•
|
A
pioneering closed-end investment company investing primarily in equity
securities of Master Limited Partnerships (MLPs) operating energy
infrastructure assets
|
•
|
Objectives:
Yield, Growth, Quality
|
•
|
One
Form 1099 per stockholder at the end of the year, thus avoiding multiple
K-1s and multiple state filings for individual partnership
investments;
|
•
|
A
professional management team, with nearly 100 years combined investment
experience, to select and manage the portfolio on your
behalf;
|
•
|
The
ability to access investment grade credit markets to enhance the
dividend
rate; and
|
•
|
Access
to direct placements and other investments not available through
the
public markets.
|
/s/H.
Kevin Birzer
|
/s/Zachary
A. Hamel
|
/s/Kenneth
P. Malvey
|
||
H.
Kevin Birzer
|
Zachary
A. Hamel
|
Kenneth
P. Malvey
|
||
/s/Terry
Matlack
|
/s/David
J. Schulte
|
|||
Terry
Matlack
|
David
J. Schulte
|
|||
Six
Months Ended
May
31, 2006
|
||||
Market
value per share
|
$
|
28.75
|
||
Net
asset value per share
|
28.91
|
|||
Total
net assets
|
432,077,223
|
|||
Unrealized
appreciation of investments (excluding interest
|
||||
rate
swap contracts) before deferred taxes
|
64,961,625
|
|||
Unrealized
appreciation of investments and interest
|
||||
rate
swap contracts after deferred taxes
|
44,843,463
|
|||
Net
investment loss
|
(2,446,539
|
)
|
||
Total
realized gain after deferred taxes
|
612,255
|
|||
Total
return (based on market value)
|
3.61
|
%
|
||
Net
operating expenses before leverage costs
|
||||
and
taxes as a percent of average total assets(1)
|
.96
|
%
|
||
Distributable
cash flow as a percent of average net assets(2)
|
7.48
|
%
|
||
(1)
|
Annualized.
|
(2)
|
Annualized.
See Key Financial Data which illustrates the calculation of distributable
cash flow.
|
2005
|
2006
|
|||||||||||||||
Q2(1)
|
Q3(1)
|
Q4(1)
|
Q1(1)
|
Q2(1)
|
||||||||||||
Total
Distributions Received from Investments
|
||||||||||||||||
Distributions
received from master limited partnerships
|
$
|
8,523
|
$
|
9,840
|
$
|
10,188
|
$
|
10,601
|
$
|
11,074
|
||||||
Dividends
paid in
stock
|
1,051
|
1,154
|
1,197
|
1,242
|
1,186
|
|||||||||||
Dividends
from common
stock
|
23
|
24
|
26
|
31
|
32
|
|||||||||||
Short-term
interest and dividend
Income
|
347
|
258
|
218
|
197
|
199
|
|||||||||||
Total
from investments
|
9,944
|
11,276
|
11,629
|
12,071
|
12,491
|
|||||||||||
Operating
Expenses Before Leverage Costs and Current Taxes
|
||||||||||||||||
Advisory
fees, net of
reimbursement
|
1,264
|
1,294
|
1,300
|
1,248
|
1,550
|
|||||||||||
Other
operating
expenses
|
401
|
398
|
397
|
343
|
310
|
|||||||||||
1,665
|
1,692
|
1,697
|
1,591
|
1,860
|
||||||||||||
Distributable
cash flow before
leverage costs and current taxes
|
8,279
|
9,584
|
9,932
|
10,480
|
10,631
|
|||||||||||
Leverage
costs(2)
|
1,750
|
2,263
|
2,488
|
2,661
|
2,753
|
|||||||||||
Current
income tax
expense
|
—
|
—
|
214
|
59
|
137
|
|||||||||||
Distributable
Cash
Flow
|
$
|
6,529
|
$
|
7,321
|
$
|
7,230
|
$
|
7,760
|
$
|
7,741
|
||||||
|
||||||||||||||||
Dividends
paid on common stock
|
$
|
6,581
|
$
|
6,674
|
$
|
6,674
|
$
|
7,155
|
$
|
7,472
|
||||||
Dividends
paid on common stock per share
|
0.445
|
0.45
|
0.455
|
0.48
|
0.50
|
|||||||||||
Payout
percentage for period(3)
|
100.8
|
%
|
91.2
|
%
|
93.6
|
%
|
92.2
|
%
|
96.5
|
%
|
||||||
Total
assets, end of period
|
671,399
|
746,797
|
695,978
|
718,266
|
758,684
|
|||||||||||
Average
total assets during period(4)
|
640,138
|
713,072
|
725,506
|
704,996
|
735,142
|
|||||||||||
Leverage
(Tortoise Notes and Preferred Stock)
|
200,000
|
235,000
|
235,000
|
235,000
|
235,000
|
|||||||||||
Leverage
as a percent of total assets
