SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Exact name of registrant as specified in charter)
(Address of principal executive offices) (Zip code)
227 West Monroe Street, Chicago, IL 60606
(Name and address of agent for service)
• | Daily, weekly and monthly data on NAV, distributions and more |
• | Portfolio overviews and performance analyses |
• | Announcements, press releases and special notices and tax characteristics |
(Unaudited) | September 30, 2019 |
(Unaudited) continued | September 30, 2019 |
Brian E. Binder
President and Chief Executive Officer
Guggenheim Energy & Income Fund
October 31, 2019
QUESTIONS & ANSWERS (Unaudited) | September 30, 2019 |
• | production, exploration, development, mining, extraction, transportation (including marine transportation), refining, processing, storage, distribution, management, marketing, and/or trading of oil, natural gas, natural gas liquids, refined petroleum products, coal, biofuels, or other natural resources used to produce energy, or ethanol; |
• | generation, transmission, distribution, marketing, sale, and/or trading of all forms of electrical power (including through clean and renewable resources, such as solar energy, wind energy, geothermal energy, or hydropower) or gas; |
• | manufacturing, marketing, management, sale, and/or trading of equipment, products or other supplies predominantly used by entities engaged in such businesses; and |
• | provision of services to entities engaged in such businesses. |
QUESTIONS & ANSWERS (Unaudited) continued | September 30, 2019 |
QUESTIONS & ANSWERS (Unaudited) continued | September 30, 2019 |
Tender Offer | |||
Tender Expiration | (2.5% of outstanding | Shares | Purchase Price |
Dates | Shares as of expiration) | Tendered | (NAV on Expiration) |
January 7, 2019 | 1,681 | 11,968 | $958.46 |
April 5, 2019 | 1,642 | 16,416 | $977.49 |
July 5, 2019 | 1,604 | 14,835 | $957.97 |
October 4, 2019 | 1,567 | 14,600 | $921.84 |
QUESTIONS & ANSWERS (Unaudited) continued | September 30, 2019 |
QUESTIONS & ANSWERS (Unaudited) continued | September 30, 2019 |
QUESTIONS & ANSWERS (Unaudited) continued | September 30, 2019 |
QUESTIONS & ANSWERS (Unaudited) continued | September 30, 2019 |
QUESTIONS & ANSWERS (Unaudited) continued | September 30, 2019 |
PERFORMANCE REPORT AND FUND PROFILE (Unaudited) | September 30, 2019 |
Fund Statistics | |||
Net Asset Value | $922.51 | ||
Net Assets ($000) | $57,915 | ||
AVERAGE ANNUAL TOTAL RETURNS | |||
FOR THE PERIOD ENDED September 30, 2019 | |||
Since | |||
One | Three | Inception | |
Year | Year | (08/13/15) | |
Guggenheim Energy & Income Fund | |||
NAV | (1.44%) | 5.15% | 7.96% |
Portfolio Breakdown | % of Net Assets |
Corporate Bonds | 89.7% |
Senior Floating Rate Interests | 28.2% |
Common Stocks | 5.0% |
Asset-Backed Securities | 0.8% |
Money Market Fund | 0.2% |
Total Investments | 123.9% |
Other Assets & Liabilities, net | (23.9)% |
Net Assets | 100.0% |
PERFORMANCE REPORT AND FUND PROFILE (Unaudited) continued | September 30, 2019 |
PERFORMANCE REPORT AND FUND PROFILE (Unaudited) continued | September 30, 2019 |
Ten Largest Holdings | % of Total Net Assets | |
TexGen Power LLC | 4.5% | |
Exterran Energy Solutions Limited Partnership / EES Finance Corp., 8.13% | 4.0% | |
American Midstream Partners Limited Partnership / American Midstream Finance Corp., 9.50% | 3.8% | |
LBC Tank Terminals Holding Netherlands BV, 6.88% | 3.7% | |
Whiting Petroleum Corp., 5.75% | 3.4% | |
MRP Generation Holding, 9.10% | 3.3% | |
Summit Midstream Holdings LLC / Summit Midstream Finance Corp., 5.75% | 3.2% | |
Sunoco Logistics Partners Operations, LP, 5.95% | 3.0% | |
Newfield Exploration Co., 5.38% | 2.9% | |
Panda Power, 8.60% | 2.9% | |
Top Ten Total | 34.7% |
Portfolio Composition by Quality Rating1 | |
Rating | % of Total Investments |
Fixed Income Instruments | |
BBB | 15.4% |
BB | 31.8% |
B | 35.8% |
CCC | 9.3% |
NR2 | 3.5% |
Other Instruments | 4.2% |
Total Investments | 100.0% |
1 | Source: BlackRock Solutions. Credit quality ratings are measured on a scale that generally ranges from AAA (highest) to D (lowest). All rated securities have been rated by Moody’s, Standard & Poor’s (“S&P”), or Fitch, each of which is a Nationally Recognized Statistical Rating Organization (“NRSRO”). For purposes of this presentation, when ratings are available from more than one agency, the highest rating is used. Guggenheim Investments has converted Moody’s and Fitch rating to the equivalent S&P rating. Security ratings are determined at the time of purchase and may change thereafter. |
2 | NR securities do not necessarily indicate low credit quality. |
SCHEDULE OF INVESTMENTS | September 30, 2019 |
Shares | Value | |
COMMON STOCKS† – 5.0% | ||
Utilities – 4.5% | ||
TexGen Power LLC*,††† | 65,297 | $ 2,611,880 |
Energy – 0.3% | ||
SandRidge Energy, Inc.* | 38,619 | 181,509 |
Consumer, Non-cyclical – 0.2% | ||
ATD New Holdings, Inc.*,†† | 3,845 | 107,660 |
Total Common Stocks | ||
(Cost $3,632,053) | 2,901,049 | |
MONEY MARKET FUND† – 0.2% | ||
Dreyfus Treasury Securities Cash Management Fund — Institutional Shares 1.83%1 | 124,749 | 124,749 |
Total Money Market Fund | ||
(Cost $124,749) | 124,749 | |
Face | ||
Amount~ | Value | |
CORPORATE BONDS†† – 89.7% | ||
Energy – 62.6% | ||
Exterran Energy Solutions Limited Partnership / EES Finance Corp. | ||
8.13% due 05/01/252 | 2,350,000 | 2,341,188 |
American Midstream Partners Limited Partnership / American Midstream Finance Corp. | ||
9.50% due 12/15/213 | 2,345,000 | 2,204,300 |
Whiting Petroleum Corp. | ||
5.75% due 03/15/21 | 2,050,000 | 1,957,811 |
Summit Midstream Holdings LLC / Summit Midstream Finance Corp. | ||
5.75% due 04/15/25 | 2,200,000 | 1,857,240 |
Sunoco Logistics Partners Operations, LP | ||
5.95% due 12/01/252 | 1,500,000 | 1,714,054 |
Sabine Pass Liquefaction LLC | ||
5.63% due 02/01/21 | 850,000 | 877,978 |
5.63% due 04/15/232 | 750,000 | 814,929 |
Newfield Exploration Co. | ||
5.38% due 01/01/262 | 1,550,000 | 1,683,740 |
Gulfstream Natural Gas System LLC | ||
4.60% due 09/15/252,3 | 1,500,000 | 1,623,573 |
Covey Park Energy LLC / Covey Park Finance Corp. | ||
7.50% due 05/15/253 | 2,000,000 | 1,600,000 |
Indigo Natural Resources LLC | ||
6.88% due 02/15/262,3 | 1,700,000 | 1,532,125 |
Hess Corp. | ||
4.30% due 04/01/272 | 1,200,000 | 1,254,116 |
7.88% due 10/01/29 | 200,000 | 252,670 |
See notes to financial statements. |
SCHEDULE OF INVESTMENTS continued | September 30, 2019 |
Face | ||
Amount~ | Value | |
CORPORATE BONDS†† – 89.7% (continued) | ||
Energy – 62.6% (continued) | ||
PDC Energy, Inc. | ||
5.75% due 05/15/26 | 900,000 | $ 886,590 |
6.13% due 09/15/24 | 450,000 | 448,875 |
MPLX, LP | ||
4.88% due 12/01/242 | 1,000,000 | 1,097,731 |
TerraForm Power Operating LLC | ||
6.63% due 06/15/253 | 1,000,000 | 1,054,010 |
SRC Energy, Inc. | ||
6.25% due 12/01/25 | 1,050,000 | 1,039,479 |
DCP Midstream Operating, LP | ||
5.35% due 03/15/202,3 | 1,025,000 | 1,032,688 |
Pattern Energy Group, Inc. | ||
5.88% due 02/01/243 | 1,000,000 | 1,023,750 |
Callon Petroleum Co. | ||
6.13% due 10/01/24 | 1,000,000 | 985,000 |
Antero Resources Corp. | ||
5.63% due 06/01/232 | 1,100,000 | 951,500 |
Global Partners Limited Partnership / GLP Finance Corp. | ||
7.00% due 08/01/273 | 900,000 | 927,000 |
Bruin E&P Partners LLC | ||
8.88% due 08/01/233 | 1,219,000 | 911,203 |
