N-CSRS 1 d834628dncsrs.htm N-CSRS N-CSRS

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number: 811-23390

PIMCO Energy and Tactical Credit

Opportunities Fund

(Exact name of registrant as specified in charter)

1633 Broadway, New York, NY 10019

(Address of principal executive offices)

Bradley Todd

Treasurer (Principal Financial & Accounting Officer)

650 Newport Center Drive

Newport Beach, CA 92660

(Name and address of agent for service)

Copies to:

David C. Sullivan

Ropes & Gray LLP

Prudential Tower

800 Boylston Street

Boston, MA 02199

Registrant’s telephone number, including area code: (844) 337-4626

Date of fiscal year end: June 30

Date of reporting period: December 31, 2019

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.


Item 1.

Reports to Shareholders.

The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30e-1).


LOGO

 

PIMCO CLOSED-END FUNDS

Semiannual Report

 

December 31, 2019

 

PIMCO Energy and Tactical Credit Opportunities Fund | NRGX | NYSE

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on the Fund’s website, pimco.com/literature, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by visiting pimco.com/edelivery or by contacting your financial intermediary, such as a broker-dealer or bank.

 

You may elect to receive all future reports in paper free of charge. If you own these shares through a financial intermediary, such as a broker-dealer or bank, you may contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by calling 844.337.4626. Your election to receive reports in paper will apply to all funds held with the fund complex if you invest directly with the Fund or to all funds held in your account if you invest through a financial intermediary, such as a broker-dealer or bank.


Table of Contents

 

            Page  
     

Letter from the Chair of the Board & President

        2  

Important Information About the Fund

        5  

Fund Summary

        18  

Financial Highlights (Consolidated)

        20  

Consolidated Statement of Assets and Liabilities

        22  

Consolidated Statement of Operations

        23  

Consolidated Statements of Changes in Net Assets

        24  

Consolidated Statement of Cash Flows

        25  

Consolidated Schedule of Investments

        26  

Notes to Financial Statements

        39  

Glossary

        68  

Changes to the Board of Trustees

        69  


Letter from the Chair of the Board & President

 

Dear Shareholder,

 

Following this letter is the PIMCO Closed-End Funds Semiannual Report, which covers the six-month reporting period ended December 31, 2019. On the subsequent pages, you will find specific details regarding investment results and discussion of the factors that most affected performance during the reporting period.

 

For the six-month reporting period ended December 31, 2019

 

The U.S. economy continued to expand during the reporting period. U.S. gross domestic product (“GDP”) grew at an annual pace of 3.1% and 2.0% during the first and second quarters of 2019, respectively. For the third quarter of 2019, GDP growth rose to an annual pace of 2.1%. Finally, the Commerce Department’s initial reading for fourth quarter 2019 GDP, released after the reporting period ended, showed that the U.S. economy grew at a 2.1% annual pace.

 

After raising rates four times in 2018, the Federal Reserve (the “Fed”) reversed course and had a “dovish pivot.” Following the Fed’s meeting that concluded on July 31, 2019, the Fed lowered the federal funds rate by 0.25% to a range between 2.00% and 2.25%. This represented the Fed’s first rate cut since 2008. At the Fed’s meeting that ended on September 18, 2019, the Fed again reduced the federal funds rate by 0.25% to a range between 1.75% and 2.00%. Finally, at the Fed’s meeting that concluded on October 30, 2019, the Fed lowered the federal funds rate to a range between 1.50% and 1.75%.

 

Economic activity outside the U.S. continued to expand, but the pace of expansion generally moderated. According to the International Monetary Fund’s (“IMF”) January 2020 World Economic Outlook Update, released after the reporting period ended, global growth is projected to have been 2.9% in 2019, versus 3.6% in 2018. From a regional perspective, the IMF expects the U.S. economy to expand 2.3% in 2019, compared to 2.9% in the prior calendar year. Elsewhere, the IMF anticipates that 2019 GDP growth in the eurozone, U.K. and Japan will be 1.2%, 1.3% and 1.0%, respectively. For comparison purposes, these economies expanded 1.9%, 1.3% and 0.3%, respectively, in 2018.

 

Against this backdrop, in September 2019, the European Central Bank (the “ECB”) cut its deposit rate from -0.4% to -0.5% — a record low — and restarted bond purchases of 20 billion a month in November 2019. Elsewhere, the Bank of Japan largely maintained its highly accommodative monetary policies. The Bank of England kept rates on hold, although there was speculation that it may reduce rates given the uncertainties related to Brexit. However, in December 2019, Prime Minister Boris Johnson won the general election, likely paving the way for a faster Brexit resolution.

 

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The U.S. Treasury yield curve steepened as two-year Treasury rates declined more than their 10-year counterparts. In our view, falling rates were partially due to signs of moderating global growth, the Fed’s dovish pivot and periods of investor risk aversion. The yield on the benchmark 10-year U.S. Treasury note was 1.92% at the end of the reporting period, versus 2.00% on June 30, 2019. The Bloomberg Barclays Global Treasury Index (USD Hedged), which tracks fixed-rate, local-currency government debt of investment grade countries, including both developed and emerging markets, returned 1.64%. Meanwhile, the Bloomberg Barclays Global Aggregate Credit Index (USD Hedged), a widely used index of global investment grade bonds, returned 3.35%. Riskier fixed income asset classes, including high yield corporate bonds and emerging market debt, also generated positive results. The ICE BofAML Developed Markets High Yield Constrained Index (USD Hedged), a widely used index of below investment grade bonds, returned 4.07%, whereas emerging market external debt, as represented by the JPMorgan Emerging Markets Bond Index (EMBI) Global (USD Hedged), returned 3.45%. Emerging market local bonds, as represented by the JPMorgan Government Bond Index-Emerging Markets Global Diversified Index (Unhedged), returned 4.37%.

 

Global equities produced positive results and, despite periods of volatility, U.S. equities rose sharply. We believe the increase in U.S. equities was driven by a number of factors, including corporate profits that often exceeded lowered expectations, a more accommodative Fed, and the “Phase 1” trade agreement between the U.S. and China. All told, U.S. equities, as represented by the S&P 500 Index, returned 10.92%. Emerging market equities, as measured by the MSCI Emerging Markets Index, returned 7.09%, whereas global equities, as represented by the MSCI World Index, returned 9.14%. Meanwhile, Japanese equities, as represented by the Nikkei 225 Index (in JPY), returned 12.26% and European equities, as represented by the MSCI Europe Index (in EUR), returned 8.43%.

 

Commodity prices fluctuated and were mixed during the reporting period. When the reporting period began, Brent crude oil was approximately $67 a barrel. While the price gyrated, it ended the period at roughly $66 a barrel. Elsewhere, copper and gold prices moved higher.

 

Finally, there were periods of volatility in the foreign exchange markets, due in part, in our view, to signs of moderating global growth, trade conflicts, and changing central bank monetary policies, along with a number of geopolitical events. The U.S. dollar strengthened against a number of other major currencies. For example, the U.S. dollar returned 1.41% and 0.70% versus the euro and the Japanese yen, respectively. However, the U.S. dollar fell 4.42% versus the British pound.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    3


Letter from the Chair of the Board & President (Cont.)

 

 

Thank you for the assets you have placed with us. We deeply value your trust, and we will continue to work diligently to meet your broad investment needs. For any questions regarding your PIMCO Closed-End Funds investments, please contact your financial adviser, or call the Funds’ shareholder servicing agent at (844) 33-PIMCO. We also invite you to visit our website at pimco.com to learn more about our global viewpoints.

 

Sincerely,

 

LOGO   LOGO
LOGO   LOGO
Deborah A. DeCotis   Eric D. Johnson
Chair of the Board of Trustees   President

 

 

Past performance is no guarantee of future results. Unless otherwise noted, index returns reflect the reinvestment of income distributions and capital gains, if any, but do not reflect fees, brokerage commissions or other expenses of investing. It is not possible to invest directly in an unmanaged index.

 

4   PIMCO CLOSED-END FUNDS    


Important Information About the Fund

 

The Fund invests, under normal circumstances, at least 80% of its net assets (plus any borrowings for investment purposes) in investments linked to the energy sector and in investments linked to the credit sectors. Investments linked to the energy sector may include investments in equity and debt securities, warrants, rights issues, and restricted securities of energy companies, including, but not limited to, publicly traded corporations; publicly traded partnerships (including master limited partnerships and limited liability companies that are treated as partnerships for U.S. federal income tax purposes (“MLPs”)); certain affiliates of MLPs; publicly traded limited liability companies that are treated as corporations for U.S. federal income tax purposes; private partnerships and limited liability companies; royalty trusts; and special purpose entities used to gain access to these types of investments. The Fund may also invest in derivative instruments that provide economic exposure to these types of investments.

 

MLPs that concentrate in the energy sector are subject to risks associated with the energy sector. MLP units may trade infrequently and in limited volume, and they may be subject to abrupt or erratic price movements. MLP common units and other equity securities issued by MLPs are subject to the risks associated with all equity investments, including the risk that the value of such equity securities will decline due to general market or economic conditions, perceptions regarding MLPs or the energy sector, changes in interest rates, changes in a particular issuer’s financial condition, or unfavorable or unanticipated poor performance of a particular issuer. Debt securities issued by MLPs are subject to the risks associated with all debt investments, including interest rate risk, prepayment risk, credit risk, and, as applicable, high yield securities risk and distressed and defaulted securities risk. Many MLPs and other companies in which the Fund may invest operate natural gas, natural gas liquids, crude oil, refined products, coal or other facilities within the energy sector. Investments in MLPs are also generally subject to many of the risks that apply to partnerships. For example, holders of the units of MLPs may have limited control and limited voting rights on matters affecting the partnership. Also, investments in MLPs or other entities that hold a general partner or managing member interest in MLPs can lead to liability in certain circumstances for amounts greater than the amount of investment in such interests. There may be fewer corporate protections afforded investors in an MLP than investors in a corporation. Conflicts of interest may exist among unit holders, subordinated unit holders and the general partner of an MLP, including those arising from incentive distribution payments.

 

The Fund has a fundamental policy to invest at least 25% of its total assets in the energy industry. As a result, the Fund will be susceptible to adverse economic, environmental or regulatory occurrences affecting that sector. The energy sector is highly regulated. MLPs and other entities operating in the energy sector are subject to significant regulation of nearly every aspect of their operations by federal, state and local governmental agencies. MLPs and other entities operating in the energy sector are subject to many dangers inherent in the production, exploration, management, transportation, processing, and distribution of natural gas, natural gas liquids (including propane), crude oil, refined petroleum and petroleum products and other hydrocarbons. A downturn in the energy sector could have a larger impact on the Fund than on funds that are broadly diversified across many sectors and industries. At times, the performance of securities of companies in the energy sector may lag behind the performance of other sectors or industries or the broader market as a whole.

 

The use of derivatives may subject the Fund to greater volatility than investments in traditional securities. The Fund may use derivative instruments for hedging purposes or as part of an investment strategy. Use of these instruments may involve certain costs and risks such as liquidity risk, interest

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    5


Important Information About the Fund (Cont.)

 

 

rate risk, market risk, call risk, credit risk, leverage risk, management risk and the risk that the Fund may not be able to close out a position when it would be most advantageous to do so. Changes in regulation relating to the Fund’s use of derivatives and related instruments could potentially limit or impact the Fund’s ability to invest in derivatives, limit the Fund’s ability to employ certain strategies that use derivatives and/or adversely affect the value or performance of derivatives and the Fund. Certain derivative transactions may have a leveraging effect on the Fund. For example, a small investment in a derivative instrument may have a significant impact on the Fund’s exposure to interest rates, currency exchange rates or other investments. As a result, a relatively small price movement in an asset, instrument or component of the index underlying a derivative instrument may cause an immediate and substantial loss or gain, which translates into heightened volatility in the Fund’s net asset value (“NAV”). The Fund may engage in such transactions regardless of whether the Fund owns the asset, instrument or components of the index underlying the derivative instrument. The Fund may invest a significant portion of its assets in these types of instruments. If it does, the Fund’s investment exposure could far exceed the value of its portfolio securities and its investment performance could be primarily dependent upon securities it does not own.

 

The Fund’s quarterly distributions may include, among other possible sources, interest income from its debt portfolio and payments and premiums (characterized as capital for financial accounting purposes and as ordinary income for tax purposes) generated by certain types of interest rate derivatives.

 

Strategies involving interest rate derivatives may attempt to capitalize on differences between short-term and long-term interest rates as part of the Fund’s duration and yield curve active management strategies. For instance, in the event that long-term interest rates are higher than short-term interest rates, the Fund may elect to pay a floating short-term interest rate and to receive a long-term fixed interest rate for a stipulated period of time, thereby generating payments as a function of the difference between current short-term interest rates and long-term interest rates, so long as the floating short-term interest rate (which may rise) is lower than the fixed long-term interest rate. The Fund may also enter into opposite sides of multiple interest rate swaps or other derivatives with respect to the same underlying reference instrument (e.g., a 10-year U.S. treasury) that have different effective dates with respect to interest accrual time periods for the principal purpose of generating distributable gains (characterized as ordinary income for tax purposes) and that are not part of the Fund’s duration or yield curve management strategies (“paired swap transactions”). In a paired swap transaction, the Fund would generally enter into one or more interest rate swap agreements whereby the Fund agrees to make regular payments starting at the time the Fund enters into the agreements equal to a floating interest rate in return for payments equal to a fixed interest rate (the “initial leg”). The Fund would also enter into one or more interest rate swap agreements on the same underlying instrument, but take the opposite position (i.e., in this example, the Fund would make regular payments equal to a fixed interest rate in return for receiving payments equal to a floating interest rate) with respect to a contract whereby the payment obligations do not commence until a date following the commencement of the initial leg (the “forward leg”).

 

The Fund may engage in investment strategies, including the use of derivatives, to, among other things, seek to generate current, distributable income, even if such strategies could potentially result in declines in the Fund’s NAV. The Fund’s income and gain-generating strategies, including certain derivatives strategies, may generate current income and gains taxable as ordinary income sufficient

 

6   PIMCO CLOSED-END FUNDS    


 

to support quarterly distributions even in situations when the Fund has experienced a decline in net assets due to, for example, adverse changes in the broad U.S. or non-U.S. equity markets or the Fund’s debt investments, or arising from its use of derivatives. For instance, a portion of the Fund’s quarterly distributions may be sourced from paired swap transactions utilized to produce current distributable ordinary income for tax purposes on the initial leg, with a substantial possibility that the Fund will later realize a corresponding capital loss and potential decline in its NAV with respect to the forward leg (to the extent there are not corresponding offsetting capital gains being generated from other sources). Because some or all of these transactions may generate capital losses without corresponding offsetting capital gains, portions of the Fund’s distributions recognized as ordinary income for tax purposes (such as from paired swap transactions) may be economically similar to a taxable return of capital when considered together with such capital losses.

 

The notional exposure of the Fund’s interest rate derivatives may represent a multiple of the Fund’s total assets. There can be no assurance that the Fund’s strategies involving interest rate derivatives will work as intended and such strategies are subject to the risks related to the use of derivatives generally, as discussed above (see also Notes 6 and 7 in the Notes to Financial Statements for further discussion on the use of derivative instruments and certain of the risks associated therewith).

 

The Fund’s use of leverage creates the opportunity for increased net income, but also creates special risks for shareholders, including the likelihood of greater volatility of NAV and market price, and of the investment return to shareholders, rather than a comparable portfolio without leverage. To the extent used, there is no assurance that the Fund’s leveraging strategies will be successful. Leverage is a speculative technique that may expose the Fund to greater risk and increased costs. Interest expense payable by the Fund with respect to derivatives and other forms of leverage will generally be based on shorter-term interest rates that would be periodically reset. If shorter-term interest rates rise relative to the rate of return on the Fund’s portfolio, the interest and other costs to the Fund of leverage could exceed the rate of return on the debt obligations and other investments held by the Fund, thereby reducing return to shareholders. In addition, fees and expenses of any form of leverage used by the Fund will be borne entirely by shareholders and will reduce the investment return of the Fund’s shares.

 

The Fund currently expects, under normal circumstances, to obtain significant exposure to MLPs through the use of total return swaps (“MLP swaps”), and to hold cash and cash equivalents and/or high quality debt instruments in an amount equal to the full notional value of such MLP swaps. Rather than obtaining additional leverage through other means, such as the MLP swaps, the Fund currently expects to utilize reverse repurchase agreements to obtain leverage, the net proceeds of which will be invested in accordance with the Fund’s investment objectives and policies, including with respect to the Fund’s exposure to MLPs. The Fund expects that the additional assets resulting from the use of reverse repurchase agreements will provide the Fund with greater flexibility to invest directly in MLP securities than if the Fund were to obtain leverage through the MLP swaps. Because the fees received by PIMCO are based on the average daily total managed assets of the Fund (including assets attributable to, among other forms of leverage, any reverse repurchase agreements, but not attributable to total return swaps or other derivatives), PIMCO has a financial incentive for the Fund to use certain forms of leverage, such as reverse repurchase agreements, which may create a conflict of interest between PIMCO, on the one hand, and common shareholders, on the other hand. Fees and expenses borne by the Fund with respect to the use of reverse repurchase

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    7


Important Information About the Fund (Cont.)

 

 

agreements (including management fees) may be greater than expenses associated with the use of MLP swaps, and may result in a reduction of the NAV of the common shares, and may negatively impact the Fund’s performance and/or distribution rate.

 

There can be no assurance that the Fund’s use of leverage will result in a higher yield on its common shares, and it may result in losses. Leverage creates several major types of risks for the Fund’s common shareholders, including (1) the likelihood of greater volatility of the NAV and market price of the Fund’s common shares, and of the investment return to the Fund’s common shareholders, than a comparable portfolio without leverage; (2) the possibility either that the Fund’s common share dividends will fall if the interest and other costs of leverage rise, or that dividends paid on the Fund’s common shares will fluctuate because such costs vary over time; and (3) the effects of leverage in a declining market or a rising interest rate environment, as leverage is likely to cause a greater decline in the NAV of the Fund’s common shares than if the Fund were not leveraged and may result in a greater decline in market value of the Fund’s common shares.

 

The Fund may hold common stocks and other equity securities from time to time, including without limit those it has received through the conversion of a convertible security held by the Fund or in connection with the restructuring of a debt security. The market price of common stocks and other equity securities may go up or down, sometimes rapidly or unpredictably. Equity securities may decline in value due to factors affecting equity securities markets generally, particular industries represented in those markets, or the issuer itself. The values of equity securities may decline due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. They may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. Equity securities generally have greater price volatility than fixed-income securities. These risks are generally magnified in the case of equity investments in distressed companies.

 

Unless the limited term provision of the Fund’s Declaration of Trust is amended by shareholders in accordance with the Declaration of Trust, or unless the Fund completes an Eligible Tender Offer and converts to perpetual existence, the Fund will terminate on or about the Dissolution Date (each as defined in Note 1, Organization, in the Notes to Financial Statements). The Fund is not a so called “target date” or “life cycle” fund whose asset allocation becomes more conservative over time as its target date, often associated with retirement, approaches. In addition, the Fund is not a “target term” fund whose investment objective is to return its original NAV on the Dissolution Date or in an Eligible Tender Offer. Because the assets of the Fund will be liquidated in connection with the dissolution, the Fund will incur transaction costs in connection with dispositions of portfolio securities. The Fund does not limit its investments to securities having a maturity date prior to the Dissolution Date and may be required to sell portfolio securities when it otherwise would not, including at times when market conditions are not favorable, which may cause the Fund to lose money. In particular, the Fund’s portfolio may still have large exposures to illiquid securities as the Dissolution Date approaches, and losses due to portfolio liquidation may be significant. Beginning one year before the Dissolution Date (the “Wind-Down Period”) the Fund may begin liquidating all or a portion of the Fund’s portfolio, and the Fund may deviate from its investment strategy and may not achieve its investment objectives. As a result, during the Wind-Down Period, the Fund’s distributions may decrease, and such distributions may include a return of capital. It is expected that

 

8   PIMCO CLOSED-END FUNDS    


 

common shareholders will receive cash in any liquidating distribution from the Fund, regardless of their participation in the Fund’s automatic dividend reinvestment plan. However, if on the Dissolution Date the Fund owns securities for which no market exists or securities that are trading at depressed prices, such securities may be placed in a liquidating trust. The Fund cannot predict the amount, if any, of securities that will be required to be placed in a liquidating trust. The Fund’s investment objectives and policies are not designed to seek to return investors’ original investment upon termination of the Fund, and investors may receive more or less than their original investment upon termination of the Fund. As the assets of the Fund will be liquidated in connection with its termination, the Fund may be required to sell portfolio securities when it otherwise would not, including at times when market conditions are not favorable, which may cause the Fund to lose money. If the Fund conducts an Eligible Tender Offer, the Fund anticipates that funds to pay the aggregate price of shares accepted for purchase pursuant to the tender offer will be first derived from any cash on hand and then from the proceeds from the sale of portfolio investments held by the Fund. In addition, the Fund may be required to dispose of portfolio investments in connection with any reduction in the Fund’s outstanding leverage necessary in order to maintain the Fund’s desired leverage ratios following a tender offer. The risks related to the disposition of securities in connection with the Fund’s dissolution also would be present in connection with the disposition of securities in connection with an Eligible Tender Offer. The tax effect of any such dispositions of portfolio investments will depend on the difference between the price at which the investments are sold and the tax basis of the Fund in the investments. If the Fund’s tax basis for the investments sold is less than the sale proceeds, the Fund will recognize capital gains, which the Fund will be required to distribute to common shareholders. In addition, the Fund’s purchase of tendered Common Shares pursuant to a tender offer will have tax consequences for tendering common shareholders and may have tax consequences for non-tendering common shareholders. See Note 15, Federal Income Tax Matters, in the Notes to Financial Statements for further discussion on tax matters. A tender offer will have the effect of increasing the proportionate interest in the Fund of non-tendering shareholders. All shareholders remaining after a tender offer will be subject to proportionately higher expenses due to the reduction in the Fund’s total assets resulting from payment for the tendered shares. Such reduction in the Fund’s total assets may also result in less investment flexibility, reduced diversification and greater volatility for the Fund, and may have an adverse effect on the Fund’s investment performance. The Fund is not required to conduct an Eligible Tender Offer. If the Fund conducts an Eligible Tender Offer, there can be no assurance that the number of tendered shares would not result in the Fund having aggregate net assets below $200 million (the “the Dissolution Threshold”), in which case the Eligible Tender Offer will be canceled, no shares will be repurchased pursuant to the Eligible Tender Offer and the Fund will dissolve on the Dissolution Date (subject to possible extensions). Following the completion of an Eligible Tender Offer in which the number of tendered shares would result in the Fund having aggregate net assets greater than or equal to the Dissolution Threshold, the Board may eliminate the Dissolution Date without shareholder approval. Thereafter, the Fund will have a perpetual existence. Pacific Investment Management Company LLC (“PIMCO” or the “Manager”) may have a conflict of interest in recommending to the Board that the Dissolution Date be eliminated and the Fund have a perpetual existence. The Fund is not required to conduct additional tender offers following an Eligible Tender Offer and conversion to perpetual existence. Therefore, remaining shareholders may not have another opportunity to participate in a tender offer. Shares of closed-end management investment companies frequently trade at a discount from their NAV, and as a result remaining shareholders may only be able to sell their shares at a discount to NAV.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    9


Important Information About the Fund (Cont.)