|
29.79
|
%
|
31.47
|
%
|
33.77
|
%
|
32.72
|
%
|
30.97
|
%
|
||||||
Unrealized
appreciation net of deferred taxes, end of period
|
79,151
|
108,388
|
84,456
|
99,072
|
129,299
|
|||||||||||
Net
assets, end of period
|
410,284
|
432,553
|
404,274
|
410,642
|
432,077
|
|||||||||||
Average
net assets during period(5)
|
416,695
|
432,245
|
421,244
|
411,181
|
419,521
|
|||||||||||
Net
asset value per common share
|
27.75
|
29.16
|
27.12
|
27.55
|
28.91
|
|||||||||||
Market
value per share
|
28.33
|
32.10
|
28.72
|
29.42
|
28.75
|
|||||||||||
Shares
outstanding
|
14,787
|
14,832
|
17,906
|
14,906
|
14,944
|
|||||||||||
Selected Operating Ratios(6) | ||||||||||||||||
As
a Percent of Average Total Assets
|
||||||||||||||||
Total
distributions received from investments
|
6.16
|
%
|
6.27
|
%
|
6.43
|
%
|
6.94
|
%
|
6.74
|
%
|
||||||
Operating
expenses before leverage costs and current taxes
|
1.03
|
%
|
0.94
|
%
|
0.94
|
%
|
0.92
|
%
|
1.00
|
%
|
||||||
Distributable
cash flow before leverage costs and current taxes
|
5.13
|
%
|
5.33
|
%
|
5.49
|
%
|
6.02
|
%
|
5.74
|
%
|
||||||
As
a Percent of Average Net Assets
|
||||||||||||||||
Distributable
cash flow
|
6.22
|
%
|
6.72
|
%
|
6.88
|
%
|
7.65
|
%
|
7.32
|
%
|
(1)
|
Q1
is the period from December through February. Q2 is the period from
March
through May. Q3 is the period from June through August. Q4 is the
period
from September through
November.
|
(2)
|
Leverage
costs include interest expense, auction agent fee, interest rate
swap
expenses and preferred
dividends.
|
(3)
|
Dividends
paid as a percentage of Distributable Cash
Flow.
|
(4)
|
Computed
by averaging month-end values within each
period.
|
(5)
|
Computed
by averaging daily values for the
period.
|
(6)
|
Annualized.
|
May
31, 2006
|
|||||||
Shares
|
Value
|
||||||
Common
Stock — 1.1%(1)
|
|||||||
Natural
Gas Gathering/Processing — 1.1%(1)
|
|||||||
Crosstex
Energy, Inc. (Cost $2,172,703)
|
54,136
|
$
|
4,886,857
|
||||
Master
Limited Partnerships and
|
|||||||
Related
Companies — 167.1%(1)
|
|||||||
Coal
— 0.6%(1)
|
|||||||
Natural
Resource Partners, L.P.
|
50,700
|
2,777,346
|
|||||
Crude/Refined
Products Pipelines — 98.2%(1)
|
|||||||
Buckeye
Partners, L.P.
|
567,102
|
24,646,253
|
|||||
Enbridge
Energy Partners, L.P.
|
904,000
|
39,342,080
|
|||||
Holly
Energy Partners, L.P.
|
427,070
|
17,134,048
|
|||||
Kinder
Morgan Management, LLC(3)
|
1,490,874
|
64,808,293
|
|||||
Magellan
Midstream Partners, L.P.
|
2,190,213
|
75,868,978
|
|||||
Pacific
Energy Partners, L.P.
|
981,700
|
30,727,210
|
|||||
Plains
All American Pipeline, L.P.
|
1,247,155
|
60,487,017
|
|||||
Plains
All American Pipeline, L.P.(2)
|
87,960
|
4,095,418
|
|||||
Sunoco
Logistics Partners, L.P.
|
934,625
|
40,142,144
|
|||||
TEPPCO
Partners, L.P.
|
811,320
|
30,538,085
|
|||||
Valero,
L.P.
|
709,874
|
36,544,313
|
|||||
424,333,839
|
|||||||
Natural
Gas/Natural Gas Liquid Pipelines — 15.4%(1)
|
|||||||
Enterprise
GP Holdings, L.P.
|
71,400
|
2,534,700
|
|||||
Enterprise
Products Partners, L.P.
|
2,248,940
|
56,673,288
|
|||||
ONEOK
Partners, L.P.
|
144,600
|
7,186,620
|
|||||
66,394,608
|
|||||||
Natural
Gas Gathering/Processing — 36.6%(1)
|
|||||||
Copano
Energy, LLC
|
623,651
|
29,099,556
|
|||||
Crosstex
Energy, L.P.
|
268,587
|
9,228,649
|
|||||
Energy
Transfer Partners, L.P.
|
1,801,750
|
81,511,170
|
|||||
Hiland
Partners, L.P.
|
36,548
|
1,545,615
|
|||||
Markwest
Energy Partners, L.P.
|
805,810
|
34,649,830
|
|||||
Williams
Partners, L.P.
|
59,750
|
2,062,570
|
|||||
158,097,390
|
|||||||
Shipping
— 4.6%(1)
|
|||||||
K-Sea
Transportation Partners, L.P.
|
571,300
|
17,767,430
|
|||||
Teekay
LNG Partners, L.P.