Unit Corp. | ||
6.63% due 05/15/212 | 1,118,000 | 846,885 |
Crestwood Midstream Partners Limited Partnership / Crestwood Midstream | ||
Finance Corp. | ||
6.25% due 04/01/23 | 500,000 | 513,125 |
5.63% due 05/01/273 | 250,000 | 255,235 |
Cheniere Corpus Christi Holdings LLC | ||
5.88% due 03/31/252 | 600,000 | 667,578 |
Antero Midstream Partners Limited Partnership / Antero Midstream Finance Corp. | ||
5.75% due 01/15/283 | 800,000 | 664,000 |
Gibson Energy, Inc. | ||
5.25% due 07/15/243 | CAD 700,000 | 560,893 |
Phillips 66 Partners, LP | ||
3.55% due 10/01/262 | 500,000 | 515,615 |
Basic Energy Services, Inc. | ||
10.75% due 10/15/234 | 650,000 | 474,500 |
Moss Creek Resources Holdings, Inc. | ||
7.50% due 01/15/263 | 639,000 | 470,464 |
TransMontaigne Partners Limited Partnership / TLP Finance Corp. | ||
6.13% due 02/15/26 | 400,000 | 385,000 |
Range Resources Corp. | ||
5.88% due 07/01/22 | 350,000 | 335,125 |
NuStar Logistics, LP | ||
6.00% due 06/01/26 | 250,000 | 270,575 |
SCHEDULE OF INVESTMENTS continued | September 30, 2019 |
Face | ||
Amount~ | Value | |
CORPORATE BONDS†† – 89.7% (continued) | ||
Energy – 62.6% (continued) | ||
CNX Resources Corp. | ||
5.88% due 04/15/22 | 250,000 | $ 240,000 |
Total Energy | 36,270,545 | |
Consumer, Cyclical – 7.6% | ||
LBC Tank Terminals Holding Netherlands BV | ||
6.88% due 05/15/233 | 2,080,000 | 2,119,000 |
Suburban Propane Partners Limited Partnership/Suburban Energy Finance Corp. | ||
5.88% due 03/01/27 | 950,000 | 970,919 |
Superior Plus Limited Partnership / Superior General Partner, Inc. | ||
7.00% due 07/15/263 | 800,000 | 844,016 |
Williams Scotsman International, Inc. | ||
6.88% due 08/15/233 | 400,000 | 419,000 |
7.88% due 12/15/223 | 55,000 | 57,475 |
Total Consumer, Cyclical | 4,410,410 | |
Utilities – 7.2% | ||
Terraform Global Operating LLC | ||
6.13% due 03/01/263 | 1,025,000 | 1,053,187 |
AES Corp. | ||
5.50% due 04/15/25 | 1,000,000 | 1,038,750 |
AmeriGas Partners Limited Partnership / AmeriGas Finance Corp. | ||
5.50% due 05/20/252 | 800,000 | 859,000 |
5.75% due 05/20/272 | 725,000 | 781,188 |
Clearway Energy Operating LLC | ||
5.75% due 10/15/253 | 400,000 | 421,000 |
Total Utilities | 4,153,125 | |
Communications – 4.9% | ||
EIG Investors Corp. | ||
10.88% due 02/01/24 | 1,050,000 | 1,092,000 |
Cengage Learning, Inc. | ||
9.50% due 06/15/243 | 747,000 | 683,505 |
McGraw-Hill Global Education Holdings LLC / McGraw-Hill Global Education Finance | ||
7.88% due 05/15/243 | 714,000 | 617,610 |
MDC Partners, Inc. | ||
6.50% due 05/01/243 | 466,000 | 424,642 |
Total Communications | 2,817,757 | |
Consumer, Non-cyclical – 4.7% | ||
Midas Intermediate Holdco II LLC / Midas Intermediate Holdco II Finance, Inc. | ||
7.88% due 10/01/223 | 825,000 | 765,187 |
KeHE Distributors LLC / KeHE Finance Corp. | ||
8.63% due 10/15/263 | 725,000 | 739,500 |
See notes to financial statements. |
SCHEDULE OF INVESTMENTS continued | September 30, 2019 |
Face | ||
Amount~ | Value | |
CORPORATE BONDS†† – 89.7% (continued) | ||
Consumer, Non-cyclical – 4.7% (continued) | ||
Flexi-Van Leasing, Inc. | ||
10.00% due 02/15/233 | 400,000 | $ 391,000 |
Beverages & More, Inc. | ||
11.50% due 06/15/224 | 500,000 | 360,000 |
BidFair MergeRight, Inc. | ||
7.38% due 10/15/273 | 275,000 | 280,176 |
Endo Dac / Endo Finance LLC / Endo Finco, Inc. | ||
6.00% due 07/15/233 | 300,000 | 184,005 |
Total Consumer, Non-cyclical | 2,719,868 | |
Industrial – 1.0% | ||
Grinding Media Inc. / MC Grinding Media Canada Inc. | ||
7.38% due 12/15/233 | 350,000 | 334,250 |
Dynagas LNG Partners Limited Partnership / Dynagas Finance, Inc. | ||
6.25% due 10/30/19 | 282,000 | 282,197 |
Total Industrial | 616,447 | |
Financial – 0.7% | ||
USI, Inc. | ||
6.88% due 05/01/253 | 200,000 | 202,996 |
NFP Corp. | ||
6.88% due 07/15/253 | 200,000 | 198,500 |
Total Financial | 401,496 | |
Technology – 0.6% | ||
NCR Corp. | ||
6.13% due 09/01/293 | 350,000 | 368,918 |
Basic Materials – 0.4% | ||
United States Steel Corp. | ||
6.88% due 08/15/252 | 250,000 | 225,625 |
Total Corporate Bonds | ||
(Cost $52,660,276) | 51,984,191 | |
SENIOR FLOATING RATE INTERESTS††,2,6 – 28.2% | ||
Utilities – 13.0% | ||
MRP Generation Holding | ||
9.10% (3 Month USD LIBOR + 7.00%, Rate Floor: 8.00%) due 10/18/22 | 1,940,000 | 1,910,900 |
Panda Power | ||
8.60% (3 Month USD LIBOR + 6.50%, Rate Floor: 7.50%) due 08/21/20 | 1,928,110 | 1,651,426 |
Carroll County Energy LLC | ||
5.60% (3 Month USD LIBOR + 3.50%, Rate Floor: 3.50%) due 02/16/26 | 1,544,683 | 1,544,035 |
Panda Moxie Patriot | ||
7.85% (3 Month USD LIBOR + 5.75%, Rate Floor: 6.75%) due 12/19/20 | 1,051,098 | 922,339 |
Stonewall | ||
7.60% (3 Month USD LIBOR + 5.50%, Rate Floor: 6.50%) due 11/13/21 | 861,614 | 824,995 |
SCHEDULE OF INVESTMENTS continued | September 30, 2019 |
Face | ||
Amount~ | Value | |
SENIOR FLOATING RATE INTERESTS††,2,6 – 28.2% (continued) | ||
Utilities – 13.0% (continued) | ||
UGI Energy Services, Inc.††† | ||
5.79% (1 Month USD LIBOR + 3.75%, Rate Floor: 3.75%) due 08/13/26 | $698,250 | $ 702,614 |
Total Utilities | 7,556,309 | |
Energy – 4.9% | ||
Penn Virginia Holding Corp.††† | ||
9.05% (1 Month USD LIBOR + 7.00%, Rate Floor: 8.00%) due 09/29/22 | 1,275,000 | 1,243,125 |
Permian Production Partners LLC††† | ||
8.05% (1 Month USD LIBOR + 6.00%, Rate Floor: 7.00%) due 05/20/24 | 1,662,500 | 831,250 |
Summit Midstream Partners, LP | ||
8.04% (1 Month USD LIBOR + 6.00%, Rate Floor: 7.00%) due 05/13/22 | 499,819 | 488,074 |
Ultra Petroleum, Inc. | ||
6.05% (1 Month USD LIBOR + 3.75%, Rate Floor: 4.75%) (in-kind rate | ||
was 0.25%) due 04/12/247 | 426,329 | 280,311 |
Total Energy | 2,842,760 | |
Consumer, Cyclical – 4.3% | ||
Accuride Corp. | ||
7.35% (3 Month USD LIBOR + 5.25%, Rate Floor: 6.25%) due 11/17/23 | 1,854,241 | 1,557,563 |
Mavis Tire Express Services Corp. | ||
5.29% (1 Month USD LIBOR + 3.25%, Rate Floor: 3.25%) due 03/20/25 | 495,236 | 483,742 |
EnTrans International, LLC††† | ||
8.04% (1 Month USD LIBOR + 6.00%, Rate Floor: 6.00%) due 11/01/24 | 235,938 | 227,680 |
Blue Nile, Inc.††† | ||
8.62% (3 Month USD LIBOR + 6.50%, Rate Floor: 7.50%) due 02/17/23 | 247,500 | 193,050 |
American Tire Distributors, Inc. | ||
8.15% (3 Month USD LIBOR + 6.00%, Rate Floor: 7.00%) due 09/01/23 | 35,482 | 35,017 |
9.62% (3 Month USD LIBOR + 7.50%, Rate Floor: 8.50%) due 09/02/24 | 23,537 | 20,618 |
Total Consumer, Cyclical | 2,517,670 | |
Technology – 2.2% | ||
Planview, Inc. | ||
11.79% (1 Month USD LIBOR + 9.75%, Rate Floor: 10.75%) due 07/27/23†††,5 | 1,000,000 | 1,009,753 |
GlobalFoundries, Inc. | ||
6.06% (1 Month USD LIBOR + 4.00%, Rate Floor: 4.00%) due 06/05/26 | 250,000 | 242,812 |
Total Technology | 1,252,565 | |
Industrial – 1.7% | ||
Diversitech Holdings, Inc. | ||
9.60% (3 Month USD LIBOR + 7.50%, Rate Floor: 8.50%) due 06/02/25 | 500,000 | 487,500 |
YAK MAT (YAK ACCESS LLC) | ||
12.06% (1 Month USD LIBOR + 10.00%, Rate Floor: 10.00%) due 07/10/26 | 550,000 | 473,918 |
Total Industrial | 961,418 | |
Basic Materials – 1.0% | ||
PetroChoice Holdings | ||
7.26% (3 Month USD LIBOR + 5.00%, Rate Floor: 6.00%) due 08/19/22 | 594,363 | 570,588 |
See notes to financial statements. |
SCHEDULE OF INVESTMENTS continued | September 30, 2019 |
Face | ||||||
Amount~ | Value | |||||
SENIOR FLOATING RATE INTERESTS††,2,6 – 28.2% (continued) | ||||||
Financial – 0.9% | ||||||
