/08 383 385
Lyondell Petrochemical Co.,
Term B 6/30/05 1,485 1,507
--------
3,800
--------
CONSUMER SERVICES - 1.7%
AMF Bowling Worldwide, Inc.:
Axel A 3/31/03 1,149 1,011
Axel B 3/31/04 837 737
--------
1,748
--------
CONSUMER SPECIALTIES - 5.0%
American Safety Razor,
Term B 4/30/07 1,500 1,508
Doane Pet Care Company,
Term B 12/31/05 499 500
Jostens, Inc.,
Term B 5/31/08 1,000 1,002
Weight Watchers International,
Term B-1 9/29/06 1,990 1,998
--------
5,008
--------
CONTAINERS/PACKAGING - 2.6%
Gaylord Container Corp.,
Term 6/19/04 1,674 1,674
Huntsman Packaging Corp.,
Term B 5/31/08 1,000 981
--------
2,655
--------
DIVERSIFIED COMMERCIAL SERVICES - 2.5%
Outsourcing Solutions Inc.,
Term B 5/31/06 2,481 2,483
--------
DIVERSIFIED MANUFACTURING - 6.4%
Flowserve Corp.,
Term B 6/30/08 1,500 1,508
Gentek Inc.,
Term C 10/31/07 1,500 1,508
Jason Inc.,
Term B 6/30/07 1,000 1,005
MTD Products Inc.,
Term B 6/20/07 1,000 992
Superior Telecom Inc.,
Term B 11/27/05 988 981
Tekni-Plex Inc.,
Term B 6/23/08 500 504
--------
6,498
--------
See notes to investment portfolio.
INVESTMENT PORTFOLIO (CONTINUED)
PAR VALUE
--------------------------------------------------------
ELECTRIC UTILITIES - 3.0%
AES New York Funding, LLC,
Term B 5/14/02 $1,000 $ 999
Western Resources, Inc.,
Term B 3/17/03 2,000 2,002
--------
3,001
--------
ELECTRONIC COMPONENTS - 0.5%
Viasystems, Inc.,
Term B 3/31/07 500 500
--------
ENGINEERING & CONSTRUCTION - 1.0%
Morrison Knudsen Corp.,
Term B 7/7/07 1,000 996
--------
ENVIRONMENTAL SERVICES - 4.4%
Allied Waste North America, Inc.:
Term B 7/23/06 1,364 1,316
Term C 7/23/07 1,636 1,579
Synagro Technologies, Inc.,
Term B 7/27/07 1,500 1,505
--------
4,400
--------
FOOD CHAINS - 1.0%
Big V Supermarkets, Inc. TLC,
Term C 8/10/03 993 998
--------
FOOD MANUFACTURER - 1.0%
American Seafoods Group, LLC,
Term B 12/31/05 1,000 1,007
--------
HEALTHCARE SERVICES - 2.0%
Iasis Healthcare Corp.,
Term B 7/30/06 2,000 2,000
--------
HOSPITAL MANAGEMENT - 2.0%
Community Health Systems,
Term B 12/31/03 1,000 1,009
Vanguard Health Systems,
Term B 2/1/06 995 997
--------
2,006
--------
HOTELS - 3.0%
Starwood Hotels and Resorts Worldwide, Inc.,
Tranche 2 2/23/03 2,000 2,010
Wyndham International,
IRL 6/30/04 1,000 1,008
--------
3,018
--------
INDUSTRIAL MACHINERY/COMPONENTS - 1.0%
Terex Corp.,
Term B 3/30/05 1,000 1,004
--------
PAR VALUE
--------------------------------------------------------
MEDICAL SPECIALTIES - 1.0%
Dade Behring:
Term B 6/30/06 $ 499 $ 505
Term C 6/30/07 499 505
--------
1,010
--------
METAL FABRICATIONS - 1.0%
Mueller Group, Inc.,
Term D 8/16/07 499 505
OM Group, Inc.,
Term B 3/31/07 499 500
--------
1,005
--------
MILITARY/GOVERNMENT - 1.0%
Titan Corp.,
Term C 6/1/07 998 1,001
--------
MOVIES/ENTERTAINMENT - 4.4%
Metro-Goldwyn-Mayer Studios, Inc.,
Term B 3/31/06 2,000 1,997
Six Flags Theme Parks, Inc.,
Term B 9/30/05 1,500 1,506
Washington Football, Inc.,
Term C 1/14/05 1,000 1,006
--------
4,509
--------
OFFICE SUPPLIES - 1.0%
Mail-Well I Corp.,
Term B 2/22/07 998 998
--------
OIL REFINING/MARKETING - 1.5%
Port Arthur Finance Corp.,
Term B 6/15/07 1,500 1,498
--------
PAPER - 0.9%
Stone Container:
Term F 12/31/05 497 497
Term G 12/31/06 216 216
Term H 12/31/06 231 231
--------
944
--------
PRINTING/PUBLISHING - 2.0%
Merrill Communications, LLC,
Term B 11/30/07 993 996
Weekly Reader Corp.,
Term B 11/30/06 995 1,000
--------
1,996
--------
See notes to investment portfolio.
