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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: 811-05410

 

Voya Prime Rate Trust (Formerly ING Prime
Rate Trust)

(Exact name of registrant as specified in charter)

 

7337 E. Doubletree Ranch Rd., Scottsdale, AZ 85258
(Address of principal executive offices) (Zip code)

 

CT Corporation System, 101 Federal Street, Boston, MA 02110

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: 1-800-992-0180

 

Date of fiscal year end: February 28
   
Date of reporting period: August 31, 2014

 

 

 

 
 

 

Item 1.         Reports to Stockholders.

 

The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1):

 

 
 

  

Voya Investment Management

Semi-Annual Report

August 31, 2014

Voya Prime Rate Trust

(formerly, ING Prime Rate Trust)

E-Delivery Sign-up – details inside

This report is submitted for general information to shareholders of the Voya mutual funds. It is not authorized for distribution to prospective shareholders unless accompanied or preceded by a prospectus which includes details regarding the fund's investment objectives, risks, charges, expenses and other information. This information should be read carefully.

INVESTMENT MANAGEMENT

voyainvestments.com

Voya(TM) Investment Management was formerly ING U.S. Investment Management

 
 

Voya Prime Rate Trust

SEMI-ANNUAL REPORT

August 31, 2014

Table of Contents

Portfolio Managers' Report

   

2

   

Statement of Assets and Liabilities

   

9

   

Statement of Operations

   

10

   

Statements of Changes in Net Assets

   

11

   

Statement of Cash Flows

   

12

   

Financial Highlights

   

13

   

Notes to Financial Statements

   

15

   

Portfolio of Investments

   

24

   
Shareholder Meeting Information    

47

   
Additional Information    

48

   

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Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT

Dear Shareholders:

Voya Prime Rate Trust(1) (the "Trust") is a diversified, closed-end management investment company that seeks to provide investors with as high a level of current income as is consistent with the preservation of capital. The Trust seeks to achieve this objective by investing, under normal circumstances, at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in U.S. dollar denominated floating rate secured senior loans.

PORTFOLIO CHARACTERISTICS

 

Net Assets

 

$

889,063,402

   

Total Assets

 

$

1,360,895,975

   

Assets Invested in Senior Loans

 

$

1,283,352,769

   

Senior Loans Represented

   

385

   

Average Amount Outstanding per Loan

 

$

3,333,384

   

Industries Represented

   

35

   

Average Loan Amount per Industry

 

$

36,667,222

   

Portfolio Turnover Rate (YTD)

   

47

%

 

Weighted Average Days to Interest Rate Reset

   

41

   

Average Loan Final Maturity

    66 months    

Total Leverage as a Percentage of Total Assets

   

26.53

%

 

PERFORMANCE SUMMARY

The Trust declared $0.09 of dividends during the second fiscal quarter and $0.18 during the six months ended August 31, 2014. Based on the average month-end net asset value ("NAV") per share of $6.05 for the second fiscal quarter and $6.06 the six-month period, this resulted in an annualized distribution rate(2) of 5.62% for the second fiscal quarter and 5.78% for the six-month period. The Trust's total return for the second fiscal quarter, based on NAV, was 1.00% versus a total gross return on the S&P/LSTA Leveraged Loan Index (the "Index")(3) of 0.70% for the same quarter. For the six months ended August 31, 2014, the Trust's total return, based on NAV(4), was 2.09%, versus a total return on the Index of 1.88%. The total market value return(3) for the Trust's Common Shares during the second fiscal quarter was -2.91% and for the six months ended August 31, 2014 was -3.39%.

MARKET REVIEW

The U.S. loan market's technical environment was quite mixed during the period. Month-to-month variability was effectively tied to the halt in April of an unprecedented streak of positive monthly flows into U.S. retail loan mutual funds and exchange traded funds. Outflows after that were attributed to

(1)  Effective May 1, 2014, the Trust was renamed "Voya Prime Rate Trust."

(2)  The distribution rate is calculated by annualizing dividends and distributions declared during the period using the 30/360 convention and dividing the resulting annualized dividend by the Trust's average net asset value (in the case of NAV) or the average month-end NYSE Composite closing price (in the case of market). The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate includes distributions from net investment income. The tax characterization of dividends and distributions will be determined after the Trust's tax year-end.

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

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

2
 

Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

investor patience wearing thin in response to continued dovish sentiments from the U.S. Federal Reserve Board (the "Fed"). Providing an offset to the retail outflows, however, was consistent demand from institutional loan investors, predominantly in the form of new collateralized loan obligations. Institutional investors remained steadfastly attracted to the risk/return profile and asset allocation benefits of secured, floating rate loans. Other technical factors contributed to market volatility during the period. For example, increasingly robust, new issue supply with attractive yields put pressure on secondary prices. Also contributing to volatility were periodic spikes of high-yield bond mutual fund redemptions, in many cases funded by partial liquidations of less-volatile loan allocations.

While the market's technical picture was a bit choppy during the period, fundamental credit risk, as traditionally measured by trailing default rates and forward default indicators, remained exceptionally low. The Index trailing default rate by principal did jump materially and abruptly in April due to the highly anticipated bankruptcy of Energy Futures Holdings ("EFH", formerly Texas Electric Competitive Holdings, or "TXU," the largest single Index constituent). That bankruptcy, however, had little immediate impact on market sentiment or average loan prices. From a numbers perspective, the EFH filing pushed the headline trailing twelve-month default rate by principal amount to a current cycle high of 4.64%. Default activity waned as time passed, however; excluding EFH, the default rate ended the period at a benign 0.44%, well inside the approximate historical average of 3.24% (including EFH).

Portfolio Specifics: The Trust's total return at NAV outperformed the Index for the reporting period, despite a deliberate avoidance of several high-risk and volatile individual issues that ultimately performed above our expectations. The positive variance was attributable primarily to favorable credit selection and the use of leverage for investment purposes, albeit to a lesser degree than in past periods. Relative to the Index, the Trust was underweight defaulted loans throughout the performance period, which proved unfavorable as, led by EFH, that cohort outperformed the broad Index with a return of 4.64%. However, that underweight turned to a benefit during the second half of the period as the average bid for EFH loans reversed course and closed out the latter portion of the performance period as the single largest

TOP TEN SENIOR LOAN ISSUERS
AS OF AUGUST 31, 2014
AS A PERCENTAGE OF:

  TOTAL
ASSETS
  NET
ASSETS
 

BJs Wholesale Club

   

1.6

%

   

2.5

%

 

Advantage Sales & Marketing, Inc.

   

1.2

%

   

1.9

%

 

Amaya Gaming Group Inc.

   

1.2

%

   

1.8

%

 

Dell International LLC

   

1.1

%

   

1.7

%

 

Acosta, Inc.

   

1.1

%

   

1.6

%

 

Clear Channel Communications, Inc.

   

1.0

%

   

1.6

%

 

Jacobs Douwe Egberts

   

1.0

%

   

1.5

%

 
Delta2 Sarl Luxembourg
(Formula One World Championship)
   

0.9

%

   

1.4

%

 

Neiman Marcus Group, Inc

   

0.9

%

   

1.4

%

 

Gates Global LLC

   

0.9

%

   

1.3

%

 

TOP TEN INDUSTRIES
AS OF AUGUST 31, 2014
AS A PERCENTAGE OF:

  TOTAL
ASSETS
  NET
ASSETS
 

Business Equipment & Services

   

9.9

%

   

15.2

%

 

Electronics/Electrical

   

9.9

%

   

15.2

%

 

Retailers (Except Food & Drug)

   

9.9

%

   

15.1

%

 

Health Care

   

9.5

%

   

14.6

%

 

Industrial Equipment

   

4.4

%

   

6.8

%

 

Telecommunications

   

4.4

%

   

6.7

%

 

Lodging & Casinos

   

4.2

%

   

6.4

%

 

Chemicals & Plastics

   

4.0

%

   

6.1

%

 

Leisure Goods/Activities/Movies

   

3.8

%

   

5.8

%

 

Automotive

   

3.7

%

   

5.7

%

 
3
 

Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

detractor from the Index's return. Also, in the early part of the period the Trust employed less leverage than its historical norm, in response to uncertainty about the direction and magnitude of retail investor net redemptions. Later, as the volatility of outflows moderated and became more predictable, we returned the Trust's leverage to target levels.

In general, credit spreads remained fairly range-bound during the period. In an effort to capture what we believed to be the best relative value available, the bulk of incremental investment took place in the new issue market, which typically offers a slight discount to face value. In all cases, we sought to strike a healthy balance between investing for greater yield and maintaining acceptable credit quality. We also targeted secondary market purchases from seasoned issuers that had softened in price due to the uptick of technical volatility. Together, these efforts helped mitigate the lagging impact of the re-pricing trend that had persisted during the past several quarters; they also had a positive effect on the Trust's weighted average coupon, which increased to 5.14% as of August 31, 2014, versus 5.03% during the last fiscal quarterly reporting period on May 31, 2014.

The Trust's top industry exposures at the end of the reporting period were business equipment and services, electronics, healthcare and retailers. These sector exposures were all beneficial to relative returns. During the period, the Trust held positions in four of the five largest contributors to Index performance: Clear Channel Communications, Inc., SuperMedia, Inc., Asurion, LLC and Dell International LLC. The contribution from these positions was slightly offset by much smaller positions in two of the five largest detractors: Nelson Education Ltd. ("Nelson") and Gymboree Corporation. As of period-end, Nelson, which missed an interest payment during the reporting period and was engaged in restructuring, was the only defaulted loan in the portfolio, representing approximately 0.11% of total assets under management ("AUM").

We believe the Trust continues to be well diversified with 295 individual issuers and 35 different industry sectors represented. The average issuer exposure at period-end stood at 0.34% of AUM, while the average industry exposure closed the period at 2.86% of AUM. Both measures were relatively unchanged from the prior reporting period.

Current Strategy and Outlook: We started the year with the anticipation that the U.S. loan market, as broadly represented by the Index, would generate in 2014 a coupon-like return in the 4-5% range. While overall performance during the early part of the period was largely consistent with this view, recent price softness related to variable market technical factors could make achieving that initial projection challenging. We believe U.S. retail investors, an important factor in our analysis, are likely to remain on the sidelines until a lift in short-term rates appears more imminent. Still, we remain constructive on the prospects for the loan asset class, given the apparent leveling of credit spreads and yields, a reasonably sanguine outlook for fundamental credit risk and the expected continued presence of institutional investors. And as the domestic economy continues to gain momentum, the Fed, in our view, will face increasing pressure to begin the process of normalizing interest rates, which, of course, would be a further tailwind for loan prices and yields.

Ratings Distribution
as of August 31, 2014
 

Ba

   

22.12

%

 

B

   

68.81

%

 

Caa and below

   

8.40

%

 

Not rated*

   

0.67

%

 

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

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

4
 

Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

 

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

 

 

Voya Prime Rate Trust
October 1, 2014

5
 

Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

    Average Annual Total Returns for the
Years Ended August 31, 2014
 
   

1 Year

 

3 Years

 

5 Years

 

10 Years

 

Based on Net Asset Value (NAV)

   

6.46

%

   

10.25

%

   

9.50

%

   

5.05

%

 

Based on Market Value

   

-4.63

%

   

9.00

%

   

10.00

%

   

3.25

%

 

S&P/LSTA Leveraged Loan Index

   

4.73

%

   

7.02

%

   

7.27

%

   

5.21

%

 

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

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

Performance data represents past performance and is no guarantee of future results. Investment return and principal value of an investment in the Trust will fluctuate. Shares, when sold, may be worth more or less than their original cost. The Trust's future performance may be lower or higher than the performance data shown. Please log on to www.voyainvestments.com or call (800) 992-0180 to get performance through the most recent month end.

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

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

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

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

INDEX DESCRIPTIONS

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

6
 

Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

YIELDS AND DISTRIBUTION RATES

 
   

Prime Rate

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

August 31, 2014

   

3.25

%

   

5.50

%

   

6.03

%

   

5.58

%

   

6.11

%

 

May 31, 2014

   

3.25

%

   

5.18

%

   

5.46

%

   

5.95

%

   

6.26

%

 

February 28, 2014

   

3.25

%

   

5.97

%

   

6.18

%

   

6.22

%

   

6.44

%

 

November 30, 2013

   

3.25

%

   

6.59

%

   

6.81

%

   

6.24

%

   

6.44

%

 

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

(B)  The distribution rate is calculated by annualizing the last regular dividend and distribution declared during the period using the 30/360 convention by the Trust's reporting period-end net asset value (in the case of NAV) or the reporting period-end NYSE Composite closing price (in the case of Market). The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate includes distributions from net investment income. The tax characterization of dividends and distributions will be determined after the Trust's tax year-end.

Risk is inherent in all investing. The following are the principal risks associated with investing in the Trust. This is not, and is not intended to be, a description of all risks of investing in the Trust. A more detailed description of the risks of investing in the Trust is contained in the Trust's current prospectus.

Credit Risk: The Trust invests a substantial portion of its assets in below investment grade senior loans and other below investment-grade assets. Below investment-grade loans commonly known as high-yielding, high risk investments or as "junk" investments involve a greater risk that borrowers may not make timely payment of the interest and principal due on their loans. They also involve a greater risk that the value of such loans could decline significantly. If borrowers do not make timely payments of the interest due on their loans, the yield on the Trust's Common Shares will decrease. If borrowers do not make timely payment of the principal due on their loans, or if the value of such loans decreases, the value of the Trust's NAV will decrease.

Interest Rate Risk: Changes in short-term market interest rates will directly affect the yield on the Trust's Common Shares. If short-term market interest rates fall, the yield on the Trust's Common Shares will also fall. To the extent that the interest rate spreads on loans in the Trust's portfolio experience a general decline, the yield on the Trust's Common Shares will fall and the value of the Trust's assets may decrease, which will cause the Trust's NAV to decrease. Conversely, when short-term market interest rates rise, because of the lag between changes in such short-term rates and the resetting of the floating rates on assets in the Trust's portfolio, the impact of rising rates will be delayed to the extent of such lag. In the case of inverse securities, the interest rate will generally decrease when the market rate of interest to which the inverse security is indexed increases. As of the date of this report, interest rates in the United States are at, or near, historic lows, which may increase the Trust's exposure to risks associated with rising interest rates.

Leverage Risk: The Trust borrows money for investment purposes. Borrowing increases both investment opportunity and investment risk. In the event of a general market decline in the value of assets such as those in which the Trust invests, the effect of that decline will be magnified in the Trust because of the additional assets purchased with the proceeds of the borrowings. The Trust also faces the risk that it might have to sell assets at relatively less advantageous times if it were forced to de-leverage if a source of leverage becomes unavailable.

7
 

Voya Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

The Trust's use of leverage through borrowings or the issuance of preferred shares can adversely affect the yield on the Trust's Common Shares. To the extent that the Trust is unable to invest the proceeds from the use of leverage in assets which pay interest at a rate which exceeds the rate paid on the leverage, the yield on the Trust's Common Shares will decrease. In addition, in the event of a general market decline in the value of assets such as those in which the Trust invests, the effect of that decline will be magnified in the Trust because of the additional assets purchased with the proceeds of the leverage. The Trust also faces the risk that it might have to sell assets at relatively less advantageous times if it were forced to de-leverage if a source of leverage becomes unavailable.