 

 

The Fund’s exposure to commodities may subject the Fund to greater volatility than investments in traditional securities, such as stocks and bonds. The commodities markets have experienced periods of extreme volatility. General market uncertainty and consequent repricing risk have led to market imbalances of sellers and buyers, which in turn have resulted in significant reductions in values of a variety of commodities and natural resources. Similar future market conditions may result in rapid and substantial valuation increases or decreases in the Fund’s holdings.

 

The commodities markets may fluctuate widely based on a variety of factors. Movements in commodity and natural resources investment prices are outside of the Fund’s control and may not be anticipated by the Manager. Price movements may be influenced by, among other things: governmental, agricultural, trade, fiscal, monetary and exchange control programs and policies; changing market and economic conditions; market liquidity; weather and climate conditions; changing supply and demand relationships and levels of domestic production and imported commodities; the availability of local, intrastate and interstate transportation systems; energy conservation; changes in international balances of payments and trade; domestic and foreign rates of inflation; currency devaluations and revaluations; domestic and foreign political and economic events; domestic and foreign interest rates and/or investor expectations concerning interest rates; foreign currency/exchange rates; domestic and foreign governmental regulation and taxation; war, acts of terrorism and other political upheaval and conflicts; governmental expropriation; investment and trading activities of mutual funds, hedge funds and commodities funds; changes in philosophies and emotions of market participants. The frequency and magnitude of such changes cannot be predicted.

 

Prices of various commodities and natural resources may also be affected by factors such as drought, floods, weather, livestock disease, changes in storage costs, embargoes, tariffs and other regulatory developments. Many of these factors are very unpredictable. The prices of commodities and natural resources can also fluctuate widely due to supply and demand disruptions in major producing or consuming regions. Certain commodities or natural resources may be produced in a limited number of countries and may be controlled by a small number of producers or groups of producers. As a result, political, economic and supply related events in such countries could have a disproportionate impact on the prices of such commodities and natural resources.

 

Fluctuations in energy commodity prices can result from changes in general economic conditions or political circumstances (especially of key energy producing and consuming countries); market conditions; weather patterns; domestic production levels; volume of imports; energy conservation; domestic and foreign governmental regulation; international politics; policies of the OPEC; taxation; tariffs; and the availability and costs of local, intrastate and interstate transportation methods. The energy sector as a whole may also be impacted by the perception that the performance of energy sector companies is directly linked to commodity prices. High commodity prices may drive further energy conservation efforts, and a slowing economy may adversely impact energy consumption, which may adversely affect the performance of MLPs and other companies operating in the energy sector. Recent economic and market events have fueled concerns regarding potential liquidations of commodity futures and options positions.

 

The commodity markets are subject to temporary distortions and other disruptions due to, among other factors, lack of liquidity, the participation of speculators, and government regulation and other actions.

 

10   PIMCO CLOSED-END FUNDS    


 

U.S. futures exchanges and some foreign exchanges limit the amount of fluctuation in futures contract prices which may occur in a single business day (generally referred to as “daily price fluctuation limits”). The maximum or minimum price of a contract as a result of these limits is referred to as a “limit price.” If the limit price has been reached in a particular contract, no trades may be made beyond the limit price. Limit prices have the effect of precluding trading in a particular contract or forcing the liquidation of contracts at disadvantageous times or prices.

 

The Fund invests in covenant-lite obligations, which contain fewer maintenance covenants than other obligations, or no maintenance covenants, and may not include terms that allow the lender to monitor the performance of the borrower and declare a default if certain criteria are breached. Covenant-lite loans may carry more risk than traditional loans as they allow individuals and corporations to engage in activities that would otherwise be difficult or impossible under a covenant-heavy loan agreement. In the event of default, covenant-lite loans may exhibit diminished recovery values as the lender may not have the opportunity to negotiate with the borrower prior to default.

 

The Fund’s investments in and exposure to foreign securities involve special risks. For example, the value of these investments may decline in response to unfavorable political and legal developments, unreliable or untimely information or economic and financial instability. Foreign securities may experience more rapid and extreme changes in value than investments in securities of U.S. issuers. The securities markets of certain foreign countries are relatively small, with a limited number of companies representing a small number of industries. Issuers of foreign securities are usually not subject to the same degree of regulation as U.S. issuers. Reporting, accounting, auditing and custody standards of foreign countries differ, in some cases significantly, from U.S. standards. Also, nationalization, expropriation or other confiscation, currency blockage, political changes or diplomatic developments could adversely affect the Fund’s investments in foreign securities. In the event of nationalization, expropriation or other confiscation, the Fund could lose its entire investment in foreign securities. Investing in foreign (non-U.S.) securities may entail risk due to foreign (non- U.S.) economic and political developments; this risk may be increased when investing in emerging markets. For example, if the Fund invests in emerging market debt, it may face increased exposure to interest rate, liquidity, volatility, and redemption risk due to the specific economic, political, geographical, or legal background of the foreign (non-U.S.) issuer.

 

Classifications of the Fund’s portfolio holdings in this report are made according to financial reporting standards. The classification of a particular portfolio holding as shown in the Allocation Breakdown and Consolidated Schedule of Investments sections of this report may differ from the classification used for the Fund’s compliance calculations, including those used in the Fund’s prospectus, investment objectives, regulatory, and other investment limitations and policies, which may be based on different asset class, sector or geographical classifications. The Fund is separately monitored for compliance with respect to prospectus and regulatory requirements.

 

The geographical classification of foreign (non-U.S.) securities in this report, if any, are classified by the country of incorporation of a holding. In certain instances, a security’s country of incorporation may be different from its country of economic exposure.

 

The United States presidential administration’s enforcement of tariffs on goods from other countries, with a focus on China, has contributed to international trade tensions and may impact portfolio securities.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    11


Important Information About the Fund (Cont.)

 

 

The United Kingdom’s decision to leave the European Union may impact Fund returns. This decision may cause substantial volatility in foreign exchange markets, lead to weakness in the exchange rate of the British pound, result in a sustained period of market uncertainty, and destabilize some or all of the other European Union member countries and/or the Eurozone.

 

The Fund may invest in certain instruments that rely in some fashion upon the London Interbank Offered Rate (“LIBOR”). LIBOR is an average interest rate, determined by the ICE Benchmark Administration, that banks charge one another for the use of short-term money. The United Kingdom’s Financial Conduct Authority, which regulates LIBOR, has announced plans to phase out the use of LIBOR by the end of 2021. The transition may result in a reduction in the value of certain instruments held by the Fund or a reduction in the effectiveness of related Fund transactions such as hedges. There remains uncertainty regarding future utilization of LIBOR and the nature of any replacement rate (e.g., the Secured Overnight Financing Rate, which is intended to replace U.S. dollar LIBOR and measures the cost of overnight borrowings through repurchase agreement transactions collateralized with U.S. Treasury securities), and any potential effects of the transition away from LIBOR on the Fund or on certain instruments in which the Fund invests are not known and could result in losses to the Fund.

 

Under the direction of the Federal Housing Finance Agency, the Federal National Mortgage Association (“FNMA”) and the Federal Home Loan Mortgage Corporation (“FHLMC”) have entered into a joint initiative to develop a common securitization platform for the issuance of a uniform mortgage-backed security (the “Single Security Initiative”) that aligns the characteristics of FNMA and FHLMC certificates. The Single Security Initiative was implemented on June 3, 2019, and the effects it may have on the market for mortgage-backed securities are uncertain.

 

Investments in loans (including whole loans) are generally subject to risks similar to those of investments in other types of debt obligations, including, among others, credit risk, interest rate risk, variable and floating rate securities risk, and, as applicable, risks associated with mortgage-related securities. In addition, in many cases loans are subject to the risks associated with below-investment grade securities. In the case of a loan participation or assignment, the Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that is selling the loan agreement. In the event of the insolvency of the lender selling a loan participation, the Fund may be treated as a general creditor of the lender and may not benefit from any set-off between the lender and the borrower. The Fund may be subject to heightened or additional risks and potential liabilities and costs by investing in mezzanine and other subordinated loans, including those arising under bankruptcy, fraudulent conveyance, equitable subordination, lender liability, environmental and other laws and regulations, and risks and costs associated with debt servicing and taking foreclosure actions associated with the loans.

 

Mortgage-related and other asset-backed instruments represent interests in “pools” of mortgages or other assets such as consumer loans or receivables held in trust and often involve risks that are different from or possibly more acute than risks associated with other types of debt instruments. Generally, rising interest rates tend to extend the duration of fixed rate mortgage-related assets, making them more sensitive to changes in interest rates. As a result, in a period of rising interest rates, the Fund may exhibit additional volatility since individual mortgage holders are less likely to

 

12   PIMCO CLOSED-END FUNDS    


 

exercise prepayment options, thereby putting additional downward pressure on the value of these securities and potentially causing the Fund to lose money.

 

The Fund’s investments in other asset-backed instruments are subject to risks similar to those associated with mortgage-related assets, as well as additional risks associated with the nature of the assets and the servicing of those assets. Payment of principal and interest on asset-backed securities may be largely dependent upon the cash flows generated by the assets backing the securities, and asset-backed securities may not have the benefit of any security interest in the related assets. Additionally, investments in subordinate mortgage-backed and other asset-backed instruments will be subject to risks arising from delinquencies and foreclosures, thereby exposing the Fund’s investment portfolio to potential losses. Subordinate securities of mortgage-backed and other asset-backed instruments are also subject to greater credit risk than those mortgage-backed or other asset-backed securities that are more highly rated.

 

The Fund may also invest in the residual or equity tranches of mortgage-related and other asset-backed instruments, which may be referred to as subordinate mortgage-backed or asset-backed instruments and interest-only mortgage-backed or asset-backed instruments.

 

The risk of investing in collateralized loan obligations (“CLOs”), include prepayment risk, credit risk, liquidity risk, market risk, structural risk, legal risk and interest rate risk. CLOs may carry additional risks, including, but not limited to (i) the possibility that distributions from collateral securities will not be adequate to make interest or other payments; (ii) the quality of the collateral may decline in value or default; (iii) the possibility that the investments in CLOs are subordinate to other classes or tranches thereof; and (iv) the complex structure of the security may not be fully understood at the time of investment and may produce disputes with the issuer or unexpected investment results.

 

High-yield bonds (commonly referred to as “junk bonds”) typically have a lower credit rating than other bonds. Lower-rated bonds generally involve a greater risk to principal than higher-rated bonds. Further, markets for lower-rated bonds are typically less liquid than for higher-rated bonds, and public information is usually less abundant in markets for lower-rated bonds. Thus, high yield investments increase the chance that the Fund will lose money. PIMCO does not rely solely on credit ratings, and develops its own analysis of issuer credit quality. The Fund may purchase unrated securities (which are not rated by a rating agency) if PIMCO determines that the security is of comparable quality to a rated security that the Fund may purchase. Unrated securities may be less liquid than comparable rated securities and involve the risk that PIMCO may not accurately evaluate the security’s comparative credit quality, which could result in the Fund’s portfolio having a higher level of credit and/or high yield risk than PIMCO has estimated or desires for the Fund, and could negatively impact the Fund’s performance and/or returns. The Fund may invest a substantial portion of its assets in unrated securities and therefore may be particularly subject to the associated risks. To the extent that the Fund invests in high yield and/or unrated securities, the Fund’s success in achieving its investment objectives may depend more heavily on the portfolio manager’s creditworthiness analysis than if the Fund invested exclusively in higher-quality and rated securities. The Fund may hold defaulted securities that may involve special considerations including bankruptcy proceedings, other regulatory and legal restrictions affecting the Fund’s ability to trade, and the availability of prices from independent pricing services or dealer quotations. Defaulted obligations might be repaid only after lengthy workout or bankruptcy proceedings, during which the issuer might not make any interest or other payments. Defaulted securities are often illiquid and may not be actively traded. Sales of securities in bankrupt

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    13


Important Information About the Fund (Cont.)

 

 

companies at an acceptable price may be difficult and differences compared to the value of the securities used by the Fund could be material. The credit quality of a particular security or group of securities does not ensure the stability or safety of the overall portfolio.

 

Contingent convertible securities (“CoCos”) are a form of hybrid debt security issued primarily by non-U.S. issuers, which have loss absorption mechanisms built into their terms. The risks of investing in CoCos include, without limitation, the risk that interest payments will be cancelled by the issuer or a regulatory authority, the risk of ranking junior to other creditors in the event of a liquidation or other bankruptcy-related event as a result of holding subordinated debt, the risk of the Fund’s investment becoming further subordinated as a result of conversion from debt to equity, the risk that the principal amount due can be written down to a lesser amount, and the general risks applicable to fixed income investments, including interest rate risk, credit risk, market risk and liquidity risk, any of which could result in losses to the Fund. CoCos may experience a loss absorption mechanism trigger event, which would likely be the result of, or related to, the deterioration of the issuer’s financial condition (e.g., a decrease in the issuer’s capital ratio) and status as a going concern. In such a case, with respect to CoCos that provide for conversion into common stock upon the occurrence of the trigger event, the market price of the issuer’s common stock received by the Fund will have likely declined, perhaps substantially, and may continue to decline, which may adversely affect the Fund’s NAV.

 

Variable and floating rate securities generally are less sensitive to interest rate changes but may decline in value if their interest rates do not rise as much, or as quickly, as interest rates in general. Conversely, floating rate securities will not generally increase in value if interest rates decline. Inverse floating rate securities may decrease in value if interest rates increase. Inverse floating rate securities may also exhibit greater price volatility than a fixed rate obligation with similar credit quality. When the Fund holds variable or floating rate securities, a decrease (or, in the case of inverse floating rate securities, an increase) in market interest rates will adversely affect the income received from such securities and the NAV of the Fund’s shares.

 

The Fund may seek to gain exposure to commodities through investments in swap agreements, futures and options, and through investments in PIMCO Cayman Commodity Fund IX, Ltd., a wholly-owned subsidiary of the Fund organized under the laws of the Cayman Islands (the “Subsidiary”). The Fund may invest up to 25% of its total assets in the Subsidiary. The Subsidiary is advised by PIMCO and has the same investment objectives as the Fund. The Subsidiary (unlike the Fund) may invest without limit in commodity-linked swap agreements and other commodity-linked derivative instruments. References herein to the Fund include references to the Subsidiary in respect of the Fund’s investment exposure. The allocation of the Fund’s assets to the Subsidiary will vary over time and the Fund’s portfolio may not always include all of the different types of investments described herein. By investing through its Subsidiary, the Fund is exposed to the risks associated with the Subsidiary’s investments. The Subsidiary is not registered as an investment company under the Investment Company Act of 1940, as amended, and the rules and regulations thereunder (the “Act”), and is not subject to all of the investor protections of the Act, although the Subsidiary is managed pursuant to the compliance policies and procedures of the Fund applicable to it. Changes in the laws of the United States and/or the jurisdiction in which the Subsidiary is organized could result in the inability of the Fund and/or the Subsidiary to operate as described in this report and could adversely affect the Fund. There is no guarantee that the investment objectives of the Subsidiary will be achieved.

 

14   PIMCO CLOSED-END FUNDS    


 

As the use of technology has become more prevalent in the course of business, the Fund has become potentially more susceptible to operational and information security risks resulting from breaches in cyber security. A breach in cyber security refers to both intentional and unintentional cyber events that may, among other things, cause the Fund to lose proprietary information, suffer data corruption and/or destruction or lose operational capacity, result in the unauthorized release or other misuse of confidential information, or otherwise disrupt normal business operations.

 

Cyber security failures or breaches may result in financial losses to the Fund and its shareholders. These failures or breaches may also result in disruptions to business operations, potentially resulting in financial losses; interference with the Fund’s ability to calculate its NAV, process shareholder transactions or otherwise transact business with shareholders; impediments to trading; violations of applicable privacy and other laws; regulatory fines; penalties; reputational damage; reimbursement or other compensation costs; additional compliance and cyber security risk management costs and other adverse consequences. In addition, substantial costs may be incurred in an attempt to prevent any cyber incidents in the future.

 

There is also a risk that cyber security breaches may not be detected. The Fund and its shareholders could be negatively impacted as a result.

 

The Fund may invest in securities and instruments that are economically tied to Russia. Investments in Russia are subject to various risks such as political, economic, legal, market and currency risks. The risks include uncertain political and economic policies, short-term market volatility, poor accounting standards, corruption and crime, an inadequate regulatory system, and unpredictable taxation. Investments in Russia are particularly subject to the risk that economic sanctions may be imposed by the United States and/or other countries. Such sanctions — which may impact companies in many sectors, including energy, financial services and defense, among others — may negatively impact the Fund’s performance and/or ability to achieve its investment objectives. The Russian securities market, as compared to U.S. markets, has significant price volatility, less liquidity, a smaller market capitalization and a smaller number of traded securities.

 

The common shares of the Fund trade on the New York Stock Exchange. As with any stock, the price of the Fund’s common shares will fluctuate with market conditions and other factors. If you sell your common shares of the Fund, the price received may be more or less than your original investment. Shares of closed-end investment management companies, such as the Fund, frequently trade at a discount from their NAV and may trade at a price that is less than the initial offering price and/or the NAV of such shares. Further, if the Fund’s shares trade at a price that is more than the initial offering price and/or the NAV of such shares, including at a substantial premium and/or for an extended period of time, there is no assurance that any such premium will be sustained for any period of time and will not decrease, or that the shares will not trade at a discount to NAV thereafter.

 

The Fund may be subject to various risks, including, but not limited to, the following: market discount risk, new/small fund risk, limited term risk, tax risk, subsidiary risk, non-diversification risk, equity securities and related market risk, debt securities risks, including issuer risk, interest rate risk, prepayment risk, credit risk, reinvestment risk and duration and maturity risk, risks of equity securities of MLPs, including general equity securities risk, limited partner risk, risks of MLP subordinated units, affiliated party risk and risks related to the lack of diversification of MLP customers and suppliers, risks of debt securities of MLPs, risks of MLP general partner and managing member interests, risks of exchange-traded notes, energy sector risks, including commodity price risk, supply and demand risk,

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    15


Important Information About the Fund (Cont.)

 

 

depletion risk, environmental and regulatory risk, weather risk, catastrophic event risk, acquisition risk and cyclical industry risk, industry specific risks, including risks related to pipelines, gathering and processing companies, midstream companies, upstream companies, downstream companies, oil companies, oilfield services, propane, coal, power infrastructure and marine transportation, total return swap risk, commodities risk, short sales risk, corporate debt securities risk, issuer risk, interest rate risk, prepayment risk, credit risk, mortgage-related and other asset-backed instruments risk, privately-issued mortgage-related securities risk, mortgage market/subprime risk, high yield securities risk, distressed and defaulted securities risk, senior debt risk, loans and other indebtedness/loan participations and assignments risk, subprime loan risk, covenant-lite obligations risk, reinvestment risk, call risk, municipal bond risk, including interest rate risk, credit risk and liquidity risk, inflation-indexed security risk, zero-coupon bond, step-ups and payment-in-kind securities risk, preferred securities risk, other investment companies risk, foreign (non-U.S.) investment risk, emerging markets risk, currency risk, U.S. government securities risk, foreign (non-U.S.) government securities risk, convertible securities risk, synthetic convertible securities risk, contingent convertible securities risk, valuation risk, leverage risk, segregation and coverage risk, derivatives risk, counterparty risk, structured investments risk, confidential information access risk, private placements risk, inflation/deflation risk, liquidity risk, restricted securities risk, market risk, management risk, competition risk, cash flow risk, risk of regulatory changes, regulatory risk — LIBOR, regulatory risk related to commodity pool operator regulation, potential conflicts of interest risk related to the allocation of investment opportunities, repurchase agreements risk, distribution risk, securities lending risk, portfolio turnover risk, operational risk and cyber security risk. A description of certain of these risks is available in the Notes to Financial Statements of this report.

 

On the Fund Summary page in this Shareholder Report, the Cumulative Annual Total Return table measures performance assuming that all dividend and capital gain distributions were reinvested. Total return is calculated by determining the percentage change in NAV or market price (as applicable) in the specific period. Returns do not reflect the deduction of taxes that a shareholder would pay on (i) Fund distributions or (ii) the sale of Fund shares. Total return for a period of more than one year represents the average annual total return. Performance at market price will differ from results at NAV. Although market price returns tend to reflect investment results over time, during shorter periods returns at market price can also be influenced by factors such as changing views about the Fund, market conditions, supply and demand for the Fund’s shares, or changes in the Fund’s dividends. Performance shown is net of fees and expenses. Historical NAV performance for the Fund may have been positively impacted by fee waivers or expense limitations in place during some or all of the periods shown, if applicable. Future performance (including total return or yield) and distributions may be negatively impacted by the expiration or reduction of any such fee waivers or expense limitations.

 

The following table discloses the commencement of operations and diversification status of the Fund:

 

Fund Name         Commencement
of Operations
    Diversification
Status
 

PIMCO Energy and Tactical Credit Opportunities Fund

      02/01/2019       Non-Diversified  

 

An investment in the Fund is not a deposit of a bank and is not guaranteed or insured by the Federal Deposit Insurance Corporation or any other government agency. It is possible to lose money on investments in the Fund.

 

The Trustees are responsible generally for overseeing the management of the Fund. The Trustees authorize the Fund to enter into service agreements with the Manager and other service providers in

 

16   PIMCO CLOSED-END FUNDS    


 

order to provide, and in some cases authorize service providers to procure through other parties, necessary or desirable services on behalf of the Fund. Shareholders are not parties to or third-party beneficiaries of such service agreements. Neither the Fund’s original or any subsequent prospectus or Statement of Additional Information (“SAI”), any press release or shareholder report, any contracts filed as exhibits to the Fund’s registration statement, nor any other communications, disclosure documents or regulatory filings from or on behalf of the Fund creates a contract between or among any shareholders of the Fund, on the one hand, and the Fund, a service provider to the Fund, and/or the Trustees or officers of the Fund, on the other hand.

 

The Trustees (or the Fund and its officers, service providers or other delegates acting under authority of the Trustees) may amend its most recent or use a new prospectus or SAI with respect to the Fund, adopt and disclose new or amended policies and other changes in press releases and shareholder reports and/or amend, file and/or issue any other communications, disclosure documents or regulatory filings, and may amend or enter into any contracts to which the Fund is a party, and interpret the investment objective(s), policies, restrictions and contractual provisions applicable to the Fund, without shareholder input or approval, except in circumstances in which shareholder approval is specifically required by law (such as changes to fundamental investment policies) or where a shareholder approval requirement was specifically disclosed in the Fund’s prospectus, SAI or shareholder report and is otherwise still in effect.

 

PIMCO has adopted written proxy voting policies and procedures (“Proxy Policy”) as required by Rule 206(4)-6 under the Investment Advisers Act of 1940. The Proxy Policy has been adopted by the Fund as the policies and procedures that PIMCO will use when voting proxies on behalf of the Fund.

 

A description of the policies and procedures that PIMCO uses to vote proxies relating to portfolio securities of the Fund, and information about how the Fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30, will be available without charge, upon request, by calling the Fund at (844) 33-PIMCO, on the Fund’s website at www.pimco.com, and on the Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.

 

The Fund files portfolio holdings information with the SEC on Form N-PORT within 60 days of the end of each fiscal quarter. The Fund’s complete schedule of securities holdings as of the end of each fiscal quarter will be made available to the public on the SEC’s website at www.sec.gov and on PIMCO’s website at www.pimco.com, and will be made available, upon request, by calling PIMCO at (844) 33-PIMCO.

