The fund is structured to qualify as a Regulated Investment Company (RIC)
allowing it to pass-through to shareholders income and capital gains earned, thus avoiding double-taxation. To qualify as a RIC, the fund
must meet specific income, diversification and distribution requirements. Regarding income, at least 90 percent of the fund gross income
must be from dividends, interest and capital gains. The fund must meet quarterly diversification requirements including the requirement
that at least 50 percent of the assets be in cash, cash equivalents or other securities with each single issuer of other securities not
greater than 5 percent of total assets. No more than 25 percent of total assets can be invested in any one issuer other t han government
securities or other RIC’s. The fund must also distribute at least 90 percent of its investment company income. RIC’s are also
subject to excise tax rules which require RIC’s to distribute approximately 98 percent of net income and net capital gains to avoid
a 4 percent excise tax.
The fund has adopted a distribution policy which is included on the inside
front cover of this report. To summarize, the fund has adopted a managed distribution policy (“MDP”). Annual distribution
amounts are expected to fall in the range of 7% to 10% of the average week-ending net asset value (“NAV”) per share for the
prior fiscal semi-annual period. Distribution amounts will be reset both up and down to provide a consistent return on trailing NAV. Under
the MDP, distribution amounts will normally be reset in February and August, with no changes in distribution amounts in May and November.
The fund may designate a portion of its distributions as capital gains and may also distribute additional capital gains in the last quarter
of the year to meet annual excise distribution requirements. Distribution amounts are subject to change from time to time at the discretion
of the Board.
The fund’s leverage utilization increased $1.6 million during the six
months ended Q2 2022 as compared to the six months ended Q4 2021, and represented 19.3% of total assets at May 31, 2022. During the period,
the fund maintained compliance with its applicable coverage ratios. At year-end, including the impact of interest rate swaps, approximately
93.8% of the leverage cost was fixed, the weighted-average maturity was 1.6 years and the weighted-average annual rate on leverage was
3.26%. These rates will vary in the future as a result of changing floating rates and as swaps mature or are redeemed.
Please see the Financial Statements and Notes to Financial Statements for
additional detail regarding critical accounting policies, results of operations, leverage and other important fund information.
For further information regarding the fund’s leverage
and distributions to stockholders, as well as a discussion of the tax impact on distributions, please visit www.tortoiseecofin.com.
TEAF seeks to provide a high level of total return with
an emphasis on current distributions. TEAF provides investors access to a combination of public and direct investments in essential assets
that are making an impact on clients and communities.
Despite broader equity market volatility, TEAF generated positive NAV performance
in the first fiscal half of 2022. North American energy infrastructure companies performed extremely well during the period. The strong
performance was driven by elevated commodity prices and a renewed focus on energy security following Russia’s invasion of Ukraine.
Listed sustainable infrastructure companies also performed extremely well relative to broader equity markets during the period. The defensive
nature of regulated utility business models combined with tactical allocations to those companies benefitting from the volatile commodity
price backdrop in Europe resulted in positive performance for the portfolio. Additionally, we believe an acceleration in renewable energy
infrastructure investment in Europe is likely as countries look to diversify away from Russian energy. Those tailwinds also supported
European renewable infrastructure companies during the period. TEAF’s private investments (Social and Sustainable Infrastructure)
performed in-line with our expectations during the period.
Despite macroeconomic uncertainty, we hold a constructive outlook for the
underlying assets in the TEAF portfolio entering the second half of 2022. We believe TEAF’s current portfolio is largely invested
in sectors that will provide stability during the current equity market volatility and are uniquely positioned to benefit from secular
tailwinds as a result of COVID-19 and Russia’s invasion of Ukraine. Additionally, we believe a majority of TEAF’s listed investments
provide inflation protection for investors. Energy infrastructure equities are likely net beneficiaries of inflation through contractual
protections and higher natural gas prices. Renewable and utility equities should be well protected through contractual provisions and
hedging programs.
As mentioned, TEAF’s private assets continued to perform in-line with
our expectations generating stable current income for investors. TEAF has experienced a delay in one solar project in the private sustainable
infrastructure portfolio. While the project is mechanically complete, it has experienced a minor delay in the interconnection with the
local utility delaying in-service of the asset. We now expect that project to be online over the coming months at which point all assets
will be fully operational.
We continue to progress on transitioning the portfolio to the targeted allocation
of 60% direct investments. As of May 31, 2022, TEAF’s total direct investment commitments were approximately $122 million or approximately
50% of the portfolio. As previously mentioned, we have completed the fund’s allocation to direct sustainable and energy infrastructure
investments.
The fund is structured to qualify as a Regulated Investment Company (RIC)
allowing it to pass-through to shareholders income and capital gains earned, thus avoiding double-taxation. To qualify as a RIC, the fund
must meet specific income, diversification and distribution requirements. Regarding income, at least 90 percent of the fund gross income
must be from dividends, interest and capital gains. The fund must meet quarterly diversification requirements including the requirement
that at least 50 percent of the assets be in cash, cash equivalents or other securities with each single issuer of other securities not
greater than 5 percent of total assets. No more than 25 percent of total assets can be invested in any one issuer other than government
securities or other RIC’s. The fund must also distribute at least 90 percent of its investment company income. RIC’s are also
subject to excise tax rules which require RIC’s to distribute approximately 98 percent of net income and net capital gains to avoid
a 4 percent excise tax.
The fund has adopted a managed distribution policy (“MDP”). Annual
distribution amounts are expected to fall in the range of 6% to 8% of the average week-ending net asset value (“NAV”) per
share for the prior fiscal semi-annual period. Distribution amounts will be reset both up and down to provide a consistent return on trailing
NAV. Under the MDP, distribution amounts will normally be reset in February and August, with no changes in distribution amounts in May
and November. The fund may designate a portion of its distributions as capital gains and may also distribute additional capital gains
in the last quarter of the year to meet annual excise distribution requirements. Distribution amounts are subject to change from time
to time at the discretion of the Board.
The fund’s leverage utilization increased $8.8 million during the six
months ended Q2 2022, as compared to six months ended Q4 2021. The fund utilizes all floating rate leverage that had an interest rate
of 1.92% and represented 11.5% of total assets at year-end. During the period, the fund maintained compliance with its applicable coverage
ratios. The interest rate on the fund’s leverage will vary in the future along with changing floating rates.
Please see the Financial Statements and Notes to Financial Statements for
additional detail regarding critical accounting policies, results of operations, leverage and other important fund information.
For further information regarding the fund’s leverage
and distributions to stockholders, as well as a discussion of the tax impact on distributions, please visit www.tortoiseecofin.com.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
See accompanying Notes to Financial Statements.
|
|
Statements of Assets & Liabilities (unaudited) |
May 31, 2022 |
| |
Tortoise
Energy Infrastructure Corp. (as restated) (1) | |
Tortoise
Midstream Energy Fund, Inc. (as restated) |
Assets | |
| | | |
| | |
Investments in unaffiliated securities at fair value(2) | |
$ | 621,567,103 | | |
$ | 326,673,823 | |
Investments in affiliated securities at fair value(3) | |
| 16,849,615 | | |
| — | |
Cash at broker | |
| — | | |
| — | |
Cash(7) | |
| — | | |
| — | |
Dividends, distributions and interest receivable from investments | |
| 901,178 | | |
| 558,121 | |
Accrued Interest Receiveable | |
| 225,498 | | |
| 157,933 | |
Accrued Current Tax Receivable | |
| — | | |
| 922,651 | |
Tax reclaims receivable | |
| — | | |
| — | |
Expense Reimbursement Receivable | |
| — | | |
| — | |
Prepaid expenses and other assets | |
| 709,403 | | |
| 213,478 | |
Total assets | |
| 640,252,797 | | |
| 328,526,006 | |
Liabilities | |
| | | |
| | |
Call options written, at fair value(4) | |
| — | | |
| — | |
Payable to Adviser | |
| 995,518 | | |
| 510,661 | |
Accrued directors’ fees and expenses | |
| — | | |
| — | |
Payable for investments purchased | |
| — | | |
| — | |
Accrued expenses and other liabilities | |
| 2,114,858 | | |
| 815,429 | |
Current tax liability | |
| 23,335,198 | | |
| 10,010,657 | |
Deferred tax liability | |
| — | | |
| — | |
Credit facility borrowings | |
| 23,500,000 | | |
| 14,500,000 | |
Senior notes, net(5) | |
| 85,739,035 | | |
| 32,091,970 | |
Mandatory redeemable preferred stock, net(6) | |
| 35,563,240 | | |
| 19,684,023 | |
Total liabilities | |
| 171,247,849 | | |
| 77,612,740 | |
Net assets applicable to common stockholders | |
$ | 469,004,948 | | |
$ | 250,913,266 | |
Net Assets Applicable to Common Stockholders Consist of: | |
| | | |
| | |
Capital stock, $0.001 par value per share | |
$ | 11,928 | | |
$ | 5,643 | |
Additional paid-in capital | |
| 606,880,922 | | |
| 545,815,246 | |
Total distributable accumulated losses | |
| (137,887,902 | ) | |
| (294,907,623 | ) |
Net assets applicable to common stockholders | |
$ | 469,004,948 | | |
$ | 250,913,266 | |
Capital shares: | |
| | | |
| | |
Authorized | |
| 100,000,000 | | |
| 100,000,000 | |
Outstanding | |
| 11,927,903 | | |
| 5,642,991 | |
Net Asset Value per common share outstanding (net assets applicable to common stock, divided by common shares outstanding) | |
$ | 39.32 | | |
$ | 44.46 | |
|
(1) Consolidated Statement of Assets and Liabilities
(See Note 13 to the financial statements for further disclosure) | |
| | | |
| | |
(2) Investments in unaffiliated securities at cost | |
$ | 483,510,521 | | |
$ | 225,724,103 | |
(3) Investments in affiliated securities at cost | |
$ | 50,141,470 | | |
$ | — | |
(4) Call options written, premiums received | |
$ | — | | |
$ | — | |
(5) Deferred debt issuance and offering costs | |
$ | 87,632 | | |
$ | 57,763 | |
(6) Deferred offering costs | |
$ | 97,370 | | |
$ | 34,902 | |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
Tortoise
Pipeline & Energy Fund, Inc. | |
Tortoise
Energy Independence Fund, Inc. | |
Tortoise
Power and Energy Infrastructure Fund, Inc. | |
Ecofin
Sustainable and Social Impact Term Fund(1) |
| | |
| | |
| | |
| |
$ | 100,602,362 | | |
$ | 74,991,576 | | |
$ | 131,596,742 | | |
$ | 218,773,943 | |
| — | | |
| — | | |
| — | | |
| 43,161,118 | |
| — | | |
| — | | |
| — | | |
| 133,951 | |
| — | | |
| — | | |
| — | | |
| 40,208 | |
| 156,004 | | |
| 265,165 | | |
| 1,266,276 | | |
| 195,397 | |
| 4,916 | | |
| 158 | | |
| | | |
| 1,782,870 | |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| 109,283 | |
| 12,475 | | |
| 10,451 | | |
| — | | |
| — | |
| 125,630 | | |
| 20,548 | | |
| 38,968 | | |
| 64,749 | |
| 100,901,387 | | |
| 75,287,898 | | |
| 132,901,986 | | |
| 264,261,519 | |
| | | |
| | | |
| | | |
| | |
| — | | |
| — | | |
| — | | |
| 58,139 | |
| 180,221 | | |
| 127,050 | | |
| 208,004 | | |
| 586,305 | |
| 8,364 | | |
| 8,325 | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| — | |
| 355,667 | | |
| 145,351 | | |
| 311,501 | | |
| 277,745 | |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| 240,533 | |
| 10,900,000 | | |
| 3,600,000 | | |
| 25,600,000 | | |
| 30,400,000 | |
| 3,929,024 | | |
| — | | |
| — | | |
| — | |
| 6,084,982 | | |
| — | | |
| — | | |
| — | |
| 21,458,258 | | |
| 3,880,726 | | |
| 26,119,505 | | |
| 31,562,722 | |
$ | 79,443,129 | | |
$ | 71,407,172 | | |
$ | 106,782,481 | | |
$ | 232,698,797 | |
| | | |
| | | |
| | | |
| | |
$ | 2,228 | | |
$ | 1,846 | | |
$ | 6,526 | | |
$ | 13,491 | |
| 177,316,389 | | |
| 219,268,771 | | |
| 114,642,537 | | |
| 247,569,771 | |
| (97,875,488 | ) | |
| (147,863,445 | ) | |
| (7,866,582 | ) | |
| (14,884,465 | ) |
$ | 79,443,129 | | |
$ | 71,407,172 | | |
$ | 106,782,481 | | |
$ | 232,698,797 | |
| | | |
| | | |
| | | |
| | |
| 100,000,000 | | |
| 100,000,000 | | |
| 100,000,000 | | |
| 100,000,000 | |
| 2,227,773 | | |
| 1,845,997 | | |
| 6,526,499 | | |
| 13,491,127 | |
| | | |
| | | |
| | | |
| | |
$ | 35.66 | | |
$ | 38.68 | | |
$ | 16.36 | | |
$ | 17.25 | |
| | | |
| | | |
| | | |
| | |
| | | |
| | | |
| | | |
| | |
| | | |
| | | |
| | | |
| | |
$ | 80,397,329 | | |
$ | 42,652,160 | | |
$ | 117,310,020 | | |
$ | 210,024,884 | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 43,230,269 | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 60,262 | |
$ | 13,833 | | |
$ | — | | |
$ | — | | |
$ | — | |
$ | 15,018 | | |
$ | — | | |
$ | — | | |
$ | — | |
See accompanying Notes to Financial Statements.
|
|
Statements of Operations (unaudited) |
Period from December 1, 2021 through May 31, 2022 |
| |
Tortoise
Energy Infrastructure Corp. (as restated) (1) | |
Tortoise
Midstream Energy Fund, Inc. (as restated) |
Investment Income | |
| | | |
| | |
Distributions from master limited partnerships | |
$ | 5,154,663 | | |
$ | 2,424,395 | |
Dividends and distributions from common stock | |
| 7,973,712 | | |
| 5,295,246 | |
Dividends and distributions from preferred stock | |
| 308,348 | | |
| 220,476 | |
Dividends and distributions from affiliated investments | |
| 340,000 | | |
| — | |
Less return of capital on distributions(2) | |
| (7,101,916 | ) | |
| (4,383,314 | ) |
Less foreign taxes withheld | |
| — | | |
| (142,152 | ) |
Net dividends and distributions from investments | |
| 6,674,807 | | |
| 3,414,651 | |
Interest income | |
| 471,197 | | |
| 301,630 | |
Other income | |
| — | | |
| — | |
Total Investment Income | |
| 7,146,004 | | |
| 3,716,281 | |
Operating Expenses | |
| | | |
| | |
Advisory fees | |
| 2,822,429 | | |
| 1,426,451 | |
Administrator fees | |
| 125,160 | | |
| 66,458 | |
Professional fees | |
| 170,033 | | |
| 93,313 | |
Directors fees | |
| 32,675 | | |
| 39,040 | |
Stockholder communication expenses | |
| 50,058 | | |
| 31,600 | |
Custodian fees and expenses | |
| 18,586 | | |
| 9,853 | |
Fund accounting fees | |
| 32,889 | | |
| 24,195 | |
Registration fees | |
| (6,668 | ) | |
| 11,273 | |
Stock transfer agent fees | |
| 28,356 | | |
| 28,356 | |
Other operating expenses | |
| 57,434 | | |
| 17,422 | |
Total Operating Expenses | |
| 3,330,952 | | |
| 1,747,961 | |
Leverage Expenses | |
| | | |
| | |
Interest expense | |
| 1,747,694 | | |
| 608,059 | |
Distributions to mandatory redeemable preferred stockholders | |
| 619,158 | | |
| 348,457 | |
Amortization of debt issuance costs | |
| 30,495 | | |
| 12,236 | |
Other leverage expenses | |
| 78,674 | | |
| 61,287 | |
Total Leverage Expenses | |
| 2,476,021 | | |
| 1,030,039 | |
Total Expenses | |
| 5,806,973 | | |
| 2,778,000 | |
Less expense reimbursement by Adviser (Note 4) | |
| — | | |
| — | |
Net Expenses | |
| 5,806,973 | | |
| 2,778,000 | |
Net Investment Income (Loss), before Income Taxes | |
| 1,339,031 | | |
| 938,281 | |
Deferred tax benefit (expense) | |
| — | | |
| — | |
Net Investment Income (Loss) | |
$ | 1,339,031 | | |
$ | 938,281 | |
(1) |
Consolidated Statement of Operations
(See Note 13 to the financial statements for further disclosure). |
(2) |
Return of Capital may be in excess of current year distributions
due to prior year adjustments. See Note 2.C. to the financial statements for further disclosure. |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
Tortoise
Pipeline & Energy Fund, Inc. | |
Tortoise
Energy Independence Fund, Inc. | |
Tortoise
Power and Energy Infrastructure Fund, Inc. | |
Ecofin
Sustainable and Social Impact Term Fund(1) |
| | |
| | |
| | |
| |
$ | 925,552 | | |
$ | 316,622 | | |
$ | 1,276,112 | | |
$ | 782,553 | |
| 1,864,490 | | |
| 1,182,737 | | |
| 860,416 | | |
| 2,208,548 | |
| 16,380 | | |
| — | | |
| 14,286 | | |
| 308,228 | |
| — | | |
| — | | |
| — | | |
| 800,000 | |
| (1,460,895 | ) | |
| (377,510 | ) | |
| (1,652,953 | ) | |
| (1,813,590 | ) |
| (95,537 | ) | |
| (13,263 | ) | |
| (20,995 | ) | |
| (207,536 | ) |
| 1,249,990 | | |
| 1,108,586 | | |
| 476,866 | | |
| 2,078,203 | |
| 45 | | |
| 316 | | |
| 1,630,248 | | |
| 2,913,075 | |
| — | | |
| — | | |
| — | | |
| 1,901 | |
| 1,250,035 | | |
| 1,108,902 | | |
| 2,107,114 | | |
| 4,993,179 | |
| | | |
| | | |
| | | |
| | |
| 501,947 | | |
| 333,687 | | |
| 607,514 | | |
| 1,732,537 | |
| 24,875 | | |
| 21,569 | | |
| 32,324 | | |
| 60,091 | |
| 64,763 | | |
| 50,749 | | |
| 63,676 | | |
| 112,228 | |
| 38,509 | | |
| 38,529 | | |
| 39,355 | | |
| 39,520 | |
| 17,901 | | |
| 14,779 | | |
| 24,352 | | |
| 14,944 | |
| 6,263 | | |
| 4,042 | | |
| 5,908 | | |
| 30,429 | |
| 14,130 | | |
| 11,032 | | |
| 14,779 | | |
| 16,941 | |
| 4,948 | | |
| 5,101 | | |
| 5,169 | | |
| (2,670 | ) |
| 6,049 | | |
| 5,723 | | |
| 6,355 | | |
| 4,284 | |
| 13,953 | | |
| 12,789 | | |
| 7,184 | | |
| 117,812 | |
| 693,338 | | |
| 498,000 | | |
| 806,616 | | |
| 2,126,116 | |
| | | |
| | | |
| | | |
| | |
| 158,049 | | |
| 32,370 | | |
| 412,891 | | |
| 172,797 | |
| 200,385 | | |
| — | | |
| — | | |
| — | |
| 5,671 | | |
| — | | |
| — | | |
| — | |
| 2,307 | | |
| — | | |
| — | | |
| — | |
| 366,412 | | |
| 32,370 | | |
| 412,891 | | |
| 172,797 | |
| 1,059,750 | | |
| 530,370 | | |
| 1,219,507 | | |
| 2,298,913 | |
| (12,101 | ) | |
| (78,008 | ) | |
| — | | |
| — | |
| 1,047,649 | | |
| 452,362 | | |
| 1,219,507 | | |
| 2,298,913 | |
| 202,386 | | |
| 656,540 | | |
| 887,607 | | |
| 2,694,266 | |
| — | | |
| — | | |
| — | | |
| (131,850 | ) |
$ | 202,386 | | |
$ | 656,540 | | |
$ | 887,607 | | |
$ | 2,562,416 | |
See accompanying Notes to Financial Statements.
|
|
Statements of Operations (unaudited) (continued) |
Period from December 1, 2021 through May 31, 2022 |
| |
Tortoise
Energy
Infrastructure Corp. (as restated) (1) | |
Tortoise
Midstream Energy Fund, Inc. (as restated) |
Realized and Unrealized Loss on Investments and Foreign Currency | |
| | | |
| | |
Net realized gain (loss) on investments in unaffiliated securities | |
$ | 6,380,993 | | |
$ | (100,784 | ) |
Net realized gain on written options | |
| — | | |
| — | |
Net realized gain (loss) on foreign currency and translation of other assets and liabilities
denominated in foreign currency | |
| — | | |
| (3,465 | ) |
Net realized gain (loss), before income taxes | |
| 6,380,993 | | |
| (104,249 | ) |
Current tax expense | |
| (6,170,565 | ) | |
| (3,485,509 | ) |
Income tax expense, net | |
| (6,170,565 | ) | |
| (3,485,509 | ) |
Net realized gain (loss) | |
| 210,428 | | |
| (3,589,758 | ) |
Change in net unrealized appreciation (depreciation) of investments in unaffiliated securities | |
| 84,363,239 | | |
| 61,408,082 | |
Change in net unrealized appreciation (depreciation) of investments in affiliated securities | |
| (14,085 | ) | |
| — | |
Change in net unrealized appreciation (depreciation) of options | |
| — | | |
| — | |
Change in net unrealized appreciation (depreciation) of other assets and liabilities
due to foreign currency translation | |
| 223 | | |
| 5,479 | |
Net unrealized appreciation (depreciation) | |
| 84,349,377 | | |
| 61,413,561 | |
Net Realized and Unrealized Gain | |
| 84,559,805 | | |
| 57,823,803 | |
Net Increase in Net Assets Applicable to Common Stockholders Resulting from Operations | |
$ | 85,898,836 | | |
$ | 58,762,084 | |
(1) |
Consolidated
Statement of Operations (See Note 13 to the financial statements for further disclosure). |
(2) |
Return
of Capital may be in excess of current year distributions due to prior year adjustments. See Note 2 to the financial statements for
further disclosure. |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
Tortoise
Pipeline & Energy Fund, Inc. | |
Tortoise
Energy Independence Fund, Inc. | |
Tortoise
Power and Energy Infrastructure Fund, Inc. | |
Ecofin
Sustainable and Social Impact Term Fund(1) |
| | |
| |
| | |
| |
$ | 380,658 | | |
$ | 3,112,492 | | |
$ | (977,791 | ) | |
$ | 8,976,414 | |
| — | | |
| — | | |
| — | | |
| 82,732 | |
| | | |
| | | |
| | | |
| | |
| (5,230 | ) | |
| (370 | ) | |
| (1,137 | ) | |
| (134,691 | ) |
| 375,428 | | |
| 3,112,122 | | |
| (978,928 | ) | |
| 8,924,455 | |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| — | |
| 375,428 | | |
| 3,112,122 | | |
| (978,928 | ) | |
| 8,924,455 | |
| 19,199,869 | | |
| 23,011,889 | | |
| 11,934,805 | | |
| (2,874,515 | ) |
| — | | |
| — | | |
| — | | |
| (401,866 | ) |
| — | | |
| — | | |
| — | | |
| (7,341 | ) |
| | | |
| | | |
| | | |
| | |
| 5,205 | | |
| 569 | | |
| 1,282 | | |
| (5,893 | ) |
| 19,205,074 | | |
| 23,012,458 | | |
| 11,936,087 | | |
| (3,289,615 | ) |
| 19,580,502 | | |
| 26,124,580 | | |
| 10,957,159 | | |
| 5,634,840 | |
$ | 19,782,888 | | |
$ | 26,781,120 | | |
$ | 11,844,766 | | |
$ | 8,197,256 | |
See accompanying Notes to Financial Statements.