8
 

Voya Prime Rate Trust

STATEMENT OF ASSETS AND LIABILITIES as of August 31, 2014 (Unaudited)

ASSETS:

 

Investments in securities at value (Cost $1,296,416,932)

 

$

1,289,746,712

   

Cash

   

5,497,681

   

Foreign currencies at value (Cost $1,400,632)

   

1,399,788

   

Receivables:

 

Investment securities sold

   

55,017,081

   

Interest

   

7,930,370

   

Other fees

   

342

   

Unrealized appreciation on forward foreign currency contracts

   

1,062,224

   

Unrealized appreciation on unfunded commitments

   

190,419

   

Prepaid arrangement fees on notes payable

   

35,507

   

Prepaid expenses

   

2,194

   

Reimbursement due from manager

   

671

   

Other assets

   

12,986

   

Total assets

   

1,360,895,975

   

LIABILITIES:

 

Notes payable

   

361,000,000

   

Payable for investment securities purchased

   

109,003,652

   

Accrued interest payable

   

133,762

   

Payable for investment management fees

   

859,693

   

Payable for administrative fees

   

268,654

   

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

   

12,986

   

Accrued trustee fees

   

9,386

   

Other accrued expenses

   

544,440

   

Total liabilities

   

471,832,573

   

NET ASSETS

 

$

889,063,402

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

$

6.02

   

NET ASSETS WERE COMPRISED OF:

 

Paid-in capital

 

$

1,097,464,804

   

Undistributed net investment income

   

633,659

   

Accumulated net realized loss

   

(203,976,636

)

 

Net unrealized depreciation

   

(5,058,425

)

 

NET ASSETS

 

$

889,063,402

   

See Accompanying Notes to Financial Statements

9
 

Voya Prime Rate Trust

STATEMENT OF OPERATIONS for the Six Months Ended August 31, 2014 (Unaudited)

INVESTMENT INCOME:

 

Interest

 

$

33,388,506

   

Dividends

   

204,285

   

Amendment fees earned

   

274,073

   

Other fees

   

702,489

   

Total investment income

   

34,569,353

   

EXPENSES:

 

Investment management fees

   

5,043,876

   

Administration fees

   

1,576,211

   

Transfer agent fees

   

39,030

   

Interest expense

   

2,060,630

   

Custody and accounting expense

   

301,480

   

Professional fees

   

83,738

   

Shareholder reporting expense

   

148,012

   

Trustees fees

   

14,862

   

Miscellaneous expense

   

108,554

   

Total expenses

   

9,376,393

   

Net waived and reimbursed fees

   

(16,664

)

 

Net expenses

   

9,359,729

   

Net investment income

   

25,209,624

   

REALIZED AND UNREALIZED GAIN (LOSS):

 

Net realized gain (loss) on:

 

Investments

   

37,323

   

Forward foreign currency contracts

   

334,512

   

Foreign currency related transactions

   

2,425,653

   

Net realized gain

   

2,797,488

   

Net change in unrealized appreciation or (depreciation) on:

 

Investments

   

(14,010,225

)

 

Forward foreign currency contracts

   

2,361,157

   

Foreign currency related transactions

   

341,898

   

Unfunded commitments

   

(27,697

)

 

Net change in unrealized appreciation or (depreciation)

   

(11,334,867

)

 

Net realized and unrealized loss

   

(8,537,379

)

 

Increase in net assets resulting from operations

 

$

16,672,245

   

See Accompanying Notes to Financial Statements

10
 

Voya Prime Rate Trust

STATEMENTS OF CHANGES IN NET ASSETS (Unaudited)

    Six Months
Ended
August 31,
2014
  Year
Ended
February 28,
2014
 

FROM OPERATIONS:

 

Net investment income

 

$

25,209,624

   

$

57,726,630

   

Net realized gain

   

2,797,488

     

15,188,940

   

Net change in unrealized appreciation or (depreciation)

   

(11,334,867

)

   

(2,921,704

)

 

Increase in net assets resulting from operations

   

16,672,245

     

69,993,866

   

FROM DISTRIBUTIONS TO COMMON SHAREHOLDERS:

 

From net investment income

   

(25,862,846

)

   

(59,356,037

)

 

From return of capital

   

     

(1,626,919

)

 
Decrease in net assets from distributions to
common shareholders
   

(25,862,846

)

   

(60,982,956

)

 

CAPITAL SHARE TRANSACTIONS:

 

Reinvestment of distributions from common shares

   

     

2,115,329

   

Proceeds from shares sold

   

     

80,548

   

Net increase from capital share transactions

   

     

2,195,877

   

Net increase (decrease) in net assets

   

(9,190,601

)

   

11,206,787

   

NET ASSETS:

 

Beginning of year or period

   

898,254,003

     

887,047,216

   
End of year or period (including undistributed net
investment income of $633,659 and $1,286,881
respectively)
 

$

889,063,402

   

$

898,254,003

   

See Accompanying Notes to Financial Statements

11
 

Voya Prime Rate Trust

STATEMENT OF CASH FLOWS for the Six Months Ended August 31, 2014 (Unaudited)

INCREASE (DECREASE) IN CASH

 

Cash Flows From Operating Activities:

 

Interest received

 

$

31,585,451

   

Dividends received

   

274,073

   

Facility fees received

   

3,734

   

Arrangement fees paid

   

(19,836

)

 

Other income received

   

1,279,681

   

Interest paid

   

(2,057,994

)

 

Other operating expenses paid

   

(7,479,024

)

 

Purchases of securities

   

(514,849,634

)

 

Proceeds on sale of securities

   

560,231,791

   

Net cash provided by operating activities

   

68,968,242

   

Cash Flows From Financing Activities:

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

(25,862,846

)

 

Net decrease of notes payable

   

(46,000,000

)

 

Net cash flows used in financing activities

   

(71,862,846

)

 

Net decrease

   

(2,894,604

)

 

Cash Impact From Foreign Exchange Fluctuations:

 

Cash impact from foreign exchange fluctuations

   

(30,053

)

 

Cash and foreign currency balance

 

Net decrease in cash and foreign currency

   

(2,924,657

)

 

Cash and foreign currency at beginning of period

   

9,822,126

   

Cash and foreign currency at end of period

 

$

6,897,469

   
Reconciliation of Net Increase in Net Assets Resulting from
Operations to Net Cash Provided by Operating Activities:
 

Net increase in net assets resulting from operations

 

$

16,672,245

   
Adjustments to reconcile net increase in net assets resulting
from operations to net cash provided by operating activities:
 

Change in unrealized appreciation or depreciation on investments

   

14,010,225

   
Change in unrealized appreciation or depreciation on forward
foreign currency contracts
   

(2,361,157

)

 
Change in unrealized appreciation or depreciation on unfunded
commitments
   

27,697

   
Change in unrealized appreciation or depreciation on foreign
currency related transactions
   

(341,898

)

 

Accretion of discounts on investments

   

(1,909,541

)

 

Amortization of premiums on investments

   

413,979

   
Net realized gain on sale of investments, forward foreign currency
contracts and foreign currency related transactions
   

(2,797,488

)

 

Purchases of investment securities

   

(514,849,634

)

 

Proceeds from disposition of investment securities

   

560,231,791

   

Decrease in other assets

   

956

   

Increase in interest and other receivable

   

(307,493

)

 

Increase in prepaid arrangement fees on notes payable

   

(19,836

)

 

Decrease in prepaid expenses

   

3,734

   

Increase in reimbursement due from manager

   

(671

)

 

Increase in accrued interest payable

   

2,636

   

Increase in payable for investment management fees

   

64,488

   

Increase in payable for administrative fees

   

20,153

   

Increase in accrued trustees fees

   

1,019

   

Increase in other accrued expenses

   

107,037

   

Total adjustments

   

52,295,997

   

Net cash provided by operating activities

 

$

68,968,242

   

Non Cash Financing Activities

 

Reinvestment of dividends

 

$

   

See Accompanying Notes to Financial Statements

12
 

FINANCIAL HIGHLIGHTS (Unaudited)

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

       

Per Share Operating Performance

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

Net
asset
value,
beginning
of year
or period

 

Net
investment
income
(loss)

 


Net
realized
and
unrealized
gain
(loss)

 


Distribution
to Preferred
Shareholders

 

Change
in net
asset
value
from
Share
offerings

 

Total from
investment
operations

 

Distribution
to Common
Shareholders
from net
investment
income

 

Distributions
from return
of capital

 

Total
distributions

 

Net
asset
value,
end
of
year
or
period

 

Closing
market
price,
end of
year
or
period

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

Net
assets,
end of
year or period

 

Portfolio Turnover

 
                                                                               

Year or period ended

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

(%)

 

(%)

 

(%)

 

(%)

 

(%)

 

(%)

 

($000's)

 

(%)

 

Voya Prime Rate Trust

     

08-31-14

   

6.08

     

0.17

     

(0.05

)

   

     

     

0.12

     

(0.18

)

   

     

(0.18

)

   

6.02

     

5.50

     

2.09

     

(3.39

)

   

2.08

     

1.62

     

2.08

     

5.60

     

889,063

     

47

   

02-28-14

   

6.02

     

0.40

     

0.07

     

     

     

0.47

     

(0.40

)

   

(0.01

)

   

(0.41

)

   

6.08

     

5.87

     

8.15

     

(4.04

)

   

2.15

     

1.65

     

2.15

     

6.47

     

898,254

     

96

   

02-28-13

   

5.79

     

0.46

     

0.19

     

     

     

0.65

     

(0.42

)

   

     

(0.42

)

   

6.02

     

6.55

     

11.72

     

27.73

     

2.14

     

1.63

     

2.14

     

7.76

     

887,047

     

93

   

02-29-12

   

6.08

     

0.35

     

(0.32

)

   

(0.00

)*

   

     

0.03

     

(0.32

)

   

     

(0.32

)

   

5.79

     

5.51

     

0.81

     

(3.11

)

   

2.20

     

1.67

     

2.20

     

6.07

     

851,278

     

81

   

02-28-11

   

5.72

     

0.30

     

0.38

     

(0.00

)*

   

     

0.68

     

(0.30

)

   

(0.02

)

   

(0.32

)

   

6.08

     

6.02

     

12.32

     

7.09

     

1.93

     

1.59

     

1.93

     

4.87

     

893,661

     

60

   

02-28-10

   

3.81

     

0.28

     

1.95

     

(0.00

)*

   

     

2.23

     

(0.32

)

   

     

(0.32

)

   

5.72

     

5.94

     

60.70

     

81.66

     

1.99

(6)

   

1.77

(6)

   

1.93

     

5.56

     

830,785

     

38

   

02-28-09

   

6.11

     

0.46

     

(2.29

)

   

(0.06

)

   

     

(1.89

)

   

(0.41

)

   

     

(0.47

)

   

3.81

     

3.50

     

(31.93

)(5)     

(32.03

)(5)     

3.01

     

1.95

     

3.01

     

7.86

     

552,840

     

10

   

02-29-08

   

7.65

     

0.75

     

(1.57

)

   

(0.16

)

   

     

(0.98

)

   

(0.56

)

   

     

(0.72

)

   

6.11

     

5.64

     

(13.28

)

   

(17.25

)

   

4.36

     

2.20

     

4.36

     

10.35

     

886,976

     

60

   

02-28-07

   

7.59

     

0.71

     

0.06

     

(0.16

)

   

     

0.61

     

(0.55

)

   

     

(0.71

)

   

7.65

     

7.40

     

8.85

     

13.84

     

4.62

     

2.21

     

4.62

     

9.42

     

1,109,539

     

60

   

02-28-06

   

7.47

     

0.57

     

0.12

     

(0.11

)

   

     

0.58

     

(0.46

)

   

     

(0.57

)

   

7.59

     

7.02

     

8.53

     

(0.82

)

   

4.27

     

2.33

     

4.27

     

7.71

     

1,100,671

     

81

   

02-28-05

   

7.34

     

0.45

     

0.16

     

(0.05

)

   

     

0.56

     

(0.43

)

   

     

(0.48

)

   

7.47

     

7.56

     

7.70

     

2.04

     

3.18

     

2.29

     

3.17

     

6.04

     

1,082,748

     

93

   

(1)  Total investment return calculations are attributable to common shares.

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

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

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

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

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

(7)  Annualized for periods less than one year.

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

See Accompanying Notes to Financial Statements

13
 

FINANCIAL HIGHLIGHTS (Unaudited) (CONTINUED)

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

    Ratios to average net assets
plus borrowings
 

Supplemental data

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

Preferred
Shares —
Aggregate
amount
outstanding

 

Liquidation
and market
value per
share of
Preferred
Shares

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

Borrowings
at end of
period

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

Average
borrowings

 

Common
shares
outstanding
at end of
year or
period

 

Year or period ended

 

(%)

 

(%)

 

(%)

 

(%)

 

($000's)

 

($)

 

($)

 

($000's)

 

($)

 

($000's)

 

(000's)

 

Voya Prime Rate Trust

     

08-31-14

   

1.16

     

1.49

     

1.49

     

4.00

     

     

     

3

     

361,000

     

3,463

     

357,479

     

147,788

   

02-28-14

   

1.15

     

1.50

     

1.50

     

4.51

     

     

     

3

     

407,000

     

3,207

     

387,979

     

147,788

   

02-28-13

   

1.17

     

1.53

     

1.53

     

5.55

     

     

     

3

     

370,600

     

3,394

     

345,145

     

147,427

   

02-29-12

   

1.24

     

1.64

     

1.64

     

4.51

     

     

     

3

     

364,000

     

3,339

     

293,444

     

147,116

   

02-28-11

   

1.39

     

1.68

     

1.68

     

4.26

     

100,000

     

25,000

     

102,850

     

187,000

     

6,314

     

122,641

     

146,954

   

02-28-10

   

1.67

(1)

   

1.87

(1)

   

1.81

     

5.23

     

200,000

     

25,000

     

98,400

     

83,000

     

13,419

     

46,416

     

145,210

   

02-28-09

   

1.54

     

2.37

     

2.37

     

6.21

     

225,000

     

25,000

     

70,175

     

81,000

     

10,603

     

227,891

     

145,178

   

02-29-08

   

1.60

     

3.17

     

3.17

     

7.53

     

450,000

     

25,000

     

53,125

     

338,000

     

4,956

     

391,475

     

145,094

   

02-28-07

   

1.56

     

3.25

     

3.25

     

6.63

     

450,000

     

25,000

     

62,925

     

281,000

     

6,550

     

459,982

     

145,033

   

02-28-06

   

1.58

     

2.90

     

2.90

     

5.24

     

450,000

     

25,000

     

55,050

     

465,000

     

4,335

     

509,178

     

145,033

   

02-28-05

   

1.63

     

2.27

     

2.26

     

4.32

     

450,000

     

25,000

     

53,600

     

496,000

     

4,090

     

414,889

     

145,033

   

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

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

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

(2)  Annualized for periods less than one year.

