nv30bv2
2006 1st Quarter Report
February 28, 2006
Y i e l d
G r o w t h
Q u a l i t y
...Steady Wins
TYG
Tor toise Energy Infrastructure Corp. |
Company at a Glance
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A pioneering closed-end investment company investing primarily in equity securities of
Master Limited Partnerships (MLPs) operating energy infrastructure assets |
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Objectives: Yield, Growth, Quality |
About Master Limited Partnerships
MLPs are limited partnerships whose units trade on public exchanges such as the New York
Stock Exchange (NYSE), the American Stock Exchange (AMEX) and NASDAQ. Buying MLP
units makes an investor a limited partner in the MLP. There are currently more than 50 MLPs
in the market, mostly in industries related to energy, natural resources and real estate.
Investment Objectives: Yield, Growth and Quality
Tortoise Energy invests primarily in MLPs in the energy infrastructure sector. Our goal is to
provide our stockholders with a high level of total return with an emphasis on current distributions
paid to stockholders. Energy infrastructure MLPs are engaged in the transportation, storage
and processing of crude oil, natural gas, and refined products from production points to the
end users. Our investments are primarily in mid-stream (mostly pipeline) operations, which
produce steady cash flows with less exposure to commodity prices than many alternative
investments in the broader energy industry. With the growth potential of this sector along
with our disciplined investment approach, we endeavor to generate a predictable and
increasing dividend stream for our investors.
Tortoise Energy Investment Versus a Direct Investment in MLPs
Tortoise Energy provides its stockholders with an efficient alternative to investing directly in
MLPs. A direct investment in an MLP offers the opportunity to receive an attractive distribution
that is approximately 80 percent tax deferred, with a historically low correlation to returns on
stocks and bonds. However, the tax characteristics of a direct MLP investment are generally
undesirable for tax-exempt investors such as retirement plans. Tortoise Energy is structured as
a C Corporation accruing federal and state income taxes, based on taxable earnings and
profits. Because of this innovative structure, pioneered by Tortoise Capital Advisors, institutions
and retirement accounts are able to join individual stockholders as investors in MLPs.
Additional features of Tortoise Energy include:
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One Form 1099 per stockholder at the end of the year, thus avoiding multiple K-1s and
multiple state filings for individual partnership investments; |
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A professional management team, with nearly 100 years combined investment experience,
to select and manage the portfolio on your behalf; |
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The ability to access investment grade credit markets to enhance the dividend rate; and |
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Access to direct placements and other investments not available through the public markets. |
April 5, 2006
Dear Fellow Stockholders,
We are pleased to submit Tortoise Energy Infrastructure Corp.s (Tortoise Energy) report for the
quarter ended February 28, 2006.
Performance Review
We have built this company with the goal of growing your dividend every year. Tortoise Energy
paid a dividend of $0.48 per share for its first quarter of fiscal 2006. This is the companys
seventh consecutive dividend increase to date, and represents a 9.1 percent increase over the
same quarter of the prior year, and a 5.5 percent increase over the dividend for the prior
quarter. We continue to expect that a significant portion of dividends paid in 2006 to be
return of capital for income tax purposes.
The increase in dividend is a result of growth in Distributable Cash Flow (DCF), which
increased to $7.76 million. This compares to $6.46 million for the first quarter 2005 and
$7.23 million last quarter. The growth in DCF resulted from successful investment of additional
leverage proceeds in the 2nd and 3rd quarters of 2005, along with the strong growth in
distributions from MLP investments. More than 70 percent of MLPs that we own increased
their distributions during this quarter.
Our total assets grew to $718 million, as compared to $696 million at fiscal 2005 year-end,
primarily as a result of an increase in the unrealized appreciation of our investments.
We are pleased with the investment performance of our holdings, and believe the Company
is well positioned to benefit from economic growth. We have also reduced our risk to rising
interest rates by swapping all of our variable rate leverage costs into medium- and long-term
fixed interest rates.
MLP Overview and Investment Outlook
MLP companies reported strong results in the fourth quarter of 2005, positively impacting
our DCF in the first quarter. The average distribution growth of the companies in our portfolio
for the first quarter, was 4.7 percent. We expect increasing product demand, internal growth
initiatives and acquisitions, to drive distribution growth going forward. The Energy Information
Administration projects refined product, crude oil and natural gas demand to increase
approximately 1.0 percent annually for the next 20 years. In addition, MLPs expect to spend
over $10 billion on internal growth projects between 2006 2008. Finally, acquisition activity
remains robust totaling over $5 billion in 2005. We expect the combination of these factors
to produce growth of at least 4 percent per annum.
The main, long-term challenges that face the industry are increasing interest rates and high
oil and natural gas prices. Higher interest rates increase borrowing costs while higher oil and
natural gas prices may impact product demand.
2006 1st Quarter Report 1
We are seeing increased investor awareness of, and appetite for, the tax-advantaged returns
provided by MLP investments, and continuing growth of the sectors market capitalization.
The MLP market added over $1.5 billion through new entrants and secondary offerings in
the fourth quarter of 2005.
In Conclusion
We remain focused on delivering investors an attractive yield that will grow with the
distributions from the quality companies in which we invest. We continue to believe that
an investment in Tortoise Energy will provide a superior return when compared to alternative
investments with similar risk characteristics.
Sincerely,
The Managing Directors
Tortoise Capital Advisors, L.L.C.
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H. Kevin Birzer
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Zachary A. Hamel
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Kenneth P. Malvey |
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Terry Matlack
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David J. Schulte |
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...Steady Wins
2 Tortoise Energy Infrastructure Corp.
TABLE OF CONTENTS
Summary Financial Information
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Period Ended |
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February 28, 2006 |
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Market value per share |
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$ |
29.42 |
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Net asset value per share |
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27.55 |
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Total net assets |
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410,642,165 |
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Unrealized appreciation of investments (excluding interest
rate swap contracts) before deferred taxes |
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23,899,784 |
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Unrealized appreciation of investments and interest
rate swap contracts after deferred taxes |
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14,616,504 |
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Net investment loss |
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(560,455 |
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Total realized gain |
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240,272 |
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Total return (based on market value) |
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4.22 |
% |
Net operating expenses before leverage costs
and taxes as a percent of average total assets(1) |
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0.92 |
% |
Distributable cash flow as a percent of average net assets(2) |
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7.65 |
% |
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(1) |
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Annualized. |
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(2) |
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Annualized. See Key Financial Data which illustrates the calculation of distributable cash
flow. |
2006 1st Quarter Report 3
Key Financial Data (Unaudited)
(dollar amounts in thousands unless otherwise indicated)
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2005 |
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Q1(1) |
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Total Distributions Received from Investments |
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Distributions received from master limited partnerships |
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$ |
7,621 |
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Dividends paid in stock |
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1,001 |
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Dividends from common stock |
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22 |
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Short-term interest and dividend Income |
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298 |
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Total from investments |
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8,942 |
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Operating Expenses Before Leverage Costs and Current Taxes |
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Advisory fees, net of reimbursement |
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947 |
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Other operating expenses |
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254 |
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1,201 |
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Distributable cash flow before leverage costs and current taxes |
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7,741 |
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Leverage Cost(2) |
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1,278 |
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Current income tax expense |
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Distributable Cash Flow |
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$ |
6,463 |
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Dividends paid on common stock |
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$ |
6,487 |
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Dividends paid on common stock per share |
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0.44 |
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Payout percentage for period(3) |
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100.4 |
% |
Total assets, end of period |
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623,527 |
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Average total assets during period(4) |
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581,668 |
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Leverage (Tortoise Notes and Preferred Stock) |
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145,000 |
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Leverage as a percent of total assets |
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23.25 |
% |
Unrealized appreciation after deferred taxes, end of period |
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80,622 |
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Net assets, end of period |
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418,339 |
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Average net assets during period(5) |
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388,523 |
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Net asset value per common share |
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28.37 |
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Market value per share |
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29.44 |
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Shares outstanding |
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14,744 |
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Selected Operating Ratios(6) |
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As a Percent of Average Total Assets |
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Total distributions received from investments |
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6.24 |
% |
Operating expenses before leverage costs and current taxes |
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0.84 |
% |
Distributable cash flow before leverage costs and current taxes |
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5.40 |
% |
As a Percent of Average Net Assets |
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Distributable cash flow |
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6.75 |
% |
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(1) |
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Q1 is the period from December through February. Q2 is the period from March through May.