|
67,200
|
2,065,056
|
|||||
19,832,486
|
|||||||
May
31, 2006
|
|||||||
Shares
|
Value
|
||||||
Propane
Distribution — 11.7%(1)
|
|||||||
Inergy,
L.P.
|
1,767,979
|
$
|
46,763,045
|
||||
Inergy,
L.P.(2)
|
82,655
|
1,936,607
|
|||||
Inergy
Holdings, L.P.
|
61,761
|
2,018,349
|
|||||
50,718,001
|
|||||||
Total
Master Limited Partnerships and
|
|||||||
Related
Companies (Cost $523,982,475)
|
722,153,670
|
||||||
Promissory
Note — 1.4%(1)
|
Principal
|
||||||
|
Amount
|
||||||
Shipping
— 1.4%(1)
|
|||||||
E.W.
Transportation, LLC — Unregistered, 8.80%, Due 3/31/2009
|
|||||||
(Cost
$5,825,355)(2)
(4)
|
$
|
5,881,375
|
5,825,355
|
||||
Short-Term
Investments — 1.0%(1)
|
|||||||
First
American Government Obligations
|
Shares
|
||||||
Money
Market Fund — Class Y, 4.64%(5)
|
|||||||
(Cost
$4,450,905)
|
4,450,905
|
4,450,905
|
|||||
Total
Investments — 170.6%(1)
|
|||||||
(Cost
$536,431,438)
|
737,316,787
|
||||||
Auction
Rate Senior Notes — (38.2%)(1)
|
(165,000,000
|
)
|
|||||
Interest
Rate Swap Contracts — 2.7%(1)
|
|||||||
$345,000,000
notional — Unrealized Appreciation(6)
|
11,458,231
|
||||||
Liabilities
in Excess of Cash and Other Assets — (18.9%)(1)
|
(81,697,795
|
)
|
|||||
Preferred
Shares at Redemption Value — (16.2%)(1)
|
(70,000,000
|
)
|
|||||
Total
Net Assets Applicable to Common
|
|||||||
Stockholders
— 100.0% (1)
|
$
|
432,077,223
|
|||||
May
31, 2006
|
||||
Assets
|
||||
Investments
at value (cost $536,431,438)
|
$
|
737,316,787
|
||
Cash
|
6,856,206
|
|||
Receivable
for Adviser reimbursement
|
122,090
|
|||
Interest
and dividend receivable
|
387,016
|
|||
Unrealized
appreciation on interest rate swap contracts
|
11,458,231
|
|||
Prepaid
expenses and other assets
|
2,543,940
|
|||
Total
assets
|
758,684,270
|
|||
Liabilities
|
||||
Payable
to Adviser
|
1,159,855
|
|||
Dividend
payable on common shares
|
7,472,051
|
|||
Dividend
payable on preferred shares
|
88,722
|
|||
Accrued
expenses and other liabilities
|
413,852
|
|||
Current
tax liability
|
196,251
|
|||
Deferred
tax liability
|
82,276,316
|
|||
Auction
rate senior notes payable:
|
||||
Series
A, due July 15, 2044
|
60,000,000
|
|||
Series
B, due July 15, 2044
|
50,000,000
|
|||
Series
C, due April 10, 2045
|
55,000,000
|
|||
Total
liabilities
|
256,607,047
|
|||
Preferred
Shares
|
||||
$25,000
liquidation value per share applicable to 2,800
outstanding
|
||||
shares
(7,500 shares authorized)
|
70,000,000
|
|||
Net
assets applicable to common stockholders
|
$
|
432,077,223
|
||
Net
Assets Applicable to Common Stockholders Consist
of
|
||||
Capital
stock, $0.001 par value; 14,944,103 shares issued and
|
||||
outstanding
(100,000,000 shares authorized)
|
$
|
14,944
|
||
Additional
paid-in capital
|
303,629,209
|
|||
Accumulated
net investment loss, net of deferred tax benefit
|
(5,354,401
|
)
|
||
Undistributed
realized gain, net of deferred tax expense
|
4,488,241
|
|||
Net
unrealized gain on investments and interest rate swap
contracts,
|
||||
net
of deferred tax expense
|
129,299,230
|
|||
Net
assets applicable to common stockholders
|
$
|
432,077,223
|
||
Net
Asset Value per common share outstanding (net assets
applicable
|
||||
to
common shares, divided by common shares outstanding)
|
$
|
28.91
|
||
Period
from
December
1, 2005
through
May
31, 2006
|
||||
Investment
Income
|
||||
Distributions
received from master limited partnerships
|
$
|
21,674,776
|
||
Less
return of capital on distributions
|
(18,344,206
|
)
|
||
Distribution
income from master limited partnerships
|
3,330,570
|
|||
Dividends
from common stock
|
63,470
|
|||
Dividends
from money market mutual funds
|
109,009
|
|||
Interest
|
286,489
|
|||
Total
Investment Income
|
3,789,538
|
|||
Expenses
|
||||
Advisory
fees
|
3,378,996
|
|||
Administrator
fees
|
231,443
|
|||
Professional
fees
|
155,421
|
|||
Reports
to stockholders
|
66,455
|
|||
Directors’
fees
|
58,669
|
|||
Custodian
fees and expenses
|
32,909
|
|||
Fund
accounting fees
|
29,917
|