 

The SEC adopted a rule that, beginning in 2021, generally will allow shareholder reports to be delivered to investors by providing access to such reports online free of charge and by mailing a notice that the report is electronically available. Pursuant to the rule, investors may still elect to receive a complete shareholder report in the mail. Instructions for electing to receive paper copies of the Fund’s shareholder reports going forward may be found on the front cover of this report.

 

The SEC has issued a proposed rule relating to a registered investment company’s use of derivatives and related instruments that, if adopted, could potentially require funds to reduce their use of leverage and/or observe more stringent asset coverage and related requirements than are currently imposed by the Investment Company Act of 1940, as amended, and the rules and regulations thereunder.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    17


PIMCO Energy and Tactical Credit Opportunities Fund    Symbol on NYSE - NRGX

 

Allocation Breakdown as of December 31, 2019§  
Common Stocks     26.1
U.S. Treasury Obligations     25.6
Short-Term Instruments     15.4
Corporate Bonds & Notes     14.6
Master Limited Partnerships     13.5
Loan Participations and Assignments     4.8

 

   

% of Investments, at value.

§   

Allocation Breakdown and % of investments exclude securities sold short and financial derivative instruments, if any.

Fund Information (as of December 31, 2019)(1)  
Market Price   $ 16.50  
NAV   $ 17.24  
Premium/(Discount) to NAV     (4.29 )% 
Market Price Distribution Rate(2)     9.70
NAV Distribution Rate(2)     9.28
Total Effective Leverage(3)     27
 

 

Average Annual Total Return(1) for the period ended December 31, 2019  
     6 Month*      Commencement
of Operations
(02/01/19)*
 
Market Price      (10.51)%        (10.42)%  
NAV      (8.36)%        (6.03)%  

 

All Fund returns are net of fees and expenses and include applicable fee waivers and/or expense limitations. Absent any applicable fee waivers and/or expense limitations, performance would have been lower and there can be no assurance that any such waivers or limitations will continue in the future.

 

*   Cumulative return
(1)   

Performance quoted represents past performance. Past performance is not a guarantee or a reliable indicator of future results. Current performance may be lower or higher than performance shown. Investment return and the principal value of an investment will fluctuate. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. Total return, market price, NAV, market price distribution rate, and NAV distribution rate will fluctuate with changes in market conditions. Performance current to the most recent month-end is available at www.pimco.com or via (844) 33-PIMCO. Performance is calculated assuming all dividends and distributions are reinvested at prices obtained under the Fund’s dividend reinvestment plan. Performance does not reflect any brokerage commissions in connection with the purchase or sale of Fund shares.

(2)   

Distribution rates are not performance and are calculated by annualizing the most recent distribution per share and dividing by the NAV or Market Price, as applicable, as of the reported date. Distributions may be comprised of ordinary income, net capital gains, and/or a return of capital (“ROC”) of your investment in the Fund. Because the distribution rate may include a ROC, it should not be confused with yield or income. If the Fund estimates that a portion of its distribution may be comprised of amounts from sources other than net investment income in accordance with its policies and good accounting practices, the Fund will notify shareholders of the estimated composition of such distribution through a Section 19 Notice. Please refer to the most recent Section 19 Notice, if applicable, for additional information regarding the estimated composition of distributions. Please visit www.pimco.com for most recent Section 19 Notice, if applicable. Final determination of a distribution’s tax character will be made on Form 1099 DIV sent to shareholders each January.

(3)   

Represents total effective leverage outstanding, as a percentage of total managed assets. Total effective leverage consists of preferred shares, reverse repurchase agreements and other borrowings, credit default swap notional and floating rate notes issued in tender option bond transactions, as applicable (collectively “Total Effective Leverage”). The Fund may engage in other transactions not included in Total Effective Leverage disclosed above that may give rise to a form of leverage, including certain derivative transactions. For the purpose of calculating Total Effective Leverage outstanding as a percentage of total managed assets, total managed assets refer to total assets (including assets attributable to Total Effective Leverage that may be outstanding) minus accrued liabilities (other than liabilities representing Total Effective Leverage).

 

18   PIMCO CLOSED-END FUNDS     See Accompanying Notes


PIMCO Energy and Tactical Credit Opportunities Fund    Symbol on NYSE - NRGX

 

Investment Objective and Strategy Overview

 

PIMCO Energy and Tactical Credit Opportunities Fund’s primary investment objective is to seek total return, with a secondary objective to seek to provide high current income.

 

Fund Insights at NAV

 

The following affected performance (on a gross basis) during the reporting period:

 

»  

Exposure to high yield corporate credit contributed to absolute performance as the asset class posted positive returns.

 

»  

Exposure to Master Limited Partnerships equity detracted from absolute performance as the asset class posted negative returns.

 

»  

Exposure to C Corporations midstream equity detracted from absolute performance as the asset class posted negative returns.

 

»  

Exposure to equity options in midstream equity (specifically short call options) detracted from absolute performance as these securities generated negative returns.

 

»  

Exposure to commodities detracted from absolute performance as these securities generated negative returns.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    19


Financial Highlights PIMCO Energy and Tactical Credit Opportunities Fund (Consolidated)

 

        Investment Operations       Less Distributions(c)
                                     
Selected Per Share Data for
the Year or Period Ended^:
  Net Asset
Value
Beginning
of Year
or Period(a)
  Net
Investment
Income
(Loss)(b)
  Net
Realized/
Unrealized
Gain (Loss)
  Total        From Net
Investment
Income
  From Net
Realized
Capital
Gains
  Tax Basis
Return of
Capital
  Total

07/01/2019 - 12/31/2019+

    $   20.00     $   0.37     $   (2.05 )     $   (1.68 )               $   (0.80 )     $   (0.28 )     $   0.00     $   (1.08 )

02/01/2019 - 06/30/2019

      20.00       0.26       0.24       0.50                 (0.50 )       0.00       0.00       (0.50 )

 

^

A zero balance may reflect actual amounts rounding to less than $0.01 or 0.01%.

+

Unaudited

*

Annualized

(a) 

Includes adjustments required by U.S. GAAP and may differ from net asset values and performance reported elsewhere by the Fund.

(b) 

Per share amounts based on average number of shares outstanding during the period.

(c) 

The tax characterization of distributions is determined in accordance with Federal income tax regulations. The actual tax characterization of distributions paid is determined at the end of the fiscal year. See Note 2, Distributions — Common Shares, in the Notes to Financial Statements for more information.

(d) 

Total investment return is calculated assuming a purchase of a share at the market price on the first day and a sale of a share at the market price on the last day of each year reported. Dividends and distributions, if any, are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Fund’s dividend reinvestment plan. Total investment return does not reflect brokerage commissions in connection with the purchase or sale of Fund shares.

(e) 

Ratio includes interest expense which primarily relates to participation in borrowing and financing transactions. See Note 5, Borrowings and Other Financing Transactions, in the Notes to Financial Statements for more information.

 

20   PIMCO CLOSED-END FUNDS     See Accompanying Notes


Common Share       Ratios/Supplemental Data
                    Ratios to Average Net Assets    
Net Asset
Value End
of Year
or Period(a)
  Market
Price End
of Year
or Period
  Total
Investment
Return(d)(a)
       Net Assets
End of Year or
Period (000s)
  Expenses(e)   Expenses
Excluding
Waivers(e)
  Expenses
Excluding
Interest
Expense
  Expenses
Excluding
Interest
Expense and
Waivers
  Net
Investment
Income
(Loss)
  Portfolio
Turnover
Rate
 

$

  17.24

    $   16.50       (10.51 )%               $   770,816       2.88 %*       2.92 %*       1.94 %*       1.98 %*       4.00 %*       25 %
   
    
20.00

      19.63       0.09                 891,608       2.63 *       2.64 *       1.80 *       1.81 *       3.14 *       25

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    21


Consolidated Statement of Assets and Liabilities PIMCO Energy and Tactical Credit Opportunities Fund

 

(Unaudited)

December 31, 2019

 

(Amounts in thousands, except per share amounts)       

Assets:

  

Investments, at value

        

Investments in securities*

   $ 1,104,394  

Financial Derivative Instruments

        

Exchange-traded or centrally cleared

     2,117  

Over the counter

     14,370  

Cash

     94  

Deposits with counterparty

     9,071  

Foreign currency, at value

     3  

Receivable for investments sold

     7,292  

Interest and/or dividends receivable

     6,018  

Other assets

     94  

Total Assets

     1,143,453  

Liabilities:

  

Borrowings & Other Financing Transactions

        

Payable for reverse repurchase agreements

   $ 286,356  

Financial Derivative Instruments

        

Exchange-traded or centrally cleared

     1,778  

Over the counter

     42,610  

Payable for investments purchased

     21,573  

Deposits from counterparty

     1,171  

Distributions payable to common shareholders

     17,883  

Accrued management fees

     1,257  

Other liabilities

     9  

Total Liabilities

     372,637  

Net Assets

   $ 770,816  

Net Assets Consist of:

  

Par value^

   $ 0  

Paid in capital in excess of par

     894,034  

Distributable earnings (accumulated loss)

     (123,218

Net Assets

   $ 770,816  

Common Shares Outstanding

     44,707  

Net Asset Value Per Common Share(a)

   $ 17.24  

Cost of investments in securities

   $   1,111,133  

Cost of foreign currency held

   $ 2  

Cost or premiums of financial derivative instruments, net

   $ (1,295

* Includes repurchase agreements of:

   $ 118,513  

 

  

A zero balance may reflect actual amounts rounding to less than one thousand.

^ 

($0.00001 per share)

(a) 

Includes adjustments required by U.S. GAAP and may differ from net asset values and performance reported elsewhere by the Fund.

 

22   PIMCO CLOSED-END FUNDS     See Accompanying Notes


Consolidated Statement of Operations PIMCO Energy and Tactical Credit Opportunities Fund

 

 

Six Months Ended December 31, 2019 (Unaudited)       
(Amounts in thousands)       

Investment Income:

  

Interest

   $ 14,090  

Dividends, net of foreign taxes*

     14,281  

Total Income

     28,371  

Expenses:

  

Management fees

     8,115  

Trustee fees and related expenses

     53  

Interest expense

     3,881  

Total Expenses

     12,049  

Waiver and/or Reimbursement by PIMCO

     (170

Net Expenses

     11,879  

Net Investment Income (Loss)

     16,492  

Net Realized Gain (Loss):

  

Investments in securities

     (35,218

Exchange-traded or centrally cleared financial derivative instruments

     (7,948

Over the counter financial derivative instruments

     (11,662

Foreign currency

     (85

Net Realized Gain (Loss)

     (54,913

Net Change in Unrealized Appreciation (Depreciation):

  

Investments in securities

     (14,589

Exchange-traded or centrally cleared financial derivative instruments

     6,256  

Over the counter financial derivative instruments

     (28,075

Foreign currency assets and liabilities

     (219

Net Change in Unrealized Appreciation (Depreciation)

     (36,627

Net Increase (Decrease) in Net Assets Resulting from Operations

   $    (75,048

* Foreign tax withholdings - Dividends

   $ 174  

 

  

A zero balance may reflect actual amounts rounding to less than one thousand.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    23


Consolidated Statements of Changes in Net Assets PIMCO Energy and Tactical Credit Opportunities Fund

 

 

(Amounts in thousands)    Six Months Ended
December 31, 2019
(Unaudited)
     Inception date
through
June 30, 2019
 

Increase (Decrease) in Net Assets from:

     

Operations:

     

Net investment income (loss)

   $ 16,492      $ 11,281  

Net realized gain (loss)

     (54,913      13,774  

Net change in unrealized appreciation (depreciation)

     (36,627      (2,765

Net Increase (Decrease) in Net Assets Resulting from Operations

     (75,048      22,290  

Distributions to Common Shareholders:

     

From net investment income and/or net realized capital gains

     (48,285      (22,290

Total Distributions to Common Shareholders(a)

     (48,285      (22,290

Common Share Transactions*:

     

Receipts for shares sold

     0        891,607  

Issued as reinvestment of distributions

     2,541        1  

Net increase (decrease) resulting from common share transactions

     2,541        891,608  

Total Increase (Decrease) in Net Assets

       (120,791      891,608  

Net Assets

     

Beginning of period

     891,608        0  

End of period

   $ 770,816      $   891,608  

* Common Share Transactions:

     

Shares sold

     0        44,580  

Shares issued as reinvestment of distributions

     127        0  

Net increase (decrease) in common shares outstanding

     127        44,580  

 

  

A zero balance may reflect actual amounts rounding to less than one thousand.

(a) 

The tax characterization of distributions is determined in accordance with Federal income tax regulations. The actual tax characterization of distributions paid is determined at the end of the fiscal year. See Note 2, Distributions — Common Shares , in the Notes to Financial Statements for more information.

 

24   PIMCO CLOSED-END FUNDS     See Accompanying Notes


Consolidated Statement of Cash Flows PIMCO Energy and Tactical Credit Opportunities Fund

 

 

Six Months Ended December 31, 2019 (Unaudited)

 

(Amounts in thousands)

     

Cash Flows Provided by (Used for) Operating Activities:

 

Net increase (decrease) in net assets resulting from operations

  $ (75,048

Adjustments to Reconcile Net Increase (Decrease) in Net Assets from Operations to Net Cash Provided by (Used for) Operating Activities:

 

Purchases of long-term securities

    (258,297

Proceeds from sales of long-term securities

    397,453  

(Purchases) Proceeds from sales of short-term portfolio investments, net

    287  

(Increase) decrease in deposits with counterparty

    (989

(Increase) decrease in receivable for investments sold

    (7,244

(Increase) decrease in interest and/or dividends receivable

    1,998  

Proceeds from (Payments on) exchange-traded or centrally cleared financial derivative instruments

    (2,362

Proceeds from (Payments on) over the counter financial derivative instruments

    (11,748

(Increase) decrease in other assets

    (41

Increase (decrease) in payable for investments purchased

    (16,972

Increase (decrease) in deposits from counterparty

    (52

Increase (decrease) in accrued management fees

    (76

Proceeds from (Payments on) foreign currency transactions

    (304

Increase (decrease) in other liabilities

    (14

Net Realized (Gain) Loss

       

Investments in securities

    35,218  

Exchange-traded or centrally cleared financial derivative instruments

    7,948  

Over the counter financial derivative instruments

    11,662  

Foreign currency

    85  

Net Change in Unrealized (Appreciation) Depreciation

       

Investments in securities

    14,589  

Exchange-traded or centrally cleared financial derivative instruments

    (6,256

Over the counter financial derivative instruments

    28,075  

Foreign currency assets and liabilities

    219  

Net amortization (accretion) on investments

    (420

Net Cash Provided by (Used for) Operating Activities

    117,711  

Cash Flows Received from (Used for) Financing Activities:

 

Cash distributions paid*

    (45,692

Proceeds from reverse repurchase agreements

    3,728,053  

Payments on reverse repurchase agreements

      (3,800,147

Net Cash Received from (Used for) Financing Activities

    (117,786

Net Increase (Decrease) in Cash and Foreign Currency

    (75

Cash and Foreign Currency:

 

Beginning of period

    172  

End of period

  $ 97  

* Reinvestment of distributions

  $ 2,541  

Supplemental Disclosure of Cash Flow Information:

 

Interest expense paid during the period

  $ 4,086  

Non Cash Payment in Kind

  $ 180  

 

  

A zero balance may reflect actual amounts rounding to less than one thousand.

 

A Statement of Cash Flows is presented when the Fund has a significant amount of borrowing during the year, based on the average total borrowing outstanding in relation to total assets or when substantially all of the Fund’s investments are not classified as Level 1 or 2 in the fair value hierarchy.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    25


Consolidated Schedule of Investments PIMCO Energy and Tactical Credit Opportunities Fund

 

 

(Amounts in thousands*, except number of shares, contracts and units, if any)

 

        PRINCIPAL
AMOUNT
(000S)
        MARKET
VALUE
(000S)
 
INVESTMENTS IN SECURITIES 143.3%

 

LOAN PARTICIPATIONS AND ASSIGNMENTS 6.8%

 

Azure Midstream Energy LLC
(6.945% Cash and 4.500% PIK)

 

11.445% (LIBOR03M + 5.000%) due 09/30/2020 «~(a)

  $     8,811     $     8,788  

Blackstone CQP Holdco LP

 

5.408% (LIBOR03M + 3.500%) due 09/30/2024 ~

    21,492         21,643  

Chesapeake Energy Corp.

 

TBD% due 06/09/2024

      2,900         2,994  

Clay Holdco BV

 

TBD% due 11/30/2025 «

  EUR     11,000         11,564  

Diamond Resorts Corp.

 

5.549% (LIBOR03M + 3.750%) due 09/02/2023 ~

  $     893         875  

Rosefield Pipeline Co. LLC

 

10.349% (LIBOR03M + 8.500%) due 08/22/2023 «~

    7,000         6,850  
       

 

 

 

Total Loan Participations and Assignments (Cost $52,207)

      52,714  
 

 

 

 
CORPORATE BONDS & NOTES 20.9%

 

BANKING & FINANCE 1.0%

 

Provident Funding Associates LP

 

6.375% due 06/15/2025

      111         109  

Washington Prime Group LP

 

6.450% due 08/15/2024

      8,260         7,637  
       

 

 

 
          7,746  
       

 

 

 
INDUSTRIALS 13.6%

 

Ascend Learning LLC

 

6.875% due 08/01/2025

      4,600         4,843  

Buckeye Partners LP

 

4.125% due 12/01/2027 (f)

      5,600         5,412  

Callon Petroleum Co.

 

6.375% due 07/01/2026

      8,000         8,140  

CSN Resources S.A.

 

7.625% due 02/13/2023

      4,500         4,806  

7.625% due 04/17/2026

      200         213  

Entercom Media Corp.

 

7.250% due 11/01/2024

      4,500         4,749  

Gran Tierra Energy, Inc.

 

7.750% due 05/23/2027

      10,000         9,379  

Matador Resources Co.

 

5.875% due 09/15/2026

      12,100         12,161  

NuStar Logistics LP

 

6.000% due 06/01/2026 (e)

      1,000         1,059  
        PRINCIPAL
AMOUNT
(000S)
        MARKET
VALUE
(000S)
 

Ortho-Clinical Diagnostics, Inc.

 

6.625% due 05/15/2022

  $     6,200     $     6,177  

Rockpoint Gas Storage Canada Ltd.

 

7.000% due 03/31/2023

      13,000         12,810  

Scripps Escrow, Inc.

 

5.875% due 07/15/2027

      300         315  

Transocean Guardian Ltd.

 

5.875% due 01/15/2024

      14,702         15,069  

Transocean Pontus Ltd.

 

6.125% due 08/01/2025

      9,256         9,511  

USA Compression Partners LP

 

6.875% due 04/01/2026 (e)

      4,800         5,049  

6.875% due 09/01/2027 (e)

      4,900         5,113  
       

 

 

 
            104,806  
       

 

 

 
UTILITIES 6.3%

 

Archrock Partners LP

 

6.250% due 04/01/2028 (f)

      5,000         5,163  

6.875% due 04/01/2027 (f)

      4,800         5,087  

CrownRock LP

 

5.625% due 10/15/2025

      5,000         5,112  

Odebrecht Drilling Norbe Ltd.

 

6.350% due 12/01/2021 ^

      760         758  

ONEOK, Inc.

 

2.750% due 09/01/2024

      400         404  

Parsley Energy LLC

 

5.250% due 08/15/2025

      3,000         3,091  

Rio Oil Finance Trust

 

9.250% due 07/06/2024

      865         972  

Targa Resources Partners LP

 

5.000% due 01/15/2028 (f)

      8,000         8,179  

6.875% due 01/15/2029 (f)

      1,750         1,946  

Transocean Poseidon Ltd.

 

6.875% due 02/01/2027

      5,900         6,268  

Transocean Proteus Ltd.

 

6.250% due 12/01/2024

      10,570         10,918  

Transocean Sentry Ltd.

 

5.375% due 05/15/2023

      700         714  
       

 

 

 
          48,612  
       

 

 

 

Total Corporate Bonds & Notes (Cost $158,288)

    161,164  
 

 

 

 
U.S. TREASURY OBLIGATIONS 36.7%

 

U.S. Treasury Notes

 

2.375% due 02/29/2024 (j)

      275,000         282,653  
       

 

 

 

Total U.S. Treasury Obligations (Cost $274,538)

      282,653  
 

 

 

 
 

 

26   PIMCO CLOSED-END FUNDS     See Accompanying Notes


(Unaudited)

December 31, 2019

 

        SHARES         MARKET
VALUE
(000S)
 
COMMON STOCKS 37.4%

 

ENERGY 37.4%

 

BP PLC

      1,807,000     $     11,288  

Canadian Natural Resources Ltd.

      378,000         12,226  

Cheniere Energy, Inc. (b)

      415,239         25,359  

Chevron Corp.

      95,000         11,448  

ConocoPhillips

      180,000         11,705  

Enbridge, Inc.

      592,000         23,538  

EnLink Midstream LLC

      427,392         2,620  

Hess Midstream LP ‘A’

      362,000         8,210  

Kinder Morgan, Inc.

      1,484,000         31,416  

Occidental Petroleum Corp.

    198,000         8,160  

ONEOK, Inc.

      523,000         39,575  

Plains GP Holdings LP ‘A’ (g)

      734,489         13,919  

Targa Resources Corp.

      209,000         8,533  

TC Energy Corp.

      513,823         27,366  

Total S.A.

      212,000         11,700  

Venture Global LNG, Inc.’C’ «(h)

      2,885         18,349  

Williams Cos., Inc.

      957,000         22,700  
       

 

 

 

Total Common Stocks (Cost $279,441)

      288,112  
 

 

 

 
MASTER LIMITED PARTNERSHIPS 19.4%

 

ENERGY 19.4%

 

Rattler Midstream LP (g)

      232,000         4,127  

Western Midstream Partners LP

      589,425         11,606  

Phillips 66 Partners LP

      98,000         6,041  

Oasis Midstream Partners LP

      183,000         3,036  

NuStar Energy LP

      530,000         13,701  

Noble Midstream Partners LP

      307,080         8,156  

Magellan Midstream Partners LP

      29,000         1,823  
        SHARES         MARKET
VALUE
(000S)
 

MPLX LP

      560,000     $     14,258  

Enterprise Products Partners LP

      695,484         19,585  

Energy Transfer LP

      1,808,750         23,206  

Enable Midstream Partners LP

      1,204,000         12,076  

DCP Midstream LP

      333,094         8,158  

Crestwood Equity Partners LP

      384,342         11,845  

Cheniere Energy Partners LP

      72,000         2,866  

CNX Midstream Partners LP

      551,776         9,082  
       

 

 

 

Total Master Limited Partnerships (Cost $176,472)

    149,566  
 

 

 

 
        PRINCIPAL
AMOUNT
(000S)
           
SHORT-TERM INSTRUMENTS 22.1%

 

REPURCHASE AGREEMENTS (i) 15.4%

 

          118,513  
       

 

 

 
U.S. TREASURY BILLS 6.7%

 

1.515% due 02/06/2020 - 03/26/2020 (c)(d)(m)

      51,793         51,672  
       

 

 

 

Total Short-Term Instruments (Cost $170,187)

    170,185  
 
Total Investments in Securities (Cost $1,111,133)     1,104,394  
 
Total Investments 143.3% Cost $1,111,133)

 

  $       1,104,394  

Financial Derivative
Instruments (k)(l) (3.6)%

(Cost or Premiums, net $(1,295))

    (27,901
       
Other Assets and Liabilities, net (39.7)%     (305,677
 

 

 

 
Net Assets 100.0%

 

  $     770,816  
       

 

 

 
 

NOTES TO CONSOLIDATED SCHEDULE OF INVESTMENTS:

 

*

A zero balance may reflect actual amounts rounding to less than one thousand.

