ITEM 1.
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REPORTS TO STOCKHOLDERS.
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The Semi-Annual Report to Shareholders is filed herewith.
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Goldman Sachs Closed-End Funds
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Semi-Annual Report
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May 31, 2020
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MLP and Energy Renaissance Fund
MLP Income Opportunities Fund
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It is our intention that beginning on January 1, 2021, paper copies of the Funds annual and semi-annual
shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from a Fund or from your financial intermediary. Instead, the reports will be made available on a website, 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. At any time, you may elect to receive reports and certain communications from a Fund electronically by calling Computershare toll-free 1-855-807-2742, by
logging into your Investor Center account at www.computershare.com/investor and going to Communication Preferences or by contacting your financial intermediary.
You may elect to receive all future shareholder reports in paper free of charge by calling Computershare toll-free 1-855-807-2742, by logging into your
Investor Center account at www.computershare.com/investor and going to Communication Preferences or by contacting your financial intermediary. Your election to receive reports in paper will apply to all Goldman Sachs Funds in which you
are invested and may apply to all funds held with your financial intermediary.
Goldman Sachs Closed-End Funds
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MLP AND ENERGY RENAISSANCE FUND
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MLP INCOME OPPORTUNITIES FUND
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NOT FDIC-INSURED
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May Lose Value
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No Bank Guarantee
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Proposed Reorganization of Goldman Sachs Closed-End Funds
On June 10, 2020, Goldman Sachs Asset Management (GSAM),
investment adviser for the Goldman Sachs MLP and Energy Renaissance Fund (GER) and the Goldman Sachs MLP Income Opportunities Fund (GMZ), announced that the Board of Trustees of each Fund has approved an Agreement and Plan of Reorganization (the
Plan of Reorganization) providing for the reorganization of GMZ with and into GER (the Reorganization), to be considered by shareholders of the Funds at a joint special meeting of shareholders expected to be held in the third
quarter of 2020.
The shareholders of GMZ will be asked to approve the Plan of Reorganization and the shareholders of GER will be asked to approve the
issuance of shares by GER in connection with the Reorganization. The Boards of Trustees and GSAM believe that the Reorganization is in the best interests of the shareholders of each Fund.
The key terms of the Reorganization, subject to shareholder approval, include:
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GMZ will transfer of all of its assets to GER in exchange for shares of GER having an aggregate net asset value
(NAV) equal to the NAV of GMZ as of the close of regular trading on the New York Stock Exchange on the business day immediately preceding the closing date and the assumption by GER of all of the liabilities of GMZ. Shares of GER received
by GMZ will be distributed to the shareholders of GMZ in complete liquidation of GMZ.
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As the surviving Fund, the investment objective, strategies and restrictions of GER will remain unchanged.
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It is currently anticipated that the Reorganization will conclude in the third calendar quarter of 2020, subject to obtaining GMZ and GER
shareholder approval, compliance with all regulatory requirements and satisfaction of customary closing conditions.
1
MARKET REVIEW
Goldman Sachs Closed-End Funds
Market Review
Energy-related assets broadly sold off during the six-month period ended May 31, 2020 (the Reporting Period). Energy infrastructure master
limited partnerships (MLPs) generally, as measured by the Alerian MLP Index,1 produced a total return of -24.26%, while higher-yielding energy
infrastructure MLPs, as measured by the Cushing® MLP High Income Index,2 generated a total return of -29.90%. The broader midstream3 sector, as measured by the Alerian Midstream Energy Index4 (AMNA Index) (which includes both energy MLPs and C
corporations), generated a total return of -22.16%.
In December 2019, when the Reporting Period began, the growth outlooks for both the U.S. shale industry
and the global economy were positive and rather stable. Conditions abruptly changed in early 2020 with the emergence and spread of a novel coronavirus (COVID-19) and the start of a crude oil producer price war, which together created a
more challenging and uncertain global environment for the energy markets and for energy-related equities.
The energy markets experienced unprecedented
weakness during the first quarter of 2020, driven by two factors. The first was a demand-side shock, as quarantine efforts and travel restrictions implemented to reduce the spread of COVID-19 led to a sharp drop in demand. The second was a
supply-side shock, as the Organization of the Petroleum Exporting Countries (OPEC) and Russia failed to reach an agreement on production cuts and entered into a crude oil price war, which ultimately added supply to an already
oversupplied market. Crude oil prices fell, with the prices of West Texas Intermediate (WTI) and Brent crude oil declining approximately 25% and 24%, respectively, on March 9th, the first trading day after OPEC+ talks
collapsed.5 (OPEC+ is composed of OPEC countries and non-OPEC oil producing countries, most notably Russia.) Crude oil prices then continued to trend down, fueled by market uncertainty about
demand given the global economic impact of COVID-19 as well as by shorter-term concerns around U.S. storage constraints.