Teneo Holdings LLC | ||||||
7.29% (1 Month USD LIBOR + 5.25%, Rate Floor: 6.25%) due 07/11/25 | 550,000 | $ 523,875 | ||||
Communications – 0.2% | ||||||
Cengage Learning Acquisitions, Inc. | ||||||
6.29% (1 Month USD LIBOR + 4.25%, Rate Floor: 5.25%) due 06/07/23 | 105,158 | 99,287 | ||||
Total Senior Floating Rate Interests | ||||||
(Cost $18,010,323) | 16,324,472 | |||||
ASSET-BACKED SECURITIES†† – 0.8% | ||||||
Collateralized Loan Obligations – 0.8% | ||||||
Jamestown CLO V Ltd. | ||||||
2014-5A, 7.40% (3 Month USD LIBOR + 5.10%, Rate Floor: 0.00%) due 01/17/273,6 | 500,000 | 441,291 | ||||
Total Asset-Backed Securities | ||||||
(Cost $435,057) | 441,291 | |||||
Total Investments – 123.9% | ||||||
(Cost $74,862,458) | $ 71,775,752 | |||||
Other Assets & Liabilities, net – (23.9)% | (13,860,770) | |||||
Total Net Assets – 100.0% | $ 57,914,982 |
FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS†† | ||||||
Value at | ||||||
Contracts to | Settlement | Settlement | September 30, | Unrealized | ||
Counterparty | Sell | Currency | Date | Value | 2019 | Appreciation |
JPMorgan Chase | ||||||
Bank, N.A. | 749,000 | CAD | 10/15/19 | $570,171 | $565,645 | $4,526 |
~ | The face amount is denominated in U.S. dollars unless otherwise indicated. |
* | Non-income producing security. |
† | Value determined based on Level 1 inputs, unless otherwise noted — See Note 6. |
†† | Value determined based on Level 2 inputs, unless otherwise noted — See Note 6. |
††† | Value determined based on Level 3 inputs — See Note 6. |
1 | Rate indicated is the 7-day yield as of September 30, 2019. |
2 | All or a portion of these securities have been physically segregated or earmarked in connection with reverse repurchase agreements and unfunded loan commitments. As of September 30, 2019, the total market value of segregated or earmarked securities was $33,125,441. |
3 | Security is a 144A or Section 4(a)(2) security. These securities have been determined to be liquid under guidelines established by the Board of Trustees. The total market value of 144A or Section 4(a)(2) securities is $24,404,499 (cost $25,452,365), or 42.1% of total net assets. |
SCHEDULE OF INVESTMENTS continued | September 30, 2019 |
CAD CLO LIBOR LLC | Canadian Dollar Collateralized Loan Obligation London Interbank Offered Rate Limited Liability Company |
Level 2 | Level 3 | |||||||||||||||
Level 1 | Significant | Significant | ||||||||||||||
Investments in | Quoted | Observable | Unobservable | |||||||||||||
Securities (Assets) | Prices | Inputs | Inputs | Total | ||||||||||||
Common Stocks | $ | 181,509 | $ | 107,660 | $ | 2,611,880 | $ | 2,901,049 | ||||||||
Money Market Fund | 124,749 | — | — | 124,749 | ||||||||||||
Corporate Bonds | — | 51,984,191 | — | 51,984,191 | ||||||||||||
Senior Floating Rate Interests | — | 12,117,000 | 4,207,472 | 16,324,472 | ||||||||||||
Asset-Backed Securities | — | 441,291 | — | 441,291 | ||||||||||||
Forward Foreign Currency | ||||||||||||||||
Exchange Contracts** | — | 4,526 | — | 4,526 | ||||||||||||
Total Assets | $ | 306,258 | $ | 64,654,668 | $ | 6,819,352 | $ | 71,780,278 | ||||||||
Level 2 | Level 3 | |||||||||||||||
Level 1 | Significant | Significant | ||||||||||||||
Investments in | Quoted | Observable | Unobservable | |||||||||||||
Securities (Liabilities) | Prices | Inputs | Inputs | Total | ||||||||||||
Unfunded Loan Commitments (Note 10) | $ | — | $ | — | $ | 1,101 | $ | 1,101 |
** This derivative is reported as unrealized appreciation/depreciation at period end. |
SCHEDULE OF INVESTMENTS continued | September 30, 2019 |
Ending Balance at | Valuation | Unobservable | Weighted | ||
Category | September 30, 2019 | Technique | Inputs | Input Range | Average |
Assets: | |||||
Common Stocks | $2,611,880 | Third Party | Broker Quote | — | — |
Pricing | |||||
Senior Floating Rate Interests | 3,197,719 | Third Party | Broker Quote | — | — |
Pricing | |||||
Senior Floating Rate Interests | 1,009,753 | Model Price | Liquidation Value | — | — |
Total | $6,819,352 | ||||
Liabilities: | |||||
Unfunded Loan Commitments | $ 1,101 | Model Price | Purchase Price | — | — |
Assets | Liabilities | |||||||||||||||
Senior Floating | Common | Unfunded Loan | ||||||||||||||
Rate Interests | Stocks | Total Assets | Commitments | |||||||||||||
Beginning Balance | $ | 988,893 | $ | — | $ | 988,893 | $ | (— | )* | |||||||
Purchases/(Receipts) | 934,000 | — | 934,000 | — | ||||||||||||
(Sales, maturities and | ||||||||||||||||
paydowns)/Fundings | (15,812 | ) | — | (15,812 | ) | — | ||||||||||
Amortization of premiums/discounts | 4,813 | — | 4,813 | — | ||||||||||||
Total realized gain (losses) included in earnings | — | — | — | — | ||||||||||||
Total change in unrealized appreciation | ||||||||||||||||
(depreciation) included in earnings | 28,153 | — | 28,153 | — | ||||||||||||
Transfers into Level 3 | 2,267,425 | 2,611,880 | 4,879,305 | (1,101 | ) | |||||||||||
Ending Balance | $ | 4,207,472 | $ | 2,611,880 | $ | 6,819,352 | $ | (1,101 | ) | |||||||
Net change in unrealized appreciation | ||||||||||||||||
(depreciation) for investments in Level 3 | ||||||||||||||||
securities still held at September 30, 2019 | $ | 28,153 | $ | — | $ | 28,153 | $ | — |
* | Market value is less than $1. |
STATEMENT OF ASSETS AND LIABILITIES | September 30, 2019 |
ASSETS: | ||||
Investments, at value (cost $74,862,458) | $ | 71,775,752 | ||
Cash | 288,529 | |||
Unrealized appreciation on forward foreign currency exchange contracts | 4,526 | |||
Prepaid expenses | 4,381 | |||
Receivables: | ||||
Interest | 1,050,300 | |||
Investments sold | 92,938 | |||
Total assets | 73,216,426 | |||
LIABILITIES: | ||||
Reverse repurchase agreements (Note 7) | 14,853,945 | |||
Unfunded loan commitments, at value (Note 10) | ||||
(proceeds $237) | 1,101 | |||
Payable for: | ||||
Investments purchased | 276,431 | |||
Investment advisory fees | 76,231 | |||
Professional fees | 37,551 | |||
Other liabilities | 56,185 | |||
Total liabilities | 15,301,444 | |||
NET ASSETS | $ | 57,914,982 | ||
NET ASSETS CONSIST OF: | ||||
Common stock, $0.01 par value per share; unlimited number of shares authorized, | ||||
62,780 shares issued and outstanding | $ | 628 | ||
Additional paid-in capital | 61,213,577 | |||
Total distributable earnings (loss) | (3,299,223 | ) | ||
NET ASSETS | $ | 57,914,982 | ||
Shares outstanding ($0.01 par value with unlimited amount authorized) | 62,780 | |||
Net asset value | $ | 922.51 |
STATEMENT OF OPERATIONS | September 30, 2019 |
For the Year Ended September 30, 2019 |
INVESTMENT INCOME: | ||||
Interest | $ | 6,538,531 | ||
Dividends | 247,958 | |||
Total investment income | 6,786,489 | |||
EXPENSES: | ||||
Investment advisory fees | 1,044,118 | |||
Interest expense | 530,741 | |||
Excise tax expense | 169,350 | |||
Professional fees | 122,794 | |||
Printing fees | 104,722 | |||
Fund accounting fees | 59,091 | |||
Trustees’ fees and expenses* | 54,750 | |||
Administration fees | 22,971 | |||
Transfer agent fees | 18,827 | |||
Custodian fees | 14,729 | |||
Insurance | 6,337 | |||
Other expenses | 15,044 | |||
Total expenses | 2,163,474 | |||
Net investment income | 4,623,015 | |||
NET REALIZED AND UNREALIZED GAIN (LOSS): | ||||
Net realized gain (loss) on: | ||||
Investments | (2,673,459 | ) | ||
Foreign currency transactions | (3,082 | ) | ||
Forward foreign currency exchange contracts | 15,994 | |||