INVESTMENT PORTFOLIO (CONTINUED)
PAR VALUE
--------------------------------------------------------
RAIL/SHIPPING - 2.0%
Kansas City Southern Railway,
Term B 12/31/06 $1,000 $ 1,006
Railamerica Transportation Corp.,
Term B 12/31/06 990 996
--------
2,002
--------
REAL ESTATE INVESTMENT TRUSTS - 2.3%
Felcor Lodging Trust
Term 3/31/04 1,500 1,499
Prison Realty Trust, Inc.,
Term B 12/31/02 995 846
--------
2,345
--------
RENTAL/LEASING COMPANIES - 1.0%
Rent-A-Center Inc.:
Term B 1/31/06 739 747
Term C 1/31/07 268 270
--------
1,017
--------
RETAIL STORES - 2.0%
Duane Reade,
Term B 2/15/05 975 974
SDM Corp.:
Term C 2/4/08 500 501
Term E 2/4/09 500 501
--------
1,976
--------
SEMICONDUCTORS - 2.0%
Amkor Technology, Inc.,
Term B 9/30/05 998 1,011
Semiconductor Components Industries, LLC:
Term B 8/4/06 241 243
Term C 8/4/07 259 262
Term D 8/4/07 500 503
--------
2,019
--------
STEEL/IRON ORE - 2.0%
Ispat Inland LP.:
Term B 7/16/05 497 497
Term C 7/16/06 497 497
Ucar Finance Inc.,
Term B 12/31/07 997 1,004
--------
1,998
--------
PAR VALUE
--------------------------------------------------------
TELECOMMUNICATIONS
INFRASTRUCTURE/EQUIPMENT - 5.0%
Crown Castle Operating Co.,
Term B 2/28/08 $1,500 $ 1,503
Global Crossing Holdings, Inc.,
Term B 6/30/06 2,500 2,516
McLeod USA Inc.,
Term B 5/31/08 1,000 1,003
--------
5,022
--------
TELECOMMUNICATIONS SERVICES - 2.0%
American Towers, Inc.,
Term B 12/31/07 1,000 1,007
Nextlink Communications,
Term B 10/31/05 1,000 1,009
--------
2,016
--------
TRANSPORTATION - 1.0%
Evergreen International Aviation,
Inc.,
Term B-2 5/2/04 984 984
--------
TRANSPORTATION MANUFACTURER - 1.5%
Transportation Technologies Industries, Inc.,
Term B 3/31/07 1,496 1,502
--------
WIRELESS TELECOMMUNICATIONS - 9.6%
Centennial Cellular Operating Co., LLC,
Term B 5/31/07 497 501
Cook Inlet/Voicestream Operating Co., LLC,
Term B 12/31/08 1,000 1,009
Dobson Operating Co., LLC,
Term B 12/31/07 1,119 1,126
Nextel Finance Co., Inc.:
Term B 6/30/08 500 503
Term C 12/31/08 500 503
Nextel Partners,
Term 1/29/08 3,500 3,522
Rural Cellular Corp.:
Term B 10/3/08 250 250
Term C 4/3/09 250 250
Ubiquitel Operating Co.,
Term B 11/17/08 500 503
Voicestream PCS Holding LLC.:
Term B 2/25/09 500 499
Vendor A 6/30/09 1,000 1,004
--------
9,670
--------
Total Variable Rate Senior Loan
Interests (cost of $100,751)(d) 100,633
--------
See notes to investment portfolio.
INVESTMENT PORTFOLIO (CONTINUED)
SHORT-TERM OBLIGATIONS PAR VALUE
--------------------------------------------------------
Burlington Northern Santa Fe,
6.750% 9/1/00 $1,000 $ 1,000
Target Corp.,
6.630% 9/1/00 1,180 1,180
--------
Total Short-Term Obligations 2,180
--------
OTHER ASSETS & LIABILITIES, NET (12,778)
--------------------------------------------------------
NET ASSETS $ 90,035
========
NOTES TO INVESTMENT PORTFOLIO:
(a) Senior Loans in the Fund generally are subject to mandatory and/or optional
prepayment. Because of these mandatory prepayment conditions and because
there may be significant economic incentives for a Borrower to prepay,
prepayments of Senior Loans may occur. As a result, the actual remaining
maturity of Senior Loans held may be substantially less than the stated
maturities shown. Although the Advisor is unable to accurately estimate the
actual remaining maturity of individual Senior Loans in the Fund, based on
historical experience, the Advisor believes that the actual economic
maturity of the Senior Loans held will be approximately 18-24 months.
(b) Senior Loans in which the Fund invests generally pay interest at rates which
are periodically redetermined by reference to a base lending rate plus a
premium. These base lending rates are generally (i) the prime rate offered
by one or more major United States banks, (ii) the lending rate offered by
one or more European banks such as the London Inter-Bank Offered Rate
("LIBOR") and (iii) the certificate of deposit rate. Senior Loans are
generally considered to be restricted in that the Fund ordinarily is
contractually obligated to receive approval from the Agent Bank and/or
borrower prior to the disposition of a Senior Loan.
(c) Industry classification percentages are based on total investments. Total
investments represent 111.8% of the Fund's net assets.
(d) Cost for federal income tax purposes is identical.
See notes to financial statements.
STATEMENT OF ASSETS & LIABILITIES
August 31, 2000
(In thousands except for per share amounts and footnotes)
ASSETS
Investments at value (cost
$100,751) $100,633
Short-term obligations 2,180
--------
102,813
Cash $ 7
Receivable for:
Interest & Fees 715
Fund shares sold 6,066
Investments sold 327
Expense reimbursement due from
Advisor/Administrator 200 7,315
------- --------
Total Assets 110,128
Liabilities
Deferred facility fees 211
Payable for:
Distributions 577
Accrued:
Management fees 35
Administration fees 15
Distribution fees - Class B 1
Distribution fees - Class C 1
Bookkeeping fees 2
Transfer agent fee 6
Interest expense 74
Commitment fee 3
Other 168
Notes payable 19,000
-------
Total Liabilities 20,093
--------
NET ASSETS $ 90,035
--------
--------
Net asset value & redemption price
per share - Class A
($54,402/4,500) $ 12.09(a)
--------
--------
Maximum offering price per share -
Class A ($12.09/.9650) $ 12.53(b)
--------
--------
Net asset value & offering price
per share - Class B
($19,964/1,654) $ 12.07(a)
--------
--------
Net asset value & offering price
per share - Class C
($13,013/1,078) $ 12.07(a)
--------
--------
Net asset value, offering &
redemption price per share - Class
Z ($2,656/220) $ 12.08
--------
--------
COMPOSITION OF NET ASSETS
Capital paid in $ 89,859
Undistributed net investment
income 289
Accumulated net realized gain 5
Net unrealized depreciation (118)
--------
$ 90,035
========
(a) Redemption price per share is equal to net asset value less any applicable
early withdrawal charge.
(b) On sales of $100,000 or more the offering price is reduced.