As for energy-related equities,
they sold off during the first quarter of 2020 driven by investor concerns about the ultimate impact of the simultaneous demand-side and supply-side shocks on the U.S. shale industry. We believe the sell-off was exacerbated in the midstream sector
by technical selling, as closed-end funds de-levered to reduce volatility and, in some cases, to maintain compliance with leverage covenants. We estimate more than $3 billion in holdings were sold by closed-end funds during the first 15 trading days
of March.6 Midstream equities were also pressured during the first calendar quarter by the magnitude of uncertainty within the equities and energy markets broadly, even though midstream cash flows
are largely volume based, and less sensitive to commodity price fluctuations, and contractual agreements are likely, in our opinion, to manage one-to-one exposure between midstream cash flows and volume declines. In response to severe commodity
price weakness during the first calendar quarter, a number of midstream companies announced plans to strengthen their balance sheets, with some cutting distribution payout levels and many reducing their expected capital expenditures for 2020. In
most cases, these actions were rewarded by investors through higher equity prices.
In April 2020, the energy market and energy-related equities experienced
some relief, as the crude oil price war appeared to reach a resolution. OPEC+ members met, starting on April 9th, and proposed their largest ever production cut of 9.7 million barrels per day on April 12th.7 Saudi Arabia subsequently deepened its commitment to the production cut, reducing output by an additional one million barrels per day through June 2020. Meanwhile, several other countries, including
Norway, the United Arab Emirates and Kuwait, announced voluntary production cuts, pledging to take more production offline in an effort to manage global oversupply. Despite the April OPEC+ production agreement, significant crude oil oversupply
led to logistical issues and storage
1
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Source: Alerian. The Alerian MLP Index is the leading gauge of energy infrastructure MLPs. The capped, float-adjusted, capitalization-weighted index, whose constituents earn the majority of their cash flow from
midstream activities involving energy commodities, is disseminated real-time on a price-return basis (AMZ) and on a total-return basis (AMZX). It is not possible to invest directly in an unmanaged index.
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2
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Source: Cushing® Asset Management. The Cushing® MLP High Income Index tracks the performance of 30
publicly traded energy and shipping MLP securities with an emphasis on current yield. It is not possible to invest directly in an unmanaged index.
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3
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The midstream component of the energy industry is usually defined as those companies providing products or services that help link the supply side (i.e., energy producers) and the demand side (i.e., energy end-users for
any type of energy commodity. Such midstream businesses can include, but are not limited to, those that process, store, market and transport various energy commodities.
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4
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Source: Alerian. The Alerian Midstream Energy Index is a composite of North American energy infrastructure companies. It is a capped, float-adjusted, capitalization-weighted index, whose constituents earn the majority
of their cash flow from midstream activities involving energy commodities, is disseminated real-time on a price-return basis (AMNA), total-return basis (AMNAX) and net total return basis (AMNAN). It is not possible to invest directly in an unmanaged
index.
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5
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Source of crude oil price data: Bloomberg.
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Source of sales data: Bloomberg and U.S. Capital Advisors.
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7
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Source of production cut data: OPEC and Bloomberg.
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2
MARKET REVIEW
capacity constraints in the U.S. that same month, resulting in unprecedentedly low WTI crude oil prices and negative WTI futures contracts for the first time in history. Midstream equities
remained relatively resilient during the month, as we believe many investors looked past transient supply-side issues and instead valued equities on longer-dated commodity price expectations.
In May 2020, market expectations about the supply-demand gap started to narrow, as crude oil demand improved relative to the troughs seen in early April and
global supply levels began to react to lower prices in the marketplace. In particular, production cuts by OPEC+ members, as well as market-driven reductions in U.S. production, slowed inventory builds relative to their April levels. The U.S.
Energy Information Administration estimated that from the end of March 2020 through the end of the Reporting Period, approximately 1.8 million barrels per day of U.S. production was taken offline. By the end of the Reporting Period, future
production activity indicators, specifically rig counts, were down 67%8 from their March 2020 peak, while 2021 capital expenditure expectations for exploration and production companies were down
39%9 since the beginning of the calendar year. As a result, supply in the physical crude oil market showed signs of tightening in May, allowing prices to rebound from their prior month lows.
Energy-related equities, particularly midstream equities, experienced a meaningful recovery by the end of the Reporting Period, with the Alerian MLP Index and the AMNA Index rising 110% and 80%, respectively, from their lows on March 18th.
Looking Ahead
At the end of the
Reporting Period, we thought the midstream sector would continue to be subject to uncertainties created by COVID-19 and the performance of energy-related equities would continue to be driven largely by investor sentiment for the near term. In our
view, higher-risk companies might see short-term outperformance during periods of risk on sentiment, or reduced risk aversion, but we believed large cap, high quality midstream companies were most likely to perform well over the longer
term given their asset and counterparty diversification, stronger balance sheets and better corporate governance particularly related to their capital allocation strategies. As a result, we planned to continue focusing the Goldman
Sachs Closed-End Funds (the Funds) investments on companies we believed would potentially provide the best long-term, risk-adjusted returns.