See Accompanying Notes to Financial Statements

14
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited)

NOTE 1 — ORGANIZATION

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

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of the significant accounting policies consistently followed by the Trust in the preparation of its financial statements. The policies are in conformity with U.S. generally accepted accounting principles ("GAAP") for investment companies.

A.  Senior Loan and Other Security Valuation. All Senior loans and other securities are recorded at their estimated fair value, as described below. U.S. GAAP defines fair value as the price the Trust would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. Senior loans held by the Trust are normally valued at the mean of the means of one or more bid and ask quotations obtained from dealers in loans by an independent pricing service or other sources determined by the Trust's Board of Trustees (the "Board") to be independent and believed to be reliable. Loans for which reliable market value quotations are not readily available may be valued with reference to another loan or a group of loans for which reliable quotations are readily available and whose characteristics are comparable to the loan being valued. Under this approach, the comparable loan or loans serve as a proxy for changes in value of the loan being valued.

The Trust has engaged independent pricing services to provide market value quotations from dealers in loans and, when such quotations are not readily available, to calculate values under the proxy procedure described above. As of August 31, 2014, 100.0% of total loans were valued based on these procedures. It is expected that most of the loans held by the Trust will continue to be valued with reference to quotations from the independent pricing service or with reference to the proxy procedure described above.

Prices from a pricing service may not be available for all loans and Voya Investments, LLC (formerly, ING Investments, LLC) (the "Investment Adviser" or "Voya Investments"), an Arizona limited liability company, or Voya Investment Management Co. LLC (formerly, ING Investment Management Co. LLC) ("Voya IM" or the "Sub-Adviser"), a Delaware limited liability company, may believe that the price for a loan derived from market quotations or the proxy procedure described above is not reliable or accurate. Among other reasons, this may be the result of information about a particular loan or borrower known to the Investment Adviser that the Investment Adviser believes may not be known to the pricing service or reflected in a price quote. In this event, the loan is valued at fair value, as defined by the 1940 Act, as determined in good faith under procedures established by the Trust's Board and in accordance with the provisions of the 1940 Act. Under these procedures, fair value is determined by the Investment Adviser and monitored by the Trust's Board.

In fair valuing a loan, consideration is given to several factors, which may include, among others, the following: (i) the characteristics of and fundamental analytical data relating to the loan, including the cost, size, current interest rate, period until the next interest rate reset, maturity and base lending rate of the loan, the terms and conditions of the loan and any related agreements, and the position of the loan in the borrower's debt structure; (ii) the nature, adequacy and value of the collateral, including the Trust's rights, remedies and interests with respect to the collateral; (iii) the creditworthiness of the borrower and the cash flow coverage of outstanding principal and interest, based on an evaluation of its financial condition, financial statements and information about the borrower's business, cash flows, capital structure and future prospects; (iv) information relating to the market for the loan, including price quotations for, and trading in,

15
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

the loan and interests in similar loans; (v) the reputation and financial condition of the agent for the loan and any intermediate participants in the loan; (vi) the borrower's management; and (vii) the general economic and market conditions affecting the fair value of the loan. Securities for which the primary market is a national securities exchange are valued at the official closing price when available or, for certain markets, the last reported sale price on each valuation day. Securities traded in the over-the-counter market and listed securities for which no sale was reported on a valuation date are valued at the mean between the last reported bid and ask price on such exchange. Securities, other than senior loans, for which reliable market value quotations are not readily available, and all other assets, will be valued at their respective fair values as determined in good faith by, and under procedures established by, the Board. Investments in securities of sufficient credit quality, maturing in 60 days or less from the date of acquisition, are valued at amortized cost which approximates fair value. To the extent the Trust invests in other registered investment companies, the Trust's NAV is calculated based on the current NAV of the registered investment company in which the Trust invests. The prospectuses for those investment companies explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.

Each investment asset or liability of the Trust is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as "Level 1," inputs other than quoted prices for an asset or liability that are observable are classified as "Level 2" and unobservable inputs, including the Sub-Adviser's judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as "Level 3." The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Short-term securities of sufficient credit quality which are valued at amortized cost, which approximates fair value, are generally considered to be Level 2 securities under applicable accounting rules. A table summarizing the Trust's investments under these levels of classification is included following the Portfolio of Investments.

The Board has adopted methods for valuing securities and other assets in circumstances where market quotes are not readily available, and has delegated the responsibility for applying the valuation methods to the "Pricing Committee" as established by the Trust's Administrator. The Pricing Committee considers all facts it deems relevant that are reasonably available, through either public information or information available to the Investment Adviser or Sub-Adviser, when determining the fair value of the security. In the event that a security or asset cannot be valued pursuant to one of the valuation methods established by the Board, the fair value of the security or asset will be determined in good faith by the Pricing Committee. When the Trust uses these fair valuation methods that use significant unobservable inputs to determine its NAV, securities will be priced by a method that the Pricing Committee believes accurately reflects fair value and are categorized as Level 3 of the fair value hierarchy. The methodologies used for valuing securities are not necessarily an indication of the risks of investing in those securities valued in good faith at fair value nor can it be assured the Trust can obtain the fair value assigned to a security if it were to sell the security.

To assess the continuing appropriateness of security valuations, the Pricing Committee may compare prior day prices, prices on comparable securities, and traded prices to the prior or current day prices and the Pricing Committee challenges those prices exceeding certain tolerance levels with the independent pricing service or broker source. For those securities valued in good faith at fair value, the Pricing Committee reviews and affirms the reasonableness of the valuation on a regular basis after considering all relevant information that is reasonably available.

For fair valuations using significant unobservable inputs, U.S. GAAP requires a reconciliation of the beginning to ending balances for reported fair values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in or out of the Level 3 category during the period. The end of period timing recognition is used for the transfers between Levels of the

16
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

Trust's assets and liabilities. A reconciliation of Level 3 investments is presented only when the Trust has a significant amount of Level 3 investments.

For the period ended August 31, 2014, there have been no significant changes to the fair valuation methodologies.

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

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

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

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

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

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Trust's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and the U.S. government. These risks include, but are not limited to, revaluation of currencies and future adverse

17
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities.

D.  Forward Foreign Currency Contracts. The Trust has entered into forward foreign currency contracts primarily to hedge against foreign currency exchange rate risks on its non-U.S. dollar denominated investment securities. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a foreign currency contract fluctuates with changes in foreign currency exchange rates. Forward foreign currency contracts are marked to market daily and the change in value is recorded by the Trust as an unrealized gain or loss and is reported in the Statement of Assets and Liabilities. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency and are included in the Statement of Operations along with the change in unrealized appreciation or depreciation. These instruments may involve market risk in excess of the amount recognized in the Statement of Assets and Liabilities. In addition, the Trust could be exposed to risk if the counterparties are unable to meet the terms of the contracts or if the value of the currency changes unfavorably to the U.S. dollar. Open forward foreign currency contracts are presented following the Portfolio of Investments.

For the period ended August 31, 2014, the Trust had an average quarterly contract amount on forward foreign currency contracts to sell of $76,054,920.

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

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

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

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

18
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

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

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

NOTE 3 — INVESTMENTS

For the period ended August 31, 2014, the cost of purchases and the proceeds from principal repayment and sales of investments, excluding short-term notes, totaled $593,161,235 and $601,972,369, respectively. At August 31, 2014, the Trust held senior loans valued at $1,283,352,769 representing 99.5% of its total investments. The fair value of these assets is established as set forth in Note 2.

The senior loans acquired by the Trust typically take the form of a direct lending relationship with the borrower, and are typically acquired through an assignment of another lender's interest in a loan. The lead lender in a typical corporate loan syndicate administers the loan and monitors the collateral securing the loan.

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

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

    Date of
Acquisition
  Cost or
Assigned Basis
 

Ascend Media (Residual Interest)

 

01/05/10

 

$

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

08/25/05

   

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

06/08/04

   

   

Total Restricted Securities (fair value $0 at August 31, 2014)

     

$

   

NOTE 4 — MANAGEMENT AND ADMINISTRATION AGREEMENTS

The Trust has entered into an investment management agreement ("Management Agreement") with the Investment Adviser to provide advisory and management services. The Management Agreement compensates the Investment Adviser with a fee, computed daily and payable monthly, at an annual rate of 0.80% of the Trust's Managed Assets. For purposes of the Management Agreement, "Managed Assets" shall mean the Trust's average daily gross asset value, minus the sum of the Trust's accrued and unpaid dividends on any outstanding preferred shares and accrued liabilities (other than liabilities for the principal amount of any borrowings incurred, commercial paper or notes issued by the Trust and the liquidation preference of any outstanding preferred shares).

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

19
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)

NOTE 5 — EXPENSE LIMITATION AGREEMENT

The Trust has entered into an administration agreement with Voya Funds Services, LLC (formerly, ING Funds Services, LLC) (the "Administrator"), a Delaware limited liability company, to provide administrative services and also to furnish facilities. For its services, the Administrator is compensated with a fee, computed daily and payable monthly, at an annual rate of 0.25% of the Trust's Managed Assets.

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

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

The expense limitation agreement is contractual through July 1, 2015 and shall renew automatically for one-year terms unless: (i) the Investment Adviser provides 90 days written notice of its termination and such termination is approved by the Board; or (ii) the Management Agreement has been terminated.

As of August 31, 2014, the amount of reimbursed fees that are subject to recoupment by the Investment Adviser, and the related expiration dates are as follows:

August 31,      
2015  

2016

 

2017

 

Total

 
$

   

$

   

$

16,664

   

$

16,664

   

NOTE 6 — TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

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

NOTE 7 — COMMITMENTS

The Trust has entered into a $440 million 364-day revolving credit agreement which matures July 20, 2015, collateralized by assets of the Trust. Borrowing rates under this agreement are based on a fixed spread over LIBOR, and a commitment fee is charged on the unused portion. Prepaid arrangement fees are amortized over the term of the agreement. The amount of borrowings outstanding at August 31, 2014, was $361 million. Weighted average interest rate on outstanding borrowings during the year was 1.05%, excluding fees related to the unused portion of the facilities, and other fees. The amount of borrowings represented 26.53% of total assets at August 31, 2014. Average borrowings for the period ended August 31, 2014 were $357,479,348 and the average annualized interest rate was 1.14% excluding other fees related to the unused portion of the facility, and other fees.

As of August 31, 2014, the Trust had unfunded loan commitments pursuant to the terms of the following loan agreements:

Longview Power, LLC, DIP Facility

 

$

346,216

   

20
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)

NOTE 7 — COMMITMENTS (continued)

The net unrealized appreciation on these commitments of $190,419 as of August 31, 2014 is reported as such on the Statement of Assets and Liabilities.

NOTE 8 — RIGHTS AND OTHER OFFERINGS

As of August 31, 2014, outstanding share offerings pursuant to shelf registrations were as follows:

Registration
Date
  Shares
Registered
  Shares
Remaining
 
6/27/12    

25,000,000

     

22,368,353

   
6/27/12    

5,000,000

     

5,000,000

   

As of August 31, 2014 the Trust had no Preferred Shares outstanding. The Trust may consider issuing Preferred Shares during the current fiscal year or in the future.

NOTE 9 — SUBORDINATED LOANS AND UNSECURED LOANS

The Trust may invest in subordinated loans and in unsecured loans. The primary risk arising from investing in subordinated loans or in unsecured loans is the potential loss in the event of default by the issuer of the loans. The Trust may acquire a subordinated loan only if, at the time of acquisition, it acquires or holds a senior loan from the same borrower. The Trust will acquire unsecured loans only where the Investment Adviser believes, at the time of acquisition, that the Trust would have the right to payment upon default that is not subordinate to any other creditor. Subject to the aggregate 20% limit on other investments, the Trust may invest up to 20% of its total assets in unsecured floating rate loans, notes and other debt instruments and 5% of its total assets in floating rate subordinated loans. As of August 31, 2014, the Trust held 0.05% of its total assets in subordinated loans and unsecured loans.

NOTE 10 — CAPITAL SHARES

Transactions in capital shares and dollars were as follows:

    Six Months
Ended
August 31,
2014
  Year Ended
February 28,
2014
 

Number of Shares

 

Reinvestment of distributions from common shares

   

     

347,830

   

Proceeds from shares sold

   

     

12,944

   

Net increase in shares outstanding

   

     

360,774

   

Dollar Amount ($)

 

Reinvestment of distributions from common shares

 

$

   

$

2,115,329

   

Proceeds from shares sold

   

     

80,548

   

Net increase

 

$

   

$

2,195,877

   

NOTE 11 — FEDERAL INCOME TAXES

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

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

21
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)

NOTE 11 — FEDERAL INCOME TAXES (continued)

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

   

Six Months Ended August 31, 2014

 

Year Ended February 28, 2014

 
   

Ordinary Income

 

Ordinary Income

 

Return of Capital

 
       

$

25,862,846

   

$

59,356,037

   

$

1,626,919

   

The tax-basis components of distributable earnings and the capital loss carryforwards which may be used to offset future realized capital gains for federal income tax purposes as of February 28, 2014 are detailed below. The Regulated Investment Company Modernization Act of 2010 (the "Act") provides an unlimited carryforward period for newly generated capital losses. Under the Act, there may be a greater likelihood that all or a portion of the Trust's pre-enactment capital loss carryforwards may expire without being utilized due to the fact that post-enactment capital losses are required to be utilized before pre-enactment capital loss carryforwards.

Unrealized
Appreciation/
 

Capital Loss Carryforwards

 
(Depreciation)  

Amount

 

Character

 

Expiration

 
$

7,469,760

   

$

(41,585,301

)

 

Short-term

   

2017

   
       

(125,812,939

)

 

Short-term

   

2018

   
       

(24,760,715

)

 

Short-term

   

2019

   
       

(14,509,554

)

 

Long-term

   

None

   
     

$

(206,668,509

)

                 

The Trust's major tax jurisdictions are U.S. federal and Arizona. The earliest tax year that remains subject to examination by these jurisdictions is 2009.

As of August 31, 2014, no provision for income tax is required in the Trust's financial statements as a result of tax positions taken on federal and state income tax returns for open tax years. The Trust's federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state department of revenue.

NOTE 12 — RESTRUCTURING PLAN

In October 2009, ING Groep N.V. ("ING Groep") submitted a restructuring plan (the "Restructuring Plan") to the European Commission in order to receive approval for state aid granted to ING Groep by the Kingdom of the Netherlands in November 2008 and March 2009. To receive approval for this state aid, ING Groep was required to divest its insurance and investment management businesses, including Voya Financial, Inc., before the end of 2013. In November 2012, the Restructuring Plan was amended to permit ING Groep additional time to complete the divestment. Pursuant to the amended Restructuring Plan, ING Groep must divest at least 25% of Voya Financial, Inc. by the end of 2013, more than 50% by the end of 2014, and the remaining interest by the end of 2016 (such divestment, the "Separation Plan").

In May 2013, Voya Financial, Inc. conducted an initial public offering of its common stock (the "IPO"). In October 2013, ING Groep divested additional shares in a secondary offering of common stock of Voya Financial, Inc. In March 2014 and September 2014, ING Groep divested additional shares, reducing its ownership interest in Voya Financial, Inc. below 32%. Voya Financial, Inc. did not receive any proceeds from these offerings.