Net realized loss | (2,660,547 | ) | ||
Net change in unrealized appreciation (depreciation) on: | ||||
Investments | (3,150,024 | ) | ||
Foreign currency translations | 71 | |||
Forward foreign currency exchange contracts | 16,651 | |||
Net change in unrealized appreciation (depreciation) | (3,133,302 | ) | ||
Net realized and unrealized loss | (5,793,849 | ) | ||
Net decrease in net assets resulting from operations | $ | (1,170,834 | ) |
STATEMENTS OF CHANGES IN NET ASSETS | September 30, 2019 | |||||||
Year Ended | Year Ended | |||||||
September 30, | September 30, | |||||||
2019 | 2018 | |||||||
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: | ||||||||
Net investment income | $ | 4,623,015 | $ | 6,400,970 | ||||
Net realized gain (loss) on investments | (2,660,547 | ) | 190,204 | |||||
Net change in unrealized appreciation (depreciation) on investments | (3,133,302 | ) | (3,606,749 | ) | ||||
Net increase (decrease) in net assets resulting from operations | (1,170,834 | ) | 2,984,425 | |||||
Total distributions to shareholders | (6,964,037 | ) | (7,656,872 | ) | ||||
SHAREHOLDER TRANSACTIONS: | ||||||||
Reinvestments | 434,961 | 457,489 | ||||||
Cost of shares redeemed through tender offers | (6,546,228 | ) | (7,981,558 | ) | ||||
Net decrease in net assets resulting from shareholder transactions | (6,111,267 | ) | (7,524,069 | ) | ||||
Net decrease in net assets | (14,246,138 | ) | (12,196,516 | ) | ||||
NET ASSETS: | ||||||||
Beginning of period | 72,161,120 | 84,357,636 | ||||||
End of period | $ | 57,914,982 | $ | 72,161,120 |
STATEMENT OF CASH FLOWS | September 30, 2019 | |
For the Year Ended September 30, 2019 |
Cash Flows from Operating Activities: | ||||
Net decrease in net assets resulting from operations | $ | (1,170,834 | ) | |
Adjustments to Reconcile Net Decrease in Net Assets Resulting from Operations to | ||||
Net Cash Provided by Operating and Investing Activities: | ||||
Net change in unrealized (appreciation) depreciation on investments | 3,150,024 | |||
Net change in unrealized (appreciation) depreciation on | ||||
forward foreign currency exchange contracts | (16,651 | ) | ||
Net realized loss on investments | 2,673,459 | |||
Net accretion of discount and amortization of premium | (649,599 | ) | ||
Purchase of long-term investments | (13,038,002 | ) | ||
Proceeds from sale of long-term investments | 28,729,916 | |||
Net proceeds from sale of short-term investments | 2,294,146 | |||
Corporate actions and other payments | 26,196 | |||
Commitment fees received and repayments of unfunded commitments | (121 | ) | ||
Decrease in interest receivable | 391,040 | |||
Decrease in investments sold receivable | 206,261 | |||
Decrease in prepaid expense | 416 | |||
Decrease in investments purchased payable | (1,042,342 | ) | ||
Increase in professional fees payable | 1,998 | |||
Decrease in segregated cash due to broker | (214,000 | ) | ||
Decrease in investment advisory fees payable | (19,959 | ) | ||
Increase in other liabilities | 29,095 | |||
Net Cash Provided by Operating and Investing Activities | 21,351,043 | |||
Cash Flows From Financing Activities: | ||||
Distributions to common shareholders | (6,529,076 | ) | ||
Proceeds from reverse repurchase agreements | 254,725,264 | |||
Payments made on reverse repurchase agreements | (262,851,881 | ) | ||
Payments for common shares redeemed for tender offers | (6,546,228 | ) | ||
Net Cash Used in Financing Activities | (21,201,921 | ) | ||
Net increase in cash | 149,122 | |||
Cash at Beginning of Period | 139,407 | |||
Cash at End of Period | $ | 288,529 | ||
Supplemental Disclosure of Cash Flow Information: | ||||
Cash paid during the period for interest | $ | 555,370 | ||
Supplemental Disclosure of Non Cash Financing Activity: Dividend reinvestment | $ | 434,961 |
FINANCIAL HIGHLIGHTS | September 30, 2019 |
Year Ended | Year Ended | Year Ended | Year Ended | Period Ended | ||||||||||||||||
September 30, | September 30, | September 30, | September 30, | September 30, | ||||||||||||||||
Per Share Data: | 2019 | 2018 | 2017 | 2016 | 2015(a) | |||||||||||||||
Net asset value, beginning of period | $ | 1,046.28 | $ | 1,112.09 | $ | 1,068.74 | $ | 962.31 | $ | 1,000.00 | ||||||||||
Income from investment operations: | ||||||||||||||||||||
Net investment income(b) | 70.99 | 89.02 | 94.86 | 93.30 | 1.51 | |||||||||||||||
Net gain (loss) on investments (realized and unrealized) | (87.51 | ) | (47.58 | ) | 48.43 | 106.74 | (37.20 | ) | ||||||||||||
Total from investment operations | (16.52 | ) | 41.44 | 143.29 | 200.04 | (35.69 | ) | |||||||||||||
Less distributions from: | ||||||||||||||||||||
Net investment income | (107.25 | ) | (107.25 | ) | (99.94 | ) | (93.61 | ) | — | |||||||||||
Total distributions to shareholders | (107.25 | ) | (107.25 | ) | (99.94 | ) | (93.61 | ) | — | |||||||||||
Common shares’ offering expenses charged to paid-in capital | — | — | — | — | (2.00 | ) | ||||||||||||||
Net asset value, end of period | $ | 922.51 | $ | 1,046.28 | $ | 1,112.09 | $ | 1,068.74 | $ | 962.31 | ||||||||||
Total Return(c) | ||||||||||||||||||||
Net asset value | (1.44 | )% | 3.84 | % | 13.60 | % | 22.66 | % | (3.77 | )% | ||||||||||
Ratios/Supplemental Data: | ||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 57,915 | $ | 72,161 | $ | 84,358 | $ | 84,850 | $ | 76,140 | ||||||||||
Ratio to average net assets of: | ||||||||||||||||||||
Net investment income, including interest expense | 7.25 | % | 8.19 | % | 8.35 | % | 10.18 | % | 1.26 | % | ||||||||||
Total expenses, including interest expense(d) | 3.39 | % | 3.08 | % | 2.64 | % | 2.09 | % | 1.69 | % | ||||||||||
Portfolio turnover rate | 16 | % | 21 | % | 53 | % | 27 | % | 65 | % |
(a) | Since commencement of operations: August 13, 2015. Percentage amounts for the period, except total return and portfolio turnover rate, have been annualized. |
(b) | Based on average shares outstanding. |
(c) | Total return is calculated assuming a purchase of a common share at the beginning of the period and a redemption on the last day of the period reported at net asset value (“NAV”). Dividends and distributions are assumed to be reinvested at NAV. A return calculated for a period of less than one year is not annualized. |
(d) | Excluding interest expense, the operating expense ratios for the years ended September 30, would be: |
2019 | 2018 | 2017 | 2016 | |
2.56% | 2.49% | 2.11% | 1.95% |
NOTES TO FINANCIAL STATEMENTS | September 30, 2019 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
Average Value | ||
Use | Purchased | Sold |
Hedge | $18,569 | $802,962 |
Derivative Investment Type | Asset Derivatives |
Currency contracts | Unrealized appreciation on forward foreign currency exchange contracts |
Asset Derivative Investments Value |
Forward Foreign Currency Exchange Risk |
$4,526 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
Derivative Investment Type | Location of Gain (Loss) on Derivatives |
Currency contracts | Net realized gain (loss) on forward foreign currency exchange contracts |
Net change in unrealized appreciation (depreciation) on forward foreign | |
currency exchange contracts |
Realized Gain (Loss) on Derivative Investments Recognized on the Statement of Operations |
Forward Foreign Currency Exchange Risk |
$15,994 |
Change in Unrealized Appreciation (Depreciation) on Derivative Investments Recognized on the Statement of Operations |