|
|
Statements of Changes in Net Assets |
| |
Tortoise
Energy Infrastructure Corp.(1) |
| |
Six
Months Ended May 31, 2022 (as restated) | |
Year
Ended November 30, 2021 |
| |
(Unaudited) | | |
| |
Operations | |
| | | |
| | |
Net investment income (loss) | |
$ | 1,339,031 | | |
$ | (5,428,479 | ) |
Net realized gain (loss) | |
| 210,428 | | |
| 3,995,539 | |
Net unrealized appreciation (depreciation) | |
| 84,349,377 | | |
| 114,501,145 | |
Net increase (decrease) in net assets applicable to common stockholders
resulting from operations | |
| 85,898,836 | | |
| 113,068,205 | |
Distributions to Common Stockholders | |
| | | |
| | |
From distributable earnings | |
| — | | |
| — | |
From return of capital | |
| (16,937,622 | ) | |
| (17,534,017 | ) |
Total distributions to common stockholders | |
| (16,937,622 | ) | |
| (17,534,017 | ) |
Capital Stock Transactions | |
| | | |
| | |
Repurchases of common stock | |
| — | | |
| (6,888,558 | ) |
Net increase (decrease) in net assets applicable to common stockholders from capital stock transactions | |
| — | | |
| (6,888,558 | ) |
Total increase (decrease) in net assets applicable to common stockholders | |
| 68,961,214 | | |
| 88,645,630 | |
Net Assets | |
| | | |
| | |
Beginning of period | |
| 400,043,734 | | |
| 311,398,104 | |
End of period | |
$ | 469,004,948 | | |
$ | 400,043,734 | |
Transactions in common shares | |
| | | |
| | |
Shares outstanding at beginning of period | |
| 11,927,903 | | |
| 12,249,839 | |
Shares repurchased | |
| — | | |
| (321,936 | ) |
Shares outstanding at end of period | |
| 11,927,903 | | |
| 11,927,903 | |
(1) |
Consolidated
Statement of Changes in Net Assets (See Note 13 to the financial statements for further disclosure). |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
Tortoise
Midstream Energy Fund, Inc. | |
Tortoise
Pipeline & Energy Fund, Inc. |
Six
Months Ended May 31, 2022 (as restated) | |
Year
Ended November 30, 2021 | |
Six
Months Ended May 31, 2022 | |
Year
Ended November 30, 2021 |
(Unaudited) | |
| | |
(Unaudited) | |
| |
$ | 938,281 | | |
$ | (2,341,930 | ) | |
$ | 202,386 | | |
$ | (514,695 | ) |
| (3,589,758 | ) | |
| (10,965,235 | ) | |
| 375,428 | | |
| 2,088,332 | |
| 61,413,561 | | |
| 78,473,655 | | |
| 19,205,074 | | |
| 18,641,552 | |
| | | |
| | | |
| | | |
| | |
| 58,762,084 | | |
| 65,166,490 | | |
| 19,782,888 | | |
| 20,215,189 | |
| | | |
| | | |
| | | |
| | |
| — | | |
| — | | |
| — | | |
| — | |
| (8,690,206 | ) | |
| (9,282,720 | ) | |
| (2,628,772 | ) | |
| (2,390,182 | ) |
| (8,690,206 | ) | |
| (9,282,720 | ) | |
| (2,628,772 | ) | |
| (2,390,182 | ) |
| | | |
| | | |
| | | |
| | |
| — | | |
| (4,449,789 | ) | |
| — | | |
| (3,644,330 | ) |
| | | |
| | | |
| | | |
| | |
| — | | |
| (4,449,789 | ) | |
| — | | |
| (3,644,330 | ) |
| 50,905,909 | | |
| 51,433,981 | | |
| 17,154,116 | | |
| 14,180,677 | |
| | | |
| | | |
| | | |
| | |
| 200,841,388 | | |
| 149,407,407 | | |
| 62,289,013 | | |
| 48,108,336 | |
$ | 250,913,266 | | |
$ | 200,841,388 | | |
$ | 79,443,129 | | |
$ | 62,289,013 | |
| | | |
| | | |
| | | |
| | |
| 5,642,991 | | |
| 5,845,517 | | |
| 2,227,773 | | |
| 2,409,128 | |
| — | | |
| (202,526 | ) | |
| — | | |
| (181,355 | ) |
| 5,642,991 | | |
| 5,642,991 | | |
| 2,227,773 | | |
| 2,227,773 | |
See accompanying Notes to Financial Statements.
|
|
Statements of Changes in Net Assets (continued) |
| |
Tortoise
Energy Independence Fund, Inc. |
| |
Six
Months Ended May 31, 2022 | |
Year
Ended November 30, 2021 |
| |
(Unaudited) | | |
| |
Operations | |
| | | |
| | |
Net investment income (loss) | |
$ | 656,540 | | |
$ | 239,254 | |
Net realized gain (loss) | |
| 3,112,122 | | |
| 4,100,658 | |
Net unrealized appreciation (depreciation) | |
| 23,012,458 | | |
| 12,895,868 | |
Net increase (decrease) in net assets applicable to common stockholders resulting from operations | |
| 26,781,120 | | |
| 17,235,780 | |
Distributions to Common Stockholders | |
| | | |
| | |
From distributable earnings | |
| — | | |
| (86,163 | ) |
From return of capital | |
| (1,772,157 | ) | |
| (1,058,355 | ) |
Total distributions to common stockholders | |
| (1,772,157 | ) | |
| (1,144,518 | ) |
Capital Stock Transactions | |
| | | |
| | |
Repurchases of common stock | |
| — | | |
| — | |
Net increase (decrease) in net assets applicable to common stockholders from capital stock transactions | |
| — | | |
| — | |
Total increase (decrease) in net assets applicable to common stockholders | |
| 25,008,963 | | |
| 16,091,262 | |
Net Assets | |
| | | |
| | |
Beginning of period | |
| 46,398,209 | | |
| 30,306,947 | |
End of period | |
$ | 71,407,172 | | |
$ | 46,398,209 | |
Transactions in common shares | |
| | | |
| | |
Shares outstanding at beginning of period | |
| 1,845,997 | | |
| 1,845,997 | |
Shares repurchased | |
| — | | |
| — | |
Shares outstanding at end of period | |
| 1,845,997 | | |
| 1,845,997 | |
(1) |
Consolidated
Statement of Changes in Net Assets (See Note 13 to the financial statements for further disclosure). |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
Tortoise
Power and Energy Infrastructure Fund, Inc. | |
Ecofin
Sustainable and Social Impact Term Fund(1) |
Six
Months Ended May 31, 2022 | |
Year
Ended November 30, 2021 | |
Six
Months Ended May 31, 2022 | |
Year
Ended November 30, 2021 |
(Unaudited) | | |
| | |
(Unaudited) | | |
| |
| | |
| | |
| | |
| |
$ | 887,607 | | |
$ | 1,496,314 | | |
$ | 2,562,416 | | |
$ | 7,302,786 | |
| (978,928 | ) | |
| 3,971,192 | | |
| 8,924,455 | | |
| 15,490,050 | |
| 11,936,087 | | |
| 12,050,342 | | |
| (3,289,615 | ) | |
| 6,906,199 | |
| | | |
| | | |
| | | |
| | |
| 11,844,766 | | |
| 17,517,848 | | |
| 8,197,256 | | |
| 29,699,035 | |
| | | |
| | | |
| | | |
| | |
| — | | |
| (1,880,757 | ) | |
| (3,730,552 | ) | |
| (8,628,909 | ) |
| (3,523,848 | ) | |
| (2,356,876 | ) | |
| (3,149,923 | ) | |
| (3,513,105 | ) |
| (3,523,848 | ) | |
| (4,237,633 | ) | |
| (6,880,475 | ) | |
| (12,142,014 | ) |
| | | |
| | | |
| | | |
| | |
| — | | |
| (4,244,594 | ) | |
| — | | |
| — | |
| | | |
| | | |
| | | |
| | |
| — | | |
| (4,244,594 | ) | |
| — | | |
| — | |
| 8,320,918 | | |
| 9,035,621 | | |
| 1,316,781 | | |
| 17,557,021 | |
| | | |
| | | |
| | | |
| | |
| 98,461,563 | | |
| 89,425,942 | | |
| 231,382,016 | | |
| 213,824,995 | |
$ | 106,782,481 | | |
$ | 98,461,563 | | |
$ | 232,698,797 | | |
$ | 231,382,016 | |
| | | |
| | | |
| | | |
| | |
| 6,526,499 | | |
| 6,873,127 | | |
| 13,491,127 | | |
| 13,491,127 | |
| — | | |
| (346,628 | ) | |
| — | | |
| — | |
| 6,526,499 | | |
| 6,526,499 | | |
| 13,491,127 | | |
| 13,491,127 | |
See accompanying Notes to Financial Statements.
|
|
Statements of Cash Flows (unaudited) |
Period from December 1, 2021 through May 31, 2022 |
| |
Tortoise
Energy Infrastructure Corp. (as restated) (1) | |
Tortoise
Midstream Energy Fund, Inc. (as restated) |
Cash Flows From Operating Activities | |
| | | |
| | |
Dividends, distributions and interest received from investments | |
$ | 13,983,676 | | |
$ | 7,673,784 | |
Purchases of long-term investments | |
| (66,361,754 | ) | |
| (11,357,581 | ) |
Proceeds from sales of long-term investments | |
| 75,598,352 | | |
| 14,250,677 | |
Sales (purchases) of short-term investments, net | |
| (349,592 | ) | |
| (270,654 | ) |
Call options written, net | |
| — | | |
| — | |
Interest received on securities sold, net | |
| 30,235 | | |
| 15,541 | |
Interest expense paid | |
| (1,733,177 | ) | |
| (306,299 | ) |
Distributions to mandatory redeemable preferred stockholders | |
| (677,321 | ) | |
| (248,770 | ) |
Other leverage expenses paid | |
| (24,168 | ) | |
| (33,560 | ) |
Net income tax refunds received (income taxes paid) | |
| (9,684,963 | ) | |
| (5,314,676 | ) |
Operating expenses paid | |
| (3,349,886 | ) | |
| (1,737,237 | ) |
Net cash provided by (used in) operating activities | |
| 7,431,402 | | |
| 2,671,225 | |
Cash Flows From Financing Activities | |
| | | |
| | |
Advances (payments) on credit facilities, net | |
| 4,300,000 | | |
| (26,400,000 | ) |
Issuance of mandatory redeemable preferred stock | |
| 20,000,000 | | |
| 7,500,000 | |
Redemption of mandatory redeemable preferred stock | |
| (16,639,390 | ) | |
| — | |
Issuance of senior notes | |
| 10,000,000 | | |
| 25,000,000 | |
Repayment of senior notes | |
| (8,066,666 | ) | |
| — | |
Debt issuance costs | |
| (87,724 | ) | |
| (81,019 | ) |
Distributions paid to common stockholders | |
| (16,937,622 | ) | |
| (8,690,206 | ) |
Net cash provided by (used in) financing activities | |
| (7,431,402 | ) | |
| (2,671,225 | ) |
Net change in cash | |
| — | | |
| — | |
Cash — beginning of period | |
| — | | |
| — | |
Cash — end of period | |
$ | — | | |
$ | — | |
(1) |
Consolidated Statement of Cash Flows
(See Note 13 to the financial statements for further disclosure). |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
Tortoise
Pipeline & Energy Fund, Inc. | |
Tortoise
Energy Independence Fund, Inc. | |
Tortoise
Power and Energy Infrastructure Fund, Inc. | |
Ecofin
Sustainable and Social Impact Term Fund(1) |
| | |
| | |
| | |
| |
$ | 2,698,569 | | |
$ | 1,431,867 | | |
$ | 3,859,889 | | |
$ | 6,802,539 | |
| (6,280,443 | ) | |
| (9,444,944 | ) | |
| (4,976,298 | ) | |
| (42,384,457 | ) |
| 4,362,887 | | |
| 9,177,897 | | |
| 2,410,809 | | |
| 39,728,345 | |
| 16,683 | | |
| 102,158 | | |
| 1,900,262 | | |
| (947,427 | ) |
| — | | |
| — | | |
| — | | |
| 138,636 | |
| 1,155 | | |
| — | | |
| 1,007 | | |
| 161,852 | |
| (132,504 | ) | |
| (28,987 | ) | |
| (409,925 | ) | |
| (150,026 | ) |
| (200,385 | ) | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| — | |
| (637,190 | ) | |
| (365,834 | ) | |
| (861,896 | ) | |
| (2,186,197 | ) |
| (171,228 | ) | |
| 872,157 | | |
| 1,923,848 | | |
| 1,165,166 | |
| | | |
| | | |
| | | |
| | |
| 2,800,000 | | |
| 900,000 | | |
| 1,600,000 | | |
| 8,800,000 | |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| — | |
| (2,628,772 | ) | |
| (1,772,157 | ) | |
| (3,523,848 | ) | |
| (6,880,475 | ) |
| 171,228 | | |
| (872,157 | ) | |
| (1,923,848 | ) | |
| 1,919,525 | |
| — | | |
| — | | |
| — | | |
| 3,084,691 | |
| — | | |
| — | | |
| — | | |
| (2,910,532 | ) |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 174,159 | |
See accompanying Notes to Financial Statements.
|
|
Statements of Cash Flows (continued) |
Period from December 1, 2021 through May 31, 2022 |
| |
Tortoise
Energy Infrastructure Corp. (as restated) (1) | |
Tortoise
Midstream Energy Fund, Inc. (as restated) |
Reconciliation of net increase in net assets applicable to common stockholders resulting from operations to net cash provided by (used in) operating activities | |
| | | |
| | |
Net increase in net assets applicable to common stockholders resulting from operations | |
$ | 85,898,836 | | |
$ | 58,762,084 | |
Adjustments to reconcile net increase in net assets applicable to common stockholders resulting from operations to net cash provided by (used in) operating activities: | |
| | | |
| | |
Purchases of long-term investments | |
| (57,096,770 | ) | |
| (4,913,997 | ) |
Proceeds from sales of long-term investments | |
| 68,370,360 | | |
| 8,870,666 | |
Sales (purchases) of short-term investments, net | |
| (349,592 | ) | |
| (270,654 | ) |
Call options written, net | |
| — | | |
| — | |
Return of capital on distributions received | |
| 7,101,916 | | |
| 4,383,314 | |
Net unrealized (appreciation) depreciation | |
| (84,349,377 | ) | |
| (61,413,561 | ) |
Amortization (accretion) of market premium (discount), net | |
| (303,345 | ) | |
| (202,826 | ) |
Net realized loss | |
| (6,380,993 | ) | |
| 104,249 | |
Amortization of debt issuance costs | |
| 30,495 | | |
| 12,236 | |
Changes in operating assets and liabilities: | |
| | | |
| | |
(Increase) decrease in dividends, distributions and interest receivable from investments | |
| 68,350 | | |
| (207,444 | ) |
(Increase) decrease in receivable for investments sold | |
| 7,227,992 | | |
| 5,380,011 | |
(Increase) decrease in prepaid expenses and other assets | |
| 161,973 | | |
| 131,322 | |
Increase (decrease) in payable for investments purchased | |
| (9,264,984 | ) | |
| (6,443,584 | ) |
Increase (decrease) in payable to Adviser, net of fees waived | |
| 89,560 | | |
| 48,492 | |
Decrease in current tax liability | |
| (3,709,499 | ) | |
| (1,044,620 | ) |
Decrease in deferred tax liability | |
| — | | |
| — | |
Increase (decrease) in accrued expenses and other liabilities | |
| (63,521 | ) | |
| (524,463 | ) |
Total adjustments | |
| (78,467,435 | ) | |
| (56,090,859 | ) |
Net cash provided by (used in) operating activities | |
$ | 7,431,402 | | |
$ | 2,671,225 | |
(1) |
Consolidated
Statement of Cash Flows (See Note 13 to the financial statements for further disclosure). |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
Tortoise
Pipeline & Energy Fund, Inc. | |
Tortoise
Energy Independence Fund, Inc. | |
Tortoise
Power and Energy Infrastructure Fund, Inc. | |
Ecofin
Sustainable and Social Impact Term Fund(1) |
| | |
| | |
| | |
| |
| | | |
| | | |
| | | |
| | |
$ | 19,782,888 | | |
$ | 26,781,120 | | |
$ | 11,844,766 | | |
$ | 8,197,256 | |
| | | |
| | | |
| | | |
| | |
| | | |
| | | |
| | | |
| | |
| (6,280,443 | ) | |
| (7,666,046 | ) | |
| (4,976,298 | ) | |
| (39,661,951 | ) |
| 4,362,887 | | |
| 7,406,800 | | |
| 2,410,809 | | |
| 37,012,421 | |
| 16,683 | | |
| 102,158 | | |
| 1,900,262 | | |
| (947,427 | ) |
| — | | |
| — | | |
| — | | |
| 138,636 | |
| 1,460,895 | | |
| 377,510 | | |
| 1,652,953 | | |
| 1,813,590 | |
| (19,205,074 | ) | |
| (23,012,458 | ) | |
| (11,936,087 | ) | |
| 3,289,615 | |
| — | | |
| — | | |
| 90,780 | | |
| 199,074 | |
| (375,428 | ) | |
| (3,112,122 | ) | |
| 978,928 | | |
| (8,924,455 | ) |
| 5,671 | | |
| — | | |
| — | | |
| — | |
| | | |
| | | |
| | | |
| | |
| (11,206 | ) | |
| (54,545 | ) | |
| 10,049 | | |
| (39,551 | ) |
| — | | |
| 1,771,097 | | |
| — | | |
| 2,715,924 | |
| (43,770 | ) | |
| (12,458 | ) | |
| (33,019 | ) | |
| (24,309 | ) |
| — | | |
| (1,778,898 | ) | |
| — | | |
| (2,722,506 | ) |
| 88,960 | | |
| 77,747 | | |
| 4,123 | | |
| (11,977 | ) |
| — | | |
| — | | |
| — | | |
| — | |
| — | | |
| — | | |
| — | | |
| (131,850 | ) |
| 26,709 | | |
| (7,748 | ) | |
| (23,418 | ) | |
| 130,826 | |
| (19,954,116 | ) | |
| (25,908,963 | ) | |
| (9,920,918 | ) | |
| (7,032,090 | ) |
$ | (171,228 | ) | |
$ | 872,157 | | |
$ | 1,923,848 | | |
$ | 1,165,166 | |
See accompanying Notes to Financial Statements.
| |
Six
Months Ended May 31, 2022 (as restated) | |
Year
Ended November 30, 2021 | |
Year
Ended November 30, 2020 | |
Year
Ended November 30, 2019 | |
Year
Ended November 30, 2018 | |
Year
Ended November 30, 2017 |
| |
| (unaudited) | | |
| | | |
| | | |
| | | |
| | | |
| | |
Per Common Share Data(1)(2) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net Asset Value, beginning of period | |
$ | 33.54 | | |
$ | 25.42 | | |
$ | 69.24 | | |
$ | 94.00 | | |
$ | 95.72 | | |
$ | 115.32 | |
Income (Loss) from Investment Operations | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net investment income (loss)(3) | |
| 0.11 | | |
| (0.45 | ) | |
| (0.44 | ) | |
| (1.20 | ) | |
| (1.96 | ) | |
| (2.60 | ) |
Net realized and unrealized gain (loss)(3) | |
| 7.09 | | |
| 10.04 | | |
| (41.20 | ) | |
| (13.08 | ) | |
| 10.36 | | |
| (6.56 | ) |
Total income (loss) from investment operations | |
| 7.20 | | |
| 9.59 | | |
| (41.64 | ) | |
| (14.28 | ) | |
| 8.40 | | |
| (9.16 | ) |
Distributions to Common Stockholders | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
From return of capital | |
| (1.42 | ) | |
| (1.47 | ) | |
| (2.18 | ) | |
| (10.48 | ) | |
| (10.48 | ) | |
| (10.48 | ) |
Capital Stock Transactions | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Premiums less underwriting discounts and offering costs on issuance of common stock(4) | |
| — | | |
| — | | |
| — | | |
| (0.00 | ) | |
| 0.36 | | |
| 0.04 | |
Net Asset Value, end of period | |
$ | 39.32 | | |
$ | 33.54 | | |
$ | 25.42 | | |
$ | 69.24 | | |
$ | 94.00 | | |
$ | 95.72 | |
Per common share market value, end of period | |
$ | 33.84 | | |
$ | 27.27 | | |
$ | 19.16 | | |
$ | 67.28 | | |
$ | 90.36 | | |
$ | 103.44 | |
Total investment return based on market value(5)(6) | |
| 29.51 | % | |
| 50.27 | % | |
| (69.69 | )% | |
| (15.46 | )% | |
| (3.42 | )% | |
| (7.49 | )% |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Supplemental Data and Ratios | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net assets applicable to common stockholders, end of period (000’s) | |
$ | 469,005 | | |
$ | 400,044 | | |
$ | 311,398 | | |
$ | 930,286 | | |
$ | 1,260,300 | | |
$ | 1,181,528 | |
Average net assets (000’s) | |
$ | 436,734 | | |
$ | 403,236 | | |
$ | 473,041 | | |
$ | 1,203,943 | | |
$ | 1,388,683 | | |
$ | 1,406,724 | |
Ratio of Expenses to Average Net Assets(7) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Advisory fees | |
| 1.30 | % | |
| 1.18 | % | |
| 1.54 | % | |
| 1.62 | % | |
| 1.58 | % | |
| 1.74 | % |
Other operating expenses | |
| 0.23 | | |
| 0.29 | | |
| 0.27 | | |
| 0.14 | | |
| 0.13 | | |
| 0.12 | |
Total operating expenses, before fee waiver | |
| 1.53 | | |
| 1.47 | | |
| 1.81 | | |
| 1.76 | | |
| 1.71 | | |
| 1.86 | |
Fee waiver(8) | |
| — | | |
| — | | |
| — | | |
| (0.00 | ) | |
| (0.04 | ) | |
| (0.00 | ) |
Total operating expenses | |
| 1.53 | | |
| 1.47 | | |
| 1.81 | | |
| 1.76 | | |
| 1.67 | | |
| 1.86 | |
Leverage expenses | |
| 1.14 | | |
| 1.32 | | |
| 3.48 | | |
| 2.15 | | |
| 1.87 | | |
| 1.78 | |
Income tax expense (benefit)(9) | |
| 2.83 | | |
| 9.06 | | |
| (22.97 | ) | |
| (5.49 | ) | |
| (11.02 | ) | |
| (5.28 | ) |
Total expenses | |
| 5.50 | % | |
| 11.85 | % | |
| (17.68 | )% | |
| (1.58 | )% | |
| (7.48 | )% | |
| (1.64 | )% |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
| |
Six Months Ended May 31, 2022 (as restated) | |
Year Ended November 30, 2021 | |
Year Ended November 30, 2020 | |
Year Ended November 30, 2019 | |
Year Ended November 30, 2018 | |
Year Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
| |
|
Ratio of net investment income (loss) to average net assets before fee waiver(7) | |
| 0.61 | % | |
| (1.35 | )% | |
| (2.80 | )% | |
| (1.33 | )% | |
| (1.89 | )% | |
| (2.27 | )% |
Ratio of net investment income (loss) to average net assets after fee waiver(7) | |
| 0.61 | % | |
| (1.35 | )% | |
| (2.80 | )% | |
| (1.33 | )% | |
| (1.85 | )% | |
| (2.27 | )% |
Portfolio turnover rate(5) | |
| 9.51 | % | |
| 65.30 | % | |
| 36.79 | % | |
| 26.35 | % | |
| 17.96 | % | |
| 20.38 | % |
Credit facility borrowings, end of period (000’s) | |
$ | 23,500 | | |
$ | 19,200 | | |
$ | 13,200 | | |
$ | 93,900 | | |
$ | 107,100 | | |
$ | 112,700 | |
Senior notes, end of period (000’s) | |
$ | 85,827 | | |
$ | 83,893 | | |
$ | 87,927 | | |
$ | 365,000 | | |
$ | 380,000 | | |
$ | 412,500 | |
Preferred stock, end of period (000’s) | |
$ | 35,661 | | |
$ | 32,300 | | |
$ | 32,300 | | |
$ | 165,000 | | |
$ | 165,000 | | |
$ | 165,000 | |
Per common share amount of senior notes outstanding, end of period | |
$ | 7.20 | | |
$ | 7.03 | | |
$ | 7.18 | | |
$ | 27.17 | | |
$ | 28.34 | | |
$ | 33.41 | |
Per common share amount of net assets, | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
excluding senior notes, end of period | |
$ | 46.52 | | |
$ | 40.57 | | |
$ | 32.60 | | |
$ | 96.41 | | |
$ | 122.34 | | |
$ | 129.13 | |
Asset coverage, per $1,000 of principal amount of senior notes and credit facility borrowings(10) | |
$ | 5,616 | | |
$ | 5,194 | | |
$ | 4,399 | | |
$ | 3,387 | | |
$ | 3,926 | | |
$ | 3,564 | |
Asset coverage ratio of senior notes and credit facility borrowings(10) | |
| 562 | % | |
| 519 | % | |
| 440 | % | |
| 339 | % | |
| 393 | % | |
| 356 | % |
Asset coverage, per $10 liquidation value per share of mandatory redeemable preferred stock(11) | |
$ | 42 | | |
$ | 40 | | |
$ | 33 | | |
$ | 25 | | |
$ | 29 | | |
$ | 27 | |
Asset coverage ratio of preferred stock(11) | |
| 423 | % | |
| 395 | % | |
| 333 | % | |
| 249 | % | |
| 293 | % | |
| 271 | % |
(1) |
Information presented relates to a
share of common stock outstanding for the entire period. |
(2) |
During the year ended November 30, 2020, the Fund effected
the following reverse stock split: May 1, 2020, 1 for 4. All historical per share information has been retroactively adjusted to
reflect this reverse stock split. |
(3) |
The per common share data for the years ended November
30, 2021, 2020, 2019, and 2018 do not reflect the change in estimate of investment income and return of capital, for the respective
year. See Note 2C to the financial statements for further disclosure. |
(4) |
Represents underwriting and offering costs of less than
$0.01 for the year ended November 30, 2019. Represents premium on shelf offerings of $0.40 per share, less the underwriting and offering
costs of $0.04 per share, for the year ended November 30, 2018. |
(5) |
Not annualized for periods less than one full year. |
(6) |
Total investment return is calculated assuming a purchase
of common stock at the beginning of the period and a sale at the closing price on the last day of the period reported (excluding
brokerage commissions). The calculation also assumes reinvestment of distributions at actual prices pursuant to TYG’s dividend
reinvestment plan. |
(7) |
Annualized for periods less than one full year. |
(8) |
Less than 0.01% for the years ended November 30, 2019 and November 30, 2017. |
(9) |
For the period from December 1, 2021 through May 31,
2022, TYG accrued $6,170,565 for current tax expense (as restated, Note14). For the year ended November 30, 2021, TYG accrued $36,546,777
for current income tax expense. For the year ended November 30, 2020, TYG accrued $116,472,157 for net deferred income tax benefit
and $7,747,729 for current income tax expense. For the year ended November 30, 2019, TYG accrued $73,090,370 for net deferred income
tax benefit and $7,034,755 for current income tax expense. For the year ended November 30, 2018, TYG accrued $152,516,725 for net
deferred income tax benefit, which included a deferred tax benefit of $125,271,378 due to the impact from the federal tax rate reduction
related to the Tax Cuts and Jobs Act. |
(10) |
Represents value of total assets less all liabilities
and indebtedness not represented by senior notes, credit facility borrowings and preferred stock at the end of the year divided by
senior notes and credit facility borrowings outstanding at the end of the period. |
(11) |
Represents value of total assets less all liabilities
and indebtedness not represented by senior notes, credit facility borrowings and preferred stock at the end of the year divided by
senior notes, credit facility borrowings and preferred stock outstanding at the end of the period. |
See accompanying Notes to Financial Statements.
