nv30bv2
CONTENTS
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
STATEMENTS: This report contains forward-looking
statements as defined under the U.S. federal
securities laws. Generally, the words believe,
expect, intend, estimate,
anticipate, project, will
and similar expressions identify forward-looking statements,
which generally are not historical in nature. Forward-looking
statements are subject to certain risks and uncertainties that
could cause actual results to materially differ from the
Companys historical experience and its present
expectations or projections indicated in any forward-looking
statements. These risks include, but are not limited to, changes
in economic and political conditions; regulatory and legal
changes; MLP industry risk; leverage risk; valuation risk;
interest rate risk; tax risk; and other risks discussed in the
Companys filings with the SEC. You should not place undue
reliance on forward-looking statements, which speak only as of
the date they are made. The Company undertakes no obligation to
update or revise any forward-looking statements made herein.
There is no assurance that the Companys investment
objectives will be attained.
KAYNE
ANDERSON MLP INVESTMENT COMPANY
FEBRUARY 28, 2009
(amounts in 000s)
(UNAUDITED)
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No. of
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Description
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Shares/Units
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Value
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Long-Term Investments 139.3%
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Equity Investments(a) 136.7%
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Midstream MLP(b) 94.1%
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Atlas Pipeline Partners, L.P.
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627
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$
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3,573
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Buckeye Partners, L.P.
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84
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3,319
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Copano Energy, L.L.C.
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3,585
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50,973
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Crosstex Energy, L.P.
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3,181
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11,007
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DCP Midstream Partners, LP
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192
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2,074
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Duncan Energy Partners L.P.
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58
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943
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Eagle Rock Energy Partners, L.P.
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249
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1,156
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El Paso Pipeline Partners, L.P.
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277
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4,878
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Enbridge Energy Partners L.P.
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1,337
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38,074
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Energy Transfer Partners, L.P.
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2,476
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89,673
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Enterprise Products Partners L.P.
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3,721
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80,294
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Exterran Partners, L.P.
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|
755
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9,249
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Global Partners L.P.
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1,472
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15,746
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Hiland Partners, LP
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82
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606
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Holly Energy Partners, L.P.
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131
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3,330
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Magellan Midstream Partners, L.P.
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2,223
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70,694
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MarkWest Energy Partners, L.P.
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2,326
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25,028
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Martin Midstream Partners L.P.
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412
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7,674
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ONEOK Partners, L.P.
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164
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6,969
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Plains All American Pipeline, L.P.(c)
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2,876
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110,856
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Quicksilver Gas Services LP
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39
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475
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Regency Energy Partners LP
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1,989
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20,429
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Targa Resources Partners LP
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471
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3,984
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TC PipeLines, LP
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1,027
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26,562
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TEPPCO Partners, L.P.
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617
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14,033
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Transmontaigne Partners L.P.
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46
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786
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Western Gas Partners LP
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715
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10,495
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Williams Partners L.P.
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497
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5,437
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Williams Pipeline Partners L.P.(d)
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199
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3,151
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621,468
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Propane MLP 10.5%
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Inergy, L.P.
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3,077
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69,305
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Shipping MLP 3.0%
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Capital Product Partners L.P.
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72
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490
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K-Sea Transportation Partners L.P.
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167
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2,784
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Navios Maritime Partners L.P.
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210
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1,627
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OSG America L.P.
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555
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3,716
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Teekay LNG Partners L.P.
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433
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7,977
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Teekay Offshore Partners L.P.
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267
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3,187
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19,781
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See accompanying notes to financial statements.
1
KAYNE
ANDERSON MLP INVESTMENT COMPANY
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2009
(amounts in 000s)
(UNAUDITED)
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No. of
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Description
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Shares/Units
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Value
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Coal MLP 2.1%
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Alliance Resource Partners, L.P.
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111
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$
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2,931
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Clearwater Natural Resources, LP
Unregistered(e)(f)(g)
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3,889
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3,889
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Clearwater Natural Resources, LP Unregistered,
Deferred Participation Units(e)(f)(g)(h)
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41
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Clearwater Natural Resources, LP Unregistered,
Warrants(e)(f)(g)(i)
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34
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33
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Natural Resource Partners L.P.
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97
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2,018
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Penn Virginia Resource Partners, L.P.(d)
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413
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4,811
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13,682
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Upstream MLP(b) 3.7%
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Atlas Energy Resources, LLC
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1,308
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17,431
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BreitBurn Energy Partners L.P.
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1,086
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6,785
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Constellation Energy Partners LLC
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276
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541
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24,757
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MLP Affiliates(b) 14.4%
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Enbridge Energy Management, L.L.C.(j)
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531
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14,558
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Kinder Morgan Management, LLC(d)(j)
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1,935
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80,710
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95,268
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General Partner MLP(b) 8.4%
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Alliance Holdings GP L.P.
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63
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934
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CNR GP Holdco, LLC Unregistered(e)(f)(g)(k)
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N/A
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Energy Transfer Equity, L.P.
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664
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13,029
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Enterprise GP Holdings L.P.
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|
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1,082
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21,171
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Hiland Holdings GP, LP
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149
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413
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Inergy Holdings GP
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95
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2,637
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Magellan Midstream Holdings, L.P.
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|
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1,086
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17,286
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55,470
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Other MLP 0.5%
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Calumet Specialty Products Partners, L.P.
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288
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3,481
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Total Equity Investments (Cost $1,069,533)
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903,212
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|
See accompanying notes to financial statements.
2
KAYNE
ANDERSON MLP INVESTMENT COMPANY
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2009
(amounts in 000s)
(UNAUDITED)
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Interest
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Maturity
|
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Principal
|
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Description
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Rate
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Date
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Amount
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Value
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Energy Debt Investments 2.6%
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|
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|
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Coal MLP 1.9%
|
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|
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|
|
|
|
|
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|
|
Clearwater Natural Resources, LP(e)(f)
|
|
(l)
|
|
|
12/3/09
|
|
|
$
|
13,601
|
|
|
$
|
12,831
|
|
|
|
|
|
|
|
|
|
|
|
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|
Upstream MLP(b) 0.3%
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
Atlas Energy Resources, LLC
|
|
10.75%
|
|
|
2/1/18
|
|
|
|
2,427
|
|
|
|
1,965
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other 0.4%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Calumet Lubricants Co., L.P.
|
|
(m)
|
|
|
3/15/15
|
|
|
|
4,412
|
|
|
|
2,249
|
|
Calumet Lubricants Co., L.P.
|
|
(n)
|
|
|
3/15/15
|
|
|
|
588
|
|
|
|
301
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,550
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Energy Debt Investments (Cost $18,098)
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|
|
|
|
|
|
|
|
|
|
|
|
17,346
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Long-Term Investments (Cost $1,087,631)
|
|
|
|
|
|
|
|
|
|
|
|
|
920,558
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-Term Investment 6.0%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repurchase Agreements 5.8%
|
|
|
|
|
|
|
|
|
|
|
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|
J.P. Morgan Securities Inc. (Agreement dated 2/27/09 to be
repurchased at $38,653), collateralized by $39,763 in
U.S. Treasury note (Cost $38,653)
|
|
0.18
|
|
|
3/2/09
|
|
|
|
|
|
|
|
38,653
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
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No. of
|
|
|
|
|
|
|
Contracts
|
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|
|
|
|
Call Option Contracts Purchased(g) 0.2%
|
|
|
|
|
|
|
|
|
Midstream MLP 0.2%
|
|
|
|
|
|
|
|
|
Enterprise Products Partners L.P., call option expiring 6/20/09
@ $25.00
|
|
|
5,000
|
|
|
|
212
|
|
Magellan Midstream Partners L.P., call option expiring 4/18/09 @
$30.00
|
|
|
2,820
|
|
|
|
832
|
|
ONEOK Partners, L.P., call option expiring 4/18/09 @ $50.00
|
|
|
3,000
|
|
|
|
83
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,127
|
|
|
|
|
|
|
|
|
|
|
General Partner MLP 0.0%
|
|
|
|
|
|
|
|
|
Magellan Midstream Holdings L.P., call option expiring 3/21/09 @
$17.50
|
|
|
2,100
|
|
|
|
42
|
|
|
|
|
|
|
|
|
|
|
Total Call Option Contracts Purchased (Premiums
Paid $3,611)
|
|
|
|
|
|
|
1,169
|
|
|
|
|
|
|
|
|
|
|
Total Short-Term Investments (Cost
$42,264)
|
|
|
|
|
|
|
39,822
|
|
|
|
|
|
|
|
|
|
|
Total Investments 145.3% (Cost
$1,129,895)
|
|
|
|
|
|
|
960,380
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to financial statements.
3
KAYNE
ANDERSON MLP INVESTMENT COMPANY
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2009
(amounts in 000s)
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
No. of
|
|
|
|
|
Description
|
|
Contracts
|
|
|
Value
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
Option Contracts Written(g)
|
|
|
|
|
|
|
|
|
Coal MLP
|
|
|
|
|
|
|
|
|
Penn Virginia Resource Partners, L.P., call option expiring
3/21/09 @ $15.00
|
|
|
1,620
|
|
|
$
|
(8
|
)
|
Midstream MLP
|
|
|
|
|
|
|
|
|
Williams Pipeline Partners L.P., call option expiring 3/21/09 @
$17.50
|
|
|
155
|
|
|
|
(1
|
)
|
|
|
|
|
|
|
|
|
|
Total Call Option Contracts Written (Premiums
Received $201)
|
|
|
|
|
|
|
(9
|
)
|
Senior Unsecured Notes
|
|
|
|
|
|
|
(304,000
|
)
|
Unrealized Depreciation on Interest Rate Swap Contracts
|
|
|
|
|
|
|
(28
|
)
|
Other Liabilities
|
|
|
|
|
|
|
(15,113
|
)
|
|
|
|
|
|
|
|
|
|
Total Liabilities
|
|
|
|
|
|
|
(319,150
|
)
|
|
|
|
|
|
|
|
|
|
Net Deferred Tax Asset
|
|
|
|
|
|
|
83,957
|
|
Unrealized Appreciation on Interest Rate Swap Contracts
|
|
|
|
|
|
|
154
|
|
Other Assets
|
|
|
|
|
|
|
10,390
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities in Excess of Other Assets
|
|
|
|
|
|
|
(224,649
|
)
|
Preferred Stock at Redemption Value
|
|
|
|
|
|
|
(75,000
|
)
|
|
|
|
|
|
|
|
|
|
Net Assets Applicable to Common Stockholders
|
|
|
|
|
|
$
|
660,731
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
Unless otherwise noted, equity investments are common
units/common shares. |
|
(b) |
|
Includes Limited Liability Companies. |
|
(c) |
|
The Company believes that it is an affiliate of Plains All
American, L.P. (See Note 5 Agreements and
Affiliations). |
|
(d) |
|
Security or a portion thereof is segregated as collateral on
option contracts written or interest rate swap contracts. |
|
(e) |
|
Fair valued securities, restricted from public sale (See
Notes 2, 3 and 7). |
|
(f) |
|
Clearwater Natural Resources, LP is a privately-held MLP that
the Company believes is a controlled affiliate (See
Note 5 Agreements and Affiliations). On
January 7, 2009, Clearwater Natural Resources, LP
(Clearwater) and Clearwater Natural Resources, LLC
(Clearwaters general partner) filed a voluntary petition
under Chapter 11 of the U.S. Bankruptcy Code. |
|
(g) |
|
Security is non-income producing. |
|
(h) |
|
Holders of Clearwater Natural Resources, LPs deferred
participation units are entitled, in certain circumstances, to
receive a portion of value realized in a sale or initial public
offering by certain of the partnerships common unitholders. |
|
(i) |
|
Warrants are non-income producing and expire on
September 30, 2018. |
|
(j) |
|
Distributions are paid in-kind. |
See accompanying notes to financial statements.
