gug59164-nq.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number: 811-21652
 
Fiduciary/Claymore MLP Opportunity Fund
(Exact name of registrant as specified in charter)

227 West Monroe Street, Chicago, IL 60606
(Address of principal executive offices)(Zip code)
 
Amy J. Lee
 
227 West Monroe Street, Chicago, IL 60606
(Name and address of agent for service)

Registrant’s telephone number, including area code:  (630) 505-3700

Date of fiscal year end: November 30                                                                           

Date of reporting period: December 1, 2013 – February 28, 2014
 
 
 

 

Item 1.  Schedule of Investments.
Attached hereto.
 
 
FMO Fiduciary/Claymore MLP Opportunity Fund
 
Portfolio of Investments
   
February 28, 2014 (unaudited)
 
       
Number
     
of Shares
 
Description
Value
   
Long-Term Investments - 157.0%
 
   
Master Limited Partnerships - 156.1%
 
   
Coal - 3.0%
 
217,425
 
Alliance Holdings GP, LP
$      13,523,835
120,840
 
Alliance Resource Partners, LP
10,411,574
365,000
 
Oxford Resource Partners, LP(a) (b)
430,700
     
24,366,109
       
   
Diversified Infrastructure - 41.1%
 
343,406
 
Enbridge Energy Management, LLC(a) (b) (c)
9,186,110
504,954
 
Enbridge Energy Partners, LP(a)
13,896,334
2,903,830
 
Energy Transfer Equity, LP(a)
126,752,179
229,237
 
Energy Transfer Partners, LP(a)
12,729,531
1,420,925
 
Enterprise Products Partners, LP(a)
95,358,277
397,703
 
Kinder Morgan Energy Partners, LP(a)
29,537,402
728,491
 
Kinder Morgan Management, LLC(a) (b) (c)
50,848,672
     
338,308,505
       
   
Gathering & Processing - 26.9%
 
561,290
 
Access Midstream Partners, LP
31,684,821
356,062
 
Atlas Pipeline Partners, LP
10,945,346
475,135
 
Crosstex Energy, LP
14,676,920
1,005,404
 
DCP Midstream Partners, LP(a)
49,063,715
564,325
 
MarkWest Energy Partners, LP(a)
36,032,151
151,255
 
QEP Midstream Partners, LP
3,232,319
768,160
 
Southcross Energy Partners, LP
13,519,616
262,530
 
Targa Resources Partners, LP(a)
14,095,236
562,810
 
Western Gas Equity Partners, LP
24,189,574
383,290
 
Western Gas Partners, LP(a)
24,258,424
     
221,698,122
       
   
Marine Transportation - 4.4%
 
362,360
 
Golar LNG Partners, LP (Marshall Islands)(a)
10,946,896
29,035
 
KNOT Offshore Partners, LP (Marshall Islands)
833,304
741,510
 
Teekay Offshore Partners, LP (Marshall Islands)(a)
24,291,868
     
36,072,068
       
   
Midstream Natural Gas - 27.4%
 
3,659,467
 
Crestwood Equity Partners, LP(a)
49,073,452
2,155,217
 
Crestwood Midstream Partners, LP(a)
48,255,309
535,000
 
ONEOK Partners, LP(a)
28,413,850
189,460
 
Tallgrass Energy Partners, LP
5,935,782
1,893,970
 
Williams Partners, LP(a)
93,959,852
     
225,638,245
       
   
Midstream Oil - 42.9%
 
95,282
 
Arc Logistics Partners, LP
1,919,932
1,270,081
 
Buckeye Partners, LP(a)
93,008,032
397,285
 
Delek Logistics Partners, LP
13,428,233
671,775
 
Genesis Energy, LP(a)
36,947,625
1,219,387
 
Magellan Midstream Partners, LP(a)
82,515,918
20,000
 
MPLX, LP
976,200
103,021
 
Oiltanking Partners, LP
7,130,083
1,536,892
 
Plains All American Pipeline, LP(a)
83,253,440
180,830
 
Rose Rock Midstream, LP
7,037,904
351,530
 
Tesoro Logistics, LP
21,162,106
52,350
 
Valero Energy Partners, LP
1,936,426
168,065
 
World Point Terminals, LP
3,507,517
     
352,823,416
       
   
Natural Gas Pipelines & Storage - 4.6%
 
280,152
 
El Paso Pipeline Partners, LP(a)
8,418,567
626,740
 
TC PipeLines, LP(a)
29,218,619
     
37,637,186
       
   
Other Master Limited Partnerships - 1.5%
 
423,095
 
Exterran Partners, LP
12,692,850
       
   
Upstream - 4.3%
 
1,005,459
 
EV Energy Partners, LP(a)
35,271,502
       
   
Total Master Limited Partnerships - 156.1%
 
   
(Cost $656,446,742)
1,284,508,003
       
   
Common Stock - 0.9%
 
   
Diversified Infrastructure - 0.9%
 
220,165
 
Kinder Morgan, Inc.(a)
           7,012,255
   
(Cost $7,647,839)
 