|||
Registration
fees
|
25,148
|
|||
Stock
transfer agent fees
|
7,002
|
|||
Other
expenses
|
45,796
|
|||
Total
Expenses before Interest Expense and Auction Agent
Fees
|
4,031,756
|
|||
Interest
expense
|
3,825,995
|
|||
Auction
agent fees
|
327,257
|
|||
Total
Interest Expense and Auction Agent Fees
|
4,153,252
|
|||
Total
Expenses
|
8,185,008
|
|||
Less
expense reimbursement by Adviser
|
(581,002
|
)
|
||
Net
Expenses
|
7,604,006
|
|||
Net
Investment Loss, before income taxes
|
(3,814,468
|
)
|
||
Current
tax expense
|
(196,251
|
)
|
||
Deferred
tax benefit
|
1,564,180
|
|||
Income
tax benefit
|
1,367,929
|
|||
Net
Investment Loss
|
(2,446,539
|
)
|
||
Period
from
December
1, 2005
through
May
31, 2006
|
||||
Realized
and Unrealized Gain on Investments
|
||||
Net
realized gain on investments
|
$
|
697,862
|
||
Net
realized gain on interest rate swap settlements
|
305,835
|
|||
Net
realized gain, before deferred tax expense
|
1,003,697
|
|||
Deferred
tax expense
|
(391,442
|
)
|
||
Net
realized gain on investments and interest rate swap
settlements
|
612,255
|
|||
Net
unrealized appreciation of investments
|
64,961,625
|
|||
Net
unrealized appreciation of interest rate swap contracts
|
8,555,715
|
|||
Net
unrealized gain, before deferred tax expense
|
73,517,340
|
|||
Deferred
tax expense
|
(28,673,877
|
)
|
||
Net
unrealized appreciation of investments and interest
|
||||
rate
swap contracts
|
44,843,463
|
|||
Net
Realized and Unrealized Gain on Investments
|
45,455,718
|
|||
Dividends
to Preferred Stockholders
|
(1,641,864
|
)
|
||
Net
Increase in Net Assets Applicable to Common
Stockholders
|
||||
Resulting
from Operations
|
$
|
41,367,315
|
||
|
|||||||
Period
from
December
1, 2005
through
May
31, 2006
|
Year
Ended
November
30, 2005
|
||||||
(Unaudited)
|
|||||||
Operations
|
|||||||
Net
investment loss
|
$
|
(2,446,539
|
)
|
$
|
(2,664,574
|
)
|
|
Net
realized gain on investments and
|
|||||||
interest
rate swap settlements
|
612,255
|
3,910,013
|
|||||
Net
unrealized appreciation of investments and
|
|||||||
interest
rate swap contracts
|
44,843,463
|
36,586,625
|
|||||
Dividends
to preferred stockholders
|
(1,641,864
|
)
|
(1,639,910
|
)
|
|||
Net
increase in net assets applicable to
|
|||||||
common
stockholders resulting from operations
|
41,367,315
|
36,192,154
|
|||||
Dividends
and Distributions to
|
|||||||
Common
Stockholders
|
|||||||
Net
investment income
|
—
|
—
|
|||||
Return
of capital
|
(14,626,698
|
)
|
(26,506,341
|
)
|
|||
Total
dividends to common stockholders
|
(14,626,698
|
)
|
(26,506,341
|
)
|
|||
Capital
Share Transactions
|
|||||||
Proceeds
from secondary offering of
|
|||||||
1,755,027
common shares
|
—
|
47,999,988
|
|||||
Proceeds
from issuance of 263,254 common shares in
|
|||||||
connection
with exercising an overallotment option
|
|||||||
granted
to underwriters of the secondary offering
|
—
|
7,199,997
|
|||||
Underwriting
discounts and offering expenses associated
|
|||||||
with
the issuance of common shares
|
—
|
(2,443,688
|
)
|
||||
Underwriting
discounts and offering expenses associated
|
|||||||
with
the issuance of preferred shares
|
—
|
(356,815
|
)
|
||||
Issuance
of 38,588 and 203,080 common shares
|
|||||||
from
reinvestment of dividend distributions to
|
|||||||
stockholders,
respectively
|
1,063,106
|
5,635,662
|
|||||
Net
increase in net assets, applicable to common
|
|||||||
stockholders,
from capital share transactions
|
1,063,106
|
58,035,144
|
|||||
Total
increase in net assets applicable to
|
|||||||
common
stockholders
|
27,803,723
|
67,720,957
|
|||||
Net
Assets
|
|||||||
Beginning
of period
|
404,273,500
|
336,552,543
|
|||||
End
of period
|
$
|
432,077,223
|
$
|
404,273,500
|
|||
Accumulated
net investment loss, net of
|
|||||||
deferred
tax benefit, at the end of period
|
$
|
(5,354,401
|
)
|
$
|
(2,907,862
|
)
|
|
Period
from
December
1, 2005
through
May
31, 2006
|
||||
Cash
Flows From Operating Activities
|
||||