^

Security is in default.

«

Security valued using significant unobservable inputs (Level 3).

 

See Accompanying Notes   SEMIANNUAL REPORT   DECEMBER 31, 2019    27


Consolidated Schedule of Investments PIMCO Energy and Tactical Credit Opportunities Fund (Cont.)

 

 

~

Variable or Floating rate security. Rate shown is the rate in effect as of period end. Certain variable rate securities are not based on a published reference rate and spread, rather are determined by the issuer or agent and are based on current market conditions. Reference rate is as of reset date, which may vary by security. These securities may not indicate a reference rate and/or spread in their description.

(a)

Payment in-kind security.

(b)

Security did not produce income within the last twelve months.

(c)

Coupon represents a weighted average yield to maturity.

(d)

Zero coupon security.

(e)

Comprises of a debt issuance of a qualified publicly-traded partnership (“QPTP”).

(f)

As a result of the completion of a recent corporation action, common units of the previous QPTP are no longer publicly traded. The succeeding entity per the respective corporate action is treated as a Corporation for U.S. Tax purposes.

(g)

This Company is structured like a Master Limited Partnership, but is not treated as a QPTP for required regulated investment company (“RIC”) asset diversification purposes.

 

(h)  RESTRICTED SECURITIES:

 

Issuer Description   Acquisition
Date
    Cost     Market
Value
    Market Value
as Percentage
of Net Assets
 

Venture Global LNG, Inc.’C’

    06/27/2019     $     15,002     $     18,349       2.38
   

 

 

   

 

 

   

 

 

 

 

BORROWINGS AND OTHER FINANCING TRANSACTIONS

 

(i)  REPURCHASE AGREEMENTS:

 

Counterparty   Lending
Rate
    Settlement
Date
    Maturity
Date
    Principal
Amount
    Collateralized By   Collateral
(Received)
    Repurchase
Agreements,
at Value
    Repurchase
Agreement
Proceeds
to be
Received(1)
 

BOS

    1.650     12/31/2019       01/02/2020     $  25,200     U.S. Treasury Notes 2.625% due 12/15/2021   $ (25,698   $ 25,200     $ 25,202  

FICC

    1.250       12/31/2019       01/02/2020       5,840     U.S. Treasury Inflation Protected Securities 0.125% due 04/15/2020     (5,961     5,840       5,840  

NOM

    1.500       12/31/2019       01/02/2020       64,300     U.S. Treasury Bonds 3.750% due 11/15/2043     (65,188     64,300       64,305  

RDR

    1.600       12/31/2019       01/02/2020       10,000     U.S. Treasury Notes 1.875% - 2.625% due 03/31/2022 - 03/31/2025     (10,212     10,000       10,001  

SSB

    0.650       12/31/2019       01/02/2020       573     U.S. Treasury Notes 2.000% due 08/31/2021(2)     (584     573       573  

TDM

    1.580       12/31/2019       01/02/2020       12,600     U.S. Treasury Inflation Protected Securities 2.125% due 02/15/2041     (12,800     12,600       12,601  
           

 

 

   

 

 

   

 

 

 

Total Repurchase Agreements

 

    $  (120,443   $  118,513     $  118,522  
           

 

 

   

 

 

   

 

 

 

 

REVERSE REPURCHASE AGREEMENTS:

 

Counterparty   Borrowing
Rate(3)
     Settlement
Date
     Maturity
Date
    Amount
Borrowed(3)
    Payable for
Reverse
Repurchase
Agreements
 

IND

    1.950      12/10/2019        01/16/2020     $   (286,000   $ (286,356
           

 

 

 

Total Reverse Repurchase Agreements

 

    $   (286,356
           

 

 

 

 

28   PIMCO CLOSED-END FUNDS     See Accompanying Notes


(Unaudited)

December 31, 2019

 

BORROWINGS AND OTHER FINANCING TRANSACTIONS SUMMARY

 

The following is a summary by counterparty of the market value of Borrowings and Other Financing Transactions and collateral pledged/(received) as of December 31, 2019:

 

Counterparty   Repurchase
Agreement
Proceeds
to be
Received(1)
    Payable for
Reverse
Repurchase
Agreements
    Payable for
Sale-Buyback
Transactions
    Total
Borrowings and
Other Financing
Transactions
    Collateral
Pledged/
(Received)
    Net
Exposure(4)
 

Global/Master Repurchase Agreement

 

BOS

  $ 25,202     $ 0     $ 0     $ 25,202     $ (25,698   $ (496

FICC

    5,840       0       0       5,840       (5,961     (121

IND

    0       (286,356     0         (286,356       283,907         (2,449

NOM

    64,305       0       0       64,305       (65,188     (883

RDR

    10,001       0       0       10,001       (10,212     (211

SSB

    573       0       0       573       (584     (11

TDM

    12,601       0       0       12,601       (12,800     (199
 

 

 

   

 

 

   

 

 

       

Total Borrowings and Other Financing Transactions

  $   118,522     $   (286,356   $   0        
 

 

 

   

 

 

   

 

 

       

 

CERTAIN TRANSFERS ACCOUNTED FOR AS SECURED BORROWINGS

 

Remaining Contractual Maturity of the Agreements

 

     Overnight and
Continuous
    Up to 30 days     31-90 days     Greater Than 90 days     Total  

Reverse Repurchase Agreements

         

U.S. Treasury Obligations

  $ 0     $ (286,356   $ 0     $ 0     $ (286,356
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Borrowings

  $   0     $   (286,356   $   0     $   0     $   (286,356
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Payable for reverse repurchase agreements

 

  $ (286,356
         

 

 

 

 

(j)

Securities with an aggregate market value of $282,653 and cash of $1,254 have been pledged as collateral under the terms of the above master agreements as of December 31, 2019.

 

(1) 

Includes accrued interest.

(2) 

Collateral is held in custody by the counterparty.

(3) 

The average amount of borrowings outstanding during the period ended December 31, 2019 was $(345,224) at a weighted average interest rate of 2.129%. Average borrowings may include reverse repurchase agreements and sale-buyback transactions, if held during the period.

(4) 

Net Exposure represents the net receivable/(payable) that would be due from/to the counterparty in the event of default. Exposure from borrowings and other financing transactions can only be netted across transactions governed under the same master agreement with the same legal entity. See Note 8, Master Netting Arrangements, in the Notes to Financial Statements for more information.

 

See Accompanying Notes   SEMIANNUAL REPORT   DECEMBER 31, 2019    29


Consolidated Schedule of Investments PIMCO Energy and Tactical Credit Opportunities Fund (Cont.)

 

 

(k)  FINANCIAL DERIVATIVE INSTRUMENTS: EXCHANGE-TRADED OR CENTRALLY CLEARED

 

FUTURES CONTRACTS:

 

LONG FUTURES CONTRACTS

 

Description   Expiration
Month
    # of
Contracts
    Notional
Amount
    Unrealized
Appreciation/
(Depreciation)
    Variation Margin  
  Asset     Liability  

Brent Crude December Futures

    10/2020       513     $   31,406     $ 1,438     $ 0     $ (344

Brent Crude December Futures

    10/2021       808       46,953       712       0       (420

Natural Gas April Futures

    03/2020       86       1,848       (182     0       0  

WTI Crude December Futures

    11/2021       1,052       55,830       1,681       0       (547

WTI Crude June Futures

    05/2021       880       47,907       2,806       0       (466
       

 

 

   

 

 

   

 

 

 
        $   6,455     $   0     $   (1,777
       

 

 

   

 

 

   

 

 

 

 

SHORT FUTURES CONTRACTS

 

Description   Expiration
Month
    # of
Contracts
    Notional
Amount
    Unrealized
Appreciation/
(Depreciation)
    Variation Margin  
  Asset     Liability  

Brent Crude December Futures

    10/2022       484     $   (27,472   $ 914     $ 208     $ 0  

Brent Crude June Futures

    04/2020       50       (3,204     (153     35       0  

Brent Crude June Futures

    04/2021       250       (14,853     (254     145       0  

Brent Crude March Futures

    01/2020       337       (22,242     (239     226       0  

Natural Gas March Futures

    02/2020       86       (1,856     53       0       (1

WTI Crude December Futures

    11/2020       446       (25,172     (1,468     272       0  

WTI Crude December Futures

    11/2022       606       (31,257     607       260       0  

WTI Crude June Futures

    05/2020       587       (34,891     (2,068     411       0  

WTI Crude June Futures

    05/2022       493       (25,685     (723     237       0  
       

 

 

   

 

 

   

 

 

 
        $ (3,331   $ 1,794     $ (1
       

 

 

   

 

 

   

 

 

 

Total Futures Contracts

 

  $   3,124     $   1,794     $   (1,778
       

 

 

   

 

 

   

 

 

 

 

SWAP AGREEMENTS:

 

INTEREST RATE SWAPS

 

Pay/
Receive
Floating
Rate
  Floating Rate Index   Fixed
Rate
  Payment
Frequency
  Maturity
Date
  Notional
Amount
  Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
    Market
Value
    Variation Margin  
  Asset     Liability  

Receive

 

1-Day USD-Federal Funds Rate Compounded-OIS

 

2.235%

  Annual   02/29/2024   $   272,200   $ (144   $ (8,518   $ (8,662   $ 323     $ 0  
             

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Swap Agreements

      $  (144   $  (8,518   $  (8,662   $  323     $  0  
             

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

30   PIMCO CLOSED-END FUNDS     See Accompanying Notes


(Unaudited)

December 31, 2019

 

FINANCIAL DERIVATIVE INSTRUMENTS: EXCHANGE-TRADED OR CENTRALLY CLEARED SUMMARY

 

The following is a summary of the market value and variation margin of Exchange-Traded or Centrally Cleared Financial Derivative Instruments as of December 31, 2019:

 

    Financial Derivative Assets           Financial Derivative Liabilities  
    Market Value     Variation Margin
Asset
                Market Value     Variation Margin
Liability
       
     Purchased
Options
    Futures     Swap
Agreements
    Total           Written
Options
    Futures     Swap
Agreements
    Total  

Total Exchange-Traded or Centrally Cleared

  $   0     $   1,794     $   323     $   2,117       $   0     $   (1,778   $   0     $   (1,778
 

 

 

   

 

 

   

 

 

   

 

 

     

 

 

   

 

 

   

 

 

   

 

 

 

 

Cash of $7,817 has been pledged as collateral for exchange-traded and centrally cleared financial derivative instruments as of December 31, 2019.

 

(l)  FINANCIAL DERIVATIVE INSTRUMENTS: OVER THE COUNTER

 

FORWARD FOREIGN CURRENCY CONTRACTS:

 

Counterparty    Settlement
Month
     Currency to
be Delivered
     Currency to
be Received
    Unrealized Appreciation/
(Depreciation)
 
  Asset     Liability  

BOA

     01/2020        CAD       2,189      $         1,684     $ 0     $ (2
     02/2020      $         2,977        CAD       3,953       68       0  

BPS

     02/2020        CAD       20,661      $         15,747       0       (166

BRC

     02/2020        GBP       5,653          7,567       70       0  

CBK

     02/2020        CAD       88,120          66,574       0       (1,299
     02/2020        GBP       2,929          3,841       0       (43

HUS

     02/2020        EUR       10,315          11,535       0       (66

RYL

     02/2020        CAD       17,016          12,837       0       (269
              

 

 

   

 

 

 

Total Forward Foreign Currency Contracts

 

  $     138     $     (1,845
              

 

 

   

 

 

 

 

WRITTEN OPTIONS:

 

OPTIONS ON SECURITIES

 

Counterparty   Description   Strike
Price
    Expiration
Date
    Notional
Amount(1)
    Premiums
(Received)
    Market
Value
 

BOA

 

Call - OTC Alerian MLP

  $     8.040       01/03/2020       5,700     $ (285   $ (2,626
 

Call - OTC Alerian MLP

    8.810       01/17/2020       4,700       (259     (156

BRC

 

Call - OTC Alerian MLP

    8.830       01/23/2020       4,667       (280     (203
 

Call - OTC Alerian MLP

    8.900       01/23/2020       1,350       (67     (43
 

Call - OTC Alerian MLP

    8.900       01/27/2020       2,300       (120     (86

UAG

 

Call - OTC Alerian MLP

    8.430       01/08/2020       2,800       (140     (352
         

 

 

   

 

 

 

Total Written Options

 

  $     (1,151   $     (3,466
         

 

 

   

 

 

 

 

See Accompanying Notes   SEMIANNUAL REPORT   DECEMBER 31, 2019    31


Consolidated Schedule of Investments PIMCO Energy and Tactical Credit Opportunities Fund (Cont.)

 

 

SWAP AGREEMENTS:

 

COMMODITY FORWARD SWAPS

 

Counterparty   Pay/
Receive
  Underlying
Reference Commodity
  Fixed
Price
Per Unit
    Payment
Frequency
  Maturity
Date
  # of
Units
    Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
    Swap
Agreements,
at Value
 
  Asset     Liability  

BPS

  Receive  

EURMARGIN CAL20

  $ 8.050    

Maturity

  12/31/2020     3,600     $ 0     $ 1     $ 1     $ 0  

GST

  Receive  

EUROBOBCO CAL20

    6.150    

Maturity

  12/31/2020     60,000       0       68       68       0  

JPM

  Receive  

EBOBFUEL CAL20

     21.950    

Maturity

  12/31/2020     13,200       0       121       121       0  
  Receive  

EURMARGIN CAL20

    8.100    

Maturity

  12/31/2020     3,600       0       1       1       0  
  Receive  

EURMARGIN CAL20

    8.980    

Maturity

  12/31/2020     180,000       0       (121     0       (121

MAC

  Receive  

EBOBFUEL CAL20

    22.100    

Maturity

  12/31/2020     12,000       0       108       108       0  

MYC

  Receive  

EBOBFUEL CAL20

    21.500    

Maturity

  12/31/2020     10,800       0       104       104       0  
  Receive  

EURMARGIN CAL20

    8.860    

Maturity

  12/31/2020     180,000       0         (100     0       (100
             

 

 

   

 

 

   

 

 

   

 

 

 
    $   0     $   182     $   403     $   (221
             

 

 

   

 

 

   

 

 

   

 

 

 

 

TOTAL RETURN SWAPS ON EQUITY INDICES

 

Counterparty   Pay/
Receive(2)
  Underlying
Reference
  # of
Units
    Financing Rate   Payment
Frequency
  Maturity
Date
    Notional
Amount
    Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
    Swap
Agreements,
at Value
 
  Asset     Liability  

BOA

  Receive  

AMNAX Index

    32,238    

2.305% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    09/23/2020     $         16,705     $ 0     $ 502     $ 502     $ 0  
  Receive  

AMNAX Index

    80,611    

2.332% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    09/23/2020         41,842       0       1,133       1,133       0  

MYI

  Receive  

AMNAX Index

    64,027    

2.330% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    10/22/2020         33,708       0       515       515       0  
  Receive  

AMNAX Index

    28,270    

2.365% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    01/20/2021         15,003       0       187       187       0  
                 

 

 

   

 

 

   

 

 

   

 

 

 
                $   0     $   2,337     $   2,337     $   0  
                 

 

 

   

 

 

   

 

 

   

 

 

 

 

TOTAL RETURN SWAPS ON MASTER LIMITED PARTNERSHIPS

 

Counterparty   Pay/
Receive(2)
  Underlying
Reference
  # of
Shares
    Financing Rate   Payment
Frequency
  Maturity
Date
    Notional
Amount
    Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
    Swap
Agreements,
at Value
 
  Asset     Liability  

BOA

  Receive  

Energy Transfer LP

    1,365,000    

2.268% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/05/2020    

$

 

 

    19,604     $  0     $  (1,330   $ 0     $  (1,330
  Receive  

Enterprise Products Partners LP

    702,000    

2.268% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/05/2020         19,486       0       724       724       0  
  Receive  

Magellan Midstream Partners LP

    74,000    

2.290% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/05/2020         4,314       0       455       455       0  
  Receive  

MPLX LP

    412,000    

2.290% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/05/2020         13,740       0       (2,754     0       (2,754
  Receive  

Phillips 66 Partners LP

    134,000    

2.290% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/05/2020         6,781       0       1,664        1,664       0  
  Receive  

Plains All American Pipeline LP

    559,000    

2.268% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/05/2020         12,977       0       (2,417     0       (2,417

 

32   PIMCO CLOSED-END FUNDS     See Accompanying Notes


(Unaudited)

December 31, 2019

 

Counterparty   Pay/
Receive(2)
  Underlying
Reference
  # of
Shares
    Financing Rate   Payment
Frequency
  Maturity
Date
    Notional
Amount
    Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
    Swap
Agreements,
at Value
 
  Asset     Liability  
  Receive  

Cheniere Energy Partners LP

    40,000    

2.290% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020     $         1,761     $  0     $ (135   $ 0     $ (135
  Receive  

Crestwood Equity Partners LP

    106,000    

2.244% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         3,309       0       72       72       0  
  Receive  

DCP Midstream LP

    139,000    

2.244% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         4,660       0       (1,028     0       (1,028
  Receive  

Enable Midstream Partners LP

    89,000    

2.290% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         1,327       0       (377     0       (377
  Receive  

EQM Midstream Partners LP

    138,000    

2.355% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         6,372       0       (1,903     0       (1,903
  Receive  

Western Midstream Partners LP

    149,000    

2.244% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         4,819       0       (1,717     0        (1,717
  Receive  

Phillips 66 Partners LP

    61,000    

2.342% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         3,148       0       709       709       0  

BRC

  Receive  

DCP Midstream LP

    40,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         1,270       0       (221     0       (221
  Receive  

Phillips 66 Partners LP

    90,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         4,575       0       1,115        1,115       0  

FAR

  Receive  

Crestwood Equity Partners LP

    53,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         1,775       0       (86     0       (86
  Receive  

DCP Midstream LP

    82,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         2,593       0       (457     0       (457
  Receive  

Enable Midstream Partners LP

    88,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         1,328       0       (378     0       (378
  Receive  

Energy Transfer LP

    584,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         8,603       0       (788     0       (788
  Receive  

Enterprise Products Partners LP

    305,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         8,547       0       233       233       0  
  Receive  

Magellan Midstream Partners LP

    109,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         6,412       0       614       614       0  
  Receive  

MPLX LP

    255,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         8,628       0        (1,838     0        (1,838
  Receive  

Phillips 66 Partners LP

    70,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         3,573       0       837       837       0  
  Receive  

Plains All American Pipeline LP

    272,000    

2.287% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         6,479       0       (1,343     0       (1,343
  Receive  

Western Midstream Partners LP

    216,550    

2.247% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/12/2020         7,054       0       (2,554     0       (2,554
  Receive  

Cheniere Energy Partners LP

    30,000    

2.335% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/19/2020         1,319       0       (102     0       (102
  Receive  

EQM Midstream Partners LP

    103,000    

2.335% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/19/2020         4,296       0       (961     0       (961
  Receive  

NuStar Energy LP

    50,000    

2.335% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    03/19/2020         1,346        0       4       4       0  

 

See Accompanying Notes   SEMIANNUAL REPORT   DECEMBER 31, 2019    33


Consolidated Schedule of Investments PIMCO Energy and Tactical Credit Opportunities Fund (Cont.)

 

 

Counterparty   Pay/
Receive(2)
  Underlying
Reference
  # of
Shares
    Financing Rate   Payment
Frequency
  Maturity
Date
    Notional
Amount
    Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
    Swap Agreements,
at Value
 
  Asset     Liability  
  Receive  

Crestwood Equity Partners LP

    20,000    

2.345% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020     $         657     $  0     $ (21   $ 0     $ (21
  Receive  

Enable Midstream Partners LP

    30,000    

2.345% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         484       0       (156     0       (156
  Receive  

Energy Transfer LP

    1,151,000    

2.345% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         17,507       0        (2,120     0        (2,120
  Receive  

Enterprise Products Partners LP

    611,000    

2.345% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         17,334       0       249       249       0  
  Receive  

Magellan Midstream Partners LP

    147,000    

2.385% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         8,799       0       672       672       0  
  Receive  

MPLX LP

    252,000    

2.385% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         8,814       0       (2,112     0       (2,112
  Receive  

Phillips 66 Partners LP

    84,000    

2.345% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         4,312       0       973        973       0  
  Receive  

Plains All American Pipeline LP

    177,000    

2.385% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         4,304       0       (964     0       (964

GST

  Receive  

Cheniere Energy Partners LP

    30,000    

2.387% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         1,293       0       (74     0       (74
  Receive  

Crestwood Equity Partners LP

    101,000    

2.435% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         3,507       0       (291     0       (291
  Receive  

DCP Midstream LP

    53,000    

2.455% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         1,719       0       (339     0       (339
  Receive  

Enable Midstream Partners LP

    162,000    

2.387% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         2,400       0       (671     0       (671
  Receive  

Energy Transfer LP

    1,145,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         17,611       0        (2,293     0       (2,293
  Receive  

Enterprise Products Partners LP

    650,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         18,423       0       299       299       0  
  Receive  

EQM Midstream Partners LP

    80,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         3,516       0       (932     0       (932
  Receive  

Magellan Midstream Partners LP

    147,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         8,679       0       795       795       0  
  Receive  

MPLX LP

    540,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         18,074       0       (3,673     0       (3,673
  Receive  

NuStar Energy LP

    130,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         3,429       0       81       81       0  
  Receive  

Phillips 66 Partners LP

    172,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         8,835       0       1,996       1,996       0  
  Receive  

Plains All American Pipeline LP

    274,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         6,512       0       (1,338     0       (1,338
  Receive  

Western Midstream Partners LP

    117,425    

2.347% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    04/15/2020         3,882       0       (1,448     0       (1,448
  Receive  

DCP Midstream LP

    44,000    

2.442% (1-Month USD-LIBOR plus a specified spread)

 

Maturity

    06/17/2020         1,410       0       (257     0       (257
                 

 

 

   

 

 

   

 

 

   

 

 

 
                $ 0     $ (25,586   $ 11,492     $ (37,078
                 

 

 

   

 

 

   

 

 

   

 

 

 

Total Swap Agreements

 

  $  0     $  (23,067   $  14,232     $  (37,299
                 

 

 

   

 

 

   

 

 

   

 

 

 

 

34   PIMCO CLOSED-END FUNDS     See Accompanying Notes


(Unaudited)

December 31, 2019

 

FINANCIAL DERIVATIVE INSTRUMENTS: OVER THE COUNTER SUMMARY

 

The following is a summary by counterparty of the market value of OTC financial derivative instruments and collateral pledged/(received) as of December 31, 2019:

 

    Financial Derivative Assets           Financial Derivative Liabilities                    
Counterparty   Forward
Foreign
Currency
Contracts
    Purchased
Options
    Swap
Agreements
    Total
Over the
Counter
           Forward
Foreign
Currency
Contracts
    Written
Options
    Swap
Agreements
    Total
Over the
Counter
    Net Market
Value of OTC
Derivatives
    Collateral
Pledged/
(Received)
    Net
Exposure(3)
 

BOA

  $ 68     $ 0     $ 5,259     $ 5,327       $ (2   $ (2,782   $ (11,661   $ (14,445   $ (9,118   $ 9,887     $ 769  

BPS

    0       0       1       1         (166     0       0       (166     (165     0       (165

BRC

    70       0       1,115       1,185         0       (332     (221     (553     632       (780     (148

CBK

    0       0       0       0         (1,342     0       0       (1,342     (1,342     803       (539

FAR

    0       0       3,582       3,582         0       0       (13,880     (13,880      (10,298      15,409        5,111  

GST

    0       0       3,239       3,239         0       0       (11,316     (11,316     (8,077     8,715       638  

HUS

    0       0       0       0         (66     0       0       (66     (66     0       (66

JPM

    0       0       122       122         0       0       (121     (121     1       0       1  

MAC

    0       0       108       108         0       0       0       0       108       0       108  

MYC

    0       0       104       104         0       0       (100     (100     4       0       4  

MYI

    0       0       702       702         0       0       0       0       702       (260     442  

RYL

    0       0       0       0         (269     0       0       (269     (269     (130     (399

UAG

    0       0       0       0         0       (352     0       (352     (352     279       (73
 

 

 

   

 

 

   

 

 

   

 

 

     

 

 

   

 

 

   

 

 

   

 

 

       

Total Over the Counter

  $  138     $  0     $  14,232     $  14,370       $  (1,845   $  (3,466   $  (37,299   $  (42,610      
 

 

 

   

 

 

   

 

 

   

 

 

     

 

 

   

 

 

   

 

 

   

 

 

       

 

(m)

Securities with an aggregate market value of $35,093 have been pledged as collateral for financial derivative instruments as governed by International Swaps and Derivatives Association, Inc. master agreements as of December 31, 2019.

