- Quarterly Schedule of Portfolio Holdings of Registered Management Investment Company (N-Q)
April 29 2011 - 3:54PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM N-Q
QUARTERLY
SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
INVESTMENT
COMPANY ACT FILE NUMBER
811-21593
KAYNE
ANDERSON MLP INVESTMENT COMPANY
(Exact name of registrant as
specified in charter)
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717 Texas Avenue, Suite 3100, Houston, Texas
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77002
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(Address of principal executive
offices)
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(Zip code)
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David
Shladovsky, Esq.
KA Fund Advisors, LLC, 717 Texas Avenue, Suite 3100,
Houston, Texas 77002
(Name and address of agent for
service)
Registrants telephone number, including area
code:
(713) 493-2020
Date of fiscal year end:
November 30, 2011
Date of reporting period:
February 28,
2011
TABLE OF CONTENTS
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Item 1:
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Schedule
of Investments
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KAYNE
ANDERSON MLP INVESTMENT COMPANY
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2011
(amounts in 000s, except number of option contracts)
(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 167.9%
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Equity
Investments
(1)
166.2%
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Midstream
MLP
(2)
117.0%
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Boardwalk Pipeline Partners, LP
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510
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$
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16,935
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Buckeye Partners, L.P.
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691
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44,789
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Buckeye Partners, L.P. Unregistered, Class B
Units
(3)(4)
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535
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29,903
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Chesapeake Midstream Partners, L.P.
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1,154
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30,038
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Copano Energy, L.L.C.
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3,257
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117,922
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Crestwood Midstream Partners LP
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1,132
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34,085
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Crosstex Energy, L.P.
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2,641
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44,901
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DCP Midstream Partners, L.P.
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1,599
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67,590
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Duncan Energy Partners
L.P.
(5)
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511
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20,820
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Eagle Rock Energy Partners, L.P.
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237
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2,300
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El Paso Pipeline Partners, L.P.
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2,763
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104,160
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Enbridge Energy Partners, L.P.
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1,309
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87,783
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Energy Transfer Partners, L.P.
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2,094
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114,839
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Enterprise Products Partners L.P.
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6,574
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286,617
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Exterran Partners, L.P.
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1,627
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48,308
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Global Partners LP
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1,825
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49,830
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Holly Energy Partners, L.P.
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635
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37,893
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Magellan Midstream Partners, L.P.
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3,582
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216,495
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MarkWest Energy Partners, L.P.
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3,490
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156,687
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Martin Midstream Partners L.P.
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240
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9,511
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Niska Gas Storage Partners LLC
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725
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14,687
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ONEOK Partners,
L.P.
(5)
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1,302
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108,250
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PAA Natural Gas Storage, L.P.
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261
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6,367
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PAA Natural Gas Storage, L.P.
Unregistered
(3)
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1,402
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31,841
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Plains All American Pipeline,
L.P.
(6)
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2,876
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188,317
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Regency Energy Partners L.P.
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3,762
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104,459
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Spectra Energy Partners, L.P.
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813
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26,715
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Sunoco Logistics Partners L.P.
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283
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25,076
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Targa Resources Partners L.P.
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1,243
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42,586
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Transmontaigne Partners L.P.
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614
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24,408
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Western Gas Partners L.P.
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1,638
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59,369
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Williams Partners L.P.
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3,008
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155,979
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2,309,460
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MLP
Affiliates
(2)
13.9%
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Enbridge Energy Management,
L.L.C.
(4)
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1,043
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69,767
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Kinder Morgan Management,
LLC
(4)
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3,099
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203,331
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273,098
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General Partner MLP 13.6%
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Alliance Holdings GP L.P.
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1,092
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60,213
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Energy Transfer Equity, L.P.
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2,810
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112,916
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Penn Virgina GP Holdings, L.P.
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2,211
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58,821
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Plains All American GP LLC
Unregistered
(3)(6)
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24
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36,974
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268,924
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Propane MLP 8.4%
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Inergy,
L.P.