       
Principal
     
Amount
 
Description
Value
   
Term Loans - 0.0%*
 
       
$413,329
 
Clearwater Subordinated Note NR(b) (d) (e) (f) (g)
86,799
   
(Cost $413,329)
 
       
   
Total Investments - 157.0%
 
   
(Cost $664,507,910)
1,291,607,057
   
Liabilities in excess of Other Assets - (25.5%)
      (209,770,103)
   
Borrowings - (31.5% of Net Assets or 20.1% of Total Investments)
      (259,000,000)
   
Net Assets  - 100.0%
$     822,836,954
 
 
 
LLC - Limited Liability Company
 
 
LP - Limited Partnership
 
 
* Represents less than 0.1% of net assets.
 
 
(a)
All or a portion of these securities have been physically segregated.  As of February 28, 2014, the total amount segregated was $616,800,376, of which $613,270,596 is related to the outstanding line of credit.
(b)
Non-income producing security.
(c)
While non-income producing, security makes regular in-kind distributions
(d)
Security is restricted and may be resold only in transactions exempt from registration, normally to qualified institutional buyers.  At February 28, 2014, restricted securities aggregate market value amounted to $86,799 or less than 0.1% of net assets.
(e)
Security is valued based on observable and/or unobservable inputs in accordance with Fair Valuation procedures established in good faith by management and approved by the Board of Trustees. The total market value of such securities is $86,799 which represents less than 0.1% of net assets.
(f)
Company has filed for protection in federal bankruptcy court.
(g)
Illiquid security.
   
See previously submitted notes to financial statements for the period ended November 30, 2013.
 
Sub-Sector Allocation
% of Long-Term Investments
Midstream Oil
27.3%
Diversified Infrastructure
26.7%
Midstream Natural Gas
17.5%
Gathering & Processing
17.2%
Natural Gas Pipelines & Storage
2.9%
Marine Transportation
2.8%
Upstream
2.7%
Coal
1.9%
Other Master Limited Partnerships
1.0%
     
Subject to change daily.
 
 
 
 

 
 
At February 28, 2014, the cost and related gross unrealized appreciation and depreciation on investments for tax purposes are as follows:
 
Cost of Investments
for Tax Purposes
Gross Tax
Unrealized
Appreciation
Gross Tax
Unrealized
Depreciation
Net Tax
Unrealized
Appreciation on
Investments
 $           654,660,295
 $            646,795,095
 $          (9,848,333)
 $           636,946,762
 
Readily marketable securities listed on an exchange are valued at the last reported sale price on the primary exchange or in the principal over the counter (“OTC”) market on which they are traded. Readily marketable securities traded on an exchange or OTC for which there are no transactions on a given day are valued at the mean of the closing bid and asked prices. Securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Debt securities are valued by independent pricing services or dealers using the last available bid price for such securities or, if such prices are not available, at prices for securities of comparable maturity, quality and type. Short-term securities with maturities of 60 days or less at the time of purchase are valued at amortized cost, which approximates market value.
         
For those securities where quotations or prices are not available, the valuations are determined in accordance with procedures established in good faith by management and approved by the Board of Trustees. A valuation committee consisting of representatives from investment management, fund administration, legal and compliance is responsible for the oversight of the valuation process of the Fund and convenes monthly, or more frequently as needed. The valuation committee reviews monthly Level 3 fair valued securities methodology, price overrides, broker quoted securities, price source changes, illiquid securities, unchanged priced securities, halted securities, price challenges, fair valued securities sold and back testing trade prices in relation to prior day closing prices. On a quarterly basis, the valuations and methodologies of all Level 3 fair valued securities are presented to the Fund’s Trustees.
         
Valuations in accordance with these procedures are intended to reflect each security’s (or asset’s) “fair value”. Fair value is defined as the price that the Fund would receive to sell an investment or pay to transfer a liability in an orderly transaction with an independent buyer in the principal market, or in the absence of a principal market, the most advantageous market for the investment or liability. Each such determination should be based on a consideration of all relevant factors, which are likely to vary from one pricing context to another. Examples of such factors may include, but are not limited to: (i) the type of security, (ii) the initial cost of the security, (iii) the existence of any contractual restrictions on the security’s disposition, (iv) the price and extent of public trading in similar securities of the issuer or of comparable companies, (v) quotations or evaluated prices from broker-dealers and/or pricing services, (vi) information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange traded securities), (vii) an analysis of the company’s financial statements, and (viii) an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold (e.g. the existence of pending merger activity, public offerings or tender offers that might affect the value of the security).
         