ING Groep has stated that it intends to sell its remaining interest in Voya Financial, Inc. over time. While the base case for the remainder of the Separation Plan is the divestment of ING Groep's remaining interest in one or more broadly distributed offerings, all options remain open and it is possible that ING Groep's divestment of its remaining interest in Voya Financial, Inc. may take place by means of a sale to a single buyer or group of buyers.

22
 

Voya Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2014 (Unaudited) (continued)

NOTE 12 — RESTRUCTURING PLAN (continued)

It is anticipated that one or more of the transactions contemplated by the Separation Plan would result in the automatic termination of the existing investment advisory and sub-advisory agreements under which the Investment Adviser and sub-adviser provide services to the Trust. In order to ensure that the existing investment advisory and sub-advisory services can continue uninterrupted, the Board approved new advisory and sub-advisory agreements for the Trust, as applicable, in connection with the IPO. Shareholders of the Trust approved the new investment advisory and affiliated sub-advisory agreements prompted by the IPO, as well as any future advisory and affiliated sub-advisory agreements prompted by the Separation Plan that are approved by the Board and whose terms are not materially different from the current agreements. This means that shareholders may not have another opportunity to vote on a new agreement with the Investment Adviser or an affiliated sub-adviser even if they undergo a change of control, as long as no single person or group of persons acting together gains "control" (as defined in the 1940 Act) of Voya Financial, Inc.

The Separation Plan, whether implemented through public offerings or other means, may be disruptive to the businesses of Voya Financial, Inc. and its subsidiaries, including the Investment Adviser and certain affiliated entities that provide services to the Trust, and may cause, among other things, interruption of business operations or services, diversion of management's attention from day-to-day operations, reduced access to capital, and loss of key employees or customers. The completion of the Separation Plan is expected to result in the loss of access to the resources of ING Groep by the Investment Adviser and certain affiliated entities that provide services to the Trust, which could adversely affect their businesses. Since a portion of the shares of Voya Financial, Inc., as a standalone entity, are publicly held, it is subject to the reporting requirements of the Securities Exchange Act of 1934 as well as other U.S. government and state regulations, and subject to the risk of changing regulation.

The Separation Plan may be implemented in phases. During the time that ING Groep retains a significant interest in Voya Financial, Inc., circumstances affecting ING Groep, including restrictions or requirements imposed on ING Groep by European and other authorities, may also affect Voya Financial, Inc. A failure to complete the Separation Plan could create uncertainty about the nature of the relationship between Voya Financial, Inc. and ING Groep, and could adversely affect Voya Financial, Inc. and the Investment Adviser and its affiliates. Currently, the Investment Adviser and its affiliates do not anticipate that the Separation Plan will have a material adverse impact on their operations or the Trust and its operation.

NOTE 13 — SUBSEQUENT EVENTS

Subsequent to August 31, 2014, the Trust paid the following dividends from net investment income:

Per Share Amount  

Declaration Date

 

Record Date

 

Payable Date

 
$

0.280

   

8/29/14

 

9/10/14

 

9/22/14

 
$

0.280

   

9/30/14

 

10/10/14

 

10/22/14

 

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

23
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 

SENIOR LOANS*: 144.4%

     
       

Aerospace & Defense: 0.8%

 
 

5,400,151

            American
Airlines, Inc.,
Term Loan,
3.750%,
06/27/19
 

$

5,369,775

     

0.6

   
 

1,650,000

     

(1

)

  Custom
Sensors &
Technologies,
First Lien
Term Loan,
06/18/21
   

1,651,548

     

0.2

   
                 

7,021,323

     

0.8

   
       

Automotive: 5.7%

 
 

2,350,000

            Cooper-Standard
Automotive Inc.,
Term Loan B,
4.000%,
04/01/21
   

2,342,656

     

0.3

   
 

6,200,000

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

6,196,125

     

0.7

   
 

3,985,622

            Fram Group
Holdings Inc.,
First Lien
Term Loan,
6.500%,
07/31/17
   

4,008,041

     

0.5

   
 

3,118,450

            Fram Group
Holdings Inc.,
Second Lien
Term Loan,
10.500%,
01/29/18
   

3,024,896

     

0.3

   
 

12,000,000

            Gates Global LLC,
First Lien
Secured Term
Loan, 4.250%,
06/30/21
   

11,923,752

     

1.3

   
 

3,800,000

     

(1

)

  Key Safety
Systems, Inc.,
First Lien
Term Loan,
07/23/21
   

3,807,125

     

0.4

   

EUR

1,970,000

            Metaldyne, LLC,
Term Loan E,
4.750%,
12/15/18
   

2,599,806

     

0.3

   
 

3,531,651

            Metaldyne, LLC,
USD Term
Loan B, 4.250%,
12/31/18
   

3,537,539

     

0.4

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

1,260,506

            Schrader
International,
Upsized Lux
Term Loan,
5.000%,
04/27/18
 

$

1,262,081

     

0.2

   
 

969,648

            Schrader
International,
Upsized USD
Term Loan,
5.000%,
04/27/18
   

970,860

     

0.1

   
 

6,214,688

     

(1

)

  TI Group
Automotive
Systems, L.L.C.,
Term Loan B,
4.250%,
07/02/21
   

6,214,687

     

0.7

   
 

4,601,649

            UCI
International,
Inc., Term
Loan B,
5.500%,
07/26/17
   

4,613,153

     

0.5

   
                 

50,500,721

     

5.7

   
       

Beverage & Tobacco: 2.4%

 

EUR

3,075,000

            Iglo Foods,
Term loan B1
(EUR), 4.319%,
06/30/20
   

4,047,552

     

0.4

   

GBP

2,675,000

            Iglo Foods,
Term loan B2
(GBP), 5.251%,
06/30/20
   

4,442,985

     

0.5

   

EUR

10,000,000

     

(1

)

  Jacobs Douwe
Egberts, TL
B-1 EUR,
06/30/21
   

12,940,357

     

1.5

   
                 

21,430,894

     

2.4

   
       

Building & Development: 2.2%

 
 

2,150,000

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

2,195,687

     

0.2

   
 

7,800,000

     

(1

)

  Doosan
Infracore
Bobcat
Holdings Co.,
Ltd., Term
Loan B,
05/27/21
   

7,835,685

     

0.9

   
 

1,782,045

            Minimax Viking
GmbH, Facility
B1 Loan,
4.500%,
08/30/20
   

1,788,728

     

0.2

   

See Accompanying Notes to Financial Statements

24
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Building & Development (continued)

 
 

4,247,696

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

$

4,238,407

     

0.5

   
 

545,000

            Quikrete
Holdings,
Second Lien
Term Loan,
7.000%,
03/23/21
   

552,153

     

0.1

   
 

2,546,153

            Wilsonart LLC,
Term Loan B,
4.000%,
10/31/19
   

2,532,628

     

0.3

   
                 

19,143,288

     

2.2

   
       

Business Equipment & Services: 15.2%

 
 

6,400,000

     

(1

)

  Acosta, Inc.,
Term Loan B,
08/13/21
   

6,417,331

     

0.7

   
 

8,185,160

            Acosta, Inc.,
Upsized Term
Loan B,
4.250%,
03/02/18
   

8,220,970

     

0.9

   
 

800,000

     

(1

)

  Advantage
Sales &
Marketing,
Inc.,
December
2013 Upsized
First Lien
Term Loan,
4.250%,
12/17/17
   

801,083

     

0.1

   
 

395,968

     

(1

)

  Advantage
Sales &
Marketing,
Inc., Delayed
Draw Term
Loan,
07/21/21
   

392,963

     

0.0

   
 

11,879,032

     

(1

)

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

11,788,882

     

1.3

   
 

3,900,000

            Advantage
Sales &
Marketing,
Inc., Second
Lien Term
Loan, 7.500%,
07/21/22
   

3,918,038

     

0.4

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

2,000,000

            AlixPartners LLP,
Second Lien
Term Loan,
9.000%,
07/09/21
 

$

2,026,666

     

0.2

   
 

3,888,248

            AlixPartners LLP,
Term Loan
B-2, 4.000%,
07/09/20
   

3,884,605

     

0.4

   
 

1,985,000

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

1,984,381

     

0.2

   
 

1,300,000

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

1,306,907

     

0.2

   
 

2,215,000

            Catalina
Marketing
Corporation,
First Lien
Term Loan,
4.500%,
04/01/21
   

2,185,467

     

0.3

   
 

2,700,000

            Catalina
Marketing
Corporation,
Second Lien
Term Loan,
7.750%,
04/01/22
   

2,662,875

     

0.3

   
 

5,506,063

            Coinmach
Service Corp.,
Upsized Term
Loan, 4.250%,
11/15/19
   

5,475,091

     

0.6

   
 

2,119,695

     

(1

)

  CorpSource
Finance
Holdings, LLC,
Second Lien,
8.750%,
04/30/19
   

2,140,892

     

0.2

   
 

6,336,000

            CorpSource
Finance
Holdings, LLC,
First Lien
Term Loan,
5.250%,
04/30/18
   

6,370,322

     

0.7

   

EUR

645,000

            CPA Global
Financing,
First Lien
Term Loan
Euro, 4.750%,
11/30/20
   

853,218

     

0.1

   

See Accompanying Notes to Financial Statements

25
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
        Business Equipment &
Services (continued)
 
 

447,750

            CPA Global
Financing,
First Lien
Term Loan
USD, 4.500%,
11/30/20
 

$

450,548

     

0.1

   
 

3,547,248

            First American
Payment
Systems,
First Lien
Term Loan,
5.750%,
09/30/18
   

3,547,248

     

0.4

   
 

1,631,261

            First American
Payment
Systems,
Second Lien,
10.750%,
03/30/19
   

1,631,261

     

0.2

   
 

4,432,355

            GCA Services,
Replacement
Term Loan,
4.269%,
11/01/19
   

4,424,044

     

0.5

   
 

5,000,000

            Interactive Data
Corporation,
Term Loan B,
4.750%,
05/01/21
   

5,020,000

     

0.6

   

EUR

3,400,000

            ION Trading
Technologies
Limited, First
Lien Term
Loan EURO,
4.500%,
06/10/21
   

4,481,391

     

0.5

   
 

522,123

            ION Trading
Technologies
Limited, First
Lien Term
Loan USD,
4.250%,
06/10/21
   

521,470

     

0.1

   
 

1,000,000

            ION Trading
Technologies
Limited,
Second Lien
Term Loan,
7.250%,
06/10/22
   

1,002,188

     

0.1

   
 

5,809,524

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

5,475,476

     

0.6

   
 

2,500,000

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

2,325,000

     

0.3

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

2,992,500

            Knowledge
Universe
Education,
LLC, Term
loan B,
5.250%,
03/20/21
 

$

3,029,906

     

0.3

   
 

2,975,000

     

(1

)

  Learning Care
Group, Term
loan, 5.832%,
05/01/21
   

2,982,438

     

0.3

   
 

3,951,613

            Legal Shield,
First Lien
Term Loan,
6.250%,
07/01/19
   

3,982,487

     

0.5

   
 

2,000,000

            Legal Shield,
Second Lien
Term Loan,
9.750%,
07/01/20
   

2,050,000

     

0.2

   
 

2,465,278

            Miller Heiman,
Inc., Term
Loan B,
6.758%,
09/30/19
   

2,419,054

     

0.3

   
 

2,600,000

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

2,577,250

     

0.3

   
 

3,000,000

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

3,007,500

     

0.3

   
 

750,000

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

756,563

     

0.1

   
 

2,772,000

            RentPath, Inc.,
Term Loan B,
6.250%,
05/29/20
   

2,791,057

     

0.3

   
 

2,256,250

            SGS
International,
Term Loan,
4.250%,
10/17/19
   

2,256,250

     

0.3

   
 

3,030,000

            Ship US Bidco,
Inc. (Worldpay),
Term Loan
B2A-II,
5.250%,
11/30/19
   

3,051,780

     

0.3

   

See Accompanying Notes to Financial Statements

26
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
        Business Equipment &
Services (continued)
 

GBP

1,710,000

            Ship US Bidco,
Inc. (Worldpay),
Term Loan C1,
5.750%,
11/30/19
 

$

2,861,923

     

0.3

   
 

780,000

            Ship US Bidco,
Inc. (Worldpay),
Term Loan C2,
4.750%,
11/29/19
   

784,485

     

0.1

   

EUR

498,750

            Sophos,
Term Loan B
EUR, 5.250%,
01/30/21
   

659,019

     

0.1

   
 

598,500

            Sophos,
Term Loan B
USD, 5.000%,
01/30/21
   

600,994

     

0.1

   
 

4,392,580

            SurveyMonkey.com,
LLC, Term
Loan B,
5.500%,
02/07/19
   

4,432,333

     

0.5

   
 

875,000

            Sutherland
Global
Services,
Term Loan
Cayman,
7.250%,
03/06/19
   

879,375

     

0.1

   
 

1,937,500

            Sutherland
Global
Services,
Term Loan US,
7.250%,
03/06/19
   

1,947,188

     

0.2

   
 

1,540,829

            Transfirst
Holdings, Inc.,
First Lien
Term Loan,
4.250%,
12/27/17
   

1,539,866

     

0.2

   
 

1,971,429

     

(1

)

  Transfirst
Holdings, Inc.,
Second Lien
Term Loan,
06/15/18
   

1,984,572

     

0.2

   
 

1,486,031

     

(1

)

  Wash
Multi-Family
Services, USD
Term Loan,
4.503%,
02/21/19
   

1,486,031

     

0.2

   
                 

135,388,388

     

15.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Cable & Satellite Television: 3.7%

 
 

6,250,000

     

(1

)

  Charter
Communications
Operating,
LLC, TLG,
08/08/21
 

$

6,299,319

     

0.7

   
 

3,249,206

            LIBERTY
CABLEVISION
OF PUERTO
RICO LLC.,
First Lien Term
Facility,
4.500%,
12/31/21
   

3,249,713

     

0.4

   
 

250,000

            LIBERTY
CABLEVISION
OF PUERTO
RICO LLC.,
Second Lien
Facility,
7.750%,
06/30/23
   

250,937

     

0.0

   
 

4,548,655

     

(1

)

  RCN Cable,
Term Loan B,
4.500%,
02/25/20
   

4,561,451

     

0.5

   

GBP

4,750,000

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

7,886,417

     

0.9

   
 

10,207,218

            Wideopenwest
Finance, LLC,
Term Loan B,
4.750%,
04/01/19
   

10,232,736

     

1.2

   
                 

32,480,573

     

3.7

   
       

Chemicals & Plastics: 6.1%

 
 

2,547,200

            Armacell,
First Lien
Term Loan,
5.500%,
06/30/20
   

2,556,752

     

0.3

   
 

5,568,745

            Arysta
LifeScience
Corporation,
First Lien
Term Loan,
4.500%,
05/29/20
   

5,576,402

     

0.6

   

See Accompanying Notes to Financial Statements

27
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Chemicals & Plastics (continued)

 