(5)
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4,007
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166,215
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KAYNE
ANDERSON MLP INVESTMENT COMPANY
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2011
(amounts in 000s, except number of option contracts)
(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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Shipping MLP 7.5%
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Capital Product Partners L.P.
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2,646
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$
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25,721
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Navios Maritime Partners L.P.
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1,685
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33,465
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Teekay LNG Partners L.P.
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1,182
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45,018
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Teekay Offshore Partners L.P.
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1,536
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44,194
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148,398
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Midstream & Other 3.9%
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Clearwater Trust
(3)(6)(7)
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N/A
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3,980
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Kinder Morgan,
Inc.
(8)
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1,021
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31,140
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Knightsbridge Tankers Ltd.
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184
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4,476
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ONEOK, Inc.
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385
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24,840
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Teekay Tankers Ltd.
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1,168
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12,483
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76,919
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Upstream MLP 1.7%
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EV Energy Partners, L.P.
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254
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11,603
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Legacy Reserves L.P.
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701
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21,751
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33,354
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Coal MLP 0.2%
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Penn Virginia Resource Partners, L.P.
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157
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4,481
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Total Equity Investments (Cost $1,907,863)
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3,280,849
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Interest
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Maturity
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Principal
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Rate
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Date
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Amount
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Debt Investments 1.7%
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Midstream 1.3%
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Crestwood Holdings Partners, LLC
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(9)
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10/1/16
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$
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6,151
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6,366
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El Paso Corporation
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7.750%
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1/15/32
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5,000
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5,294
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Genesis Energy, L.P.
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7.875
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12/15/18
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14,500
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14,863
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26,523
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Upstream 0.4%
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Breitburn Energy Partners L.P.
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8.625
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10/15/20
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6,375
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6,702
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Total Debt Investments (Cost $31,993)
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33,225
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Total Long-Term Investments (Cost $1,939,856)
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3,314,074
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Short-Term Investment 0.4%
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Repurchase Agreements 0.4%
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J.P. Morgan Securities Inc. (Agreement dated 2/28/11 to be
repurchased at $7,161), collateralized by $10,380 in U.S.
Treasury securities
(Cost $7,161)
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0.050
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3/1/11
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7,161
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Total Investments 168.3% (Cost
$1,947,017)
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3,321,235
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KAYNE
ANDERSON MLP INVESTMENT COMPANY
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2011
(amounts in 000s, except number of option contracts)
(UNAUDITED)
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No. of
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Description
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Contracts
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Value
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Liabilities
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Call Option Contracts
Written
(10)
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Midstream MLP
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Duncan Energy Partners L.P., call option expiring 3/18/11 @
$40.00
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615
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$
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(55
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)
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ONEOK Partners, L.P., call option expiring 3/18/11 @ $80.00
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1,425
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(492
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)
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(547
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)
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Propane MLP
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Inergy, L.P., call option expiring 3/18/11 @ $40.00
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1,386
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(232
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)
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Total Call Option Contracts Written (Premiums
Received $405)
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(779
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)
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Revolving Credit Facility
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(56,000
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)
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Senior Unsecured Notes
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(620,000
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Mandatory Redeemable Preferred Stock at liquidation value
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(160,000
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)
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Deferred Tax Liability
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(494,428
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)
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Other Liabilities
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(27,409
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)
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Total Liabilities
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(1,358,616
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)
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Other Assets
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11,321
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Total Liabilities in Excess of Other Assets
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(1,347,295
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)
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Net Assets Applicable to Common Stockholders
|
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$
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1,973,940
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(1)
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Unless otherwise noted, equity investments are common
units/common shares.
|
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(2)
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Includes limited liability companies.
|
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(3)
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Fair valued securities, restricted from public sale.
|
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(4)
|
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Distributions are
paid-in-kind.
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(5)
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Security or a portion thereof is segregated as collateral on
option contracts written.
|
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(6)
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Kayne Anderson MLP Investment Company (the Company)
believes that it may be an affiliate of the Clearwater Trust and
that it is an affiliate of Plains All American Pipeline, L.P.
and Plains All American GP LLC.
