8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 17, 2021

GUGGENHEIM CREDIT INCOME FUND 2019

(Exact Name of Registrant as Specified in Charter)

Delaware	814-01091	47-2009064
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
330 Madison Avenue
New York, New York		10017
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 739-0700

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02. Results of Operations and Financial Condition.

On May 17, 2021, Guggenheim Credit Income Fund 2019 released an overview announcing its operating results for the quarter ended March 31, 2021, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information furnished pursuant to Item 2.02 of this Current Report, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Item 2.02, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01.		Financial Statements and Exhibits.
	(d)	Exhibits

EXHIBIT NUMBER	DESCRIPTION
99.1	First Quarter 2021 Overview

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. 

			GUGGENHEIM CREDIT INCOME FUND 2019
Date:	May 17, 2021	By:	/s/ Cielo M. Ordonez
			CIELO M. ORDONEZ
			Chief Financial Officer

EX-99.1

Exhibit 99.1

GUGGENHEIM CREDIT INCOME FUND

FIRST QUARTER 2021 OVERVIEW

This overview contains details about the portfolio and operating results for the quarter March 31, 2021 of Guggenheim Credit Income Fund ("GCIF" or the "Master Fund") and its feeder funds, Guggenheim Credit Income Fund 2019 ("GCIF 2019") and Guggenheim Credit Income Fund 2016 T ("GCIF 2016T") (together, the "Feeder Funds"). This overview should be read in conjunction with the GCIF 2019 and GCIF 2016T Quarterly Reports on Form 10-Q, which each incorporate the GCIF Quarterly Report on Form 10-Q, as filed with the U.S. Securities and Exchange Commission (the "SEC") on May 13, 2021.

Three Months Ended March 31, 2021 Highlights and Subsequent Events

•GCIF 2019 declared distributions of $0.30 per share and GCIF 2016T declared distributions of $0.11 per share.

•GCIF's yield on total debt investments was 7.8%, compared to 7.8% as of December 31, 2020 (1).

•GCIF's yield on total investments was 7.7%, compared to 7.7% as of December 31, 2020 (2).

•GCIF's total investments at fair value totaled $261 million, of which 100% was in senior debt investments. The portfolio consisted of 122 investments across 67 portfolio companies.

•GCIF invested $2 million, 100% of which was in senior debt, with sales and paydowns totaling $41 million.

•GCIF had three debt investment on non-accrual status as of March 31, 2021. This represented 6.0% and 3.7% of the portfolio based on amortized cost and fair value, respectively.

•GCIF 2019’s net asset value per share as of March 31, 2021 was $23.47, compared to $22.67 as of December 31, 2020.

•GCIF 2016T’s net asset value per share as of March 31, 2021 was $8.32, compared to $7.98 as of December 31, 2020.

•On March 30, 2021 the Board approved a Plan of Liquidation for the Master Fund and the Feeder Funds which is further outlined below.

In accordance with the offering documents and the intention of GCIF 2016 T and GCIF 2019 to provide substantial shareholder liquidity on or before December 31, 2022 and December 31, 2026 respectively, on March 30, 2021, the Boards of Trustees of the Master Fund and the Feeder Funds approved respective Plans of Liquidation for each Company (each, a “Plan). In accordance with the Plans, the Master Fund will begin to effect a liquidation of its portfolio, with the intention of liquidating substantially all of its assets through liquidating distributions to the Feeder Funds on or before December 31, 2022. The Feeder Funds intend to, in turn, make quarterly liquidating distributions to their own shareholders with the proceeds received from the Master Fund, and will seek to distribute substantially all of their respective assets on or before December 31, 2022. It is intended that these distributions will be substantially composed of return of capital and will decrease the net asset value of the Master Fund and Feeder Funds. To reduce shareholder cost and administration burdens, these quarterly liquidating distributions will be combined with any regular income distribution that is declared by the Board in future quarters.

In order to allow for an orderly liquidation, the Feeder Funds will not conduct future tender offers and will cease their dividend reinvestment programs. All Feeder Fund shareholders who have historically had their distributions reinvested into new shares of the Feeder Fund will now receive cash distributions.

Please see below for feeder fund-specific highlights:

	Three Months Ended March 31, 2021
	GCIF 2019		GCIF 2016T
Distributions declared per share	$0.30		$0.11
Total investment return (3)	4.87	%	5.72	%
Total assets ($ in thousands)	$40,888		$136,121
Net asset value per share	$23.47		$8.32

________________________

(1)Weighted average effective yield of the total debt investments is calculated as the effective yield of each investment and weighted by its amortized cost as compared to the aggregate amortized cost of all debt investments. Effective yield is the return earned on an investment net of any discount, premium, or issuance costs. Effective yield on total debt investments is calculated before considering the impact of leverage or any operating expenses.