Q3 is the period from June through August. Q4 is the period from September through November. |
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(2) |
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Leverage costs include interest expense, auction agent fee, interest rate swap expenses and
preferred dividends. |
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(3) |
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Dividends paid as a percentage of Distributable Cash Flow. |
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(4) |
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Computed by averaging month-end values within each period. |
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(5) |
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Computed by averaging daily values for the period. |
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(6) |
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Annualized. |
4 Tortoise Energy Infrastructure Corp.
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2005 |
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2006 |
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Q2(1) |
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Q3(1) |
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Q4(1) |
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Q1(1) |
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$ |
8,523 |
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$ |
9,840 |
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$ |
10,188 |
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$ |
10,601 |
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1,051 |
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1,154 |
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1,197 |
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1,242 |
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23 |
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24 |
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26 |
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31 |
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347 |
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258 |
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218 |
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197 |
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9,944 |
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11,276 |
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11,629 |
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12,071 |
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1,264 |
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1,294 |
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1,300 |
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1,248 |
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401 |
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398 |
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397 |
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343 |
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1,665 |
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1,692 |
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1,697 |
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1,591 |
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8,279 |
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9,584 |
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9,932 |
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10,480 |
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1,750 |
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2,263 |
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2,488 |
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2,661 |
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214 |
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59 |
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$ |
6,529 |
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$ |
7,321 |
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$ |
7,230 |
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$ |
7,760 |
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$ |
6,581 |
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$ |
6,674 |
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$ |
6,764 |
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$ |
7,155 |
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0.445 |
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0.45 |
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0.455 |
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0.48 |
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100.8 |
% |
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91.2 |
% |
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93.6 |
% |
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92.2 |
% |
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671,399 |
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746,797 |
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695,978 |
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718,266 |
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640,138 |
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713,072 |
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725,506 |
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704,996 |
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200,000 |
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235,000 |
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235,000 |
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235,000 |
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79,151 |
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108,388 |
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84,456 |
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99,072 |
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29.79 |
% |
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31.47 |
% |
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33.77 |
% |
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32.72 |
% |
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410,284 |
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432,553 |
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404,274 |
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410,642 |
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416,695 |
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432,245 |
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421,244 |
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411,181 |
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27.75 |
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29.16 |
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27.12 |
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27.55 |
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28.33 |
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32.10 |
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28.72 |
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29.42 |
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14,787 |
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14,832 |
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14,906 |
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14,906 |
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6.16 |
% |
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6.27 |
% |
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6.43 |
% |
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6.94 |
% |
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1.03 |
% |
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0.94 |
% |
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0.94 |
% |
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0.92 |
% |
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5.13 |
% |
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5.33 |
% |
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5.49 |
% |
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6.03 |
% |
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6.22 |
% |
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6.72 |
% |
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6.88 |
% |
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7.65 |
% |
2006 1st Quarter Report 5
Managements Discussion
The information contained in this section should be read in conjunction with our Financial
Statements and the Notes thereto and our 2005 Annual Report to Stockholders. In addition,
this report contains certain forward-looking statements. These statements include the plans and
objectives of management for future operations and financial objectives and can be identified by
the use of forward-looking terminology such as may, will, expect, intend, anticipate,
estimate, or continue or the negative thereof or other variations thereon or comparable
terminology. These forward-looking statements are subject to the inherent uncertainties in
predicting future results and conditions. Certain factors that could cause actual results and
conditions to differ materially from those projected in these forward-looking statements
are set forth in the Risk Factors section of our public filings with the SEC.
Overview
Tortoise Energys goal is to provide a growing dividend stream to our investors, and when combined
with MLP growth prospects, the investment offers the opportunity for an attractive total return. We
seek to provide our stockholders with an efficient vehicle to invest in the energy infrastructure
sector. While we are a registered investment company under the Investment Company Act of
1940, we are not a regulated investment company for federal tax purposes. Our dividends
do not generate unrelated business taxable income (UBTI) and our stock may therefore be suitable
for holding by pension funds, IRAs and mutual funds as well as taxable accounts.
We invest primarily in MLPs through privately negotiated and public market purchases. MLPs
are publicly traded partnerships, whose equity interests are traded in the form of units on public
exchanges, such as the NYSE. Our private finance activity principally involves providing financing
directly to an MLP through privately negotiated equity investments. Our private financing is
generally used to fund growth, acquisitions, recapitalizations, debt repayments and bridge
financings. We generally invest in companies that are publicly reporting, but for which a
privately negotiated financing offers advantages.
Critical Accounting Policies
The financial statements are based on the selection and application of critical accounting
policies, which require management to make significant estimates and assumptions. Critical accounting
policies are those that are both important to the presentation of our financial condition and
results of operations and require managements most difficult, complex, or subjective judgments. Our
critical accounting policies are those applicable to the valuation of investments and certain
revenue recognition matters as discussed below.
Note 2 in the Notes to Financial Statements included in this report discloses the significant
accounting policies of Tortoise Energy.
6 Tortoise Energy Infrastructure Corp.
Managements Discussion
(Continued)
Determining Dividends Distributed to Stockholders
Our portfolio generates cash flow from which we pay dividends to stockholders. We pay dividends
out of our distributable cash flow (DCF), which is simply our income from investments less our
total expenses. The income from our investments includes the amount received by us as cash
distributions from MLPs, paid-in-kind distributions, and interest payments. The total expenses
include current or anticipated operating expenses, total leverage costs and current income taxes
on our operating income. Each are summarized for you in the table on pages 4 and 5 and are
discussed in more detail below. We intend to reinvest the after-tax proceeds of sales of
investments in order to maintain and grow our dividend rate.
Our Board of Directors reviews the dividend rate quarterly, and may adjust the quarterly dividend
throughout the year. Our goal is to declare what we believe to be sustainable increases in our
regular quarterly dividends. We have targeted to pay at least 95 percent of distributable cash
flow on an annualized basis.
Investment Income
Our ability to generate cash is dependent on the ability of our portfolio of investments to
generate cash flow from their operations. In order to maintain and grow our dividend to our stockholders,
we evaluate each holding based upon its contribution to our investment income, our anticipation
of its growth rate, and its risk relative to other potential investments.
We concentrate on MLPs with an increasing demand for services from economic and population
growth. We utilize our disciplined investment process to select well-managed businesses with real,
hard assets and stable recurring revenue streams.
Our focus remains primarily on investing in fee-based service providers that operate long-haul,
interstate pipelines. We further diversify among issuers, geographies and energy commodities to
achieve a dividend yield equivalent to a direct investment in energy infrastructure MLPs. In
addition, most energy infrastructure companies are regulated and utilize an inflation escalator index that
factors in inflation as a cost pass through. So, over the long-term, we believe MLPs will outpace
interest rate increases and produce positive returns.
Investment income relating to DCF for 1st quarter 2006 was approximately $12.1 million
representing a 35 percent increase from 1st quarter 2005 and a 3.8 percent increase from 4th
quarter 2005. In addition, investment income represented 6.94 percent of average total assets for
the 1st quarter 2006, an increase from 6.24 percent at 1st quarter 2005 and 6.43 percent at 4th
quarter 2005. These increases reflect the issuance, and earnings from investment, of additional
leverage, in addition to continuing distribution increases from a majority of our MLP investments.
2006 1st Quarter Report 7
Managements Discussion
(Continued)
Expenses
We incur two types of expenses: (1) operating expenses, consisting primarily of the advisory fee
and other administrative expenses; and (2) leverage costs. The net operating expenses before leverage
costs for 1st quarter 2006 increased $390,000 from 1st quarter 2005, primarily a result of
increased average assets of $123.3 million from quarter to quarter generating an increase in asset based
advisory fees. Operating expenses decreased 6.7 percent or $106,000 for 1st quarter 2006 as
compared to 4th quarter 2005, as a result of reduced average assets during the 1st quarter 2006
decreasing advisory fees paid by $52,000, and a decrease in other operating expenses of $54,000.
On a percentage basis, net operating expenses before leverage costs were an annualized 0.92
percent of average total assets for the 1st quarter 2006 as compared to 0.94 percent and 0.84
percent for 4th quarter 2005 and 1st quarter 2005, respectively.
Leverage costs consist of four major components: (1) the direct interest expense, which will vary
from period to period as all of our Tortoise Notes have variable rates of interest; (2) the auction
agent fees, which are the marketing costs for the variable rate leverage; (3) the realized gain or
loss on our swap arrangements; and (4) our preferred dividends, which also carry a variable rate
dividend. We have now locked-in our cost of leverage through interest rate swap agreements,
converting our variable rate obligations to fixed rate obligations for the term of the swap
agreements. With no short-term interest rate risk in Tortoise Energy, we now have an all-in
weighted average cost of leverage of 4.52 percent. Details of the swaps are disclosed in note 10
of our notes to financial statements. Leverage costs of $2.7 million in 1st quarter 2006 as
compared to $1.3 million in 1st quarter 2005, reflect an increase in all leverage costs components due to
the increased amounts of leverage outstanding and full implementation of the swap agreements.
Leverage costs increased $173,000 in 1st quarter 2006 from 4th quarter 2005 as our swap
agreements were not fully implemented for the entire 4th quarter 2005.
Distributable Cash Flow
For 1st quarter 2006 our DCF was $7.8 million, an increase of $1.3 million or 20 percent from
1st quarter 2005 and $530,000 or 7.3 percent from 4th quarter 2005. From this, we paid a
dividend of $7.2 million, or 92.2 percent of distributable cash flow. On a per share basis, the
fund declared a $0.48 dividend on February 10, 2006, for an annualized run-rate of $1.92. This is an
increase of 9.1 percent from the 1st quarter 2005 annualized run-rate of $1.76 and a 5.5 percent
increase from the 4th quarter 2005 annualized run-rate of $1.82. With the growth in distributions
from the master limited partnerships in which we invest, we expect the dividend to continue to
grow at least 4 percent annually.