 

(1)

Notional Amount represents the number of contracts.

(2)

Receive represents that the Fund receives payments for any positive net return on the underlying reference. The Fund makes payments for any negative net return on such underlying reference. Pay represents that the Fund receives payments for any negative net return on the underlying reference. The Fund makes payments for any positive net return on such underlying reference.

(3)

Net Exposure represents the net receivable/(payable) that would be due from/to the counterparty in the event of default. Exposure from OTC derivatives can only be netted across transactions governed under the same master agreement with the same legal entity. See Note 8, Master Netting Arrangements, in the Notes to Financial Statements for more information.

 

See Accompanying Notes   SEMIANNUAL REPORT   DECEMBER 31, 2019    35


Consolidated Schedule of Investments PIMCO Energy and Tactical Credit Opportunities Fund (Cont.)

 

 

FAIR VALUE OF FINANCIAL DERIVATIVE INSTRUMENTS

 

The following is a summary of the fair valuation of the Fund’s derivative instruments categorized by risk exposure. See Note 7, Principal Risks, in the Notes to Financial Statements on risks of the Fund.

 

Fair Values of Financial Derivative Instruments on the Consolidated Statement of Assets and Liabilities as of December 31, 2019:

 

    Derivatives not accounted for as hedging instruments  
     Commodity
Contracts
    Credit
Contracts
    Equity
Contracts
    Foreign
Exchange
Contracts
    Interest
Rate Contracts
    Total  

Financial Derivative Instruments - Assets

 

Exchange-traded or centrally cleared

 

Futures

  $ 1,794     $ 0     $ 0     $ 0     $ 0     $ 1,794  

Swap Agreements

    0       0       0       0       323       323  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $ 1,794     $ 0     $ 0     $ 0     $ 323     $ 2,117  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Over the counter

 

Forward Foreign Currency Contracts

  $ 0     $ 0     $ 0     $ 138     $ 0     $ 138  

Swap Agreements

    403       0       13,829       0       0       14,232  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $ 403     $ 0     $ 13,829     $ 138     $ 0     $ 14,370  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $ 2,197     $ 0     $ 13,829     $ 138     $ 323     $ 16,487  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Financial Derivative Instruments - Liabilities

 

Exchange-traded or centrally cleared

 

Futures

  $ 1,778     $ 0     $ 0     $ 0     $ 0     $ 1,778  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Over the counter

 

Forward Foreign Currency Contracts

  $ 0     $ 0     $ 0     $ 1,845     $ 0     $ 1,845  

Written Options

    0       0       0       0       3,466       3,466  

Swap Agreements

    221       0       37,078       0       0       37,299  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $ 221     $ 0     $ 37,078     $ 1,845     $ 3,466     $ 42,610  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $     1,999     $     0     $     37,078     $     1,845     $     3,466     $     44,388  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

The effect of Financial Derivative Instruments on the Consolidated Statement of Operations for the period ended December 31, 2019:

 

    Derivatives not accounted for as hedging instruments  
     Commodity
Contracts
    Credit
Contracts
    Equity
Contracts
    Foreign
Exchange
Contracts
    Interest
Rate Contracts
    Total  

Net Realized Gain (Loss) on Financial Derivative Instruments

 

Exchange-traded or centrally cleared

 

Purchased Options

  $ (29   $ 0     $ 0     $ 0     $ 0     $ (29

Written Options

    1,238       0       0       0       0       1,238  

Futures

    (6,813     0       0       0       0       (6,813

Swap Agreements

    0       0       0       0       (2,344     (2,344
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $ (5,604   $ 0     $ 0     $ 0     $ (2,344   $ (7,948
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Over the counter

 

Forward Foreign Currency Contracts

  $ 0     $ 0     $ 0     $ (276   $ 0     $ (276

Written Options

    0       0       (1,177     0       0       (1,177

Swap Agreements

    (53     0       (10,156     0       0       (10,209
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $ (53   $ 0     $ (11,333   $ (276   $ 0     $ (11,662
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $     (5,657   $     0     $     (11,333   $     (276   $     (2,344   $     (19,610
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

36   PIMCO CLOSED-END FUNDS     See Accompanying Notes


(Unaudited)

December 31, 2019

 

    Derivatives not accounted for as hedging instruments  
     Commodity
Contracts
    Credit
Contracts
    Equity
Contracts
    Foreign
Exchange
Contracts
    Interest
Rate Contracts
    Total  

Net Change in Unrealized Appreciation (Depreciation) on Financial Derivative Instruments

 

Exchange-traded or centrally cleared

 

Purchased Options

  $ 83     $ 0     $ 0     $ 0     $ 0     $ 83  

Written Options

    271       0       0       0       0       271  

Futures

    3,814       0       0       0       0       3,814  

Swap Agreements

    0       0       0       0       2,088       2,088  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $     4,168     $     0     $ 0     $ 0     $ 2,088     $ 6,256  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Over the counter

 

Forward Foreign Currency Contracts

  $ 0     $ 0     $ 0     $     (1,045   $ 0     $ (1,045

Written Options

    0       0       (619     0       (2,315     (2,934

Swap Agreements

    71       0       (24,167     0       0       (24,096
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $ 71     $ 0     $ (24,786   $ (1,045   $     (2,315   $ (28,075
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
  $ 4,239     $ 0     $     (24,786   $ (1,045   $ (227   $     (21,819
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

FAIR VALUE MEASUREMENTS

 

The following is a summary of the fair valuations according to the inputs used as of December 31, 2019 in valuing the Fund’s assets and liabilities:

 

Category and Subcategory   Level 1     Level 2     Level 3     Fair
Value at
12/31/2019
 

Investments in Securities, at Value

 

Loan Participations and Assignments

  $ 0     $ 25,512     $ 27,202     $ 52,714  

Corporate Bonds & Notes

 

Banking & Finance

    0       7,746       0       7,746  

Industrials

    0       104,806       0       104,806  

Utilities

    0       48,612       0       48,612  

U.S. Treasury Obligations

    0       282,653       0       282,653  

Common Stocks

 

Energy

    269,763       0       18,349       288,112  

Master Limited Partnerships

 

Energy

    149,566       0       0       149,566  

Short-Term Instruments

 

Repurchase Agreements

    0       118,513       0       118,513  

U.S. Treasury Bills

    0       51,672       0       51,672  

Total Investments

  $ 419,329     $ 639,514     $ 45,551     $ 1,104,394  

Financial Derivative Instruments - Assets

 

Exchange-traded or centrally cleared

    1,794       323       0       2,117  

Over the counter

    0       14,370       0       14,370  
  $ 1,794     $ 14,693     $ 0     $ 16,487  

Financial Derivative Instruments - Liabilities

 

Exchange-traded or centrally cleared

    (1,778     0       0       (1,778

Over the counter

    0       (42,610     0       (42,610
  $ (1,778   $ (42,610   $ 0     $ (44,388

Total Financial Derivative Instruments

  $ 16     $ (27,917   $ 0     $ (27,901

Totals

  $     419,345     $     611,597     $     45,551     $     1,076,493  

 

See Accompanying Notes   SEMIANNUAL REPORT   DECEMBER 31, 2019    37


Consolidated Schedule of Investments PIMCO Energy and Tactical Credit Opportunities Fund (Cont.)

 

(Unaudited)

December 31, 2019

 

The following is a reconciliation of the fair valuations using significant unobservable inputs (Level 3) for the Fund during the period ended December 31, 2019:

 

Category and Subcategory   Beginning
Balance
at 06/30/2019
    Net
Purchases
    Net
Sales/
Settlements
    Accrued
Discounts/
(Premiums)
    Realized
Gain/
(Loss)
    Net Change in
Unrealized
Appreciation/
(Depreciation)(1)
    Transfers
into
Level 3
    Transfers
out of
Level 3
    Ending
Balance
at 12/31/2019
    Net Change in
Unrealized
Appreciation/
(Depreciation)
on Investments
Held at
12/31/2019(1)
 

Investments in Securities, at Value

 

Loan Participations and Assignments

  $ 5,148     $ 21,915     $ 0     $ 9     $ 0     $ 130     $ 0     $ 0     $ 27,202     $ 130  

Common Stocks

                   

Energy

    0       0       0       0       0       0       18,349       0       18,349       0  
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Totals

  $   5,148     $   21,915     $   0     $   9     $   0     $   130     $   18,349     $   0     $   45,551     $   130  
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

The following is a summary of significant unobservable inputs used in the fair valuations of assets and liabilities categorized within Level 3 of the fair value hierarchy:

 

Category and Subcategory

 

Ending
Balance
at 12/31/2019

 

Valuation
Technique

 

Unobservable
Inputs

  (% Unless Noted Otherwise)
  Input Value(s)   Weighted
Average

Investments in Securities, at Value

                   

Loan Participations and Assignments

    $ 11,564       Proxy Pricing       Base Price       93.750       —  
      15,638       Reference Instrument       Yield       10.110-11.790       11.054

Common Stocks

                   

Energy

      18,349       Discounted Cash Flow       Discount Rate       9.400       —  
   

 

 

                 

Total

    $     45,551                
   

 

 

                 

 

(1) 

Any difference between Net Change in Unrealized Appreciation/(Depreciation) and Net Change in Unrealized Appreciation/(Depreciation) on Investments Held at December 31, 2019 may be due to an investment no longer held or categorized as Level 3 at period end.

 

38   PIMCO CLOSED-END FUNDS     See Accompanying Notes


Notes to Financial Statements

 

(Unaudited)

December 31, 2019

 

1. ORGANIZATION

 

PIMCO Energy and Tactical Credit Opportunities Fund (the “Fund”) is organized as a non-diversified, limited term, closed-end management investment company registered under the Investment Company Act of 1940, as amended, and the rules and regulations thereunder (the “Act”). The Fund was organized as a Massachusetts business trust on October 25, 2018 and commenced operations on February 1, 2019. The Fund sold and issued 5,000 shares of beneficial interest at $20.00 per share to Allianz Fund Investments, Inc., an affiliate of Pacific Investment Management Company LLC (“PIMCO” or the “Manager”). PIMCO serves as the Fund’s investment manager.

 

The Fund has a limited term and intends to terminate as of the first business day following the twelfth anniversary of the effective date of the Fund’s initial registration statement, which the Fund currently expects to occur on or about January 29, 2031 (the “Dissolution Date”); provided that the Fund’s Board of Trustees (the ”Board”) may, by a vote of the majority of the Board and seventy-five percent (75%) of the Continuing Trustees, as such term is defined in the Fund’s Declaration of Trust (a “Board Action Vote”), without shareholder approval, extend the Dissolution Date (i) once for up to one year, and (ii) once for up to an additional six months, to a date up to and including the eighteenth month after the initial Dissolution Date, which date shall then become the Dissolution Date. Each common shareholder would be paid a pro rata portion of the Fund’s net assets upon termination of the Fund. The Board may, by a Board Action Vote, cause the Fund to conduct a tender offer, as of a date within twelve months preceding the Dissolution Date (as may be extended as described above), to all common shareholders to purchase 100% of the then outstanding common shares of the Fund at a price equal to the net asset value (“NAV”) per common share on the expiration date of the tender offer (an “Eligible Tender Offer”). The Board has established that the Fund must have at least $200 million of net assets immediately following the completion of an Eligible Tender Offer to ensure the continued viability of the Fund.

 

The Fund issued 40,000,000 common shares of beneficial interest in its initial public offering at $20.00 per share. An additional 4,575,346 shares were issued in connection with the underwriter’s over-allotment option.

 

2. SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Fund is treated as an investment company under the reporting requirements of U.S. GAAP. The functional and reporting currency for the Fund is the U.S. dollar. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

 

(a) Securities Transactions and Investment Income  Securities transactions are recorded as of the trade date for financial reporting purposes. Realized gains (losses) from securities sold are recorded on the identified cost basis. Securities purchased or sold on a when-issued or delayed-delivery basis may be settled beyond a standard settlement period for the security after the trade date. Dividend

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    39


Notes to Financial Statements (Cont.)

 

 

 

income is recorded on the ex-dividend date, except certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Interest income, adjusted for the accretion of discounts and amortization of premiums, is recorded on the accrual basis from settlement date, with the exception of securities with a forward starting effective date, where interest income is recorded on the accrual basis from effective date. For convertible securities, premiums attributable to the conversion feature are not amortized. Estimated tax liabilities on certain foreign securities are recorded on an accrual basis and are reflected as components of interest income or net change in unrealized appreciation (depreciation) on investments on the Consolidated Statement of Operations, as appropriate. Tax liabilities realized as a result of such security sales are reflected as a component of net realized gain (loss) on investments on the Consolidated Statement of Operations. Paydown gains (losses) on mortgage-related and other asset-backed securities, if any, are recorded as components of interest income on the Consolidated Statement of Operations. Income or short-term capital gain distributions received from registered investment companies, if any, are recorded as dividend income. Long-term capital gain distributions received from registered investment companies, if any, are recorded as realized gains.

 

(b) Foreign Currency Translation  The market values of foreign securities, currency holdings and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the current exchange rates each business day. Purchases and sales of securities and income and expense items denominated in foreign currencies, if any, are translated into U.S. dollars at the exchange rate in effect on the transaction date. The Fund does not separately report the effects of changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized gain (loss) and net change in unrealized appreciation (depreciation) from investments on the Consolidated Statement of Operations. The Fund may invest in foreign currency-denominated securities and may engage in foreign currency transactions either on a spot (cash) basis at the rate prevailing in the currency exchange market at the time or through a forward foreign currency contract. Realized foreign exchange gains (losses) arising from sales of spot foreign currencies, currency gains (losses) realized between the trade and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid are included in net realized gain (loss) on foreign currency transactions on the Consolidated Statement of Operations. Net unrealized foreign exchange gains (losses) arising from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities held at the end of the reporting period are included in net change in unrealized appreciation (depreciation) on foreign currency assets and liabilities on the Consolidated Statement of Operations.

 

(c) Distributions — Common Shares  Distributions from net investment income, if any, are declared and distributed to shareholders quarterly. The Fund generally distributes each year all of its net investment income and net short-term capital gains. In addition, at least annually, the Fund generally distributes net realized long-term capital gains not previously distributed, if any.

 

The Fund may engage in investment strategies, including the use of derivatives, to, among other things, seek to generate current, distributable income without regard to possible declines in the Fund’s NAV. The Fund’s income and gain generating strategies, including certain derivatives strategies, may generate current, distributable income, even if such strategies could potentially result in declines in the Fund’s NAV. The Fund’s income and gain- generating strategies, including certain

 

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(Unaudited)

December 31, 2019

 

derivatives strategies, may generate current taxable income and gains sufficient to support quarterly distributions even in situations when the Fund has experienced losses due to, for example, adverse changes in the broad U.S. or non-U.S. equity markets or the Fund’s debt investments, or arising from its use of derivatives. The Fund may enter into opposite sides of interest rate swaps and other derivatives for the principal purpose of generating distributable gains on the one side (characterized as ordinary income for tax purposes) that are not part of the Fund’s duration or yield curve management strategies (“paired swap transactions”), and with a substantial possibility that the Fund will experience a corresponding capital loss and decline in NAV with respect to the opposite side transaction (to the extent it does not have corresponding offsetting capital gains). Consequently, common shareholders may receive distributions and owe tax on amounts that are effectively a taxable return of the shareholder’s investment in the Fund at a time when their investment in the Fund has declined in value, which tax may be at ordinary income rates. The tax treatment of certain derivatives in which the Fund invests may be unclear and thus subject to recharacterization. Any recharacterization of payments made or received by the Fund pursuant to derivatives potentially could affect the amount, timing or character of Fund distributions. In addition, the tax treatment of such investment strategies may be changed by regulation or otherwise.

 

Income distributions and capital gain distributions are determined in accordance with income tax regulations which may differ from U.S. GAAP. Differences between tax regulations and U.S. GAAP may cause timing differences between income and capital gain recognition. Further, the character of investment income and capital gains may be different for certain transactions under the two methods of accounting. As a result, income distributions and capital gain distributions declared during a fiscal period may differ significantly from the net investment income (loss) and realized gains (losses) reported on the Fund’s annual financial statements presented under U.S. GAAP.

 

If the Fund estimates that a portion of its distribution may be comprised of amounts from sources other than net investment income, in accordance with its policies and accounting practices, the Fund will notify shareholders of the estimated composition of such distribution through a Section 19 Notice. For these purposes, the Fund estimates the source or sources from which a distribution is paid, to the close of the period as of which it is paid, in reference to its internal accounting records and related accounting practices. If, based on such accounting records and practices, it is estimated that a particular distribution does not include capital gains or paid-in surplus or other capital sources, a Section 19 Notice generally would not be issued. It is important to note that differences exist between the Fund’s daily internal accounting records and practices, the Fund’s financial statements presented in accordance with U.S. GAAP, and recordkeeping practices under income tax regulations. For instance, the Fund’s internal accounting records and practices may take into account, among other factors, tax-related characteristics of certain sources of distributions that differ from treatment under U.S. GAAP. Examples of such differences may include, among others, the treatment of paydowns on mortgage-backed securities purchased at a discount and periodic payments under interest rate swap contracts. Accordingly, among other consequences, it is possible that the Fund may not issue a Section 19 Notice in situations where the Fund’s financial statements prepared later and in accordance with U.S. GAAP and/or the final tax character of those distributions might later report that the sources of those distributions included capital gains and/or a return of capital. Please visit www.pimco.com for the most recent Section 19 Notice, if applicable, for additional information regarding the estimated composition of distributions. Final determination of a distribution’s tax character will be reported on Form 1099 DIV sent to shareholders for the calendar year.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    41


Notes to Financial Statements (Cont.)

 

 

 

Distributions classified as a tax basis return of capital at the Fund’s fiscal year end, if any, are reflected on the Consolidated Statements of Changes in Net Assets and have been recorded to paid in capital on the Consolidated Statement of Assets and Liabilities. In addition, other amounts have been reclassified between distributable earnings (accumulated loss) and paid in capital on the Consolidated Statement of Assets and Liabilities to more appropriately conform U.S. GAAP to tax characterizations of distributions.

 

(d) New Accounting Pronouncements  In August 2018, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”), ASU 2018-13, which modifies certain disclosure requirements for fair value measurements in Accounting Standards Codification 820. The ASU is effective for annual periods beginning after December 15, 2019, and interim periods within those annual periods. At this time, management has elected to early adopt the ASU and the changes are incorporated in the financial statements.

 

3. INVESTMENT VALUATION AND FAIR VALUE MEASUREMENTS

 

(a) Investment Valuation Policies  The NAV of the Fund’s shares is determined by dividing the total value of portfolio investments and other assets attributable to the Fund less any liabilities by the total number of shares outstanding of the Fund.

 

On each day that the New York Stock Exchange (“NYSE”) is open, Fund shares are ordinarily valued as of the close of regular trading (normally 4:00 p.m., Eastern time) (“NYSE Close”). Information that becomes known to the Fund or its agents after the time as of which NAV has been calculated on a particular day will not generally be used to retroactively adjust the price of a security or the NAV determined earlier that day. The Fund reserves the right to change the time as of which its NAV is calculated if the Fund closes earlier, or as permitted by the U.S. Securities and Exchange Commission (“SEC”).

 

For purposes of calculating a NAV, portfolio securities and other assets for which market quotes are readily available are valued at market value. Market value is generally determined on the basis of official closing prices or the last reported sales prices, or if no sales are reported, based on quotes obtained from established market makers or prices (including evaluated prices) supplied by the Fund’s approved pricing services, quotation reporting systems and other third-party sources (together, “Pricing Services”). The Fund will normally use pricing data for domestic equity securities received shortly after the NYSE Close and does not normally take into account trading, clearances or settlements that take place after the NYSE Close. If market value pricing is used, a foreign (non-U.S.) equity security traded on a foreign exchange or on more than one exchange is typically valued using pricing information from the exchange considered by PIMCO to be the primary exchange. A foreign (non-U.S.) equity security will be valued as of the close of trading on the foreign exchange, or the NYSE Close, if the NYSE Close occurs before the end of trading on the foreign exchange. Domestic and foreign (non-U.S.) fixed income securities, non-exchange traded derivatives, and equity options are normally valued on the basis of quotes obtained from brokers and dealers or Pricing Services using data reflecting the earlier closing of the principal markets for those securities. Prices obtained from Pricing Services may be based on, among other things, information provided by market makers or estimates of market values obtained from yield data relating to investments or securities with similar characteristics. Certain fixed income securities purchased on a delayed-delivery basis are marked to market daily until settlement at the forward settlement date. Exchange-traded options,

 

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(Unaudited)

December 31, 2019

 

except equity options, futures and options on futures are valued at the settlement price determined by the relevant exchange. Swap agreements are valued on the basis of bid quotes obtained from brokers and dealers or market-based prices supplied by Pricing Services. The Fund’s investments in open-end management investment companies, other than exchange-traded funds (“ETFs”), are valued at the NAVs of such investments.

 

If a foreign (non-U.S.) equity security’s value has materially changed after the close of the security’s primary exchange or principal market but before the NYSE Close, the security may be valued at fair value based on procedures established and approved by the Board. Foreign (non-U.S.) equity securities that do not trade when the NYSE is open are also valued at fair value. With respect to foreign (non-U.S.) equity securities, the Fund may determine the fair value of investments based on information provided by Pricing Services and other third-party vendors, which may recommend fair value or adjustments with reference to other securities, indices or assets. In considering whether fair valuation is required and in determining fair values, the Fund may, among other things, consider significant events (which may be considered to include changes in the value of U.S. securities or securities indices) that occur after the close of the relevant market and before the NYSE Close. The Fund may utilize modeling tools provided by third-party vendors to determine fair values of foreign (non-U.S). securities. For these purposes, any movement in the applicable reference index or instrument (“zero trigger”) relating to the foreign (non-U.S.) security being fair valued between the earlier close of the applicable foreign market and the NYSE Close may be deemed to be a significant event, prompting the application of the pricing model (effectively resulting in daily fair valuations). Foreign exchanges may permit trading in foreign (non-U.S.) equity securities on days when the Fund is not open for business, which may result in the Fund’s portfolio investments being affected when shareholders are unable to buy or sell shares.