Distributions
received from master limited partnerships
|
$
|
21,330,326
|
||
Interest
and dividend income received
|
445,319
|
|||
Purchases
of long-term investments
|
(3,894,147
|
)
|
||
Proceeds
from sale of long-term investments
|
2,958,785
|
|||
Proceeds
from sale of short-term investments, net
|
1,245,510
|
|||
Proceeds
from interest rate swap contracts, net
|
305,835
|
|||
Interest
expense paid
|
(4,069,723
|
)
|
||
Operating
expenses paid
|
(3,682,713
|
)
|
||
Net
cash provided by operating activities
|
14,639,192
|
|||
Cash
Flows From Financing Activities
|
||||
Dividends
paid to common stockholders
|
(6,091,540
|
)
|
||
Dividends
paid to preferred stockholders
|
(1,736,868
|
)
|
||
Net
cash used in financing activities
|
(7,828,408
|
)
|
||
Net
increase in cash
|
6,810,784
|
|||
Cash
— beginning of period
|
45,422
|
|||
Cash
— end of period
|
$
|
6,856,206
|
||
Period
from
December
1, 2005
through
May
31, 2006
|
||||
Reconciliation
of net increase in net assets applicable to
|
||||
common
stockholders resulting from operations to net
|
||||
cash
provided by operating activities
|
||||
Net
increase in net assets applicable to common stockholders
|
||||
resulting
from operations
|
$
|
41,367,315
|
||
Adjustments
to reconcile net increase in net assets applicable
|
||||
to
common stockholders resulting from operations to net cash
|
||||
provided
by operating activities:
|
||||
Purchases
of long-term investments
|
(3,894,147
|
)
|
||
Return
of capital on distributions received
|
18,344,206
|
|||
Proceeds
from sales of long-term investments
|
2,958,785
|
|||
Proceeds
from sales of short-term investments, net
|
1,245,510
|
|||
Deferred
income taxes
|
27,501,139
|
|||
Net
unrealized appreciation on investments and
|
||||
interest
rate swap contracts
|
(73,517,340
|
)
|
||
Realized
gains on investments
|
(697,862
|
)
|
||
Accretion
of discount on investments
|
(8,846
|
)
|
||
Amortization
of debt issuance costs
|
28,711
|
|||
Dividends
to preferred stockholders
|
1,641,864
|
|||
Changes
in operating assets and liabilities:
|
||||
Increase
in interest and dividend receivable
|
(349,253
|
)
|
||
Increase
in prepaid expenses and other assets
|
(159,196
|
)
|
||
Decrease
in current tax liability
|
(18,010
|
)
|
||
Increase
in payable to Adviser, net of expense reimbursement
|
174,389
|
|||
Increase
in accrued expenses and other liabilities
|
21,927
|
|||
Total
adjustments
|
(26,728,123
|
)
|
||
Net
cash provided by operating activities
|
$
|
14,639,192
|
||
Non-Cash
Financing Activities
|
||||
Reinvestment
of distributions by common stockholders
|
||||
in
additional common shares
|
$
|
1,063,106
|
||
Period
from December 1, 2005 through
May
31, 2006
|
Year
Ended
November
30, 2005
|
Period
from
February
27, 2004(1)
through
November
30, 2004
|
||||||||
(Unaudited)
|
||||||||||
Per
Common Share Data(2)
|
||||||||||
Net
Asset Value, beginning of period
|
$
|
27.12
|
$
|
26.53
|
$
|
—
|
||||
Public
offering price
|
—
|
—
|
25.00
|
|||||||
Underwriting
discounts and offering costs on initial public offering
|
—
|
—
|
(1.17
|
)
|
||||||
Underwriting
discounts and offering costs on issuance of preferred
shares
|
—
|
(0.02
|
)
|
(0.06
|
)
|
|||||
Premiums
less underwriting discounts and offering costs on
|
||||||||||
secondary
offering(3)
|
—
|
—
|
—
|
|||||||
Income
(loss) from Investment Operations:
|
||||||||||
Net
investment loss(4)
|
(0.16
|
)
|
(0.16
|
)
|
(0.03
|
)
|
||||
Net
realized and unrealized gain on investments (4)
|
3.04
|
2.67
|
3.77
|
|||||||
Total
increase from investment operations
|
2.88
|
2.51
|
3.74
|
|||||||
Less
Dividends to Preferred Stockholders:
|
||||||||||
Net
investment income
|
—
|
—
|
—
|
|||||||
Return
of capital
|
(0.11
|
)
|
(0.11
|
)
|
(0.01
|
)
|
||||
Total
dividends to preferred stockholders
|
(0.11
|
)
|
(0.11
|
)
|
(0.01
|
)
|
||||
Less
Dividends to Common Stockholders:
|
||||||||||
Net
investment income
|
—
|
—
|
—
|
|||||||
Return
of capital
|
(0.98
|