Taxation of our Distributions
We invest in partnerships which have larger distributions of cash than the accounting income which
they generate. Accordingly, the distributions include a return of capital component for accounting
and tax purposes on our books. Dividends declared and paid by the Company in a year generally
differ from taxable income for that year as such dividends may include the distribution of current
year taxable income or returns of capital.
8 Tortoise Energy Infrastructure Corp.
Managements Discussion
(Continued)
The taxability of the dividend you receive depends on whether the
corporation has annual earnings and profits. If so, those earnings and
profits are first allocated to the preferred shares, and then to the
common shares. Because most of the distributions we have received from
MLPs are not income for tax purposes, we currently have very little
taxable income to offset against our expenses.
In the future however, Tortoise Energy could have earnings and profits
and that would make our dividend like any other corporate dividend and
taxable at the 15 percent qualified dividend rate. Our dividend would
include a taxable component for either of two reasons: first, the tax
characterization of the distributions we receive from MLPs could
change and become less return of capital and more in the form of
income. Second, and most likely, we could sell an MLP investment in
which Tortoise Energy has a gain. The unrealized gain we have in the
portfolio is reflected in the statement of assets and liabilities.
Tortoise Energys Investments at Value are $705.9 million, with a cost
of $546.1 million. The $159.8 million difference is gain that would be
recognized if those investments were sold at those values. A sale
would give rise to earnings and profits in that period and make the
distributions taxable qualified dividends. Note, however, that the
statement of assets and liabilities reflects as a deferred tax
liability the possible future tax liability we would pay if all
investments were liquidated at their indicated value. It is for these
two reasons that we only estimate the tax treatment each time we send
a dividend, because both of these items are unpredictable until the
year is over. We currently expect that our estimated annual taxable
income for 2006 will be less than 20 percent of our estimated dividend
distributions to shareholders in 2006, although the ultimate
determination will not be made until January 2007.
Liquidity and Capital Resources
Tortoise Energy had total assets of $718 million at quarter end. Our
total assets reflect the value of our investments, which are itemized
in the schedule of investments. It also reflects cash, interest and
other receivables and any expenses that may have been prepaid from
time to time. During 1st quarter 2006, total assets grew from $696
million to $718 million, an increase of 3.2 percent. This growth was
primarily the result of an increase of $23.9 million in unrealized
appreciation of investments during the quarter. Total assets increased
$94.7 million from 1st quarter 2005, primarily as a result of the
issuance of $90 million of additional leverage during the 2nd and 3rd
quarters last year.
Total leverage outstanding as of February 28, 2006, is $235 million
representing 32.7 percent of total assets, which is close to our
target for leverage of approximately 33 percent of total assets.
While we currently have no plans to do so, we may in the future raise
new debt and equity capital from time to time in order to fund
investments we believe are beneficial to our shareholders. We have
filed a shelf registration statement to allow us to issue new debt or
equity capital quickly in the event suitable opportunities are
presented.
2006 1st Quarter Report 9
Schedule of Investments (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
February 28, 2006 |
|
|
|
Shares |
|
|
Value |
|
|
|
|
Common Stock 1.0%(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas Gathering/Processing 1.0%(1) |
|
|
|
|
|
|
|
|
Crosstex Energy, Inc. (Cost $2,172,703) |
|
|
54,136 |
|
|
$ |
4,307,602 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Limited Partnerships and
Related Companies 167.9%(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal 0.9%(1) |
|
|
|
|
|
|
|
|
Natural Resource Partners, L.P. |
|
|
71,800 |
|
|
|
3,781,706 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Crude/Refined Products Pipelines 99.4%(1) |
|
|
|
|
|
|
|
|
Buckeye Partners, L.P. |
|
|
568,802 |
|
|
|
25,175,177 |
|
Enbridge Energy Partners, L.P. |
|
|
904,000 |
|
|
|
40,408,800 |
|
Holly Energy Partners, L.P. |
|
|
427,070 |
|
|
|
17,129,778 |
|
Kinder Morgan Management, LLC(3) |
|
|
1,464,699 |
|
|
|
64,051,287 |
|
Magellan Midstream Partners, L.P. |
|
|
2,190,213 |
|
|
|
68,969,807 |
|
Pacific Energy Partners, L.P. |
|
|
656,500 |
|
|
|
20,318,675 |
|
Pacific Energy Partners, L.P.(2) |
|
|
325,200 |
|
|
|
9,450,312 |
|
Plains All American Pipeline, L.P. |
|
|
1,247,155 |
|
|
|
55,885,016 |
|
Sunoco Logistics Partners, L.P. |
|
|
934,625 |
|
|
|
40,058,028 |
|
TEPPCO Partners, L.P. |
|
|
812,745 |
|
|
|
29,608,300 |
|
Valero, L.P. |
|
|
709,874 |
|
|
|
36,927,645 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
407,982,825 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas/Natural Gas Liquid Pipelines 15.7%(1) |
|
|
|
|
|
|
|
|
Enterprise GP Holdings, L.P. |
|
|
71,400 |
|
|
|
2,845,290 |
|
Enterprise Products Partners, L.P. |
|
|
2,248,940 |
|
|
|
54,604,263 |
|
Northern Border Partners, L.P. |
|
|
144,600 |
|
|
|
6,955,260 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
64,404,813 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas Gathering/Processing 33.8%(1) |
|
|
|
|
|
|
|
|
Copano Energy, LLC |
|
|
91,950 |
|
|
|
3,740,526 |
|
Copano Energy, LLC(2) |
|
|
531,701 |
|
|
|
21,198,919 |
|
Crosstex Energy, L.P. |
|
|
160,009 |
|
|
|
5,920,333 |
|
Crosstex Energy, L.P.(2) |
|
|
108,578 |
|
|
|
3,776,343 |
|
Energy Transfer Partners, L.P. |
|
|
1,804,600 |
|
|
|
64,460,312 |
|
Hiland Partners, L.P. |
|
|
36,548 |
|
|
|
1,498,468 |
|
Markwest Energy Partners, L.P. |
|
|
805,810 |
|
|
|
36,261,450 |
|
Williams Partners, L.P. |
|
|
59,750 |
|
|
|
1,977,725 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
138,834,076 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shipping 5.3%(1) |