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(7)
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On September 28, 2010, the Bankruptcy Court finalized the
plan of reorganization of Clearwater Natural Resources, L.P.
(Clearwater). As part of the plan of reorganization,
the Company received an interest in the Creditors Trust of
Miller Bros. Coal, LLC (Clearwater Trust) consisting
of cash and a coal royalty interest as consideration for its
unsecured loan to Clearwater.
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(8)
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Security is not currently paying cash distributions but is
expected to pay cash distributions within the next
12 months.
|
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(9)
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Floating rate first lien senior secured term loan. Security pays
interest at a rate of LIBOR + 850 basis points, with a
LIBOR floor of 2% (10.50% as of February 28, 2011).
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(10)
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Security is non-income producing.
|
From time to time, certain of the Companys investments may
be restricted as to resale. For instance, private investments
that are not registered under the Securities Act of 1933, as
amended, cannot 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, 2011, the Company held the following
restricted investments.
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Number of
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Units,
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Percent
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Percent
|
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Acquisition
|
|
Type of
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Principal ($)
|
|
|
Cost
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Fair
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of Net
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of Total
|
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Investment
|
|
Security
|
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Date
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|
Restriction
|
|
|
(in 000s)
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|
Basis
|
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Value
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Assets
|
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Assets
|
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|
Level 3
Investments
(1)
|
|
|
|
|
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|
|
|
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|
|
|
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|
|
|
|
|
|
|
|
|
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|
|
Buckeye Partners, L.P.
|
|
Class B Units
|
|
1/18/2011
|
|
|
(2
|
)
|
|
|
535
|
|
|
$
|
30,000
|
|
|
$
|
29,903
|
|
|
|
1.5
|
%
|
|
|
0.9
|
%
|
Clearwater Trust
|
|
Trust
|
|
(3)
|
|
|
(4
|
)
|
|
|
N/A
|
|
|
|
3,266
|
|
|
|
3,980
|
|
|
|
0.2
|
|
|
|
0.1
|
|
PAA Natural Gas Storage, L.P.
|
|
Common Units
|
|
2/8/2011
|
|
|
(2
|
)
|
|
|
1,402
|
|
|
|
29,700
|
|
|
|
31,841
|
|
|
|
1.6
|
|
|
|
1.0
|
|
Plains All American GP LLC
|
|
Common Units
|
|
12/23/10
|
|
|
(4
|
)
|
|
|
24
|
|
|
|
34,928
|
|
|
|
36,974
|
|
|
|
1.9
|
|
|
|
1.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12/31/10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
97,894
|
|
|
$
|
102,698
|
|
|
|
5.2
|
%
|
|
|
3.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 2
Investments
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Breitburn Energy Partners L.P.
|
|
Senior Notes
|
|
10/1/10
|
|
|
(2
|
)
|
|
$
|
6,375
|
|
|
$
|
6,452
|
|
|
$
|
6,702
|
|
|
|
0.3
|
%
|
|
|
0.2
|
%
|
Crestwood Holdings Partners LLC
|
|
Bank Loan
|
|
9/29/10
|
|
|
(4
|
)
|
|
|
6,151
|
|
|
|
6,034
|
|
|
|
6,366
|
|
|
|
0.3
|
|
|
|
0.2
|
|
Genesis Energy, L.P.
|
|
Senior Notes
|
|
11/12/10
|
|
|
(2
|
)
|
|
|
14,500
|
|
|
|
14,500
|
|
|
|
14,863
|
|
|
|
0.8
|
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
26,986
|
|
|
$
|
27,931
|
|
|
|
1.4
|
%
|
|
|
0.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total of all restricted securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
124,880
|
|
|
$
|
130,629
|
|
|
|
6.6
|
%
|
|
|
3.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
Securities are valued using inputs reflecting the Companys
own assumptions.
|
|
(2)
|
|
Unregistered security of a public company.
|
|
(3)
|
|
On September 28, 2010, the Bankruptcy Court finalized the
plan of reorganization of Clearwater. As part of the plan of
reorganization, the Company received an interest in the
Clearwater Trust consisting of cash and a coal royalty interest
as consideration for its unsecured loan to Clearwater.