4
KAYNE
ANDERSON MLP INVESTMENT COMPANY
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2009
(UNAUDITED)
|
|
|
(k) |
|
CNR GP Holdco, LLC is the general partner of Clearwater Natural
Resources, LP. The Company owns 83.7% of CNR GP Holdco, LLC and
believes it is a controlled affiliate (See
Note 5 Agreements and Affiliations). |
|
(l) |
|
Floating rate unsecured working capital term loan. Interest is
paid in-kind at a rate of the higher of one year LIBOR or 4.75%
plus 900 basis points (13.75% as of February 28, 2009). |
|
(m) |
|
Floating rate senior secured first lien loan facility. Security
pays interest at a rate of LIBOR + 400 basis points (6.15%
as of February 28, 2009). |
|
(n) |
|
Fixed rate letter of credit facility. Security pays interest at
4.00%. |
See accompanying notes to financial statements.
5
KAYNE
ANDERSON MLP INVESTMENT COMPANY
FEBRUARY 28, 2009
(amounts in 000s, except share and per share
amounts)
(UNAUDITED)
|
|
|
|
|
ASSETS
|
Investments at fair value:
|
|
|
|
|
Non-affiliated (Cost $910,719)
|
|
$
|
792,949
|
|
Affiliated (Cost $89,331)
|
|
|
110,856
|
|
Controlled (Cost $87,581)
|
|
|
16,753
|
|
Call option contracts purchased (Cost $3,611)
|
|
|
1,169
|
|
Repurchase agreement (Cost $38,653)
|
|
|
38,653
|
|
|
|
|
|
|
Total investments (Cost $1,129,895)
|
|
|
960,380
|
|
Deposits with brokers
|
|
|
240
|
|
Receivable for securities sold
|
|
|
7,230
|
|
Income tax receivable
|
|
|
67
|
|
Interest, dividends and distributions receivable
|
|
|
337
|
|
Unrealized appreciation on interest rate swap contracts
|
|
|
154
|
|
Deferred debt issuance costs and other, net
|
|
|
2,516
|
|
Net deferred tax asset
|
|
|
83,957
|
|
|
|
|
|
|
Total Assets
|
|
|
1,054,881
|
|
|
|
|
|
|
|
LIABILITIES
|
Payable for securities purchased
|
|
|
7,625
|
|
Investment management fee payable
|
|
|
3,217
|
|
Accrued directors fees and expenses
|
|
|
51
|
|
Call option contracts written (Premiums received
$201)
|
|
|
9
|
|
Accrued expenses and other liabilities
|
|
|
4,220
|
|
Unrealized depreciation on interest rate swap contracts
|
|
|
28
|
|
Senior Unsecured Notes
|
|
|
304,000
|
|
|
|
|
|
|
Total Liabilities
|
|
|
319,150
|
|
|
|
|
|
|
PREFERRED STOCK
|
|
|
|
|
$25,000 liquidation value per share applicable to 3,000
outstanding shares
(10,000 shares authorized)
|
|
|
75,000
|
|
|
|
|
|
|
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS
|
|
$
|
660,731
|
|
|
|
|
|
|
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS CONSIST OF
|
|
|
|
|
Common stock, $0.001 par value (44,520,057 shares
issued and outstanding, 199,990,000 shares authorized)
|
|
$
|
45
|
|
Paid-in capital
|
|
|
816,371
|
|
Accumulated net investment loss, net of income taxes, less
dividends
|
|
|
(107,875
|
)
|
Accumulated realized gains on investments and interest rate swap
contracts, net of income taxes
|
|
|
60,609
|
|
Net unrealized losses on investments and interest rate swap
contracts, net of income taxes
|
|
|
(108,419
|
)
|
|
|
|
|
|
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS
|
|
$
|
660,731
|
|
|
|
|
|
|
NET ASSET VALUE PER COMMON SHARE
|
|
|
$14.84
|
|
|
|
|
|
|
See accompanying notes to financial statements.
6
KAYNE
ANDERSON MLP INVESTMENT COMPANY
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2009
(amounts in 000s)
(UNAUDITED)
|
|
|
|
|
INVESTMENT INCOME
|
|
|
|
|
Income
|
|
|
|
|
Dividends and distributions:
|
|
|
|
|
Non-affiliated investments
|
|
$
|
22,813
|
|
Affiliated investments
|
|
|
2,567
|
|
|
|
|
|
|
Total dividends and distributions
|
|
|
25,380
|
|
Return of capital
|
|
|
(22,712
|
)
|
|
|
|
|
|
Net dividends and distributions
|
|
|
2,668
|
|
Interest
|
|
|
|
|
Non-affiliated investments
|
|
|
3
|
|
Controlled investments
|
|
|
431
|
|
|
|
|
|
|
Total interest
|
|
|
434
|
|
|
|
|
|
|
Total Investment Income
|
|
|
3,102
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
Investment management fees
|
|
|
3,217
|
|
Professional fees
|
|
|
325
|
|
Administration fees
|
|
|
124
|
|
Reports to stockholders
|
|
|
57
|
|
Custodian fees
|
|
|
34
|
|
Directors fees
|
|
|
52
|
|
Insurance
|
|
|
54
|
|
Other expenses
|
|
|
493
|
|
|
|
|
|
|
Total Expenses Before Interest Expense, Auction
Agent Fees and Taxes
|
|
|
4,356
|
|
Interest expense
|
|
|
4,683
|
|
Auction agent fees
|
|
|
24
|
|
|
|
|
|
|
Total Expenses Before Taxes
|
|
|
9,063
|
|
|
|
|
|
|
Net Investment Loss Before Taxes
|
|
|
(5,961
|
)
|
Deferred tax benefit
|
|
|
2,206
|
|
|
|
|
|
|
Net Investment Loss
|
|
|
(3,755
|
)
|
|
|
|
|
|
REALIZED AND UNREALIZED GAINS/(LOSSES)
|
|
|
|
|
Net Realized Gains/(Losses)
|
|
|
|
|
Investments
|
|
|
(1,388
|
)
|
Options
|
|
|
345
|
|
Payments on interest rate swap contracts
|
|
|
(13,154
|
)
|
Deferred tax benefit
|
|
|
5,253
|
|
|
|
|
|
|
Net Realized Losses
|
|
|
(8,944
|
)
|
|
|
|
|
|
Net Change in Unrealized Gains/(Losses)
|
|
|
|
|
Investments
|
|
|
55,000
|
|
Options
|
|
|
(2,250
|
)
|
Interest rate swap contracts
|
|
|
9,003
|
|
Deferred tax expense
|
|
|
(22,849
|
)
|
|
|
|
|
|
Net Change in Unrealized Gains
|
|
|
38,904
|
|
|
|
|
|
|
Net Realized and Unrealized Gains
|
|
|
29,960
|
|
|
|
|
|
|
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
|
|
|
26,205
|
|
DISTRIBUTION TO PREFERRED STOCKHOLDERS
|
|
|
(192
|
)
|
|
|
|
|
|
NET INCREASE IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS
RESULTING FROM OPERATIONS
|
|
$
|
26,013
|
|
|
|
|
|
|
See accompanying notes to financial statements.
7
KAYNE
ANDERSON MLP INVESTMENT COMPANY
STATEMENT
OF CHANGES IN NET ASSETS APPLICABLE TO COMMON
STOCKHOLDERS
(amounts in 000s, except share amounts)
|
|
|
|
|
|
|
|
|
|
|
For the Three
|
|
|
|
|
|
|
Months Ended
|
|
|
For the Fiscal
|
|
|
|
February 28, 2009
|
|
|
Year Ended
|
|
|
|
(Unaudited)
|
|
|
November 30, 2008
|
|
|
OPERATIONS
|
|
|
|
|
|
|
|
|
Net investment loss, net of tax
|
|
$
|
(3,755
|
)
|
|
$
|
(31,676
|
)
|
Net realized losses, net of tax
|
|
|
(8,944
|
)
|
|
|
(628
|
)
|
Net change in unrealized gains/(losses), net of tax
|
|
|
38,904
|
|
|
|
(549,121
|
)
|
|
|
|
|
|
|
|
|
|
Net Increase/(Decrease) in Net Assets Resulting from
Operations
|
|
|
26,205
|
|
|
|
(581,425
|
)
|
|
|
|
|
|
|
|
|
|
DIVIDENDS/DISTRIBUTIONS TO PREFERRED STOCKHOLDERS
|
|
|
|
|
Dividends
|
|
|
|
|
|
|
|
|
Distributions return of capital
|
|
|
(192
|
)(1)
|
|
|
(4,176
|
)(2)
|
|
|
|
|
|
|
|
|
|
Dividends/Distributions to Preferred Shareholders
|
|
|
(192
|
)
|
|
|
(4,176
|
)
|
|
|
|
|
|
|
|
|
|
DIVIDENDS/DISTRIBUTIONS TO COMMON STOCKHOLDERS
|
|
|
|
|
Dividends
|
|
|
|
|
|
|
|
|
Distributions return of capital
|
|
|
(22,088
|
)(1)
|
|
|
(86,757
|
)(2)
|
|
|
|
|
|
|
|
|
|
Dividends/Distributions to Common Shareholders
|
|
|
(22,088
|
)
|
|
|
(86,757
|
)
|
|
|
|
|
|
|
|
|
|
CAPITAL STOCK TRANSACTIONS
|
|
|
|
|
|
|
|
|
Issuance of 343,871 and 950,637 shares of common stock from
reinvestment of distributions, respectively
|
|
|
5,650
|
|
|
|
23,484
|
|
|
|
|
|
|
|
|
|
|
Total Increase/(Decrease) in Net Assets Applicable to Common
Stockholders
|
|
|
9,575
|
|
|
|
(648,874
|
)
|
|
|
|
|
|
|
|
|
|
NET ASSETS ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
|
|
|
|
Beginning of period
|
|
|
651,156
|
|
|
|
1,300,030
|
|
|
|
|
|
|
|
|
|
|
End of period
|
|
$
|
660,731
|
|
|
$
|
651,156
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
This is an estimate of the characterization of a portion of the
total distributions paid to preferred and common stockholders
for the three months ended February 28, 2009 as either
dividends (ordinary income) or distributions (return of
capital). This estimate is based on the Companys operating
results during the period. The actual characterization of the
preferred and common stock distributions made during the year
will not be determinable until after the end of the fiscal year
when the Company can determine earnings and profits and,
therefore, it may differ from the preliminary estimates. |
|
(2) |
|
The information presented in each of these items is a
characterization of a portion of the total distributions paid to
preferred and common stockholders for the fiscal year ended
November 30, 2008 as either dividends (ordinary income) or
distributions (return of capital). This characterization is
based on the Companys earnings and profits. |
See accompanying notes to financial statements.