STATEMENT OF OPERATIONS
For the Period Ended August 31, 2000(a)
INVESTMENT INCOME
Interest $3,012
Fee income 45
------
3,057
EXPENSES
Management fee $ 142
Administration fee 64
Service fee - Class A, Class B, Class
C 55
Distribution fee - Class A 12
Distribution fee - Class B 34
Distribution fee - Class C 20
Transfer agent fee 42
Bookkeeping fee 15
Trustees' fee 1
Custodian fee 29
Audit fee 25
Legal fee 79
Registration fee 90
Reports to Shareholders 9
Other 15
------
632
Fees and expenses waived or borne by
the Advisor (347)
------
Net operating expenses 285
Interest expense 464
Commitment fee 6 755
------ ------
Net Investment Income 2,302
------
NET REALIZED & UNREALIZED GAIN (LOSS) ON PORTFOLIO
POSITIONS
Net Realized Gain 5
Net Change in Unrealized
Appreciation/Depreciation (118)
------
Net Loss (113)
------
Increase in Net Assets from
Operations $2,189
------
------
(a) The Fund commenced investment operations on January
13, 2000.
See notes to financial statements.
STATEMENT OF CHANGES IN NET ASSETS
(In thousands)
PERIOD ENDED
AUGUST 31, 2000(a)
---------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income 2,302
Net realized gain 5
Net change in unrealized
appreciation/depreciation (118)
-------
Net Increase from Operations 2,189
DISTRIBUTIONS:
From net investment income - Class A (1,074)
From net investment income - Class B (628)
From net investment income - Class C (285)
From net investment income - Class Z (138)
-------
64
-------
FUND SHARE TRANSACTIONS:
Receipts for shares sold - Class A 53,840
Value of distributions
reinvested - Class A 623
Cost of shares repurchased - Class A (70)
-------
54,393
-------
Receipts for shares sold - Class B 19,490
Value of distributions
reinvested - Class B 461
Cost of shares repurchased - Class B (15)
-------
19,936
-------
Receipts for shares sold - Class C 12,930
Value of distributions
reinvested - Class C 178
Cost of shares repurchased - Class C (106)
-------
13,002
-------
Receipts for shares sold - Class Z 2,525
Value of distributions
reinvested - Class Z 115
-------
2,640
-------
Net Increase from Fund Share
Transactions 89,971
-------
Total Increase 90,035
NET ASSETS
Beginning of period --
-------
End of period (including
undistributed net investment income
of $289) $90,035
=======
PERIOD ENDED
AUGUST 31, 2000(a)
---------------------------------------------------------
NUMBER OF FUND SHARES
Sold - Class A 4,455
Issued for distributions reinvested -
Class A 51
Repurchased - Class A (6)
-------
4,500
-------
Sold - Class B 1,617
Issued for distributions reinvested -
Class B 38
Repurchased - Class B (1)
-------
1,654
-------
Sold - Class C 1,072
Issued for distributions reinvested -
Class C 15
Repurchased - Class C (9)
-------
1,078
-------
Sold - Class Z 210
Issued for distributions reinvested -
Class Z 10
-------
220
-------
(a) The Fund commenced investment operations on January 13, 2000.
See notes to financial statements.
STATEMENT OF CASH FLOWS
August 31, 2000
(In thousands)
CASH PROVIDED (USED) BY FINANCING
ACTIVITIES
Proceeds from capital
contributions $ 82,719
Payments for capital withdrawals (191)
Net borrowing 19,000
Distributions paid in cash (171)
---------
101,357
---------
CASH PROVIDED (USED) BY
OPERATIONS
Purchases of loan interests (104,316)
Proceeds from sales of loan
interests 3,570
Net purchases of short-term
portfolio securities (2,180)
Interest, fees and other income
received 3,057
Operating, interest and expenses
paid (755)
Net change in
receivables/payables related to
operations (726)
---------
(101,350)
---------
Net increase in cash 7
Cash, beginning of period --
---------
Cash, end of period 7
=========
See notes to financial statements.
NOTES TO FINANCIAL STATEMENTS
August 31, 2000
NOTE 1. ACCOUNTING POLICIES
ORGANIZATION:
Liberty Floating Rate Advantage Fund (formerly Liberty-Stein Roe Advisor
Floating Rate Advantage Fund) (the Fund), is a Massachusetts business trust,
registered under the Investment Company Act of 1940, as amended, as a
non-diversified, closed-end management investment company. The Fund's investment
objective is to provide a high level of current income, consistent with
preservation of capital. The Fund may issue an unlimited number of shares. The
Fund offers four classes of shares: Class A, Class B, Class C and Class Z. Class
A shares are sold with a front-end sales charge. A 1.00% early withdrawal charge
is assessed to Class A shares purchased without an initial sales charge on
redemptions made within eighteen months on an original purchase of $1 million to
$25 million. Class B shares are subject to an annual distribution fee and an
early withdrawal charge. Class B shares will convert to Class A shares in three,
four or eight years after purchase depending on the program under which shares
were purchased. Class C shares are subject to an early withdrawal charge on
redemptions made within one year after purchase and an annual distribution fee.
Class Z shares are offered continuously at net asset value. There are certain
restrictions on the purchase of Class Z shares, as described in the Fund's
prospectus.
The preparation of financial statements in conformity with 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 revenues and expenses during the period. Actual results
could differ from those estimates. The following is a summary of significant
accounting policies that are consistently followed by the Fund in the
preparation of its financial statements.
SECURITY VALUATION AND TRANSACTIONS:
Senior loans are generally valued using market prices or quotations provided by
banks, dealers or pricing services with respect to secondary market
transactions. In the absence of actual market values, Senior Loans will be
valued by Stein Roe & Farnham Inc. (the Advisor), an indirect, wholly-owned
subsidiary of Liberty Financial Companies, Inc. ("Liberty"), at fair value,
which is intended to approximate market value. In determining fair value, the
Advisor will consider on an ongoing basis, among other factors, (i) the
creditworthiness of the Borrower; (ii) the current interest rate, the interest
rate redetermination period and maturity of such Senior Loan interests; and
(iii) recent prices in the market for instruments of similar quality, rate and
interest rate redetermination period and maturity. Because of uncertainty
inherent in the valuation process, the estimated value of a Senior Loan interest
may differ significantly from the value that would have been used had there been
market activity for that Senior Loan interest.
Short-term obligations with a maturity of 60 days or less are valued at
amortized cost.
Security transactions are accounted for on the date the securities are
purchased, sold or mature.
Cost is determined and gains and losses are based upon the specific
identification method for both financial statement and federal income tax
purposes.
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 in the
Fund's Statement of Assets and Liabilities and represents cash on hand at its
custodian bank account and does not include any short-term investments at August
31, 2000.