Forward Foreign Currency Exchange Risk |
$16,651 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
Net | ||||||
Amount | Gross Amounts | |||||
Gross | of Assets | Not Offset in the | ||||
Amounts | Presented | Statement of Assets | ||||
Gross | Offset in the | on the | and Liabilities | |||
Amounts of | Statement of | Statement of | Cash | |||
Recognized | Assets and | Assets and | Financial | Collateral | Net | |
Instrument | Assets | Liabilities | Liabilities | Instruments | Received | Amount |
Forward foreign currency | $4,526 | $— | $4,526 | $— | $— | $4,526 |
exchange contracts |
Net Amount | Gross Amounts | |||||
of Liabilities | Not Offset in the | |||||
Gross Amounts | Presented | Statement of Assets | ||||
Gross | Offset in the | on the | and Liabilities | |||
Amounts of | Statement of | Statement of | Cash | |||
Recognized | Assets and | Assets and | Financial | Collateral | Net | |
Instrument | Liabilities | Liabilities | Liabilities | Instruments | Pledged | Amount |
Reverse Repurchase | $14,853,945 | $— | $14,853,945 | ($14,853,945) | $— | $— |
Agreements |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
Counterparty | Interest Rate(s) | Maturity Date(s) | Face Value |
J.P. Morgan Securities, LLC | 2.00%-2.50%* | Open Maturity | $ 3,291,120 |
Barclays Capital, Inc. | 0.00%* | Open Maturity | 225,937 |
BMO Capital Markets Corp. | 2.35%-2.50% | 10/07/19 - 10/21/19 | 3,688,869 |
BNP Paribas | 2.45% | 10/21/19 | 2,059,853 |
RBC Capital Markets, LLC | 2.29%-2.49% | 10/02/19 -10/28/19 | 5,588,166 |
Total | $14,853,945 |
* | The rate is adjusted periodically by the counterparty, subject to approval by the Adviser, and is not based upon a set reference rate and spread. Rate indicated is the rate effective at September 30, 2019. |
Overnight and | Up to | ||
Asset Type | Continuous | 30 days | Total |
Corporate Bonds | $ 3,517,057 | $ 11,336,888 | $ 14,853,945 |
Gross amount of recognized liabilities | |||
for reverse repurchase agreements | $ 3,517,057 | $ 11,336,888 | $ 14,853,945 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
Ordinary | Long-Term | Total |
Income | Capital Gain | Distributions |
$6,928,813 | $35,224 | $6,964,037 |
Ordinary | Long-Term | Total |
Income | Capital Gain | Distributions |
$5,162,682 | $2,494,190 | $7,656,872 |
Undistributed | Undistributed | Net Unrealized | Accumulated | |
Ordinary | Long-Term | Appreciation | Capital and | |
Income | Capital Gain | (Depreciation) | Other Losses | Total |
$2,430,198 | $— | $(3,087,580) | $(2,641,841) | $(3,299,223) |
Total | |||
Unlimited | Capital Loss | ||
Short-Term | Long-Term | Carryforward | |
$(36,452) | $(2,605,389) | $(2,641,841) |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
Total | |
Paid In | Distributable |
Capital | Earnings/(Loss) |
$(169,350) | $169,350 |
Net | |||
Tax | Tax | Unrealized | |
Tax | Unrealized | Unrealized | Appreciation/ |
Cost | Appreciation | Depreciation | (Depreciation) |
$74,862,458 | $2,112,715 | $(5,199,421) | $(3,086,706) |
Purchases | Sales |
$ 13,038,002 | $ 28,729,916 |
Purchases | Sales | Realized Gain |
$ 1,520,009 | $ 6,974,813 | $ 4,836 |
The unfunded loan commitments as of September 30, 2019, were as follows: |
Borrower | Maturity Date | Face Amount | Value |
Mavis Tire Express Services Corp. | 03/20/25 | $ 47,457 | $ 1,101 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
Restricted Securities | Acquisition Date | Cost | Value |
Basic Energy Services, Inc. | |||
10.75% due 10/15/23 | 09/25/18 | $ 644,755 | $474,500 |
Beverages & More, Inc. | |||
11.50% due 06/15/22 | 06/16/17 | 448,544 | 360,000 |
$1,093,299 | $834,500 |
Year Ended | Year Ended | |
September 30, 2019 | September 30, 2018 | |
Beginning Shares | 68,969 | 75,855 |
Common shares redeemed through tender offer | (6,648) | (7,312) |
Common shares issued through dividend reinvestment | 459 | 426 |
Ending shares | 62,780 | 68,969 |
Tender Offer | |||
Tender Expiration | (2.5% of outstanding | Shares | Purchase Price |
Dates | shares as of expiration) | Tendered | (NAV on Expiration) |
January 7, 2019 | 1,681 | 11,968 | $958.46 |
April 5, 2019 | 1,642 | 16,416 | $977.49 |
July 5, 2019 | 1,604 | 14,835 | $957.97 |
October 4, 2019 | 1,567 | 14,600 | $921.84 |
NOTES TO FINANCIAL STATEMENTS continued | September 30, 2019 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | September 30, 2019 |
OTHER INFORMATION (Unaudited) | September 30, 2019 |
Qualified |
Interest |
Income |
92.66% |
From long-term capital gain: |
$35,224 |
Nominee | Share For | Shares Withheld |
Randall C. Barnes | 57,804 | 2,450 |
Angela Bock-Kyle | 57,804 | 2,450 |
Donald A. Chubb, Jr. | 57,804 | 2,450 |
Jerry B. Farley | 57,804 | 2,450 |
Roman Friedrich III | 57,804 | 2,450 |
OTHER INFORMATION (Unaudited) continued | September 30, 2019 |
Nominee | Share For | Shares Withheld |
Thomas F. Lydon, Jr. | 57,157 | 3,097 |
Ronald A. Nyberg | 57,804 | 2,450 |
Sandra G. Sponem | 57,804 | 2,450 |
Ronald E. Toupin, Jr. | 57,157 | 3,097 |
Amy J. Lee | 57,157 | 3,097 |
OTHER INFORMATION (Unaudited) continued | September 30, 2019 |
Trustees | |||||
The Trustees of the Guggenheim Energy & Income Fund and their principal occupations during the past five years: |
Term of | Number of | ||||
Position(s) | Office | Portfolios in | |||
Held | and Length | Fund | |||
Name, Address* | with the | of Time | Principal Occupation(s) | Complex | Other Directorships |
and Year of Birth | Fund | Served** | During Past 5 Years | Overseen | Held by Trustees |
Independent Trustees | |||||
Randall C. Barnes | Trustee | Since 2015 | Current: Private Investor (2001-present). | 158 | Current: Trustee, Purpose |
(1951) | Investments Funds (2013-Present). | ||||
Former: Senior Vice President and Treasurer, PepsiCo, Inc. (1993-1997); | |||||
President, Pizza Hut International (1991-1993); Senior Vice President, | Former: Managed Duration Investment | ||||
Strategic Planning and New Business Development, PepsiCo, Inc. (1987-1990). | Grade Municipal Fund (2003-2016). | ||||
Angela Brock-Kyle | Trustee | Since | Current: Founder and Chief Executive Officer, B.O.A.R.D.S (consulting firm). | 157 | None. |
(1959) | November | ||||
2019 | Former: Senior Leader, TIAA (financial services firm) (1987-2012). | ||||
Donald A. Chubb, Jr. Trustee and | Since 2015 | Current: Retired. | 157 | Former: Midland Care, Inc. (2011-2016). | |
(1946 ) | Chairman of | ||||
the Valuation | Former: Business broker and manager of commercial real estate, | ||||
Oversight | Griffith & Blair, Inc. (1997-2017). | ||||
Committee | |||||
Jerry B. Farley | Trustee and | Since 2015 | Current: President, Washburn University (1997-present). | 157 | Current: CoreFirst Bank & Trust |
(1946) | Chair of the | (2000-present). | |||
Audit | |||||
Committee | Former: Westar Energy, Inc. (2004-2018). | ||||
Roman Friedrich III | Trustee and | Since 2015 | Current: Founder and Managing Partner, Roman Friedrich & Company | 157 | Former: Zincore Metals, Inc. |
(1946) | Chairman of | (1998-present). | (2009-January 2019). | ||
the Contracts | |||||
Review | |||||
Committee |
OTHER INFORMATION (Unaudited) continued | September 30, 2019 |
Term of | Number of | ||||
Position(s) | Office | Portfolios in | |||
Held | and Length | Fund | |||
Name, Address* | with the | of Time | Principal Occupation(s) | Complex | Other Directorships |