8
KAYNE
ANDERSON MLP INVESTMENT COMPANY
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2009
(amounts in 000s)
(UNAUDITED)
|
|
|
|
|
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
Net increase in net assets resulting from operations
|
|
$
|
26,205
|
|
Adjustments to reconcile net increase in net assets resulting
from operations to net cash used in operating activities:
|
|
|
|
|
Net deferred tax expense
|
|
|
15,390
|
|
Return of capital distributions
|
|
|
22,712
|
|
Net realized losses
|
|
|
14,197
|
|
Unrealized gains on investments, interest rate swap contracts
and options written
|
|
|
(61,753
|
)
|
Amortization of debt premium, net
|
|
|
25
|
|
Purchase of investments
|
|
|
(49,124
|
)
|
Proceeds from sale of investments
|
|
|
57,429
|
|
Purchase of short-term investments, net
|
|
|
(10,985
|
)
|
Sale of option contracts, net
|
|
|
1,732
|
|
Decrease in deposits with brokers
|
|
|
2,075
|
|
Increase in receivable for securities sold
|
|
|
(4,711
|
)
|
Decrease in income tax receivable
|
|
|
665
|
|
Decrease in interest, dividend and distributions receivables
|
|
|
345
|
|
Decrease in deferred debt issuance costs and other
|
|
|
188
|
|
Increase in payable for securities purchased
|
|
|
7,596
|
|
Decrease in investment management fee payable
|
|
|
(1,412
|
)
|
Decrease in accrued directors fees
|
|
|
(1
|
)
|
Decrease in accrued expenses and other liabilities
|
|
|
(3,943
|
)
|
|
|
|
|
|
Net Cash Provided by Operating Activities
|
|
|
16,630
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
Cash distributions paid to preferred stockholders
|
|
|
(192
|
)
|
Cash distributions paid to common stockholders
|
|
|
(16,438
|
)
|
|
|
|
|
|
Net Cash Used in Financing Activities
|
|
|
(16,630
|
)
|
|
|
|
|
|
NET CHANGE IN CASH
|
|
|
|
|
CASH BEGINNING OF PERIOD
|
|
|
|
|
|
|
|
|
|
CASH END OF PERIOD
|
|
$
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information:
Noncash financing activities not included herein consist of
reinvestment of distributions of $5,650 pursuant to the
Companys dividend reinvestment plan.
During the three months ended February 28, 2009, the
Company received a federal income tax refund of $665 and
interest paid was $8,439.
See accompanying notes to financial statements.
9
KAYNE
ANDERSON MLP INVESTMENT COMPANY
FINANCIAL HIGHLIGHTS
(amounts in 000s, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Period
|
|
|
|
Months Ended
|
|
|
For the Fiscal Year Ended
|
|
|
September 28,
2004(1)
|
|
|
|
February 28, 2009
|
|
|
November 30,
|
|
|
through
|
|
|
|
(Unaudited)
|
|
|
2008
|
|
|
2007
|
|
|
2006
|
|
|
2005
|
|
|
November 30, 2004
|
|
|
Per Share of Common Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
$
|
14.74
|
|
|
$
|
30.08
|
|
|
$
|
28.99
|
|
|
$
|
25.07
|
|
|
$
|
23.91
|
|
|
$
|
23.70
|
(2)
|
Income from
Operations(3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income/(loss)
|
|
|
(0.08
|
)
|
|
|
(0.73
|
)
|
|
|
(0.73
|
)
|
|
|
(0.62
|
)
|
|
|
(0.17
|
)
|
|
|
0.02
|
|
Net realized and unrealized gain/(loss) on investments,
securities sold short, options and interest rate swap contracts
|
|
|
0.68
|
|
|
|
(12.56
|
)
|
|
|
3.58
|
|
|
|
6.39
|
|
|
|
2.80
|
|
|
|
0.19
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total income/(loss) from investment operations
|
|
|
0.60
|
|
|
|
(13.29
|
)
|
|
|
2.85
|
|
|
|
5.77
|
|
|
|
2.63
|
|
|
|
0.21
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends and Distributions Preferred
Stockholders(3)(4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends
|
|
|
|
|
|
|
|
|
|
|
(0.10
|
)
|
|
|
|
|
|
|
(0.05
|
)
|
|
|
|
|
Distributions return of capital
|
|
|
|
|
|
|
(0.10
|
)
|
|
|
|
|
|
|
(0.10
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total dividends and distributions Preferred
Stockholders
|
|
|
|
|
|
|
(0.10
|
)
|
|
|
(0.10
|
)
|
|
|
(0.10
|
)
|
|
|
(0.05
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends and Distributions Common
Stockholders(4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends
|
|
|
|
|
|
|
|
|
|
|
(0.09
|
)
|
|
|
|
|
|
|
(0.13
|
)
|
|
|
|
|
Distributions return of capital
|
|
|
(0.50
|
)
|
|
|
(1.99
|
)
|
|
|
(1.84
|
)
|
|
|
(1.75
|
)
|
|
|
(1.37
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total dividends and distributions Common Stockholders
|
|
|
(0.50
|
)
|
|
|
(1.99
|
)
|
|
|
(1.93
|
)
|
|
|
(1.75
|
)
|
|
|
(1.50
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Stock
Transactions(3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting discounts and offering costs on the issuance of
preferred stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
|
|
Anti-dilutive effect due to issuance of common stock, net of
underwriting discounts and offering costs
|
|
|
|
|
|
|
|
|
|
|
0.26
|
|
|
|
|
|
|
|
0.11
|
|
|
|
|
|
Anti-dilutive effect due to shares issued in reinvestment of
dividends
|
|
|
|
|
|
|
0.04
|
|
|
|
0.01
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total capital stock transactions
|
|
|
|
|
|
|
0.04
|
|
|
|
0.27
|
|
|
|
|
|
|
|
0.08
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, end of period
|
|
$
|
14.84
|
|
|
$
|
14.74
|
|
|
$
|
30.08
|
|
|
$
|
28.99
|
|
|
$
|
25.07
|
|
|
$
|
23.91
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Market value per share of common stock, end of period
|
|
$
|
17.32
|
|
|
$
|
13.37
|
|
|
$
|
28.27
|
|
|
$
|
31.39
|
|
|
$
|
24.33
|
|
|
$
|
24.90
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investment return based on common stock market
value(5)
|
|
|
33.5
|
%(6)
|
|
|
(48.8
|
)%
|
|
|
(4.4
|
)%
|
|
|
37.9
|
%
|
|
|
3.7
|
%
|
|
|
(0.4
|
)%(6)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Data and
Ratios(7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets applicable to common stockholders, end of period
|
|
$
|
660,731
|
|
|
$
|
651,156
|
|
|
$
|
1,300,030
|
|
|
$
|
1,103,392
|
|
|
$
|
932,090
|
|
|
$
|
792,836
|
|
Ratio of expenses to average net
assets:(8)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Excluding income tax expense/benefit, interest expense and
auction agent fees
|
|
|
2.8
|
%
|
|
|
2.5
|
%
|
|
|
2.5
|
%
|
|
|
3.4
|
%
|
|
|
1.5
|
%
|
|
|
1.2
|
%
|
Excluding income tax expense/benefit
|
|
|
5.7
|
%
|
|
|
5.9
|
%
|
|
|
4.8
|
%
|
|
|
5.1
|
%
|
|
|
2.3
|
%
|
|
|
1.2
|
%
|
Including income tax expense/benefit
|
|
|
15.5
|
%
|
|
|
(23.8
|
)%
|
|
|
8.3
|
%
|
|
|
18.9
|
%
|
|
|
8.7
|
%
|
|
|
4.7
|
%
|
Ratio of net investment income/(loss) to average net assets
|
|
|
(2.4
|
)%
|
|
|
(2.8
|
)%
|
|
|
(2.3
|
)%
|
|
|
(2.4
|
)%
|
|
|
(0.7
|
)%
|
|
|
0.5
|
%
|
Net increase/(decrease) in net assets to common stockholders
resulting from operations to average net assets
|
|
|
4.1
|
%(6)
|
|
|
(51.2
|
)%
|
|
|
7.3
|
%
|
|
|
21.7
|
%
|
|
|
10.0
|
%
|
|
|
0.9
|
%(6)
|
Portfolio turnover rate
|
|
|
5.4
|
%(6)
|
|
|
6.7
|
%
|
|
|
10.6
|
%
|
|
|
10.0
|
%
|
|
|
25.6
|
%
|
|
|
11.8
|
%(6)
|
Senior Notes outstanding, end of period
|
|
$
|
304,000
|
|
|
$
|
304,000
|
|
|
$
|
505,000
|
|
|
$
|
320,000
|
|
|
$
|
260,000
|
|
|
|
|
|
Revolving credit facility
|
|
|
|
|
|
|
|
|
|
$
|
97,000
|
|
|
$
|
17,000
|
|
|
|
|
|
|
|
|
|
Auction Rate Preferred Stock, end of period
|
|
$
|
75,000
|
|
|
$
|
75,000
|
|
|
$
|
75,000
|
|
|
$
|
75,000
|
|
|
$
|
75,000
|
|
|
|
|
|
Asset coverage of total debt Dividend Payment
Test(9)
|
|
|
342.0
|
%
|
|
|
338.9
|
%
|
|
|
372.3
|
%
|
|
|
468.3
|
%
|
|
|
487.3
|
%
|
|
|
|
|
Asset coverage of total debt Debt Incurrence
Test(10)
|
|
|
342.0
|
%
|
|
|
338.9
|
%
|
|
|
328.4
|
%
|
|
|
449.7
|
%
|
|
|
487.3
|
%
|
|
|
|
|
Asset coverage of total leverage (Debt and Preferred
Stock)(11)
|
|
|
274.3
|
%
|
|
|
271.8
|
%
|
|
|
292.0
|
%
|
|
|
367.8
|
%
|
|
|
378.2
|
%
|
|
|
|
|
Average amount of borrowings outstanding per share of common
stock during the
period(3)
|
|
$
|
6.85
|
|
|
$
|
11.52
|
|
|
$
|
12.14
|
|
|
$
|
8.53
|
|
|
$
|
5.57
|
|
|
|
|
|
See accompanying notes to financial statements.
10
KAYNE
ANDERSON MLP INVESTMENT COMPANY
FINANCIAL HIGHLIGHTS
(amounts in 000s, except per share amounts)
|
|
|
(1) |
|
Commencement of operations. |
|
(2) |
|
Initial public offering price of $25.00 per share less
underwriting discounts of $1.25 per share and offering costs of
$0.05 per share. |
|
(3) |
|
Based on average shares of common stock outstanding of
44,371,046; 43,671,666; 41,134,949; 37,638,314; 34,077,731 and
33,165,900, for the three months ended February 28, 2009,
fiscal years ended November 30, 2008 through 2005 and the
period September 28, 2004 through November 30, 2004. |
|
(4) |
|
The information presented for the three months ended
February 28, 2009 is an estimate of the characterization of
the distribution paid and is based on the Companys
operating results during the period. The information presented
for each other period is a characterization of a portion of the
total distributions paid to preferred stockholders and common
stockholders as either a dividend (ordinary income) or a
distribution (return of capital) and is based on the
Companys earnings and profits. |
|
(5) |
|
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 assumed reinvestment of distributions at
actual prices pursuant to the Companys dividend
reinvestment plan. |
|
(6) |
|
Not annualized. |
|
(7) |
|
Unless otherwise noted, ratios are annualized for periods of
less than one full year. |
|
(8) |
|
The following tables set forth the components of the
Companys ratio of expenses to average total assets and
average net assets for each period presented in the
Companys Financial Highlights. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of Expenses to Average Total Assets as of
|
|
|
|
February 28,
|
|
|
November 30,
|
|
|
|
2009
|
|
|
2008
|
|
|
2007
|
|
|
2006
|
|
|
2005
|
|
|
2004
|
|
|
Management fees
|
|
|
1.3
|
%
|
|
|
1.4
|
%
|
|
|
1.4
|
%
|
|
|
2.0
|
%
|
|
|
0.9
|
%
|
|
|
0.7
|
%
|
Other expenses
|
|
|
0.4
|
|
|
|
0.2
|
|
|
|
0.2
|
|
|
|
0.2
|
|
|
|
0.3
|
|
|
|
0.4
|
|
Total expenses excluding income tax expense/benefit,
interest expense and auction agent fees
|
|
|
1.7
|
%
|
|
|
1.6
|
%
|
|
|
1.6
|
%
|
|
|
2.2
|
%
|
|
|
1.2
|
%
|
|
|
1.1
|
%
|
Interest expense and auction agent fees
|
|
|
1.8
|
|
|
|
2.1
|
|
|
|
1.3
|
|
|
|
1.1
|
|
|
|
0.6
|
|
|
|
0.0
|
|
Total expenses excluding income tax expense/benefit
income taxes and auction agent fees
|
|
|
3.5
|
%
|
|
|
3.7
|
%
|
|
|
2.9
|
%
|
|
|
3.3
|
%
|
|
|
1.8
|
%
|
|
|
1.1
|
%
|
Income tax expense/benefit
|
|
|
5.9
|
|
|
|
(18.5
|
)
|
|
|
2.2
|
|
|
|
8.9
|
|
|
|
5.0
|
|
|
|
3.3
|
|
Total expenses including tax expense/benefit
|
|
|
9.4
|
%
|
|
|
(14.8
|
)%
|
|
|
5.1
|
%
|
|
|
12.2
|
%
|
|
|
6.8
|
%
|
|
|
4.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total assets
|
|
$
|
1,053,397
|
|
|
$
|
1,841,311
|
|
|
$
|
2,105,217
|
|
|
$
|
1,520,322
|
|
|
$
|
1,137,399
|
|
|
$
|
778,899
|
|
See accompanying notes to financial statements.