| |
Six Months Ended May 31, 2022 (as restated) | |
Year Ended November 30, 2021 | |
Year Ended November 30, 2020 | |
Year Ended November 30, 2019 | |
Year Ended November 30, 2018 | |
Year Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
| |
|
Per Common Share Data(1)(2) | |
| |
| |
| |
| |
| |
|
Net Asset Value, beginning of period | |
$ | 35.59 | | |
$ | 25.56 | | |
$ | 105.60 | | |
$ | 144.80 | | |
$ | 159.60 | | |
$ | 192.20 | |
Income (Loss) from Investment Operations | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net investment income (loss)(3) | |
| 0.17 | | |
| (0.41 | ) | |
| (0.30 | ) | |
| (2.80 | ) | |
| (4.30 | ) | |
| (4.20 | ) |
Net realized and unrealized gain (loss)(3) | |
| 10.24 | | |
| 12.09 | | |
| (76.77 | ) | |
| (19.50 | ) | |
| 13.60 | | |
| (11.50 | ) |
Total income (loss) from investment operations | |
| 10.41 | | |
| 11.68 | | |
| (77.07 | ) | |
| (22.30 | ) | |
| 9.30 | | |
| (15.70 | ) |
Distributions to Common Stockholders | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
From return of capital | |
| (1.54 | ) | |
| (1.65 | ) | |
| (2.97 | ) | |
| (16.90 | ) | |
| (16.90 | ) | |
| (16.90 | ) |
Capital stock transactions | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Premiums less underwriting discounts and offering costs on issuance of common stock(4) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (7.19 | ) | |
| — | |
Net Asset Value, end of period | |
$ | 44.46 | | |
$ | 35.59 | | |
$ | 25.56 | | |
$ | 105.60 | | |
$ | 144.80 | | |
$ | 159.60 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Per common share market value, end of period | |
$ | 37.99 | | |
$ | 30.31 | | |
$ | 19.46 | | |
$ | 98.80 | | |
$ | 137.20 | | |
$ | 159.00 | |
Total investment return based on market value(5)(6) | |
| 30.57 | % | |
| 64.86 | % | |
| (78.77 | )% | |
| (17.63 | )% | |
| (4.10 | )% | |
| (7.67 | )% |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Supplemental Data and Ratios | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net assets applicable to common stockholders, end of period (000’s) | |
$ | 250,913 | | |
$ | 200,841 | | |
$ | 149,407 | | |
$ | 667,708 | | |
$ | 915,033 | | |
$ | 754,085 | |
Average net assets (000’s) | |
$ | 228,634 | | |
$ | 200,484 | | |
$ | 289,147 | | |
$ | 871,496 | | |
$ | 887,014 | | |
$ | 892,196 | |
Ratio of Expenses to Average Net Assets(7) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Advisory fees | |
| 1.25 | % | |
| 1.28 | % | |
| 1.61 | % | |
| 1.59 | % | |
| 1.54 | % | |
| 1.61 | % |
Other operating expenses | |
| 0.28 | | |
| 0.37 | | |
| 0.33 | | |
| 0.14 | | |
| 0.15 | | |
| 0.14 | |
Total operating expenses, before fee waiver | |
| 1.53 | | |
| 1.65 | | |
| 1.94 | | |
| 1.73 | | |
| 1.69 | | |
| 1.75 | |
Fee waiver | |
| — | | |
| — | | |
| — | | |
| (0.03 | ) | |
| (0.09 | ) | |
| — | |
Total operating expenses | |
| 1.53 | | |
| 1.65 | | |
| 1.94 | | |
| 1.70 | | |
| 1.60 | | |
| 1.75 | |
Leverage expenses | |
| 0.90 | | |
| 0.84 | | |
| 4.43 | | |
| 2.34 | | |
| 1.98 | | |
| 1.89 | |
Income tax expense (benefit)(8) | |
| 3.06 | | |
| 8.82 | | |
| 2.19 | | |
| (4.80 | ) | |
| (6.09 | ) | |
| (4.33 | ) |
Total expenses | |
| 5.49 | % | |
| 11.31 | % | |
| 8.56 | % | |
| (0.76 | )% | |
| (2.51 | )% | |
| (0.69 | )% |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
| |
Six Months Ended May 31, 2022 (as restated) | |
Year Ended November 30, 2021 | |
Year Ended November 30, 2020 | |
Year Ended November 30, 2019 | |
Year Ended November 30, 2018 | |
Year Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
| |
|
Ratio of net investment income (loss) to average net assets before fee waiver(7) | |
| 0.82 | % | |
| (1.17 | )% | |
| (3.11 | )% | |
| (2.05 | )% | |
| (2.65 | )% | |
| (2.22 | )% |
Ratio of net investment income (loss) to average net assets after fee waiver(7) | |
| 0.82 | % | |
| (1.17 | )% | |
| (3.11 | )% | |
| (2.02 | )% | |
| (2.56 | )% | |
| (2.22 | )% |
Portfolio turnover rate(5) | |
| 1.64 | % | |
| 58.40 | % | |
| 38.08 | % | |
| 29.21 | % | |
| 13.67 | % | |
| 20.94 | % |
Credit facility borrowings, end of period (000’s) | |
$ | 14,500 | | |
$ | 40,900 | | |
$ | 40,000 | | |
$ | 53,600 | | |
$ | 73,100 | | |
$ | 49,800 | |
Senior notes, end of period (000’s) | |
$ | 32,150 | | |
$ | 7,150 | | |
$ | 15,321 | | |
$ | 277,000 | | |
$ | 312,000 | | |
$ | 284,000 | |
Preferred stock, end of period (000’s) | |
$ | 19,719 | | |
$ | 12,219 | | |
$ | 12,700 | | |
$ | 132,000 | | |
$ | 132,000 | | |
$ | 110,000 | |
Per common share amount of senior notes outstanding, end of period | |
$ | 5.70 | | |
$ | 1.27 | | |
$ | 2.62 | | |
$ | 43.82 | | |
$ | 49.36 | | |
$ | 60.11 | |
Per common share amount of net assets, excluding senior notes, end of period | |
$ | 50.16 | | |
$ | 36.86 | | |
$ | 28.18 | | |
$ | 149.42 | | |
$ | 194.17 | | |
$ | 219.71 | |
Asset coverage, per $1,000 of principal amount of senior notes and credit facility borrowings(9) | |
$ | 6,801 | | |
$ | 5,434 | | |
$ | 3,930 | | |
$ | 3,419 | | |
$ | 3,719 | | |
$ | 3,589 | |
Asset coverage ratio of senior notes and credit facility borrowings(9) | |
| 680 | % | |
| 543 | % | |
| 393 | % | |
| 342 | % | |
| 372 | % | |
| 359 | % |
Asset coverage, per $25 liquidation value per share of mandatory redeemable preferred stock(10) | |
$ | 120 | | |
$ | 108 | | |
$ | 80 | | |
$ | 61 | | |
$ | 69 | | |
$ | 67 | |
Asset coverage ratio of preferred stock(10) | |
| 478 | % | |
| 433 | % | |
| 320 | % | |
| 244 | % | |
| 277 | % | |
| 270 | % |
(1) |
Information presented relates to
a share of common stock outstanding for the entire period. |
(2) |
During the year ended November 30, 2020, the Fund effected
the following reverse stock split: May 1, 2020, 1 for 10. All historical per share information has been retroactively adjusted to
reflect this reverse stock split. |
(3) |
The per common share data for the years ended November
30, 2021, 2020, 2019, and 2018 do not reflect the change in estimate of investment income and return of capital, for the respective
year. See Note 2C to the financial statements for further disclosure. |
(4) |
Represents underwriting and offering costs of less
than $0.01 for the year ending November 30, 2019. Represents the discounts on shares issued through rights offerings of $5.50, plus
the underwriting and offering costs of $1.69 per share for the year ended November 30, 2018. |
(5) |
Not annualized for periods less than one full year. |
(6) |
Total investment return is calculated assuming a purchase
of common stock at the beginning of the period and a sale at the closing price on the last day of the period reported (excluding
brokerage commissions). This calculation also assumes reinvestment of distributions at actual prices pursuant to NTG’s dividend
reinvestment plan. |
(7) |
Annualized for periods less than one full year. |
(8) |
For the period from December 1, 2021 through May 31,
2022, NTG accrued $3,485,509 for current tax expense (as restated, Note 14). For the year ended November 30, 2021, NTG accrued $17,691,276
for current income tax expense. For the year ended November 30, 2020, NTG accrued $27,892,485 for net deferred income tax benefit
and $34,222,098 for current tax expense. For the year ended November 30, 2019, NTG accrued $40,282,948 for net deferred income tax
benefit and $1,510,530 for current tax benefit. For the year ended November 30, 2018, NTG accrued $54,197,357 for net deferred income
tax benefit, which included a deferred tax benefit of $47,436,124 due to the impact from the federal tax rate reduction related to
the Tax Cuts and Jobs Act. |
(9) |
Represents value of total assets less all liabilities
and indebtedness not represented by senior notes, credit facility borrowings and preferred stock at the end of the year divided by
senior notes and credit facility borrowings outstanding at the end of the period. |
(10) |
Represents value of total assets less all liabilities
and indebtedness not represented by senior notes, credit facility borrowings and preferred stock at the end of the year divided by
senior notes, credit facility borrowings and preferred stock outstanding at the end of the period. |
See accompanying Notes to Financial Statements.
| |
Six Months Ended May 31, 2022 | |
Year Ended November 30, 2021 | |
Year Ended November 30, 2020 | |
Year Ended November 30, 2019 | |
Year Ended November 30, 2018 | |
Year Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
| |
|
Per Common Share Data(1)(2) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net Asset Value, beginning of period | |
$ | 27.96 | | |
$ | 19.97 | | |
$ | 51.88 | | |
$ | 65.16 | | |
$ | 75.28 | | |
$ | 93.68 | |
Income (Loss) from Investment Operations | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net investment income (loss)(3) | |
| 0.09 | | |
| (0.23 | ) | |
| (0.12 | ) | |
| (0.48 | ) | |
| (0.60 | ) | |
| (0.20 | ) |
Net realized and unrealized gain (loss)(3) | |
| 8.79 | | |
| 9.28 | | |
| (30.17 | ) | |
| (7.24 | ) | |
| (3.00 | ) | |
| (11.68 | ) |
Total income (loss) from investment operations | |
| 8.88 | | |
| 9.05 | | |
| (30.29 | ) | |
| (7.72 | ) | |
| (3.60 | ) | |
| (11.88 | ) |
Distributions to Common Stockholders | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
From net investment income | |
| — | | |
| — | | |
| — | | |
| — | | |
| (0.16 | ) | |
| (0.20 | ) |
From net realized gains from investment transactions | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| (1.00 | ) |
From return of capital | |
| (1.18 | ) | |
| (1.06 | ) | |
| (1.62 | ) | |
| (5.56 | ) | |
| (6.36 | ) | |
| (5.32 | ) |
Total distributions to common stockholders | |
| (1.18 | ) | |
| (1.06 | ) | |
| (1.62 | ) | |
| (5.56 | ) | |
| (6.52 | ) | |
| (6.52 | ) |
Net Asset Value, end of period | |
$ | 35.66 | | |
$ | 27.96 | | |
$ | 19.97 | | |
$ | 51.88 | | |
$ | 65.16 | | |
$ | 75.28 | |
Per common share market value, end of period | |
$ | 29.76 | | |
$ | 23.16 | | |
$ | 15.15 | | |
$ | 46.08 | | |
$ | 57.32 | | |
$ | 68.04 | |
Total investment return based on market value(4)(5) | |
| 33.82 | % | |
| 60.09 | % | |
| (64.69 | )% | |
| (11.10 | )% | |
| (7.03 | )% | |
| (14.18 | )% |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Supplemental Data and Ratios | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net assets applicable to common stockholders, end of period (000’s) | |
$ | 79,443 | | |
$ | 62,289 | | |
$ | 48,108 | | |
$ | 129,887 | | |
$ | 163,202 | | |
$ | 188,517 | |
Average net assets (000’s) | |
$ | 71,790 | | |
$ | 61,943 | | |
$ | 70,052 | | |
$ | 157,017 | | |
$ | 188,518 | | |
$ | 219,359 | |
Ratio of Expenses to Average Net Assets(6) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Advisory fees | |
| 0.70 | % | |
| 1.46 | % | |
| 1.67 | % | |
| 1.54 | % | |
| 1.51 | % | |
| 1.43 | % |
Other operating expenses | |
| 0.27 | | |
| 0.74 | | |
| 0.75 | | |
| 0.35 | | |
| 0.32 | | |
| 0.26 | |
Total operating expenses, before fee waiver | |
| 0.97 | | |
| 2.20 | | |
| 2.42 | | |
| 1.89 | | |
| 1.83 | | |
| 1.69 | |
Fee waiver | |
| (0.02 | ) | |
| (0.21 | ) | |
| — | | |
| — | | |
| — | | |
| (0.00 | ) |
Total operating expenses | |
| 0.95 | | |
| 1.99 | | |
| 2.42 | | |
| 1.89 | | |
| 1.83 | | |
| 1.69 | |
Leverage expenses | |
| 0.51 | | |
| 1.67 | | |
| 2.66 | | |
| 1.62 | | |
| 1.40 | | |
| 1.06 | |
Total expenses | |
| 1.46 | % | |
| 3.66 | % | |
| 5.08 | % | |
| 3.51 | % | |
| 3.23 | % | |
| 2.75 | % |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
| |
Six
Months Ended May 31, 2022 | |
Year
Ended November 30, 2021 | |
Year
Ended November 30, 2020 | |
Year
Ended November 30, 2019 | |
Year
Ended November 30, 2018 |
|
Year
Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
|
|
|
|
|
Ratio of net investment income (loss) to average net assets before fee waiver(6) | |
| 0.27 | % | |
| (1.04 | )% | |
| (0.97 | )% | |
| (0.79 | )% | |
| (0.80 | )% |
|
|
(0.21 |
)% |
Ratio of net investment income (loss) to average net assets after fee waiver(6) | |
| 0.28 | % | |
| (0.83 | )% | |
| (0.97 | )% | |
| (0.79 | )% | |
| (0.80 | )% |
|
|
(0.21 |
)% |
Portfolio turnover rate(4) | |
| 4.81 | % | |
| 14.77 | % | |
| 35.61 | % | |
| 21.31 | % | |
| 14.27 | % |
|
|
24.23 |
% |
Credit facility borrowings, end of period (000’s) | |
$ | 10,900 | | |
$ | 8,100 | | |
$ | — | | |
$ | 11,800 | | |
$ | 19,800 | |
|
$ |
19,300 |
|
Senior notes, end of period (000’s) | |
$ | 3,943 | | |
$ | 3,943 | | |
$ | 14,457 | | |
$ | 34,000 | | |
$ | 34,000 | |
|
$ |
34,000 |
|
Preferred stock, end of period (000’s) | |
$ | 6,100 | | |
$ | 6,100 | | |
$ | 6,100 | | |
$ | 16,000 | | |
$ | 16,000 | |
|
$ |
16,000 |
|
Per common share amount of senior notes outstanding, end of period | |
$ | 1.77 | | |
$ | 1.77 | | |
$ | 6.00 | | |
$ | 13.58 | | |
$ | 13.58 | |
|
$ |
13.58 |
|
Per common share amount of net assets, excluding senior notes, end of period | |
$ | 37.43 | | |
$ | 29.73 | | |
$ | 25.97 | | |
$ | 65.46 | | |
$ | 78.74 | |
|
$ |
88.86 |
|
Asset coverage, per $1,000 of principal amount of senior notes and credit facility borrowings(7) | |
$ | 6,763 | | |
$ | 6,679 | | |
$ | 4,750 | | |
$ | 4,185 | | |
$ | 4,331 | |
|
$ |
4,837 |
|
Asset coverage ratio of senior notes and credit facility borrowings(7) | |
| 676 | % | |
| 668 | % | |
| 475 | % | |
| 419 | % | |
| 433 | % |
|
|
484 |
% |
Asset coverage, per $25 liquidation value per share of mandatory redeemable preferred stock(8) | |
$ | 120 | | |
$ | 111 | | |
$ | 84 | | |
$ | 78 | | |
$ | 83 | |
|
$ |
93 |
|
Asset coverage ratio of preferred stock(8) | |
| 479 | % | |
| 443 | % | |
| 334 | % | |
| 310 | % | |
| 334 | % |
|
|
372 |
% |
(1) |
Information presented relates to a
share of common stock outstanding for the entire period. |
(2) |
During the year ended November 30, 2020, the Fund effected
the following reverse stock split: May 1, 2020, 1 for 4. All historical per share information has been retroactively adjusted to
reflect this reverse stock split. |
(3) |
The per common share data for the years ended November
30, 2021, 2020, 2019, and 2018 do not reflect the change in estimate of investment income and return of capital, for the respective
year. See Note 2C to the financial statements for further disclosure. |
(4) |
Not annualized for years less than one full year. |
(5) |
Total investment return is calculated assuming a purchase
of common stock at the beginning of the period and a sale at the closing price on the last day of the period reported (excluding
brokerage commissions). The calculation also assumes reinvestment of distributions at actual prices pursuant to TTP’s dividend
reinvestment plan. |
(6) |
Annualized for years less than one full year. |
(7) |
Represents value of total assets less all liabilities
and indebtedness not represented by senior notes, credit facility borrowings and preferred stock at the end of the year divided by
senior notes and credit facility borrowings outstanding at the end of the period. |
(8) |
Represents value of total assets less all liabilities
and indebtedness not represented by senior notes, credit facility borrowings and preferred stock at the end of the year divided by
senior notes, credit facility borrowings and preferred stock outstanding at the end of the period. |
See accompanying Notes to Financial Statements.