|
|
|
|
|
|
|
|
K-Sea Transportation Partners, L.P. |
|
|
571,300 |
|
|
|
19,806,971 |
|
Teekay LNG Partners, L.P. |
|
|
67,200 |
|
|
|
2,042,880 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,849,851 |
|
|
|
|
|
|
|
|
|
10 Tortoise Energy Infrastructure Corp.
Schedule of Investments (Unaudited)
(Continued)
|
|
|
|
|
|
|
|
|
|
|
February 28, 2006 |
|
|
|
Shares |
|
|
Value |
|
|
|
|
Propane Distribution 12.8%(1) |
|
|
|
|
|
|
|
|
Inergy, L.P. |
|
|
1,767,979 |
|
|
$ |
48,336,546 |
|
Inergy, L.P.(2) |
|
|
82,655 |
|
|
|
2,001,904 |
|
Inergy Holdings, L.P. |
|
|
61,761 |
|
|
|
2,099,874 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
52,438,324 |
|
|
|
|
|
|
|
|
|
Total Master Limited Partnerships and
Related Companies (Cost $531,602,985) |
|
|
|
|
|
|
689,291,595 |
|
|
|
|
|
|
|
|
|
|
|
|
Principal |
|
|
|
|
|
|
Amount |
|
|
|
|
|
|
|
|
|
|
|
|
Promissory Note 1.5%(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shipping 1.5%(1) |
|
|
|
|
|
|
|
|
E.W. Transportation, LLC Unregistered, 8.72%, Due 3/31/2009
(Cost $6,133,985)(2)(4) |
|
$ |
6,197,549 |
|
|
|
6,133,985 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares |
|
|
|
|
|
|
|
|
|
|
|
|
Short-Term Investments 1.5%(1) |
|
|
|
|
|
|
First American Government Obligations
Money Market Fund Class Y, 4.16%(5)
(Cost $6,196,023) |
|
|
6,196,023 |
|
|
|
6,196,023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments 171.9%(1)
(Cost $546,105,696) |
|
|
|
|
|
|
705,929,205 |
|
Auction Rate Senior Notes (40.2%)(1) |
|
|
|
|
|
|
(165,000,000 |
) |
Interest Rate Swap Contracts 0.7%(1) |
|
|
|
|
|
|
|
|
$345,000,000 notional Unrealized Appreciation, Net (6) |
|
|
|
|
|
|
2,965,831 |
|
Liabilities in Excess of Cash and Other Assets (15.4%)(1) |
|
|
|
|
|
|
(63,252,871 |
) |
Preferred Shares at Redemption Value (17.0%)(1) |
|
|
|
|
|
|
(70,000,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Net Assets Applicable to Common
Stockholders 100.0%(1) |
|
|
|
|
|
$ |
410,642,165 |
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Calculated as a percentage of net assets applicable to common stockholders. |
|
(2) |
|
Fair valued securities represent a total market value of $42,561,463 which represents 10.4% of
net assets. |
|
|
|
These securities are deemed to be restricted; see
Note 6 for further disclosure. |
|
(3) |
|
Security distributions are paid in kind. Related
company of master limited partnership. |
|
(4) |
|
Security is a variable rate instrument. Interest
rate is as of February 28, 2006. |
|
(5) |
|
Rate indicated is the 7-day effective yield. |
|
(6) |
|
See Note 10 for further disclosure. |
2006 1st Quarter Report 11
Statement of Assets & Liabilities (Unaudited)
|
|
|
|
|
|
|
February 28, 2006 |
|
Assets |
|
|
|
|
Investments at value (cost $546,105,696) |
|
$ |
705,929,205 |
|
Cash |
|
|
6,511,031 |
|
Receivable for Adviser reimbursement |
|
|
263,596 |
|
Receivable for investments sold |
|
|
|
|
Interest and dividend receivable |
|
|
39,240 |
|
Distribution receivable |
|
|
|
|
Unrealized appreciation on interest rate swap contracts, net |
|
|
2,965,831 |
|
Prepaid expenses and other assets |
|
|
2,557,302 |
|
|
|
|
|
Total assets |
|
|
718,266,205 |
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
Payable to Adviser |
|
|
1,088,765 |
|
Dividend payable on common shares |
|
|
7,154,647 |
|
Dividend payable on preferred shares |
|
|
133,017 |
|
Accrued expenses and other liabilities |
|
|
272,046 |
|
Current tax liability |
|
|
58,500 |
|
Deferred tax liability |
|
|
63,917,065 |
|
Auction rate senior notes payable: |
|
|
|
|
Series A, due July 15, 2044 |
|
|
60,000,000 |
|
Series B, due July 15, 2044 |
|
|
50,000,000 |
|
Series C, due April 10, 2045 |
|
|
55,000,000 |
|
|
|
|
|
Total liabilities |
|
|
237,624,040 |
|
|
|
|
|
|
|
|
|
|
Preferred Shares |
|
|
|
|
$25,000 liquidation value per share applicable to 2,800 outstanding
shares (7,500 shares authorized) |
|
|
70,000,000 |
|
|
|
|
|
Net assets applicable to common stockholders |
|
$ |
410,642,165 |
|
|
|
|
|
|
|
|
|
|
Net Assets Applicable to Common Stockholders Consist of |
|
|
|
|
Capital stock, $0.001 par value; 14,905,515 shares issued and
outstanding (100,000,000 shares authorized) |
|
$ |
14,906 |
|
Additional paid-in capital |
|
|
310,907,047 |
|
Accumulated net investment loss, net of deferred tax benefit |
|
|
(3,468,317 |
) |
Undistributed realized gain, net of deferred tax expense |
|
|
4,116,258 |
|
Net unrealized gain on investments and interest rate swap
contracts, net of deferred tax expense |
|
|
99,072,271 |
|
|
|
|
|
Net assets applicable to common stockholders |
|
$ |
410,642,165 |
|
|
|
|
|
Net Asset Value per common share outstanding (net assets
applicable to common shares, divided by common shares
outstanding) |
|
$ |
27.55 |
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
12 Tortoise Energy Infrastructure Corp.
Statement
of Operations (Unaudited)
|
|
|
|
|
|
|
Period from |
|
|
|
December 1, 2005 |
|
|
|
through |
|
|
|
February 28, 2006 |
|
Investment Income |
|
|
|
|
Distributions received from master limited partnerships |
|
$ |
10,600,860 |
|
Less return of capital on distributions |
|
|
(8,132,187 |
) |
|
|
|
|
Distribution income from master limited partnerships |
|
|
2,468,673 |
|
Dividends from common stock |
|
|
30,988 |
|
Dividends from money market mutual funds |
|
|
53,431 |
|
Interest |
|
|
143,188 |
|
|
|
|
|
Total Investment Income |
|
|
2,696,280 |
|
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
Advisory fees |
|
|
1,646,552 |
|
Administrator fees |
|
|
114,464 |
|
Professional fees |
|
|
95,911 |
|
Reports to stockholders |
|
|
33,140 |
|
Directors fees |
|
|
29,178 |
|
Custodian fees and expenses |
|
|
16,274 |
|
Fund accounting fees |
|
|
14,794 |
|
Registration fees |
|
|
14,041 |
|
Stock transfer agent fees |
|
|
3,373 |
|
Other expenses |
|
|
22,161 |
|
|
|
|
|
Total Expenses before Interest Expense and Auction Agent Fees |
|
|
1,989,888 |
|
|
|
|
|
Interest expense |
|
|
1,805,794 |
|
Auction agent fees |
|
|
159,515 |
|
|
|
|
|
Total Interest Expense and Auction Agent Fees |
|
|
1,965,309 |
|
|
|
|
|
Total Expenses |
|
|
3,955,197 |
|
|
|
|
|
Less expense reimbursement by Adviser |
|
|
(398,639 |
) |
|
|
|
|
Net Expenses |
|
|
3,556,558 |
|
|
|
|
|
Net Investment Loss, before income taxes |
|
|
(860,278 |
) |
Current tax expense |
|
|
(58,500 |
) |
Deferred tax benefit |
|
|
358,323 |
|
|
|
|
|
Income tax benefit |
|
|
299,823 |
|
|
|
|
|
Net Investment Loss |
|
|
(560,455 |
) |
|
|
|
|
2006 1st Quarter Report 13
Statement of Operations (Unaudited)
(Continued)
|
|
|
|
|
|
|
Period from |
|
|
|
December 1, 2005 |
|
|
|
through |
|
|
|
February 28, 2006 |
|
Realized and Unrealized Gain on Investments |
|
|
|
|
Net realized gain on investments |
|
$ |
380,366 |
|
Net realized gain on interest rate swap settlements |
|
|
13,522 |
|
|
|
|
|
Net realized gain, before deferred tax expense |
|
|
393,888 |
|
Deferred tax expense |
|
|
(153,616 |
) |
|
|
|
|
Net realized gain on investments and interest rate swap settlements |
|
|
240,272 |
|
Net unrealized appreciation of investments |
|
|
23,899,784 |
|
Net unrealized appreciation of interest rate swap contracts |
|
|
63,315 |
|
|
|
|
|
Net unrealized gain, before deferred tax expense |
|
|
23,963,099 |
|
Deferred tax expense |
|
|
(9,346,595 |
) |
|
|
|
|
Net unrealized appreciation of investments and
interest rate swap contracts |
|
|
14,616,504 |
|
|
|
|
|
Net Realized and Unrealized Gain on Investments |
|
|
14,856,776 |
|
|
|
|
|
Dividends to Preferred Stockholders |
|
|
(773,009 |
) |
|
|
|
|
Net Increase in Net Assets Applicable to Common Stockholders Resulting from
Operations |
|
$ |
13,523,312 |
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
14 |
|
Tortoise Energy Infrastructure Corp. |
Statement
of Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
Period from |
|
|
|
|
|
|
December 1, 2005 |
|
|
|
|
|
|
through |
|
|
Year Ended |
|
|
|
February 28, 2006 |
|
|
November 30, 2005 |
|
|
|
(Unaudited) |
|
|
|
|
|
Operations |
|
|
|
|
|
|
|
|
Net investment loss |
|
$ |
(560,455 |
) |
|
$ |
(2,664,574 |
) |
Net realized gain on investments and
interest rate swap settlements |
|
|
240,272 |
|
|
|
3,910,013 |
|
Net unrealized appreciation of investments and
interest rate swap contracts |
|
|
14,616,504 |
|
|
|
36,586,625 |
|
Dividends to preferred stockholders |
|
|
(773,009 |
) |
|
|
(1,639,910 |
) |
|
|
|
|
|
|
|
Net increase in net assets applicable to
common stockholders resulting from operations |
|
|
13,523,312 |
|
|
|
36,192,154 |
|
|
|
|
|
|
|
|
Dividends and Distributions to
Common Stockholders |
|
|
|
|
|
|
|
|
Net investment income |
|
|
|
|
|
|
|
|
Return of capital |
|
|
(7,154,647 |
) |
|
|
(26,506,341 |
) |
|
|
|
|
|
|
|
Total dividends to common stockholders |
|
|
(7,154,647 |
) |
|
|
(26,506,341 |
) |
|
|
|
|
|
|
|
Capital Share Transactions |
|
|
|
|
|
|
|
|
Proceeds from secondary offering of
1,755,027 common shares |
|
|
|
|
|
|
47,999,988 |
|
Proceeds from issuance of 263,254 common shares in
connection with exercising an overallotment option
granted to underwriters of the secondary offering |
|
|
|
|
|
|
7,199,997 |
|
Underwriting discounts and offering expenses associated
with the issuance of common shares |
|
|
|
|
|
|
(2,443,688 |
) |
Underwriting discounts and offering expenses associated
with the issuance of preferred shares |
|
|
|
|
|
|
(356,815 |
) |
Issuance of 203,080 common shares from reinvestment
of dividend distributions to stockholders |
|
|
|
|
|
|
5,635,662 |
|
|
|
|
|
|
|
|
Net increase in net assets, applicable to common
stockholders, from capital share transactions |
|
|
|
|
|
|
58,035,144 |
|
|
|
|
|
|
|
|
Total increase in net assets applicable to
common stockholders |
|
|
6,368,665 |
|
|
|
67,720,957 |
|
Net Assets |
|
|
|
|
|
|
|
|
Beginning of period |
|
|
404,273,500 |
|
|
|
336,552,543 |
|
|
|
|
|
|
|
|
End of period |
|
$ |
410,642,165 |
|
|
$ |
404,273,500 |
|
|
|
|
|
|
|
|
Accumulated net investment loss, net of
deferred tax benefit, at the end of period |
|
$ |
(3,468,317 |
) |
|
$ |
(2,907,862 |
) |
|
|
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
2006 1st Quarter Report 15
Statement
of Cash Flows (Unaudited)