DETERMINATION OF CLASS NET ASSET VALUES AND FINANCIAL HIGHLIGHTS:
All income, expenses (other than the Class A, Class B and Class C service and
distribution fees), and realized and unrealized gains (losses) are allocated to
each class proportionately on a daily basis for purposes of determining the net
asset value of each class.
Class A, Class B and Class C per share data and ratios are calculated by
adjusting the expense and net investment income per share data and ratios for
the Fund for the entire period by the service and distribution fee per share
applicable to Class A, Class B and Class C shares.
FEDERAL INCOME TAXES:
Consistent with the Fund's policy to qualify as a regulated investment company
and to distribute all of its taxable income, no federal income tax has been
accrued.
INTEREST INCOME, DEBT DISCOUNT AND PREMIUM:
Interest income is recorded on the accrual basis. Facility fees received are
treated as market discounts.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
Market premiums and discounts are amortized over the estimated life of each
applicable security.
DISTRIBUTIONS TO SHAREHOLDERS:
Effective March 1, 2000, the Fund declares and records distributions daily and
pays monthly.
The amount and character of income and gains to be distributed are determined in
accordance with income tax regulations which may differ from generally accepted
accounting principles. Reclassifications are made to the Fund's capital accounts
to reflect income and gains available for distribution (or available capital
loss carryforwards) under income tax regulations.
NOTE 2. FEES AND COMPENSATION PAID TO AFFILIATES
MANAGEMENT FEE:
Stein Roe & Farnham, Inc. (the Advisor), is the investment Advisor of the Fund
and receives a monthly fee equal to 0.45% annually of the Fund's average daily
managed assets. Through April 30, 2000, the Advisor waived the entire management
fee.
ADMINISTRATION FEE:
Colonial Management Associates, Inc. (the Administrator), an affiliate of the
Advisor, provides accounting and other services for a monthly fee equal to 0.20%
annually of the Fund's average daily managed assets. Through April 30, 2000, the
Administrator waived the entire administration fee.
BOOKKEEPING FEE:
The Administrator provides bookkeeping and pricing services for a monthly fee
equal to $27,000 annually plus 0.035% annually of the Fund's average net assets
over $50 million.
TRANSFER AGENT FEE:
Liberty Funds Services, Inc. (the Transfer Agent), an affiliate of the
Administrator, provides shareholder services for a monthly fee comprised of
0.07% annually of average net assets plus charges based on the number of
shareholder accounts and transactions, and reimbursement of certain out of
pocket expenses.
UNDERWRITING DISCOUNTS, SERVICE AND DISTRIBUTION FEES:
Liberty Funds Distributor, Inc. (the Distributor), a subsidiary of the
Administrator, is the Fund's principal underwriter. For the period ended August
31, 2000, the Fund has been advised that the Distributor retained net
underwriting discounts of $7,010 on sales of the Fund's Class A shares and
received early withdrawal charges (EWC) of none, $488 and $370 on Class A, Class
B and Class C share redemptions, respectively.
The Fund has adopted a 12b-1 plan which requires it to pay the Distributor a
service fee equal to 0.25% annually on Class A, Class B and Class C net assets
as of the 20th of each month. The plan also requires the payment of a monthly
distribution fee to the Distributor equal to 0.10%, 0.45% and 0.60% annually of
the average net assets attributable to Class A, Class B and Class C shares,
respectively.
The EWC and the fees received from the 12b-1 plan are used principally as
repayment to the Distributor for amounts paid by the Distributor to dealers who
sold such shares.
EXPENSE LIMITS:
Beginning May 1, 2000 the Advisor has agreed, until further notice, to waive
fees and bear certain Fund expenses to the extent that total expenses (exclusive
of management fees, administration fees, service fees, distribution fees,
brokerage commissions, interest, commitment fees, taxes and extraordinary
expenses, if any) exceed 0.15% of average net assets.
For the period January 13, 2000 through April 30, 2000, the Advisor waived or
bore all expenses (exclusive of management fees, administration fees, service
fees, distribution fees, interest, commitment fees, taxes and extraordinary
expenses, if any).
OTHER:
The Fund pays no compensation to its officers, all of whom are employees of the
Advisor or Administrator.
The Fund's Trustees may participate in a deferred compensation plan which may be
terminated at any time. Obligations of the plan will be paid solely out of the
Fund's assets.
NOTE 3. PORTFOLIO INFORMATION
INVESTMENT ACTIVITY:
During the period ended August 31, 2000, purchases and sales of investments,
other than short-term obligations, were $104,316,244 and $3,570,006
respectively.
Unrealized appreciation (depreciation) at August 31, 2000, based on cost of
investments for both financial statement and federal income tax purposes was
approximately:
Gross unrealized appreciation $ 285,000
Gross unrealized depreciation (403,000)
---------
Net unrealized depreciation $(118,000)
=========
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
OTHER:
The Fund may focus its investments in certain industries, subjecting it to
greater risk than a fund that is more diversified.
NOTE 4. TENDER OF SHARES
The Board of Trustees has adopted a policy of making tender offers on a
quarterly basis. The Board has designated the 15(th) day of March, June,
September and December, each year, or the next business day if the 15(th) is not
a business day as the Repurchase Request Deadline. Tender offers are made for a
portion of the Fund's then outstanding shares at the net asset value of the
shares as of the Repurchase Pricing Date. The tender offer amount, which is
determined by the Board of Trustees, will be at least 5% and no more than 25% of
the total number of shares outstanding on the Repurchase Request Deadline.
During the period ended August 31, 2000, there were two tender offers in May and
August. The Fund offered to repurchase 5.0% of its shares and 0.02% and 0.59%,
respectively, of shares outstanding were tendered.
NOTE 5. SENIOR LOAN PARTICIPATION COMMITMENTS
The Fund invests primarily in participations and assignments, or acts as a party
to the primary lending syndicate of a Variable Rate Senior Loan interest to
United States corporations, partnerships, and other entities. If the lead lender
in a typical lending syndicate becomes insolvent, enters FDIC receivership or,
if not FDIC insured, enters into bankruptcy, the Fund may incur certain costs
and delays in receiving payment or may suffer a loss of principal and/or
interest. When the Fund purchases a participation of a Senior Loan interest, the
Fund typically enters into a contractual agreement with the lender or other
third party selling the participation, but not with the borrower directly. As
such, the Fund assumes the credit risk of the Borrower, Selling Participant or
other persons interpositioned between the Fund and the Borrower.