| |
Six Months Ended May 31, 2022 | |
Year Ended November 30, 2021 | |
Year Ended November 30, 2020 | |
Year Ended November 30, 2019 | |
Year Ended November 30, 2018 | |
Year Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
| |
|
Per Common Share Data(1)(2) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net Asset Value, beginning of period | |
$ | 25.13 | | |
$ | 16.42 | | |
$ | 33.36 | | |
$ | 72.16 | | |
$ | 103.04 | | |
$ | 135.60 | |
Income (Loss) from Investment Operations | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net investment income (loss)(3) | |
| 0.36 | | |
| 0.13 | | |
| — | | |
| (0.80 | ) | |
| (2.32 | ) | |
| (1.60 | ) |
Net realized and unrealized gain (loss)(3) | |
| 14.15 | | |
| 9.20 | | |
| (16.14 | ) | |
| (29.36 | ) | |
| (14.56 | ) | |
| (16.96 | ) |
Total income (loss) from investment operations | |
| 14.51 | | |
| 9.33 | | |
| (16.14 | ) | |
| (30.16 | ) | |
| (16.88 | ) | |
| (18.56 | ) |
Distributions to Common Stockholders | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
From net investment income | |
| — | | |
| (0.05 | ) | |
| — | | |
| — | | |
| — | | |
| — | |
From return of capital | |
| (0.96 | ) | |
| (0.57 | ) | |
| (0.80 | ) | |
| (8.64 | ) | |
| (14.00 | ) | |
| (14.00 | ) |
Total distributions to common stockholders | |
| (0.96 | ) | |
| (0.62 | ) | |
| (0.80 | ) | |
| (8.64 | ) | |
| (14.00 | ) | |
| (14.00 | ) |
Net Asset Value, end of period | |
$ | 38.68 | | |
$ | 25.13 | | |
$ | 16.42 | | |
$ | 33.36 | | |
$ | 72.16 | | |
$ | 103.04 | |
Per common share market value, end of period | |
$ | 32.47 | | |
$ | 22.24 | | |
$ | 12.63 | | |
$ | 29.04 | | |
$ | 72.00 | | |
$ | 99.12 | |
Total investment return based on market value(4)(5) | |
| 50.62 | % | |
| 81.36 | % | |
| (54.88 | )% | |
| (52.35 | )% | |
| (15.10 | )% | |
| (11.04 | )% |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Supplemental Data and Ratios | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net assets applicable to common stockholders, end of period (000’s) | |
$ | 71,407 | | |
$ | 46,398 | | |
$ | 30,307 | | |
$ | 61,550 | | |
$ | 132,488 | | |
$ | 187,889 | |
Average net assets (000’s) | |
$ | 58,200 | | |
$ | 41,323 | | |
$ | 37,057 | | |
$ | 94,144 | | |
$ | 176,481 | | |
$ | 209,940 | |
Ratio of Expenses to Average Net Assets(6) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Advisory fees | |
| 0.57 | % | |
| 1.20 | % | |
| 1.40 | % | |
| 1.52 | % | |
| 1.50 | % | |
| 1.43 | % |
Other operating expenses | |
| 0.28 | | |
| 1.04 | | |
| 1.18 | | |
| 0.51 | | |
| 0.32 | | |
| 0.26 | |
Total operating expenses, before fee waiver | |
| 0.85 | | |
| 2.24 | | |
| 2.58 | | |
| 2.03 | | |
| 1.82 | | |
| 1.69 | |
Fee waiver | |
| (0.13 | ) | |
| (0.22 | ) | |
| — | | |
| — | | |
| — | | |
| (0.01 | ) |
Total operating expenses | |
| 0.72 | | |
| 2.02 | | |
| 2.58 | | |
| 2.03 | | |
| 1.82 | | |
| 1.68 | |
Leverage expenses | |
| 0.06 | | |
| 0.16 | | |
| 0.66 | | |
| 1.30 | | |
| 0.99 | | |
| 0.56 | |
Total expenses | |
| 0.78 | % | |
| 2.18 | % | |
| 3.24 | % | |
| 3.33 | % | |
| 2.81 | % | |
| 2.24 | % |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
| |
Six Months Ended May 31, 2022 | |
Year Ended November 30, 2021 | |
Year Ended November 30, 2020 | |
Year Ended November 30, 2019 | |
Year Ended November 30, 2018 | |
Year Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
| |
|
Ratio of net investment income (loss) to average net assets before fee waiver(6) | |
| 0.99 | % | |
| 0.36 | % | |
| 0.03 | % | |
| (1.58 | )% | |
| (2.40 | )% | |
| (1.41 | )% |
Ratio of net investment income (loss) to average net assets after fee waiver(6) | |
| 1.13 | % | |
| 0.58 | % | |
| 0.03 | % | |
| (1.58 | )% | |
| (2.40 | )% | |
| (1.40 | )% |
Portfolio turnover rate(4) | |
| 12.26 | % | |
| 53.15 | % | |
| 72.19 | % | |
| 182.52 | % | |
| 143.77 | % | |
| 64.88 | % |
Credit facility borrowings, end of period (000’s) | |
$ | 3,600 | | |
$ | 2,700 | | |
$ | 5,000 | | |
$ | 26,500 | | |
$ | 57,100 | | |
$ | 64,500 | |
Asset coverage, per $1,000 of principal amount of credit facility borrowings(7) | |
$ | 20,835 | | |
$ | 18,185 | | |
$ | 7,061 | | |
$ | 3,323 | | |
$ | 3,320 | | |
$ | 3,913 | |
Asset coverage ratio of credit facility borrowings(7) | |
| 2,084 | % | |
| 1,818 | % | |
| 706 | % | |
| 332 | % | |
| 332 | % | |
| 391 | % |
(1) |
Information
presented relates to a share of common stock outstanding for the entire period. |
(2) |
During
the year ended November 30, 2020, the Fund effected the following reverse stock split: May 1, 2020, 1 for 8. All historical per share
information has been retroactively adjusted to reflect this reverse stock split. |
(3) |
The per
common share data for the years ended November 30, 2021, 2020, 2019, and 2018 do not reflect the change in estimate of investment
income and return of capital, for the respective year. See Note 2C to the financial statements for further disclosure. |
(4) |
Not annualized
for year less than one full year. |
(5) |
Total
investment return is calculated assuming a purchase of common stock at the beginning of the period and a sale at the closing price
on the last day of the period reported (excluding brokerage commissions). The calculation also assumes reinvestment of distributions
at actual prices pursuant to NDP’s dividend reinvestment plan. |
(6) |
Annualized
for year less than one full year. |
(7) |
Represents
value of total assets less all liabilities and indebtedness not represented by credit facility borrowings at the end of the year
divided by credit facility borrowings outstanding at the end of the period. |
See accompanying Notes to Financial Statements.
| |
Six Months Ended May 31, 2022 | |
Year Ended November 30, 2021 | |
Year Ended November 30, 2020 | |
Year Ended November 30, 2019 | |
Year Ended November 30, 2018 | |
Year Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
| |
|
Per Common Share Data(1) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net Asset Value, beginning of period | |
$ | 15.09 | | |
$ | 13.01 | | |
$ | 17.70 | | |
$ | 19.76 | | |
$ | 21.33 | | |
$ | 23.89 | |
Income (loss) from Investment Operations Net investment income(2) | |
| 0.14 | | |
| 0.23 | | |
| 0.35 | | |
| 0.39 | | |
| 0.24 | | |
| 0.59 | |
Net realized and unrealized gain (loss)(2) | |
| 1.67 | | |
| 2.49 | | |
| (3.99 | ) | |
| (0.95 | ) | |
| (0.31 | ) | |
| (1.65 | ) |
Total income (loss) from investment operations | |
| 1.81 | | |
| 2.72 | | |
| (3.64 | ) | |
| (0.56 | ) | |
| (0.07 | ) | |
| (1.06 | ) |
Distributions to Common Stockholders From net investment income | |
| — | | |
| (0.28 | ) | |
| (0.60 | ) | |
| (1.12 | ) | |
| (0.57 | ) | |
| (1.04 | ) |
From net realized gains from investment transactions | |
| — | | |
| — | | |
| — | | |
| (0.28 | ) | |
| (0.93 | ) | |
| (0.36 | ) |
From return of capital | |
| (0.54 | ) | |
| (0.36 | ) | |
| (0.45 | ) | |
| (0.10 | ) | |
| — | | |
| (0.10 | ) |
Total distributions to common stockholders | |
| (0.54 | ) | |
| (0.64 | ) | |
| (1.05 | ) | |
| (1.50 | ) | |
| (1.50 | ) | |
| (1.50 | ) |
Net Asset Value, end of period | |
$ | 16.36 | | |
$ | 15.09 | | |
$ | 13.01 | | |
$ | 17.70 | | |
$ | 19.76 | | |
$ | 21.33 | |
Per common share market value, end of period | |
$ | 14.15 | | |
$ | 12.92 | | |
$ | 9.99 | | |
$ | 15.57 | | |
$ | 17.17 | | |
$ | 19.94 | |
Total investment return based on market value(3)(4) | |
| 13.72 | % | |
| 35.99 | % | |
| (29.23 | )% | |
| (1.38 | )% | |
| (6.82 | )% | |
| (0.27 | )% |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Supplemental Data and Ratios | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net assets applicable to common stockholders,end of period (000’s) | |
$ | 106,782 | | |
$ | 98,462 | | |
$ | 89,426 | | |
$ | 123,015 | | |
$ | 137,324 | | |
$ | 148,243 | |
Average net assets (000’s) | |
$ | 103,790 | | |
$ | 100,853 | | |
$ | 93,027 | | |
$ | 137,701 | | |
$ | 147,616 | | |
$ | 162,708 | |
Ratio of Expenses to Average Net Assets(5) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Advisory fees | |
| 0.59 | % | |
| 1.18 | % | |
| 1.28 | % | |
| 1.32 | % | |
| 1.29 | % | |
| 1.25 | % |
Other operating expenses | |
| 0.19 | | |
| 0.47 | | |
| 0.94 | | |
| 0.38 | | |
| 0.37 | | |
| 0.31 | |
Total operating expenses, before fee waiver | |
| 0.78 | | |
| 1.65 | | |
| 2.22 | | |
| 1.70 | | |
| 1.66 | | |
| 1.56 | |
Fee waiver | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Total operating expenses | |
| 0.78 | | |
| 1.65 | | |
| 2.22 | | |
| 1.70 | | |
| 1.66 | | |
| 1.56 | |
Leverage expenses | |
| 0.40 | | |
| 0.82 | | |
| 1.04 | | |
| 1.25 | | |
| 0.98 | | |
| 0.59 | |
Total expenses | |
| 1.18 | % | |
| 2.47 | % | |
| 3.26 | % | |
| 2.95 | % | |
| 2.64 | % | |
| 2.15 | % |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
| |
Six Months Ended May 31, 2022 | |
Year Ended November 30, 2021 | |
Year Ended November 30, 2020 | |
Year Ended November 30, 2019 | |
Year Ended November 30, 2018 | |
Year Ended November 30, 2017 |
| |
(unaudited) | |
| |
| |
| |
| |
|
Ratio of net investment income to average net assets before fee waiver(5) | |
| 0.86 | % | |
| 1.48 | % | |
| 2.61 | % | |
| 1.98 | % | |
| 1.14 | % | |
| 2.51 | % |
Ratio of net investment income to average net assets after fee waiver(5) | |
| 0.86 | % | |
| 1.48 | % | |
| 2.61 | % | |
| 1.98 | % | |
| 1.14 | % | |
| 2.51 | % |
Portfolio turnover rate(3) | |
| 3.93 | % | |
| 26.70 | % | |
| 29.95 | % | |
| 25.27 | % | |
| 31.41 | % | |
| 30.86 | % |
Credit facility borrowings, end of period (000’s) | |
$ | 25,600 | | |
$ | 24,000 | | |
$ | 26,200 | | |
$ | 54,100 | | |
$ | 53,400 | | |
$ | 53,400 | |
Asset coverage, per $1,000 of principal amount of senior notes and credit facility borrowings(6) | |
$ | 5,171 | | |
$ | 5,103 | | |
$ | 4,413 | | |
$ | 3,274 | | |
$ | 3,572 | | |
$ | 3,776 | |
Asset coverage ratio of senior notes and credit facility borrowings(6) | |
| 517 | % | |
| 510 | % | |
| 441 | % | |
| 327 | % | |
| 357 | % | |
| 378 | % |
(1) |
Information presented relates to a
share of common stock outstanding for the entire year. |
(2) |
The per common share data for the years ended November
30, 2021, 2020, 2019, and 2018 do not reflect the change in estimate of investment income and return of capital, for the respective
year. See Note 2C to the financial statements for further disclosure. |
(3) |
Not annualized for periods less than one full year. |
(4) |
Total investment return is calculated assuming a purchase
of common stock at the beginning of the year and a sale at the closing price on the last day of the year reported (excluding brokerage
commissions). The calculation also assumes reinvestment of distributions at actual prices pursuant to TPZ’s dividend reinvestment
plan. |
(5) |
Annualized for periods less than one full year. |
(6) |
Represents value of total assets less all liabilities
and indebtedness not represented by credit facility borrowings at the end of the preiod divided by credit facility borrowings outstanding
at the end of the year. |
See accompanying Notes to Financial Statements.
|
|
TEAF Financial Highlights |
| |
Six
Months Ended May 31, 2022 | |
Year
Ended November 30, 2021 | |
Year
Ended November 30, 2020 | |
Period
From March 29, 2019(1) through November 30, 2019 |
| |
(unaudited) | |
| | |
| | |
| |
Per Common Share Data(2) | |
| | |
| | |
| | |
| |
Net Asset Value, beginning of period | |
$ | 17.15 | | |
$ | 15.85 | | |
$ | 17.60 | | |
$ | 20.00 | |
Income (loss) from Investment Operations Net investment income | |
| 0.19 | | |
| 0.54 | | |
| 0.51 | | |
| 0.31 | |
Net realized and unrealized gain (loss) | |
| 0.42 | | |
| 1.66 | | |
| (1.16 | ) | |
| (1.95 | ) |
Total income (loss) from investment operations | |
| 0.61 | | |
| 2.20 | | |
| (0.65 | ) | |
| (1.64 | ) |
Distributions to Common Stockholders From net investment income | |
| (0.28 | ) | |
| (0.64 | ) | |
| (0.46 | ) | |
| (0.34 | ) |
From return of capital | |
| (0.23 | ) | |
| (0.26 | ) | |
| (0.64 | ) | |
| (0.42 | ) |
Total distributions to common stockholders | |
| (0.51 | ) | |
| (0.90 | ) | |
| (1.10 | ) | |
| (0.76 | ) |
Net Asset Value, end of period | |
$ | 17.25 | | |
$ | 17.15 | | |
$ | 15.85 | | |
$ | 17.60 | |
Per common share market value, end of period | |
$ | 14.55 | | |
$ | 14.64 | | |
$ | 13.04 | | |
$ | 15.60 | |
Total investment return based on market value(3)(4). | |
| 2.82 | % | |
| 19.50 | % | |
| (8.66 | )% | |
| (18.45 | )% |
Supplemental Data and Ratios | |
| | | |
| | | |
| | | |
| | |
Net assets applicable to common stockholders, end of period (000’s) | |
$ | 232,699 | | |
$ | 231,382 | | |
$ | 213,825 | | |
$ | 237,461 | |
Average net assets (000’s) | |
$ | 232,031 | | |
$ | 228,533 | | |
$ | 210,055 | | |
$ | 252,217 | |
Ratio of Expenses to Average Net Assets(5) | |
| | | |
| | | |
| | | |
| | |
Advisory fees | |
| 0.75 | % | |
| 1.53 | % | |
| 1.55 | % | |
| 1.51 | % |
Other operating expenses | |
| 0.17 | | |
| 0.33 | | |
| 0.37 | | |
| 0.81 | |
Total operating expenses, before fee waiver | |
| 0.92 | | |
| 1.86 | | |
| 1.92 | | |
| 2.32 | |
Fee waiver. | |
| — | | |
| — | | |
| (0.10 | ) | |
| (0.28 | ) |
Total operating expenses | |
| 0.92 | | |
| 1.86 | | |
| 1.82 | | |
| 2.04 | |
Leverage expenses | |
| 0.07 | | |
| 0.13 | | |
| 0.23 | | |
| 0.36 | |
Income tax expense (benefit)(6) | |
| 0.06 | | |
| (0.03 | ) | |
| 0.28 | | |
| (0.24 | ) |
Total expenses | |
| 1.05 | % | |
| 1.96 | % | |
| 2.33 | % | |
| 2.16 | % |
See accompanying Notes to Financial Statements.
|
|
2022 Semi-Annual Report | May 31, 2022 |
| |
Six
Months Ended May 31, 2022 | |
Year
Ended November 30, 2021 | |
Year
Ended November 30, 2020 | |
Period
From March 29, 2019(1) through November 30, 2019 |
| |
(unaudited) | |
| | |
| | |
| |
Ratio of net investment income to average net assets before fee waiver(5) | |
| 1.10 | % | |
| 3.20 | % | |
| 3.16 | % | |
| 2.15 | % |
Ratio of net investment income to average net assets after fee waiver(5) | |
| 1.10 | % | |
| 3.20 | % | |
| 3.26 | % | |
| 2.43 | % |
Portfolio turnover rate(3) | |
| 14.47 | % | |
| 68.31 | % | |
| 73.22 | % | |
| 50.44 | % |
Credit facility borrowings, end of period (000’s) | |
$ | 30,400 | | |
$ | 21,600 | | |
$ | 31,100 | | |
$ | 32,000 | |
Asset coverage, per $1,000 of principal amount of senior notes and credit facility borrowings(7) | |
$ | 8,655 | | |
$ | 11,712 | | |
$ | 7,875 | | |
$ | 8,421 | |
Asset coverage ratio of senior notes and credit facility borrowings(7). | |
| 865 | % | |
| 1,171 | % | |
| 788 | % | |
| 842 | % |
(1) |
Commencement of operations. |
(2) |
Information presented relates to a share of common stock
outstanding for the entire period. |
(3) |
Not annualized for period less than one year. |
(4) |
Total investment return is calculated assuming a purchase
of common stock at the beginning of the period and a sale at the closing price on the last day of the period reported (excluding
brokerage commissions). The calculation also assumes reinvestment of distributions at actual prices pursuant to TEAF’s dividend
reinvestment plan. |
(5) |
Annualized for period less than one year. |
(6) |
For the period December 1, 2021 through May 31, 2022
TEAF accrued $131,850 for net deferred income tax expense. For the year ended November 31, 2021, TEAF accrued $67,015 for net deferred
income tax expense. For the year ended November 30, 2020, TEAF accrued $594,668 for net deferred income tax expense. For the period
ended November 30, 2019, TEAF accrued $418,970 for net deferred income tax benefit. |
(7) |
Represents value of total assets less all liabilities
and indebtedness not represented by margin facility borrowings at the end of the period divided by margin facility borrowings outstanding
at the end of the period. |
See accompanying Notes to Financial Statements.
|
|
Notes
to Financial Statements (unaudited) |
May
31, 2022 |
1. General Organization
This report covers the following companies,
each of which is listed on the New York Stock Exchange (“NYSE”): Tortoise Energy Infrastructure Corp. (“TYG”),
Tortoise Midstream Energy Fund, Inc. (“NTG”), Tortoise Pipeline & Energy Fund, Inc. (“TTP”), Tortoise
Energy Independence Fund, Inc. (“NDP”), Tortoise Power and Energy Infrastructure Fund, Inc. (“TPZ”), and
Ecofin Sustainable and Social Impact Term Fund (“TEAF”) These companies are individually referred to as a “Fund”
or by their respective NYSE symbols, or collectively as the “Funds”, and each is a non-diversified, closed-end management
investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). Each of TYG, NTG, TTP, NDP
and TEAF has a primary investment objective to seek a high level of total return with an emphasis on current distributions. TPZ
has a primary investment objective to provide a high level of current income, with a secondary objective of capital appreciation.
2. Significant Accounting Policies
The Funds follow accounting and reporting guidance
applicable to investment companies under U.S. generally accepted accounting principles (“GAAP”).
A. Use of Estimates
The preparation of financial statements in conformity
with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure
of contingent assets and liabilities as of the date of the financial statements, and the amount of income and expenses during the
period reported. Actual results could differ from those estimates.
B. Security Valuation
In general, and where applicable, the Funds
use readily available market quotations based upon the last updated sales price from the principal market to determine fair value.
The Funds primarily own securities that are listed on a securities exchange or are traded in the over-the-counter market. The Funds
value those securities at their last sale price on that exchange or over-the-counter market on the valuation date. If the security
is listed on more than one exchange, the Funds use the price from the exchange that it considers to be the principal exchange on
which the security is traded. If there has been no sale on such exchange or over-the-counter market on such day, the security is
valued at the mean between the last bid price and last ask price on such day. Securities listed on the NASDAQ are valued at the
NASDAQ Official Closing Price, which may not necessarily represent the last sale price. These securities are categorized as Level
1 in the fair value hierarchy.
Restricted securities are subject to statutory
or contractual restrictions on their public resale, which may make it more difficult to obtain a valuation and may limit a Fund’s
ability to dispose of them. Investments in private placement securities and other securities for which market quotations are not
readily available are valued in good faith by using fair value procedures. Such fair value procedures consider factors such as
discounts to publicly traded issues, time until conversion date, securities with similar yields, quality, type of issue, coupon,
duration and rating. If events occur that affect the value of a Fund’s portfolio securities before the net asset value has
been calculated (a “significant event”), the portfolio securities so affected are generally priced using fair value
procedures.
An equity security of a publicly traded company
acquired in a private placement transaction without registration under the Securities Act of 1933, as amended (the “1933
Act”), is subject to restrictions on resale that can affect the security’s liquidity and fair value. If such a security
is convertible into publicly traded common shares, the security generally will be valued at the common share market price adjusted
by a percentage discount due to the restrictions and categorized as Level 2 in the fair value hierarchy. To the extent that such
securities are convertible or otherwise become freely tradable within a time frame that may be reasonably determined, an amortization
schedule may be used to determine the discount. If the security has characteristics that are dissimilar to the class of security
that trades on the open market, the security will generally be valued and categorized as Level 3 in the fair value hierarchy.
Unobservable inputs are used to measure fair
value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any,
market activity. Unobservable inputs reflect the Funds’ own beliefs about the assumptions that market participants would
use in pricing the asset or liability (including assumptions about risk). Unobservable inputs are developed based on the best information
available in the circumstances, which might include the Fund’s own data. The Fund’s own data are adjusted if information
is reasonably available without undue cost and effort that indicates that market participants would use different assumptions.
Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that
would have been used had an active market existed.
Options (including options on futures contracts)
and futures contracts are valued using readily available market quotations. Exchange-traded options are valued at the last reported
sale price on any exchange on which they trade. If there are no sales reported on any exchange, exchange-traded options shall be
valued at the mean between the last highest bid and last lowest asked prices obtained as of the closing of the exchanges on which
the option is traded. Exchange-traded domestic futures contracts are valued at the last reported sale price on the Chicago Mercantile
Exchange. Exchange-traded foreign futures contracts are valued at the last reported sale price on the primary foreign exchange
on which they principally trade. The value of Flexible Exchange Options (FLEX Options) are determined (i) by an evaluated price
as determined by a third-party valuation service; or (ii) by using a quotation provided by a broker-dealer.
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
The Funds generally value debt securities at
evaluated prices obtained from an independent third-party valuation service that utilizes a pricing matrix based upon yield data
for securities with similar characteristics, or based on a direct written broker-dealer quotation from a dealer who has made a
market in the security. Debt securities with 60 days or less to maturity at time of purchase are valued on the basis of amortized
cost, which approximates fair value. The securities are categorized as level 2 in the fair value hierarchy.
Interest rate swap contracts are valued by using
industry-accepted models, which discount the estimated future cash flows based on a forward rate curve and the stated terms of
the interest rate swap agreement by using interest rates currently available in the market, or based on dealer quotations, if available,
and are categorized as Level 2 in the fair value hierarchy.
Various inputs are used in determining the fair
value of the Funds’ investments and financial instruments. These inputs are summarized in the three broad levels listed below:
Level 1 — quoted prices in active markets
for identical investments
Level 2 — other significant observable
inputs (including quoted prices for similar investments, market corroborated inputs, etc.)
Level 3 — significant unobservable inputs
(including a Fund’s own assumptions in determining the fair value of investments)
The inputs or methodologies used for valuing
securities are not necessarily an indication of the risk associated with investing in those securities.
The following tables provide
the fair value measurements of applicable assets and liabilities by level within the fair value hierarchy as of May 31, 2022. These
assets and liabilities are measured on a recurring basis.