and Year of Birth | Fund | Served** | During Past 5 Years | Overseen | Held by Trustees |
Independent Trustees continued | |||||
Thomas F. | Trustee | Since | Current: President, Global Trends Investments (registered investment | 157 | Current: US Global Investors |
Lydon, Jr. | November | adviser) (1996-present). | (GROW) (1995-present); and Harvest | ||
(1960) | 2019 | Volatility Edge Trust (3) (2017-present). | |||
Ronald A. Nyberg (1953) | Trustee and Chairman of the Nominating and Governance Committee | Since 2015 | Current: Partner, Momkus LLC (2016-present). Former: Partner, Nyberg & Cassioppi, LLC (2000-2016); Executive Vice President, General Counsel, and Corporate Secretary, Van Kampen Investments (1982-1999). | 158 | Current: PPM Funds (9) (2018-present); Edward-Elmhurst Healthcare System (2012-present); Western Asset Inflation- Linked Opportunities & Income Fund (2004 -present); Western Asset Inflation-Linked Income Fund (2003-present). |
Former: Managed Duration Investment | |||||
Grade Municipal Fund (2003-2016). | |||||
Sandra G. Sponem | Trustee | Since | Current: Retired. | 157 | Current: SPDR Series Trust (78) (2018- |
(1958) | November | present); SPDR Index Shares Funds (31) | |||
2019 | Former: Senior Vice President and Chief Financial Officer, M.A. | (2018-present); SSGA Active Trust (12) | |||
Mortenson Companies, Inc. (general contracting firm) (2007-2017). | (2018-present); and SSGA Master Trust | ||||
(1) (2018-present). |
OTHER INFORMATION (Unaudited) continued | September 30, 2019 |
Term of | Number of | ||||
Position(s) | Office | Portfolios in | |||
Held | and Length | Fund | |||
Name, Address* | with the | of Time | Principal Occupation(s) | Complex | Other Directorships |
and Year of Birth | Fund | Served** | During Past 5 Years | Overseen | Held by Trustees |
Independent Trustees continued | |||||
Ronald E. Toupin, Jr. | Trustee and | Since 2015 | Current: Portfolio Consultant (2010-present); Member, Governing Council, | 157 | Current: Western Asset Inflation-Linked |
(1958) | Chairman of | Independent Directors Council (2013-present); Governor, Board of Governors, | Opportunities & Income Fund (2004- | ||
the Board | Investment Company Institute (2018-present). | present); Western Asset Inflation-Linked | |||
Income Fund (2003-present). | |||||
Former: Member, Executive Committee, Independent Directors Council (2016- | |||||
2018); Vice President, Manager and Portfolio Manager, Nuveen Asset Management | Former: Managed Duration Investment | ||||
(1998-1999); Vice President, Nuveen Investment Advisory Corp. (1992-1999); Vice | Grade Municipal Fund (2003-2016). | ||||
President and Manager, Nuveen Unit Investment Trusts (1991-1999); and Assistant | |||||
Vice President and Portfolio Manager, Nuveen Unit Investment Trusts (1988-1999), | |||||
each of John Nuveen & Co., Inc. (1982-1999). | |||||
Interested Trustee | |||||
Amy J. Lee*** | Trustee, | Since 2018 | Current: Interested Trustee, certain other funds in the Fund Complex (2018- | 157 | None. |
(1961) | Vice President | (Trustee) | present); Chief Legal Officer, certain other funds in the Fund Complex | ||
and Chief | (2014-present); Vice President, certain other funds in the Fund Complex | ||||
Legal Officer | Since 2015 | (2007-present); Senior Managing Director, Guggenheim Investments | |||
(Vice | (2012-present). | ||||
President) | |||||
Since 2015 | Former: President and Chief Executive Officer (2017-2018); President, certain | ||||
(Chief Legal | other funds in the Fund Complex (2017-November 2019); Vice President, Associate | ||||
Officer) | General Counsel and Assistant Secretary, Security Benefit Life | ||||
Insurance Company and Security Benefit Corporation (2004-2012). |
* | The business address of each Trustee is c/o Guggenheim Investments, 227 West Monroe Street, Chicago, Illinois 60606. |
** | Each Trustee serves an indefinite term, until his or her successor is elected and qualified. |
*** | This Trustee is deemed to be an “interested person” of the Fund under the 1940 Act by reason of her position with the Fund’s Investment Adviser and/or the parent of the Investment Adviser. |
OTHER INFORMATION (Unaudited) concluded | September 30, 2019 |
OFFICERS | |||
Position(s) | Term of Office | ||
held | and Length | ||
Name, Address* | with the | of Time | |
and Year of Birth | Fund | Served** | Principal Occupations During Past 5 Years |
OFFICERS | |||
Brian E. Binder | President | Since 2018 | Current: President and Chief Executive Officer, certain other funds in the Fund Complex (2018-present); President and Chief Executive Officer, |
(1972) | and Chief | Guggenheim Funds Investment Advisors, LLC and Security Investors, LLC (2018-present); Senior Managing Director and Chief Administrative | |
Executive Officer | Officer, Guggenheim Investments (2018-present). | ||
Former: Managing Director and President, Deutsche Funds, and Head of US Product, Trading and Fund Administration, Deutsche Asset | |||
Management (2013-2018); Managing Director, Head of Business Management and Consulting, Invesco Ltd. (2010-2012). | |||
Joanna M. | Chief | Since 2015 | Current: Chief Compliance Officer, certain funds in the Fund Complex (2012-present); Senior Managing Director, Guggenheim Investments |
Catalucci | Compliance | (2014-present) | |
(1966) | Officer | ||
Former: AML Officer, certain funds in the Fund Complex (2016-2017); Chief Compliance Officer and Secretary, certain other funds in the Fund | |||
Complex (2008-2012); Senior Vice President & Chief Compliance Officer, Security Investors, LLC and certain affiliates (2010-2012); Chief | |||
Compliance Officer and Senior Vice President, Rydex Advisors, LLC and certain affiliates (2010-2011). | |||
James M. Howley | Assistant | Since 2015 | Current: Managing Director, Guggenheim Investments (2004-present); Assistant Treasurer, certain other funds in the Fund Complex |
(1972) | Treasurer | (2006-present). | |
Former: Manager, Mutual Fund Administration of Van Kampen Investments, Inc. (1996-2004). | |||
Mark E. Mathiasen | Secretary | Since 2015 | Current: Secretary, certain other funds in the Fund Complex (2007-present); Managing Director, Guggenheim Investments (2007-present). |
(1978) | |||
Glenn McWhinnie | Assistant | Since 2016 | Current: Vice President, Guggenheim Investments (2009-present); Assistant Treasurer, certain other funds in the Fund Complex (2016-present). |
(1969) | Treasurer | ||
Michael P. Megaris | Assistant | Since 2015 | Current: Assistant Secretary, certain other funds in the Fund Complex (2014-present); Director, Guggenheim Investments (2012-present). |
(1984) | Secretary |
OTHER INFORMATION (Unaudited) continued | September 30, 2019 |
Position(s) | Term of Office | ||
held | and Length | ||
Name, Address* | with the | of Time | |
and Year of Birth | Fund | Served** | Principal Occupations During Past 5 Years |
OFFICERS continued | |||
Adam J. Nelson | Assistant | Since 2015 | Current: Vice President, Guggenheim Investments (2015-present); Assistant Treasurer, certain other funds in the Fund Complex (2015-present). |
(1979) | Treasurer | ||
Former: Assistant Vice President and Fund Administration Director, State Street Corporation (2013-2015); Fund Administration Assistant | |||
Director, State Street (2011-2013); Fund Administration Manager, State Street (2009-2011). | |||