EUR

1,237,500

            Axalta Coating
Systems (fka
DuPont
Performance
Coatings),
2014 Specified
Refinancing
Euro Term
Loan, 4.250%,
02/02/20
 

$

1,630,891

     

0.2

   
 

2,438,741

            Axalta Coating
Systems (fka
DuPont
Performance
Coatings),
2014 Specified
Refinancing
Term B Loan,
3.750%,
02/02/20
   

2,444,837

     

0.3

   
 

1,920,616

            AZ Chem US
Inc., First Lien
Senior
Secured Term
Loan, 4.500%,
06/13/21
   

1,933,421

     

0.2

   
 

250,000

            AZ Chem US
Inc., Second
Lien Senior
Secured Term
loan, 7.500%,
06/13/22
   

253,125

     

0.0

   
 

1,250,000

            Emerald
Performance
Materials LLC,
First Lien
Term Loan,
4.500%,
08/15/21
   

1,249,531

     

0.2

   
 

1,000,000

            Emerald
Performance
Materials LLC,
Second Lien
Term Loan,
7.750%,
08/15/22
   

1,000,625

     

0.1

   
 

997,500

            Ennis Flint
(a.k.a Road
Infrastructure
Investment
LLC), First
Lien Term
Facility,
4.250%,
04/01/21
   

989,708

     

0.1

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

3,800,000

            Gemini HDPE
LLC, Senior
Secured
Term Loan,
4.750%,
07/31/21
 

$

3,807,915

     

0.4

   
 

650,000

            Houghton
International,
Inc., Second
Lien Term
Loan, 9.500%,
12/20/20
   

659,750

     

0.1

   
 

1,979,850

            Houghton
International,
Inc., USD
Second Lien
Term Loan,
4.000%,
12/20/19
   

1,970,571

     

0.2

   
 

7,723,494

            Ineos US
Finance LLC,
Cash Dollar
Term Loan,
3.750%,
05/04/18
   

7,684,876

     

0.9

   
 

897,750

            Kronos
Worldwide,
Inc., Term
Loan B
Facility,
4.750%,
02/21/20
   

901,004

     

0.1

   
 

1,603,124

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

1,607,132

     

0.2

   
 

831,780

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

833,859

     

0.1

   

EUR

938,757

            Monarch
(Allnex S.a.r.l.),
First Lien Term
Loan Euro,
4.750%,
10/01/19
   

1,235,022

     

0.1

   
 

31,751

            Monarch
(Allnex S.a.r.l.),
Second Lien
Term Loan,
8.250%,
04/01/20
   

32,227

     

0.0

   
 

1,200,000

     

(1

)

  Orion
Engineered
Carbons,
Term loan B
(USD),
07/25/21
   

1,203,000

     

0.1

   

See Accompanying Notes to Financial Statements

28
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Chemicals & Plastics (continued)

 
 

2,327,413

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

$

2,323,049

     

0.3

   
 

1,100,000

            Oxea S.a.r.l.,
Second Lien
Term Loan
USD, 8.250%,
07/15/20
   

1,105,720

     

0.1

   
 

778,136

            Royal
Adhesives &
Sealants,
First Lien
Term Facility,
5.500%,
08/01/18
   

782,757

     

0.1

   
 

2,700,000

     

(1

)

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

2,687,850

     

0.3

   
 

6,998,623

            Univar Inc.,
Term Loan B,
5.000%,
06/30/17
   

7,016,848

     

0.8

   
 

2,893,480

            Vantage
Specialties
Inc.,
Incremental
Term Loan
Facility,
5.000%,
02/10/19
   

2,907,045

     

0.3

   
                 

54,393,917

     

6.1

   
       

Clothing/Textiles: 0.6%

 
 

3,165,258

            Herff Jones,
Inc., First Lien
Term Loan,
5.500%,
06/25/19
   

3,181,084

     

0.4

   
 

1,751,921

            Vince, LLC,
Term Loan,
6.000%,
11/27/19
   

1,769,441

     

0.2

   
                 

4,950,525

     

0.6

   
       

Conglomerates: 1.6%

 
 

3,000,000

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

3,018,750

     

0.3

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

600,000

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

$

594,000

     

0.1

   
 

2,700,000

            ServiceMaster
Company,
Term Loan,
4.250%,
06/30/21
   

2,683,125

     

0.3

   
 

2,570,575

            Waterpik,
First Lien,
5.750%,
07/01/20
   

2,580,215

     

0.3

   
 

5,056,780

            WireCo
WorldGroup,
Inc., Term
Loan B,
6.000%,
02/15/17
   

5,091,545

     

0.6

   
                 

13,967,635

     

1.6

   
       

Containers & Glass Products: 2.9%

 
 

524,700

            Berlin
Packaging,
LLC, First Lien
Term Loan,
4.750%,
04/02/19
   

525,684

     

0.1

   
 

2,397,481

            EveryWare, Inc.,
Term Loan,
9.500%,
05/21/20
   

1,905,997

     

0.2

   
 

3,485,823

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

3,487,277

     

0.4

   
 

4,200,000

            Otter Products,
TLB, 5.750%,
06/03/20
   

4,163,250

     

0.5

   
 

2,662,594

            Pro Mach, Inc.,
Term Loan,
4.500%,
07/06/17
   

2,669,250

     

0.3

   

EUR

962,218

            Reynolds Group
Holdings Inc,
Eur Term
Loan, 4.250%,
12/15/18
   

1,269,443

     

0.1

   
 

9,221,181

            Reynolds Group
Holdings Inc,
USD Term
Loan, 4.000%,
12/15/18
   

9,218,304

     

1.0

   

See Accompanying Notes to Financial Statements

29
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
        Containers & Glass
Products (continued)
 
 

1,600,974

     

(1

)

  WNA Holdings
Inc (a.k.a
Waddington
Group), USD
Term Loan
(Canadian
Borrower),
4.500%,
06/07/20
 

$

1,598,305

     

0.2

   
 

1,353,722

     

(1

)

  WNA Holdings
Inc (a.k.a
Waddington
Group), USD
Upsized Term
Loan (US
Borrower),
4.500%,
05/23/20
   

1,351,466

     

0.1

   
                 

26,188,976

     

2.9

   
       

Cosmetics/Toiletries: 0.4%

 
 

1,911,227

            KIK Custom
Products, Inc.,
First Lien with
Incremental,
5.500%,
04/29/19
   

1,916,005

     

0.2

   
 

2,170,223

            Sun Products
Corporation,
Term Loan B,
5.500%,
03/23/20
   

2,090,647

     

0.2

   
                 

4,006,652

     

0.4

   
       

Diversified Insurance: 5.4%

 
 

6,135,844

            AmWINS
Group, Inc.,
Term Loan B,
5.000%,
09/06/19
   

6,146,072

     

0.7

   
 

2,885,500

            Applied
Systems Inc.,
First Lien
Term Loan,
4.250%,
01/15/21
   

2,884,057

     

0.3

   
 

1,700,000

            Applied
Systems Inc.,
Second Lien
Term Loan,
7.500%,
01/15/22
   

1,717,000

     

0.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

3,217,500

            Cooper Gay
Swett &
Crawford, Ltd.,
First Lien
Term Loan,
5.000%,
04/16/20
 

$

3,008,363

     

0.3

   
 

1,400,000

            Cooper Gay
Swett &
Crawford, Ltd.,
Second Lien
Term Loan,
8.250%,
10/15/20
   

1,267,000

     

0.1

   
 

11,915,138

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

11,837,689

     

1.3

   
 

5,058,310

     

(1

)

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

5,045,032

     

0.6

   
 

6,384,000

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

6,277,266

     

0.7

   
 

4,900,000

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

4,873,457

     

0.6

   
 

5,073,040

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

5,060,357

     

0.6

   
                 

48,116,293

     

5.4

   
       

Drugs: 0.4%

 
 

3,200,000

     

(1

)

  Akorn, Inc.,
Term Loan,
4.500%,
04/17/21
   

3,203,974

     

0.4

   
       

Ecological Services & Equipment: 1.5%

 
 

5,250,000

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

5,276,250

     

0.6

   
 

7,816,996

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

7,714,398

     

0.9

   
                 

12,990,648

     

1.5

   

See Accompanying Notes to Financial Statements

30
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Electronics/Electrical: 15.2%

 
 

2,935,253

            Active Network,
Inc., First Lien
Term Loan,
5.500%,
11/18/20
 

$

2,932,960

     

0.3

   
 

2,693,250

            Aptean
Holdings, Inc.,
First Lien
Term Loan,
5.250%,
02/26/20
   

2,683,150

     

0.3

   
 

700,000

            Aptean
Holdings, Inc.,
Second Lien
Term Loan,
8.500%,
02/26/21
   

698,250

     

0.1

   
 

1,866,667

            Aspect
Software, Inc.,
Term Loan,
7.250%,
05/09/16
   

1,871,722

     

0.2

   
 

6,987,093

            Attachmate
Corporation,
First Lien
Term Loan,
7.250%,
11/22/17
   

7,054,783

     

0.8

   
 

2,359,644

     

(1

)

  Avast Software,
Term Loan,
4.750%,
03/21/20
   

2,368,493

     

0.3

   
 

7,882,030

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

7,895,989

     

0.9

   
 

3,801,606

            Blue Coat
Systems, Inc.,
First Lien
Term Loan,
4.000%,
05/31/19
   

3,780,222

     

0.4

   
 

3,100,000

            Blue Coat
Systems, Inc.,
Second Lien
Term Loan,
9.500%,
06/28/20
   

3,177,500

     

0.4

   

EUR

1,176,274

            BMC Software,
Inc., Term
Loan Euro,
5.500%,
09/10/20
   

1,555,226

     

0.2

   
 

2,400,694

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

2,396,755

     

0.3

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 

EUR

3,721,875

            Dell
International
LLC, Euro
Term Loans,
4.750%,
04/30/20
 

$

4,916,120

     

0.6

   
 

9,900,413

            Dell
International
LLC, Term B
Loans,
4.500%,
04/30/20
   

9,944,410

     

1.1

   
 

2,000,000

     

(1

)

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

2,021,250

     

0.2

   
 

1,452,570

            Epicor Software
Corporation,
Term Loan B-2,
4.000%,
05/16/18
   

1,449,846

     

0.2

   
 

3,627,588

            Epiq Systems,
Inc., Term
Loan, 4.250%,
08/27/20
   

3,636,656

     

0.4

   
 

980,625

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

975,109

     

0.1

   
 

990,019

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

984,450

     

0.1

   
 

1,975,000

            FCI
International
S.A.S., Term
Loan B,
6.250%,
12/31/20
   

1,991,047

     

0.2

   
 

8,382,570

            Freescale
Semiconductor,
Inc., Tranche
B-4 Term
Loan, 4.250%,
03/01/20
   

8,371,220

     

0.9

   
 

2,233,125

            Freescale
Semiconductor,
Inc., Tranche
B-5 Term
Loan, 5.000%,
01/15/21
   

2,241,964

     

0.2

   
 

8,190,197

            Go Daddy
Operating
Company, LLC,
Term Loan,
4.750%,
05/13/21
   

8,169,721

     

0.9

   

See Accompanying Notes to Financial Statements

31
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Electronics/Electrical (continued)

 

EUR

2,468,750

            Greeneden U.S.
Holdings II,
LLC, Euro
Term Loan,
4.750%,
02/08/20
 

$

3,227,595

     

0.4

   
 

1,851,609

            Hyland
Software, Inc.,
First Lien
Term Loan,
4.750%,
02/19/21
   

1,858,553

     

0.2

   
 

6,886,499

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

6,834,850

     

0.8

   
 

10,133,317

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

10,163,403

     

1.1

   
 

3,850,000

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

3,874,062

     

0.4

   

EUR

597,000

            Oberthur
Technologies,
Tranche B-1
Term Loans,
4.750%,
10/15/19
   

788,513

     

0.1

   
 

2,700,935

     

(1

)

  Oberthur
Technologies,
Tranche B-2
Term Loans,
4.500%,
10/15/19
   

2,708,498

     

0.3

   
 

2,019,850

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

2,024,057

     

0.2

   
 

575,000

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

578,834

     

0.1

   
 

4,799,925

            Open Link
Financial, Inc.,
Term Loan,
6.250%,
10/30/17
   

4,814,925

     

0.5

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

8,302,418

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

$

8,206,940

     

0.9

   
 

2,374,194

            RedPrairie
Corporation,
Second Lien
Term Loan,
11.250%,
12/20/19
   

2,283,184

     

0.3

   
 

1,475,000

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

1,468,854

     

0.2

   
 

1,992,423

            Web.com Group,
Inc., Term
Loan, 4.500%,
10/27/17
   

1,999,895

     

0.2

   
 

1,105,263

            Websense, Inc.,
Second Lien
Term Loan,
8.250%,
12/24/20
   

1,103,882

     

0.1

   
 

2,278,076

            Websense, Inc.,
Term Loan B,
4.500%,
06/25/20
   

2,282,822

     

0.3

   
                 

135,335,710

     

15.2

   
       

Financial Intermediaries: 2.0%

 
 

1,736,851

            Duff & Phelps,
Add-On Term
Loan, 4.500%,
04/23/20
   

1,738,661

     

0.2

   
 

3,435,375

     

(1

)

  Guggenheim
Partners
Investment
Management
Holdings, LLC,
Term Loan B,
4.000%,
07/22/20
   

3,425,715

     

0.4

   
 

1,259,063

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

1,241,121

     

0.1

   
 

3,383,000

            Santander
Asset
Management,
Term Loan B-1
USD, 4.250%,
11/30/20
   

3,391,457

     

0.4

   

See Accompanying Notes to Financial Statements

32
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Financial Intermediaries (continued)

 

EUR

995,000

            Santander
Asset
Management,
Term Loan
B-2 EURO,
4.500%,
11/30/20
 

$

1,313,100

     

0.1

   
 

5,286,750

            Trans Union
LLC, Term
Loan B,
4.000%,
03/21/21
   

5,274,855

     

0.6

   
 

1,472,600

            Walker &
Dunlop, Term
Loan, 5.250%,
12/15/20
   

1,487,326

     

0.2

   
                 

17,872,235

     

2.0

   
       

Food Products: 3.9%

 
 

6,412,450

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

6,444,512

     

0.7

   
 

4,500,000

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

4,402,498

     

0.5

   
 

2,040,904

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

2,030,700

     

0.2

   

EUR

364,810

            Atrium
Innovations,
Inc., EUR
First Lien
Term Loan,
4.500%,
02/04/21
   

479,941

     

0.1

   
 

498,750

            Atrium
Innovations,
Inc., USD
First Lien
Term Loan,
4.250%,
02/04/21
   

494,698

     

0.1

   
 

5,537,953

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

5,528,721

     

0.6

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

3,089,487

            Del Monte
Foods
Consumer
Products, Inc.,
First Lien,
4.256%,
02/18/21
 

$

3,058,593

     

0.3

   
 

3,700,000

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

3,561,250

     

0.4

   
 

6,017,621

            NPC
International,
Term Loan,
4.000%,
12/28/18
   

5,912,313

     

0.7

   
 