11
KAYNE
ANDERSON MLP INVESTMENT COMPANY
FINANCIAL HIGHLIGHTS
(amounts in 000s, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of Expenses to Average Net Assets as of
|
|
|
|
February 28,
|
|
|
November 30,
|
|
|
|
2009
|
|
|
2008
|
|
|
2007
|
|
|
2006
|
|
|
2005
|
|
|
2004
|
|
|
Management fees
|
|
|
2.1
|
%
|
|
|
2.2
|
%
|
|
|
2.3
|
%
|
|
|
3.2
|
%
|
|
|
1.2
|
%
|
|
|
0.8
|
%
|
Other expenses
|
|
|
0.7
|
|
|
|
0.3
|
|
|
|
0.2
|
|
|
|
0.2
|
|
|
|
0.3
|
|
|
|
0.4
|
|
Total expenses excluding income tax expense/benefit,
interest expense and auction agent fees
|
|
|
2.8
|
%
|
|
|
2.5
|
%
|
|
|
2.5
|
%
|
|
|
3.4
|
%
|
|
|
1.5
|
%
|
|
|
1.2
|
%
|
Interest expense and auction agent fees
|
|
|
2.9
|
|
|
|
3.4
|
|
|
|
2.3
|
|
|
|
1.7
|
|
|
|
0.8
|
|
|
|
0.0
|
|
Total expenses excluding income tax expense/benefit
income taxes and auction agent fees
|
|
|
5.7
|
%
|
|
|
5.9
|
%
|
|
|
4.8
|
%
|
|
|
5.1
|
%
|
|
|
2.3
|
%
|
|
|
1.2
|
%
|
Income tax expense/benefit
|
|
|
9.8
|
|
|
|
(29.7
|
)
|
|
|
3.5
|
|
|
|
13.8
|
|
|
|
6.4
|
|
|
|
3.5
|
|
Total expenses including tax expense/benefit
|
|
|
15.5
|
%
|
|
|
(23.8
|
)%
|
|
|
8.3
|
%
|
|
|
18.9
|
%
|
|
|
8.7
|
%
|
|
|
4.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average net assets
|
|
$
|
640,102
|
|
|
$
|
1,143,192
|
|
|
$
|
1,302,425
|
|
|
$
|
986,908
|
|
|
$
|
870,672
|
|
|
$
|
729,280
|
|
|
|
|
(9) |
|
Calculated pursuant to section 18(a)(1)(B) of the 1940 Act.
Represents the value of total assets less all liabilities not
represented by senior notes or any other senior securities
representing indebtedness divided by the aggregate amount of
senior notes and any other securities representing indebtedness.
Under the 1940 Act, the Company may not declare or make any
distribution on its common stock and preferred stock if at the
time of such declaration, asset coverage with respect to senior
securities representing indebtedness would be less than 300% and
200%, respectively. |
|
(10) |
|
Calculated pursuant to section 18(a)(1)(A) of the 1940 Act.
Represents the value of total assets less all liabilities not
represented by senior notes or any other senior securities
representing indebtedness divided by the aggregate amount of
senior notes and any other senior securities representing
indebtedness. Under the 1940 Act, the Company may not incur
additional indebtedness if, at the time of such incurrence,
asset coverage with respect to senior securities representing
indebtedness would be less than 300%. For purposes of this test
the revolving credit facility is considered a senior security
representing indebtedness. |
|
(11) |
|
Calculated pursuant to section 18(a)(2)(A) and
section 18(a)(2)(B) of the 1940 Act. Represents the value
of total assets less all liabilities not represented by senior
notes, any other senior securities representing indebtedness,
and auction rate preferred stock divided by the aggregate amount
of senior notes, any other senior securities representing
indebtedness and auction rate preferred stock. Under the 1940
Act, the Company may not declare or make any distribution on its
common stock nor can it incur additional preferred stock if at
the time of such declaration or incurrence its asset coverage
with respect to all senior securities would be less than 200%.
For purposes of this test, the revolving credit facility is
considered a senior security representing indebtedness. |
See accompanying notes to financial statements.
12
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 2009
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
Kayne Anderson MLP Investment Company (the Company)
was organized as a Maryland corporation on June 4, 2004,
and is a non-diversified closed-end management investment
company registered under the Investment Company Act of 1940, as
amended (the 1940 Act). The Companys
investment objective is to obtain a high after-tax total return
by investing at least 85% of its net assets plus any borrowings
(total assets) in energy-related master limited
partnerships and their affiliates (collectively,
MLPs), and in other companies that, as their
principal business, operate assets used in the gathering,
transporting, processing, storing, refining, distributing,
mining or marketing of natural gas, natural gas liquids
(including propane), crude oil, refined petroleum products or
coal (collectively with MLPs, Midstream Energy
Companies). The Company commenced operations on
September 28, 2004. The Companys shares of common
stock are listed on the New York Stock Exchange, Inc.
(NYSE) under the symbol KYN.
|
|
2.
|
Significant
Accounting Policies
|
A. Use of Estimates The
preparation of financial statements in conformity with
accounting principles generally accepted in the United States of
America (GAAP) requires management to make estimates
and assumptions that affect the reported amount of assets and
liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts
of revenue and expenses during the period. Actual results could
differ materially from those estimates.
B. Calculation of Net Asset Value
The Company determines its net asset value as of the close of
regular session trading on the NYSE no less frequently than the
last business day of each month, and makes its net asset value
available for publication monthly. Currently, the Company
calculates its net asset value on a weekly basis and such
calculation is made available on its website,
www.kaynefunds.com. Net asset value is computed by dividing the
value of the Companys assets (including accrued interest
and distributions), less all of its liabilities (including
accrued expenses, distributions payable, current and deferred
and other accrued income taxes, and any borrowings) and the
liquidation value of any outstanding preferred stock, by the
total number of common shares outstanding.
C. Investment Valuation Readily
marketable portfolio securities listed on any exchange other
than the NASDAQ Stock Market, Inc. (NASDAQ) are
valued, except as indicated below, at the last sale price on the
business day as of which such value is being determined. If
there has been no sale on such day, the securities are valued at
the mean of the most recent bid and asked prices on such day.
Securities admitted to trade on the NASDAQ are valued at the
NASDAQ official closing price. Portfolio securities traded on
more than one securities exchange are valued at the last sale
price on the business day as of which such value is being
determined at the close of the exchange representing the
principal market for such securities.
Equity securities traded in the over-the-counter market, but
excluding securities admitted to trading on the NASDAQ, are
valued at the closing bid prices. Fixed income securities that
are considered corporate bonds are valued by using the mean of
the bid and ask prices provided by an independent pricing
service. For fixed income securities that are considered
corporate bank loans, the fair market value is determined by
using the mean of the bid and ask prices provided by the
syndicate bank or principal market maker. When price quotes are
not available, fair market value will be based on prices of
comparable securities. In certain cases, the Company may not be
able to purchase or sell fixed income securities at the quoted
prices due to the lack of liquidity for these securities.
Exchange-traded options and futures contracts are valued at the
last sales price at the close of trading in the market where
such contracts are principally traded or, if there was no sale
on the applicable exchange on such day, at the mean between the
quoted bid and ask price as of the close of such exchange.
13
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
The Company holds securities that are privately issued or
otherwise restricted as to resale. For these securities, as well
as any other portfolio security held by the Company for which
reliable market quotations are not readily available, valuations
are determined in a manner that most fairly reflects fair value
of the security on the valuation date. Unless otherwise
determined by the Board of Directors, the following valuation
process is used for such securities:
|
|
|
|
|
Investment Team Valuation. The
applicable investments are initially valued by KA
Fund Advisors, LLC (Kayne Anderson or the
Adviser) investment professionals responsible for
the portfolio investments;
|
|
|
|
Investment Team Valuation
Documentation. Preliminary valuation
conclusions are documented and discussed with senior management
of Kayne Anderson. Such valuations generally are submitted to
the Valuation Committee (a committee of the Companys Board
of Directors) or the Board of Directors on a monthly basis, and
stand for intervening periods of time.
|
|
|
|
Valuation Committee. The Valuation
Committee meets on or about the end of each month to consider
new valuations presented by Kayne Anderson, if any, which were
made in accordance with the Valuation Procedures in such month.
Between meetings of the Valuation Committee, a senior officer of
Kayne Anderson is authorized to make valuation determinations.
The Valuation Committees valuations stand for intervening
periods of time unless the Valuation Committee meets again at
the request of Kayne Anderson, the Board of Directors, or the
Valuation Committee itself. All valuation determinations of the
Valuation Committee are subject to ratification by the Board at
its next regular meeting.
|
|
|
|
Valuation Firm. No less than quarterly,
a third-party valuation firm engaged by the Board of Directors
reviews the valuation methodologies and calculations employed
for these securities.
|
|
|
|
Board of Directors Determination. The
Board of Directors meets quarterly to consider the valuations
provided by Kayne Anderson and the Valuation Committee, if
applicable, and ratify valuations for the applicable securities.
The Board of Directors considers the report provided by the
third-party valuation firm in reviewing and determining in good
faith the fair value of the applicable portfolio securities.
|
Unless otherwise determined by the Board of Directors,
securities that are convertible into or otherwise will become
publicly traded (e.g., through subsequent registration or
expiration of a restriction on trading) are valued through the
process described above, using a valuation based on the market
value of the publicly traded security less a discount. The
discount is initially equal in amount to the discount negotiated
at the time the purchase price is agreed to. To the extent that
such securities are convertible or otherwise become publicly
traded within a time frame that may be reasonably determined,
Kayne Anderson may determine an applicable discount in
accordance with a methodology approved by the Valuation
Committee.
At February 28, 2009, the Company held 2.5% of its net
assets applicable to common stockholders (1.6% of total assets)
in securities valued at fair value as determined pursuant to
procedures adopted by the Board of Directors, with fair value of
$16,753. Although these securities may be resold in privately
negotiated transactions (subject to certain restrictions), these
values may differ from the values that would have been used had
a ready market for these securities existed, and the differences
could be material (See Note 7 Restricted
Securities).