NOTE 6. LOAN AGREEMENT
At August 31, 2000, the Fund had two term loans outstanding with Bank of America
Illinois, totaling $19,000,000, comprised of a $13,000,000 and a $6,000,000 term
loan both of which bear interest at 7.17% per annum, due September 11, 2000. The
average daily loan balance was $10,729,064 at a weighted average interest rate
of 7.79%. The Fund is required to maintain certain asset coverage with respect
to the loans.
NOTE 7. OTHER RELATED PARTY TRANSACTIONS
At August 31, 2000, the Fund had one shareholder, Liberty Financial Companies,
Inc., which is the indirect parent of the Advisor, who owned 29% of the Fund's
shares outstanding.
FINANCIAL HIGHLIGHTS
Selected data for a share of each class outstanding
throughout each period are as follows:
<TABLE>
<CAPTION>
PERIOD ENDED AUGUST 31, 2000(b)
CLASS A CLASS B CLASS C CLASS Z
----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
NET ASSET VALUE -- BEGINNING OF PERIOD $ 12.000 $ 12.000 $ 12.000 $ 12.000
-------- -------- -------- --------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income(a) 0.645 0.624 0.615 0.667
Net realized and unrealized gain 0.066 0.046 0.046 0.056
-------- -------- -------- --------
Total from Investment Operations 0.711 0.670 0.661 0.723
-------- -------- -------- --------
LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS:
From net investment income (0.621) (0.600) (0.591) (0.643)
-------- -------- -------- --------
NET ASSET VALUE -- END OF PERIOD $ 12.090 $ 12.070 $ 12.070 $ 12.080
======== ======== ======== ========
Total return(c)(d)(e) 6.04% 5.69% 5.62% 6.11%
======== ======== ======== ========
RATIOS TO AVERAGE NET ASSETS
Operating expenses(f)(g) 1.01% 1.36% 1.51% 0.66%
Interest and commitment fees expenses(g) 1.91% 1.91% 1.91% 1.91%
Total expenses(f)(g) 2.92% 3.27% 3.42% 2.57%
Net investment income(f)(g) 9.49% 9.14% 8.99% 9.84%
Fees and expenses waived or borne by the Advisor(f)(g) 1.41% 1.41% 1.41% 1.41%
Portfolio turnover(e) 8% 8% 8% 8%
Net assets at end of period (000's) $ 54,402 $ 19,964 $ 13,013 $ 2,656
(a) Net of fees and expenses waived or borne by the
Advisor/Administrator which amounted to: $ 0.046 $ 0.046 $ 0.046 $ 0.046
</TABLE>
(b) The Fund commenced investment operations on January 13, 2000.
(c) Total return at net asset value assuming all distributions reinvested and
no initial sales charge or early withdrawal sales charge.
(d) Had the Advisor not waived or reimbursed a portion of expenses, total return
would have been reduced.
(e) Not annualized.
(f) The benefits derived from custody credits and directed brokerage
arrangements had no impact.
(g) Annualized.
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE BOARD OF DIRECTORS AND SHAREHOLDERS OF THE LIBERTY FLOATING RATE
ADVANTAGE FUND
In our opinion, the accompanying statement of assets and liabilities, including
the investment portfolio, and the related statements of operations, changes in
net assets, cash flows and the financial highlights present fairly, in all
material respects, the financial position of the Liberty Floating Rate Advantage
Fund (the "Fund"), at August 31, 2000, and the results of its operations, the
changes in its net assets, its cash flows and its financial highlights for the
period January 13, 2000 (commencement of operations) through August 31, 2000, in
conformity with accounting principles generally accepted in the United States of
America. These financial statements and financial highlights (hereafter referred
to as "financial statements") are the responsibility of the Fund's management;
our responsibility is to express an opinion on these financial statements based
on our audit. We conducted our audit of these financial statements in accordance
with auditing standards generally accepted in the United States of America,
which require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audit, which included
confirmation of securities at August 31, 2000 by correspondence with the
custodian and selling or agent banks, provides a reasonable basis for our
opinion.
PricewaterhouseCoopers LLP
Boston, Massachusetts
October 25, 2000
<PAGE>
PART C.
Other Information.
Item 24. Financial Statements and Exhibits
(1) Financial Statements:
Included in Part A:
Financial statements included in Part A of this
registration statement: None
Included in Part B:
Financial statements included in Part B of this
registration statement: 8/31/00 Annual Report
(2) Exhibits
(a)(1) Agreement and Declaration of Trust(1)
(a)(2) Amendment No. 1 to Agreement and Declaration of
Trust(2)
(a)(3) Amendment No. 2 to Agreement and Declaration of
Trust
(b) By-Laws(1)
(c) Not Applicable
(d) Form of Specimen of Share Certificate - filed as
Exhibit 4 in Part C, Item 24(b) of Post-Effective
Amendment No. 45 to the Registration Statement on
Form N-1A of Liberty Funds Trust IV (formerly
Colonial Trust IV) (File Nos. 2-62492 and
811-2865), filed with the Commission on or about
March 21, 1997, and is hereby incorporated by
reference and made a part of this Registration
Statement
(e) Not Applicable
(f) Not Applicable
(g)(1) Management Agreement between Liberty Floating Rate
Advantage Fund (formerly Liberty-Stein Roe Advisor
Floating Rate Advantage Fund) and Stein Roe &
Farnham Incorporated(2)
(g)(2) Expense Reimbursement Agreement between Liberty
Floating Rate Advantage Fund (formerly
Liberty-Stein Roe Advisor Floating Rate Advantage
Fund) and Stein Roe & Farnham Incorporated(2)
(h) Underwriting Agreement between Liberty Floating
Rate Advantage Fund (formerly Liberty-Stein Roe
Advisor Floating Rate Advantage Fund) and Liberty
Funds Distributor, Inc.(3)
(i) Not Applicable
(j)(1) Custodian Contract between the Registrant and
State Street Bank and Trust Company(3)
(j)(2) Addendum to Custodian Contract between the
Registrant and State Street Bank and Trust