 

Senior secured floating rate loans for which an active secondary market exists to a reliable degree are valued at the mean of the last available bid/ask prices in the market for such loans, as provided by a Pricing Service. Senior secured floating rate loans for which an active secondary market does not exist to a reliable degree are valued at fair value, which is intended to approximate market value. In valuing a senior secured floating rate loan at fair value, the factors considered may include, but are not limited to, the following: (a) the creditworthiness of the borrower and any intermediate participants, (b) the terms of the loan, (c) recent prices in the market for similar loans, if any, and (d) recent prices in the market for instruments of similar quality, rate, period until next interest rate reset and maturity.

 

Investments valued in currencies other than the U.S. dollar are converted to the U.S. dollar using exchange rates obtained from Pricing Services. As a result, the value of such investments and, in turn, the NAV of the Fund’s shares may be affected by changes in the value of currencies in relation to the U.S. dollar. The value of investments traded in markets outside the United States or denominated in currencies other than the U.S. dollar may be affected significantly on a day that the Fund is not open for business. As a result, to the extent that the Fund holds foreign (non-U.S.) investments, the value of those investments may change at times when shareholders are unable to buy or sell shares and the value of such investments will be reflected in the Fund’s next calculated NAV.

 

Investments for which market quotes or market based valuations are not readily available are valued at fair value as determined in good faith by the Board or persons acting at their direction. The Board

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    43


Notes to Financial Statements (Cont.)

 

 

 

has adopted methods for valuing securities and other assets in circumstances where market quotes are not readily available, and has delegated to PIMCO the responsibility for applying the fair valuation methods. In the event that market quotes or market based valuations are not readily available, and the security or asset cannot be valued pursuant to a Board approved valuation method, the value of the security or asset will be determined in good faith by the Board. Market quotes are considered not readily available in circumstances where there is an absence of current or reliable market-based data (e.g., trade information, bid/ask information, indicative market quotations (“Broker Quotes”), Pricing Services’ prices), including where events occur after the close of the relevant market, but prior to the NYSE Close, that materially affect the values of the Fund’s securities or assets. In addition, market quotes are considered not readily available when, due to extraordinary circumstances, the exchanges or markets on which the securities trade do not open for trading for the entire day and no other market prices are available. The Board has delegated, to the Manager, the responsibility for monitoring significant events that may materially affect the values of the Fund’s securities or assets and for determining whether the value of the applicable securities or assets should be reevaluated in light of such significant events.

 

When the Fund uses fair valuation to determine the value of a portfolio security or other asset for purposes of calculating its NAV, such investments will not be priced on the basis of quotes from the primary market in which they are traded, but rather may be priced by another method that the Board or persons acting at their direction believe reflects fair value. Fair valuation may require subjective determinations about the value of a security. While the Fund’s policy is intended to result in a calculation of the Fund’s NAV that fairly reflects security values as of the time of pricing, the Fund cannot ensure that fair values determined by the Board or persons acting at their direction would accurately reflect the price that the Fund could obtain for a security if it were to dispose of that security as of the time of pricing (for instance, in a forced or distressed sale). The prices used by the Fund may differ from the value that would be realized if the securities were sold.

 

(b) Fair Value Hierarchy  U.S. GAAP describes fair value as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy, separately for each major category of assets and liabilities, that segregates fair value measurements into levels (Level 1, 2, or 3). The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Levels 1, 2, and 3 of the fair value hierarchy are defined as follows:

 

   

Level 1 — Quoted prices in active markets or exchanges for identical assets and liabilities.

 

   

Level 2 — Significant other observable inputs, which may include, but are not limited to, quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs.

 

   

Level 3 — Significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not available, which may include assumptions made by the Board or persons acting at their direction that are used in determining the fair value of investments.

 

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(Unaudited)

December 31, 2019

 

In accordance with the requirements of U.S. GAAP, the amounts of transfers into and out of Level 3, if material, are disclosed in the Notes to Consolidated Schedule of Investments for the Fund.

 

For fair valuations using significant unobservable inputs, U.S. GAAP requires a reconciliation of the beginning to ending balances for reported fair values that presents changes attributable to realized gain (loss), unrealized appreciation (depreciation), purchases and sales, accrued discounts (premiums), and transfers into and out of the Level 3 category during the period. The end of period value is used for the transfers between Levels of the Fund’s assets and liabilities. Additionally, U.S. GAAP requires quantitative information regarding the significant unobservable inputs used in the determination of fair value of assets or liabilities categorized as Level 3 in the fair value hierarchy. In accordance with the requirements of U.S. GAAP, a fair value hierarchy, and if material, a Level 3 reconciliation and details of significant unobservable inputs, have been included in the Notes to Consolidated Schedule of Investments for the Fund.

 

(c) Valuation Techniques and the Fair Value Hierarchy

Level 1 and Level 2 trading assets and trading liabilities, at fair value  The valuation methods (or “techniques”) and significant inputs used in determining the fair values of portfolio securities or other assets and liabilities categorized as Level 1 and Level 2 of the fair value hierarchy are as follows:

 

Fixed income securities including corporate, convertible and municipal bonds and notes, U.S. government agencies, U.S. treasury obligations, sovereign issues, bank loans, convertible preferred securities and non-U.S. bonds are normally valued on the basis of quotes obtained from brokers and dealers or Pricing Services that use broker-dealer quotations, reported trades or valuation estimates from their internal pricing models. The Pricing Services’ internal models use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar assets. Securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

 

Fixed income securities purchased on a delayed-delivery basis or as a repurchase commitment in a sale-buyback transaction are marked to market daily until settlement at the forward settlement date and are categorized as Level 2 of the fair value hierarchy.

 

Mortgage-related and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also normally valued by Pricing Services that use broker-dealer quotations, reported trades or valuation estimates from their internal pricing models. The pricing models for these securities usually consider tranche-level attributes, current market data, estimated cash flows and market-based yield spreads for each tranche, and incorporate deal collateral performance, as available. Mortgage-related and asset-backed securities that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

 

Common stocks, ETFs, exchange-traded notes and financial derivative instruments, such as futures contracts, rights and warrants, or options on futures that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level 1 of the fair value hierarchy.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    45


Notes to Financial Statements (Cont.)

 

 

 

Valuation adjustments may be applied to certain securities that are solely traded on a foreign exchange to account for the market movement between the close of the foreign market and the NYSE Close. These securities are valued using Pricing Services that consider the correlation of the trading patterns of the foreign security to the intraday trading in the U.S. markets for investments. Securities using these valuation adjustments are categorized as Level 2 of the fair value hierarchy. Preferred securities and other equities traded on inactive markets or valued by reference to similar instruments are also categorized as Level 2 of the fair value hierarchy.

 

Equity exchange-traded options and over the counter financial derivative instruments, such as forward foreign currency contracts and options contracts derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. These contracts are normally valued on the basis of quotes obtained from a quotation reporting system, established market makers or Pricing Services (normally determined as of the NYSE Close). Depending on the product and the terms of the transaction, financial derivative instruments can be valued by Pricing Services using a series of techniques, including simulation pricing models. The pricing models use inputs that are observed from actively quoted markets such as quoted prices, issuer details, indices, bid/ask spreads, interest rates, implied volatilities, yield curves, dividends and exchange rates. Financial derivative instruments that use similar valuation techniques and inputs as described above are categorized as Level 2 of the fair value hierarchy.

 

Centrally cleared swaps and over the counter swaps derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. They are valued using a broker-dealer bid quotation or on market-based prices provided by Pricing Services (normally determined as of the NYSE Close). Centrally cleared swaps and over the counter swaps can be valued by Pricing Services using a series of techniques, including simulation pricing models. The pricing models may use inputs that are observed from actively quoted markets such as the overnight index swap rate (“OIS”), London Interbank Offered Rate (“LIBOR”) forward rate, interest rates, yield curves and credit spreads. These securities are categorized as Level 2 of the fair value hierarchy.

 

Level 3 trading assets and trading liabilities, at fair value  When a fair valuation method is applied by PIMCO that uses significant unobservable inputs, investments will be priced by a method that the Board or persons acting at their direction believe reflects fair value and are categorized as Level 3 of the fair value hierarchy.

 

The valuation techniques and significant inputs used in determining the fair values of portfolio assets and liabilities categorized as Level 3 of the fair value hierarchy are as follows:

 

Proxy pricing procedures set the base price of a fixed income security and subsequently adjust the price proportionally to market value changes of a pre-determined security deemed to be comparable in duration, generally a U.S. Treasury or sovereign note based on country of issuance. The base price may be a broker-dealer quote, transaction price, or an internal value as derived by analysis of market data. The base price of the security may be reset on a periodic basis based on the availability of market data and procedures approved by the Valuation Oversight Committee. Significant changes in the unobservable inputs of the proxy pricing process (the base price) would result in direct and proportional changes in the fair value of the security. These securities are categorized as Level 3 of the fair value hierarchy.

 

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(Unaudited)

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Discounted cash flow valuation uses an internal analysis based on the Adviser’s expectation of future income and expenses, capital structure, exit multiples of a security, and other unobservable inputs which may include contractual and factual loan factors, estimated future payments and credit rating. Significant changes in the unobservable inputs of the models would result in direct and proportional changes in the fair value of the security. These securities are categorized as Level 3 of the fair value hierarchy.

 

Reference instrument valuation estimates fair value by utilizing the correlation of the security to one or more broad-based securities, market indices, and/or other financial instruments, whose pricing information is readily available. Unobservable inputs may include those used in algorithms based on percentage change in the reference instruments and/or weights of each reference instrument. Significant changes in the unobservable inputs would result in direct and proportional changes in the fair value of the security. These securities are categorized as Level 3 of the fair value hierarchy.

 

Short-term debt instruments (such as commercial paper) having a remaining maturity of 60 days or less may be valued at amortized cost, so long as the amortized cost value of such short-term debt instruments is approximately the same as the fair value of the instrument as determined without the use of amortized cost valuation. These securities are categorized as Level 2 or Level 3 of the fair value hierarchy depending on the source of the base price.

 

4. SECURITIES AND OTHER INVESTMENTS

 

Investments in Securities

The Fund may utilize the investments and strategies described below to the extent permitted by the Fund’s investment policies.

 

Loans and Other Indebtedness, Loan Participations and Assignments  are direct debt instruments which are interests in amounts owed to lenders or lending syndicates by corporate, governmental, or other borrowers. The Fund’s investments in loans may be in the form of direct investments, participations in loans or assignments of all or a portion of loans from third parties or exposure to investments in loans through investments in a mutual fund or other pooled investment vehicle. A loan is often administered by a bank or other financial institution (the “agent”) that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. The Fund may invest in multiple series or tranches of a loan, which may have varying terms and carry different associated risks. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the agent that is selling the loan agreement.

 

In the event of the insolvency of the agent selling a participation, the Fund may be treated as a general creditor of the agent and may not benefit from any set-off between the agent and the borrower. When the Fund purchases assignments from agents it acquires direct rights against the borrowers of the loans. These loans may include participations in bridge loans, which are loans taken out by borrowers for a short period (typically less than one year) pending arrangement of more permanent financing through, for example, the issuance of bonds, frequently high yield bonds issued for the purpose of acquisitions.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    47


Notes to Financial Statements (Cont.)

 

 

 

Investments in loans are generally subject to risks similar to those of investments in other types of debt obligations, including, among others, credit risk, interest rate risk, variable and floating rate securities risk, and risks associated with mortgage-related securities. In addition, in many cases loans are subject to the risks associated with below-investment grade securities. The Fund may be subject to heightened or additional risks and potential liabilities and costs by investing in mezzanine and other subordinated loans, including those arising under bankruptcy, fraudulent conveyance, equitable subordination, environmental and other laws and regulations, and risks and costs associated with debt servicing and taking foreclosure actions associated with the loans.

 

Additionally, because loans are not ordinarily registered with the SEC or any state securities commission or listed on any securities exchange, there is usually less publicly available information about such instruments. In addition, loans may not be considered “securities” for purposes of the anti-fraud provisions under the federal securities laws and, as a result, as a purchaser of these instruments, the Fund may not be entitled to the anti-fraud protections of the federal securities laws. In the course of investing in such instruments, the Fund may come into possession of material nonpublic information and, because of prohibitions on trading in securities of issuers while in possession of such information, the Fund may be unable to enter into a transaction in a publicly-traded security of that issuer when it would otherwise be advantageous for the Fund to do so. Alternatively, the Fund may choose not to receive material nonpublic information about an issuer of such loans, with the result that the Fund may have less information about such issuers than other investors who transact in such assets.

 

The types of loans and related investments in which the Fund may invest include, among others, senior loans, subordinated loans (including second lien loans, B-Notes and mezzanine loans), whole loans, commercial real estate and other commercial loans and structured loans. The Fund may acquire direct interests in loans through primary loan distributions and/or in private transactions. In the case of subordinated loans, there may be significant indebtedness ranking ahead of the borrower’s obligation to the holder of such a loan, including in the event of the borrower’s insolvency. Mezzanine loans are typically secured by a pledge of an equity interest in the mortgage borrower that owns the real estate rather than an interest in a mortgage.

 

Investments in loans may include unfunded loan commitments, which are contractual obligations for future funding. Unfunded loan commitments may include revolving credit facilities, which may obligate the Fund to supply additional cash to the borrower on demand. Unfunded loan commitments represent a future obligation in full, even though a percentage of the committed amount may not be utilized by the borrower. When investing in a loan participation, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the agent selling the loan agreement and only upon receipt of payments by the agent from the borrower. Because investing in unfunded loan commitments creates a future obligation for the Fund to provide funding to a borrower upon demand in exchange for a fee, the Fund will segregate or earmark liquid assets with the Fund’s custodian in amounts sufficient to satisfy any such future obligations. The Fund may receive a commitment fee based on the undrawn portion of the underlying line of credit portion of a loan. In certain circumstances, the Fund may receive a penalty fee upon the prepayment of a loan by a borrower. Fees earned or paid are recorded as a component of interest income or interest expense, respectively, on the Consolidated Statement of Operations. Unfunded loan commitments, if any, are reflected as a liability on the Consolidated Statement of Assets and Liabilities.

 

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(Unaudited)

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Master Limited Partnerships  (“MLPs”) are generally publicly traded entities that are organized as limited partnerships or limited liability companies and are treated as partnerships under the Internal Revenue Code. Currently, most MLPs operate in the energy and/or natural resources sectors. The only asset of an MLP is most commonly the ownership of the limited liability company or limited partnership known as the operating entity, which in turn owns subsidiaries and operating assets. The ownership of an MLP is split between the public and a sponsor. Interests in MLPs (“units”) are often traded on securities exchanges like shares of corporate stock. An MLP consists of a general partner and limited partners (or in the case of MLPs organized as limited liability companies, a managing member and members). The general partner or managing member typically controls the operations and management of the MLP and has an ownership stake in the MLP. The limited partners or members, through their ownership of limited partner or member interests, provide capital to the entity, and are intended to receive cash distributions and to have no role in the operation and management of the entity. MLP cash distributions are not guaranteed and depend on each partnership’s or limited liability company’s ability to generate adequate cash flow. The partnership or operating agreements of MLPs determine how cash distributions will be made to general partners and limited partners or to managing members and members, as applicable.

 

Payment In-Kind Securities  (“PIKs”) may give the issuer the option at each interest payment date of making interest payments in either cash and/or additional debt securities. Those additional debt securities usually have the same terms, including maturity dates and interest rates, and associated risks as the original bonds. The daily market quotations of the original bonds may include the accrued interest (referred to as a dirty price) and require a pro rata adjustment from the unrealized appreciation (depreciation) on investments to interest receivable on the Consolidated Statement of Assets and Liabilities.

 

Restricted Investments  are subject to legal or contractual restrictions on resale and may generally be sold privately, but may be required to be registered or exempted from such registration before being sold to the public. Private placement securities are generally considered to be restricted except for those securities traded between qualified institutional investors under the provisions of Rule 144A of the Securities Act of 1933. Disposal of restricted investments may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult to achieve. Restricted investments held by the Fund at December 31, 2019, as applicable, are disclosed in the Notes to Consolidated Schedule of Investments.

 

Securities Issued by U.S. Government Agencies or Government-Sponsored Enterprises  are obligations of and, in certain cases, guaranteed by, the U.S. Government, its agencies or instrumentalities. Some U.S. Government securities, such as Treasury bills, notes and bonds, and securities guaranteed by the Government National Mortgage Association (“GNMA” or “Ginnie Mae”), are supported by the full faith and credit of the U.S. Government; others, such as those of the Federal Home Loan Banks, are supported by the right of the issuer to borrow from the U.S. Department of the Treasury (the “U.S. Treasury”); and others, such as those of the Federal National Mortgage Association (“FNMA” or “Fannie Mae”), are supported by the discretionary authority of the U.S. Government to purchase the agency’s obligations. U.S. Government securities may include zero coupon securities which do not distribute interest on a current basis and tend to be subject to a greater risk than interest-paying securities of similar maturities.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    49


Notes to Financial Statements (Cont.)

 

 

 

Government-related guarantors (i.e., not backed by the full faith and credit of the U.S. Government) include FNMA and the Federal Home Loan Mortgage Corporation (“FHLMC” or “Freddie Mac”). FNMA is a government-sponsored corporation. FNMA purchases conventional (i.e., not insured or guaranteed by any government agency) residential mortgages from a list of approved seller/servicers which include state and federally chartered savings and loan associations, mutual savings banks, commercial banks and credit unions and mortgage bankers. Pass-through securities issued by FNMA are guaranteed as to timely payment of principal and interest by FNMA, but are not backed by the full faith and credit of the U.S. Government. FHLMC issues Participation Certificates (“PCs”), which are pass-through securities, each representing an undivided interest in a pool of residential mortgages. FHLMC guarantees the timely payment of interest and ultimate collection of principal, but PCs are not backed by the full faith and credit of the U.S. Government. Instead, they are supported only by the discretionary authority of the U.S. Government to purchase the agency’s obligations.

 

5. BORROWINGS AND OTHER FINANCING TRANSACTIONS

 

The Fund may enter into the borrowings and other financing transactions described below to the extent permitted by the Fund’s investment policies.

 

The following disclosures contain information on the Fund’s ability to lend or borrow cash or securities to the extent permitted under the Act, which may be viewed as borrowing or financing transactions by the Fund. The location of these instruments in the Fund’s financial statements is described below. For a detailed description of credit and counterparty risks that can be associated with borrowings and other financing transactions; please see Note 7, Principal Risks.

 

(a) Repurchase Agreements  Under the terms of a typical repurchase agreement, the Fund purchases an underlying debt obligation (collateral) subject to an obligation of the seller to repurchase, and the Fund to resell, the obligation at an agreed-upon price and time. In an open maturity repurchase agreement, there is no pre-determined repurchase date and the agreement can be terminated by the Fund or counterparty at any time. The underlying securities for all repurchase agreements are held by the Fund’s custodian or designated subcustodians under tri-party repurchase agreements and in certain instances will remain in custody with the counterparty. The market value of the collateral must be equal to or exceed the total amount of the repurchase obligations, including interest. Repurchase agreements, if any, including accrued interest, are included on the Consolidated Statement of Assets and Liabilities. Interest earned is recorded as a component of interest income on the Consolidated Statement of Operations. In periods of increased demand for collateral, the Fund may pay a fee for the receipt of collateral, which may result in interest expense to the Fund.

 

(b) Reverse Repurchase Agreements  In a reverse repurchase agreement, the Fund delivers a security in exchange for cash to a financial institution, the counterparty, with a simultaneous agreement to repurchase the same or substantially the same security at an agreed upon price and date. In an open maturity reverse repurchase agreement, there is no pre-determined repurchase date and the agreement can be terminated by the Fund or counterparty at any time. The Fund is entitled to receive principal and interest payments, if any, made on the security delivered to the counterparty during the term of the agreement. Cash received in exchange for securities delivered plus accrued interest payments to be made by the Fund to counterparties are reflected as a liability on the Consolidated Statement of Assets and Liabilities. Interest payments made by the Fund to counterparties are recorded as a component of interest expense on the Consolidated Statement of Operations. In

 

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(Unaudited)

December 31, 2019

 

periods of increased demand for the security, the Fund may receive a fee for use of the security by the counterparty, which may result in interest income to the Fund. In the event the buyer of securities under a reverse repurchase agreement files for bankruptcy or becomes insolvent, the Fund’s use of the proceeds of the agreement may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund’s obligation to repurchase the securities. Reverse repurchase agreements involve leverage risk and also the risk that the market value of the securities to be repurchased may decline below the repurchase price; please see Note 7, Principal Risks.

 

6. FINANCIAL DERIVATIVE INSTRUMENTS

 

The Fund may enter into the financial derivative instruments described below to the extent permitted by the Fund’s investment policies.

 

The following disclosures contain information on how and why the Fund uses financial derivative instruments, and how financial derivative instruments affect the Fund’s financial position, results of operations and cash flows. The location and fair value amounts of these instruments on the Consolidated Statement of Assets and Liabilities and the net realized gain (loss) and net change in unrealized appreciation (depreciation) on the Consolidated Statement of Operations, each categorized by type of financial derivative contract and related risk exposure, are included in a table in the Notes to Consolidated Schedule of Investments. The financial derivative instruments outstanding as of period end and the amounts of net realized gain (loss) and net change in unrealized appreciation (depreciation) on financial derivative instruments during the period, as disclosed in the Notes to Consolidated Schedule of Investments, serve as indicators of the volume of financial derivative activity for the Fund.

 

The Fund is subject to regulation as a commodity pool under the Commodity Exchange Act pursuant to recent rule changes by the Commodity Futures Trading Commission (the “CFTC”). The Manager has registered with the CFTC as a Commodity Pool Operator and a Commodity Trading Adviser with respect to the Fund, and is a member of the National Futures Association. As a result, additional CFTC mandated disclosure, reporting and recordkeeping obligations apply to the Fund.

 

(a) Forward Foreign Currency Contracts  may be engaged, in connection with settling planned purchases or sales of securities, to hedge the currency exposure associated with some or all of the Fund’s securities or as part of an investment strategy. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward foreign currency contract fluctuates with changes in foreign currency exchange rates. Forward foreign currency contracts are marked to market daily, and the change in value is recorded by the Fund as an unrealized gain (loss). Realized gains (losses) are equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed and are recorded upon delivery or receipt of the currency. The contractual obligations of a buyer or seller of a forward foreign currency contract may generally be satisfied by taking or making physical delivery of the underlying currency, establishing an opposite position in the contract and recognizing the profit or loss on both positions simultaneously on the delivery date or, in some instances, paying a cash settlement before the designated date of delivery. These contracts may involve market risk in excess of the unrealized gain (loss) reflected on the Consolidated Statement of Assets and Liabilities. Although forwards may be intended to minimize the risk of loss due to a decline in the value of the

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    51


Notes to Financial Statements (Cont.)

 

 

 

hedged currencies, at the same time, they tend to limit any potential gain which might result should the value of such currencies increase. In addition, the Fund could be exposed to risk if the counterparties are unable to meet the terms of the contracts or if the value of the currency changes unfavorably to the U.S. dollar. To mitigate such risk, cash or securities may be exchanged as collateral pursuant to the terms of the underlying contracts.