D. Repurchase Agreements The Company has
agreed to purchase securities from financial institutions,
subject to the sellers agreement to repurchase them at an
agreed-upon
time and price (repurchase agreements). The
financial institutions with which the Company enters into
repurchase agreements are banks and broker/dealers which Kayne
Anderson considers creditworthy. The seller under a repurchase
agreement is required to maintain the value of the securities as
collateral, subject to the agreement, at not less than the
repurchase price plus accrued interest. Kayne Anderson monitors
daily the mark-to-market of the value of the collateral, and, if
necessary, requires the seller to maintain additional securities
so that the value of the collateral is not less than the
repurchase price.
14
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
Default by or bankruptcy of the seller would, however, expose
the Company to possible loss because of adverse market action or
delays in connection with the disposition of the underlying
securities.
E. Short Sales A short sale is a
transaction in which the Company sells securities it does not
own (but has borrowed) in anticipation of or to hedge against a
decline in the market price of the securities. To complete a
short sale, the Company may arrange through a broker to borrow
the securities to be delivered to the buyer. The proceeds
received by the Company for the short sale are retained by the
broker until the Company replaces the borrowed securities. In
borrowing the securities to be delivered to the buyer, the
Company becomes obligated to replace the securities borrowed at
their market price at the time of replacement, whatever the
price may be.
All short sales are fully collateralized. The Company maintains
assets consisting of cash or liquid securities equal in amount
to the liability created by the short sale. These assets are
adjusted daily to reflect changes in the value of the securities
sold short. The Company is liable for any dividends or
distributions paid on securities sold short.
The Company may also sell short against the box
(i.e., the Company enters into a short sale as described
above while holding an offsetting long position in the security
which it sold short). If the Company enters into a short sale
against the box, the Company segregates an
equivalent amount of securities owned as collateral while the
short sale is outstanding. At February 28, 2009, the
Company had no open short sales.
F. Security Transactions Security
transactions are accounted for on the date these securities are
purchased or sold (trade date). Realized gains and losses are
reported on an identified cost basis.
G. Return of Capital Estimates
Distributions received from the Companys investments in
MLPs generally are comprised of income and return of capital.
The Company records investment income and return of capital
based on estimates made at the time such distributions are
received. Such estimates are based on historical information
available from each MLP and other industry sources. These
estimates may subsequently be revised based on information
received from MLPs after their tax reporting periods are
concluded.
For the three months ended February 28, 2009, the Company
estimated that 90% of the MLP distributions received would be
treated as a return of capital. The Company recorded as return
of capital the amount of $22,712 of dividends and distributions
received from its investments. Net Realized Losses and Net
Change in Unrealized Losses in the accompanying Statement of
Operations were decreased by $6,676 and $16,036, respectively,
attributable to the recording of such dividends and
distributions as reduction in the cost basis of investments.
H. Investment Income The Company records
dividends and distributions on the ex-dividend date. Interest
income is recognized on the accrual basis, including
amortization of premiums and accretion of discounts. In
accordance with Statement of Position (SOP)
93-1,
Financial Accounting and Reporting for High-Yield Debt
Securities by Investment Companies, to the extent that
interest income to be received is not to be realized, a reserve
against income is established.
Many of the Companys fixed income securities were
purchased at a discount or premium to the par value of the
security. The non-cash accretion of a discount to par value
increases interest income while the non-cash amortization of a
premium to par value decreases interest income. The amount of
these non-cash adjustments can be found in the Companys
Statement of Cash Flows.
I. Dividends and Distributions to
Stockholders Dividends and distributions to
common stockholders are recorded on the ex-dividend date. The
character of dividends and distributions made during the year
may differ from their ultimate characterization for federal
income tax purposes. Dividends and distributions to stockholders
of the Companys auction rate preferred stock are accrued
on a daily basis and are determined as described in
Note 12 Preferred Stock. The Companys
dividends and distributions will be comprised of return of
capital
and/or
ordinary income, which is based on the earnings and profits of
the Company. The Company is unable to make final
15
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
determinations as to the character of the distribution until the
January after the end of the current fiscal year. The Company
will inform its common stockholders of the character of
dividends and distributions made during that fiscal year in
January following such fiscal year.
J. Partnership Accounting Policy The
Company records its pro-rata share of the income/(loss) and
capital gains/(losses), to the extent of dividends it has
received, allocated from the underlying partnerships and adjusts
the cost of the underlying partnerships accordingly. These
amounts are included in the Companys Statement of
Operations.
K. Federal and State Income Taxation The
Company, as a corporation, is obligated to pay federal and state
income tax on its taxable income. The Company invests its assets
primarily in MLPs, which generally are treated as partnerships
for federal income tax purposes. As a limited partner in the
MLPs, the Company includes its allocable share of the MLPs
taxable income in computing its own taxable income. Deferred
income taxes reflect (i) taxes on unrealized
gains/(losses), which are attributable to the temporary
difference between fair market value and tax basis,
(ii) the net tax effects of temporary differences between
the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes
and (iii) the net tax benefit of accumulated net operating
losses. To the extent the Company has a deferred tax asset;
consideration is given as to whether or not a valuation
allowance is required. The need to establish a valuation
allowance for deferred tax assets is assessed periodically by
the Company based on the criterion established by the Statement
of Financial Standards, Accounting for Income Taxes
(SFAS No. 109) that it is more likely
than not that some portion or all of the deferred tax asset will
not be realized. In the assessment for a valuation allowance,
consideration is given to all positive and negative evidence
related to the realization of the deferred tax asset. This
assessment considers, among other matters, the nature, frequency
and severity of current and cumulative losses, forecasts of
future profitability (which are highly dependent on future MLP
cash distributions), the duration of statutory carryforward
periods and the associated risk that operating loss
carryforwards may expire unused.
The Company may rely to some extent on information provided by
the MLPs, which may not necessarily be timely, to estimate
taxable income allocable to the MLP units held in the portfolio
and to estimate the associated deferred tax liability. Such
estimates are made in good faith. From time to time, as new
information becomes available, the Company modifies its
estimates or assumptions regarding the deferred tax liability.
The Companys policy is to classify interest and penalties
associated with underpayment of federal and state income taxes,
if any, as income tax expense on its Statement of Operations. As
of February 28, 2009, the Company does not have any
interest or penalties associated with the underpayment of any
income taxes. All tax years since inception remain open and
subject to examination by tax jurisdictions.
L. Derivative Financial Instruments The
Company uses derivative financial instruments (principally
interest rate swap contracts) to manage interest rate risks. The
Company uses interest rate swap contracts to hedge against
increasing interest expense on its leverage resulting from
increases in short term interest rates. The Company does not
hedge any interest rate risk associated with portfolio holdings.
Interest rate transactions the Company uses for hedging purposes
expose it to certain risks that differ from the risks associated
with its portfolio holdings. A decline in interest rates may
result in a decline in the value of the swap contracts, which,
everything else being held constant, would result in a decline
in the net assets of the Company. In addition, if the
counterparty to an interest rate swap or cap defaults, the
Company would not be able to use the anticipated net receipts
under the interest rate swap or cap to offset its cost of
financial leverage.
Interest rate swap contracts are recorded at fair value with
changes in value during the reporting period, and amounts
accrued under the agreements, included as unrealized gains or
losses in the Statement of Operations. Monthly cash settlements
under the terms of the interest rate swap agreements are
recorded as realized gains or losses in the Statement of
Operations. The Company generally values its interest rate swap
contracts based on dealer quotations, if available, or by
discounting the future cash flows from the stated terms of the
interest rate swap
16
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
agreement by using interest rates currently available in the
market. See Note 13 Interest Rate Swap
Contracts for more detail.
The Company is also exposed to financial market risks including
changes in the valuations of its investment portfolio. The
Company may purchase or write (sell) call options. A call option
on a security is a contract that gives the holder of the option,
in return for a premium, the right to buy from the writer of the
option the security underlying the option at a specified
exercise price at any time during the term of the option.
The Company would normally purchase call options in anticipation
of a increase in the market value of securities of the type in
which it may invest. The Company would ordinarily realize a gain
on a purchased call option if, during the option period, the
value of such securities exceeded the sum of the exercise price,
the premium paid and transaction costs; otherwise the Company
would realize either no gain or a loss on the purchased call
option.
The Company may also write (sell) call options with the purpose
of generating income or reducing its holding of certain
securities. The writer of an option on a security has the
obligation upon exercise of the option to deliver the underlying
security upon payment of the exercise price. The successful use
of options depends in part on the degree of correlation between
the options and securities.
When the Company writes a call option, an amount equal to the
premium received by the Company is recorded as a liability and
is subsequently adjusted to the current fair value of the option
written. Premiums received from writing options that expire
unexercised are treated by the Company on the expiration date as
realized gains from investments. The difference between the
premium and the amount paid on effecting a closing purchase
transaction, including brokerage commissions, is also treated as
a realized gain, or if the premium is less than the amount paid
for the closing purchase transaction, as a realized loss. If a
call option is exercised, the premium is added to the proceeds
from the sale of the underlying security in determining whether
the Company has realized a gain or loss. If a put option is
exercised, the premium reduces the cost basis of the securities
purchased by the Company. The Company, as the writer of an
option, bears the market risk of an unfavorable change in the
price of the security underlying the written option. See
Note 8 Option Contracts for more detail on
option contracts written and purchased.
In March 2008, the FASB issued SFAS No. 161,
Disclosures about Derivative Instruments and Hedging
Activities. This standard amends and expands the disclosure
requirements of SFAS No. 133, Accounting for
Derivative Instruments and Hedging Activities, to illustrate
how and why an entity uses derivative instruments; how
derivative instruments and related hedged items are accounted
for under SFAS No. 133; and how derivative instruments
and related hedged items affect an entitys financial
position, financial performance and cash flows.
SFAS No. 161 is effective for financial statements
issued for fiscal years beginning after November 15, 2008
and interim periods within those fiscal years. As of
December 1, 2008, the Company adopted
SFAS No. 161.
17
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
The following table sets forth the fair value of the
Companys derivative instruments.
|
|
|
|
|
|
|
Derivatives Not Accounted for
|
|
|
|
Fair Value as of
|
|
as Hedging Instruments
|
|
|
|
February 28,
|
|
Under SFAS No. 133
|
|
Statement of Assets and Liabilities Location
|
|
2009
|
|
|
Assets
|
|
|
|
|
|
|
Call options
|
|
Call option contracts purchased
|
|
$
|
1,169
|
|
Interest rate swap contracts
|
|
Unrealized appreciation on interest rate swap contracts
|
|
|
154
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
1,323
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
Call options
|
|
Call option contracts written
|
|
$
|
9
|
|
Interest rate swap contracts
|
|
Unrealized depreciation on interest rate swap contracts
|
|
|
28
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
37
|
|
|
|
|
|
|
|
|
The following table sets forth the effect of derivative
instruments on the Statement of Operations.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
|
|
|
|
|
|
Ended February 28, 2009
|
|
|
|
|
|
|
|
|
Change in
|
|
|
|
|
|
Net Realized
|
|
|
Unrealized
|
|
|
|
|
|
Gains/(Losses)
|
|
|
Gains/(Losses)
|
|
Derivatives Not Accounted for
|
|
|
|
on Derivatives
|
|
|
on Derivatives
|
|
as Hedging Instruments
|
|
Location of Gains/(Losses)
|
|
Recognized in
|
|
|
Recognized in
|
|
Under SFAS No. 133
|
|
on Derivatives Recognized in Income
|
|
Income
|
|
|
Income
|
|
|
Call options
|
|
Options
|
|
$
|
345
|
|
|
$
|
(2,250
|
)
|
Interest rate swap contracts
|
|
Interest rate swap contracts
|
|
|
(13,154
|
)
|
|
|
9,003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(12,809
|
)
|
|
$
|
6,753
|
|
|
|
|
|
|
|
|
|
|
|
|
M. Indemnifications Under the
Companys organizational documents, its officers and
directors are indemnified against certain liabilities arising
out of the performance of their duties to the Company. In
addition, in the normal course of business, the Company enters
into contracts that provide general indemnification to other
parties. The Companys maximum exposure under these
arrangements is unknown, as this would involve future claims
that may be made against the Company that have not yet occurred,
and may not occur. However, the Company has not had prior claims
or losses pursuant to these contracts and expects the risk of
loss to be remote.