TYG: | |
| |
| |
| |
|
Description | |
Level
1 | |
Level
2 | |
Level
3 | |
Total |
Assets | |
| | | |
| | | |
| | | |
| | |
Investments: | |
| | | |
| | | |
| | | |
| | |
Common Stock(a) | |
$ | 461,103,250 | | |
$ | — | | |
$ | — | | |
$ | 461,103,250 | |
Master Limited Partnerships(a) | |
| 143,079,223 | | |
| — | | |
| — | | |
| 143,079,223 | |
Preferred Stock(a) | |
| 3,532,385 | | |
| — | | |
| 9,425,827 | | |
| 12,958,212 | |
Private Investment(a) | |
| — | | |
| — | | |
| 16,849,615 | | |
| 16,849,615 | |
Corporate Bonds(a) | |
| — | | |
| 3,593,766 | | |
| — | | |
| 3,593,766 | |
Warrants(a) | |
| 1 | | |
| — | | |
| — | | |
| 1 | |
Short-Term Investment(b) | |
| 832,651 | | |
| — | | |
| — | | |
| 832,651 | |
Total Assets | |
$ | 608,547,510 | | |
$ | 3,593,766 | | |
$ | 26,275,442 | | |
$ | 638,416,718 | |
| |
| | | |
| | | |
| | | |
| | |
NTG: | |
| | | |
| | | |
| | | |
| | |
Description | |
Level
1 | | |
Level
2 | | |
Level
3 | | |
Total | |
Assets | |
| | | |
| | | |
| | | |
| | |
Investments: | |
| | | |
| | | |
| | | |
| | |
Common Stock(a) | |
$ | 243,726,571 | | |
$ | — | | |
$ | — | | |
$ | 243,726,571 | |
Master Limited Partnerships(a) | |
| 71,210,977 | | |
| — | | |
| — | | |
| 71,210,977 | |
Preferred Stock(a) | |
| 1,917,610 | | |
| — | | |
| 6,739,696 | | |
| 8,657,306 | |
Corporate Bonds(a) | |
| — | | |
| 2,395,844 | | |
| — | | |
| 2,395,844 | |
Short-Term Investment(b) | |
| 683,125 | | |
| — | | |
| — | | |
| 683,125 | |
Total Assets | |
$ | 317,538,283 | | |
$ | 2,395,844 | | |
$ | 6,739,696 | | |
$ | 326,673,823 | |
| |
| | | |
| | | |
| | | |
| | |
TTP: | |
| | | |
| | | |
| | | |
| | |
Description | |
Level
1 | | |
Level
2 | | |
Level
3 | | |
Total | |
Assets | |
| | | |
| | | |
| | | |
| | |
Investments: | |
| | | |
| | | |
| | | |
| | |
Common Stock(a) | |
$ | 75,596,080 | | |
$ | — | | |
$ | — | | |
$ | 75,596,080 | |
Master Limited Partnerships(a) | |
| 24,119,878 | | |
| — | | |
| — | | |
| 24,119,878 | |
Preferred Stock(a) | |
| — | | |
| — | | |
| 500,723 | | |
| 500,723 | |
Short-Term Investment(b) | |
| 385,681 | | |
| — | | |
| — | | |
| 385,681 | |
Total Assets | |
$ | 100,101,639 | | |
$ | — | | |
$ | 500,723 | | |
$ | 100,602,362 | |
|
|
Notes
to Financial Statements (unaudited) (continued) |
NDP: | |
| |
| |
| |
|
Description | |
Level 1 | |
Level 2 | |
Level 3 | |
Total |
Assets | |
| | | |
| | | |
| | | |
| | |
Investments: | |
| | | |
| | | |
| | | |
| | |
Common Stock(a) | |
$ | 64,364,114 | | |
$ | — | | |
$ | — | | |
$ | 64,364,114 | |
Master Limited Partnerships(a) | |
| 10,315,148 | | |
| — | | |
| — | | |
| 10,315,148 | |
Warrants(a) | |
| 1 | | |
| — | | |
| — | | |
| 1 | |
Short-Term Investment(b) | |
| 312,313 | | |
| — | | |
| — | | |
| 312,313 | |
Total Assets | |
$ | 74,991,576 | | |
$ | — | | |
$ | — | | |
$ | 74,991,576 | |
| |
| | | |
| | | |
| | | |
| | |
TPZ: | |
| | | |
| | | |
| | | |
| | |
Description | |
Level 1 | | |
Level 2 | | |
Level 3 | | |
Total | |
Assets | |
| | | |
| | | |
| | | |
| | |
Investments: | |
| | | |
| | | |
| | | |
| | |
Corporate Bonds(a) | |
$ | — | | |
$ | 58,194,217 | | |
$ | — | | |
$ | 58,194,217 | |
Common Stock(a) | |
| 38,440,444 | | |
| — | | |
| — | | |
| 38,440,444 | |
Master Limited Partnerships(a) | |
| 34,209,878 | | |
| — | | |
| — | | |
| 34,209,878 | |
Preferred Stock(a) | |
| — | | |
| — | | |
| 436,699 | | |
| 436,699 | |
Warrant(a) | |
| 1 | | |
| — | | |
| — | | |
| 1 | |
Short-Term Investment(b) | |
| 315,503 | | |
| — | | |
| — | | |
| 315,503 | |
Total Assets | |
$ | 72,965,826 | | |
$ | 58,194,217 | | |
$ | 436,699 | | |
$ | 131,596,742 | |
| |
| | | |
| | | |
| | | |
| | |
TEAF: | |
| | | |
| | | |
| | | |
| | |
Description | |
Level 1 | | |
Level 2 | | |
Level 3 | | |
Total | |
Assets | |
| | | |
| | | |
| | | |
| | |
Investments: | |
| | | |
| | | |
| | | |
| | |
Common Stock(a) | |
$ | 116,510,639 | | |
$ | 2,610,066 | | |
$ | — | | |
$ | 119,120,705 | |
Private Investments(a) | |
| — | | |
| — | | |
| 45,343,471 | | |
| 45,343,471 | |
Corporate Bonds(a) | |
| — | | |
| 39,874,947 | | |
| — | | |
| 39,874,947 | |
Master Limited Partnerships(a) | |
| 24,934,046 | | |
| — | | |
| — | | |
| 24,934,046 | |
Preferred Stock(a) | |
| 1,605,684 | | |
| — | | |
| 8,562,360 | | |
| 10,168,044 | |
Construction Notes(a) | |
| — | | |
| — | | |
| 11,079,159 | | |
| 11,079,159 | |
Municipal Bonds(a) | |
| — | | |
| 10,400,097 | | |
| — | | |
| 10,400,097 | |
Special Purpose Acquisition Company Warrant(a) | |
| — | | |
| 67,164 | | |
| — | | |
| 67,164 | |
Short-Term Investment(b) | |
| 947,428 | | |
| — | | |
| — | | |
| 947,428 | |
Total Assets | |
$ | 143,997,797 | | |
$ | 52,952,274 | | |
$ | 64,984,990 | | |
$ | 261,935,061 | |
Liabilities | |
| | | |
| | | |
| | | |
| | |
Written Call Options | |
$ | 58,139 | | |
$ | — | | |
$ | — | | |
$ | 58,139 | |
(a) |
All other industry classifications
are identified in the Schedule of Investments. |
(b) |
Short-term investment is a sweep investment for cash
balances. |
The following tables present each Fund’s
assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the period ended May 31,
2022:
Preferred Stock | |
TYG | |
NTG | |
TTP | |
NDP | |
TPZ | |
TEAF |
Balance — beginning of period | |
$ | 13,302,893 | | |
$ | 9,511,892 | | |
$ | 706,682 | | |
$ | — | | |
$ | 616,324 | | |
$ | 10,484,287 | |
Purchases | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Return of capital | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Sales | |
| (3,358,094 | ) | |
| (2,401,119 | ) | |
| (178,390 | ) | |
| — | | |
| (155,581 | ) | |
| (1,382,865 | ) |
Total realized gain/loss | |
| 438,438 | | |
| 313,494 | | |
| 23,291 | | |
| — | | |
| 20,313 | | |
| 180,549 | |
Change in unrealized gain/loss | |
| (957,410 | ) | |
| (684,571 | ) | |
| (50,860 | ) | |
| — | | |
| (44,357 | ) | |
| (719,611 | ) |
Balance — end of period | |
$ | 9,425,827 | | |
$ | 6,739,696 | | |
$ | 500,723 | | |
$ | — | | |
$ | 436,699 | | |
$ | 8,562,360 | |
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
Private Investments | |
TYG (as restated) | |
NTG | |
TTP | |
NDP | |
TPZ | |
TEAF |
Balance — beginning of period | |
$ | 17,203,701 | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 45,931,077 | |
Purchases | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 550,259 | |
Return of capital | |
| (340,000 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (736,000 | ) |
Sales | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Total realized gain/loss | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Change in unrealized gain/loss | |
| (14,086 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (401,865 | ) |
Balance — end of period | |
$ | 16,849,615 | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 45,343,471 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Construction Notes | |
TYG | | |
NTG | | |
TTP | | |
NDP | | |
TPZ | | |
TEAF | |
Balance — beginning of period | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 3,522,987 | |
Purchases | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 7,268,888 | |
Return of capital | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Sales | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Total realized gain/loss | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Change in unrealized gain/loss | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 287,284 | |
Balance — end of period | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 11,079,159 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
TYG
(as restated) | | |
NTG | | |
TTP | | |
NDP | | |
TPZ | | |
TEAF | |
Change in unrealized gain/loss on investments
still held at May 31, 2022. | |
$ | (971,496 | ) | |
$ | (684,571 | ) | |
$ | (50,860 | ) | |
$ | — | | |
$ | (44,357 | ) | |
$ | (834,192 | ) |
TYG, NTG, TTP, TPZ and TEAF own units of preferred
stock of Altus Midstream Company (“ALTM Pfd”) that were issued in a private placement transaction that closed on June
12, 2019. The preferred stock carries a conversion option into common stock after the 7th anniversary of issuance (June 12, 2026)
with a conversion rate determined as the quotient of Altus’ common unit price divided by a 6% discount to the prior 20-Day
Volume Weighted Average Price (“VWAP”). Alternately, Altus can force conversion into common stock at a value determined
by a minimum rate of return: before 5 years: greater of 1.3x Multiple on Invested Capital (“MOIC”) or 11.5% Internal
Rate of Return (“IRR”), and after 5 years: greater of 1.3x MOIC or 13.75% IRR. A discounted cash flow model prepared
by an independent third party is being used to determine fair value of the level 3 ALTM Pfd securities. Unobservable inputs used
to determine the discount rate include a debt discount rate that generally reflects the credit worthiness of the company. An increase
(decrease) in the debt discount rate would lead to a corresponding decrease (increase) in fair value of the preferred stock.
TEAF owns units of preferred stock of Enterprise
Products Partners L.P. (“EPD Pfd”) that were issued in a transaction that closed on September 30, 2020. The preferred
stock carries a conversion option into common stock after the 5th anniversary of the Closing Date (September 30, 2025) with a conversion
rate determined as the quotient equal to 100% of the Stated Series A Liquidation Preference plus accrued and unpaid distributions
up to the applicable conversion date, divided by a 7.50% discount to the prior 5-Day VWAP of EPD’s common unit price. The
issuer has an option to force conversion before the 2nd anniversary at 110%, after the 2nd anniversary and prior to the 4th anniversary
at 107%, thereafter, prior to the 5th anniversary at 103%, thereafter, prior to the 6th anniversary at 101% and any time on or
after the 6th anniversary at par. A discounted cash flow model prepared by an independent third party is being used to determine
fair value of the EPD Pfd security. Unobservable inputs used to determine the discount rate include a debt discount rate that generally
reflects the credit worthiness of the company. An increase (decrease) in the debt discount rate would lead to a corresponding decrease
(increase) in fair value of the preferred stock.
TEAF owns units of Mexico Pacific Limited LLC
(“MPL”), which was issued in a private transaction that closed on October 23, 2019. As of May 31, 2022, the investment
in MPL was valued at the most recent transaction price, which was a capital raise that closed on September 30, 2021, as the company
is still in development with no day to day operations.
TEAF owns a construction note in Saturn Solar
Bermuda 1, Ltd (“Saturn”). Under the terms of the note, Saturn pays interest monthly at an annual rate of 9%. A discounted
cash flows model is being utilized to determine fair value of the construction note. Unobservable inputs used to determine the
discount rate include a risk spread based on similar projects and an illiquidity spread due to the note being issued in the private
market. An increase (decrease) in the risk spread or illiquidity spread would lead to a corresponding decrease (increase) in fair
value of the note.
TEAF owns a note in EF WWW Holdings, LLC, for
debt funding o World Water Works Holdings, Inc. Under the terms of the note, EF WWW Holdings pays interest monthly at an annual
rate of 10.50%. A discounted cash flows model is being utilized to determine fair value of the construction note. Unobservable
inputs used to determine the discount rate include a risk spread based on similar projects and an illiquidity spread due to the
note being issued in the private market. An increase (decrease) in the risk spread or illiquidity spread would lead to a corresponding
decrease (increase) in fair value of the note.
TYG wholly-owns private investments in TK NYS
Solar Holdco, LLC and TEAF wholly-owns private investments in Renewable Holdco, LLC, Renewable Holdco I, LLC, and Renewable Holdco
II, LLC. Discounted cash flow models are being utilized to determine the fair value of these
|
|
Notes to Financial Statements (unaudited) (continued) |
holdings. Unobservable inputs used within the
discounted cash flow models include weighted average cost of capital. An increase (decrease) in the weighted average cost of capital
would lead to a corresponding decrease (increase) in the fair value of the private investment.
The following tables summarize the fair value
and significant unobservable inputs that each Fund used to value its portfolio investments categorized as Level 3 as of May 31,
2022:
Assets
at Fair Value | |
TYG | | |
NTG | | |
TTP | | |
NDP | | |
TPZ | | |
TEAF | |
Construction Note | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 11,079,159 | |
Preferred Stock | |
$ | 9,425,827 | | |
$ | 6,739,696 | | |
$ | 500,723 | | |
$ | — | | |
$ | 436,699 | | |
$ | 8,562,360 | |
Private Investments | |
$ | 16,849,615 | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 45,343,471 | |
Assets
at Fair Value | |
Valuation
Technique | |
Unobservable
Inputs | |
Input |
Preferred Stock (ALTM Pfd) | |
Discounted cash flow model | |
Debt discount rate | |
| Between |
| |
| |
| |
| 9.23% - 9.57% |
Preferred Stock (EPD Pfd) | |
Lattice model | |
Debt discount rate | |
| 7.53% |
Private Investment (TK NYS Solar Holdco, LLC) | |
Discounted cash flow model | |
Post-contracted weighted average cost of capital | |
| 7.00% |
Private Investment (Mexico Pacific Limited) | |
Recent transaction | |
Purchase price | |
$ | 21.94 |
Private Investment (Renewable Holdco, LLC) | |
Recent transaction | |
Purchase price | |
$ | 6,387,342 |
Private Investment (Renewable Holdco I, LLC) | |
Discounted cash flow model | |
Contracted weighted average cost of capital | |
| 7.00% |
Private Investment (Renewable Holdco I, LLC) | |
Discounted cash flow model | |
Post-contracted weighted average cost of capital | |
| 8.50% |
Private Investment (Renewable Holdco II, LLC) | |
Discounted cash flow model | |
Contracted weighted average cost of capital | |
| 6.00% |
Private Investment (Renewable Holdco II, LLC) | |
Discounted cash flow model | |
Post-contracted weighted average cost of capital | |
| 7.50% |
Saturn Bermuda Note | |
Discounted cash flow model | |
Risk spread | |
| 1.7500% |
Saturn Bermuda Note | |
Discounted cash flow model | |
Illiquidity spread | |
| 1.7255% |
EF WWW Holdings Note | |
Discounted cash flow model | |
Risk spread | |
| 3.0000% |
EF WWW Holdings Note | |
Discounted cash flow model | |
Illiquidity spread | |
| 2.6482% |
C. Securities Transactions and Investment
Income
Securities transactions are accounted for on
the date the securities are purchased or sold (trade date). Realized gains and losses are reported on an identified cost basis.
Interest income is recognized on the accrual basis, including amortization of premiums and accretion of discounts. Discounts and
premiums on fixed income securities are amortized or accreted over the life of the respective securities using the effective interest
method. Dividend income and distributions are recorded on the ex-dividend date. Distributions received from investments generally
are comprised of ordinary income and return of capital. The Funds estimate the allocation of distributions between investment income
and return of capital at the time such distributions are received based on historical information or regulatory filings. These
estimates may subsequently be revised based on actual allocations received from the portfolio companies after their tax reporting
periods are concluded, as the actual character of these distributions is not known until after the fiscal year-end of the Funds.
Subsequent to November 30, 2021, the Funds reallocated
the amount of return of capital recognized for the period from December 1, 2020 through November 30, 2021 based on the 2021 tax
reporting information received. The impact of this reclass is as follows:
| |
Estimated
Return of Capital % | |
Revised
Return of Capital % | |
Increase/(Decrease)
in Return of Capital |
TYG | |
85% | |
83% | |
$ | (897,180 | ) |
NTG | |
87% | |
85% | |
$ | (416,935 | ) |
TTP | |
62% | |
60% | |
$ | (158,047 | ) |
NDP | |
33% | |
33% | |
$ | 3,819 | |
TPZ | |
90% | |
88% | |
$ | (66,625 | ) |
TEAF | |
68% | |
68% | |
$ | 39,717 | |
In addition, the Funds may be subject to withholding
taxes on foreign-sourced income. The Funds accrue such taxes when the related income is earned in accordance with the Funds’
understanding of the applicable country’s tax rules and rates.
D. Foreign Currency Translation
For foreign currency, investments in foreign
securities, and other assets and liabilities denominated in a foreign currency, the Funds translate these amounts into U.S. dollars
on the following basis: (i) market value of investment securities, assets and liabilities at the current rate of exchange on the
valuation date, and (ii) purchases and sales of investment securities, income and expenses at the relevant rates of exchange on
the respective dates of such transactions. The Funds do not isolate the portion of gains and losses on investments that is due
to changes in the foreign exchange rates from that which is due to changes in market prices of securities.
E. Federal and State Income Taxation (as
restated for TYG and NTG)
Each of TYG and NTG, was previously taxed and,
as such, was obligated to pay federal and state income tax on its taxable income. Beginning with the fiscal year ending November
30, 2022, TYG and NTG intend to qualify each year for special tax treatment afforded to a regulated investment company (“RIC”)
under Subchapter M of the Internal Revenue Code (“IRC”). In order to qualify as a RIC, TYG and NTG must satisfy
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes to Financial Statements (unaudited) (continued) |
income, asset diversification and minimum distribution
requirements. As long as it so qualifies, TYG and NTG will not be subject to U.S. federal income tax. TYG and NTG intend to distribute
at least annually substantially all of its income and gains. Undistributed income and gains are subject to a 4% U.S. federal excise
tax unless sufficient distributions have been made to satisfy the excise tax avoidance requirement.
TTP, NDP, TPZ and TEAF each qualify as a regulated
investment company (“RIC”) under the Internal Revenue Code (“IRC”). As a result, TTP, NDP, TPZ and TEAF
generally will not be subject to U.S. federal income tax on income and gains that they distribute each taxable year to stockholders
if they meet certain minimum distribution requirements. However, TEAF’s taxable subsidiary, created to hold certain investments
is generally subject to federal and state income taxes on its income. RICs are required to distribute substantially all of their
income, in addition to meeting certain asset diversification requirements, and are subject to a 4% non-deductible U.S. federal
excise tax on certain undistributed income unless the fund makes sufficient distributions to satisfy the excise tax avoidance requirement.
The Funds recognize the tax benefits of uncertain
tax positions only when the position is “more likely than not” to be sustained upon examination by the tax authorities
based on the technical merits of the tax position. The Funds’ policy is to record interest and penalties on uncertain tax
positions as part of tax expense. As of November 30, 2021, TTP, NDP, TPZ and TEAF had no uncertain tax positions, and no penalties
or interest was accrued. TTP, NDP, TPZ and TEAF do not expect any change in their unrecognized tax positions in the next twelve
months.
As of May 31, 2022, TYG and NTG had uncertain
tax positions that did not meet the “more likely than not” threshold relating to a conversion transaction in which
an additional tax liability could be incurred. Included in the Statement of Assets & Liabilities is the additional tax liability and the Statement of Operations includes the additions to the liability for the period. Consistent with the Funds policy, TYG and NTG have recognized accrued penalties and interest related
to uncertain tax positions as part of current tax expense. Penalties and interest for TYG and NTG included in the amounts below
are $524,029 and $225,371 respectively.
| |
TYG | | |
NTG | |
Balance at December 1, 2021 | |
$ | 20,359,816 | | |
$ | 9,176,626 | |
Additions based on tax positions related to FYE 11/30/2021 | |
| 2,916,755 | | |
| 834,031 | |
Balance at May 31, 2022 | |
| 23,276,571 | | |
| 10,010,657 | |
The tax years ended on the following dates remain
open to examination by federal and state tax authorities:
TYG and NTG — November 30, 2018 through 2021
TTP, NDP and TPZ —
November 30, 2018 through 2021
TEAF — November 30, 2019 through 2021
F. Distributions to Stockholders
Distributions to common stockholders are recorded
on the ex-dividend date. The Funds may not declare or pay distributions to its common stockholders if it does not meet asset coverage
ratios required under the 1940 Act or the rating agency guidelines for its debt and preferred stock following such distribution.
The amount of any distributions will be determined by the Board of Directors. The character of distributions to common stockholders
made during the year may differ from their ultimate characterization for federal income tax purposes.
With the intent to qualify as a RIC, TYG and
NTG each intend to make cash distributions of its investment company taxable income and capital gains to common stockholders. As
RICs, TTP, NDP, TPZ and TEAF each intend to make cash distributions of its investment company taxable income and capital gains
to common stockholders. In addition, on an annual basis, TYG, NTG, TTP, NDP, TPZ and TEAF each may distribute additional capital
gains in the last calendar quarter if necessary to meet minimum distribution requirements and thus avoid being subject to excise
taxes. Distributions paid to stockholders in excess of investment company taxable income and net realized gains will be treated
as return of capital to stockholders.
Distributions to mandatory redeemable preferred
(“MRP”) stockholders are accrued daily based on applicable distribution rates for each series and paid periodically
according to the terms of the agreements. The Funds may not declare or pay distributions to its preferred stockholders if it does
not meet a 200% asset coverage ratio for its debt or the rating agency basic maintenance amount for the debt following such distribution.
The character of distributions to preferred stockholders made during the year may differ from their ultimate characterization for
federal income tax purposes.
For tax purposes, distributions to stockholders
for the year ended November 30, 2021 were characterized as follows:
| |
TYG | | |
NTG | | |
TTP | | |
NDP | | |
TPZ | | |
TEAF | |
| |
Common | |
Preferred | |
Common | |
Preferred | |
Common | |
Preferred | |
Common | |
Common | |
Common |
Qualified dividend income | |
| 100% | | |
| 100% | | |
| 100% | | |
| 100% | | |
| — | | |
| 43% | | |
| 8% | | |
| 16% | | |
| 39% | |
Ordinary dividend income | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 28% | | |
| 32% | |
Return of capital | |
| — | | |
| — | | |
| — | | |
| — | | |
| 100% | | |
| 57% | | |
| 92% | | |
| 56% | | |
| 29% | |
Long-term capital gain | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
* |
For
Federal income tax purposes, distributions of short-term capital gains are included in qualified dividend income. |
|
|
Notes to Financial Statements (unaudited) (continued) |
G. Offering and Debt Issuance Costs
Offering costs related to the issuance of common
stock are charged to additional paid-in capital when the stock is issued. Debt issuance costs related to senior notes and MRP Stock
are deferred and amortized over the period the debt or MRP Stock is outstanding.
There were no offering or debt issuance costs
recorded during the period December 1, 2021 through May 31, 2022 for TTP, NDP, TPZ or TEAF. For TYG, $87,724 in debt issuance costs
were recorded for the period. For NTG, $81,019 in debt issuance costs were recorded for the period.
H. Derivative Financial Instruments
The Funds have established policies and procedures
for risk assessment and the approval, reporting and monitoring of derivative financial instrument activities. The Funds do not
hold or issue derivative financial instruments for speculative purposes. All derivative financial instruments are recorded at fair
value with changes in fair value during the reporting period, and amounts accrued under the agreements, included as unrealized
gains or losses in the accompanying Statements of Operations. Derivative instruments that are subject to an enforceable master
netting arrangement allow a Fund and the counterparty to the instrument to offset any exposure to the other party with amounts
owed to the other party. The fair value of derivative financial instruments in a loss position are offset against the fair value
of derivative financial instruments in a gain position, with the net fair value appropriately reflected as an asset or liability
within the accompanying Statements of Assets & Liabilities.
TYG utilizes interest rate swap contracts in
an attempt to manage interest rate risk. Cash settlements under the terms of the interest rate swap contracts and the termination
of such contracts are recorded as realized gains or losses in the accompanying Statements of Operations.
TYG, NTG, TTP, NDP and TEAF may seek to provide
current income from gains earned through an option strategy that normally consists of writing (selling) call options on selected
equity securities held in the portfolio (“covered calls”). The premium received on a written call option is initially
recorded as a liability and subsequently adjusted to the then current fair value of the option written. Premiums received from
writing call options that expire unexercised are recorded as a realized gain on the expiration date. Premiums received from writing
call options that are exercised are added to the proceeds from the sale of the underlying security to calculate the realized gain
(loss). If a written call option is repurchased prior to its exercise, the realized gain (loss) is the difference between the premium
received and the amount paid to repurchase the option.
TEAF may enter into forward currency contracts,
which represent agreements to exchange currencies on specific future dates at predetermined rates. TEAF uses forward currency contracts
to manage exposure to changes in exchange rates. On a daily basis, TEAF’s investment adviser values forward currency contracts
and records unrealized appreciation or depreciation for open forward currency contracts in the Statements of Assets & Liabilities.
Realized gains or losses are recorded at the time the forward currency contracts are closed.