Company(3)
(j)(3) Loan Services Addendum to Custodian Contract
between the Registrant and State Street
Bank and Trust Company(3)
(j)(4) Schedule A to Custodian Contract between the
Registrant and State Street Bank and
Trust Company(3)
(k)(1) Amended and Restated Shareholders' Servicing and
Transfer Agent Agreement as amended -
filed as Exhibit No. 9.(b) in Part C, Item 24(b)
of Post-Effective Amendment No. 10 to
the Registration Statement on Form N-1A of Liberty
Funds Trust VI (formerly Colonial
Trust VI)(File Nos. 33-45117 & 811-6529), filed
with the Commission on or about
September 27, 1996, and is hereby incorporated by
reference and made a part of this
Registration Statement
(k)(2) Amendment No. 18 to Schedule A of Amended and
Restated Shareholders' Servicing and
Transfer Agent Agreement as amended - filed as
Exhibit (h)(2) in Part C, Item 23 of
Post-Effective Amendment No. 62 to the Registration
Statement on Form N-1A of Liberty
Funds Trust I (File Nos. 33-41251 & 811-2214),
filed with the Commission on or about
May 17, 2000, and is hereby incorporated by
reference and made a part of this
Registration Statement
(k)(3) Amendment No. 23 to Appendix I of Amended and
Restated Shareholders' Servicing and
Transfer Agent Agreement as amended - filed as
Exhibit (h)(3) in Part C, Item 23 of
Post-Effective Amendment No. 63 to the Registration
Statement on Form N-1A of Liberty
Funds Trust I (File Nos. 33-41251 & 811-2214),
filed with the Commission on or about
July 19, 2000, and is hereby incorporated by
reference and made a part of this
Registration Statement
(k)(4) Administration Agreement between Registrant and
Colonial Management Associates, Inc.(2)
(k)(5) Plan pursuant to Rule 18f-3(d) under the Investment
Company Act of 1940 - filed as Exhibit (o) in Part
C, Item 23 of Post-Effective Amendment No. 63 to
the Registration Statement on Form N-1A of Liberty
Funds Trust I (File Nos. 33-41251 & 811-2214),
filed with the Commission on or about July 19,
2000, and is hereby incorporated by reference and
made a part of this Registration Statement
(k)(6) Rule 12b-1 Distribution Plan - filed as Exhibit (m)
in Part C, Item 23 of Post-Effective Amendment No.
63 to the Registration Statement on Form N-1A of
Liberty Funds Trust I (File Nos. 33-41251 &
811-2214), filed with the Commission on or about
July 19, 2000, and is hereby incorporated by
reference and made a part of this Registration
Statement
(l) Opinion and Consent of Counsel
(m) Not Applicable
(n) Consent of Independent Accountants
(o) Not Applicable
(p) Subscription Agreement with Colonial Management
Associates, Inc.(3)
(q) Not Applicable
(r) Code of Ethics of the Liberty Financial Companies,
Inc. - filed in Part C, Item 23 of
Post-Effective Amendment No. 27 to the Registration
Statement on Form N-1A of Liberty
Funds Trust V (File Nos. 33-12109 and 811-5030),
filed with the Commission on or about
August 31, 2000, and is hereby incorporated and
made a part of this Registration Statement
-------------------------------------------------------------------------------
Power of Attorney for: Tom Bleasdale, Lora S. Collins, James E. Grinnell,
Richard W. Lowry, Salvatore Macera, William E. Mayer, James L. Moody, Jr.,
John J. Neuhauser, Thomas E. Stitzel, and Anne-Lee Verville -
filed in Part C, Item 23 of Post-Effective Amendment No. 62 to the
Registration Statement on Form N-1A of Liberty Funds Trust I (File Nos.
2-41251 and 811-2214), filed with the Commission on or about May 17, 2000
and is hereby incorporated by reference and made a part of this Registration
Statement
Power of Attorney for: Joseph R. Palombo - filed in Part C, Item 23 of
Post-Effective Amendment No. 27 to the Registration Statement on Form N-1A of
Liberty Funds Trust V (File Nos. 33-12109 and 811-5030), filed with the
Commission on or about August 21, 2000 and is hereby incorporated by reference
and made a part of this Registration Statement
---------------------------------------------------------------------------
(1) Incorporated by reference to the Registration Statement filed with the
Commission via EDGAR on or about November 24, 1999.
(2) Incorporated by reference to Pre-Effective Amendment No. 2 filed with the
Commission via EDGAR on or about January 14, 2000.
(3) Incorporated by reference to Pre-Effective Amendment No. 3 filed with the
Commission via EDGAR on or about January 24, 2000.
--------------------------------------------------------------------------------
Item 25. Marketing Arrangements
Not applicable.
Item 26. Other Expenses of Issuance and Distribution
The following table sets forth the expenses to be incurred in
connection with the Offer described in this Registration
Statement:
<TABLE>
<CAPTION>
<S> <C>
Registration Fees $82,587
National Association of Securities Dealers, Inc. Fees $0
Printing Fees* $1,000
Accounting Fees and Expenses* $1,500
Legal Fees and Expenses* $1,500
-------
Total $86,587
*Estimated Fees
</TABLE>
Item 27. Persons Controlled by or under Common Control with Registrant
None
Item 28. Number of Holders of Securities
<TABLE>
<CAPTION>
Title of Class Number of Record
-------------- Holders as of 10/31/00
-----------------------
<S> <C>
Liberty Floating Rate Advantage Fund - Class A 2,074
Liberty Floating Rate Advantage Fund - Class B 478
Liberty Floating Rate Advantage Fund - Class C 656
Liberty Floating Rate Advantage Fund - Class Z 2
</TABLE>
Item 29. Indemnification
The Agreement and Declaration of Trust filed as Exhibit (a) to
this Registration Statement provides for indemnification to
each of the Registrant's Trustees and officers against all
liabilities and expenses incurred in acting as Trustee or
officer, except in the case of willful misfeasance, bad faith,
gross negligence or reckless disregard of the duties involved
in the conduct of such Trustees and officers.