)
|
(1.79
|
)
|
(0.97
|
)
|
||||
Total
dividends to common stockholders
|
(0.98
|
)
|
(1.79
|
)
|
(0.97
|
)
|
||||
Net
Asset Value, end of period
|
$
|
28.91
|
$
|
27.12
|
$
|
26.53
|
||||
Per
common share market value, end of period
|
$
|
28.75
|
$
|
28.72
|
$
|
27.06
|
||||
Total
Investment Return Based on Market Value(5)
|
3.61
|
%
|
13.06
|
%
|
12.51
|
%
|
||||
Supplemental
Data and Ratios
|
||||||||||
Net
assets applicable to common stockholders, end of period
(000’s)
|
$
|
432,077
|
$
|
404,274
|
$
|
336,553
|
||||
Ratio
of expenses (including current and deferred income tax
expense)
|
||||||||||
to
average net assets before waiver:(6)
(7) (8)
|
17.32
|
%
|
9.10
|
%
|
15.20
|
%
|
||||
Ratio
of expenses (including current and deferred income tax
expense)
|
||||||||||
to
average net assets after waiver:(6)
(7) (8)
|
17.04
|
%
|
8.73
|
%
|
14.92
|
%
|
||||
Ratio
of expenses (excluding current and deferred income tax
expense)
|
||||||||||
to
average net assets before waiver:(6)
(7) (8)
|
3.95
|
%
|
3.15
|
%
|
2.01
|
%
|
||||
Ratio
of expenses (excluding current and deferred income tax
expense)
|
||||||||||
to
average net assets after waiver:(6)
(7) (8)
|
3.67
|
%
|
2.78
|
%
|
1.73
|
%
|
||||
Ratio
of expenses (excluding current and deferred income tax
expense),
|
||||||||||
without
regard to non-recurring organizational expenses, to
average
|
||||||||||
net
assets before waiver:(6)
(7) (8)
|
3.95
|
%
|
3.15
|
%
|
1.90
|
%
|
||||
Ratio
of expenses (excluding current and deferred income tax
expense),
|
||||||||||
without
regard to non-recurring organizational expenses, to
average
|
||||||||||
net
assets after waiver:(6)
(7) (8)
|
3.67
|
%
|
2.78
|
%
|
1.62
|
%
|
||||
Period
from
December
1, 2005
through
May
31, 2006
|
Year
Ended
November
30, 2005
|
Period
from
February
27, 2004(1)
through
November
30, 2004
|
||||||||
(Unaudited)
|
||||||||||
Ratio
of net investment loss to average net assets before waiver:(6) (7)
(9)
|
(2.12
|
)% |
(1.42
|
)% |
(0.45
|
)% | ||||
Ratio
of net investment loss to average net assets after waiver:(6) (7)
(9)
|
(1.84
|
)% |
(1.05
|
)% |
(0.17
|
)% | ||||
Ratio
of net investment loss to average net assets after current
and
|
||||||||||
deferred
income tax expense,
before waiver:(6) (7) (8)
|
(15.49
|
)% |
(7.37
|
)% |
(13.37
|
)% | ||||
Ratio
of net investment loss to average net assets after current
and
|
||||||||||
deferred
income tax expense, after
waiver:(6) (7) (8)
|
(15.21
|
)% |
(7.00
|
)% |
(13.65
|
)% | ||||
Portfolio
turnover rate
|
0.42
|
% |
4.92
|
% |
1.39
|
% | ||||
Tortoise
Auction Rate Senior Notes, end of period (000’s)
|
$
|
165,000
|
$
|
165,000
|
$
|
110,000
|
||||
Tortoise
Preferred Shares, end of period (000’s)
|
$
|
70,000
|
$
|
70,000
|
$
|
35,000
|
||||
Per
common share amount of auction rate senior notes
|
||||||||||
outstanding
at end of
period
|
$
|
11.04
|
$
|
11.07
|
$
|
8.67
|
||||
Per
common share amount of net assets, excluding auction
|
||||||||||
rate
senior notes, at end of
period
|
$
|
39.95
|
$
|
38.19
|
$
|
35.21
|
||||
Asset
coverage, per $1,000 of principal amount of auction rate senior notes
(10)
|
||||||||||
Series
A
|
$
|
4,043
|
$
|
3,874
|
$
|
4,378
|
||||
Series
B
|
$
|
4,043
|
$
|
3,874
|
$
|
4,378
|
||||
Series
C
|
$
|
4,043
|
$
|
3,874
|
—
|
|||||
Asset
coverage, per $25,000 liquidation value per share of preferred shares
(11)
|
$
|
179,313
|
$
|
169,383
|
$
|
265,395
|
||||
Asset
coverage ratio of auction rate senior notes
(10)
|
404
|
%
|
387
|
%
|
438
|
%
|
||||
Asset
coverage ratio of preferred shares (12)
|
284
|
%
|
272
|
%
|
332
|
%
|
||||
(1)
|
Commencement
of Operations.
|
(2)
|
Information
presented relates to a share of common stock outstanding for the
entire
period.
|
(3)
|
The
amount is less than $0.01 per share, and represents the premium on
the
secondary offering of $0.14 per share, less the underwriting discounts
and
offering costs of $0.14 per share for the year ended November 30,
2005.