987,500

            Reddy Ice
Corporation,
First Lien
Term Loan,
6.751%,
05/01/19
   

948,000

     

0.1

   

GBP

1,000,000

            United Biscuits
Holdco
Limited,
Facility B1
(GBP),
4.999%,
07/31/20
   

1,666,117

     

0.2

   
                 

34,527,343

     

3.9

   
       

Food Service: 1.3%

 
 

7,830,375

            CEC
Entertainment,
Inc., First Lien
Term Loan,
4.250%,
02/14/21
   

7,781,435

     

0.9

   
 

4,082,613

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

4,009,465

     

0.4

   
                 

11,790,900

     

1.3

   
       

Food/Drug Retailers: 2.6%

 
 

2,100,000

     

(1

)

  Albertsons LLC,
Term Loan B3,
08/11/19
   

2,101,749

     

0.2

   
 

4,900,000

     

(1

)

  Albertsons LLC,
Term Loan B4,
08/11/21
   

4,911,740

     

0.6

   
 

2,640,638

            Del Taco, Term
Loan, 5.506%,
10/01/18
   

2,651,642

     

0.3

   

See Accompanying Notes to Financial Statements

33
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Food/Drug Retailers (continued)

 
 

3,000,000

     

(1

)

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

$

2,990,001

     

0.3

   
 

1,025,000

     

(1

)

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

1,027,563

     

0.1

   
 

1,945,125

            Roundys
Supermarkets,
Inc., Term
Loan B,
5.750%,
02/20/21
   

1,859,053

     

0.2

   
 

4,996,114

            Supervalu,
Term Loan,
4.500%,
03/21/19
   

4,966,672

     

0.6

   
 

1,000,000

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

1,002,500

     

0.1

   
 

1,916,105

            Vestcom
International,
Inc., Term
Loan, 5.503%,
12/26/18
   

1,918,500

     

0.2

   
                 

23,429,420

     

2.6

   
       

Forest Products: 0.1%

 
 

740,625

            Xerium
Technologies,
Inc., Term
Loan B,
5.750%,
05/01/19
   

744,328

     

0.1

   
       

Health Care: 14.6%

 
 

5,436,375

            Accellent, Inc.,
First Lien
Term Loan,
4.500%,
03/14/21
   

5,383,713

     

0.6

   
 

1,000,000

            Accellent, Inc.,
Second Lien
Term Loan,
7.500%,
03/01/22
   

989,583

     

0.1

   
 

1,875,000

            Aegis Sciences,
First Lien
Term Loan,
5.500%,
02/19/21
   

1,893,750

     

0.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

1,255,875

            ATI Physical
Therapy,
Term Loan B,
5.000%,
12/20/19
 

$

1,263,724

     

0.1

   
 

1,197,000

            CareCore
National, LLC,
Term Loan B,
5.500%,
02/20/21
   

1,205,978

     

0.1

   
 

8,751,101

            Catalent
Pharma
Solutions, Inc.,
USD Term
Loan, 4.500%,
05/08/21
   

8,770,633

     

1.0

   
 

3,056,410

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

3,058,956

     

0.4

   
 

1,717,989

            CHG Medical
Staffing, Inc.,
Upsized
Second Lien
Term Loan,
9.000%,
11/19/20
   

1,733,022

     

0.2

   
 

2,686,500

            CHS/Community
Health
Systems, Inc.,
Term Loan D,
4.250%,
01/27/21
   

2,697,834

     

0.3

   
 

6,387,468

            Connolly/iHealth
Technologies,
First Lien,
5.000%,
05/12/21
   

6,448,679

     

0.7

   
 

2,000,000

            Connolly/iHealth
Technologies,
Second Lien,
8.000%,
05/12/22
   

2,020,000

     

0.2

   
 

3,747,636

            DJO Finance
LLC, First Lien
Term Loan,
4.250%,
09/05/17
   

3,751,852

     

0.4

   
 

4,225,625

     

(1

)

  Envision
Pharmaceutical
Services, First
Lien Term
Loan, 5.750%,
11/04/20
   

4,262,599

     

0.5

   
 

1,410,750

            Harvard Drug
Group LLC,
Term Loan
B-1, 5.000%,
08/15/20
   

1,416,040

     

0.2

   

See Accompanying Notes to Financial Statements

34
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Health Care (continued)

 
 

2,625,000

     

(1

)

  Healogics, Inc.,
First Lien
Term Loan,
5.250%,
06/30/21
 

$

2,626,641

     

0.3

   
 

2,500,000

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

2,473,438

     

0.3

   
 

6,154,994

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

6,165,765

     

0.7

   
 

4,412,360

            Ikaria
Acquisition
Inc., First Lien
Term Loan,
5.000%,
02/05/21
   

4,424,079

     

0.5

   
 

1,350,000

            Ikaria
Acquisition
Inc., Second
Lien Term
Loan, 8.750%,
02/05/22
   

1,373,625

     

0.2

   
 

4,863,622

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

4,873,753

     

0.6

   
 

5,739,736

            Kinetic
Concepts,
Inc., E-1,
4.000%,
05/04/18
   

5,723,337

     

0.6

   
 

2,143,868

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

2,148,334

     

0.2

   
 

5,438,750

            MedSolutions
Holdings, Inc.,
Term Loan B,
6.500%,
07/08/19
   

5,459,145

     

0.6

   
 

8,500,000

            Millennium
Laboratories,
LLC, Term
Loan B,
5.250%,
04/15/21
   

8,521,182

     

1.0

   
 

2,404,391

            Multiplan, Inc,
Term loan,
4.000%,
04/01/21
   

2,395,875

     

0.3

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

925,000

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

$

926,542

     

0.1

   
 

8,010,252

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

8,032,281

     

0.9

   
 

2,942,245

            Onex
Carestream
Finance LP,
Second Lien,
9.500%,
11/30/19
   

2,994,961

     

0.3

   
 

5,007,855

            Par
Pharmaceutical
Companies,
B-2, 4.000%,
09/28/19
   

4,987,513

     

0.6

   
 

4,265,810

            Pharmaceutical
Product
Development,
Inc., Term
Loan B-1,
4.000%,
12/05/18
   

4,273,275

     

0.5

   
 

2,066,013

            Press Ganey,
First Lien,
4.250%,
04/20/18
   

2,066,013

     

0.2

   
 

2,820,202

            Progressive
Solutions, Inc.,
First Lien,
5.500%,
10/22/20
   

2,826,373

     

0.3

   
 

2,100,000

     

(1

)

  Sterigenics
International
LLC, Term
loan, 4.500%,
08/05/21
   

2,098,251

     

0.2

   
 

2,613,095

     

(1

)

  Surgery Center
Holdings, Inc.,
First Lien
Term Loan,
07/24/20
   

2,616,362

     

0.3

   
 

1,838,356

            Surgical Care
Affiliates LLC,
Class C
Term Loan,
4.000%,
06/29/18
   

1,838,356

     

0.2

   
 

543,125

            Truven Health,
Inc., Term
Loan B,
4.500%,
05/23/19
   

542,446

     

0.1

   

See Accompanying Notes to Financial Statements

35
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Health Care (continued)

 
 

5,604,186

            United Surgical
Partners
International,
Inc.,
Incremental
Term Loan,
4.750%,
04/03/19
 

$

5,613,993

     

0.6

   
                 

129,897,903

     

14.6

   
       

Home Furnishings: 1.7%

 
 

8,829,111

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

8,842,213

     

1.0

   
 

3,375,000

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

3,382,911

     

0.4

   
 

1,330,941

            Hunter Fan
Company,
First Lien
Term Loan,
6.500%,
12/31/17
   

1,332,604

     

0.1

   
 

1,979,899

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

1,983,303

     

0.2

   
                 

15,541,031

     

1.7

   
       

Industrial Equipment: 6.8%

 
 

5,554,366

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

5,541,057

     

0.6

   
 

2,429,384

            Alliance Laundry
Systems LLC,
First Lien
Term Loan,
4.250%,
12/10/18
   

2,436,471

     

0.3

   
 

1,329,843

            Ameriforge
Group Inc.,
Upsized First
Lien Term
Loan, 5.000%,
12/19/19
   

1,337,046

     

0.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

582,500

            Ameriforge
Group Inc.,
Upsized
Second Lien
Term Loan,
8.750%,
12/19/20
 

$

594,878

     

0.1

   
 

3,530,625

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

3,475,900

     

0.4

   
 

574,748

            Aquilex LLC
(a.k.a
Hydrochem),
Term Loan,
5.000%,
12/31/20
   

573,311

     

0.1

   
 

1,054,047

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

1,055,584

     

0.1

   
 

104,512

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

104,664

     

0.0

   
 

317,304

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

317,767

     

0.0

   

EUR

690,097

            CeramTec
GmbH, Euro
Term B-1
Loan, 4.750%,
08/30/20
   

914,120

     

0.1

   

EUR

209,903

            CeramTec
GmbH, Euro
Term B-2
Loan, 4.750%,
08/30/20
   

278,043

     

0.0

   
 

4,562,470

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

4,571,499

     

0.5

   
 

686,550

            Filtration Group
Corporation,
First Lien
Term Loan,
4.500%,
11/30/20
   

689,811

     

0.1

   

EUR

3,402,857

            Gardner Denver,
Inc., Term
Loan B Euro,
4.750%,
07/30/20
   

4,493,540

     

0.5

   

See Accompanying Notes to Financial Statements

36
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Industrial Equipment (continued)

 
 

5,210,625

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

$

5,204,471

     

0.6

   
 

6,729,150

            Harvey Gulf
International
Marine, LLC,
Upsized Term
Loan B,
5.500%,
06/15/20
   

6,725,994

     

0.8

   
 

2,697,727

            International
Equipment
Solutions, LLC,
Term Loan,
6.750%,
08/31/19
   

2,709,530

     

0.3

   
 

7,188,238

     

(1

)

  Rexnord
Corporation/
RBS Global,
Inc., First Lien
Term Loan,
4.000%,
08/30/20
   

7,158,076

     

0.8

   
 

2,400,000

            Sensus Metering
Systems Inc.,
New Second
Lien Term
Loan, 8.500%,
05/09/18
   

2,406,751

     

0.3

   
 

409,757

            Sensus Metering
Systems Inc.,
Upsized First
Lien Term
Loan, 4.750%,
05/09/17
   

409,501

     

0.0

   
 

4,740,740

            Signode
Industrial
Group, US
Dollar Tranche
Term Loan,
4.000%,
05/01/21
   

4,712,562

     

0.5

   
 

897,750

            SunSource,
First Lien
Term Loan,
4.750%,
02/15/21
   

900,696

     

0.1

   

EUR

1,126,231

            Terex
Corporation,
Term Loan
Euro Tranche,
4.000%,
08/06/21
   

1,485,360

     

0.2

   
 

1,097,250

            VAT Holding,
Term Loan B,
4.750%,
02/28/21
   

1,099,651

     

0.1

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

915,400

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

$

915,972

     

0.1

   
 

325,000

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

325,406

     

0.0

   
                 

60,437,661

     

6.8

   
       

Leisure Goods/Activities/Movies: 5.8%

 
 

7,500,000

            24 Hour Fitness
Worldwide, Inc,
Term Loan B,
4.750%,
05/15/21
   

7,528,125

     

0.9

   
 

9,865,898

     

(1

)

  Delta2 Sarl
Luxembourg
(Formula One
World
Championship),
Facility B3,
4.750%,
07/31/21
   

9,822,735

     

1.1

   
 

3,000,000

     

(1

)

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

3,026,250

     

0.4

   
 

2,962,500

            Equinox
Holdings, Inc.,
First Lien
Term Loan,
4.250%,
02/01/20
   

2,960,648

     

0.3

   
 

6,497,308

            FGI Operating,
Fungible Term
Loan B AddOn,
5.500%,
04/19/19
   

6,541,977

     

0.7

   
 

7,600,000

            Fitness
International,
LLC., Term
Loan B,
5.500%,
06/20/20
   

7,581,000

     

0.9

   
 

285,714

            NEP/NCP
Holdco, Inc.,
Second Lien,
9.500%,
07/23/20
   

291,429

     

0.0

   

See Accompanying Notes to Financial Statements

37
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
        Leisure Goods/Activities/
Movies (continued)
 
 

5,385,016

            NEP/NCP
Holdco, Inc.,
Term Loan B
with Add-On,
4.250%,
01/22/20
 

$

5,363,982

     

0.6

   
 

2,835,525

            SRAM, LLC,
First Lien
Term Loan,
4.017%,
04/10/20
   

2,803,625

     

0.3

   
 

2,950,000

            TWCC Holding
Corporation,
Second Lien
Term Loan,
7.000%,
06/26/20
   

2,917,736

     

0.3

   
 

2,515,626

            Wilton Brands,
Inc., Term
Loan, 7.500%,
08/31/18
   

2,388,272

     

0.3

   
                 

51,225,779

     

5.8

   
       

Lodging & Casinos: 6.4%

 

EUR

1,500,000

            Amaya Gaming
Group Inc.,
First Lien
Euro TL,
5.250%,
07/31/21
   

1,956,760

     

0.2

   
 

11,990,049

     

(1

)

  Amaya Gaming
Group Inc.,
First Lien
Term Loan B,
5.000%,
07/31/21
   

11,903,876

     

1.3

   
 

2,500,000

            Amaya Gaming
Group Inc.,
Second Lien
Term Loan,
8.000%,
07/31/22
   

2,540,625

     

0.3

   
 

1,326,600

            American
Casino and
Entertainment
Properties
LLC, First Lien
Term Loan,
4.500%,
07/02/19
   

1,333,233

     

0.2

   
 

1,895,833

            Boyd Gaming
Corporation,
Term Loan B,
4.000%,
08/14/20
   

1,888,724

     

0.2

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

500,000

            Centaur
Acquisition,
LLC, Second
Lien Term
Loan, 8.750%,
02/21/20
 

$

507,500

     

0.1

   
 

7,046,324

            CityCenter
Holdings, LLC,
Term Loan,
4.250%,
10/15/20
   

7,049,847

     

0.8

   
 

535,170

     

^,(2),(3)

    Fontainebleau
Las Vegas,
LLC, Delayed
Draw Term
Loan,
06/06/14
   

105,696

     

0.0

   
 

1,070,339

     

^,(2),(3)

    Fontainebleau
Las Vegas,
LLC, Term
Loan,
06/06/14
   

211,392

     

0.0

   
 

1,529,813

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

1,552,760

     

0.2

   
 

3,569,563

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

3,623,106

     

0.4

   
 

800,000

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

828,000

     

0.1

   
 

2,847,619

            La Quinta, First
Lien Term
Loan, 4.000%,
04/14/21
   

2,846,432

     

0.3

   
 

2,954,947

            Peppermill
Casinos, Inc.,
Term Loan B,
7.250%,
11/09/18
   

3,010,352

     

0.3

   
 

6,947,654

            Scientific Games
International,
Inc., Term
Loan B,
4.250%,
09/30/20
   

6,873,217

     

0.8

   
 

6,933,301

            Station Casinos
LLC, Term
Loan, 4.250%,
02/28/20
   

6,921,382

     