 

(b) Futures Contracts  are agreements to buy or sell a security or other asset for a set price on a future date and are traded on an exchange. The Fund may use futures contracts to manage its exposure to the securities markets or to movements in interest rates and currency values or for other investment purposes. Generally, a futures contract provides for the future sale by one party and purchase by another party of a specified quantity of the security or other financial instrument at a specified price and time. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in market value of the securities held by the Fund and the prices of futures contracts and the possibility of an illiquid market. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to deposit with its futures broker an amount of cash, U.S. Government and Agency Obligations, or select sovereign debt, in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and based on changes in the price of the contracts, the Fund pays or receives cash or other eligible assets equal to the daily change in the value of the contract (“variation margin”). Futures Variation Margins, if any, are disclosed within centrally cleared financial derivative instruments on the Consolidated Statement of Assets and Liabilities. Gains (losses) are recognized but not considered realized until the contracts expire or close. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin included within exchange traded or centrally cleared financial derivative instruments on the Consolidated Statement of Assets and Liabilities.

 

(c) Options Contracts  An option on an instrument (or an index) is a contract that gives the holder of the option, in return for a premium, the right to buy from (in the case of a call) or sell to (in the case of a put) the writer of the option the instrument underlying the option (or the cash value of the index) at a specified exercise price at any time during the term of the option. Writing put options tends to increase the Fund’s exposure to the underlying instrument. Writing call options tends to decrease the Fund’s exposure to the underlying instrument. When the Fund writes a call or put, an amount equal to the premium received is recorded and subsequently marked to market to reflect the current value of the option written. These amounts are included on the Consolidated Statement of Assets and Liabilities. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or closed are added to the proceeds or offset against amounts paid on the underlying futures, swap, security or currency transaction to determine the realized gain (loss). Certain options may be written with premiums to be determined on a future date. The premiums for these options are based upon implied volatility parameters at specified terms. The Fund as a writer of an option has no control over whether the underlying instrument may be sold (“call”) or purchased (“put”) and as a result bears the market risk of an unfavorable change in the price of the instrument underlying the written option. There is the risk the Fund may not be able to enter into a closing transaction because of an illiquid market.

 

Purchasing call options tends to increase the Fund’s exposure to the underlying instrument. Purchasing put options tends to decrease the Fund’s exposure to the underlying instrument. The Fund

 

52   PIMCO CLOSED-END FUNDS    


(Unaudited)

December 31, 2019

 

pays a premium which is included as an asset on the Consolidated Statement of Assets and Liabilities and subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options which expire are treated as realized losses. Certain options may be purchased with premiums to be determined on a future date. The premiums for these options are based upon implied volatility parameters at specified terms. The risk associated with purchasing put and call options is limited to the premium paid. Premiums paid for purchasing options which are exercised or closed are added to the amounts paid or offset against the proceeds on the underlying investment transaction to determine the realized gain (loss) when the underlying transaction is executed.

 

Commodity Options  are options on commodity futures contracts (“Commodity Option”). The underlying instrument for the Commodity Option is not the commodity itself, but rather a futures contract for that commodity. The exercise of a Commodity Option will not include physical delivery of the underlying commodity but will result in a cash transfer for the amount of the difference between the current market value of the underlying futures contract and the strike price. For an option that is in-the-money, the Fund will normally offset its position rather than exercise the option to retain any remaining time value.

 

Options on Securities  may be written or purchased to enhance returns or to hedge an existing position or future investment. An option on a security uses a specified security as the underlying instrument for the option contract.

 

(d) Swap Agreements  are bilaterally negotiated agreements between the Fund and a counterparty to exchange or swap investment cash flows, assets, foreign currencies or market-linked returns at specified, future intervals. Swap agreements may be privately negotiated in the over the counter market (“OTC swaps”) or may be cleared through a third party, known as a central counterparty or derivatives clearing organization (“Centrally Cleared Swaps”). The Fund may enter into asset, credit default, cross-currency, interest rate, total return, variance and other forms of swap agreements to manage its exposure to credit, currency, interest rate, commodity, equity and inflation risk. In connection with these agreements, securities or cash may be identified as collateral or margin in accordance with the terms of the respective swap agreements to provide assets of value and recourse in the event of default or bankruptcy/insolvency.

 

Centrally Cleared Swaps are marked to market daily based upon valuations as determined from the underlying contract or in accordance with the requirements of the central counterparty or derivatives clearing organization. Changes in market value, if any, are reflected as a component of net change in unrealized appreciation (depreciation) on the Consolidated Statement of Operations. Daily changes in valuation of centrally cleared swaps, if any, are recorded as variation margin on the Consolidated Statement of Assets and Liabilities. Centrally Cleared and OTC swap payments received or paid at the beginning of the measurement period are included on the Consolidated Statement of Assets and Liabilities and represent premiums paid or received upon entering into the swap agreement to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors). Upfront premiums received (paid) are initially recorded as liabilities (assets) and subsequently marked to market to reflect the current value of the swap. These upfront premiums are recorded as realized gain (loss) on the Consolidated Statement of Operations upon termination or maturity of the swap. A liquidation payment received or made at the termination of the swap is recorded as realized gain

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    53


Notes to Financial Statements (Cont.)

 

 

 

(loss) on the Consolidated Statement of Operations. Net periodic payments received or paid by the Fund are included as part of realized gain (loss) on the Consolidated Statement of Operations.

 

For purposes of the Fund’s investment policy adopted pursuant to Rule 35d-1 under the Act, the Fund will account for derivative instruments at market value. For purposes of applying the Fund’s other investment policies and restrictions, swap agreements, like other derivative instruments, may be valued by the Fund at market value, notional value or full exposure value or any combination of the foregoing (e.g., notional value for purposes of calculating the numerator (i.e., the sum of the notional amount for the contract plus the market value) and market value for purposes of calculating the denominator for compliance with a particular policy or restriction). See Note 6 — Asset Segregation below. In the case of a credit default swap, in applying certain of the Fund’s investment policies and restrictions, the Fund will value the credit default swap at its notional value or its full exposure value (i.e., the sum of the notional amount for the contract plus the market value), but may value the credit default swap at market value for purposes of applying certain of the Fund’s other investment policies and restrictions. For example, the Fund may value credit default swaps at full exposure value for purposes of the Fund’s credit quality guidelines (if any) because such value in general better reflects the Fund’s actual economic exposure during the term of the credit default swap agreement. As a result, the Fund may, at times, have notional exposure to an asset class (before netting) that is greater or lesser than the stated limit or restriction noted in the Fund’s prospectus. In this context, both the notional amount and the market value may be positive or negative depending on whether the Fund is selling or buying protection through the credit default swap. The manner in which certain securities or other instruments are valued by the Fund for purposes of applying investment policies and restrictions may differ from the manner in which those investments are valued by other types of investors.

 

Entering into swap agreements involves, to varying degrees, elements of interest, credit, market and documentation risk in excess of the amounts recognized on the Consolidated Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements and that there may be unfavorable changes in interest rates or the values of the asset upon which the swap is based.

 

The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive. The risk may be mitigated by having a master netting arrangement between the Fund and the counterparty and by the posting of collateral to the Fund to cover the Fund’s exposure to the counterparty.

 

Commodity Forward Swap Agreements  (“Commodity Forwards”) are entered into to gain or mitigate exposure to the underlying referenced commodity. Commodity Forwards involve commitments between two parties where cash flows are exchanged at a future date based on the difference between a fixed and variable price with respect to the number of units of the commodity. At the maturity date, a net cash flow is exchanged, where the payoff amount is equivalent to the difference between the fixed and variable price of the underlying commodity multiplied by the number of units. To the extent the difference between the fixed and variable price of the underlying

 

54   PIMCO CLOSED-END FUNDS    


(Unaudited)

December 31, 2019

 

referenced commodity exceeds or falls short of the offsetting payment obligation, the Fund will receive a payment from or make a payment to the counterparty.

 

Interest Rate Swap Agreements  may be entered into to help hedge against interest rate risk exposure and to maintain the Fund’s ability to generate income at prevailing market rates. The value of the fixed rate bonds that the Fund holds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swap agreements. Interest rate swap agreements involve the exchange by the Fund with another party for their respective commitment to pay or receive interest on the notional amount of principal. Certain forms of interest rate swap agreements may include: (i) interest rate caps, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates exceed a specified rate, or “cap”, (ii) interest rate floors, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates fall below a specified rate, or “floor”, (iii) interest rate collars, under which a party sells a cap and purchases a floor or vice versa in an attempt to protect itself against interest rate movements exceeding given minimum or maximum levels, (iv) callable interest rate swaps, under which the buyer pays an upfront fee in consideration for the right to early terminate the swap transaction in whole, at zero cost and at a predetermined date and time prior to the maturity date, (v) spreadlocks, which allow the interest rate swap users to lock in the forward differential (or spread) between the interest rate swap rate and a specified benchmark, or (vi) basis swaps, under which two parties can exchange variable interest rates based on different segments of money markets.

 

Total Return Swap Agreements  are entered into to gain or mitigate exposure to the underlying reference asset. Total return swap agreements involve commitments where single or multiple cash flows are exchanged based on the price of an underlying reference asset and on a fixed or variable interest rate. Total return swap agreements may involve commitments to pay interest in exchange for a market-linked return. One counterparty pays out the total return of a specific underlying reference asset, which may include a single security, a basket of securities, or an index, and in return receives a fixed or variable rate. At the maturity date, a net cash flow is exchanged where the total return is equivalent to the return of the underlying reference asset less a financing rate, if any. As a receiver, the Fund would receive payments based on any net positive total return and would owe payments in the event of a net negative total return. As the payer, the Fund would owe payments on any net positive total return, and would receive payments in the event of a net negative total return. The Fund’s use of a total return swap exposes the Fund to credit loss in the event of nonperformance by the swap counterparty. Risk may also arise from the unanticipated movements in value of exchange rates, interest rates, securities, or the index.

 

Asset Segregation  Certain transactions described above can be viewed as constituting a form of borrowing or financing transaction by the Fund. In such event, the Fund will cover its commitment under such transactions by segregating or “earmarking” assets in accordance with procedures adopted by the Board, in which case such transactions will not be considered “senior securities” by the Fund. With respect to forwards and futures contracts and interest rate swaps that are contractually required to cash settle (i.e., where physical delivery of the underlying reference asset is not permitted or physical settlement is not otherwise involved), the Fund is permitted to segregate or earmark liquid assets equal to the Fund’s daily mark-to-market net obligation under the derivative instrument, if any, rather than the derivative’s full notional value, but may segregate full notional

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    55


Notes to Financial Statements (Cont.)

 

 

 

value, as applicable, with respect to other derivative instruments (including written credit default swaps and written options) that contractually require or permit physical delivery of securities or other underlying assets. By segregating or earmarking liquid assets equal to only its net mark-to-market obligation under derivatives that are required to cash settle, the Fund will have the ability to employ leverage to a greater extent than if the Fund were to segregate or earmark liquid assets equal to the full notional value of such derivatives.

 

7. PRINCIPAL RISKS

 

In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to such things as changes in the market (market risk) or failure or inability of the other party to a transaction to perform (credit and counterparty risk). See below for a detailed description of select principal risks. For a more comprehensive list of potential risks the Fund may be subject to, please see the Important Information About the Fund. See Note 15, Federal Income Tax Matters, for information regarding tax-related risks.

 

Market Risks  The Fund’s investments in financial derivative instruments and other financial instruments expose the Fund to various risks such as, but not limited to, interest rate, foreign (non-U.S.) currency, equity and commodity risks.

 

Interest rate risk is the risk that fixed income securities and other instruments held by the Fund will decline in value because of changes in interest rates. As nominal interest rates rise, the value of certain fixed income securities held by the Fund is likely to decrease. A nominal interest rate can be described as the sum of a real interest rate and an expected inflation rate. Interest rate changes can be sudden and unpredictable, and the Fund may lose money if these changes are not anticipated by the Fund’s management. Variable rate securities may decline in value if their interest rates do not rise as much, or as quickly, as interest rates in general. The Fund may not be able to hedge against changes in interest rates or may choose not to do so for cost or other reasons. In addition, any hedges may not work as intended.

 

Fixed income securities with longer durations tend to be more sensitive to changes in interest rates, usually making them more volatile than securities with shorter durations. Duration is a measure used to determine the sensitivity of a security’s price to changes in interest rates that incorporates a security’s yield, coupon, final maturity and call features, among other characteristics. Duration is useful primarily as a measure of the sensitivity of a fixed income security’s market price to interest rate (i.e. yield) movements. All other things remaining equal, for each one percentage point increase in interest rates, the value of a portfolio of fixed income investments would generally be expected to decline by one percent for every year of the portfolio’s average duration above zero. For example, the value of a portfolio of fixed income securities with an average duration of three years would generally be expected to decline by approximately 3% if interest rates rose by one percentage point. Convexity is an additional measure used to understand a security’s interest rate sensitivity. Convexity measures the rate of change of duration in response to changes in interest rates and may be positive or negative Securities with negative convexity may experience greater losses during periods of rising interest rates, and accordingly a fund holding such securities may be subject to a greater risk of losses in periods of rising interest rates.

 

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(Unaudited)

December 31, 2019

 

A wide variety of factors can cause interest rates or yields of U.S. Treasury securities (or yields of other types of bonds) to rise (e.g., central bank monetary policies, inflation rates, general economic conditions, etc.). This is especially true under current conditions because interest rates and bond yields are near historically low levels. Thus, the Fund currently faces a heightened level of risk associated with rising interest rates and/or bond yields. This could be driven by a variety of factors, including but not limited to central bank monetary policies, changing inflation or real growth rates, general economic conditions, increasing bond issuances or reduced market demand for low yielding investments. During periods of very low or negative interest rates, the Fund may be unable to maintain positive returns. Changing interest rates, including rates that fall below zero, may have unpredictable effects on markets, may result in heightened market volatility and may detract from Fund performance to the extent the Fund is exposed to such interest rates. Rising interest rates may result in a decline in value of the Fund’s fixed-income investments and in periods of volatility. Further, while U.S. bond markets have steadily grown over the past three decades, dealer “market making” ability has remained relatively stagnant. As a result, dealer inventories of certain types of bonds and similar instruments, which provide a core indication of the ability of financial intermediaries to “make markets,” are at or near historic lows in relation to market size. Because market makers provide stability to a market through their intermediary services, the significant reduction in dealer inventories could potentially lead to decreased liquidity and increased volatility in the fixed income markets. Such issues may be exacerbated during periods of economic uncertainty. All of these factors, collectively and/or individually, could cause the Fund to lose value.

 

Foreign (non-U.S.) securities in this report are classified by the country of incorporation of a holding. In certain instances, a security’s country of incorporation may be different from its country of economic exposure. If the Fund invests directly in foreign (non-U.S.) currencies or in securities that trade in, and receive revenues in, foreign (non-U.S.) currencies, or in financial derivatives that provide exposure to foreign (non-U.S.) currencies, it will be subject to the risk that those currencies will decline in value relative to the base currency of the Fund, or, in the case of hedging positions, that the Fund’s base currency will decline in value relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the United States or abroad. As a result, the Fund’s investments in foreign currency denominated securities may reduce the Fund’s returns.

 

The market values of the Fund’s investments may decline due to general market conditions which are not specifically related to a particular company or issuer, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment. They may also decline due to factors which affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. Equity securities and equity related investments generally have greater market price volatility than fixed income securities, although under certain market conditions fixed income securities may have comparable or greater price volatility. Credit ratings downgrades may also negatively affect securities held by the Fund. Even when markets perform well, there is no assurance that the investments held by the Fund will increase in value along with the broader market. In addition, market risk includes the risk that geopolitical events will disrupt the economy on a national or global level.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    57


Notes to Financial Statements (Cont.)

 

 

 

The Fund’s investments in commodity-linked financial derivative instruments may subject the Fund to greater market price volatility than investments in traditional securities. The value of commodity-linked financial derivative instruments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments.

 

Credit and Counterparty Risks  The Fund will be exposed to credit risk to parties with whom it trades and will also bear the risk of settlement default. The Fund seeks to minimize concentrations of credit risk by undertaking transactions with a large number of counterparties on recognized and reputable exchanges, where applicable. Over the counter (“OTC”) derivative transactions are subject to the risk that a counterparty to the transaction will not fulfill its contractual obligations to the other party, as many of the protections afforded to centrally cleared derivative transactions might not be available for OTC derivative transactions. For derivatives traded on an exchange or through a central counterparty, credit risk resides with the Fund’s clearing broker, or the clearinghouse itself, rather than with a counterparty in an OTC derivative transaction. The Fund could lose money if the issuer or guarantor of a fixed income security, or the counterparty to a financial derivatives contract, repurchase agreement or a loan of portfolio securities, is unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. Securities are subject to varying degrees of credit risk, which are often reflected in credit ratings.

 

Similar to credit risk, the Fund may be exposed to counterparty risk, or the risk that an institution or other entity with which the Fund has unsettled or open transactions will default. PIMCO, as the Manager, seeks to minimize counterparty risks to the Fund through a number of ways. Prior to entering into transactions with a new counterparty, the PIMCO Counterparty Risk Committee conducts an extensive credit review of such counterparty and must approve the use of such counterparty. Furthermore, pursuant to the terms of the underlying contract, to the extent that unpaid amounts owed to the Fund exceed a predetermined threshold, such counterparty is required to advance collateral to the Fund in the form of cash or securities equal in value to the unpaid amount owed to the Fund. The Fund may invest such collateral in securities or other instruments and will typically pay interest to the counterparty on the collateral received. If the unpaid amount owed to the Fund subsequently decreases, the Fund would be required to return to the counterparty all or a portion of the collateral previously advanced. PIMCO’s attempts to minimize counterparty risk may, however, be unsuccessful.

 

All transactions in listed securities are settled/paid for upon delivery using approved counterparties. The risk of default is considered minimal, as delivery of securities sold is only made once the Fund has received payment. Payment is made on a purchase once the securities have been delivered by the counterparty. The trade will fail if either party fails to meet its obligation.

 

MLP Risks  Investments in MLPs are generally subject to many of the risks that apply to partnerships. For example, holders of the units of MLPs may have limited control and limited voting rights on matters affecting the partnership. Also, investments in MLPs or other entities that hold a general partner or managing member interest in MLPs can lead to liability in certain circumstances for amounts greater than the amount of investment in such interests. There may be fewer corporate

 

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(Unaudited)

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protections afforded investors in a MLP than investors in a corporation. Conflicts of interest may exist among unit holders, subordinated unit holders and the general partner of a MLP, including those arising from incentive distribution payments.

 

MLPs that concentrate in the energy sector are subject to risks associated with the energy sector. Debt securities issued by MLPs are subject to the risks associated with all debt investments, including interest rate risk, prepayment risk, credit risk, and, as applicable, high yield securities risk and distressed and defaulted securities risk. MLP common units and other equity securities issued by MLPs are subject to the risks associated with all equity investments, including the risk that the value of such equity securities will decline due to general market or economic conditions, perceptions regarding MLPs or the energy sector, changes in interest rates, changes in a particular issuer’s financial condition, or unfavorable or unanticipated poor performance of a particular issuer. MLP units may trade infrequently and in limited volume, and they may be subject to abrupt or erratic price movements.

 

8. MASTER NETTING ARRANGEMENTS

 

The Fund may be subject to various netting arrangements (“Master Agreements”) with select counterparties. Master Agreements govern the terms of certain transactions, and are intended to reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that is intended to improve legal certainty. Each type of Master Agreement governs certain types of transactions. Different types of transactions may be traded out of different legal entities or affiliates of a particular organization, resulting in the need for multiple agreements with a single counterparty. As the Master Agreements are specific to unique operations of different asset types, they allow the Fund to close out and net its total exposure to a counterparty in the event of a default with respect to all the transactions governed under a single Master Agreement with a counterparty. For financial reporting purposes the Consolidated Statement of Assets and Liabilities generally present derivative assets and liabilities on a gross basis, which reflects the full risks and exposures prior to netting.

 

Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Under most Master Agreements, collateral is routinely transferred if the total net exposure to certain transactions (net of existing collateral already in place) governed under the relevant Master Agreement with a counterparty in a given account exceeds a specified threshold, which typically ranges from zero to $250,000 depending on the counterparty and the type of Master Agreement. United States Treasury Bills and U.S. dollar cash are generally the preferred forms of collateral, although other securities may be used depending on the terms outlined in the applicable Master Agreement. Securities and cash pledged as collateral are reflected as assets on the Consolidated Statement of Assets and Liabilities as either a component of Investments at value (securities) or Deposits with counterparty. Cash collateral received is not typically held in a segregated account and as such is reflected as a liability on the Consolidated Statement of Assets and Liabilities as Deposits from counterparty. The market value of any securities received as collateral is not reflected as a component of NAV. The Fund’s overall exposure to counterparty risk can change substantially within a short period, as it is affected by each transaction subject to the relevant Master Agreement.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    59


Notes to Financial Statements (Cont.)

 

 

 

Master Repurchase Agreements and Global Master Repurchase Agreements (individually and collectively “Master Repo Agreements”) govern repurchase, reverse repurchase, and certain sale-buyback transactions between the Fund and select counterparties. Master Repo Agreements maintain provisions for, among other things, initiation, income payments, events of default, and maintenance of collateral. The market value of transactions under the Master Repo Agreement, collateral pledged or received, and the net exposure by counterparty as of period end are disclosed in the Notes to Consolidated Schedule of Investments.

 

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern certain forward settling transactions, such as TBA securities, delayed-delivery or certain sale-buyback transactions by and between the Fund and select counterparties. The Master Forward Agreements maintain provisions for, among other things, transaction initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral. The market value of forward settling transactions, collateral pledged or received, and the net exposure by counterparty as of period end is disclosed in the Notes to Consolidated Schedule of Investments.

 

Customer Account Agreements and related addenda govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Such transactions require posting of initial margin as determined by each relevant clearing agency which is segregated in an account at a futures commission merchant (“FCM”) registered with the CFTC. In the United States, counterparty risk may be reduced as creditors of an FCM cannot have a claim to Fund assets in the segregated account. Portability of exposure reduces risk to the Fund. Variation margin, or changes in market value, are generally exchanged daily, but may not be netted between futures and cleared OTC derivatives unless the parties have agreed to a separate arrangement in respect of portfolio margining. The market value or accumulated unrealized appreciation (depreciation), initial margin posted, and any unsettled variation margin as of period end are disclosed in the Notes to Consolidated Schedule of Investments.

 

Prime Broker Arrangements may be entered into to facilitate execution and/or clearing of listed equity option transactions or short sales of equity securities between the Fund and selected counterparties. The arrangements provide guidelines surrounding the rights, obligations, and other events, including, but not limited to, margin, execution, and settlement. These agreements maintain provisions for, among other things, payments, maintenance of collateral, events of default, and termination. Margin and other assets delivered as collateral are typically in the possession of the prime broker and would offset any obligations due to the prime broker. The market values of listed options and securities sold short and related collateral are disclosed in the Notes to Consolidated Schedule of Investments.