I. Indemnifications
Under each of the Funds’ organizational
documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties
to the Funds. In addition, in the normal course of business, the Funds may enter into contracts that provide general indemnification
to other parties. A Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that
may be made against the Funds that have not yet occurred, and may not occur. However, the Funds have not had prior claims or losses
pursuant to these contracts and expect the risk of loss to be remote.
J. Cash and Cash Equivalents
Cash and cash equivalents include short-term,
liquid investments with an original maturity of three months or less and money market fund accounts.
K. Recent Accounting and Regulatory Updates
In March 2020, the Financial Accounting Standards
Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-04 Reference Rate Reform (Topic 848);
Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional guidance for a limited period
of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform. The guidance is applicable
to contracts referencing London Interbank Offered Rate (“LIBOR”) or another reference rate that is expected to be discontinued
due to reference rate reform. The original guidance and the scope clarification become effective upon issuance in March 2020 and
January 2021, respectively. However, the guidance in ASC 848 is temporary in nature and generally cannot be applied to contract
modifications that occur after December 31, 2022 or hedging relationships entered into or evaluated after that date. Management
is evaluating the underlying securities referencing LIBOR or another reference rate that is expected to be discontinued as a reference
rate over the period of time the ASU is effective.
In October 2020, the SEC adopted new regulations
governing the use of derivatives by registered investment companies (“Rule 18f-4”). Rule 18f-4 will impose limits on
the amount of derivatives a Fund can enter into, eliminate the asset segregation framework currently used by funds to comply with
Section 18 of the 1940 Act, and require funds whose use of derivatives is greater than a limited specified amount to establish
and maintain a comprehensive derivatives risk management program and appoint a derivatives risk manager. Funds will be required
to comply with Rule 18f-4 by August 19, 2022. It is not currently clear what impact, if any, Rule 18f-4 will have on the availability,
liquidity or performance of derivatives. Management is currently evaluating the potential impact of Rule 18f-4 on the Fund(s).
When fully implemented, Rule 18f-4 may require changes in how a Fund uses derivatives, adversely affect the Fund’s performance
and increase costs related to the Fund’s use of derivatives.
In December 2020, the SEC adopted a new rule
providing a framework for fund valuation practices (“Rule 2a-5”). Rule 2a-5 establishes requirements for determining
fair value in good faith for purposes of the 1940 Act. Rule 2a-5 will permit fund boards to designate certain
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
parties to perform fair value determinations,
subject to board oversight and certain other conditions. Rule 2a-5 also defines when market quotations are “readily available”
for purposes of the 1940 Act and the threshold for determining whether a fund must fair value a security. In connection with Rule
2a-5, the SEC also adopted related recordkeeping requirements and is rescinding previously issued guidance, including with respect
to the role of a board in determining fair value and the accounting and auditing of fund investments. The Funds will be required
to comply with the rules by September 8, 2022. Management is currently assessing the potential impact of the new rules on the Funds’
financial statements.
The FASB issued final guidance (ASU No. 2022-08)
to clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the
equity security and, therefore, is not considered when measuring fair value. Recognizing a contractual restriction on the sale
of an equity security as a separate unit of account is not permitted. The guidance applies to all entities that have investments
in equity securities measured at fair value that are subject to contractual sale restrictions. Entities that hold equity securities
subject to contractual sale restrictions are required to make additional disclosures. The guidance will be applied prospectively,
with special transition provisions for entities that qualify as investment companies under ASC 946. For public business entities,
the guidance is effective for fiscal years beginning after 15 December 2023, and interim periods within those fiscal years. Management
is currently assessing the potential impact of the new guidance on the Funds’ financial statements.
3. Risks and Uncertainties
TYG, NTG, TTP, NDP and TPZ concentrate their
investments in the energy sector. TEAF concentrates its investments in issuers operating in essential asset sectors. Funds that
primarily invest in a particular sector may experience greater volatility than companies investing in a broad range of industry
sectors. A Fund may, for defensive purposes, temporarily invest all or a significant portion of its assets in investment grade
securities, short-term debt securities and cash or cash equivalents. To the extent a Fund uses this strategy, it may not achieve
its investment objective.
The World Health Organization declared the COVID-19
outbreak to be a pandemic in March 2020, and has had a significant impact on global and local economic activities. Despite significant
corrections and heightened volatility in the financial markets during the year, COVID-19 continues to present material uncertainty
and risk with respect to the performance and financial results of our portfolio companies.
In February 2022, a number of countries (including
the US, UK and EU) imposed sanctions against certain entities and individuals in Russia as a result of the official recognition
of the Donetsk People Republic and Lugansk People Republic by the Russian Federation. Announcements of potential additional sanctions
have been made following military operations initiated by Russia against the Ukraine on 24 February 2022. The situation, together
with growing turmoil from fluctuations in commodity prices and foreign exchange rates, and the potential to adversely impact global
economies, has driven a sharp increase in volatility across markets. The Advisor continues to monitor the evolving situation and
its impact on the financial position of the funds
4. Agreements
The Funds have each entered into an Investment
Advisory Agreement with Tortoise Capital Advisors, L.L.C. (the “Adviser”). The Funds each pay the Adviser a fee based
on the Fund’s average monthly total assets (including any assets attributable to leverage and excluding any net deferred
tax asset) minus accrued liabilities (other than net deferred tax liability, debt entered into for purposes of leverage and the
aggregate liquidation preference of outstanding preferred stock) (“Managed Assets”), in exchange for the investment
advisory services provided. Average monthly Managed Assets is the sum of the daily Managed Assets for the month divided by the
number of days in the month. Accrued liabilities are expenses incurred in the normal course of each Fund’s operations. Waived
fees are not subject to recapture by the Adviser. The annual fee rates paid to the Adviser as of May 31, 2022 are as follows:
TYG — 0.95% up to $2,500,000,000, 0.90%
between $2,500,000,000 and $3,500,000,000, and 0.85% above $3,500,000,000.
NTG — 0.95%.
TTP — 1.10%.
NDP — 1.10%.
TPZ — 0.95%.
TEAF — 1.35%.
On August 9, 2021, the Adviser voluntarily agreed
to reimburse TTP and NDP for their Operating Expenses in order to ensure that Operating Expenses do not exceed 1.35% of average
daily managed assets, effective September 1, 2021. In its sole discretion and at any time, the Adviser may elect to extend, terminate
or modify the temporary expense reimbursement upon written notice.
U.S. Bancorp Fund Services, LLC d/b/a U.S. Bank
Global Fund Services serves as each Fund’s administrator. Each Fund pays the administrator a monthly fee computed at an annual
rate of 0.04% of the first $1,000,000,000 of the Fund’s Managed Assets, 0.01% on the next $500,000,000 of Managed Assets
and 0.005% on the balance of the Fund’s Managed Assets.
U.S. Bank, N.A. serves as the Funds’ custodian.
Each Fund pays the custodian a monthly fee computed at an annual rate of 0.004% of the Fund’s U.S. Dollar-denominated assets
and 0.015% of the Fund’s Canadian Dollar-denominated assets, plus portfolio transaction fees.
|
|
Notes
to Financial Statements (unaudited) (continued) |
5. Income Taxes
TYG and NTG (as restated):
TYG and NTG intend to change their tax status
from a taxable C corporation to a RIC under the Internal Revenue Code effective December 1, 2021. The change in tax status requires
TYG and NTG to satisfy certain periodic income and asset composition requirements as well as certain distribution requirements
in order to permit it to be subject to tax as a RIC. Management has determined that it is more likely than not TYG and NTG will
be able to qualify and elect to be subject to tax as a RIC, effective as of its fiscal year ending November 30, 2022.
TYG and NTG intend to elect to be subject to
tax as a RIC in connection with the filing of its taxable year ending November 30, 2022 federal income tax return, and such election
would be effective December 1, 2021. If TYG and NTG satisfy the required qualification tests and timely elects to be subject to
tax as a RIC, it generally will not be subject to federal income or excise taxes on any income and gains timely distributed to
their shareholders.
As of May 31, 2022, TYG and NTG have tax expense
of $6,170,565 and $3,485,509 respectively, relating to adjustments for information received after November 30, 2021 when they were C Corporations and changes in the uncertain tax position for
the period. The tax expense is subject
to change upon the completion of the C Corporation tax returns for the period ending November 30, 2021. TYG and NTG are not expected
to be subject to federal income or excise taxes during its fiscal year ending November 30, 2022.
As of November 30, 2021, for federal income
tax purposes, TYG and NTG had capital loss carryforwards of approximately $276,466,356 and $506,952,841 respectively, which may
be carried forward for 5 years. If not utilized, these capital losses will expire in the year ending November 30, 2025.
TTP, NDP, TPZ and TEAF:
It is the intention of TTP, NDP, TPZ and TEAF
to qualify as RICs under Subchapter M of the IRC and distribute all of its taxable income. Accordingly, no provision for federal
income taxes is required in the financial statements. However, TEAF’s taxable subsidiary created to make and hold certain
investments is generally subject to federal and state income taxes on its income.
As of May 31, 2022, TEAF consolidated the balance
of a deferred tax expense of $131,850 related to the investment activities of its taxable subsidiary. Total income taxes are computed
by applying the federal statutory rate plus a blended state income tax rate totaling 25.35%.
At May 31, 2022, a valuation allowance on deferred
tax assets was not deemed necessary because TEAF believes it is more likely than not that its able to realize its deferred tax
assets through future taxable income. Any adjustments to TEAF’s estimates of future taxable income will be made in the period
such determination is made.
Total income tax expense for TEAF’s taxable
subsidiary differs from the amount computed by applying the federal statutory income tax rate of 21% to net income for the period
ended May 31, 2022, as follows:
Application of Statutory Income tax rate | |
$ | 82,340 | |
State Income taxes, net of federal tax effect | |
| 17,061 | |
Permanent differences | |
| 32,449 | |
Investment Tax Credits | |
| — | |
Other | |
| — | |
Total income tax expense | |
$ | 131,850 | |
The amount and character of income and capital
gain distributions to be paid, if any, are determined in accordance with federal income tax regulations, which may differ from
U.S. generally accepted accounting principles. These differences are primarily due to return of capital distributions and book/tax
differences from underlying investments.
As of November 30, 2021, the components of accumulated
earnings (deficit) on a tax basis were as follows:
| |
TTP | | |
NDP | | |
TPZ | | |
TEAF | |
Unrealized appreciation (depreciation) | |
$ | (21,653,355 | ) | |
$ | 3,644,547 | | |
$ | (6,403,500 | ) | |
$ | 12,780,492 | |
Capital loss carryforwards | |
| (95,917,759 | ) | |
| (178,289,112 | ) | |
| (13,301,437 | ) | |
| (31,794,782 | ) |
Undistributed ordinary income | |
| — | | |
| — | | |
| — | | |
| — | |
Other temporary differences | |
| (87,262 | ) (1) | |
| — | | |
| (6,411 | ) | |
| (336,879 | ) (2) |
Accumulated earnings (deficit) | |
$ | (117,658,376 | ) | |
$ | (174,644,565 | ) | |
$ | (19,711,348 | ) | |
$ | (19,351,169 | ) |
(1) |
Primarily
related to losses deferred under straddle regulations per IRC Sec. 1092 and dividends payable. |
(2) |
Primarily
related to expenses of TEAF’s taxable subsidiary and losses deferred under straddle regulations per IRC Sec. 1092. |
As of November 30, 2021, TTP, NDP and TEAF had
short-term capital loss carryforwards of approximately $15,400,000, $70,753,000 and $31,800,000 respectively, and TTP, NDP and
TPZ had long-term capital loss carryforwards of approximately $80,500,000, $107,536,000 and $13,300,000 respectively, which may
be carried forward for an unlimited period under the Regulated Investment Company Modernization Act of 2010. To the extent future
net capital gains are realized, those gains will be offset by any unused capital loss carryforwards. Capital loss carryforwards
will retain their character as either short-term or long-term capital losses. Thus, such losses must be used first to offset gains
of the same character; for example, long-term loss carryforwards will first offset long-term gains, before they can be used to
offset short-term gains.
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
In order to meet certain excise tax distribution
requirements, TTP, NDP, TPZ and TEAF are required to measure and distribute annually net capital gains realized during a twelve
month period ending October 31 and net investment income earned during a twelve month period ending December 31. In connection
with this, TTP, NDP, TPZ and TEAF are permitted for tax purposes to defer into their next fiscal year, qualified late year losses.
Qualified late year ordinary losses are any net ordinary losses incurred between January 1 and the end of their fiscal year, November
30, 2021. For the taxable year ended November 30, 2021, TTP, NDP, TPZ and TEAF do not plan to defer any losses.
As of May 31, 2022, the aggregate cost of investments,
aggregate gross unrealized appreciation and aggregate gross unrealized depreciation on a federal income tax basis were as follows:
| |
TYG (as
restated) | | |
NTG (as
restated) | | |
TTP | | |
NDP | | |
TPZ | | |
TEAF | |
Tax cost of investments | |
$ | 551,715,774 | | |
$ | 263,466,543 | | |
$ | 77,483,906 | | |
$ | 46,168,579 | | |
$ | 109,133,615 | | |
$ | 249,555,942 | |
Gross unrealized appreciation of investments | |
$ | 108,328,075 | | |
$ | 67,293,059 | | |
$ | 29,262,071 | | |
$ | 28,973,124 | | |
$ | 27,707,161 | | |
$ | 21,797,563 | |
Gross unrealized depreciation of investments | |
| (21,627,131 | ) | |
| (4,085,779 | ) | |
| (6,143,615 | ) | |
| (150,127 | ) | |
| (5,244,034 | ) | |
| (9,416,321 | ) |
Net unrealized appreciation (depreciation) of investments. | |
$ | 86,700,944 | | |
$ | 63,207,280 | | |
$ | 23,118,456 | | |
$ | 28,822,997 | | |
$ | 22,463,127 | | |
$ | 12,381,242 | |
6. Restricted Securities
Certain of the Funds’ investments are
restricted and are valued as determined in accordance with fair value procedures, as more fully described in Note 2. The following
table shows the principal amount or shares, acquisition date(s), acquisition cost, fair value and the percent of net assets which
the securities comprise at May 31, 2022.
TYG
(as restated): | |
| |
| | |
| |
| | |
| | |
| |
|
Investment
Security | |
Investment
Type | |
Shares | | |
Acquisition
Date(s) | |
Acquisition
Cost | | |
Fair
Value | | |
Fair
Value as Percent of Net Assets |
Altus Midstream Company, 7.000% | |
Preferred Stock | |
| 7,508 | | |
06/12/19-05/14/20 | |
$ | 7,507,688 | | |
$ | 9,245,827 | | |
| 2.0 | % |
|
TK NYS Solar Holdco, LLC | |
Private Investment | |
| N/A | | |
08/18/17-08/19/19 | |
| 50,141,470 | | |
| 16,849,615 | | |
| 3.6 | |
| |
| |
| | | |
| |
$ | 57,649,158 | | |
$ | 26,275,442 | | |
| 5.6 | % |
| |
| |
| | | |
| |
| | | |
| | | |
| | |
|
NTG
(as restated): | |
| |
| | | |
| |
| | | |
| | | |
| | |
|
Investment
Security | |
Investment
Type | |
| Shares | | |
Acquisition
Date(s) | |
| Acquisition
Cost | | |
| Fair
Value | | |
| Fair
Value as Percent of Net Assets |
Altus Midstream Company, 7.000% | |
Preferred Stock | |
| 5,368 | | |
06/12/19-05/14/20 | |
$ | 5,368,179 | | |
$ | 6,739,696 | | |
| 2.7 | % |
| |
| |
| | | |
| |
$ | 5,368,179 | | |
$ | 6,739,696 | | |
| 2.7 | % |
| |
| |
| | | |
| |
| | | |
| | | |
| | |
|
TTP: | |
| |
| | | |
| |
| | | |
| | | |
| | |
|
Investment
Security | |
Investment
Type | |
| Shares | | |
Acquisition
Date(s) | |
| Acquisition
Cost | | |
| Fair
Value | | |
| Fair
Value as Percent of Net Assets |
Altus Midstream Company, 7.000% | |
Preferred Stock | |
| 399 | | |
06/12/19-05/14/20 | |
$ | 398,827 | | |
$ | 500,723 | | |
| 0.6 | % |
| |
| |
| | | |
| |
$ | 398,827 | | |
$ | 500,723 | | |
| 0.6 | % |
| |
| |
| | |
| |
| | |
| | |
| |
|
TPZ: | |
| |
| | |
| |
| | |
| | |
| |
|
Investment
Security | |
Investment
Type | |
Principal
Amount/Shares | | |
Acquisition
Date(s) | |
Acquisition
Cost | | |
Fair
Value | | |
Fair
Value as Percent of Net Assets |
Antero Midstream Partners LP, 5.750%, 03/01/2027* | |
Corporate Bond | |
$ | 3,800,000 | | |
04/04/19-09/07/21 | |
$ | 3,858,609 | | |
$ | 3,809,652 | | |
| 3.6 | % |
|
Blue Racer Midstream, LLC, 6.625%, 07/15/2026* | |
Corporate Bond | |
$ | 5,900,000 | | |
06/18/18-02/05/19 | |
| 5,909,693 | | |
| 5,796,750 | | |
| 5.4 | |
|
DT Midstream, Inc., 4.375%, 06/15/2031* | |
Corporate Bond | |
$ | 2,000,000 | | |
09/03/21-09/07/21 | |
| 2,078,128 | | |
| 1,868,955 | | |
| 1.7 | |
|
Hess Corporation, 5.625%, 02/15/2026* | |
Corporate Bond | |
$ | 4,160,000 | | |
07/19/18-08/06/18 | |
| 4,172,567 | | |
| 4,247,360 | | |
| 4.0 | |
|
|
|
Notes
to Financial Statements (unaudited) (continued) |
|
TPZ: (continued) | |
| |
| | |
| |
| | |
| | |
| |
|
Investment
Security | |
Investment
Type | |
Principal
Amount/Shares | | |
Acquisition
Date(s) | |
Acquisition
Cost | | |
Fair
Value | | |
Fair
Value as Percent of Net Assets |
New Fortress Energy, Inc., 6.500%, 09/30/2026* | |
Corporate Bond | |
$ | 5,000,000 | | |
03/26/21-10/07/21 | |
$ | 4,995,144 | | |
$ | 4,859,000 | | |
| 4.6 | % |
|
NGPL Pipe Co, 3.250%, 07/15/2031* | |
Corporate Bond | |
$ | 1,500,000 | | |
11/09/21 | |
| 1,548,453 | | |
| 1,305,226 | | |
| 1.2 | |
|
Rockies Express Pipeline LLC, 4.950%, 07/15/2029* | |
Corporate Bond | |
$ | 3,000,000 | | |
04/12/19 | |
| 3,002,113 | | |
| 2,841,015 | | |
| 2.7 | |
|
Tallgrass Energy LP, 5.500%, 01/15/2028* | |
Corporate Bond | |
$ | 3,250,000 | | |
09/24/18-02/06/19 | |
| 3,248,394 | | |
| 3,015,805 | | |
| 2.8 | |
|
Altus Midstream Company, 7.000% | |
Preferred Stock | |
| 348 | | |
06/12/19-05/14/20 | |
| 347,832 | | |
| 436,699 | | |
| 0.4 | |
| |
| |
| | | |
| |
$ | 29,160,933 | | |
$ | 28,180,462 | | |
| 26.4 | % |
| |
| |
| | | |
| |
| | | |
| | | |
| | |
|
TEAF: | |
| |
| | | |
| |
| | | |
| | | |
| | |
|
Investment
Security | |
Investment
Type | |
| Principal
Amount/Shares | | |
Acquisition
Date(s) | |
| Acquisition
Cost | | |
| Fair
Value | | |
| Fair
Value as Percent of Net Assets |
315/333 West Dawson Associates, 11.000%, 01/31/26* | |
Corporate Bond | |
$ | 3,770,000 | | |
03/30/21 | |
$ | 3,623,894 | | |
$ | 3,555,355 | | |
| 1.5 | % |
|
Contour Propco, 11.000%, 10/01/25 | |
Corporate Bond | |
$ | 5,715,000 | | |
09/30/21 | |
| 5,715,000 | | |
| 5,616,919 | | |
| 2.4 | |
|
Dove Mountain Residences, LLC 11.000%, 02/01/2026* | |
Corporate Bond | |
$ | 1,050,000 | | |
12/02/21 | |
| 1,050,000 | | |
| 1,031,927 | | |
| 0.4 | |
|
Dove Mountain Residences, LLC 16.000%, 02/01/2026* | |
Corporate Bond | |
$ | 820,622 | | |
12/02/21 | |
| 800,000 | | |
| 807,157 | | |
| 0.4 | |
|
Drumlin Reserve Property LLC, 16.000%, 10/02/2025* | |
Corporate Bond | |
$ | 1,218,000 | | |
09/30/20 | |
| 1,218,000 | | |
| 1,205,020 | | |
| 0.5 | |
|
Drumlin Reserve Property LLC, 10.000%, 10/02/2025* | |
Corporate Bond | |
$ | 1,705,311 | | |
09/30/20 | |
| 1,705,311 | | |
| 1,684,562 | | |
| 0.7 | |
|
JW Living Smithville Urban
Ren Sub Global 144A 27 11.750%, 06/01/2027 | |
Corporate Bond | |
$ | 3,890,000 | | |
05/24/22 | |
| 3,890,000 | | |
| 3,890,000 | | |
| 1.7 | |
|
Dynamic BC Holdings LLC, 13.500%, 04/01/28* | |
Corporate Bond | |
$ | 8,110,000 | | |
04/14/21 | |
| 8,110,000 | | |
| 7,925,368 | | |
| 3.4 | |
|
Realco Perry Hall MD LLC/OPCO, 10.000%, 10/01/2024* | |
Corporate Bond | |
$ | 2,256,000 | | |
10/01/19 | |
| 2,256,000 | | |
| 2,065,772 | | |
| 0.9 | |
|
Vonore Fiber Products LLC 16.000%, 07/10/2022* | |
Corporate Bond | |
$ | 955,414 | | |
05/07/22 | |
| 955,414 | | |
| 955,414 | | |
| 0.4 | |
|
Altus Midstream Company, 7.000% | |
Preferred Stock | |
| 3,092 | | |
06/12/19-05/14/20 | |
| 3,091,669 | | |
| 3,881,560 | | |
| 1.7 | |
|
Enterprise Products Partners LP, 7.250% | |
Preferred Stock | |
| 5,000 | | |
09/30/20 | |
| 6,986,282 | | |
| 4,680,800 | | |
| 2.0 | |
|
Mexico Pacific Limited LLC (MPL) Series A | |
Private Investment | |
| 99,451 | | |
10/23/19-08/26/21 | |
| 2,028,201 | | |
| 2,182,353 | | |
| 1.0 | |
|
Renewable Holdco, LLC | |
Private Investment | |
| N/A | | |
07/25/19-11/2/20 | |
| 6,891,811 | | |
| 6,387,342 | | |
| 2.7 | |
|
Renewable Holdco I, LLC | |
Private Investment | |
| N/A | | |
09/09/19 | |
| 23,168,876 | | |
| 23,088,987 | | |
| 9.9 | |
|
Renewable Holdco II, LLC | |
Private Investment | |
| N/A | | |
11/15/16-12/22/21 | |
| 13,169,581 | | |
| 13,684,789 | | |
| 5.9 | |
|
Saturn Solar Bermuda1 Ltd., 8.000%, 07/31/2022 | |
Construction Note | |
$ | 3,510,000 | | |
05/24/19-07/03/19 | |
| 3,778,904 | | |
| 3,529,656 | | |
| 1.5 | |
|
EF WWW Holdings, LLC, 10.500%, 09/30/2026 | |
Construction Note | |
$ | 7,268,888 | | |
12/06/2021 | |
| 7,268,888 | | |
| 7,549,503 | | |
| 3.3 | |
| |
| |
| | | |
| |
$ | 95,706,831 | | |
$ | 93,722,484 | | |
| 40.3 | % |
* |
Security is eligible for resale under
Rule 144A under the 1933 Act. |
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
7. Affiliated Company Transactions
A summary of the transactions in affiliated
companies during the period ended May 31, 2022 is as follows:
TYG
(as restated): |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Investment
Security | |
11/30/21
Share Balance | | |
Gross
Additions | | |
Gross
Reductions | | |
Realized
Gain/(Loss) | | |
Distributions
Received | | |
5/31/22
Share Balance | | |
5/31/22
Value | | |
Net
Change in Unrealized Depreciation |
TK NYS Solar Holdco, LLC | |
| N/A | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 340,000 | | |
| N/A | | |
$ | 16,849,615 | | |
$ | (14,086 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
TEAF: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Investment
Security | |
| 11/30/21
Share Balance | | |
| Gross
Additions | | |
| Gross
Reductions | | |
| Realized
Gain/(Loss) | | |
| Distributions
Received | | |
| 5/31/22
Share Balance | | |
| 5/31/22
Value | | |
| Net
Change in Unrealized Depreciation |
Renewable Holdco, LLC | |
| N/A | | |
$ | 550,259 | | |
$ | — | | |
$ | — | | |
$ | — | | |
| N/A | | |
$ | 6,387,342 | | |
$ | 500,311 | |
Renewable Holdco I, LLC | |
| N/A | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 400,000 | | |
| N/A | | |
$ | 23,088,987 | | |
$ | (390,790 | ) |
Renewable Holdco II, LLC | |
| N/A | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | 400,000 | | |
| N/A | | |
$ | 13,684,789 | | |
$ | (511,386 | ) |
Total | |
| N/A | | |
$ | 550,259 | | |
$ | — | | |
$ | — | | |
$ | 800,000 | | |
| N/A | | |
$ | 43,161,118 | | |
$ | (401,865 | ) |
8. Investment Transactions
For the period ended May 31, 2022, the amount
of security transactions (other than U.S. government securities and short-term investments), is as follows:
| |
TYG | | |
NTG | | |
TTP | | |
NDP | | |
TPZ | | |
TEAF | |
Purchases | |
$ | 57,096,770 | | |
$ | 4,913,997 | | |
$ | 6,280,443 | | |
$ | 7,666,046 | | |
$ | 4,976,298 | | |
$ | 39,661,951 | |
Sales | |
$ | 68,370,360 | | |
$ | 8,870,666 | | |
$ | 4,362,887 | | |
$ | 7,406,800 | | |
$ | 2,410,809 | | |
$ | 37,012,421 | |
9. Senior Notes
TYG, NTG and TTP each have issued private senior
notes (collectively, the “Notes”), which are unsecured obligations and, upon liquidation, dissolution or winding up
of a Fund, will rank: (1) senior to all of the Fund’s outstanding preferred shares, if any; (2) senior to all of the Fund’s
outstanding common shares; (3) on parity with any unsecured creditors of the Fund and any unsecured senior securities representing
indebtedness of the Fund and (4) junior to any secured creditors of the Fund. Holders of the Notes are entitled to receive periodic
cash interest payments until maturity. The Notes are not listed on any exchange or automated quotation system.