Kimberly J. Scott | Assistant | Since 2015 | Current: Director, Guggenheim Investments (2012-present); Assistant Treasurer, certain other funds in the Fund Complex (2012-present). |
(1974) | Treasurer | ||
Former: Financial Reporting Manager, Invesco, Ltd. (2010-2011); Vice President/Assistant Treasurer, Mutual Fund Administration, Van Kampen | |||
Investments, Inc./Morgan Stanley Investment Management (2009-2010); Manager of Mutual Fund Administration, Van Kampen Investments, | |||
Inc./Morgan Stanley Investment Management (2005-2009). | |||
Bryan Stone | Vice | Since 2015 | Current: Vice President, certain other funds in the Fund Complex (2014-present); Managing Director, Guggenheim Investments (2013-present). |
(1979) | President | ||
Former: Senior Vice President, Neuberger Berman Group LLC (2009-2013); Vice President, Morgan Stanley (2002-2009). | |||
John L. Sullivan | Chief | Since 2015 | Current: Chief Financial Officer, Chief Accounting Officer and Treasurer, certain other funds in the Fund Complex (2010-present); Senior |
(1955) | Financial | Managing Director, Guggenheim Investments (2010-present). | |
Officer, Chief | |||
Accounting | Former: Managing Director and Chief Compliance Officer, each of the funds in the Van Kampen Investments fund complex (2004-2010); | ||
Officer and | Managing Director and Head of Fund Accounting and Administration, Morgan Stanley Investment Management (2002-2004); Chief Financial | ||
Treasurer | Officer and Treasurer, Van Kampen Funds (1996-2004). |
OTHER INFORMATION (Unaudited) continued | September 30, 2019 |
Position(s) | Term of Office | ||
held | and Length | ||
Name, Address* | with the | of Time | |
and Year of Birth | Fund | Served** | Principal Occupations During Past 5 Years |
OFFICERS continued | |||
Jon Szafran | Assistant | Since 2017 | Current: Vice President, Guggenheim Investments (2017-present); Assistant Treasurer, certain other funds in the Fund Complex (2017-present). |
(1989) | Treasurer | ||
Former: Assistant Treasurer of Henderson Global Funds and Manager of US Fund Administration, Henderson Global Investors (North America) | |||
Inc. (“HGINA”), (2017); Senior Analyst of US Fund Administration, HGINA (2014–2017); Senior Associate of Fund Administration, Cortland | |||
Capital Market Services, LLC (2013-2014); Experienced Associate, PricewaterhouseCoopers LLP (2012-2013). |
* | The business address of each officer is c/o Guggenheim Investments, 227 West Monroe Street, Chicago, Illinois 60606. |
** | Each officer serves an indefinite term, until his or her successor is duly elected and qualified. The date reflects the commencement date upon which the officer held any officer position with the Fund. |
DIVIDEND REINVESTMENT PLAN (Unaudited) | September 30, 2019 |
APPROVAL OF ADVISORY AGREEMENTS — | |
GUGGENHEIM ENERGY & INCOME FUND (XGEIX) (Unaudited) | September 30, 2019 |
APPROVAL OF ADVISORY AGREEMENTS — | |
GUGGENHEIM ENERGY & INCOME FUND (XGEIX) (Unaudited) (continued) | September 30, 2019 |
1 Consequently, except where the context indicates otherwise, references to “Adviser” or “Sub-Adviser” should be understood as referring to Guggenheim Investments generally and the services it provides under both Advisory Agreements.
APPROVAL OF ADVISORY AGREEMENTS — | |
GUGGENHEIM ENERGY & INCOME FUND (XGEIX) (Unaudited) (continued) | September 30, 2019 |
APPROVAL OF ADVISORY AGREEMENTS — | |
GUGGENHEIM ENERGY & INCOME FUND (XGEIX) (Unaudited) (continued) | September 30, 2019 |
APPROVAL OF ADVISORY AGREEMENTS — | |
GUGGENHEIM ENERGY & INCOME FUND (XGEIX) (Unaudited) (continued) | September 30, 2019 |
APPROVAL OF ADVISORY AGREEMENTS — | |
GUGGENHEIM ENERGY & INCOME FUND (XGEIX) (Unaudited) (continued) | September 30, 2019 |
FUND INFORMATION (Unaudited) | September 30, 2019 |
Board of Trustees | Investment Adviser | |
Randall C. Barnes | Guggenheim Funds Investment | |
Advisors, LLC | ||
Donald A. Chubb, Jr. | Chicago, IL | |
Jerry B. Farley | Investment Sub-Adviser | |
Guggenheim Partners Investment | ||
Roman Friedrich III | Management, LLC | |
Santa Monica, CA | ||
Amy J. Lee* | ||
Administrator and Accounting Agent | ||
Ronald A. Nyberg | MUFG Investor Services (US), LLC | |
Rockville, MD | ||
Ronald E. Toupin, Jr. , | ||
Chairman | Custodian | |
The Bank of New York Mellon Corp. | ||
* This Trustee is an interested person (as | New York, NY | |
defined in Section 2(a)(19) of the 1940 Act) | ||
( Interested Trustee ) of the Fund because of | Legal Counsel | |
her affiliation with Guggenheim Investments. | Skadden, Arps, Slate, Meagher & | |
Flom LLP | ||
Principal Executive Officers | New York, NY | |
Brian E. Binder | ||
President and Chief Executive Officer | Independent Registered Public | |
Accounting Firm | ||
Joanna M. Catalucci | Ernst & Young LLP | |
Chief Compliance Officer | Tysons, VA | |
Amy J. Lee | ||
Vice President and Chief Legal Officer | ||
Mark E. Mathiasen | ||
Secretary | ||
John L. Sullivan | ||
Chief Financial Officer, | ||
Chief Accounting Officer | ||
and Treasurer |
FUND INFORMATION (Unaudited) continued | September 30, 2019 |
The Fund is committed to maintaining the privacy of its shareholders and to safeguarding its non-public personal information. The following information is provided to help you understand what personal information the Fund collects, how the Fund protects that information and why, in certain cases, the Fund may share information with select other parties.
Generally, the Fund does not receive any non-public personal information relating to its shareholders, although certain non-public personal information of its shareholders may become available to the Fund. The Fund does not disclose any non-public personal information about its shareholders or former shareholders to anyone except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).
The Fund restricts access to non-public personal information about its shareholders to employees of the Fund’s investment advisor and its affiliates with a legitimate business need for the information. The Fund maintains physical, electronic and procedural safeguards designed to protect the non-public personal information of its shareholders.
Questions concerning your shares of Guggenheim Energy & Income Fund?
- If your shares are held in a Brokerage Account, contact your Broker.
- If you have physical possession of your shares in certificate form, contact the Fund’s Transfer Agent:
Computershare Trust Company, N.A., P.O. Box 30170 College Station, TX 77842-3170; (866) 488-3559 or online at www.computershare.com/investor
This report is sent to shareholders of Guggenheim Energy & Income Fund for their information. It is not a Prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or of any securities mentioned in this report.
A description of the Fund’s proxy voting policies and procedures related to portfolio securities is available without charge, upon request, by calling the Fund at (800) 345-7999.
Information regarding how the Fund voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended December 31, is also available, without charge and upon request by calling (800) 345-7999, by visiting the Fund’s website at guggenheiminvestments.com/xgeix or by accessing the Fund’s Form N-PX on the U.S. Securities and Exchange Commission’s (SEC) website at www.sec.gov.