 

International Swaps and Derivatives Association, Inc. Master Agreements and Credit Support Annexes (“ISDA Master Agreements”) govern bilateral OTC derivative transactions entered into by the Fund with select counterparties. ISDA Master Agreements maintain provisions for general obligations, representations, agreements, collateral posting and events of default or termination. Events of termination include conditions that may entitle counterparties to elect to terminate early and cause settlement of all outstanding transactions under the applicable ISDA Master Agreement. Any election to terminate early could be material to the financial statements. In limited circumstances, the ISDA Master Agreement may contain additional provisions that add counterparty

 

60   PIMCO CLOSED-END FUNDS    


(Unaudited)

December 31, 2019

 

protection beyond coverage of existing daily exposure if the counterparty has a decline in credit quality below a predefined level. These amounts, if any, may be segregated with a third-party custodian. The market value of OTC financial derivative instruments, collateral received or pledged, and net exposure by counterparty as of period end are disclosed in the Notes to Consolidated Schedule of Investments.

 

9. FEES AND EXPENSES

 

(a) Management Fee  Pursuant to the Investment Management Agreement with PIMCO (the “Agreement”), and subject to the supervision of the Board, PIMCO is responsible for providing the Fund investment guidance and policy direction in connection with the management of the Fund, including oral and written research, analysis, advice, and statistical and economic data and information. In addition, pursuant to the Agreement and subject to the general supervision of the Board, PIMCO, at its expense, provides or causes to be furnished most other supervisory and administrative services the Fund requires, including but not limited to, expenses of most third-party service providers (e.g., audit, custodial, legal, transfer agency, printing) and other expenses, such as those associated with insurance, proxy solicitations and mailings for shareholder meetings, NYSE listing and related fees, tax services, valuation services and other services the Fund requires for its daily operations.

 

Pursuant to the Agreement, PIMCO receives an annual management fee, payable monthly, at the annual rate of 1.35% of the Fund’s average daily total managed assets (including assets attributable to any reverse repurchase agreements, dollar rolls, borrowings and preferred shares outstanding) minus accrued liabilities (other than liabilities representing reverse repurchase agreements, dollar rolls and borrowings).

 

(b) Fund Expenses  The Fund bears other expenses, which may vary and affect the total level of expenses paid by shareholders, such as (i) salaries and other compensation or expenses, including travel expenses, of any of the Fund’s executive officers and employees, if any, who are not officers, directors, shareholders, members, partners or employees of PIMCO or its subsidiaries or affiliates; (ii) taxes and governmental fees, if any, levied against the Fund; (iii) brokerage fees and commissions and other portfolio transaction expenses incurred by or for the Fund (including, without limitation, fees and expenses of outside legal counsel or third-party consultants retained in connection with reviewing, negotiating and structuring specialized loans and other investments made by the Fund, and any costs associated with originating loans, asset securitizations, alternative lending-related strategies and so-called “broken-deal costs” (e.g., fees, costs, expenses and liabilities, including, for example, due diligence-related fees, costs, expenses and liabilities, with respect to unconsummated investments)); (iv) expenses of the Fund’s securities lending (if any), including any securities lending agent fees, as governed by a separate securities lending agreement; (v) costs, including interest expenses, of borrowing money or engaging in other types of leverage financing, including, without limitation, through the use by the Fund of reverse repurchase agreements, dollar rolls, bank borrowings, credit facilities and tender option bonds and; (vi) costs, including dividend and/or interest expenses and other costs (including, without limitation, offering and related legal costs, fees to brokers, fees to auction agents, fees to transfer agents, fees to ratings agencies and fees to auditors associated with satisfying ratings agency requirements for preferred shares or other securities issued by the Fund and other related requirements in the Fund’s organizational documents)

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    61


Notes to Financial Statements (Cont.)

 

 

 

associated with the Fund’s issuance, offering, redemption and maintenance of preferred shares, commercial paper or other instruments (such as the use of reverse repurchase agreements, dollar rolls, bank borrowings, credit facilities and tender option bonds) for the purpose of incurring leverage; (vii) fees and expenses of any underlying funds or other pooled vehicles in which the Fund invests; (viii) dividend and interest expenses on short positions taken by the Fund; (ix) fees and expenses, including travel expenses, and fees and expenses of legal counsel retained for their benefit, of Trustees who are not officers, employees, partners, shareholders or members of PIMCO or its subsidiaries or affiliates; (x) extraordinary expenses, including extraordinary legal expenses, as may arise, including, without limitation expenses incurred in connection with litigation, proceedings, other claims, and the legal obligations of the Fund to indemnify its Trustees, officers, employees, shareholders, distributors, and agents with respect thereto; (xi) fees and expenses, including legal, printing and mailing, solicitation and other fees and expenses associated with and incident to shareholder meetings and proxy solicitations involving contested elections of trustees, shareholder proposals or other non-routine matters that are not initiated or proposed by Fund management; (xii) offering expenses of the Fund, including registration (including Share registration fees), legal, marketing, printing, accounting and other expenses, associated with share offerings, such as rights offerings and shelf offerings, following the Fund’s initial offering; (xiii) expenses associated with tender offers and other share repurchases and redemptions; (xiv) fees and expenses associated with seeking, applying for and obtaining formal exemptive, no-action and/or other relief from the SEC in connection with the operation of a managed distribution plan; and (xv) expenses of the Fund that are capitalized in accordance with generally accepted accounting principles.

 

Each of the Trustees of the Fund who is not an “interested person” under Section 2(a)(19) of the Act, (the “Independent Trustees”) also serves as a trustee of a number of other closed-end funds for which PIMCO serves as investment manager (together with the Funds, the “PIMCO Closed-End Funds”), as well as PIMCO Flexible Credit Income Fund and PIMCO Flexible Municipal Income Fund, each a closed end management investment company managed by PIMCO that is operated as an “interval fund” (the “PIMCO Interval Funds”), and PIMCO Managed Accounts Trust, an open-end management investment company with multiple series for which PIMCO serves as investment adviser and administrator (“PMAT” and, together with the PIMCO Closed-End Funds and the PIMCO Interval Funds, the “PIMCO Managed Funds”). In addition, each of the Independent Trustees also serves as a trustee of certain investment companies (together, the “Allianz-Managed Funds”), for which Allianz Global Investors U.S. LLC (“AllianzGI U.S.”), an affiliate of PIMCO, serves as investment manager. The Fund pays no compensation directly to any Trustee or any other officer who is affiliated with the Manager, all of whom receive remuneration for their services to the Fund from the Manager or its affiliates.

 

(c) Acquired Fund Fees and Expenses  PIMCO Cayman Commodity Fund IX, Ltd. (the “Subsidiary”) has entered into a separate contract with PIMCO for the management of the Subsidiary’s portfolio pursuant to which the Subsidiary pays PIMCO a management fee at annual rate of 0.69% of its net assets. PIMCO has contractually agreed to waive the Fund’s management fee in an amount equal to the management fee paid by the Subsidiary to PIMCO. This waiver may not be terminated by PIMCO and will remain in effect for as long as PIMCO’s contract with the Subsidiary is in place. The waiver is reflected in the Consolidated Statement of Operations as a component of Waiver and/or

 

62   PIMCO CLOSED-END FUNDS    


(Unaudited)

December 31, 2019

 

Reimbursement by PIMCO. For the period ended December 31, 2019, the amount was $169,948. See Note 13, Basis for Consolidation in the Notes to Financial Statements for more information regarding the Subsidiary.

 

10. RELATED PARTY TRANSACTIONS

 

The Manager is a related party. Fees payable to this party are disclosed in Note 9, Fees and Expenses, and the accrued related party fee amounts are disclosed on the Consolidated Statement of Assets and Liabilities.

 

The Fund is permitted to purchase or sell securities from or to certain related affiliated funds under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another fund or portfolio that are, or could be, considered an affiliate, or an affiliate of an affiliate, by virtue of having a common investment adviser (or affiliated investment advisers), common Trustees and/or common officers complies with Rule 17a-7 under the Act. Further, as defined under the procedures, each transaction is effected at the current market price. Purchases and sales of securities pursuant to Rule 17a-7 under the Act for the period ended December 31, 2019, were as follows (amounts in thousands):

 

Purchases     Sales  
$     0     $     14,794  

 

  

A zero balance may reflect actual amounts rounding to less than one thousand.

 

11. GUARANTEES AND INDEMNIFICATIONS

 

Under the Fund’s organizational documents, each Trustee and officer is indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts.

 

12. PURCHASES AND SALES OF SECURITIES

 

The length of time the Fund has held a particular security is not generally a consideration in investment decisions. A change in the securities held by the Fund is known as “portfolio turnover.” The Fund may engage in frequent and active trading of portfolio securities to achieve its investment objective, particularly during periods of volatile market movements. High portfolio turnover may involve correspondingly greater transaction costs, including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestments in other securities, which are borne by the Fund. Such sales may also result in realization of taxable capital gains, including short-term capital gains (which are generally taxed at ordinary income tax rates when distributed to shareholders). The transaction costs and tax effects associated with portfolio turnover may adversely affect the Fund’s performance. The portfolio turnover rates are reported in the Financial Highlights.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    63


Notes to Financial Statements (Cont.)

 

 

 

Purchases and sales of securities (excluding short-term investments) for the period ended December 31, 2019, were as follows (amounts in thousands):

 

U.S. Government/Agency      All Other  
Purchases      Sales      Purchases      Sales  
$     82,310      $     154,288      $     177,402      $     239,254  
        

 

  

A zero balance may reflect actual amounts rounding to less than one thousand.

 

13. BASIS FOR CONSOLIDATION

 

The Subsidiary, a wholly owned subsidiary of the Fund organized under the laws of the Cayman Islands, acts as investment vehicle for the Fund in order to effect certain investments for the Fund consistent with the Fund’s investment objectives and policies in effect from time to time. The Subsidiary was formed on December 14, 2018. The Fund’s investment portfolio has been consolidated and includes the portfolio holdings of the Fund and the Subsidiary. Accordingly, the consolidated financial statements include the accounts of the Fund and the Subsidiary. All intercompany transactions and balances have been eliminated. The Fund may invest up to 25% of its total assets in the Subsidiary. The Subsidiary may invest without limit in commodity-linked swap agreements and other commodity-linked derivative instruments. A subscription agreement was entered into between the Fund and the Subsidiary on January 29, 2019 comprising the entire issued share capital of the Subsidiary, with the intent that the Fund will remain the sole shareholder and retain all rights. Under the Memorandum and Articles of Association, shares issued by the Subsidiary confer upon a shareholder the right to receive notice of, to attend and to vote at general meetings of the Subsidiary and shall confer upon the shareholder rights in a winding-up or repayment of capital and the right to participate in the profits or assets of the Subsidiary. The net assets of the Subsidiary as of period end represented 6.6% of the Fund’s consolidated net assets.

 

14. REGULATORY AND LITIGATION MATTERS

 

The Fund is not named as a defendant in any material litigation or arbitration proceedings and is not aware of any material litigation or claim pending or threatened against it.

 

The foregoing speaks only as of the date of this report.

 

15. FEDERAL INCOME TAX MATTERS

 

The Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code (the “Code”) and distribute all of its taxable income and net realized gains, if applicable, to shareholders. Accordingly, no provision for Federal income taxes has been made.

 

The Fund may be subject to local withholding taxes, including those imposed on realized capital gains. Any applicable foreign capital gains tax is accrued daily based upon net unrealized gains, and may be payable following the sale of any applicable investments.

 

In accordance with U.S. GAAP, the Manager has reviewed the Fund’s tax positions for all open tax years. As of December 31, 2019, the Fund has recorded no liability for net unrecognized tax benefits relating to uncertain income tax positions it has taken or expects to take in future tax returns.

 

64   PIMCO CLOSED-END FUNDS    


(Unaudited)

December 31, 2019

 

The Fund files U.S. federal, state, and local tax returns as required. The Fund’s tax returns are subject to examination by relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return but which can be extended to six years in certain circumstances. Tax returns for open years have incorporated no uncertain tax positions that require a provision for income taxes.

 

The Fund may gain exposure to the commodities markets through investments in swap agreements, futures, and options.

 

The Fund may also gain exposure indirectly to commodity markets by investing in the Subsidiary, which may invest without limit in commodity-linked swap agreements and other commodity-linked derivative instruments.

 

One of the requirements for favorable tax treatment as a regulated investment company under the Code is that the Fund must derive at least 90% of its gross income from certain qualifying sources of income. The Internal Revenue Service (“IRS”) has issued a revenue ruling which holds that income derived from commodity index-linked derivatives, if earned directly by the Fund, is not qualifying income under Subchapter M of the Code. The IRS has issued private letter rulings in which the IRS specifically concluded that income derived from an investment in a subsidiary that provides commodity-linked exposure through its investments will be qualifying income. Based on the reasoning in such rulings, the Fund will continue to seek to gain exposure to the commodity markets primarily through investments in the Subsidiary and perhaps through commodity-linked notes.

 

It should be noted, however, that the IRS currently has ceased the issuance of such rulings. In addition, the IRS also issued a revenue procedure, which states that the IRS will not in the future issue private letter rulings that would require a determination of whether an asset (such as a commodity index-linked note) is a “security” under the Act. The IRS issued in September 2016 proposed regulations that would have generally treated the Fund’s income inclusion (under Subpart F of the Code) with respect to the Subsidiary as qualifying income only if there were a distribution during the same taxable year out of the earnings and profits of the Subsidiary attributable to such income inclusion. In March 2019, the IRS issued final regulations (so modifying the proposed regulations) providing that (i) it will not rule on the determination of whether a financial instrument or position is a security under the Act; (ii) any earnings and profits paid out in the same taxable year as earned by a controlled foreign corporation to the Fund is treated as qualifying dividends; and (iii) that income inclusion by the Fund of its Subsidiary’s earnings would be treated as other qualifying income if derived with respect to the Fund’s business of investing in stock, securities, or currencies.

 

There can be no assurance that the IRS will not change its position that income derived from commodity-linked notes and wholly-owned subsidiaries is qualifying income. Furthermore, the tax treatment of commodity-linked notes, other commodity-linked derivatives, and the Fund’s investments in the Subsidiary may otherwise be adversely affected by future legislation, court decisions, Treasury Regulations and/or guidance issued by the IRS. Such developments could affect the character, timing and/or amount of the Fund’s taxable income or any distributions made by the Fund or result in the inability of the Fund to operate as described in its prospectus.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    65


Notes to Financial Statements (Cont.)

 

 

 

If, during a taxable year, the Subsidiary’s taxable losses (and other deductible items) exceed its income and gains, the net loss will not pass through to the Fund as a deductible amount for income tax purposes. In the event the Subsidiary’s taxable gains exceed its losses and other deductible items during a taxable year, the net gain will pass through to the Fund as ordinary income for Federal income tax purposes.

 

The Fund’s investment strategy will potentially be limited by its intention to qualify and be eligible for treatment as a regulated investment company, and can limit the Fund’s ability to qualify and be treated as such. The tax treatment of certain of the Fund’s investments under one or more of the qualification or distribution tests applicable to regulated investment companies is uncertain. An adverse determination or future guidance by the IRS or a change in law might affect the Fund’s ability to qualify or be eligible for treatment as a regulated investment company, which could, among other things, negatively affect the Fund’s share price, before- and after-tax performance, distribution rate (including a reduction in dividends) and/or its ability to achieve its investment objectives and could cause losses to the Fund (including, but not limited to, circumstances where the Fund is required to pay a Fund level tax, back taxes and/or tax penalties), as described more fully in the paragraph below.

 

The Fund invests in total return swaps linked to the securities of MLPs. Such strategy is relatively novel and the treatment of the Fund’s investments in such total return swaps under one or more of the tests the Fund must meet to qualify as a regulated investment company is unclear. It is possible that the IRS or a court could regard the Fund’s investments in such total return swaps as preventing the Fund from qualifying as a regulated investment company. Based on consultation with legal counsel, the Fund believes that, as implemented, its investment strategy should be consistent with the Fund’s qualification and eligibility for treatment as a regulated investment company. If the IRS were to challenge successfully the Fund’s position, the Fund could be required to pay a Fund-level tax, back taxes and/or tax penalties in order to maintain its qualification as a regulated investment company, or could fail to qualify as a regulated investment company (in which case the Fund would be subject to tax on its taxable income at corporate rates and could be subject to back taxes and/or tax penalties). In such event, the Fund may be required to change its investment strategies, pay a Fund level tax, back taxes and/or tax penalties and sell securities or other instruments at a time or in a manner unfavorable to the Fund.

 

Any such sales may cause the Fund to sell securities or instruments that otherwise may be favorable for the Fund, bear other adverse consequences (such as incurring short term capital gain on sales or unwinding of positions that were intended to be held for longer periods) and/or incur transaction costs. As such, such a failure to qualify for regulated investment company status could, among other things, negatively affect the Fund’s share price, before- and after-tax performance, distribution rate (including a reduction in dividends) and/or its ability to achieve its investment objectives and could cause losses to the Fund (including, but not limited to, circumstances where the Fund is required to pay a Fund level tax, back taxes and/or tax penalties).

 

Distributions received from the Fund’s investments in MLPs generally are treated as partnership return of capital under the Code, and as such, it is Management’s current determination that the distributions received from its MLP investments will compromise entirely of return of capital based on historical and present information available from such MLP partnerships.

 

66   PIMCO CLOSED-END FUNDS    


(Unaudited)

December 31, 2019

 

Under the Regulated Investment Company Modernization Act of 2010, a fund is permitted to carry forward any new capital losses for an unlimited period. Additionally, such capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term under previous law.

 

As of its last fiscal year ended June 30, 2019, the Fund had the following post-effective capital losses with no expiration (amounts in thousands):

 

          Short-Term     Long-Term  

PIMCO Energy and Tactical Credit Opportunities Fund

    $     0     $     0  

 

  

A zero balance may reflect actual amounts rounding to less than one thousand.

 

As of December 31, 2019, the aggregate cost and the net unrealized appreciation/(depreciation) of investments for Federal income tax purposes are as follows (amounts in thousands):

 

Federal Tax
Cost
    Unrealized
Appreciation
    Unrealized
(Depreciation)
    Net Unrealized
Appreciation/
(Depreciation)(1)
 
$     1,109,838     $     55,627     $     (94,849)     $     (39,222)  

 

  

A zero balance may reflect actual amounts rounding to less than one thousand.

(1) 

Primary differences, if any, between book and tax net unrealized appreciation/(depreciation) are attributable to wash sale loss deferrals for Federal income tax purposes.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    67


Glossary: (abbreviations that may be used in the preceding statements)

 

(Unaudited)

 

Counterparty Abbreviations:            
BOA   

Bank of America N.A.

  JPM  

JP Morgan Chase Bank N.A.

 
BOS   

BofA Securities, Inc.

  MAC  

Macquarie Bank Limited

 
BPS   

BNP Paribas S.A.

  MYC  

Morgan Stanley Capital Services LLC

 
BRC   

Barclays Bank PLC

  MYI  

Morgan Stanley & Co. International PLC

 
CBK   

Citibank N.A.

  NOM  

Nomura Securities International Inc.

 
FAR   

Wells Fargo Bank National Association

  RDR  

RBC Capital Markets LLC

 
FICC   

Fixed Income Clearing Corporation

  RYL  

NatWest Markets Plc

 
GST   

Goldman Sachs International

  SSB  

State Street Bank and Trust Co.

 
HUS   

HSBC Bank USA N.A.

  TDM  

TD Securities (USA) LLC

 
IND   

Crédit Agricole Corporate and Investment Bank S.A.

  UAG  

UBS AG Stamford

 
Currency Abbreviations:            
CAD   

Canadian Dollar

  GBP  

British Pound

 
EUR   

Euro

  USD (or $)  

United States Dollar

 
Exchange Abbreviations:            
OTC   

Over the Counter

     
Index/Spread Abbreviations:            
AMNAX   

Alerian Midstream Energy Total Return Index

  EURMARGIN  

European Refined Margin

 
BRENT   

Brent Crude

  EUROBOBCO  

Margin Eurobob Gasoline vs. Brent

 
EBOBFUEL   

Argus Eurobob Oxy Gasoline

  LIBOR03M  

3 Month USD-LIBOR

 
Other Abbreviations:            
LIBOR   

London Interbank Offered Rate

  TBA  

To-Be-Announced

 
OIS   

Overnight Index Swap

  TBD%  

Interest rate to be determined when loan settles or at the time of funding

 
PIK   

Payment-in-Kind

  WTI  

West Texas Intermediate

 

 

68   PIMCO CLOSED-END FUNDS    


Changes to the Board of Trustees

 

(Unaudited)

 

Effective December 31, 2019, Bradford K. Gallagher resigned from his position as Trustee of the Fund.

 

  SEMIANNUAL REPORT   DECEMBER 31, 2019    69


General Information

 

Investment Manager

Pacific Investment Management Company LLC

650 Newport Center Drive

Newport Beach, CA 92660

 

Custodian

State Street Bank and Trust Company

801 Pennsylvania Avenue

Kansas City, MO 64105

 

Transfer Agent, Dividend Paying Agent and Registrar for Common Shares

American Stock Transfer & Trust Company, LLC

6201 15th Avenue

Brooklyn, NY 11219

 

Legal Counsel

Ropes & Gray LLP

Prudential Tower

800 Boylston Street

Boston, MA 02199

 

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

1100 Walnut Street, Suite 1300

Kansas City, MO 64106

 

This report is submitted for the general information of the shareholders of the Fund listed on the report cover.


LOGO

 

CEF4014SAR_123119


Item 2.

Code of Ethics.

The information required by this Item 2 is only required in an annual report on this Form N-CSR.

 

Item 3.

Audit Committee Financial Expert.

The information required by this Item 3 is only required in an annual report on this Form N-CSR.

 

Item 4.

Principal Accountant Fees and Services.

The information required by this Item 4 is only required in an annual report on this Form N-CSR.

 

Item 5.

Audit Committee of Listed Registrants.

The information required by this Item 5 is only required in an annual report on this Form N-CSR.

 

Item 6.

Schedule of Investments.

The information required by this Item 6 is included as part of the semiannual reports to shareholders filed under Item 1 of this Form N-CSR.

 

Item 7.

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

The information required by this Item 7 is only required in an annual report on this Form N-CSR.

 

Item 8.

Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

 

Item 9.

Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

None.

 

Item 10.

Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board of Trustees since the Fund last provided disclosure in response to this item.

 

Item 11.

Controls and Procedures.

 

  (a)

The principal executive officer and principal financial & accounting officer have concluded as of a date within 90 days of the filing date of this report, based on their evaluation of the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act), that the design of such procedures is effective to provide reasonable assurance that material information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms.

 

  (b)

There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the last fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

Item 12.

Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

The information required by this Item 12 is only required in an annual report on this Form N-CSR.


Item 13.

Exhibits.

 

  (a)(1)

Exhibit 99.CODE—Code of Ethics is not applicable for semiannual reports.

 

  (a)(2)

Exhibit 99.CERT—Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

  (a)(3)

None.

 

  (a)(4)

There was no change in the registrant’s independent public accountant for the period covered by the report.

 

  (b)

Exhibit 99.906CERT—Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


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.

 

 

PIMCO Energy and Tactical Credit Opportunities Fund

 

By:

 

/s/    Eric D. Johnson

 

   

Eric D. Johnson

   

President (Principal Executive Officer)

 

Date:

 

February 28, 2020

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/    Eric D. Johnson

 

   

Eric D. Johnson

   

President (Principal Executive Officer)

 

Date:

 

February 28, 2020

    

 

By:

 

/s/    Bradley Todd

 

   

Bradley Todd

   

Treasurer (Principal Financial & Accounting Officer)

 

Date:

 

February 28, 2020