0.8

   

See Accompanying Notes to Financial Statements

38
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Lodging & Casinos (continued)

 
 

3,500,000

            Twin River
Management
Group, Inc.,
Term Loan B,
5.250%,
06/30/20
 

$

3,502,915

     

0.4

   
                 

56,655,817

     

6.4

   
       

Mortgage REITs: 0.6%

 
 

2,600,000

            International
Market
Centers, First
Lien Term
Loan, 5.250%,
08/11/20
   

2,587,000

     

0.3

   
 

3,000,000

     

(1

)

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

2,985,000

     

0.3

   
                 

5,572,000

     

0.6

   
       

Nonferrous Metals/Minerals: 0.8%

 
 

6,265,685

            Fairmount
Minerals, Ltd.,
Tranche B-2
Term Loans,
4.500%,
09/01/19
   

6,292,314

     

0.7

   
 

497,500

            TMS
International,
Term B Loan,
4.500%,
11/01/20
   

497,599

     

0.1

   
                 

6,789,913

     

0.8

   
       

Oil & Gas: 1.0%

 
 

4,113,290

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

4,136,427

     

0.5

   
 

469,415

            Crestwood
Holdings LLC,
Term Loan,
7.000%,
05/30/19
   

478,608

     

0.0

   
 

3,158,935

            FTS
International,
Inc. (fka
FracTech),
Term Loan,
5.750%,
04/30/21
   

3,183,616

     

0.4

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

350,000

     

(1

)

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

$

353,500

     

0.0

   
 

750,000

     

(1

)

  Southcross
Holdings L.P.,
Term Loan B,
08/04/21
   

753,281

     

0.1

   
                 

8,905,432

     

1.0

   
       

Publishing: 4.0%

 
 

620,073

            Caribe Media
Inc., Term
Loan,
10.000%,
11/18/14
   

616,973

     

0.1

   
 

5,087,250

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

5,132,801

     

0.6

   
 

744,870

            Dex Media East,
LLC, Term
Loan, 6.000%,
12/30/16
   

653,158

     

0.1

   
 

2,529,370

            Dex Media West,
LLC, Term
Loan, 7.471%,
12/30/16
   

2,430,302

     

0.3

   
 

2,000,000

     

(1

)

  Flint Group
Holdings
S.A.R.L.,
Second Lien,
04/30/22
   

1,996,666

     

0.2

   
 

3,904,535

     

(1

)

  Flint Group
Holdings
S.A.R.L., USD
TL B2,
5.584%,
04/30/21
   

3,899,654

     

0.4

   
 

645,465

     

(1

)

  Flint Group
Holdings
S.A.R.L., USD
TL C, 5.584%,
04/30/21
   

644,658

     

0.1

   
 

326,104

     

(2

)

  HIBU PLC (fka
Yell Group
PLC), Facility
A2, 5.231%,
03/18/19
   

305,723

     

0.0

   

EUR

29,594

   

X,(2)

  HIBU PLC (fka
Yell Group
PLC), Spanish
facility,
1.500%,
03/18/19
   

     

0.0

   

See Accompanying Notes to Financial Statements

39
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Publishing (continued)

 
 

1,690,087

            McGraw Hill
Global
Education,
TLB, 5.750%,
03/22/19
 

$

1,704,876

     

0.2

   
 

1,216,316

            Merrill
Communications,
LLC, Term
Loan B,
5.750%,
03/10/14
   

1,231,520

     

0.1

   
 

1,654,115

            Nelson Canada,
First Lien-C$
330 mm,
2.810%,
07/03/14
   

1,388,629

     

0.2

   
 

3,076,750

            Penton Media,
Inc., First Lien,
5.500%,
09/30/19
   

3,107,518

     

0.4

   
 

1,250,000

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

1,260,937

     

0.1

   
 

2,564,508

            R.H. Donnelley
Corporation,
Term Loan,
9.750%,
12/31/16
   

2,005,124

     

0.2

   
 

4,570,026

            SuperMedia,
Inc., Term
Loan,
11.600%,
12/30/16
   

3,961,641

     

0.4

   
 

5,208,090

            Tribune
Company,
Term Loan B,
4.000%,
12/31/20
   

5,211,314

     

0.6

   
                 

35,551,494

     

4.0

   
       

Radio & Television: 4.4%

 
 

13,921,330

            Clear Channel
Communications,
Inc., TLE,
7.657%,
07/30/19
   

13,903,928

     

1.6

   
 

5,364,768

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

5,353,035

     

0.6

   
 

454,923

            Hubbard Radio
LLC, Tranche 1
Term Loan,
4.500%,
04/29/19
   

456,060

     

0.1

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

1,268,625

            Learfield
Communications,
Inc, First Lien
Term Loan,
4.500%,
10/08/20
 

$

1,271,797

     

0.1

   
 

812,500

     

(1

)

  Learfield
Communications,
Inc., Second
Lien Term
Loan, 8.750%,
10/08/21
   

824,688

     

0.1

   
 

3,319,209

            Media General,
Inc., DDTerm
Loan-B,
4.250%,
07/31/20
   

3,324,048

     

0.4

   
 

1,685,833

            Salem
Communications
Corporation,
Term Loan B,
4.500%,
03/31/20
   

1,678,458

     

0.2

   
 

4,628,906

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

4,607,414

     

0.5

   
 

7,334,331

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

7,300,718

     

0.8

   
                 

38,720,146

     

4.4

   
       

Retailers (Except Food & Drug): 15.1%

 
 

4,868,913

            99 Cents Only
Stores, Term
Loan Facility,
4.500%,
01/15/19
   

4,870,944

     

0.6

   
 

1,450,000

     

(1

)

  Abercrombie &
Fitch
Management
Co., Term
Loan B,
07/31/21
   

1,446,375

     

0.2

   
 

5,850,788

            Academy Ltd.,
Term Loan
(2012 refi),
4.500%,
08/03/18
   

5,849,875

     

0.7

   

EUR

2,285,000

            Action Holding
B.V., Facility C,
5.209%,
03/08/19
   

3,023,957

     

0.3

   

See Accompanying Notes to Financial Statements

40
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
        Retailers (Except Food &
Drug) (continued)
 
 

17,797,411

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

$

17,735,441

     

2.0

   
 

4,000,000

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

4,055,832

     

0.5

   
 

5,242,493

            Burlington Coat
Factory, Term
Loan B,
4.250%,
07/23/21
   

5,204,816

     

0.6

   
 

5,355,034

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

5,367,083

     

0.6

   
 

9,955,921

            Hudson's Bay
Company,
Term Loan,
4.750%,
10/15/20
   

10,041,482

     

1.1

   
 

1,995,000

            J. Crew, TLB,
4.000%,
03/01/21
   

1,961,959

     

0.2

   
 

1,795,500

            Lands' End, Inc.,
TLB, 4.250%,
03/17/21
   

1,782,782

     

0.2

   
 

4,834,700

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

4,818,837

     

0.5

   
 

5,500,000

            Men's
Wearhouse,
Term Loan,
4.500%,
07/01/21
   

5,536,921

     

0.6

   
 

3,990,000

            National Vision,
Inc., First Lien
Term Loan,
4.000%,
03/13/21
   

3,932,644

     

0.4

   
 

1,300,000

            National Vision,
Inc., Second
Lien Term
Loan, 6.750%,
03/13/22
   

1,290,250

     

0.1

   
 

12,900,188

            Neiman Marcus
Group, Inc,
Term Loan,
4.250%,
10/31/20
   

12,824,399

     

1.4

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

5,938,738

            Ollie's Holdings,
Inc., Term
Loan, 4.750%,
09/28/19
 

$

5,931,315

     

0.7

   
 

5,565,493

            OneStopPlus,
First Lien
Term Loan,
4.500%,
03/15/21
   

5,523,752

     

0.6

   
 

5,873,081

            Party City
Holdings Inc,
Term Loan B,
4.000%,
07/29/19
   

5,820,224

     

0.7

   
 

3,176,131

     

(1

)

  Payless
ShoeSource,
First Lien
Term Loan,
5.000%,
03/05/21
   

3,172,729

     

0.4

   
 

2,716,694

            Pep Boys, Term
Loan B,
4.250%,
10/11/18
   

2,712,450

     

0.3

   
 

6,272,280

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

6,284,040

     

0.7

   
 

2,645,614

            Sleepy's
Holdings, LLC,
Term Loan,
5.000%,
03/30/19
   

2,632,386

     

0.3

   
 

2,170,000

            Stuart Weitzman
Holdings, LLC,
Term Loan,
4.500%,
04/08/20
   

2,159,601

     

0.2

   
 

1,745,625

            Talbots Inc.
(The), First
Lien Term
Loan, 4.750%,
03/20/20
   

1,745,625

     

0.2

   
 

3,000,000

            The Gymboree
Corporation,
Term Loan B,
5.000%,
02/23/18
   

2,413,125

     

0.3

   
 

6,836,979

            Toys "R" Us, Inc.,
Term Loan B-1,
6.000%,
09/01/16
   

6,341,298

     

0.7

   
                 

134,480,142

     

15.1

   
       

Steel: 0.3%

 
 

2,616,362

            FMG Resources
(August 2006)
Pty Ltd., Term
Loan, 3.750%,
06/30/19
   

2,610,002

     

0.3

   

See Accompanying Notes to Financial Statements

41
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Surface Transport: 1.0%

 
 

1,154,501

            Baker Tanks,
Inc., Term
Loan, 4.250%,
02/15/20
 

$

1,135,740

     

0.1

   
 

2,700,000

     

(1

)

  Goodpack Ltd.,
First Lien
Term Loan,
08/05/21
   

2,703,375

     

0.3

   
 

1,000,000

     

(1

)

  Goodpack Ltd.,
Second Lien
Term Loan,
07/30/22
   

1,003,125

     

0.1

   
 

1,000,000

            OSG Bulk
Ships, Inc.,
First Lien
Term Loan,
5.250%,
07/30/19
   

1,005,313

     

0.1

   
 

450,000

            V.Group, TL B,
5.000%,
06/30/21
   

451,125

     

0.1

   
 

2,991,309

            Wabash
National
Corporation,
Term Loan B,
4.500%,
05/15/19
   

2,999,724

     

0.3

   
                 

9,298,402

     

1.0

   
       

Telecommunications: 6.7%

 
 

9,492,661

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

9,535,890

     

1.1

   
 

1,750,000

            Asurion, LLC,
Second Lien
Term Loan,
8.500%,
02/28/21
   

1,811,798

     

0.2

   
 

5,796,933

            Avaya Inc.,
Term B-3
Loan, 4.655%,
10/26/17
   

5,646,833

     

0.6

   
 

4,128,425

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

4,142,618

     

0.5

   
 

3,950,150

            Consolidated
Communications,
Inc., Term
Loan B,
4.250%,
12/19/20
   

3,973,357

     

0.4

   
Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
 

4,176,466

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

$

4,163,415

     

0.5

   
 

1,700,000

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

1,693,095

     

0.2

   
 

2,672,606

            Hawaiian
Telcom
Communications,
Inc., Term
Loan B,
5.000%,
06/06/19
   

2,689,644

     

0.3

   
 

2,300,000

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

2,295,688

     

0.3

   
 

3,811,500

            Lightower Fiber
Networks,
First Lien
Term Loan,
4.000%,
04/13/20
   

3,794,794

     

0.4

   
 

1,999,888

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

2,002,888

     

0.2

   
 

3,052,127

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

3,028,283

     

0.3

   
 

5,946,346

            U.S. Telepacific
Corp, First
Lien Term
Loan, 5.750%,
02/23/17
   

5,961,212

     

0.7

   
 

1,920,188

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

1,919,673

     

0.2

   
 

7,124,829

            Zayo Group,
LLC, Term
Loan B,
4.000%,
07/02/19
   

7,107,573

     

0.8

   
                 

59,766,761

     

6.7

   

See Accompanying Notes to Financial Statements

42
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Principal
Amount†
 

  Borrower/
Tranche
Description
 

Fair Value

  Percentage
of Net
Assets
 
       

Utilities: 1.2%

 
 

2,437,416

            Atlantic Power
Limited
Partnership,
Term Loan,
4.750%,
02/28/21
 

$

2,452,650

     

0.3

   
 

1,030,000

            Energy Future
Intermediate
Holding
Company LLC,
First Lien DIP,
4.250%,
06/11/16
   

1,035,043

     

0.1

   
 

264,753

     

(2

)

  Longview Power,
LLC, DIP
Facility,
3.900%,
11/19/16
   

410,367

     

0.0

   
 

3,736,640

     

^,(2),(3)

    Longview Power,
LLC, Extended
Term Loan,
10/31/17
   

2,326,059

     

0.3

   
 

2,000,000

     

(1

)

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

1,945,000

     

0.2

   
 

2,241,820

            Utility Services
Associates,
Term Loan,
6.750%,
10/18/19
   

2,247,424

     

0.3

   
                 

10,416,543

     

1.2

   
                Total Senior
Loans
(Cost
$1,288,703,330)
   

1,283,352,769

     

144.4

   

OTHER CORPORATE DEBT: —%

     
       

Publishing: —%

 
 

639,053

     

^,X,(2),(3)

    HIBU PLC (fka
Yell Group
PLC), Facility
B2, 03/18/24
   

     

0.0

   
                Total Other
Corporate
Debt
(Cost $219,510)
   

     

0.0

   

Shares

 

  Borrower/
Tranche
Description
 

Value

  Percentage
of Net
Assets
 

EQUITIES AND OTHER ASSETS: 0.7%

     
 

154

     

@,X

    AR
Broadcasting
(Warrants)
 

$

     

0.0

   
 

888,534

     

@,R,X

    Ascend Media
(Residual
Interest)
   

     

0.0

   
 

3,160

     

@,X

    Caribe Media
Inc.
   

     

0.0

   
 

178,416

     

@

    Cengage
Learning
   

5,709,312

     

0.6

   
 

14,294

     

@

   

Dex Media Inc.

   

163,095

     

0.0

   
 

246,734

     

@,X

    EAGLE TOPCO
2013 LTD
   

     

0.0

   
 

35,504

     

@,X

    Everyware
Global Inc.
Warrants
   

     

0.0

   
 

8

     

@,X

    Faith Media
Holdings, Inc.
(Residual
Interest)
   

87,288

     

0.0

   
 

92,471

     

@

    Glodyne
Techoserve,
Ltd.
   

6,926

     

0.0

   
 

498,762

     

@,X

   

GTS Corp.

   

     

0.0

   
 

15,539

     

@

   

Hawaiian Telcom

   

427,322

     

0.1

   
 

291

   

R,X

  Lincoln Paper &
Tissue, LLC
   

     

0.0

   
 

5,933,579

     

@,R,X

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

     

0.0

   
 

106,702

     

@,X

    Northeast
Biofuels
(Residual
Interest)
   

     

0.0

   
 

19,404

     

@,X

    U.S. Shipping
Partners, L.P.
   