Insofar as indemnification for liability arising under the
Securities Act of 1933 may be permitted to trustees, officers
and controlling persons of the Registrant pursuant to the
foregoing provisions, or otherwise, the Registrant has been
advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the
event that a claim for indemnification against such liabilities
(other than the payment by the Registrant of expenses incurred
or paid by a trustee, officer or controlling person of the
Registrant in the successful defense of any action, suit or
proceeding) is asserted by such trustee, officer or controlling
person in connection with the securities being registered, the
Registrant will, unless in the opinion of its counsel the
matter has been settled by controlling precedent, submit to a
court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in
the Act and will be governed by the final adjudication of such
issue.
The Registrant, its advisor, Stein Roe & Farnham Incorporated,
and its Administrator, Colonial Management Associates, Inc.
(Colonial), and their respective trustees, directors and
officers are insured by a Directors and Officers/Errors and
Omissions Liability insurance policy through ICI Mutual
Insurance Company.
Item 30. Business and Other Connections of Investment Advisor
Stein Roe & Farnham Incorporated ("Stein Roe"), the Investment
Advisor, is a wholly owned subsidiary of SteinRoe Services Inc.
("SSI"), which in turn is a wholly owned subsidiary of Liberty
Financial Companies, Inc., which is a majority owned subsidiary
of Liberty Corporation Holdings, Inc., which is a wholly owned
subsidiary of LFC Holdings, Inc., which in turn is a subsidiary
of Liberty Mutual Equity Corporation, which in turn is a
subsidiary of Liberty Mutual Insurance Company. Stein Roe acts
as investment advisor to individuals, trustees, pension and
profit sharing plans, charitable organizations, and other
investors. In addition to Registrant, it also acts as
investment advisor to other investment companies having
different investment policies.
For a two-year business history of officers and directors of
Stein Roe, please refer to the Form ADV of Stein Roe & Farnham
Incorporated and to the section of the Statement of Additional
Information (Part B) entitled "Investment Advisory Services."
Certain directors and officers of Stein Roe also serve and have
during the past two years served in various capacities as
officers, directors, or trustees of SSI and of Colonial
Management Associates, Inc. (which is a subsidiary of Liberty
Financial Companies, Inc.), and of the Registrant and other
investment companies managed by Stein Roe. (The listed entities
are located at One South Wacker Drive, Chicago, Illinois 60606,
except for Colonial Management Associates, Inc., which is
located at One Financial Center, Boston, MA 02111 and SteinRoe
Variable Investment Trust, which is located at Federal Reserve
Plaza, Boston, MA 02210.) A list of such capacities is given
below.
POSITION FORMERLY
HELD WITHIN
CURRENT POSITION PAST TWO YEARS
------------------- --------------
STEINROE SERVICES INC.
----------------------
Kevin M. Carome Assistant Clerk
Kenneth J. Kozanda Vice President; Treasurer
Kenneth R. Leibler Director
Karl J. Maurer Comptroller
C. Allen Merritt, Jr. Director; Vice President
COLONIAL MANAGEMENT ASSOCIATES, INC.
-------------------------------------
Ophelia L. Barsketis Senior Vice President
Kevin M. Carome Senior Vice President
William M. Garrison Vice President
Stephen E. Gibson Chairman President and
Chief Executive Officer
Loren A. Hansen Senior Vice President
Clare M. Hounsell Vice President
Deborah A. Jansen Senior Vice President
North T. Jersild Vice President
Joseph R. Palombo Executive Vice President
Yvonne T. Shields Vice President
SR&F BASE TRUST
---------------
William D. Andrews Executive Vice-President
Christine Balzano Vice President
David P. Brady Vice-President
Daniel K. Cantor Vice-President
Kevin M. Carome Executive VP; Secy., VP
Denise E. Chasmer Vice President
Stephen E. Gibson President
Erik P. Gustafson Vice-President
Loren A. Hansen Executive Vice-President
Harvey B. Hirschhorn Vice-President
Gail N. Knudsen Vice President
Michael T. Kennedy Vice-President
Stephen F. Lockman Vice-President
Jane M. Naeseth Vice-President
Maureen G. Newman Vice-President
Nicholas S. Norton Vice President
Joseph R. Palombo Trustee
Veronica M. Wallace Vice-President
LIBERTY-STEIN ROE FUNDS INCOME TRUST; LIBERTY-STEIN ROE FUNDS
INSTITUTIONAL TRUST; AND LIBERTY-STEIN ROE FUNDS TRUST
--------------------------------------------------------------
William D. Andrews Executive Vice-President
Christine Balzano Vice President
Kevin M. Carome Executive VP VP; Secy.
Denise E. Chasmer Vice President
Stephen E. Gibson President
Loren A. Hansen Executive Vice-President
Michael T. Kennedy Vice-President
Gail D. Knudsen Vice President
Stephen F. Lockman Vice-President
Mary D. McKenzie Vice President
Jane M. Naeseth Vice-President
Nicholas S. Norton Vice President
Joseph R. Palombo Trustee
LIBERTY-STEIN ROE FUNDS INVESTMENT TRUST
----------------------------------------
William D. Andrews Executive Vice-President
Christine Balzano Vice President
David P. Brady Vice-President
Daniel K. Cantor Vice-President
Kevin M. Carome Executive VP VP; Sec; Asst. Secy.
Denise E. Chasmer Vice President
William M. Garrison Vice-President
Stephen E. Gibson President
Erik P. Gustafson Vice-President
Loren A. Hansen Executive Vice-President
Harvey B. Hirschhorn Vice-President
Gail D. Knudson Vice President
Mary D. McKenzie Vice President
Nicholas S. Norton Vice President
Joseph R. Palombo Trustee
LIBERTY-STEIN ROE ADVISOR TRUST
--------------------------------
William D. Andrews Executive Vice-President
David P. Brady Vice-President
Christine Balzano Vice President
Daniel K. Cantor Vice-President
Kevin M. Carome Executive VP; VP;Sec; Asst. Secy.
Denise E. Chasmer Vice President
Stephen E. Gibson President
Erik P. Gustafson Vice-President
Loren A. Hansen Executive Vice-President
Harvey B. Hirschhorn Vice-President
Gail D. Knudson Vice President
Michael T. Kennedy Vice-President
Stephen F. Lockman Vice-President
Mary D. McKenzie Vice President
Maureen G. Newman Vice-President
Nicholas S. Norton Vice President
Joseph R. Palombo Trustee
LIBERTY-STEIN ROE FUNDS MUNICIPAL TRUST
----------------------------------------
William D. Andrews Executive Vice-President
Christine Balzano Vice President
Kevin M. Carome Executive VP VP; Sec; Asst. Secy.