|
(4)
|
The
per common share data for the periods ended November 30, 2005 and
2004, do
not reflect the change in estimate of investment income and return
of
capital, for the respective
period.
|
(5)
|
Not
annualized for periods less than a year. Total investment return
is
calculated assuming a purchase of common stock at the market price
on the
first day and a sale at the current market price on the last day
of the
period reported. The calculation also assumes reinvestment of dividends
at
actual prices pursuant to the Company’s dividend reinvestment plan. Total
investment return does not reflect brokerage
commissions.
|
(6)
|
Annualized
for periods less than one full
year.
|
(7)
|
The
expense ratios and net investment loss ratios do not reflect the
effect of
dividend payments to preferred
stockholders.
|
(8)
|
The
Company accrued $27,697,390, $24,659,420 and $30,330,018 for the
period
ended May 31, 2006, for the year ended November 30, 2005 and for
the
period from February 27, 2004 through November 30, 2004, respectively,
for
current and deferred income tax
expense.
|
(9)
|
The
ratio excludes net deferred income tax benefit on net investment
loss.
|
(10)
|
Represents
value of total assets less all liabilities and indebtedness not
represented by auction rate senior notes and preferred shares at
the end
of the period divided by auction rate senior notes outstanding at
the end
of the period.
|
(11)
|
Represents
value of total assets less all liabilities and indebtedness not
represented by preferred shares at the end of the period divided
by
preferred shares outstanding at the end of the
period.
|
(12)
|
Represents
value of total assets less all liabilities and indebtedness not
represented by auction rate senior notes and preferred shares at
the end
of the period divided by auction rate senior notes and preferred
shares
outstanding at the end of the
period.
|
Deferred
tax assets:
|
||
Net
operating loss carryforwards
|
$
|
11,904,169
|
Organization
costs
|
53,371
|
|
11,957,540
|
||
Deferred
tax liabilities:
|
||
Unrealized
gains on investment securities and interest rate swap
contracts
|
82,816,111
|
|
Basis
reduction of investment in MLPs
|
11,417,745
|
|
94,233,856
|
||
Total
net deferred tax liability
|
$
|
82,276,316
|
Application
of statutory income tax rate
|
$
|
24,747,299
|
State
income taxes, net of federal tax benefit
|
2,828,263
|
|
Other,
net
|
121,828
|
|
Total
|
$
|
27,697,390
|
Investment
Security
|
Number
of
Units
or
Principal
Amount
|
Acquisition
Dates
|
Acquisition
Cost
|
Value
Per
Unit
|
Percent
of
Net
Assets
|
Plains
All American
|
|||||
Pipeline,
L.P. Common Units
|
87,960
|
3/22/06-4/19/06
|
$
3,736,472
|
$46.56
|
0.9%
|
Inergy,
L.P. Subordinated Units
|
82,655
|
9/14/04-2/04/05
|
2,232,123
|
23.43
|
0.4
|
E.W.
Transportation,
|
|
||||
LLC
Promissory Note
|
$
5,881,375
|
5/03/04
|
8,569,500
|
N/A
|
1.4
|
$14,538,095
|
2.7%
|
Counterparty
|
Maturity
Date
|
Notional
Amount
|
Fixed
Rate
Paid
by
the
Company
|
Floating
Rate
Received
by
the
Company
|
Unrealized
Appreciation
|
||
U.S.
Bank, N.A.
|
7/10/2007
|
$
|
60,000,000
|
3.54%
|
1
month U.S. Dollar LIBOR
|
$
|
1,215,473
|
U.S.
Bank, N.A.*
|
7/05/2011
|
60,000,000
|
4.63%
|
1
month U.S. Dollar LIBOR
|
1,660,902
|
||
U.S.
Bank, N.A.
|
7/17/2007
|
50,000,000
|
3.56%
|
1
month U.S. Dollar LIBOR
|
1,006,337
|
||
U.S.
Bank, N.A.*
|
7/12/2011
|
50,000,000
|
4.64%
|
1
month U.S. Dollar LIBOR
|
1,375,771
|
||
U.S.
Bank, N.A.
|
5/01/2014
|
55,000,000
|
4.54%
|
1
week U.S. Dollar LIBOR
|
3,372,946
|
||
U.S.
Bank, N.A.
|
11/12/2020
|
35,000,000
|
5.20%
|
1
month U.S. Dollar LIBOR
|
1,427,115
|
||
U.S.
Bank, N.A.
|
11/18/2020
|
35,000,000
|
5.21%
|
1
month U.S. Dollar LIBOR
|
1,399,687
|
||
$
|
345,000,000
|
$
|
11,458,231
|
||||
*
|
The
Company has entered into additional interest rate swap contracts
for
Series A and Series B notes with settlements commencing on 7/10/2007
and
7/17/2007, respectively.
|
Shares
at November 30, 2004
|
12,684,154
|
Shares
sold through secondary offering and exercise of overallotment
options
|
2,018,281
|
Shares
issued through reinvestment of dividends
|
203,080
|
Shares
at November 30, 2005
|
14,905,515
|
Shares
issued through reinvestment of dividends
|
38,588
|
Shares
at May 31, 2006
|
14,944,103
|
Office
of the Company
and
of the Investment Adviser
Tortoise
Capital Advisors, L.L.C.