The Notes are redeemable in certain circumstances
at the option of a Fund, subject to payment of any applicable make-whole amounts or early redemption premiums. The Notes for a
Fund are also subject to a mandatory redemption if the Fund fails to meet asset coverage ratios required under the 1940 Act or
the rating agency guidelines if such failure is not waived or cured. At May 31, 2022, each of TYG, NTG and TTP were in compliance
with asset coverage covenants and basic maintenance covenants for its senior notes.
Details of each Fund’s outstanding Notes,
including estimated fair value, as of May 31, 2022 are included below. The estimated fair value of each series of fixed-rate Notes
was calculated, for disclosure purposes, by discounting future cash flows by a rate equal to the current U.S. Treasury rate with
an equivalent maturity date, plus either 1) the spread between the interest rate on recently issued debt and the U.S. Treasury
rate with a similar maturity date or 2) if there has not been a recent debt issuance, the spread between the AAA corporate finance
debt rate and the U.S. Treasury rate with an equivalent maturity date plus the spread between the fixed rates of the Notes and
the AAA corporate finance debt rate. The estimated fair value of floating rate Notes approximates the carrying amount because the
interest rate fluctuates with changes in interest rates available in the current market. The estimated fair values in the following
tables are Level 2 valuations within the fair value hierarchy.
TYG: | |
| |
| | |
| |
| | |
| |
Series | |
Maturity
Date | |
Interest
Rate | |
Payment
Frequency | |
Notional
Amount | |
Estimated
Fair Value |
Series DD | |
September 27, 2022 | |
| 4.21 | % | |
Semi-Annual | |
$ | 4,194,667 | | |
$ | 4,251,487 | |
Series II | |
December 18, 2022 | |
| 3.22 | % | |
Semi-Annual | |
| 3,226,667 | | |
| 3,283,793 | |
Series K | |
December 19, 2022 | |
| 3.87 | % | |
Semi-Annual | |
| 3,226,667 | | |
| 3,304,083 | |
Series S | |
January 22, 2023 | |
| 3.99 | % | |
Semi-Annual | |
| 3,226,667 | | |
| 3,298,024 | |
Series P | |
September 27, 2023 | |
| 4.39 | % | |
Semi-Annual | |
| 3,872,000 | | |
| 3,958,362 | |
Series FF | |
November 20, 2023 | |
| 4.16 | % | |
Semi-Annual | |
| 3,266,667 | | |
| 3,268,575 | |
|
|
Notes
to Financial Statements (unaudited) (continued) |
|
TYG:
(continued) | | |
| |
| | |
| |
Series | |
Maturity
Date | |
Interest Rate | |
Payment Frequency | |
Notional Amount | | |
Estimated
Fair Value |
Series JJ | |
December 18, 2023 | |
| 3.34 | % | |
Semi-Annual | |
$ | 6,453,333 | | |
$ | 6,549,488 | |
Series T | |
January 22, 2024 | |
| 4.16 | % | |
Semi-Annual | |
| 8,066,667 | | |
| 8,284,130 | |
Series L | |
December 19, 2024 | |
| 3.99 | % | |
Semi-Annual | |
| 6,453,333 | | |
| 6,620,031 | |
Series AA | |
June 14, 2025 | |
| 3.48 | % | |
Semi-Annual | |
| 3,226,667 | | |
| 3,255,041 | |
Series NN | |
June 14, 2025 | |
| 3.20 | % | |
Semi-Annual | |
| 9,680,000 | | |
| 9,676,622 | |
Series KK | |
December 18, 2025 | |
| 3.53 | % | |
Semi-Annual | |
| 3,226,666 | | |
| 3,253,658 | |
Series OO | |
April 9, 2026 | |
| 3.27 | % | |
Semi-Annual | |
| 9,680,000 | | |
| 9,549,496 | |
Series PP | |
September 25, 2027 | |
| 3.33 | % | |
Semi-Annual | |
| 8,066,666 | | |
| 7,919,418 | |
Series QQ | |
December 17, 2028 | |
| 2.50 | % | |
Semi-Annual | |
| 10,000,000 | | |
| 9,796,292 | |
| |
| |
| | | |
| |
$ | 85,826,667 | | |
$ | 86,268,500 | |
On December 17, 2021, TYG issued $10,000,000
Series QQ Senior Notes which carry a fixed interest rate of 2.50% and mature on December 17, 2028.
On December 22, 2021, TYG Series R Senior Notes
with a notional value of $8,066,667 and fixed rate of 3.77% were paid in full upon maturity.
NTG: | | |
| |
| | |
| |
Series | |
Maturity
Date | |
Interest Rate | |
Payment
Frequency | |
Notional Amount | | |
Estimated
Fair Value |
Series P | |
October 16, 2023 | |
| 3.79 | % | |
Semi-Annual | |
$ | 2,979,055 | | |
$ | 3,012,930 | |
Series Q | |
October 16, 2025 | |
| 3.97 | % | |
Semi-Annual | |
| 2,234,292 | | |
| 2,259,981 | |
Series R | |
October 16, 2026 | |
| 4.02 | % | |
Semi-Annual | |
| 1,936,386 | | |
| 1,962,796 | |
Series S | |
December 17, 2028 | |
| 2.50 | % | |
Semi-Annual | |
| 25,000,000 | | |
| 23,323,529 | |
| |
| |
| | | |
| |
$ | 32,149,733 | | |
$ | 30,559,236 | |
On December 17, 2021, NTG issued $25,000,000
Series S Senior Notes which carry a fixed interest rate of 2.50% and mature on December 17, 2028.
TTP: | | |
| |
| | |
| |
Series | |
Maturity
Date | |
Interest Rate | |
Payment
Frequency | |
Notional Amount | | |
Estimated
Fair Value |
Series H | |
December 13, 2024 | |
| 3.97 | % | |
Semi-Annual | |
$ | 3,942,857 | | |
$ | 4,045,137 | |
10. Mandatory Redeemable Preferred Stock
TYG, NTG and TTP each have issued and outstanding
MRP Stock at May 31, 2022. The MRP Stock has rights determined by the Board of Directors. Except as otherwise indicated in the
Funds’ Charter or Bylaws, or as otherwise required by law, the holders of MRP Stock have voting rights equal to the holders
of common stock (one vote per MRP share) and will vote together with the holders of shares of common stock as a single class except
on matters affecting only the holders of preferred stock or the holders of common stock. The 1940 Act requires that the holders
of any preferred stock (including MRP Stock), voting separately as a single class, have the right to elect at least two directors
at all times.
Under the 1940 Act, a Fund may not declare dividends
or make other distributions on shares of common stock or purchases of such shares if, at the time of the declaration, distribution
or purchase, asset coverage with respect to the outstanding MRP Stock would be less than 200%. The MRP Stock is also subject to
a mandatory redemption if a Fund fails to meet an asset coverage ratio of at least 225% as determined in accordance with the 1940
Act or a rating agency basic maintenance amount if such failure is not waived or cured. At May 31, 2022, each of TYG, NTG and TTP
were in compliance with asset coverage covenants and basic maintenance covenants for its MRP Stock.
Details of each Fund’s outstanding MRP
Stock, including estimated fair value, as of May 31, 2022 is included below. The estimated fair value of each series of TYG, NTG
and TTP MRP Stock was calculated for disclosure purposes by discounting future cash flows at a rate equal to the current U.S. Treasury
rate with an equivalent maturity date, plus either 1) the spread between the interest rate on recently issued preferred stock and
the U.S. Treasury rate with a similar maturity date or 2) if there has not been a recent preferred stock issuance, the spread between
the AA corporate finance debt rate and the U.S. Treasury rate with an equivalent maturity date plus the spread between the fixed
rates of the MRP Stock and the AA corporate finance debt rate. The estimated fair values of each series of the TYG, NTG and TTP
MRP Stock are Level 2 valuations within the fair value hierarchy.
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
TYG:
TYG has 65,000,000 shares of preferred stock
authorized and 3,566,061 shares of MRP Stock outstanding at May 31, 2022. TYG’s MRP Stock has a liquidation value of $10.00
per share plus any accumulated but unpaid distributions, whether or not declared. Holders of the MRP E Stock and MRP F Stock are
entitled to receive cash interest payments semi-annually at a fixed rate until maturity. The TYG MRP Stock is not listed on any
exchange or automated quotation system.
Series | |
Mandatory
Redemption Date | |
Fixed Rate | |
Shares
Outstanding | |
Aggregate Liquidation
Preference | |
Estimated
Fair Value | |
Series E | |
December 17, 2024 | |
| 4.34 | % | |
| 1,566,061 | | |
$ | 15,660,610 | | |
$ | 16,063,172 | |
Series F | |
December 17, 2026 | |
| 2.67 | % | |
| 2,000,000 | | |
| 20,000,000 | | |
| 18,845,260 | |
| |
| |
| | | |
| 3,566,061 | | |
$ | 35,660,610 | | |
$ | 34,908,432 | |
TYG’s MRP Stock is redeemable in certain
circumstances at the option of TYG, subject to payment of any applicable make-whole amounts.
On December 17, 2021, TYG Series D Mandatory
Redeemable Preferred Shares with aggregate liquidation preference of $16,639,390 and fixed rate of 6.01% were paid in full upon
maturity.
On December 17, 2021, TYG issued 2,000,000 Series
F Mandatory Redeemable Preferred Shares (aggregate liquidation preference $20,000,000) which carry a fixed rate of 2.67% and mandatory
redemption date of December 17, 2026.
NTG:
NTG has 10,000,000 shares of preferred stock
authorized and 788,757 shares of MRP Stock outstanding at May 31, 2022. NTG’s MRP Stock has a liquidation value of $25.00
per share plus any accumulated but unpaid distributions, whether or not declared. Holders of NTG MRP Stock are entitled to receive
cash interest payments each quarter at a fixed rate until maturity. The NTG MRP Stock is not listed on any exchange or automated
quotation system.
Series | |
Mandatory
Redemption Date | |
Fixed
Rate | |
Shares Outstanding | |
Aggregate
Liquidation Preference | |
Estimated
Fair Value |
Series D | |
December 8, 2022 | |
| 4.19 | % | |
| 153,939 | | |
$ | 3,848,475 | | |
$ | 3,900,512 | |
Series G | |
October 16, 2023 | |
| 4.39 | % | |
| 84,667 | | |
| 2,116,675 | | |
| 2,144,263 | |
Series E | |
December 13, 2024 | |
| 3.78 | % | |
| 153,939 | | |
| 3,848,475 | | |
| 3,843,502 | |
Series F | |
December 13, 2027 | |
| 4.07 | % | |
| 96,212 | | |
| 2,405,300 | | |
| 2,398,214 | |
Series H | |
December 17, 2027 | |
| 2.90 | % | |
| 300,000 | | |
| 7,500,000 | | |
| 7,069,070 | |
| |
| |
| | | |
| 788,757 | | |
$ | 19,718,925 | | |
$ | 19,355,561 | |
NTG’s MRP Stock is redeemable in certain
circumstances at the option of NTG, subject to payment of any applicable make-whole amounts.
On December 17, 2021, NTG issued 300,000 Series
H Mandatory Redeemable Preferred Shares (aggregate liquidation preference $7,500,000) which carry a fixed rate of 2.90% and mandatory
redemption date of December 17, 2026.
TTP:
TTP has 10,000,000 shares of preferred stock
authorized and 244,000 shares of MRP Stock outstanding at May 31, 2022. TTP’s MRP Stock has a liquidation value of $25.00
per share plus any accumulated but unpaid distributions, whether or not declared. Holders of TTP MRP Stock are entitled to receive
cash interest payments each quarter at a fixed rate until maturity. The TTP MRP Stock is not listed on any exchange or automated
quotation system.
Series | |
Mandatory
Redemption Date | |
Fixed
Rate | |
Shares
Outstanding | |
Aggregate Liquidation
Preference | |
Estimated
Fair Value |
Series B | |
December 13, 2024 | |
| 6.57 | % | |
| 244,000 | | |
$ | 6,100,000 | | |
$ | 6,537,161 | |
TTP’s MRP Stock is redeemable in certain
circumstances at the option of TTP, subject to payment of any applicable make-whole amounts.
|
|
Notes
to Financial Statements (unaudited) (continued) |
11. Credit Facilities
The following table shows key terms, average
borrowing activity and interest rates for the period during which the facility was utilized during the period from December 1,
2021 through May 31, 2022 as well as the principal balance and interest rate in effect at May 31, 2022 for each of the Funds’
credit facilities:
| |
TYG | |
NTG | |
TTP | |
NDP | |
TPZ | |
TEAF |
Lending syndicate agent | |
U.S. Bank, N.A. | |
Bank of America, N.A. | |
The Bank of Nova Scotia | |
The Bank of Nova Scotia | |
The Bank of Nova Scotia | |
The Bank of Nova Scotia |
Type of facility | |
Unsecured, revolving credit facility | |
Unsecured, revolving credit facility | |
Unsecured, revolving credit facility | |
Secured, revolving credit facility | |
Secured, revolving credit facility | |
Margin loan facility |
Borrowing capacity | |
$90,000,000 | |
$80,000,000 | |
$15,000,000 | |
$12,000,000 | |
$30,000,000 | |
$45,000,000 |
Maturity date | |
June 12, 2023 | |
June 12, 2023 | |
December 28, 2022 | |
December 28, 2022 | |
December 28, 2022 | |
179-day rolling evergreen |
Interest rate | |
1-month LIBOR plus 1.10% | |
1-month LIBOR plus 1.10% | |
1-month LIBOR plus 1.125% | |
1-month LIBOR plus 1.10% | |
1-month LIBOR plus 1.10% | |
1-month LIBOR plus 0.80% |
Non-usage fee | |
0.15%-0.25%(1) | |
0.15%-0.25%(2) | |
0.15%-0.30%(3) | |
0.15%-0.25%(4) | |
0.15%-0.25%(5) | |
0.20%(7) |
| |
| |
| |
| |
| |
| |
|
For the period ended May 31, 2022: | |
| |
| |
| |
| |
| |
|
Average principal balance | |
$19,200,000 | |
$14,000,000 | |
$9,700,000 | |
$2,700,000 | |
$24,500,000 | |
$25,300,000 |
Average interest rate | |
1.49% | |
1.49% | |
1.51% | |
1.49% | |
3.31% | |
1.19% |
| |
| |
| |
| |
| |
| |
|
As of May 31, 2022: | |
| |
| |
| |
| |
| |
|
Principal balance outstanding | |
$23,500,000 | |
$14,500,000 | |
$10,900,000 | |
$3,600,000 | |
$25,600,000(6) | |
$30,400,000 |
Interest rate | |
2.22% | |
2.22% | |
2.24% | |
2.22% | |
3.26% | |
1.92% |
(1) |
Non-use fees are equal to a rate of
0.25% when the outstanding balance is below $45,000,000 and 0.15% when the outstanding balance is at least $45,000,000, but below
$63,000,000. The outstanding balance will not be subject to the non-use fee when the amount outstanding is at least $63,000,000. |
(2) |
Non-use fees are equal to a rate of 0.25% when the outstanding
balance is below $40,000,000 and 0.15% when the outstanding balance is at least $40,000,000, but below $56,000,000. The outstanding
balance will not be subject to the non-use fee when the amount outstanding is at least $56,000,000. |
(3) |
Non-use fee is 0.00% when the amount outstanding is at
least $13,500,000, and 0.15% when the amount outstanding is less than $13,500,000 and greater than or equal to $10,500,000, and .20%
when the amount outstanding is less than $10,500,000 and greater than or equal to $7,500,000, and 0.30% when the amount outstanding
is less than $7,500,000 |
(4) |
Non-use fees are 0.15% when amount outstanding is at
least $9,000,000, but 0.25% when the amount outstanding is below $9,000,000. |
(5) |
Non-use fee is 0.15% when the amount outstanding is at
least $22,500,000 and 0.25% when the amount outstanding is below $22,500,000. |
(6) |
TPZ’s credit facility allows for interest rates
to be fixed on all or a portion of the outstanding balance. Amounts reflect activity on the credit facility for the period from December
1, 2021 through May 31, 2022 and include $9,000,000 of the outstanding principal balance that has a fixed rate of 3.33% through June
30, 2023 and $15,000,000 of the outstanding principal balance that has a fixed rate of 3.34% through June 30, 2024. |
(7) |
Non-use fees are waived when amount outstanding is at
least $31,500,000. |
Under the terms of the credit and margin facilities,
the Funds must maintain asset coverage required under the 1940 Act. If a Fund fails to maintain the required coverage, it may be
required to repay a portion of an outstanding balance until the coverage requirement has been met. At May 31, 2022, each Fund was
in compliance with facility terms.
12. Derivative Financial Instruments
The Funds have adopted the disclosure provisions
of FASB Accounting Standard Codification 815, Derivatives and Hedging (“ASC 815”). ASC 815 requires enhanced disclosures
about the Funds’ use of and accounting for derivative instruments and the effect of derivative instruments on the Funds’
results of operations and financial position. Tabular disclosure regarding derivative fair value and gain/loss by contract type
(e.g., interest rate contracts, foreign exchange contracts, credit contracts, etc.) is required and derivatives accounted for as
hedging instruments under ASC 815 must be disclosed separately from those that do not qualify for hedge accounting. Even though
the Funds may use derivatives in an attempt to achieve an economic hedge, the Funds’ derivatives are not accounted for as
hedging instruments under ASC 815 because investment companies account for their derivatives at fair value and record any changes
in fair value in current period earnings.
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
Forward Currency Contracts
TEAF invests in derivative instruments for hedging
or risk management purposes, and for short-term purposes such as maintaining market exposure pending investment of the proceeds
of an offering or transitioning its portfolio between different asset classes. The Fund’s use of derivatives could enhance
or decrease the cash available to the Fund for payment of distributions or interest, as the case may be. Derivatives can be illiquid,
may disproportionately increase losses and have a potentially large negative impact on the Fund’s performance. Derivative
transactions, including options on securities and securities indices and other transactions in which the Fund may engage (such
as forward currency transactions, futures contracts and options thereon and total return swaps), may subject the Fund to increased
risk of principal loss due to unexpected movements in stock prices, changes in stock volatility levels, interest rates and foreign
currency exchange rates and imperfect correlations between the Fund’s securities holdings and indices upon which derivative
transactions are based. The Fund also will be subject to credit risk with respect to the counterparties to any OTC derivatives
contracts the Fund enters into.
Interest Rate Swap Contracts
TYG has entered into interest rate swap contracts
in an attempt to protect it from increasing interest expense on its leverage resulting from increasing interest rates. A decline
in interest rates may result in a decline in the value of the swap contracts, which may result in a decline in the net assets of
TYG. At the time the interest rate swap contracts reach their scheduled termination, there is a risk that TYG will not be able
to obtain a replacement transaction, or that the terms of the replacement would not be as favorable as on the expiring transaction.
In addition, if TYG is required to terminate any swap contract early due to a decline in net assets below a threshold amount or
failing to maintain a required 300% asset coverage of the liquidation value of the outstanding debt, then TYG could be required
to make a payment to the extent of any net unrealized depreciation of the terminated swaps, in addition to redeeming all or some
of its outstanding debt. TYG segregates a portion of its assets as collateral for the amount of any net liability of its interest
rate swap contracts.
TYG is exposed to credit risk on the interest
rate swap contracts if the counterparty should fail to perform under the terms of the interest rate swap contracts. The amount
of credit risk is limited to the net appreciation of the interest rate swap contracts, if any, as no collateral is pledged by the
counterparty. In addition, if the counterparty to the interest rate swap contracts defaults, the Fund would incur a loss in the
amount of the receivable and would not receive amounts due from the counterparty to offset the interest payments on the Fund’s
leverage. As of May 31, 2022, TYG held no interest rate swap contracts.
Written Call Options
Transactions in written option contracts for
TYG, NTG, TTP, NDP and TEAF for the period from December 1, 2021 through May 31, 2022 are as follows:
| |
TEAF | |
| |
Number of
Contracts | | |
Premium | |
Options outstanding at November 30, 2021 | |
| 3,079 | | |
$ | 51,214 | |
Options written | |
| 10,104 | | |
| 216,610 | |
Options closed* | |
| (2,430 | ) | |
| (48,232 | ) |
Options exercised | |
| (343 | ) | |
| (29,742 | ) |
Options expired | |
| (5,462 | ) | |
| (129,588 | ) |
Options outstanding at May 31, 2022 | |
| 4,948 | | |
$ | 60,262 | |
* |
The
aggregate cost of closing written option contracts for TEAF was $95,088, resulting in net realized loss of $46,856. |
The following table presents the types and fair
value of derivatives by location as presented on the Statements of Assets & Liabilities at May 31, 2022:
| |
Assets/(Liabilities) |
Derivatives
not accounted for as hedging instruments under ASC 815 | |
Location | |
Fair
Value | |
TEAF: Written equity call options | |
Options written, at fair value | |
$ | (58,139 | ) |
The following table presents the effect of derivatives
on the Statements of Operations for the period ended May 31, 2022:
Derivatives
not accounted for as hedging instruments under ASC 815 | |
Location
of Gains (Losses) on Derivatives | |
Net
Realized Gain (Loss) on Derivatives | | |
Net
Unrealized Appreciation (Depreciation) of Derivatives | |
TEAF: Written equity call options | |
Options | |
$ | 82,732 | | |
$ | (7,341 | ) |
|
|
Notes
to Financial Statements (unaudited) (continued) |
13. Basis For Consolidation
As of May 31, 2022, TYG has committed a total
of $55,256,470 of equity funding to Tortoise Holdco II, LLC, a wholly-owned investment of TYG. Tortoise Holdco II, LLC wholly owns
TK NYS Solar Holdco, LLC, which owns and operates renewable energy assets. TK NYS Solar Holdco, LLC acquired the commercial and
industrial solar portfolio between August 2017 and November 2019. Fair value of TK NYS Solar Holdco, LLC is net of tax benefits.