The Fund 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 Fund’s Form N-Q is available on the SEC website at www.sec.gov or by visiting the Fund’s website at guggenheiminvestments.com/xgeix. The Fund’s Form N-Q may also be viewed and copied at the SEC’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330 or at www.sec.gov.
227 West Monroe Street
Chicago, IL 60606
Member FINRA/SIPC
(11/19)
(a) | The registrant has adopted a code of ethics (the “Code of Ethics”) that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. |
(b) | No information need be disclosed pursuant to this paragraph. |
(c) | The registrant has not amended its Code of Ethics during the period covered by the report presented in Item 1 hereto. |
(d) | The registrant has not granted a waiver or an implicit waiver to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions from a provision of its Code of Ethics during the period covered by this report. |
(e) | Not applicable. |
(f) | (1) The registrant’s Code of Ethics is attached hereto as Exhibit (a)(1). |
(a) | The categories of services to be reviewed and considered for pre-approval include the following (collectively, “Identified Services”): |
• | Annual financial statement audits |
• | Seed audits (related to new product filings, as required) |
• | SEC and regulatory filings and consents |
• | Accounting consultations |
• | Fund merger/reorganization support services |
• | Other accounting related matters |
• | Agreed upon procedures reports |
• | Attestation reports |
• | Other internal control reports |
• | Recurring tax services: |
o | Preparation of Federal and state income tax returns, including extensions |
o | Preparation of calculations of taxable income, including fiscal year tax designations |
o | Preparation of annual Federal excise tax returns (if applicable) |
o | Preparation of calendar year excise distribution calculations |
o | Calculation of tax equalization on an as-needed basis |
o | Preparation of the estimated excise distribution calculations on an as-needed basis |
o | Preparation of quarterly Federal, state and local and franchise tax estimated tax payments on an as-needed basis |
o | Preparation of state apportionment calculations to properly allocate Fund taxable income among the states for state tax filing purposes |
o | Provision of tax compliance services in India for Funds with direct investments in India |
o | Assistance with management’s identification of passive foreign investment companies (PFICs) for tax purposes |
• | Permissible non-recurring tax services upon request: |
o | Assistance with determining ownership changes which impact a Fund’s utilization of loss carryforwards |
o | Assistance with calendar year shareholder reporting designations on Form 1099 |
o | Assistance with corporate actions and tax treatment of complex securities and structured products |
o | Assistance with IRS ruling requests and calculation of deficiency dividends |
o | Conduct training sessions for the Adviser’s internal tax resources |
o | Assistance with Federal, state, local and international tax planning and advice regarding the tax consequences of proposed or actual transactions |
o | Tax services related to amendments to Federal, state and local returns and sales and use tax compliance |
o | RIC qualification reviews |
o | Tax distribution analysis and planning |
o | Tax authority examination services |
o | Tax appeals support services |
o | Tax accounting methods studies |
o | Fund merger, reorganization and liquidation support services |
o | Tax compliance, planning and advice services and related projects |
(b) | The Committee has pre-approved Identified Services for which the estimated fees are less than $25,000. |
(c) | For Identified Services with estimated fees of $25,000 or more, but less than $50,000, the Chair or any member of the Committee designated by the Chair is hereby authorized to pre-approve such services on behalf of the Committee. |
(d) | For Identified Services with estimated fees of $50,000 or more, such services require pre-approval by the Committee. |
(e) | All requests for Identified Services to be provided by the independent auditor that were pre-approved by the Committee shall be submitted to the Chief Accounting |
Officer (“CAO”) of the Trust by the independent auditor using the pre-approval request form attached as Appendix C to the Audit Committee Charter. The Trust’s CAO will determine whether such services are included within the list of services that have received the general pre-approval of the Committee. |
(f) | The independent auditors or the CAO of the Trust (or an officer of the Trust who reports to the CAO) shall report to the Committee at each of its regular scheduled meetings all audit, audit-related and permissible non-audit services initiated since the last such report (unless the services were contained in the initial audit plan, as previously presented to, and approved by, the Committee). The report shall include a general description of the services and projected fees, and the means by which such services were approved by the Committee (including the particular category of Identified Services under which pre-approval was obtained). |
(a) | The Chair or any member of the Committee designated by the Chair may grant the pre-approval for non-audit services to the Adviser (or any “control affiliate” of the Adviser providing ongoing services to the Trust) relating directly to the operations and financial reporting of the Trust for which the estimated fees are less than $25,000. All such delegated pre-approvals shall be presented to the Committee no later than the next Committee meeting. |
(b) | For non-audit services to the Adviser (or any “control affiliate” of the Adviser providing ongoing services to the Trust) relating directly to the operations and financial reporting of the Trust for which the estimated fees are $25,000 or more, such services require pre-approval by the Committee. |
(g) | The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, the registrant’s investment adviser (not including a sub-adviser whose role is primarily portfolio management and is sub-contracted with or overseen by another investment adviser) and/or any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant that directly related to the |
operations and financial reporting of the registrant were $8,947 and $12,174 for the fiscal years ending September 30, 2019 and September 30, 2018, respectively. |
Name | Since | Professional Experience During the Last Five Years | |
Thomas Hauser – Senior Managing Director | 2015 | Guggenheim Partners Investment Management, LLC: Senior Managing Director – 2017 to Present; Managing Director 2014 to 2017; Director 2012 to 2014. | |
Adam Bloch – Managing Director | 2015 | Guggenheim Partners Investment Management, LLC: Managing Director – 2019 to Present; Director – 2015-2019; Vice President – 2014-2015; Senior Associate – 2013-2014; Associate – 2012-2013. Bank of America Merrill Lynch: Associate – 2011-2012. | |
Richard de Wet – Director | 2015 | Guggenheim Partners Investment Management, LLC: Director/Portfolio Manager – 2013-Present. PIMCO 2012 to 2013. | |
Steven Brown – Senior Managing Director | 2018 | Guggenheim Partners Investment Management, LLC: Senior Managing Director 2019 to Present; Managing Director – 2016 to 2019; Guggenheim Partners Investment Management, LLC – Director 2014 to 2016; Guggenheim Partners Investment Management, LLC – Vice President 2013 to 2014; Senior Associate 2012 to 2013. |
Type of Account | Number of Accounts | Total Assets in the Accounts | Number of Accounts In Which the Advisory Fee is Based on Performance | Total Assets in the Accounts In Which the Advisory Fee is Based on Performance |
Registered investments companies | 8 | $2,862,139,769 | 2 | $391,639,408 |
Other pooled investment vehicles | 47 | $12,742,291,573 | 25 | $4,854,273,562 |
Other accounts | 36 | $8,129,470,293 | 5 | $822,217,340 |
Type of Account | Number of Accounts | Total Assets in the Accounts | Number of Accounts In Which the Advisory Fee is Based on Performance | Total Assets in the Accounts In Which the Advisory Fee is Based on Performance |
Registered investments companies | 19 | $26,257,495,033 | 0 | $0 |
Other pooled investment vehicles | 5 | $3,257,362,532 | 2 | $2,268,706,700 |
Other accounts | 23 | $14,033,396,260 | 4 | $277,589,163 |
Type of Account | Number of Accounts | Total Assets in the Accounts | Number of Accounts In Which the Advisory Fee is Based on Performance | Total Assets in the Accounts In Which the Advisory Fee is Based on Performance |
Registered investments companies | 4 | $790,270,958 | 0 | $0 |
Other pooled investment vehicles | 2 | $344,488,780 | 0 | $0 |
Other accounts | 13 | $3,865,271,948 | 0 | $0 |
Type of Account | Number of Accounts | Total Assets in the Accounts | Number of Accounts In Which the Advisory Fee is Based on Performance | Total Assets in the Accounts In Which the Advisory Fee is Based on Performance |
Registered investments companies | 13 | $26,083,288,593 | 0 | $0 |
Other pooled investment vehicles | 5 | $3,257,362,532 | 2 | $2,268,706,700 |
Other accounts | 23 | $14,033,396,260 | 4 | $277,589,163 |
Name of Portfolio Manager | Dollar Amount of Equity Securities in Fund |
Thomas Hauser | None |
Adam Bloch | None |
Richard de Wet | None |
Steven Brown | None |
(a)(3) | Not applicable. |
(b) | Certifications of principal executive officer and principal financial officer pursuant to Rule 30a-2(b) under the Investment Company Act and Section 906 of the Sarbanes-Oxley Act of 2002. |
(c) | Guggenheim Partners Investment Management, LLC Proxy Voting Policies and Procedures |