10801
Mastin Boulevard, Suite 222
Overland
Park, Kan. 66210
(913)
981-1020
(913)
981-1021 (fax)
www.tortoiseadvisors.com
Managing
Directors of
Tortoise
Capital Advisors, L.L.C.
H.
Kevin Birzer
Zachary
A. Hamel
Kenneth
P. Malvey
Terry
Matlack
David
J. Schulte
Board
of Directors of
Tortoise
Energy Infrastructure Corp.
H.
Kevin Birzer, Chairman
Tortoise
Capital Advisors, L.L.C.
Terry
Matlack
Tortoise
Capital Advisors, L.L.C.
Conrad
S. Ciccotello
Independent
John
R. Graham
Independent
Charles
E. Heath
Independent
|
ADMINISTRATOR
U.S.
Bancorp Fund Services, L.L.C.
615
East Michigan St.
Milwaukee,
Wis. 53202
CUSTODIAN
U.S.
Bank, N.A.
425
Walnut St.
Cincinnati,
Ohio 45202
TRANSFER,
DIVIDEND DISBURSING
AND
REINVESTMENT AGENT
Computershare
Investor Services, L.L.C.
2
North LaSalle St.
Chicago,
Ill. 60602
(888)
728-8784
www.computershare.com
LEGAL
COUNSEL
Blackwell
Sanders Peper Martin LLP
4801
Main St.
Kansas
City, Mo. 64112
INVESTOR
RELATIONS
(913)
981-1020
info@tortoiseadvisors.com
STOCK
SYMBOL
Listed
NYSE Symbol: TYG
This
report is for stockholder information. This is not a prospectus intended
for use in the purchase or sale of fund shares. Past performance
is no
guarantee of future results and your investment may be worth more
or less
at the time you sell.
|
Tortoise
Capital Advisor’s Family of Funds
|
|||||
Name
|
Ticker/
Inception
Date
|
Targeted
Investments
|
Investor
Suitability
|
Investment
Restrictions
|
Total
Assets
as
of 5/31/06
($
in millions)
|
Tortoise
Energy
|
TYG
Feb. 2005
|
U.S.
Energy Infrastructure, More Diversified in MLPs
|
Retirement
Accounts
Pension
Plans
Taxable
Accounts
|
30%
Restricted Securities
10%
Issuer-Limited
|
$759
|
Tortoise
Capital
|
TYY
May 2005
|
U.S.
Energy Infrastructure, More Concentrated, More Direct
Placements
|
Retirement
Accounts
Pension
Plans
Taxable
Accounts
|
50%
Restricted Securities
15%
Issuer-Limited
|
$607
|
Tortoise
North America
|
TYN
|
Canadian
and U.S Energy Infrastructure, Diversified in Canadian RITs and U.S.
MLPs
|
Taxable
Accounts
|
50%
Restricted Securities Diversified to Meet RIC Requirements
|
$167
|
Period
|
(a)
Total
Number of Shares (or Units) Purchased
|
(b)
Average
Price Paid per Share (or Unit)
|
(c)
Total
Number of Shares (or Units) Purchased as Part of Publicly Announced
Plans
or Programs
|
(d)
Maximum
Number (or Approximate Dollar Value) of Shares (or Units) that
May Yet Be
Purchased Under the Plans or Programs
|
Month
#1
12/1/05-12/31/05
|
0
|
0
|
0
|
0
|
Month
#2
1/1/06-1/31/06
|
0
|
0
|
0
|
0
|
Month
#3
2/1/06-2/28/06
|
0
|
0
|
0
|
0
|
Month
#4
3/1/06-3/31/06
|
0
|
0
|
0
|
0
|
Month
#5
4/1/06-4/30/06
|
0
|
0
|
0
|
0
|
Month
#6
5/1/06-5/31/06
|
0
|
0
|
0
|
0
|
Total
|
0
|
0
|
0
|
0
|
(a) |
The
Registrant’s President/Chief Executive Officer and Chief Financial Officer
have concluded that the Registrant's disclosure controls and procedures
(as defined in Rule 30a-3(c) under the Investment Company Act of 1940
(the “1940 Act”)) are effective as of a date within 90 days of the filing
date of this report, based on the evaluation of these controls and
procedures required by Rule 30a-3(b) under the 1940 Act and
Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of
1934, as amended.
|
(b) |
There
were no changes in the Registrant's internal controls over financial
reporting (as defined in rule 30a-3(d) under the 1940 Act) that occurred
during the Registrant's second fiscal quarter of the period covered
by
this report that have materially affected, or are reasonably likely
to
materially affect, the Registrant's internal control over financial
reporting.
|
(a) |
(1)
Any
code of ethics or amendment thereto, that is the subject of the disclosure
required by Item 2, to the extent that the Registrant intends to
satisfy Item 2 requirements through filing of an exhibit.
Not
Applicable.
|