|
|
(4)
|
|
Unregistered security of a private company.
|
|
(5)
|
|
These securities have 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. These
securities have limited trading volume and are not listed on a
national exchange.
|
At February 28, 2011, the cost basis of investments for
federal income tax purposes was $1,799,152. At February 28,
2011, gross unrealized appreciation and depreciation of
investments for federal income tax purposes were as follows:
|
|
|
|
|
Gross unrealized appreciation of investments
|
|
$
|
1,522,919
|
|
Gross unrealized depreciation of investments
|
|
|
(836
|
)
|
|
|
|
|
|
Net unrealized appreciation
|
|
$
|
1,522,083
|
|
|
|
|
|
|
The identified cost basis of federal tax purposes is estimated
based on information available from the Companys portfolio
companies. In some cases, this information is very limited.
Accordingly, the actual cost basis may prove higher or lower
than the estimated cost basis included above.
As required by the Fair Value Measurement and Disclosures of the
Financial Accounting Standards Board (FASB)
Accounting Standards Codification, the Company has performed an
analysis of all assets and liabilities measured at fair value to
determine the significance and character of all inputs to their
fair value determination.
The fair value hierarchy 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 traded on a national
exchange 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.
|
|
|
|
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.
|
Note that the valuation levels below are not necessarily an
indication of the risk or liquidity associated with the
underlying investment. For instance, the Companys
repurchase agreements, which are collateralized by
U.S. Treasury notes, are generally high quality and liquid;
however, the Company reflects these repurchase agreements as
Level 2 because the inputs used to determine fair value may
not always be quoted prices in an active market.
The following table presents the Companys assets and
liabilities measured at fair value on a recurring basis at
February 28, 2011. The Company presents these assets by
security type and description on its Schedule of Investments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quoted Prices in
|
|
|
Prices with Other
|
|
|
Unobservable
|
|
|
|
|
|
|
Active Markets
|
|
|
Observable Inputs
|
|
|
Inputs
|
|
|
|
Total
|
|
|
(Level 1)
|
|
|
(Level 2)
|
|
|
(Level
3)
(1)
|
|
|
Assets at Fair Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity investments
|
|
$
|
3,280,849
|
|
|
$
|
3,178,151
|
|
|
$
|
|
|
|
$
|
102,698
|
|
Debt investments
|
|
|
33,225
|
|
|
|
|
|
|
|
33,225
|
|
|
|
|
|
Repurchase agreements
|
|
|
7,161
|
|
|
|
|
|
|
|
7,161
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets at fair value
|
|
$
|
3,321,235
|
|
|
$
|
3,178,151
|
|
|
$
|
40,386
|
|
|
$
|
102,698
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities at Fair Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Call option contracts written
|
|
$
|
779
|
|
|
$
|
|
|
|
$
|
779
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
The Companys investments in Level 3 represent its
investments in Buckeye Partners, L.P. (Class B Units),
Clearwater Trust, PAA Natural Gas Storage, L.P. (Unregistered
Units), and Plains All American GP LLC.
|
The Company did not have any liabilities that were measured at
fair value on a recurring basis using significant unobservable
inputs (Level 3) at February 28, 2011 or at
November 30, 2010. For the three months ended
February 28, 2011, there were no transfers between
Level 1 and Level 2.
The following table presents the Companys assets measured
at fair value on a recurring basis using significant
unobservable inputs (Level 3) for the three months
ended February 28, 2011.
|
|
|
|
|
|
|
Long-Term
|
|
Assets at Fair Value Using Unobservable Inputs (Level 3)
|
|
Investments
|
|
|
Balance November 30, 2010
|
|
$
|
63,514
|
|
Transfers out of Level 3
|
|
|
(88,999
|
)
|
Realized gains/(losses)
|
|
|
|
|
Unrealized gains, net
|
|
|
4,415
|
|
Purchases, issuances or settlements
|
|
|
123,768
|
|
|
|
|
|
|
Balance February 28, 2011
|
|
$
|
102,698
|
|
|
|
|
|
|
The $4,415 of unrealized gains presented in the table above for
the three months ended February 28, 2011 related to
investments that are still held at February 28, 2011.