SFAS No. 157 establishes a fair value hierarchy that
prioritizes the inputs to valuation techniques used to measure
fair value into the following three broad categories.
|
|
|
|
|
Level 1 Quoted unadjusted prices for
identical instruments in active markets to which the Company has
access at the date of measurement.
|
|
|
|
Level 2 Quoted prices for similar
instruments in active markets; quoted prices for identical or
similar instruments in markets that are not active; and
model-derived valuations in which all significant inputs and
significant value drivers are observable in active markets.
Level 2 inputs are those in markets for which there are few
transactions, the prices are not current, little public
information exists or instances where prices vary substantially
over time or among brokered market makers.
|
18
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
|
|
|
|
|
Level 3 Model derived valuations in
which one or more significant inputs or significant value
drivers are unobservable. Unobservable inputs are those inputs
that reflect the Companys own assumptions that market
participants would use to price the asset or liability based on
the best available information.
|
The following table presents our assets and liabilities measured
at fair value on a recurring basis at February 28, 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quoted Prices in
|
|
|
Prices with Other
|
|
|
Unobservable
|
|
|
|
|
|
|
Active Markets
|
|
|
Observable Inputs
|
|
|
Inputs
|
|
|
|
Total
|
|
|
(Level 1)
|
|
|
(Level 2)
|
|
|
(Level 3)
|
|
|
Assets at Fair Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments(1)
|
|
$
|
921,727
|
|
|
$
|
899,290
|
|
|
$
|
5,684
|
|
|
$
|
16,753
|
|
Unrealized appreciation on interest rate swaps
|
|
|
154
|
|
|
|
|
|
|
|
154
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets at fair value
|
|
$
|
921,881
|
|
|
$
|
899,290
|
|
|
$
|
5,838
|
|
|
$
|
16,753
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities at Fair Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized depreciation on interest rate swaps
|
|
$
|
28
|
|
|
|
|
|
|
$
|
28
|
|
|
|
|
|
Option contracts written
|
|
|
9
|
|
|
|
|
|
|
|
9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities at fair value
|
|
$
|
37
|
|
|
|
|
|
|
$
|
37
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
The Companys investments in Level 3 represent its
investments in Clearwater Natural Resources, L.P. and CNR GP
Holdco, LLC as more fully described in Note 7
Restricted Securities. |
The following table presents our assets measured at fair value
on a recurring basis using significant unobservable inputs
(Level 3) at November 30, 2008 and at
February 28, 2009.
|
|
|
|
|
|
|
Long-Term
|
|
Assets at Fair Value Using
Unobservable Inputs (Level 3)
|
|
Investments
|
|
|
Balance November 30, 2008
|
|
$
|
32,987
|
|
Transfers out of Level 3
|
|
|
|
|
Realized gains/(losses)
|
|
|
|
|
Unrealized losses, net
|
|
|
(16,234
|
)
|
Purchases, issuances or settlements
|
|
|
|
|
|
|
|
|
|
Balance February 28, 2009
|
|
$
|
16,753
|
|
|
|
|
|
|
The $16,234 of unrealized losses presented in the table above
relate to investments that are still held at February 28,
2009 and the Company includes these unrealized losses in the
Statement of Operations Net Change in Unrealized
Gains/(Losses).
The Company did not have any liabilities that were measured at
fair value on a recurring basis using significant unobservable
inputs (Level 3) at November 30, 2008 and at
February 28, 2009.
The Companys investment objective is to obtain a high
after-tax total return with an emphasis on current income paid
to its stockholders. Under normal circumstances, the Company
intends to invest at least 85% of its total assets in securities
of MLPs and other Midstream Energy Companies, and to invest at
least 80% of its total assets in
19
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
MLPs, which are subject to certain risks, such as supply and
demand risk, depletion and exploration risk, commodity pricing
risk, acquisition risk, and the risk associated with the hazards
inherent in midstream energy industry activities. A substantial
portion of the cash flow received by the Company is derived from
investment in equity securities of MLPs. The amount of cash that
an MLP has available for distributions and the tax character of
such distributions are dependent upon the amount of cash
generated by the MLPs operations. The Company may invest
up to 15% of its total assets in any single issuer and a decline
in value of the securities of such an issuer could significantly
impact the net asset value of the Company. The Company may
invest up to 20% of its total assets in debt securities, which
may include below investment grade securities. The Company 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 the
Company uses this strategy, it may not achieve its investment
objectives.
|
|
5.
|
Agreements
and Affiliations
|
A. Administration Agreement On
February 27, 2009, the Administration Agreement between the
Company and Bear Stearns Funds Management Inc., dated
September 15, 2004, was terminated. The termination was by
mutual agreement of the parties. No penalties were incurred by
the Company resulting from the termination of the Administration
Agreement with Bear Stearns Funds Management Inc.
On February 27, 2009, the Company, entered into an
Administration Agreement (the Administration
Agreement) with Ultimus Fund Solutions, LLC
(Ultimus). Pursuant to the Administration Agreement,
Ultimus will provide certain administrative services for the
Company. The Administration Agreement will terminate on
February 27, 2010, with automatic one-year renewals unless
earlier terminated by either party as provided under the terms
of Administration Agreement.
B. Investment Management Agreement The
Company has entered into an investment management agreement with
Kayne Anderson under which the Adviser, subject to the overall
supervision of the Companys Board of Directors, manages
the day-to-day operations of, and provides investment advisory
services to, the Company. For providing these services, the
Adviser receives a management fee from the Company.
For the three months ended February 28, 2009, the Company
paid and accrued management fees at an annual rate of 1.375% of
average total assets.
For purposes of calculating the management fee, the
Companys total assets are equal to the Companys
gross asset value (which includes assets attributable to or
proceeds from the Companys use of preferred stock,
commercial paper or notes issuances and other borrowings and
excludes any net deferred tax asset), minus the sum of the
Companys accrued and unpaid distributions on any
outstanding common stock and accrued and unpaid distributions on
any outstanding preferred stock and accrued liabilities (other
than liabilities associated with borrowing or leverage by the
Company and any accrued taxes). Liabilities associated with
borrowing or leverage by the Company include the principal
amount of any borrowings, commercial paper or notes issued by
the Company, the liquidation preference of any outstanding
preferred stock, and other liabilities from other forms of
borrowing or leverage such as short positions and put or call
options held or written by the Company.
C. Portfolio Companies From time to
time, the Company may control or may be an
affiliate of one or more portfolio companies, each
as defined in the 1940 Act. In general, under the 1940 Act, the
Company would be presumed to control a portfolio
company if the Company owned 25% or more of its outstanding
voting securities and would be an affiliate of a
portfolio company if the Company owned 5% or more of its
outstanding voting securities. The 1940 Act contains
prohibitions and restrictions relating to transactions between
investment companies and their affiliates (including the
Companys investment adviser), principal underwriters and
affiliates of those affiliates or underwriters.
20
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
The Company believes that there is significant ambiguity in the
application of existing Securities and Exchange Commission
(SEC) staff interpretations of the term voting
security to complex structures such as limited partnership
interests of the kind in which the Company invests. As a result,
it is possible that the SEC staff may consider that certain
securities investments in limited partnerships are voting
securities under the staffs prevailing interpretations of
this term. If such determination is made, the Company may be
regarded as a person affiliated with and controlling the
issuers(s) of those securities for purposes of Section 17
of the 1940 Act.
In light of the ambiguity of the definition of voting
securities, the Company does not intend to treat any class of
limited partnership interests that it holds as voting
securities unless the security holders of such class
currently have the ability, under the partnership agreement, to
remove the general partner (assuming a sufficient vote of such
securities, other than securities held by the general partner,
in favor of such removal) or the Company has an economic
interest of sufficient size that otherwise gives it the de facto
power to exercise a controlling influence over the partnership.
The Company believes this treatment is appropriate given that
the general partner controls the partnership, and without the
ability to remove the general partner or the power to otherwise
exercise a controlling influence over the partnership due to the
size of an economic interest, the security holders have no
control over the partnership.
Clearwater Natural Resources, LP At
February 28, 2009, the Company held approximately 42.5% of
the limited partnership interest of Clearwater Natural
Resources, LP (Clearwater). The Company controls CNR
GP Holdco, LLC, which is the general partner of Clearwater. The
Company believes that it controls and is an
affiliate of Clearwater under the 1940 Act by virtue
of its controlling interest in the general partner of Clearwater.
CNR GP Holdco, LLC At February 28, 2009,
the Company held an 83.7% interest in CNR GP Holdco, LLC
(CNR), which is the general partner of Clearwater.
The Company believes that it controls and is an
affiliate of CNR under the 1940 Act by virtue of its
controlling interest. This security was purchased on
March 5, 2008.
On January 7, 2009, Clearwater Natural Resources, LP
(Clearwater) and CNR GP Holdco, LLC
(Clearwaters general partner) filed a voluntary petition
under Chapter 11 of the U.S. Bankruptcy Code. Both
entities have continued operations as a
debtor-in-possession.
Clearwaters existing lenders are providing
debtor-in-possession
financing and, as part of the financing agreement with the
banks, Clearwater has agreed to pursue a sales process for the
company.
Plains All American, L.P. Robert V.
Sinnott is a senior executive of Kayne Anderson Capital
Advisors, L.P. (KACALP), the managing member of KA
Fund Advisors, LLC (KAFA). Mr. Sinnott
also serves as a director on the board of Plains All American GP
LLC, the general partner of Plains All American Pipeline, L.P.
Members of senior management and various advisory clients of
KACALP and KAFA own units of Plains All American GP LLC. Various
advisory clients of KACALP and KAFA, including the Company, own
units in Plains All American Pipeline, L.P. The Company believes
that it is an affiliate of Plains All American Pipeline, L.P.
under the 1940 Act.
Deferred income taxes reflect (i) taxes on unrealized
gains/(losses), which are attributable to the difference between
fair market value and tax basis, (ii) the net tax effects
of temporary differences between the carrying amounts of assets
and liabilities for financial reporting purposes and the amounts
used for income tax purposes and
21
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
(iii) the net tax benefit of accumulated net operating
losses. Components of the Companys deferred tax assets and
liabilities as of February 28, 2009 are as follows:
|
|
|
|
|
Deferred tax assets:
|
|
|
|
|
Net operating loss carryforwards
|
|
$
|
87,566
|
|
Net unrealized losses on investment securities, interest rate
swap contracts and option contracts
|
|
|
10,917
|
|
Other
|
|
|
112
|
|
Deferred tax liabilities:
|
|
|
|
|
Basis reduction of investment in MLPs
|
|
|
(14,638
|
)
|
Valuation allowance
|
|
|
|
|
|
|
|
|
|
Total net deferred tax asset
|
|
$
|
83,957
|
|
|
|
|
|
|
At February 28, 2009, the Company had federal net operating
loss carryforwards of $236,666 (deferred tax asset of $80,284).