     

0.0

   
 

275,292

     

@,X

    U.S. Shipping
Partners, L.P.
(Contingency
Rights)
   

     

0.0

   
                Total Equities
and Other
Assets
(Cost
$7,494,092)
   

6,393,943

     

0.7

   

See Accompanying Notes to Financial Statements

43
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Shares

 

  Borrower/
Tranche
Description
 

Value

  Percentage
of Net
Assets
 
        Total
Investments
(Cost
$1,296,416,932)
 

$

1,289,746,712

     

145.1

   
        Liabilities in
Excess of
Other Assets
   

(400,683,310

)

   

(45.1

)

 
       

Net Assets

 

$

889,063,402

     

100.0

   

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

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

@  Non-income producing security

R  Restricted Security

X  Fair value determined by Voya funds Valuation Committee appointed by the Board of Directors/Trustees.

^  This Senior Loan Interest is non-income producing.

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

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

(3)  Loan is on non-accrual basis.

EUR  EU Euro

GBP  British Pound

  Cost for federal income tax purposes is $1,296,527,154.

Net unrealized depreciation consists of:

 

Gross Unrealized Appreciation

 

$

6,353,925

   

Gross Unrealized Depreciation

   

(13,134,367

)

 

Net Unrealized Depreciation

 

$

(6,780,442

)

 

See Accompanying Notes to Financial Statements

44
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

Fair Value Measurements^

The following is a summary of the fair valuations according to the inputs used as of August 31, 2014 in valuing the assets and liabilities:

    Quoted Prices in
Active Markets
for Identical
Investments
(Level 1)
  Significant
Other
Observable
Inputs
(Level 2)
  Significant
Unobservable
Inputs
(Level 3)
  Fair Value
at
August 31, 2014
 

Asset Table

 

Investments, at fair value

 

Equities and Other Assets

 

$

5,709,312

   

$

170,021

   

$

514,610

   

$

6,393,943

   

Other Corporate Debt

   

     

     

     

   

Senior Loans

   

     

1,283,352,769

     

     

1,283,352,769

   

Total Investments, at fair value

 

$

5,709,312

   

$

1,283,522,790

   

$

514,610

   

$

1,289,746,712

   

Other Financial Instruments+

 

Forward Foreign Currency Contracts

   

     

1,062,224

     

     

1,062,224

   

Unfunded commitments

   

     

190,419

     

     

190,419

   

Total Assets

 

$

5,709,312

   

$

1,284,775,433

   

$

514,610

   

$

1,290,999,355

   

^  See Note 2, "Significant Accounting Policies" in the Notes to Financial Statements for additional information.

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

At August 31, 2014, the following forward foreign currency contracts were outstanding for the Voya Prime Rate Trust:

Counterparty

 

Currency

  Contract
Amount
 

Buy/Sell

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

State Street Bank

 

EU Euro

   

35,735,000

   

Sell

 

09/23/14

 

$

47,830,225

   

$

46,959,242

   

$

870,983

   

State Street Bank

 

British Pound

   

10,260,000

   

Sell

 

09/23/14

   

17,221,718

     

17,030,477

     

191,241

   
                           

$

1,062,224

   

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

The fair value of derivative instruments as of August 31, 2014 was as follows:

Derivatives not accounted for as hedging instruments

  Location on Statement
of Assets and Liabilities
 

Fair Value

 

Asset Derivatives

 

Foreign exchange contracts

 

Unrealized appreciation on forward foreign currency contracts

 

$

1,062,224

   

Total Asset Derivatives

     

$

1,062,224

   

The effect of derivative instruments on the Trust's Statement of Operations for the period ended August 31, 2014 was as follows:

Derivatives not accounted for as hedging instruments

  Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
Forward foreign currency contracts
 

Foreign exchange contracts

 

$

334,512

   

Total

 

$

334,512

   

Derivatives not accounted for as hedging instruments

  Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
Forward foreign currency contracts
 

Foreign exchange contracts

 

$

2,361,157

   

Total

 

$

2,361,157

   

See Accompanying Notes to Financial Statements

45
 

  PORTFOLIO OF INVESTMENTS
VOYA PRIME RATE TRUST  
AS OF AUGUST 31, 2014 (UNAUDITED) (CONTINUED)

The following is a summary by counterparty of the fair value of OTC derivative instruments subject to Master Netting Agreements and collateral pledged (received), if any, at August 31, 2014:

   

State Street Bank

 

Assets:

 

Forward foreign currency contracts

 

$

1,062,224

   

Total Assets

 

$

1,062,224

   

Net OTC derivative instruments by counterparty, at fair value

 

$

1,062,224

   

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

 

$

   
Net Exposure(1)   

$

1,062,224

   

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

See Accompanying Notes to Financial Statements

46
 

Voya Prime Rate Trust

SHAREHOLDER MEETING INFORMATION (Unaudited)

An annual shareholder meeting of Voya Prime Rate Trust was held July 2, 2014, at the offices of Voya Investment Management, 7337 East Doubletree Ranch Road, Suite 100, Scottsdale, AZ 85258.

Proposals:

1  To elect 12 nominees to the Board of Trustees of Voya Prime Rate Trust.

   

Proposal

  Shares
voted for
  Shares voted
against or
withheld
  Shares
abstained
  Broker
non-vote
  Total Shares
Voted
 

Voya Prime Rate Trust

 

Colleen D. Baldwin

   

1

*

   

122,796,126.216

     

3,125,995.924

     

0.000

     

0.000

     

125,922,122.140

   

John V. Boyer

   

1

*

   

122,912,401.304

     

3,009,720.836

     

0.000

     

0.000

     

125,922,122.140

   

Patricia W. Chadwick

   

1

*

   

122,896,830.867

     

3,025,291.273

     

0.000

     

0.000

     

125,922,122.140

   

Albert E. DePrince, Jr.

   

1

*

   

122,821,472.590

     

3,100,649.550

     

0.000

     

0.000

     

125,922,122.140

   

Peter S. Drotch

   

1

*

   

70,688,413.115

     

55,233,709.025

     

0.000

     

0.000

     

125,922,122.140

   

J. Michael Earley

   

1

*

   

122,919,764.294

     

3,002,357.846

     

0.000

     

0.000

     

125,922,122.140

   

Russell H. Jones

   

1

*

   

122,801,736.395

     

3,120,385.745

     

0.000

     

0.000

     

125,922,122.140

   

Patrick W. Kenny

   

1

*

   

122,783,176.115

     

3,138,946.025

     

0.000

     

0.000

     

125,922,122.140

   

Joseph E. Obermeyer

   

1

*

   

122,940,296.955

     

2,981,825.185

     

0.000

     

0.000

     

125,922,122.140

   

Sheryl K. Pressler

   

1

*

   

122,832,852.490

     

3,089,269.650

     

0.000

     

0.000

     

125,922,122.140

   

Roger B. Vincent

   

1

*

   

122,858,323.016

     

3,063,799.124

     

0.000

     

0.000

     

125,922,122.140

   

Shaun P. Mathews

   

1

*

   

77,845,961.113

     

48,076,161.027

     

0.000

     

0.000

     

125,922,122.140

   

*  Proposal Passed

47
 

Voya Prime Rate Trust

ADDITIONAL INFORMATION (Unaudited)

SHAREHOLDER INVESTMENT PROGRAM

The Trust offers a Shareholder Reinvestment Program (the "Program") which allows holders of the Trust's common shares a simple way to reinvest dividends and capital gains distributions, if any, in additional common shares of the Trust. The Program also offers holders of the Trust's common shares the ability to make optional cash investments in any amount from $100 to $100,000 on a monthly basis.

For dividend and capital gains distribution reinvestment purposes, BNY will purchase shares of the Trust on the open market when the market price plus estimated fees is less than the NAV on the valuation date. The Trust will issue new shares for dividend and capital gains distribution reinvestment purchases when the market price plus estimated fees is equal to or exceeds the net asset value on the valuation date. New shares may be issued at the greater of: (i) NAV; or (ii) the market price of the shares during the pricing period, minus a discount of 5%.

For optional cash investments, shares will be purchased on the open market by BNY when the market price plus estimated fees is less than the NAV on the valuation date. New shares will be issued by the Trust for optional cash investments when the market price plus estimated fees is equal to or exceeds the net asset value on the valuation date. Such shares will be issued at a discount to market, determined by the Trust, between 0% and 5%.

There is no charge to participate in the Program. Participants may elect to discontinue participation in the Program at any time. Participants will share, on a pro rata basis, in the fees or expenses of any shares acquired in the open market.

Participation in the Program is not automatic. If you would like to receive more information about the Program or if you desire to participate, please contact your broker or the Trust's Shareholder Services Department at (800) 336-3436.

KEY FINANCIAL DATES — CALENDAR 2014 DIVIDENDS:

DECLARATION DATE  

EX-DIVIDEND DATE

 

PAYABLE DATE

 
January 31, 2014  

February 6, 2014

 

February 25, 2014

 
February 28, 2014  

March 6, 2014

 

March 24, 2014

 
March 31, 2014  

April 8, 2014

 

April 22, 2014

 
April 30, 2014  

May 8, 2014

 

May 22, 2014

 
May 30, 2014  

June 6, 2014

 

June 23, 2014

 
June 30, 2014  

July 8, 2014

 

July 22, 2014

 
July 31, 2014  

August 7, 2014

 

August 22, 2014

 
August 29, 2014  

September 8, 2014

 

September 22, 2014

 
September 30, 2014  

October 8, 2014

 

October 22, 2014

 
October 31, 2014  

November 6, 2014

 

November 24, 2014

 
November 28, 2014  

December 8, 2014

 

December 22, 2014

 
December 19, 2014  

December 29, 2014

 

January 13, 2015

 

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

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

48
 

Voya Prime Rate Trust

ADDITIONAL INFORMATION (Unaudited) (continued)

STOCK DATA

The Trust's common shares are traded on the New York Stock Exchange (Symbol: PPR). Effective May 1, 2014, the Trust's CUSIP number changed to 92913A100. The Trust's NAV and market price are published daily under the "Closed-End Funds" feature in Barron's, The New York Times, The Wall Street Journal and many other regional and national publications.

REPURCHASE OF SECURITIES BY CLOSED-END COMPANIES

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

NUMBER OF SHAREHOLDERS

The number of record holders of Common Stock as of August 31, 2014 was 3,040 which does not include approximately 47,240 beneficial owners of shares held in the name of brokers of other nominees.

PROXY VOTING INFORMATION

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

QUARTERLY PORTFOLIO HOLDINGS

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

CERTIFICATIONS

In accordance with Section 303A.12 (a) of the New York Stock Exchange Listed Company Manual, the Trust's CEO submitted the Annual CEO Certification on August 1, 2014 certifying that he was not aware, as of that date, of any violation by the Trust of the NYSE's Corporate governance listing standards. In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and related SEC rules, the Trust's principal executive and financial officers have made quarterly certifications, included in filings with the SEC on Forms N-CSR and N-Q, relating to, among other things, the Trust's disclosure controls and procedures and internal controls over financial reporting.

49
 

Investment Adviser

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

Sub-Adviser

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

Institutional Investors and Analysts

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

Administrator

Voya Funds Services, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
1-800-992-0180

Written Requests

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

Distributor

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

Transfer Agent

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

Custodian

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

Legal Counsel

Dechert LLP
1900 K Street, N.W.
Washington, D.C. 20006

Toll-Free Shareholder Information

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

For more complete information, or to obtain a prospectus on any Voya mutual fund, please call your Investment Professional or Voya Investments Distributor, LLC at (800) 992-0180 or log on to www.voyainvestments.com. The prospectus should be read carefully before investing. Consider the Trust's investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the Trust.

RETIREMENT | INVESTMENTS | INSURANCE

voyainvestments.com

SAR-UPRT

(0814-102414)

 
 

 

ITEM 2.      CODE OF ETHICS.

 

Not required for semi-annual filing.

 

ITEM 3.      AUDIT COMMITTEE FINANCIAL EXPERT.

 

Not required for semi-annual filing.

 

ITEM 4.      PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

Not required for semi-annual filing.

 

ITEM 5.      AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

Not required for semi-annual filing.

 

ITEM 6.      SCHEDULE OF INVESTMENTS.

 

Schedule is included as part of the report to shareholders filed under Item 1 of this Form.

 

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

 

Not required for semi-annual filing.

 

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

 

Not applicable.

 

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

 

None.

 

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

 

The Board has a Nominating Committee for the purpose of considering and presenting to the Board candidates it proposes for nomination to fill Independent Trustee vacancies on the Board. The Committee currently consists of all Independent Trustees of the Board (6 individuals). The Nominating Committee operates pursuant to a Charter approved by the Board. The primary purpose of the Nominating Committee is to consider and present to the Board the candidates it proposes for nomination to fill vacancies on the Board. In evaluating candidates, the Nominating Committee may consider a variety of factors, but it has not at this time set any specific minimum qualifications that must be met. Specific qualifications of candidates for Board membership will be based on the needs of the Board at the time of nomination.

 

The Nominating Committee is willing to consider nominations received from shareholders and shall assess shareholder nominees in the same manner as it reviews its own nominees. A shareholder nominee for director should be submitted in writing to the Fund’s Secretary. Any such shareholder nomination should include at a minimum the following information as to each individual proposed for nomination as trustee: such individual’s written consent to be named in the proxy statement as a nominee (if nominated) and to serve as a trustee (if elected), and all information relating to such individual that is required to be disclosed in the solicitation of proxies for election of trustees, or is otherwise required, in each case under applicable federal securities laws, rules and regulations.

 

The Secretary shall submit all nominations received in a timely manner to the Nominating Committee. To be timely, any such submission must be delivered to the Fund’s Secretary not earlier than the 90th day prior to such meeting and not later than the close of business on the later of the 60th day prior to such meeting or the 10th day following the day on which public announcement of the date of the meeting is first made, by either disclosure in a press release or in a document publicly filed by the Fund with the Securities and Exchange Commission.

 

 
 

 

ITEM 11.     CONTROLS AND PROCEDURES.

 

(a)Based on our evaluation conducted within 90 days of the filing date, hereof, the design and operation of the registrant’s disclosure controls and procedures are effective to ensure that material information relating to the registrant is made known to the certifying officers by others within the appropriate entities, particularly during the period in which Forms N-CSR are being prepared, and the registrant’s disclosure controls and procedures allow timely preparation and review of the information for the registrant’s Form N-CSR and the officer certifications of such Form N-CSR.

 

(b)There were no significant changes in the registrant’s internal controls that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

ITEM 12.     EXHIBITS.

 

(a)(1)The Code of Ethics is not required for the semi-annual filing.

 

(a)(2)A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2) is attached hereto as EX-99.CERT.

 

(a)(3)Not required for semi-annual filing.

 

(b)The officer certifications required by Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as EX-99.906CERT

  

 
 

  

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): Voya Prime Rate Trust

 

By /s/ Shaun P. Mathews
  Shaun P. Mathews
  President and Chief Executive Officer

 

Date: November 6, 2014

 

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

 

By /s/ Shaun P. Mathews
  Shaun P. Mathews
  President and Chief Executive Officer

 

Date: November 6, 2014

 

By /s/ Todd Modic
  Todd Modic
  Senior Vice President and Chief Financial Officer

 

Date: November 6, 2014