There are three different categories for valuations. Level 1 valuations are those based upon quoted prices in active markets. Level 2 valuations are those based upon quoted prices in inactive markets or based upon significant observable inputs (e.g. yield curves; benchmark interest rates; indices). Level 3 valuations are those based upon unobservable inputs (e.g. discounted cash flow analysis; non-market based methods used to determine fair valuation).
         
The Fund values Level 1 securities using readily available market quotations in active markets. The Fund values Level 2 equity securities using various observable market inputs as described above. Money market funds are valued at net asset value. The Fund values Level 2 derivatives using independent pricing providers who employ matrix pricing models utilizing market prices, broker quotes and interest rate fluctuations. The fair value estimates for the Level 3 securities are determined in accordance with the Fund’s valuation procedures.
         
The valuation process involved for Level 3 measurements for the Fund is completed on a daily basis and is designed to subject the Level 3 valuations to an appropriate level of oversight and review. For Level 3 securities, the Fund utilizes a pricing committee (the “Pricing Committee”), which is comprised of employees of Guggenheim Funds Investment Advisors, LLC (“GFIA” or the “Adviser”) or its affiliates responsible for implementing the valuation procedures established by the Fund.
         
Investment professionals from Advisory Research, Inc. (“ARI” or the “Sub- Adviser”) prepare preliminary valuations based on their evaluation of financial data, company specific developments, market valuations of comparable companies, market information and other factors. These preliminary valuations are reviewed by the Pricing Committee with subsequent deliberations until an appropriate price is determined for the Level 3 security.
         
The valuation technique and significant inputs used in determining the value of the holding categorized as Level 3 in the fair value hierarchy is based on a cash flow model of the royalties on coal produced.
         
Transfers between valuation levels, if any, are in comparison to the valuation levels at the end of the previous fiscal year, and are effective using the fair value as of the end of the current fiscal period.
         
The following table represents the Fund's investments carried  by caption and by level within the fair value hierarchy as of February 28, 2014.
 
Description
 
Level 1
   
Level 2
   
Level 3
   
Total
 
(value in $000s)
                       
Assets:
                       
Master Limited Partnerships
  $ 1,284,508     $ -     $ -     $ 1,284,508  
Common Stock
    7,012       -       -       7,012  
Term Loans
    -       -       87       87  
Total
  $ 1,291,520     $ -     $ 87     $ 1,291,607  
 
The following table presents the activity of the Fund's investments measured at fair value using significant observable inputs (Level 3 valuations) for the period ended February 28, 2014.
 
Level 3 Holdings (Values in $000's)
     
Beginning Balance at 11/30/13
 
    Term Loans
  $ 87  
Total Realized Gain/Loss
       
    Term Loans
    -  
Change in Unrealized Gain/Loss
 
    Term Loans
    -  
 Purchases
    -  
Sales
       
    Term Loans
    -  
Transfers In
       
Transfers Out
    -  
Ending Balance 2/28/14
       
    Term Loans
    87  
Total Level 3 holdings
  $ 87  
 
The following table summarizes valuation technique and input used in determining the fair value of the Fund's holding categorized as Level 3 at February 28, 2014:
 
Investments, at Value
 Value as of
February 28, 2014
Valuation Technique
Unobservable Inputs
Range of Unobservable Inputs
Term Loan
 $                         86,799
Cash flow model
Royalties on coal produced
21%
 
A significant change in unobservable inputs would have the following impact to Level 3 valuations:
 
Unobservable Input
Impact to Value if Input Increases
Impact to Value if Input Decreases
Royalties on coal produced
Increases
Decrease
 
During the three months ended February 28, 2014, there were no transfers between levels.
 
 

 
 
 
Item 2.  Controls and Procedures.

(a)
The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “Investment Company Act”)) as of a date within 90 days of the filing date of this report and have concluded, based on such evaluation, that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant on this Form N-Q was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b)
There was no change in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the registrant’s last fiscal quarter that has materially affected or is reasonably likely to materially affect the registrant’s internal control over financial reporting.

Item 3.  Exhibits.

A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act (17 CFR 270.30a-2(a)), is attached hereto.

 
 

 
 

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.

(Registrant) Fiduciary/Claymore MLP Opportunity Fund
 
 
By:   /s/ Donald C. Cacciapaglia

Name:     Donald C. Cacciapaglia

Title:       Chief Executive Officer

Date:      April 25, 2014

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.

By:         /s/ Donald C. Cacciapaglia

Name:     Donald C. Cacciapaglia

Title:       Chief Executive Officer

Date:       April 25, 2014

By:           /s/ John L. Sullivan

Name:      John L. Sullivan

Title:        Chief Financial Officer, Chief Accounting Officer and Treasurer

Date:       April 25, 2014