The purchases, issuances or settlements of $123,768 for the
three months ended February 28, 2011 relate to the
Companys investments in Buckeye Partners, L.P.
(Class B Units), Buckeye Partners, L.P. (Common Units), PAA
Natural Gas Storage, L.P., Plains All American GP LLC and
Clearwater Trust. The Companys investments in the common
units of Buckeye Partners, L.P., Inergy, LP and Magellan
Midstream Partners, L.P. which are noted as a transfer out of
Level 3 in the table above, became registered during the
period.
As required by the Derivatives and Hedging Topic of the FASB
Accounting Standards Codification, the following are the
derivative instruments and hedging activities of the Company.
The total number of outstanding options at February 28,
2011 is indicative of the volume of this type of derivative for
the period ended February 28, 2011.
The following table sets forth the fair value of the
Companys derivative instruments.
|
|
|
|
|
|
|
Derivatives Not Accounted for as
|
|
|
|
Fair Value as of
|
Hedging Instruments
|
|
Statement of Assets and Liabilities Location
|
|
February 28, 2011
|
|
Call options
|
|
Call option contracts written
|
|
($
|
779
|
)
|
The following table sets forth the effect of the Companys
derivative instruments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
|
|
|
|
|
|
Ended February 28, 2011
|
|
|
|
|
|
|
|
|
Change in
|
|
|
|
|
|
Net Realized
|
|
|
Unrealized
|
|
|
|
Location of Gains/(Losses) on
|
|
Gains/(Losses) on
|
|
|
Gains/(Losses) on
|
|
|
|
Derivatives
|
|
Derivatives
|
|
|
Derivatives
|
|
Derivatives Not Accounted for as
|
|
Recognized in
|
|
Recognized in
|
|
|
Recognized in
|
|
Hedging Instruments
|
|
Income
|
|
Income
|
|
|
Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Call options
|
|
Options
|
|
|
1,579
|
|
|
|
(799
|
)
|
Securities valuation policies and other investment related
disclosures are hereby incorporated by reference to the
Companys annual report previously filed with the
Securities and Exchange Commission on form N-CSR on
February 4, 2011 with a file number 811-21593.
Other information regarding the Company is available in the
Companys most recent annual report. This information is
also available on the Companys website at
www.kaynefunds.com; or on the website of the Securities and
Exchange Commission, www.sec.gov.
Item 2:
Controls and Procedures
(a) As of a date within 90 days from the filing date
of this report, the principal executive officer and principal
financial officer concluded that the registrants disclosure
controls and procedures (as defined in Rule 30a-3(c) under
the Investment Company Act of 1940, as amended (the Act)), were
effective based on their evaluation of the disclosure controls
and procedures required by Rule 30a-3(b) under the Act and
Rules 13a-15(b) or 15d-15(b) under the Securities and
Exchange Act of 1934, as amended.
(b) There were no changes in the registrants internal
control over financial reporting (as defined in
Rule 30a-3(d) under the Act) that occurred during the
registrants last fiscal quarter that have materially affected,
or are reasonably likely to materially affect, the registrants
internal control over financial reporting.
Item 3: Exhibits
1. The certifications of the registrant as required by
Rule 30a-2(a) under the Act are exhibits to this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934 and the Investment Company Act of 1940, the registrant has
duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
KAYNE ANDERSON MLP INVESTMENT COMPANY
Name: Kevin S. McCarthy
|
|
|
|
Title:
|
Chairman of the Board of Directors,
|
President and Chief Executive Officer
Date: April 29, 2011
Pursuant to the requirements of the Securities Exchange Act of
1934 and the Investment Company Act of 1940, this report has
been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Name: Kevin S. McCarthy
|
|
|
|
Title:
|
Chairman of the Board of Directors,
|
President and Chief Executive Officer
Date: April 29, 2011
Name: Terry A. Hart
|
|
|
|
Title:
|
Chief Financial Officer and Treasurer
|
Date: April 29, 2011
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