Denise E. Chasmer Vice President
Stephen E. Gibson President
Loren A. Hansen Executive Vice-President
Brian M. Hartford Vice-President
Gail D. Knudsen Vice President
William C. Loring Vice-President
Mary D. McKenzie Vice President
Maureen G. Newman Vice-President
Nicholas S. Norton Vice President
Joseph R. Palombo Trustee
Veronica M. Wallace Vice-President
STEINROE VARIABLE INVESTMENT TRUST
-----------------------------------
William D. Andrews Executive Vice-President
Christine Balzano Vice President
Kevin M. Carome Executive VP VP; Sec; Asst. Secy.
Denise E. Chasmer Vice President
William M. Garrison Vice President
Stephen E. Gibson President
Erik P. Gustafson Vice President
Loren A. Hansen Executive Vice-President
Harvey B. Hirschhorn Vice President
Michael T. Kennedy Vice President
Gail D. Knudsen Vice President
Mary D. McKenzie Vice President
Jane M. Naeseth Vice President
Nicholas S. Norton Vice President
Joseph R. Palombo Trustee
William M. Wadden IV Vice President
LIBERTY-STEIN ROE ADVISOR FLOATING RATE FUND; LIBERTY-STEIN ROE
INSTITUTIONAL FLOATING RATE INCOME FUND,STEIN ROE FLOATING RATE
LIMITED LIABILITY COMPANY
---------------------------------------------------------------
William D. Andrews Executive Vice-President
Kevin M. Carome Executive VP VP;Sec; Asst. Secy.
Christine Balzano Vice President
Denise E. Chasmer Vice President
Stephen E. Gibson President
Brian W. Good Vice-President
James R. Fellows Vice-President
Loren A. Hansen Executive Vice-President
Gail D. Knudsen Vice President
Mary D. McKenzie Vice President
Nicholas S. Norton Vice President
Joseph R. Palombo Trustee
LIBERTY VARIABLE INVESTMENT TRUST
----------------------------------
Ophelia L. Barsketis Vice President
Deborah A. Jansen Vice President
Kevin M. Carome Vice President
Item 31. Location of Accounts and Records:
Registrant maintains the records required to be maintained by it
under Rules 31a-1(a), 31a-1(b), and 31a-2(a) under the Investment
Company Act of 1940 at its principal executive offices at One
Financial Center, Boston, MA 02111. Certain records, including
records relating to Registrant's shareholders and the physical
possession of its securities, may be maintained pursuant to Rule
31a-3 at the main office of Registrant's transfer agent or
custodian.
Item 32. Management Services
None
Item 33. Undertakings
(1) The Registrant undertakes:
(a) To file, during any period in which offers or sales are
being made, a post-effective amendment to the Registration
Statement:
(1) To include any prospectus required by Section 10(a)
(3) of the 1933 Act;
(2) To reflect in the prospectus any facts or events after
the effective date of the Registration Statement (or the most
recent post-effective amendment thereof) which, individually or
in the aggregate, represent a fundamental change in the
information set forth in the Registration Statement; and
(3) To include any material information with respect to
the plan of distribution not previously disclosed in the
Registration Statement or any material change to such
information in the Registration Statement.
(b) That, for the purpose of determining any liability under
the 1933 Act, each such post-effective amendment shall be
deemed to be a new registration statement relating to the
securities offered therein, and the offering of those
securities at that time shall be deemed to be the initial bona
fide offering thereof;
(c) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain
unsold at the termination of the offering; and
(d) To send by first class mail or other means designed to
ensure equally prompt delivery, within two business days of
receipt of a written or oral request, any Statement of
Additional Information.
(2)(a) For the purposes of determining any liability under the
Securities Act of 1933, the information omitted from the form
of prospectus filed as part of this registration statement in
reliance upon Rule 430A and contained in a form of prospectus
filed by the Registrant under Rule 497(h) under the Securities
Act of 1933 shall be deemed to be part of this registration
statement as of the time it was declared effective.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and the
Investment Company Act of 1940, as amended, the Registrant certifies that it
meets all of the requirements for effectiveness of this Registration Statement
pursuant to Rule 486(b) under the Securities Act of 1933 and has duly caused
this Registration Statement on Form N-2 to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boston and the
Commonwealth of Massachusetts on the 13th day of December, 2000.
LIBERTY FLOATING RATE ADVANTAGE FUND
/s/ STEPHEN E. GIBSON
By: --------------------
/s/ Stephen E. Gibson
President
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in their capacities and
on the date indicated.
SIGNATURES TITLE DATE
---------- ----- ----
/s/STEPHEN E. GIBSON President (chief December 13, 2000
-------------------- executive officer)
/s/Stephen E. Gibson
/s/JOSEPH R. PALOMBO Principal Financial December 13, 2000
-------------------- Officer and Principal
/s/Joseph R. Palombo Accounting Officer
<PAGE>
TOM BLEASDALE* Trustee
--------------
Tom Bleasdale
LORA S. COLLINS* Trustee
----------------
Lora S. Collins
JAMES E. GRINNELL* Trustee
------------------
James E. Grinnell
RICHARD W. LOWRY* Trustee */s/ WILLIAM J. BALLOU
----------------- ----------------------
Richard W. Lowry William J. Ballou
Attorney-in-fact
For each Trustee
SALVATORE MACERA* Trustee December 13, 2000
-----------------
Salvatore Macera
WILLIAM E. MAYER* Trustee
-----------------
William E. Mayer
JAMES L. MOODY, JR.* Trustee
---------------------
James L. Moody, Jr.
JOHN J. NEUHAUSER* Trustee
------------------
John J. Neuhauser
JOSEPH R. PALOMBO* Trustee
------------------
Joseph R. Palombo
THOMAS E. STITZEL* Trustee
------------------
Thomas E. Stitzel
ANNE-LEE VERVILLE* Trustee
------------------
Anne-Lee Verville
<PAGE>
EXHIBIT INDEX
(a)(3) Amendment No. 2 to the Agreement and Declaration of Trust
(l) Opinion and Consent of Counsel
(n) Consent of Independent Accountants