(2)The total investment portfolio yield is calculated before considering the impact of leverage or any operating expenses, and includes all income generating investments, non-income generating investments and investments on non-accrual status.

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(3)Total investment return is a measure of the change in total value for shareholders who held the Feeder Funds' common shares at the beginning and end of the period, including distributions declared during the period. Total investment return is based on (i) net asset value per share on the first day of the period, (ii) the net asset value per share on the last day of the period, plus any shares issued in connection with the reinvestment of monthly distributions, and (iii) distributions payable relating to the ownership of shares, if any, on the last day of the period. The total investment return calculation assumes that distributions are reinvested in accordance with the Feeder Funds' distribution reinvestment plan. Since there is no public market for the Feeder Funds' shares, terminal market value per share is assumed to be equal to net asset value per share on the last day of the period presented. Investment performance is presented without regard to sales load that may be incurred by shareholders in the purchase of the Feeder Funds' common shares. Total investment return is not annualized. The Feeder Funds' performance changes over time and currently may be different than that shown above. Past performance is no guarantee of future results.

Investment Activity, Investment Performance, and Portfolio Update

The following table presents our assets as of March 31, 2021 and our investment activity during the year ended March 31, 2021 (dollars in thousands):

	As of
	March 31, 2021
Total assets	$	311,719
Yield on total debt investments	7.8		%
Yield on total investments	7.7		%
Leverage ratio (borrowings/adjusted total assets) (5)	35		%
	Quarter Ended
	March 31, 2021
Investment activity segmented by access channel:
Direct origination	$	—
Syndicated	96
Total investment commitments entered during the quarter	96
Investments sold or repaid	(40,837)
Net investment activity	$	(40,741)
Portfolio companies at beginning of year	75
Number of added portfolio companies	—
Number of exited portfolio companies	(8)
Portfolio companies at quarter end	67

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About Guggenheim Credit Income Fund

GCIF is a non-traded BDC that seeks to invest primarily in large, privately-negotiated loans to private middle market U.S. companies, with a focus on senior secured debt investments. GCIF is advised by Guggenheim Partners Investment Management, LLC ("Guggenheim Investments"), an affiliate of Guggenheim Partners, LLC ("Guggenheim Partners"). For more information, please visit www.GuggenheimCIF.com

GCIF 2016T and GCIF 2019 are closed to new investors.

About Guggenheim Partners, LLC

Guggenheim Investments represents the investment management businesses of Guggenheim Partners and includes Guggenheim, an SEC-registered investment adviser. Guggenheim Partners is a privately-held, global financial services firm with over 2,300 employees and more than $315 billion in assets under management* as of March 31, 2021. It produces customized solutions for its clients, which include institutions, governments and agencies, corporations, insurance companies, investment advisors, family offices, and individual investors.

Guggenheim Investments manages more than $245+ billion in assets** across fixed income, equity, and alternatives as of March 31, 2021. Its 300+ investment professionals perform research to understand market trends and identify undervalued opportunities in areas that are often complex and under-followed. This approach to investment management has enabled Guggenheim to deliver long-term results to its clients.

Within Guggenheim Investments is the Guggenheim Corporate Credit Team, which is responsible for all corporate credit strategies. A unified credit platform is utilized for all strategies and is organized by industry as opposed to asset class, which increases its ability to uncover relative value opportunities and to identify and source opportunities. The scale of the platform, combined with the expertise across a wide range of industries and in-house legal resources, allows Guggenheim to be a solution provider to the market and maintain an active pipeline of investment opportunities.

*Assets under management are as of March 31, 2021 and include consulting services for clients whose assets are valued at approximately $78bn.

**Assets under management as of March 31, 2021 and include leverage of $14bn. Guggenheim Investments represents the following affiliated investment management businesses of Guggenheim Partners, LLC: Guggenheim Partners Investment Management, LLC, Security Investors, LLC, Guggenheim Funds Distributors, LLC, Guggenheim Funds Investment Advisors, LLC, Guggenheim Corporate Funding, LLC, Guggenheim Partners Europe Limited, GS GAMMA Advisors, LLC, and Guggenheim Partners India Management.

Cautionary Statement Concerning Forward-Looking Statements

This document contains forward-looking statements within the meaning of the Federal securities laws. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. GCIF, GCIF 2019, and GCIF 2016T undertake no obligation to update any forward-looking statements contained herein to conform the statements to actual results or changes in their expectations. A number of factors may cause GCIF’s, GCIF 2019's and GCIF 2016T's actual results, performance or achievement to differ materially from those anticipated. For further information on factors that could impact GCIF, GCIF 2019, and GCIF 2016T performance, please review GCIF’s, GCIF 2019's, and GCIF 2016T's respective filings at the SEC website at www.sec.gov.

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