TYG’s consolidated schedule of investments
includes the portfolio holdings of the Fund and its subsidiary, Tortoise Holdco II, LLC. All inter-company transactions and balances
have been eliminated.
As of May 31, 2022, TEAF has committed $63,444,315
to TEAF Solar Holdco, LLC, a wholly-owned investment of TEAF. TEAF Solar Holdco, LLC wholly owns each of Renewable Holdco, LLC
and Renewable Holdco I, LLC, which owns and operates renewable energy assets. TEAF Solar Holdco, LLC owns a majority partnership
interest in Renewable Holdco II, LLC. Renewable Holdco, LLC and Renewable Holdco II, LLC’s acquisition of the commercial
and industrial solar portfolio is ongoing. Renewable Holdco I, LLC acquired the commercial and industrial solar portfolio in September
2019.
As of May 31, 2022, TEAF has provided $3,770,670
to TEAF Solar Holdco I, LLC, a wholly-owned investment of TEAF. TEAF Solar Holdco I, LLC has committed to $6,667,100 of debt funding
to Saturn Solar Bermuda 1, Ltd. through a construction note. Under the terms of the note Tortoise Solar Holdco I, LLC receives
cash payments monthly at an annual rate of 9%. As of May 31, 2021, $3,510,000 of the construction note had been funded.
As of May 31, 2022, TEAF has provided $7,268,888
to EF WWW Holdings, LLC., a wholly-owned investment of TEAF. EF WWW Holdings, LLC has committed to $8,606,385 of debt funding to
World Water Works, Inc. through a senior secured convertible note. Under the terms of the note TEAF receives cash payments monthly
at an annual rate of 10.50%.
TEAF’s consolidated schedule of investments
includes the portfolio holdings of the Fund and its subsidiaries, TEAF Solar Holdco, LLC and TEAF Solar Holdco I, LLC. All inter-company
transactions and balances have been eliminated.
14. Restatement for TYG and NTG only
Subsequent to the issuance of the May 31, 2022,
financial statements, management determined that the line item of “Current tax liability” for TYG and NTG had been
understated since November 30, 2021. The Funds had previously announced their anticipated conversions from corporations to RICs
for federal income tax purposes for the fiscal year ending November 30, 2022 and had taken certain tax positions at the fiscal
year ending November 30, 2021 in connection with such anticipated conversions that, upon reevaluation during management’s
review of TYG’s and NTG’s 2022 tax provisions, did not meet the more-likely-than-not threshold for the periods ending
November 30, 2021 and May 31, 2022. The TYG and NTG financial statements for the year ending November 30, 2021 have been restated
and impacted account balances for November 30, 2021 are disclosed in Note 15 of the respective restated November 30, 2021 annual
report. In addition, the TYG and NTG financial statements as of and for the period ending May 31, 2022 have been restated to
reflect the uncertain tax positions as discussed in Note 2E.
Additionally, as part of the previously restated November 30, 2021 financial statements, management elected to adjust TYG’s net asset
balance as of November 30, 2020 to reflect the impact of an immaterial understatement in the fair value of the private investment TK NYS
Solar Holdco. The valuation of this investment was correctly reflected in the previously reported May 31, 2022 financial statement, however,
the change in net unrealized appreciation (depreciation) of investments for the period ending May 31, 2022 has been adjusted as summarized
in the tables below.
As a result, management has restated the impacted
account balances on the Schedule of Investments, Statement of Assets and Liabilities, Statement of Operations, Statement of Changes
in Net Assets, Statement of Cashflows, and the Financial Highlights of TYG and NTG as of May 31, 2022. In addition to the restated
financial statements, the information contained in Notes 2, 5, 6, 14, and 15 to the financial statements was added or restated
as part of the restatement.
The following tables set forth the previously
reported amounts along with the restated amounts, as of the period ending May 31, 2022, and the effects of the restatements for
TYG and NTG.
TYG:
Consolidated
Schedule of Investments May 31, 2022 | |
| | |
| | |
| |
| |
Balance
As Previously Reported | |
Adjustment(s) | |
Balance
As Restated |
Liabilities in Excess of Other Assets | |
| (1,147,922 | ) | |
| (23,276,571 | ) | |
| (24,424,493 | ) |
Total Net Assets Applicable to Common Stockholders | |
$ | 492,281,519 | | |
$ | (23,276,571 | ) | |
$ | 469,004,948 | |
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
TYG: (continued)
Consolidated
Statement of Assets & Liabilities May 31, 2022 | |
| | |
| | |
| |
| |
Account Balance As Previously Reported | |
Adjustment(s) | |
Account Balance As Restated |
Liabilities | |
| | | |
| | | |
| | |
Current tax liability | |
| 58,627 | | |
| 23,276,571 | | |
| 23,335,198 | |
Total liabilities | |
$ | 147,971,278 | | |
$ | 23,276,571 | | |
$ | 171,247,849 | |
Net assets applicable to common stockholders. | |
$ | 492,281,519 | | |
$ | (23,276,571 | ) | |
$ | 469,004,948 | |
Net Assets Applicable to Common Stockholders Consist of: | |
| | | |
| | | |
| | |
Total distributable accumulated losses | |
| (114,611,331 | ) | |
| (23,276,571 | ) | |
| (137,887,902 | ) |
Net assets applicable to common stockholders. | |
$ | 492,281,519 | | |
$ | (23,276,571 | ) | |
$ | 469,004,948 | |
Net Asset Value per common share outstanding (net assets applicable to common stock, divided by common shares outstanding) | |
$ | 41.27 | | |
$ | (1.95 | ) | |
$ | 39.32 | |
| |
| | | |
| | | |
| | |
Consolidated
Statement of Operations Period from December 1, 2021 through May 31, 2022 | |
| | | |
| | | |
| | |
| |
Account Balance As Previously Reported | |
Adjustment(s) | |
Account Balance As Restated |
Realized and Unrealized Loss on Investments and Foreign Currency | |
| | | |
| | | |
| | |
Current tax benefit (expense) | |
| (3,253,810 | ) | |
| (2,916,755 | ) | |
| (6,170,565 | ) |
Income tax benefit (expense), net | |
| (3,253,810 | ) | |
| (2,916,755 | ) | |
| (6,170,565 | ) |
Net realized loss. | |
| 3,127,183 | | |
| (2,916,755 | ) | |
| 210,428 | |
Change in net unrealized appreciation (depreciation) of investments in affiliated securities | |
| 5,444,794 | | |
| (5,458,879 | ) | |
| (14,085 | ) |
Net unrealized appreciation (depreciation) | |
| 89,808,256 | | |
| (5,458,879 | ) | |
| 84,349,377 | |
Net Realized and Unrealized Gain | |
| 92,935,439 | | |
| (8,375,634 | ) | |
| 84,559,805 | |
Net Increase in Net Assets Applicable to Common Stockholders Resulting from Operations | |
$ | 94,274,470 | | |
$ | (8,375,634 | ) | |
$ | 85,898,836 | |
| |
| | | |
| | | |
| | |
Consolidated
Statement of Changes in Net Assets (Six Months Ended May 31, 2022) | |
| | | |
| | | |
| | |
| |
Six Months Ended May 31, 2022 As Previously Reported | |
Adjustment(s) | |
Six Months Ended May 31, 2022 As Restated |
Operations | |
| | | |
| | | |
| | |
Net realized gain (loss). | |
| 3,127,183 | | |
| (2,916,755 | ) | |
| 210,428 | |
Net unrealized appreciation (depreciation) | |
| 89,808,256 | | |
| (5,458,879 | ) | |
| 84,349,377 | |
Net increase (decrease)
in net assets applicable to common stockholders resulting from operations | |
| 94,274,470 | | |
| (8,375,634 | ) | |
| 85,898,836 | |
Total increase (decrease) in net assets applicable to common stockholders | |
| 77,336,848 | | |
| (8,375,634 | ) | |
| 68,961,214 | |
Net Assets | |
| | | |
| | | |
| | |
Beginning of period | |
| 414,944,671 | | |
| (14,900,937 | ) | |
| 400,043,734 | |
End of period. | |
$ | 492,281,519 | | |
$ | (23,276,571 | ) | |
$ | 469,004,948 | |
|
|
Notes
to Financial Statements (unaudited) (continued) |
TYG: (continued)
Consolidated Statement of Cash Flows
Period from December 1, 2021 through May 31, 2022
| |
Account
Balance As Previously Reported | |
Adjustment(s) | |
Account
Balance As Restated |
Reconciliation of net increase in net assets applicable to common
stockholders resulting from operations to net cash provided
by (used in) operating activities | |
| | | |
| | | |
| | |
Net increase
in net assets applicable to common stockholders resulting from operations | |
$ | 94,274,470 | | |
$ | (8,375,634 | ) | |
$ | 85,898,836 | |
Net unrealized (appreciation) depreciation | |
| (89,808,256 | ) | |
| 5,458,879 | | |
| (84,349,377 | ) |
Increase (decrease) in current tax liability | |
| (6,626,253 | ) | |
| 2,916,754 | | |
| (3,709,499 | ) |
Total adjustments | |
| (86,843,068 | ) | |
| 8,375,633 | | |
| (78,467,435 | ) |
| |
| | | |
| | | |
| | |
Financial Highlights (Six Months Ended May 31, 2022) | |
| | | |
| | | |
| | |
| |
Six Months Ended May 31, 2022 As Previously Reported | |
Adjustment(s) | |
Six Months Ended May 31, 2022 As Restated |
Per Common Share Data | |
| | | |
| | | |
| | |
Net Asset Value, beginning of year | |
$ | 34.79 | | |
$ | (1.25 | ) | |
$ | 33.54 | |
Net realized and unrealized gain (loss) | |
| 7.79 | | |
| (0.70 | ) | |
| 7.09 | |
Total income (loss) from investment operations | |
| 7.90 | | |
| (0.70 | ) | |
| 7.20 | |
Net Asset Value, end of year | |
$ | 41.27 | | |
$ | (1.95 | ) | |
$ | 39.32 | |
Supplemental Data and Ratios | |
| | | |
| | | |
| | |
Net assets applicable to common stockholders, end of period (000’s) | |
$ | 492,282 | | |
$ | (23,277 | ) | |
$ | 469,005 | |
Average net assets (000’s) | |
$ | 455,506 | | |
$ | (18,772 | ) | |
$ | 436,734 | |
Advisory fees | |
| 0.62 | % | |
| 0.68 | % | |
| 1.30 | % |
Other operating expenses | |
| 0.11 | | |
| 0.12 | | |
| 0.23 | |
Total operating expenses, before fee waiver | |
| 0.73 | | |
| 0.80 | | |
| 1.53 | |
Total operating expenses | |
| 0.73 | | |
| 0.80 | | |
| 1.53 | |
Leverage expenses | |
| 0.54 | | |
| 0.60 | | |
| 1.14 | |
Income tax expense (benefit) | |
| 0.71 | | |
| 2.12 | | |
| 2.83 | |
Total expenses | |
| 1.98 | % | |
| 3.52 | % | |
| 5.50 | % |
Ratio of net investment loss to average net assets before fee waiver | |
| 0.29 | % | |
| 0.32 | % | |
| 0.61 | % |
Ratio of net investment loss to average net assets after fee waiver | |
| 0.29 | % | |
| 0.32 | % | |
| 0.61 | % |
Per common share amount of net assets, excluding senior notes, end of period | |
| 48.47 | | |
| (1.95 | ) | |
| 46.52 | |
Asset coverage, per $1,000 of principal amount of senior notes and credit facility borrowings | |
$ | 5,829 | | |
$ | (213 | ) | |
$ | 5,616 | |
Asset coverage ratio of senior notes and credit facility borrowings | |
| 583 | % | |
| (21 | )% | |
| 562 | % |
Asset coverage, per $10 liquidation value per share of mandatory redeemable preferred stock | |
$ | 44 | | |
$ | (2 | ) | |
$ | 42 | |
Asset coverage ratio of preferred stock. | |
| 440 | % | |
| (17 | )% | |
| 423 | % |
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
NTG:
Schedule of Investments
May 31, 2022
| |
Balance
As Previously Reported | |
Adjustment(s) | |
Balance
As Restated |
Liabilities in Excess of Other Assets | |
| 618,758 | | |
| (10,010,657 | ) | |
| (9,391,899 | ) |
Total Net Assets Applicable to Common Stockholders | |
$ | 260,923,923 | | |
$ | (10,010,657 | ) | |
$ | 250,913,266 | |
| |
| | | |
| | | |
| | |
Statement of Assets & Liabilities May 31, 2022 | |
| | | |
| | | |
| | |
| |
Account Balance As Previously Reported | |
Adjustment(s) | |
Account Balance As Restated |
Liabilities | |
| | | |
| | | |
| | |
Current tax liability | |
| — | | |
| 10,010,657 | | |
| 10,010,657 | |
Total liabilities | |
| 67,602,083 | | |
| 10,010,657 | | |
| 77,612,740 | |
Net assets applicable to common stockholders | |
$ | 260,923,923 | | |
$ | (10,010,657 | ) | |
$ | 250,913,266 | |
Net Assets Applicable to Common Stockholders Consist of: | |
| | | |
| | | |
| | |
Total distributable accumulated losses | |
| (284,896,966 | ) | |
| (10,010,657 | ) | |
| (294,907,623 | ) |
Net assets applicable to common stockholders. | |
$ | 260,923,923 | | |
$ | (10,010,657 | ) | |
$ | 250,913,266 | |
Net Asset Value per common share outstanding (net assets applicable to common stock, divided by common shares outstanding) | |
$ | 46.24 | | |
$ | (1.78 | ) | |
$ | 44.46 | |
| |
| | | |
| | | |
| | |
Statement of Operations Period from December 1, 2021 through May 31, 2022 | |
| | | |
| | | |
| | |
| |
Account Balance As Previously Reported | |
Adjustment(s) | |
Account Balance As Restated |
Realized and Unrealized Loss on Investments and Foreign Currency | |
| | | |
| | | |
| | |
Current tax benefit (expense) | |
| (2,651,478 | ) | |
| (834,031 | ) | |
| (3,485,509 | ) |
Income tax benefit (expense), net | |
| (2,651,478 | ) | |
| (834,031 | ) | |
| (3,485,509 | ) |
Net realized loss | |
| (2,755,727 | ) | |
| (834,031 | ) | |
| (3,589,758 | ) |
Net Realized and Unrealized Gain | |
| 58,657,834 | | |
| (834,031 | ) | |
| 57,823,803 | |
Net Increase in Net Assets Applicable to Common Stockholders Resulting from Operations | |
$ | 59,596,115 | | |
$ | (834,031 | ) | |
$ | 58,762,084 | |
| |
| | | |
| | | |
| | |
Statement of Changes in Net Assets (Six Months Ended May 31, 2022) | |
| | | |
| | | |
| | |
| |
Six Months Ended May 31, 2022 As Previously Reported | |
Adjustment(s) | |
Six Months Ended May 31, 2022 As Restated |
Operations | |
| | | |
| | | |
| | |
Net realized gain (loss) | |
| (2,755,727 | ) | |
| (834,031 | ) | |
| (3,589,758 | ) |
Net increase (decrease) in net assets applicable to common stockholders resulting from operations | |
| 59,596,115 | | |
| (834,031 | ) | |
| 58,762,084 | |
Total increase (decrease) in net assets applicable to common stockholders | |
| 50,905,909 | | |
| (834,031 | ) | |
| 50,071,878 | |
Net Assets | |
| | | |
| | | |
| | |
Beginning of period | |
| 210,018,014 | | |
| (9,176,626 | ) | |
| 200,841,388 | |
End of period | |
$ | 260,923,923 | | |
$ | (10,010,657 | ) | |
$ | 250,913,266 | |
|
|
Notes
to Financial Statements (unaudited) (continued) |
NTG: (continued)
Statement of Cash Flows
Period from December 1, 2021 through May 31, 2022
| |
Account
Balance
As Previously
Reported | |
Adjustment(s) | |
Account
Balance
As Restated |
Reconciliation of net increase in net assets applicable to common stockholders resulting from operations to net cash provided by (used in) operating activities | |
| | | |
| | | |
| | |
Net increase in net assets applicable to common stockholders | |
| | | |
| | | |
| | |
resulting from operations | |
$ | 59,596,115 | | |
$ | (834,031 | ) | |
$ | 58,762,084 | |
Increase (decrease) in current tax liability | |
| (1,878,651 | ) | |
| 834,031 | | |
| (1,044,620 | ) |
Total adjustments. | |
| (56,924,890 | ) | |
| 834,031 | | |
| (56,090,859 | ) |
| |
| | | |
| | | |
| | |
Financial Highlights (Six Months Ended May 31, 2022) | |
| | | |
| | | |
| | |
| |
Six Months Ended May 31, 2022 As Previously Reported | |
Adjustment(s) | |
Six Months Ended May 31, 2022 As Restated |
Per Common Share Data | |
| | | |
| | | |
| | |
Net Asset Value, beginning of year | |
$ | 37.22 | | |
$ | (1.63 | ) | |
$ | 35.59 | |
Net realized and unrealized gain (loss) | |
| 10.39 | | |
| (0.15 | ) | |
| 10.24 | |
Total income (loss) from investment operations | |
| 10.56 | | |
| (0.15 | ) | |
| 10.41 | |
Net Asset Value, end of year | |
$ | 46.24 | | |
$ | (1.78 | ) | |
$ | 44.46 | |
Supplemental Data and Ratios | |
| | | |
| | | |
| | |
Net assets applicable to common stockholders, end of period (000’s) | |
$ | 260,924 | | |
$ | (10,011 | ) | |
$ | 250,913 | |
Average net assets (000’s) | |
$ | 238,125 | | |
$ | (9,491 | ) | |
$ | 228,634 | |
Advisory fees | |
| 0.60 | % | |
| 0.65 | % | |
| 1.25 | % |
Other operating expenses | |
| 0.14 | | |
| 0.14 | | |
| 0.28 | |
Total operating expenses, before fee waiver | |
| 0.74 | | |
| 0.79 | | |
| 1.53 | |
Total operating expenses | |
| 0.74 | | |
| 0.79 | | |
| 1.53 | |
Leverage expenses | |
| 0.43 | | |
| 0.47 | | |
| 0.90 | |
Income tax expense (benefit) | |
| 1.11 | | |
| 1.95 | | |
| 3.06 | |
Total expenses | |
| 2.28 | % | |
| 3.21 | % | |
| 5.49 | % |
Ratio of net investment loss to average net assets before fee waiver | |
| 0.39 | % | |
| 0.43 | % | |
| 0.82 | % |
Ratio of net investment loss to average net assets after fee waiver | |
| 0.39 | % | |
| 0.43 | % | |
| 0.82 | % |
Per common share amount of net assets, excluding senior notes, end of period | |
| 51.94 | | |
| (1.78 | ) | |
| 50.16 | |
Asset coverage, per $1,000 of principal amount of senior notes and credit facility borrowings | |
$ | 7,016 | | |
$ | (215 | ) | |
$ | 6,801 | |
Asset coverage ratio of senior notes and credit facility borrowings | |
| 702 | % | |
| (22 | )% | |
| 680 | % |
Asset coverage, per $10 liquidation value per share of mandatory redeemable preferred stock | |
$ | 123 | | |
$ | (3 | ) | |
$ | 120 | |
Asset coverage ratio of preferred stock | |
| 493 | % | |
| (15 | )% | |
| 478 | % |
|
|
2022 Semi-Annual Report | May 31, 2022 |
|
Notes
to Financial Statements (unaudited) (continued) |
15. Subsequent Events
TYG (as restated):
TYG previously announced its intent to convert
from a corporation to a RIC for the fiscal year ending November 30, 2022. Subsequently, in February 2023, the Fund concluded to
not complete the conversion to a RIC at November 30, 2022. As a result of the Fund’s change in intention, the additional
tax liability accrued of $23,276,571 due to the Fund’s previous intention to convert to a RIC has been derecognized in February
2023.
TYG has performed an evaluation of subsequent
events through the date the financial statements were issued and has determined that no additional items require recognition or
disclosure.
NTG (as restated):
NTG previously announced its intent to convert
from a corporation to a RIC for the fiscal year ending November 30, 2022. Subsequently, in February 2023, the Fund concluded to
not complete the conversion to a RIC at November 30, 2022. As a result of the Fund’s change in intention, the additional
tax liability accrued of $10,010,657 due to the Fund’s previous intention to convert to a RIC has been derecognized in February
2023.
NTG has performed an evaluation of subsequent
events through the date the financial statements were issued and has determined that no additional items require recognition or
disclosure.
TTP:
TTP has performed an evaluation of subsequent
events through the date the financial statements were issued and has determined that no additional items require recognition or
disclosure.
NDP:
NDP has performed an evaluation of subsequent
events through the date the financial statements were issued and has determined that no items require recognition or disclosure.
TPZ:
On June 30, 2022, TPZ paid a distribution in
the amount of $0.105 per common share, for a total of $685,282. Of this total the dividend reinvestment amounted to $5,271.
TPZ has performed an evaluation of subsequent
events through the date the financial statements were issued and has determined that no additional items require recognition or
disclosure.
TEAF:
On June 30, 2022, TEAF paid a distribution in
the amount of $0.09 per common share, for a total of $1,214,201. Of this total the dividend reinvestment amounted to $22,367.
TEAF has performed an evaluation of subsequent
events through the date the financial statements were issued and has determined that no additional items require recognition or
disclosure.
|
|
Additional Information (unaudited) |
Director and Officer Compensation
The Funds do not compensate any of its directors
who are “interested persons,” as defined in Section 2(a)(19) of the 1940 Act, nor any of its officers. For the period
from December 1, 2021 through May 31, 2022, the aggregate compensation paid by the Funds to the independent directors was as follows:
TYG |
NTG |
TTP |
NDP |
TPZ |
TEAF |
$41,800 |
$41,800 |
$33,000 |
$33,000 |
$41,800 |
$41,800 |
The Funds did not pay any special compensation
to any of its directors or officers.
Forward-Looking Statements
This report contains “forward-looking
statements” within the meaning of the 1933 Act and the Securities Exchange Act of 1934, as amended. By their nature, all
forward-looking statements involve risks and uncertainties, and actual results could differ materially from those contemplated
by the forward-looking statements. Several factors that could materially affect each Fund’s actual results are the performance
of the portfolio of investments held by it, the conditions in the U.S. and international financial, petroleum and other markets,
the price at which shares of each Fund will trade in the public markets and other factors discussed in filings with the Securities
and Exchange Commission (SEC).
Proxy Voting Policies
A description of the policies and procedures
that each Fund uses to determine how to vote proxies relating to portfolio securities owned by the Fund and information regarding
how each Fund voted proxies relating to the portfolio of securities during the 12-month period ended June 30, 2021 are available
to stockholders (i) without charge, upon request by calling the Adviser at (913) 981-1020 or toll-free at (866) 362-9331 and on
or through the Adviser’s Web site at www.tortoiseecofin.com; and (ii) on the SEC’s Web site at www.sec.gov.
Form N-PORT
Each Fund files its complete schedule of portfolio
holdings for the first and third quarters of each fiscal year with the SEC on Part F of Form N-PORT. Each Fund’s Form Part
F of Form N-PORT are available without charge upon request by calling the Adviser at (866) 362-9331 or by visiting the SEC’s
Web site at www.sec.gov.
Each Fund’s N-PORTs are also available
through the Adviser’s Web site at www.tortoiseecofin.com.
Statement of Additional Information
The Statement of Additional Information (“SAI”)
includes additional information about each Fund’s directors and is available upon request without charge by calling the Adviser
at (866) 362-9331 or by visiting the SEC’s Web site at www.sec.gov.