|
|
|
|
|
|
|
Period from |
|
|
|
December 1, 2005 |
|
|
|
through |
|
|
|
February 28, 2006 |
|
Cash Flows From Operating Activities |
|
|
|
|
Distributions received from master limited partnerships |
|
$ |
10,600,860 |
|
Interest and dividend income received |
|
|
221,788 |
|
Purchases of long term investments |
|
|
(157,675 |
) |
Proceeds from sale of long-term investments |
|
|
1,183,191 |
|
Purchases of short term investments, net |
|
|
(499,609 |
) |
Proceeds from interest rate swap settlements, net |
|
|
13,522 |
|
Interest expense paid |
|
|
(2,034,307 |
) |
Operating expenses paid |
|
|
(2,038,443 |
) |
|
|
|
|
Net cash provided by operating activities |
|
|
7,289,327 |
|
|
|
|
|
Cash Flows From Financing Activities |
|
|
|
|
Dividends paid to preferred stockholders |
|
|
(823,718 |
) |
|
|
|
|
Net cash used in financing activities |
|
|
(823,718 |
) |
|
|
|
|
Net increase in cash |
|
|
6,465,609 |
|
Cash beginning of period |
|
|
45,422 |
|
|
|
|
|
Cash end of period |
|
$ |
6,511,031 |
|
|
|
|
|
16 Tortoise Energy Infrastructure Corp.
Statement
of Cash Flows (Unaudited)
(Continued)
|
|
|
|
|
|
|
Period from |
|
|
|
December 1, 2005 |
|
|
|
through |
|
|
|
February 28, 2006 |
|
Reconciliation of net increase in net assets applicable to
common stockholders resulting from operations to net
cash provided by operating activities |
|
|
|
|
Net increase in net assets applicable to common stockholders
resulting from operations |
|
$ |
13,523,312 |
|
Adjustments to reconcile net increase in net assets applicable
to common stockholders resulting from operations to net cash
provided by operating activities: |
|
|
|
|
Purchases of long-term investments |
|
|
(157,675 |
) |
Return of capital adjustments |
|
|
8,132,187 |
|
Proceeds from sales of long-term investments |
|
|
1,183,191 |
|
Purchases of short term investments, net |
|
|
(499,609 |
) |
Deferred income taxes |
|
|
9,141,888 |
|
Net unrealized appreciation on investments and
interest rate swap contracts |
|
|
(23,963,099 |
) |
Realized gains on investments and interest rate swap settlements |
|
|
(393,888 |
) |
Accretion of discount on investments |
|
|
(4,342 |
) |
Amortization of debt issuance costs |
|
|
14,198 |
|
Dividends to preferred stockholders |
|
|
773,009 |
|
Changes in operating assets and liabilities: |
|
|
|
|
Increase in interest and dividend receivable |
|
|
(1,477 |
) |
Increase in prepaid expenses and other assets |
|
|
(143,847 |
) |
Decrease in receivable for investments sold |
|
|
|
|
Decrease in current tax liability |
|
|
(155,761 |
) |
Decrease in payable to Adviser, net of expense reimbursement |
|
|
(38,207 |
) |
Decrease in accrued expenses and other liabilities |
|
|
(120,553 |
) |
|
|
|
|
Total adjustments |
|
|
(6,233,985 |
) |
|
|
|
|
Net cash provided by operating activities |
|
$ |
7,289,327 |
|
|
|
|
|
See Accompanying Notes to the Financial Statements.
2006 1st Quarter Report 17
Financial Highlights
|
|
|
|
|
|
|
Period from |
|
|
|
December 1, 2005 |
|
|
|
through |
|
|
|
February 28, 2006 |
|
|
|
(Unaudited) |
|
Per Common Share Data(2) |
|
|
|
|
Net Asset Value, beginning of period |
|
$ |
27.12 |
|
Public offering price |
|
|
|
|
Underwriting discounts and offering costs on initial public offering |
|
|
|
|
Underwriting discounts and offering costs on issuance of preferred shares |
|
|
|
|
Premiums less underwriting discounts and offering costs on
secondary offering(7) |
|
|
|
|
Income (loss) from Investment Operations: |
|
|
|
|
Net investment (loss)(8) |
|
|
(0.04 |
) |
Net realized and unrealized gain on investments(8) |
|
|
1.00 |
|
|
|
|
|
Total increase from investment operations |
|
|
0.96 |
|
|
|
|
|
Less Dividends to Preferred Stockholders: |
|
|
|
|
Net investment income |
|
|
|
|
Return of capital |
|
|
(0.05 |
) |
|
|
|
|
|
Total dividends to preferred stockholders |
|
|
(0.05 |
) |
|
|
|
|
Less Dividends to Common Stockholders: |
|
|
|
|
Net investment income |
|
|
|
|
Return of capital |
|
|
(0.48 |
) |
|
|
|
|
|
Total dividends to common stockholders |
|
|
(0.48 |
) |
|
|
|
|
|
Net Asset Value, end of period |
|
$ |
27.55 |
|
|
|
|
|
|
Per common share market value, end of period |
|
$ |
29.42 |
|
Total Investment Return Based on Market Value(3) |
|
|
4.22 |
% |
Supplemental Data and Ratios |
|
|
|
|
Net assets applicable to common stockholders, end of period (000s) |
|
$ |
410,642 |
|
Ratio of expenses (including current and deferred income tax expense)
to average net assets before waiver:(4)(6)(9) |
|
|
12.97 |
% |
Ratio of expenses (including current and deferred income tax expense)
to average net assets after waiver:(4)(6)(9) |
|
|
12.58 |
% |
Ratio of expenses (excluding current and deferred income tax expense)
to average net assets before waiver:(4)(6)(9) |
|
|
3.96 |
% |
Ratio of expenses (excluding current and deferred income tax expense)