The federal net operating loss carryforwards available are
subject to limitations on their annual usage. Realization of the
deferred tax assets and net operating loss carryforwards are
dependent, in part, on generating sufficient taxable income
prior to expiration of the loss carryforwards. If not utilized,
$54,194, $52,182, $103,310 and $26,980 of the net operating loss
carryforward will expire in 2026, 2027, 2028 and 2029,
respectively. In addition, the Company has state net operating
losses which represent a deferred tax asset of $7,282. These
state net operating losses begin to expire in 2014 through 2029.
The Company periodically reviews the recoverability of its
deferred tax asset based on the weight of available evidence.
The Companys analysis of the need for a valuation
allowance considers that it has incurred a cumulative loss over
the three year period ended November 30, 2008.
Substantially all of the Companys net pre-tax losses
related to unrealized depreciation of investments occurred
during the fiscal fourth quarter of 2008 as a result of the
unprecedented decline in the overall financial, commodity and
MLP markets.
When assessing the recoverability of its deferred tax asset,
significant weight was given to the Companys forecast of
future taxable income, which is based principally on the
expected continuation of MLP cash distributions at or near
current levels. Consideration was also given to the effects of
potential of additional future realized and unrealized losses on
investments and the period over which these deferred tax assets
can be realized, as the expiration dates for the federal tax
loss carryforwards range from seventeen to twenty years.
Recovery of the deferred tax asset is dependent on continued
payment of the MLP cash distributions at or near current levels
in the future and the resultant generation of taxable income.
Based on the Companys assessment, it has determined that
it is more likely than not that the net deferred tax asset will
be realized through future taxable income of the appropriate
character. Accordingly, no valuation allowance has been
established for the Companys net deferred tax asset.
The Company will continue to assess the need for a valuation
allowance in the future. The Company will review its financial
forecasts in relation to actual results and expected trends on
an ongoing basis. Unexpected significant decreases in MLP cash
distributions or significant further declines in the fair value
of its portfolio of investments may change the Companys
assessment regarding the recoverability of its deferred tax
asset and would likely result in a valuation allowance. If a
valuation allowance is required to reduce the deferred tax asset
in the future, it could have a material impact on the
Companys net asset value and results of operations in the
period it is recorded.
22
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
Total income taxes were different from the amount computed by
applying the federal statutory income tax rate of
35 percent to the net investment loss and realized and
unrealized gains (losses) before taxes for the three months
ended February 28, 2009, as follows:
|
|
|
|
|
Computed expected federal income tax
|
|
$
|
14,558
|
|
State income tax, net of federal tax expense
|
|
|
832
|
|
|
|
|
|
|
Total income tax expense
|
|
$
|
15,390
|
|
|
|
|
|
|
At February 28, 2009, the cost basis of investments for
federal income tax purposes was $989,562 and the net cash
received on option contracts written was $201. The cost basis of
investments includes a $140,333 reduction in basis attributable
to the Companys portion of the allocated losses from its
MLP investments. At February 28, 2009, gross unrealized
appreciation and depreciation of investments and options for
federal income tax purposes were as follows:
|
|
|
|
|
Gross unrealized appreciation of investments (including options)
|
|
$
|
234,791
|
|
Gross unrealized depreciation of investments (including options)
|
|
|
(263,781
|
)
|
|
|
|
|
|
Net unrealized depreciation before tax and interest rate swap
contracts
|
|
|
(28,990
|
)
|
Net unrealized appreciation on interest rate swap contracts
|
|
|
126
|
|
|
|
|
|
|
Net unrealized depreciation before tax
|
|
|
(28,864
|
)
|
|
|
|
|
|
Net unrealized depreciation after tax
|
|
$
|
(18,184
|
)
|
|
|
|
|
|
From time to time, certain of the Companys investments may
be restricted as to resale. For instance, securities that are
not registered under the Securities Act of 1933, as amended, and
cannot, as a result, be offered for public sale in a non-exempt
transaction without first being registered. In other cases,
certain of the Companys investments have restrictions such
as lock-up
agreements that preclude the Company from offering these
securities for public sale.
At February 28, 2009, the Company held the following
restricted investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
|
|
|
|
Fair
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Units,
|
|
|
|
|
|
|
|
|
|
|
Value
|
|
|
Percent
|
|
|
Percent
|
|
|
|
|
|
Type of
|
|
|
Principal ($)
|
|
|
Acquisition
|
|
Cost
|
|
|
Fair
|
|
|
per
|
|
|
of Net
|
|
|
of Total
|
|
Investment
|
|
Security
|
|
Restriction
|
|
|
(in 000s)
|
|
|
Date
|
|
Basis
|
|
|
Value
|
|
|
Unit
|
|
|
Assets
|
|
|
Assets
|
|
|
Clearwater Natural Resources, L.P.
|
|
Common Units
|
|
|
(1
|
)
|
|
|
3,889
|
|
|
(2)
|
|
$
|
72,860
|
|
|
$
|
3,889
|
|
|
$
|
1.00
|
|
|
|
0.6
|
%
|
|
|
0.4
|
%
|
Clearwater Natural Resources, L.P.
|
|
Term Loan
|
|
|
(1
|
)
|
|
$
|
13,601
|
|
|
(3)
|
|
|
13,638
|
|
|
|
12,831
|
|
|
|
n/a
|
|
|
|
1.9
|
|
|
|
1.2
|
|
Clearwater Natural Resources, L.P.
|
|
Deferred Participation Units
|
|
|
(1
|
)
|
|
|
41
|
|
|
3/5/2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.0
|
|
|
|
0.0
|
|
Clearwater Natural Resources, L.P.
|
|
Warrants
|
|
|
(1
|
)
|
|
|
34
|
|
|
9/29/2008
|
|
|
|
|
|
|
33
|
|
|
|
0.99
|
|
|
|
0.0
|
|
|
|
0.0
|
|
CNR GP Holdco, LLC
|
|
LLC Interests
|
|
|
(1
|
)
|
|
|
n/a
|
|
|
3/5/2008
|
|
|
1,083
|
|
|
|
|
|
|
|
1,513
|
|
|
|
0.0
|
|
|
|
0.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total of securities valued in accordance with procedures
established by the Board of Directors(4)
|
|
$
|
87,581
|
|
|
$
|
16,753
|
|
|
|
|
|
|
|
2.5
|
%
|
|
|
1.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Calumet Lubricants Co., L.P.
|
|
Term Loan
|
|
|
(5
|
)
|
|
$
|
4,412
|
|
|
2/23/2009
|
|
$
|
2,316
|
|
|
$
|
2,249
|
|
|
|
|
|
|
|
0.3
|
%
|
|
|
0.2
|
%
|
Calumet Lubricants Co., L.P.
|
|
Letter of Credit Facility
|
|
|
(5
|
)
|
|
$
|
588
|
|
|
2/23/2009
|
|
|
309
|
|
|
|
301
|
|
|
|
|
|
|
|
0.1
|
|
|
|
0.0
|
|
Atlas Energy Resources, LLC
|
|
Senior Unsecured Notes
|
|
|
(5
|
)
|
|
$
|
2,427
|
|
|
1/8/2009
|
|
|
1,836
|
|
|
|
1,965
|
|
|
|
|
|
|
|
0.3
|
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total of securities valued by prices provided by market maker or
independent pricing services
|
|
$
|
4,461
|
|
|
$
|
4,515
|
|
|
|
|
|
|
|
0.7
|
%
|
|
|
0.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total of all restricted securities
|
|
$
|
92,042
|
|
|
$
|
21,268
|
|
|
|
|
|
|
|
3.2
|
%
|
|
|
2.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
|
|
|
(1) |
|
On January 7, 2009, Clearwater Natural Resources, LP
(Clearwater) and CNR GP Holdco, LLC
(Clearwaters general partner) filed a voluntary petition
under Chapter 11 of the U.S. Bankruptcy Code. Both entities
have continued operations as a
debtor-in-possession.
Clearwaters existing lenders are providing
debtor-in-possession
financing and, as part of the financing agreement with the
banks, Clearwater has agreed to pursue a sales process for the
company. Financial markets remain volatile and energy-related
commodity prices have declined to levels below those experienced
during 2008. As a result, it is more difficult for interested
parties to finance the purchase of Clearwater than in a more
stable environment. Additionally, significant uncertainty exists
with respect to pending U.S. environmental legislation and the
ultimate impact on coal producers, such as Clearwater. For these
reasons no assurances can be made as to the success of such
sales process and the proceeds received in such process.
Clearwater has an active dialogue with its existing lenders
regarding the timing of such sales process. |
|
(2) |
|
The Company purchased common units on August 1, 2005 and
October 2, 2006. |
|
(3) |
|
The Company purchased term loans on January 11, 2008;
February 28, 2008; May 5, 2008; July 8, 2008;
August 6, 2008; and September 29, 2008. As part of an
Agreement with Clearwaters existing lenders, the term loan
owned by the Company is not currently paying cash interest
expense. Such interest is payment in kind, with the
principal amount of the term loan increased by such interest. |
|
(4) |
|
Restricted security that represent Level 3 under
SFAS No. 157. Security is valued using inputs
reflecting the Companys own assumptions as more fully
described in Note 2 Significant Accounting
Policies. |
|
(5) |
|
Unregistered security of a public company. Restricted security
that represent Level 2 under SFAS No. 157.
Securities with a fair market value determined by the mean of
the bid and ask prices provided by a syndicate bank, principal
market maker or an independent pricing service as more fully
described in Note 2 Significant Accounting
Policies. These securities have limited trading volume and are
not listed on a national exchange. |
Transactions in option contracts for the three months ended
February 28, 2009 were as follows:
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Contracts
|
|
|
Premium
|
|
|
Call Options Purchased
|
|
|
|
|
|
|
|
|
Options outstanding at beginning of period
|
|
|
17,100
|
|
|
$
|
5,243
|
|
Options purchased
|
|
|
|
|
|
|
|
|
Options exercised
|
|
|
(4,180
|
)
|
|
|
(1,632
|
)
|
Options expired
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options outstanding at end of period
|
|
|
12,920
|
|
|
$
|
3,611
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Call Options Written
|
|
|
|
|
|
|
|
|
Options outstanding at beginning of period
|
|
|
800
|
|
|
$
|
101
|
|
Options written
|
|
|
3,763
|
|
|
|
581
|
|
Options written terminated in closing purchase transactions
|
|
|
(1,600
|
)
|
|
|
(282
|
)
|
Options exercised
|
|
|
(388
|
)
|
|
|
(98
|
)
|
Options expired
|
|
|
(800
|
)
|
|
|
(101
|
)
|
|
|
|
|
|
|
|
|
|
Options outstanding at end of period
|
|
|
1,775
|
|
|
$
|
201
|
|
|
|
|
|
|
|
|
|
|
24
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
|
|
9.
|
Investment
Transactions
|
For the three months ended February 28, 2009, the Company
purchased and sold securities in the amount of $49,124 and
$57,429 (excluding short-term investments, options and interest
rate swaps), respectively.
|
|
10.
|
Revolving
Credit Facility
|
The Company has an unsecured revolving credit facility (the
Credit Facility) with JPMorgan Chase Bank, N.A.
(J.P. Morgan). The Facility has a
364-day
commitment terminating on April 14, 2009 that may be
extended for additional non-overlapping
364-day
periods if mutually agreed upon by both the Company and
J.P. Morgan. Outstanding loan balances under the Credit
Facility accrue interest daily at a rate equal to the one-month
LIBOR plus 1.65 percent. The Company pays a fee equal to a
rate of 0.50 percent per annum on any unused amounts of the
Credit Facility. The Credit Facility contains various covenants
of the Company related to other indebtedness, liens and limits
on the Companys overall leverage. A full copy of the
Credit Facility can be found on the Companys website,
www.kaynefunds.com.