to average net assets after waiver:(4)(6)(9) |
|
|
3.57 |
% |
Ratio of expenses (excluding current and deferred income tax expense),
without regard to non-recurring organizational expenses, to average
net assets before waiver:(4)(6)(9) |
|
|
3.96 |
% |
Ratio of expenses (excluding current and deferred income tax expense),
without regard to non-recurring organizational expenses, to average
net assets after waiver:(4)(6)(9) |
|
|
3.57 |
% |
18 Tortoise Energy Infrastructure Corp.
|
|
|
|
|
|
|
|
|
|
|
|
|
Period from |
|
|
|
|
|
|
February 27, 2004(1) |
|
|
Year Ended |
|
|
through |
|
|
November 30, 2005 |
|
|
November 30, 2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
26.53 |
|
|
$ |
|
|
|
|
|
|
|
|
25.00 |
|
|
|
|
|
|
|
(1.17 |
) |
|
|
(0.02 |
) |
|
|
(0.06 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.16 |
) |
|
|
(0.03 |
) |
|
|
2.67 |
|
|
|
3.77 |
|
|
|
|
|
|
|
|
|
2.51 |
|
|
|
3.74 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.11 |
) |
|
|
(0.01 |
) |
|
|
|
|
|
|
|
|
(0.11 |
) |
|
|
(0.01 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.79 |
) |
|
|
(0.97 |
) |
|
|
|
|
|
|
|
|
(1.79 |
) |
|
|
(0.97 |
) |
|
|
|
|
|
|
|
$ |
27.12 |
|
|
$ |
26.53 |
|
|
|
|
|
|
|
|
$ |
28.72 |
|
|
$ |
27.06 |
|
|
|
13.06 |
% |
|
|
12.51 |
% |
|
|
|
|
|
|
|
|
|
$ |
404,274 |
|
|
$ |
336,553 |
|
|
|
9.10 |
% |
|
|
15.20 |
% |
|
|
8.73 |
% |
|
|
14.92 |
% |
|
|
3.15 |
% |
|
|
2.01 |
% |
|
|
2.78 |
% |
|
|
1.73 |
% |
|
|
3.15 |
% |
|
|
1.90 |
% |
|
|
2.78 |
% |
|
|
1.62 |
% |
2006 1st
Quarter Report 19
Financial
Highlights (Unaudited)
(Continued)
|
|
|
|
|
|
|
|
Period from |
|
|
|
December 1, 2005 |
|
|
|
through |
|
|
|
February 28, 2006 |
|
|
|
(Unaudited) |
|
Ratio of net
investment loss to average net assets before waiver:(4)(6)(10) |
|
|
(1.30 |
)% |
|
Ratio of net
investment loss to average net assets after waiver:(4)(6)(10) |
|
|
(0.91 |
)% |
|
Ratio of net investment loss to average net assets after current and
deferred income tax expense, before waiver:(4)(9) |
|
|
(10.31 |
)% |
|
Ratio of net investment loss to average net assets after current and
deferred income tax expense, after waiver:(4)(9) |
|
|
(9.92 |
)% |
|
Portfolio turnover rate |
|
|
0.02 |
% |
|
Tortoise Auction Rate Senior Notes, end of period (000s) |
|
$ |
165,000 |
|
|
Tortoise Preferred Shares, end of period (000s) |
|
$ |
70,000 |
|
|
Per common share amount of auction rate senior notes
outstanding at end of period |
|
$ |
11.07 |
|
|
Per common share amount of net assets, excluding auction
rate senior notes, at end of period |
|
$ |
38.62 |
|
|
Asset coverage, per $1,000 of principal amount of auction rate senior notes |
|
|
|
|
|
Series A |
|
$ |
3,913 |
|
|
Series B |
|
$ |
3,913 |
|
|
Series C |
|
$ |
3,913 |
|
|
Asset coverage, per $25,000 liquidation value per share of preferred shares |
|
$ |
171,658 |
|
|
Asset
coverage ratio of auction rate senior notes(5) |
|
|
391 |
% |
|
Asset
coverage ratio of preferred shares(11) |
|
|
275 |
% |
|
|
|
|
(1) |
|
Commencement of Operations. |
|
(2) |
|
Information presented relates to a share of common stock outstanding for the entire period. |
|
(3) |
|
Not Annualized for periods less than a year. Total investment return is calculated assuming a
purchase of common stock at the market price on the first day and a sale at the current market
price on the last day of the period reported. The calculation also assumes reinvestment of dividends
at actual prices pursuant to the Companys dividend reinvestment plan. Total investment return does not
reflect brokerage commissions. |
|
(4) |
|
Annualized for periods less than one full year. |
|
(5) |
|
Represents value of total assets less all liabilities and
indebtedness not represented by auction rate senior notes and
preferred shares at the end of the period divided by auction rate
senior notes outstanding at the end of the period. |
|
(6) |
|
The expense ratios and net investment loss ratios do not
reflect the effect of dividend payments to preferred stockholders. |
20 Tortoise Energy Infrastructure Corp.
|
|
|
|
|
|
|
|
|
|
|
|
|
Period from |
|
|
|
|
|
February 27, |
|
Year Ended |
|
2004 (1) through |
|
November 30, 2005 |
|
November 30, 2004 |
|
|
|
|
|
|
|
|
|
|
(1.42 |
)% |
|
|
(0.45 |
)% |
|
|
(1.05 |
)% |
|
|
(0.17 |
)% |
|
|
(7.37 |
)% |
|
|
(13.37 |
)% |
|
|
(7.00 |
)% |
|
|
(13.65 |
)% |
|
|
4.92 |
% |
|
|
1.39 |
% |
|
$ |
165,000 |
|
|
$ |
110,000 |
|
|
$ |
70,000 |
|
|
$ |
35,000 |
|
|
$ |
11.07 |
|
|
$ |
8.67 |
|
|
$ |
38.19 |
|
|
$ |
35.21 |
|
|
|
|
|
|
|
|
|
|
$ |
3,874 |
|
|
$ |
4,378 |
|
|
$ |
3,874 |
|
|
$ |
4,378 |
|
|
$ |
3,874 |
|
|
|
|
|
|
$ |
169,383 |
|
|
$ |
265,395 |
|
|
|
387 |
% |
|
|
438 |
% |
|
|
272 |
% |
|
|
332 |
% |
|
|
|
(7) |
|
The amount is less than $0.01 per share, and represents the premium on the secondary
offering of $0.14 per share, less the underwriting discounts and offering costs of $0.14
per share for the year ending November 30, 2005. |
|
(8) |
|
The per common share data for the period ended November 30, 2004, do not reflect the
change in estimate of investment income and return of capital. |
|
(9) |
|
The Company accrued $9,200,388, $24,659,420 and $30,330,018 for the quarter ended
February 28, 2006, for the year ended November 30, 2005 and for the period from February
27, 2004 through November 30, 2004, respectively, in current and deferred income tax
expense. |
|
(10) |
|
The ratio excludes net deferred income tax benefit on net investment loss. |
|
(11) |
|
Represents value of total assets less all liabilities and indebtedness not
represented by auction rate senior notes and preferred shares at the end of the period
divided by the sum of auction rate senior notes and preferred shares outstanding at the
end of the period. |
2006 1st
Quarter Report 21
Notes
to Financial Statements (Unaudited)
February 28, 2006
1. Organization
Tortoise Energy Infrastructure Corp. (the Company) was organized as a
Maryland corporation on October 29, 2003, and is a non-diversified,
closed-end management investment company under the Investment Company
Act of 1940, as amended (the 1940 Act). The Companys investment
objective is to seek a high level of total return with an emphasis on
current dividends paid to shareholders. The Company seeks to provide
its shareholders with an efficient vehicle to invest in the energy
infrastructure sector. The Company commenced operations on February 27,
2004. The Companys shares are listed on the New York Stock Exchange
under the symbol TYG.
2. Significant Accounting Policies
A. Use of Estimates
The preparation of financial statements in conformity with U.S.
generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amount of assets and
liabilities, recognition of distribution income and disclosure of
contingent assets and liabilities at the date of the financial
statements. Actual results could differ from those estimates.
B. Investment Valuation
The Company primarily owns securities that are listed on a securities
exchange. The Company values those securities at their last sale price
on that exchange on the valuation date. If the security is listed on
more than one exchange, the Company will use the price of the exchange
that it generally considers to be the principal exchange on which the
security is traded. Securities listed on the NASDAQ will be valued at
the NASDAQ Official Closing Price, which may not necessarily represent
the last sale price. If there has been no sale on such exchange or
NASDAQ on such day, the security will be valued at the mean between
bid and ask price on such day.
The Company may invest up to 30 percent of its total assets in
restricted securities. Restricted securities are subject to statutory
or contractual restrictions on their public resale, which may make it
more difficult to obtain a valuation and may limit the Companys
ability to dispose of them. Investments in private placement securities
and other securities for which market quotations are not readily
available will be valued in good faith by using fair value procedures
approved by the Board of Directors. Such fair value procedures consider
factors such as discounts to publicly traded issues, securities with
similar yields, quality, type of issue, coupon, duration and rating. If
events occur that will affect the value of the Companys portfolio
securities before the net asset value has been calculated (a
significant event), the portfolio securities so affected will
generally be priced using a fair value procedure.
22 Tortoise Energy Infrastructure Corp.
Notes to Financial Statements (Unaudited)
(Continued)
The Company generally values short-term debt securities at prices
based on market quotations for such securities, except those securities
purchased with 60 days or less to maturity are valued on the basis of
amortized cost, which approximates market value.
The Company generally values its interest rate swap contracts by
discounting the future cash flows from the stated terms of the interest
rate swap agreement by using interest rates currently available in the
market, or based on dealer quotations, if available.
C. Security Transactions and Investment Income
Security transactions are accounted for on the date the securities are
purchased or sold (trade date). Realized gains and losses are reported
on an identified cost basis. Interest income is recognized on the
accrual basis, including amortization of premiums and accretion of
discounts. Distributions are recorded on the ex-dividend date.
Distributions received from the Companys investments in master
limited partnerships (MLPs) generally are comprised of ordinary
income, capital gains and return of capital from the MLP. 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, as the actual character of these distributions are not
known until after the fiscal year-end of the Company.
D. Dividends to Stockholders
Dividends to common stockholders are recorded on the ex-dividend date.
The character of dividends to common stockholders made during the year
may differ from their ultimate characterization for federal income tax
purposes. For the year ended November 30, 2005 and the period ended
February 28, 2006, the Companys dividends, for book purposes, were
comprised entirely of return of capital as a result of the net
investment loss incurred by the Company in each reporting period. For
the year ended November 30, 2005, for tax purposes, the Company
determined the dividends to common stockholders were comprised of 100
percent return of capital.
Dividends to preferred stockholders are based on variable rates set at
auctions, normally held every 28 days. Dividends on preferred shares
are accrued on a daily basis for the subsequent 28 day period at a
rate as determined on the auction date. Dividends on preferred shares
are payable every 28 days, on the first day following the end of the
dividend period.
2006 1st
Quarter Report 23
Notes to Financial Statements (Unaudited)
(Continued)
E. Federal 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 reports its
allocable share of the MLPs taxable income in computing its own
taxable income. The Companys tax expense or benefit will be included
in the Statement of Operations based on the component of income or
gains (losses) to which such expense or benefit relates. Deferred
income taxes reflect 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.
F. Organization Expenses, Offering and Debt Issuance Costs
The Company is responsible for paying all organizational expenses,
which were expensed as incurred. Offering costs related to the
issuance of common and preferred stock are charged to additional
paid-in capital when the shares are issued. Offering costs (excluding
underwriter commissions) of $164,530 were charged to additional
paid-in capital for the MMP II preferred shares issued in July of
2005. Debt issuance costs related to the auction rate senior notes
payable are capitalized and amortized over the period the notes are
outstanding. The amount of such capitalized costs (excluding
underwriter commissions) for Auction Rate Senior Notes Series C
issued in April of 2005, was $254,099.
G. Derivative Financial Instruments
The Company uses derivative financial instruments (principally interest
rate swap contracts) to manage interest rate risk. The Company has
established policies and procedures for risk assessment and the
approval, reporting and monitoring of derivative financial instrument
activities. The Company does not hold or issue derivative financial
instruments for speculative purposes. All derivative financial
instruments 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.
H. 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 may enter 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.
24 Tortoise Energy Infrastructure Corp.
Notes to Financial Statements (Unaudited)
(Continued)
3 . Concentration of Risk
The Companys investment objective is to seek a high level of total
return with an emphasis on current dividends paid to its shareholders.
Under normal circumstances, the Company intends to invest at least 90
percent of its total assets in securities of domestic energy
infrastructure companies, and will invest at least 70 percent of its
total assets in equity securities of MLPs. The Company will not invest
more than 10 percent of its total assets in any single issuer as of the
time of purchase. The Company may invest up to 25 percent of its assets
in debt securities, which may include below investment grade
securities. Companies that primarily invest in a particular sector may
experience greater volatility than companies investing in a broad range
of industry sectors. 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.
4. Agreements
The Company has entered into an Investment Advisory Agreement with
Tortoise Capital Advisors, LLC (the Adviser). Under the terms of the
agreement, the Company will pay the
Adviser a fee equal to an annual rate of 0.95 percent of the Companys
average monthly total assets (including any assets attributable to
leverage) minus the sum of accrued liabilities (other than deferred
income taxes, debt entered into for purposes of leverage and the
aggregate liquidation preference of outstanding preferred shares)
(Managed Assets), in exchange for the investment advisory services
provided. For the period following the commencement of the Companys
operations through February 28, 2006, the Adviser has agreed to waive
or reimburse the Company for fees and expenses in an amount equal to
0.23 percent of the average monthly Managed Assets of the Company. For
years ending February 28, 2007, 2008 and 2009, the Adviser has agreed
to waive or reimburse the Company for fees and expenses in an amount
equal to 0.10 percent of the average monthly Managed Assets of the
Company.
The Company has engaged U.S. Bancorp Fund Services, LLC to serve as the
Companys administrator. The Company pays the administrator a monthly
fee computed at an annual rate of 0.07 percent of the first $300
million of the Companys Managed Assets, 0.06 percent on the next $500
million of Managed Assets and 0.04 percent on the balance of the
Companys Managed Assets, subject to a minimum annual fee of $45,000.
Computershare Investor Services, LLC serves as the Companys
transfer agent, dividend paying agent, and agent for the automatic
dividend reinvestment plan.
2006 1st
Quarter Report 25
Notes to Financial Statements (Unaudited)
(Continued)
U.S. Bank, N.A. serves as the Companys custodian. The Company pays
the custodian a monthly fee computed at an annual rate of 0.015 percent
on the first $100 million of the Companys Managed Assets and 0.01
percent on the balance of the Companys Managed Assets, subject to a
minimum annual fee of $4,800.
5. Income Taxes
Deferred income taxes reflect the net tax effect of temporary
differences between the carrying amount of assets and liabilities
for financial reporting and tax purposes. Components of the
Companys deferred tax assets and liabilities as of February 28,
2006 are as follows:
|
|
|
|
|
Deferred tax assets: |
|
|
|
|
Net operating loss carryforwards |
|
$ |
8,564,090 |
|
Organization costs |
|
|
58,267 |
|
|
|
|
|
|
|
|
8,622,357 |
|
|
|
|
|
|
|
|
|
|
Deferred tax liabilities: |
|
|
|
|
Unrealized gains on investment securities and interest rate swap contracts |
|
|
63,487,843 |
|
Basis reduction of investment in MLPs |
|
|
9,051,579 |
|
|
|
|
|
|
|
|
72,539,422 |
|
|
|
|
|
Total net deferred tax liability |
|
$ |
63,917,065 |
|
|
|
|
|
For the period from December 1, 2005 to February 28, 2006, the
components of income tax expense include foreign taxes of $58,500 and
deferred federal and state income taxes (net of federal tax benefit)
of $8,204,258 and $937,630, respectively. As of November 30, 2005, the
Company had a net operating loss for federal income tax purposes of
approximately $19,171,000. If not utilized, this net operating loss
will expire as follows: $2,833,000 and $16,338,000 in the years ending
November 30, 2024 and 2025, respectively.
Total income taxes differ from the amount computed by applying the
federal statutory income tax rate of 35 percent to net investment
income and realized and unrealized gains on investments and interest
rate swap contracts before taxes for the period from December 1, 2005
through February 28, 2006, as follows:
|
|
|
|
|
Application of statutory income tax rate |
|
$ |
8,223,848 |
|
State income taxes, net of federal tax benefit |
|
|
939,868 |
|
Other, net |
|
|
36,672 |
|
|
|
|
|
Total |
|
$ |
9,200,388 |
|
|
|
|
|
26 Tortoise Energy Infrastructure Corp.
Notes to Financial Statements (Unaudited)
(Continued)
6. Restricted Securities
Certain of the Companys investments are restricted and are valued as
determined in accordance with procedures established by the Board of
Directors and more fully described in Note 2. The table below shows the
number of units held or principal amount, the acquisition dates,
acquisition costs, value per unit of such securities and percent of net
assets which the securities comprise.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Units or |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percent |
|
|
|
|
|
Principal |
|
|
Acquisition |
|
|
Acquisition |
|
|
Value |
|
|
of Net |
|
Investment Security |
|
|
|
Amount |
|
|
Date |
|
|
Cost |
|
|
Per Unit |
|
|
Assets |
|
|
Copano Energy, LLC |
|
Common Units |
|
|
531,701 |
|
|
|
8/01/05 |
|
|
$ |
15,000,089 |
|
|
$ |
39.87 |
|
|
|
5.2 |
% |
Crosstex Energy, L.P. |
|
Common Units |
|
|
108,578 |
|
|
|
11/01/05 |
|
|
|
4,000,014 |
|
|
|
34.78 |
|
|
|
0.9 |
|
Pacific Energy Partners, L.P. |
|
Common Units |
|
|
325,200 |
|
|
|
9/30/05 |
|
|
|
9,824,902 |
|
|
|
29.06 |
|
|
|
2.3 |
|
Inergy, L.P. |
|
Subordinated Units |
|
|
82,655 |
|
|
|
9/14/04 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2/04/05 |
|
|
|
2,232,123 |
|
|
|
24.22 |
|
|
|
0.5 |
|
E.W. Transportation, LLC |
|
Promissory Note |
|
$ |
6,197,549 |
|
|
|
5/03/04 |
|
|
|
8,569,500 |
|
|
|
N/A |
|
|
|
1.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
39,626,628 |
|
|
|
|
|
|
|
10.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7.
Investment Transactions
For the period ended February 28, 2006, the Company purchased (at
cost) and sold securities (at proceeds) in the amount of $157,675 and
$1,183,191 (excluding short-term debt securities and interest rate
swaps), respectively.
8.
Auction Rate Senior Notes
The Company has issued $60,000,000, $50,000,000, and $55,000,000
aggregate principal amount of auction rate senior notes Series A,
Series B, and Series C, respectively (collectively, the Notes). The
Notes were issued in denominations of $25,000. The principal amount of
the Notes will be due and payable on July 15, 2044 for Series A and
Series B, and April 10, 2045 for Series C. Fair value of the notes
approximates carrying amount because the interest rate fluctuates with
changes in interest rates available in the current market.
Holders of the Notes are entitled to receive cash interest payments at
an annual rate that may vary for each rate period. Interest rates for
Series A, Series B, and Series C as of February 28, 2006 were 4.79
percent, 4.80 percent, and 4.81 percent, respectively. The weighted
average interest rates for Series A, Series B, and Series C for the
period ended February 28, 2006, were 4.63 percent, 4.64 percent, and
4.51 percent, respectively. These rates include the applicable rate
based on the latest
2006 1st
Quarter Report 27
Notes to Financial Statements (Unaudited)
(Continued)
results of the auction, plus commissions paid to the auction agent
in the amount of 0.25 percent. For each subsequent rate period, the
interest rate will be determined by an auction conducted in accordance
with the procedures described in the Notes prospectus. Generally, the
rate period will be 28 days for Series A and Series B, and 7 days for
Series C. The Notes are not listed on any exchange or automated
quotation system.
The Notes are redeemable in certain circumstances at the option of
the Company. The Notes are also subject to a mandatory redemption if
the Company fails to meet an asset coverage ratio required by law, or
fails to cure a deficiency as stated in the Companys rating agency
guidelines in a timely manner.
The 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.
9. Preferred Shares
The Company has 7,500 authorized Money Market Preferred (MMP)
Shares, of which 2,800 shares (1,400 MMP Shares and 1,400 MMP II
Shares) are currently outstanding. The MMP and MMP II Shares have
rights determined by the Board of Directors. The MMP and MMP II
Shares have a liquidation value of $25,000 per share plus any
accumulated, but unpaid dividends, whether or not declared.