On January 19, 2009, the Company reduced the credit
commitment under its Credit Facility with J.P. Morgan from
$200,000 to $125,000.
On April 14, 2009, the Company extended the termination
date of its unsecured revolving credit facility from
April 14, 2009 to May 26, 2009. No other terms of the
Companys revolving credit facility have changed.
For the three months ended February 28, 2009, the Company
had no outstanding borrowings under the Credit Facility.
|
|
11.
|
Senior
Unsecured Notes
|
At February 28, 2009, the Company had $304,000, aggregate
principal amount, of senior unsecured fixed and floating rate
notes (the Senior Unsecured Notes) outstanding. The
table below sets forth the key terms of each series of the
Senior Unsecured Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
|
|
|
|
|
|
|
Series
|
|
Outstanding
|
|
|
Rate
|
|
Maturity
|
|
|
G
|
|
$
|
75,000
|
|
|
5.645%
|
|
|
6/19/2011
|
|
H
|
|
|
20,000
|
|
|
3-month LIBOR + 225 bps
|
|
|
6/19/2011
|
|
I
|
|
|
60,000
|
|
|
5.847%
|
|
|
6/19/2012
|
|
J
|
|
|
24,000
|
|
|
3-month LIBOR + 225 bps
|
|
|
6/19/2012
|
|
K
|
|
|
125,000
|
|
|
5.991%
|
|
|
6/19/2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
304,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Holders of the fixed rate Senior Unsecured Notes (Series G,
Series I and Series K) are entitled to receive
cash interest payments semi-annually (on June 19 and December
19) at the fixed rate. Holders of the floating rate Senior
Unsecured Notes (Series H and J) are entitled to
receive cash interest payments quarterly (on March 19,
June 19, September 19, and December 19) at the
floating rate equal to the
3-month
LIBOR plus 2.25%.
During the period, the average principal balance outstanding was
$304,000 with a weighted average interest rate of 5.61%.
The Senior Unsecured Notes are not listed on any exchange or
automated quotation system. Under the 1940 Act and the terms of
the Senior Unsecured Notes, the Company may not declare
dividends or make other distributions on shares of common stock
or purchases of such shares if, at any time of the declaration,
distribution or purchase, asset coverage with respect to the
outstanding Senior Unsecured Notes would be less than 300%. The
25
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
Senior Unsecured Notes contain various covenants of the Company
related to other indebtedness, liens and limits on the
Companys overall leverage.
The Senior Unsecured Notes are redeemable in certain
circumstances at the option of the Company. The Senior Unsecured
Notes are also subject to a mandatory redemption to the extent
needed to satisfy certain requirements if the Company fails to
meet an asset coverage ratio required by law and is not able to
cure the coverage deficiency by the applicable deadline, or
fails to cure a deficiency as stated in the Companys
rating agency guidelines in a timely manner. A full copy of the
note purchase agreement can be found on the Companys
website, www.kaynefunds.com.
The Senior Unsecured Notes are unsecured obligations of the
Company and, upon liquidation, dissolution or winding up of the
Company, will rank: (1) senior to all the Companys
outstanding preferred shares; (2) senior to all of the
Companys outstanding common shares; (3) on a parity
with any unsecured creditors of the Company and any unsecured
senior securities representing indebtedness of the Company; and
(4) junior to any secured creditors of the Company.
At February 28, 2009, the Company was in compliance with
all covenants required under the Senior Unsecured Notes
agreements.
At February 28, 2009, the Company had 3,000 shares of
Series D Auction Rate Preferred Stock (ARP
Shares) outstanding, totaling $75,000. The Company has
10,000 shares of authorized preferred stock. The preferred
stock has rights determined by the Board of Directors. The ARP
Shares have a liquidation value of $25,000 per share plus any
accumulated, but unpaid dividends, whether or not declared.
Holders of the ARP Shares are entitled to receive cash dividend
payments at an annual rate that may vary for each rate period.
The dividend rate as of February 28, 2009 was 1.00%. The
weighted average dividend rate for the three months ended
February 28, 2009, was 1.02%. This rate includes the
applicable rate based on the latest results of the auction and
does not include commissions paid to the auction agent. Under
the 1940 Act, the Company may not declare dividends or make
other distribution on shares of common stock or purchases of
such shares if, at any time of the declaration, distribution or
purchase, asset coverage with respect to the outstanding senior
securities representing indebtedness and preferred stock would
be less than 200%.
Since February 14, 2008, there have been more ARP Shares
offered for sale then there were buyers of those ARP Shares, and
as a result, the auctions of the Companys Series D
ARP Shares have failed. As a result, the dividend rate on the
ARP Shares has been set at such maximum rate. Based on the
Companys current credit ratings, the maximum rate is equal
to 200% of the greater of (a) the AA Composite Commercial
Paper Rate or (b) the applicable LIBOR.
The ARP Shares are redeemable in certain circumstances at the
option of the Company. The ARP Shares are also subject to a
mandatory redemption if the Company fails to meet an asset
coverage ratio required by law, or fails to cure deficiency as
stated in the Companys rating agency guidelines in a
timely manner.
The holders of the ARP Shares have voting rights equal to the
holders of common stock (one vote per 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 ARP Shares
or the holders of common stock.
|
|
13.
|
Interest
Rate Swap Contracts
|
The Company has entered into interest rate swap contracts to
partially hedge itself from increasing interest expense on its
leverage resulting from increasing short-term interest rates. A
decline in interest rates may result in a
26
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
decline in the value of the swap contracts, which, everything
else being held constant, would result in a decline in the net
assets of the Company. In addition, if the counterparty to the
interest rate swap contracts defaults, the Company would not be
able to use the anticipated receipts under the swap contracts to
offset the interest payments on the Companys leverage. At
the time the interest rate swap contracts reach their scheduled
termination, there is a risk that the Company would not be able
to obtain a replacement transaction or that the terms of the
replacement transaction would not be as favorable as on the
expiring transaction. In addition, if the Company is required to
terminate any swap contract early, then the Company could be
required to make a termination payment. On December 24,
2008, the Company terminated $66,000 aggregate notional amount
of interest rate swap contracts with a weighted average fixed
interest rate of 3.77% for $3,550. On February 4, 2009, the
Company paid $8,700 to reduce the fixed rates paid on the
remaining interest rate swap contracts outstanding at the time.
As of February 28, 2009, the Company had entered into five
interest rate swap contracts with UBS AG as summarized below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
|
|
|
|
|
|
|
Fixed Rate
|
|
|
Unrealized
|
|
Termination
|
|
Notional
|
|
|
Paid by the
|
|
|
Appreciation/
|
|
Date
|
|
Amount
|
|
|
Company
|
|
|
(Depreciation)
|
|
|
12/6/2010
|
|
$
|
50,000
|
|
|
|
1.16
|
%
|
|
$
|
75
|
|
1/22/2011
|
|
|
50,000
|
|
|
|
1.30
|
|
|
|
23
|
|
10/17/2010
|
|
|
25,000
|
|
|
|
1.16
|
|
|
|
17
|
|
10/17/2011
|
|
|
50,000
|
|
|
|
1.66
|
|
|
|
(28
|
)
|
4/1/2011
|
|
|
19,000
|
|
|
|
1.28
|
|
|
|
39
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
194,000
|
|
|
|
|
|
|
$
|
126
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At February 28, 2009, the weighted average duration of the
interest rate swap contracts was 2.0 years and the weighted
average fixed rate was 1.34%. For all five interest rate swap
contracts, the Company receives a floating rate, based on
one-month LIBOR.
The Company has 199,990,000 shares of common stock
authorized and 44,520,057 shares outstanding at
February 28, 2009. As of that date, KACALP owned
4,000 shares. Transactions in common shares for the three
months ended February 28, 2009, were as follows:
|
|
|
|
|
Shares outstanding at November 30, 2008
|
|
|
44,176,186
|
|
Shares issued through reinvestment of cash distributions
|
|
|
343,871
|
|
|
|
|
|
|
Shares outstanding at February 28, 2009
|
|
|
44,520,057
|
|
|
|
|
|
|
|
|
15.
|
Notice of
Potential Purchases of Preferred Stock
|
The Company may, from time to time, repurchase shares of its
auction rate preferred stock for cash at a price not above the
market value of such shares at the time of such purchase,
subject to the requirements of applicable law.
On March 12, 2009, the Company set aside for payment on
April 17, 2009, a distribution to its common stockholders
in the amount of $0.48 per share, for a total of $21,370. Of
this total, $5,126 was reinvested into the Company, pursuant to
the Companys dividend reinvestment plan. In connection
with that reinvestment, 287,037 shares of common stock were
issued.
27
KAYNE
ANDERSON MLP INVESTMENT COMPANY
NOTES TO FINANCIAL STATEMENTS
(amounts in 000s, except option contracts share and per
share amounts)
(UNAUDITED)
On March 12, 2009, the Board of Directors approved an
amendment to the Companys dividend reinvestment plan (the
Amended Plan). Pursuant to the Amended Plan, the
number of shares to be issued to a stockholder shall be based on
the share price equal to 95% of the closing price of the
Companys Common Stock one day prior to the dividend
payment date. The Amended Plan will become effective on or
around May 20, 2009.
On April 14, 2009, the Company extended the termination
date of its unsecured revolving credit facility from
April 14, 2009 to May 26, 2009. No other terms of the
Companys revolving credit facility have changed.
28
|
|
|
Directors and Corporate Officers
|
|
|
Kevin S. McCarthy
|
|
Chairman of the Board of Directors,
President and Chief Executive Officer
|
Anne K. Costin
|
|
Director
|
Steven C. Good
|
|
Director
|
Gerald I. Isenberg
|
|
Director
|
William H. Shea Jr.
|
|
Director
|
Terry A. Hart
|
|
Chief Financial Officer and Treasurer
|
David J. Shladovsky
|
|
Secretary and Chief Compliance Officer
|
J.C. Frey
|
|
Executive Vice President, Assistant Secretary and Assistant
Treasurer
|
James C. Baker
|
|
Executive Vice President
|
|
|
|
Investment Adviser
|
|
Administrator
|
KA Fund Advisors, LLC.
717 Texas Avenue, Suite 3100
Houston, TX 77002
|
|
Ultimus Fund Solutions, LLC
305 Madison Avenue
New York, NY 10165
|
|
|
|
1800 Avenue of the Stars, Second Floor
Los Angeles, CA 90067
|
|
Stock Transfer Agent and Registrar
American Stock Transfer & Trust Company
59 Maiden Lane
New York, NY 10038
|
|
|
|
Custodian
|
|
Independent Registered Public Accounting Firm
|
Custodial Trust Company
a J.P. Morgan Company
|
|
PricewaterhouseCoopers LLP
350 South Grand Avenue
|
101 Carnegie Center
Princeton, NJ 08540
|
|
Los Angeles, CA 90071
|
|
|
|
|
|
Legal Counsel
|
|
|
Paul, Hastings, Janofsky & Walker LLP
55 Second Street, 24th Floor
San Francisco, CA 94105
|
For stockholder inquiries, registered stockholders should call
(800) 937-5449.
For general inquiries, please call
(877) 657-3863/MLP-FUND;
or visit us on the web at
http://www.kaynefunds.com.
This report, including the financial statements herein, is made
available to stockholders of the Company for their information.
The financial information included herein is taken from the
records of the Company without examination by its independent
registered public accounting firm who do not express an opinion
thereon. It is not a prospectus, circular or representation
intended for use in the purchase or sale of shares of the
Company or of any securities mentioned in this report.