Holders of the MMP and MMP II Shares are entitled to receive cash
dividend payments at an annual rate that may vary for each rate
period. The dividend rates for MMP and MMP II Shares as of February
28, 2006, were 4.80 percent and 4.88 percent, respectively. The
weighted average dividend rate for MMP and MMP II Shares for the
period ended February 28, 2006, were 4.64 percent and 4.71 percent,
respectively. These rates include the applicable rate based on the
latest results of the auction, plus commissions paid to the auction
agent in the amount of 0.25 percent. Under the Investment Company Act
of 1940, the Company may not declare dividends or make other
distribution on shares of common stock or purchases of such shares if,
at the time of the declaration, distribution or purchase, asset
coverage with respect to the outstanding MMP Shares would be less than
200 percent.
The MMP and MMP II Shares are redeemable in certain circumstances
at the option of the Company. The MMP and MMP II 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 a
deficiency as stated in the Companys rating agency guidelines in
a timely manner.
28 Tortoise Energy Infrastructure Corp.
Notes to Financial Statements (unaudited)
(Continued)
The holders of MMP and MMP II 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 preferred stock or the holders of
common stock.
10. Interest Rate Swap Contracts
The Company has entered into interest rate swap contracts to protect
itself from increasing interest expense on its leverage resulting from
increasing short-term interest rates. A decline in interest rates may
result in a decline in the value of the swap contracts, which may
result in a decline in the net assets of 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 would not be as favorable as on the expiring transaction.
In addition, if the Company is required to terminate any swap contract
early due to the Company failing to maintain a required 300 percent
asset coverage of the liquidation value of the outstanding auction rate
senior notes or if the Company loses its credit rating on its auction
rate senior notes, then the Company could be required to make a
termination payment, in addition to redeeming all or some of the
auction rate senior notes. Details of the interest rate swap contracts
outstanding as of February 28, 2006, were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed Rate |
|
|
Floating Rate |
|
Unrealized |
|
|
|
|
Maturity |
|
|
Notional |
|
|
Paid by |
|
|
Received by |
|
Appreciation/ |
|
Counterparty |
|
|
Date |
|
|
Amount |
|
|
the Company |
|
|
the Company |
|
(Depreciation) |
|
|
U.S. Bank, N.A. |
|
|
7/10/2007 |
|
|
$ |
60,000,000 |
|
|
|
3.54 |
% |
|
1 month U.S. Dollar LIBOR |
|
$ |
1,164,255 |
|
U.S. Bank, N.A.* |
|
|
7/10/2011 |
|
|
|
60,000,000 |
|
|
|
4.63 |
% |
|
1 month U.S. Dollar LIBOR |
|
|
610,359 |
|
U.S. Bank, N.A. |
|
|
7/17/2007 |
|
|
|
50,000,000 |
|
|
|
3.56 |
% |
|
1 month U.S. Dollar LIBOR |
|
|
1,005,206 |
|
U.S. Bank, N.A.* |
|
|
7/17/2011 |
|
|
|
50,000,000 |
|
|
|
4.64 |
% |
|
1 month U.S. Dollar LIBOR |
|
|
499,466 |
|
U.S. Bank, N.A. |
|
|
5/01/2014 |
|
|
|
55,000,000 |
|
|
|
4.54 |
% |
|
1 week U.S. Dollar LIBOR |
|
|
1,489,314 |
|
U.S. Bank, N.A. |
|
|
11/12/2020 |
|
|
|
35,000,000 |
|
|
|
5.20 |
% |
|
1 month U.S. Dollar LIBOR |
|
|
(880,707 |
) |
U.S. Bank, N.A. |
|
|
11/18/2020 |
|
|
|
35,000,000 |
|
|
|
5.21 |
% |
|
1 month U.S. Dollar LIBOR |
|
|
(922,062 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
345,000,000 |
|
|
|
|
|
|
|
|
|
|
$ |
2,965,831 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
The Company has entered into additional interest rate swap contracts
for Series A and Series B notes with settlements commencing on
7/10/2007 and 7/17/2007, respectively. |
The Company is exposed to credit risk on the interest rate swap
contracts if the counterparty should fail to perform under the terms of
the interest rate swap contracts. The amount of credit risk is limited
to the net appreciation of the interest rate swap contract, as no
collateral is pledged by the counterparty.
2006 1st
Quarter Report 29
Notes to Financial Statements (Unaudited)
(Continued)
11.
Common Stock
The Company has 100,000,000 shares of capital stock authorized and
14,905,515 shares outstanding at February 28, 2006. Transactions in
common shares for the year ended November 30, 2005 were as follows:
|
|
|
|
|
Shares at November 30, 2004 |
|
|
12,684,154 |
|
Shares sold through secondary offering and exercise of overallotment options |
|
|
2,018,281 |
|
Shares issued through reinvestment of dividends |
|
|
203,080 |
|
|
|
|
|
Shares at November 30, 2005 |
|
|
14,905,515 |
|
|
|
|
|
There were no transactions in common shares for the period from
December 1, 2005 through February 28, 2006.
12.
Subsequent Event
On March 1, 2006, the Company paid a dividend in the amount of $0.48
per share, for a total of $7,154,647. Of this total, the dividend
reinvestment amounted to $1,063,107.
30 Tortoise Energy Infrastructure Corp.
Additional Information (Unaudited)
Forward-Looking Statements
This report contains forward-looking statements within the meaning
of the Securities Act of 1933. By their nature, all forward-looking
statements involve risks and uncertainties, and actual results could
differ materially from those contemplated by the forward-looking
statements. Several factors that could materially affect Tortoise
Energy Infrastructure Corp.s actual results are the performance of
the portfolio of investments held by it, the conditions in the U.S.
and international financial, petroleum and other markets, the price at
which shares of Tortoise Energy Infrastructure Corp. will trade in the
public markets and other factors discussed in filings with the SEC.
Proxy Voting Policies
A description of the policies and procedures that the Company uses to
determine how to vote proxies relating to portfolio securities owned
by the Company and information regarding how the Company voted proxies
relating to the portfolio of securities during the period ended June
30, 2005 is available to stockholders (i) without charge, upon request
by calling the Company at (913) 981-1020 or toll-free at (888)
728-8784; and (ii) on the SECs Web site at www.sec.gov.
Form N-Q
The Company files its complete schedule of portfolio holdings for the
first and third quarters of
each fiscal year with the SEC on Form N-Q. The Companys Form N-Q and
statement of additional information are available without charge upon
request by calling the Company at (888) 728-8784 or by visiting the
SECs Web site at www.sec.gov. In addition, you may review and copy
the Companys Form N-Q at the Commissions Public Reference Room in
Washington D.C. You may obtain information on the operation of the
Public Reference Room by calling (800) SEC-0330.
Privacy Policy
In order to conduct its business, the Company collects and maintains
certain nonpublic personal information about our stockholders of record
with respect to their transactions in shares of our securities. This
information includes the stockholders address, tax identification or
Social Security number, share balances, and dividend elections. We do
not collect or maintain personal information about stockholders whose
share balances of our securities are held in street name by a
financial institution such as a bank or broker.
We do not disclose any nonpublic personal information about you, our
other stockholders or our former stockholders to third parties unless
necessary to process a transaction, service an account, or as
otherwise permitted by law.
To protect your personal information internally, we restrict access to
nonpublic personal information about our stockholders to those
employees who need to know that information to provide services to our
stockholders. We also maintain certain other safeguards to protect your
nonpublic personal information.
2006 1st
Quarter Report 31
Office
of the Company
and of
the Investment Adviser
Tortoise Capital Advisors, L.L.C.
10801 Mastin Boulevard, Suite 222
Overland Park, Kan. 66210
(913)
981-1020
(913) 981-1021 (fax)
www.tortoiseadvisors.com
Managing Directors of
Tortoise Capital Advisors, L.L.C.
H. Kevin Birzer
Zachary A. Hamel
Kenneth P. Malvey
Terry Matlack
David J. Schulte
Board of Directors of
Tortoise Energy Infrastructure Corp.
H. Kevin Birzer, Chairman
Tortoise Capital Advisors, L.L.C.
Terry Matlack
Tortoise Capital Advisors, L.L.C.
Conrad S. Ciccotello
Independent
John R. Graham
Independent
Charles E. Heath
Independent
ADMINISTRATOR
U.S. Bancorp Fund Services, L.L.C.
615 East Michigan St.
Milwaukee, Wis. 53202
CUSTODIAN
U.S. Bank, N.A.
425 Walnut St.
Cincinnati, Ohio 45202
TRANSFER AGENT
Computershare Investor Services, L.L.C.
2 North LaSalle St.
Chicago, Ill. 60602
(888) 728-8784
www.computershare.com
LEGAL COUNSEL
Blackwell Sanders Peper Martin LLP
4801 Main St.
Kansas City, Mo. 64112
INVESTOR RELATIONS
(913) 981-1020
info@tortoiseadvisors.com
STOCK SYMBOL
Listed NYSE Symbol: TYG
This report is for stockholder information. This is not a prospectus intended for use in the purchase or sale of fund shares. Past performance is no guarantee of future results and your investment may be worth more or less at the time you sell.