As for the energy markets, we expected significant curtailments in global upstream10 capital expenditures,
as well as production shut-ins,11 which in some cases might be permanent, to possibly result in an undersupplied crude oil market, assuming that demand returns to pre-COVID-19 levels. In this
scenario, international Brent crude oil prices might have to rise to more than $50 per barrel to incentivize many non-OPEC producers to supply crude oil and meet recovering demand. Meanwhile, many OPEC producers require even higher Brent crude oil
prices to balance their fiscal budgets. As a result, we believed Brent crude oil prices in the $30 to $40 per barrel range at the end of the Reporting Period would be untenable in the long run.
We believed U.S. crude oil production might be well positioned to grow again, albeit at a more moderate rate, as global crude oil demand begins to normalize
with the gradual opening of economies following the COVID-19-driven shutdown. At the end of the Reporting Period, we estimated that longer-term U.S. production would be between 10 and 12 million barrels per day. In our opinion, this level of
domestic crude oil production should continue to support pipeline and transportation assets owned and operated by the midstream companies in which the Funds invest.
At the end of the Reporting Period, we did not expect widespread bankruptcies among exploration and production companies, given that crude oil prices were in
the $30 to $40 per barrel range. However, we thought crude oil prices were too low for many of these businesses to be profitable. Therefore, we believed consolidation and select bankruptcies in the industry were possible. Depending on the duration
and ultimate impact of COVID-19, distressed smaller-cap companies with attractive acreage may become targets for larger companies with healthier balance sheets. We thought this activity may well have a few benefits for the U.S. exploration and
production industry in the long term, including improved economies of scale and cleaner balance sheets,
10
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The upstream component of the energy industry is usually defined as those operations stages in the oil and gas industry that involve exploration and production. Upstream operations deal primarily with the exploration
stages of the oil and gas industry, with upstream firms taking the first steps to first locate, test and drill for oil and gas. Later, once reserves are proven, upstream firms will extract any oil and gas from the reserve.
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11
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A shut-in is the implementation of a production cap set lower than the available output of a specific site.
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MARKET REVIEW
along with greater capital discipline from the consolidators, who may be more likely to focus on shareholder returns instead of production for productions sake.
Concerning natural gas, we believed at the end of the Reporting Period that the decline in U.S. production would prove beneficial for prices, which have been
under pressure during the last several years as growing U.S. crude oil production flooded the market with associated gas (a byproduct of crude oil drilling). Longer term, U.S. natural gas pricing may actually benefit from the drop in associated gas
production in crude-focused basins, in our view. In addition, we thought the decline in production might help some distressed U.S. natural gas producers and their counterparties, especially in areas like the Marcellus and Utica Shales.
Since the end of the reporting period there have been several legal actions taken regarding large pipeline developments. First, in conjunction with the sale of
its natural gas transmission assets to Berkshire Hathaway, Dominion Energy cancelled the Atlantic Coast Pipeline project that it had been developing for over 6 years. The long-haul natural gas pipeline joint-venture between Dominion Energy and Duke
Energy Corp was facing a number of legal hurdles regarding its ability to cross the Appalachian Trail, and its developers ultimately chose to abandon the project despite having spent nearly an estimated $8 billion in development. Next, the Supreme
Court blocked a lower court ruling which would have made it much more difficult to get permits for water crossings by pipelines under development. We believe this positively effects the outcome for numerous projects under development including ones
by Kinder Morgan and Equitrans Midstream. Lastly, in a surprise ruling, a DC Circuit judge ruled that the Dakota Access Pipeline (which delivers Bakken crude to Midwest hubs and has been in operation since 2017) must be shut down until the Army Corp
of Engineers can prepare a full environmental impact statement. The developers of the pipeline, including Energy Transfer, have indicated they will appeal the ruling in order to avoid shutting down the pipeline.
While the COVID-19 pandemic and crude oil price war created significant stress in the energy markets during the Reporting Period, we believed these simultaneous
events along with heightened legal requirements for large projects also accelerated the energy infrastructure sectors transformation from a growth-at-all-costs model to one focused on capital discipline, with companies cutting
capital expenditures and costs, which we think can potentially benefit the sector long term. Investors, in our opinion, were no longer fixated on dividends and distributions at the end of the Reporting Period. Rather, they were focused on free cash
flow, which is simply the difference between cash from operations and capital expenditures. Looking into 2021, we considered free cash flow expectations for the midstream sector, which were above 20%, quite healthy. This positive free cash flow
outlook was a result of the capital allocation strategies employed by midstream management teams in response to COVID-19 driven weakness, including reductions in capital expenditure plans, which reflected the new operating environment. Over the long
term, we believed the largely volume-driven, contracted cash flows for U.S. midstream companies, coupled with this new conservative approach to capital allocation, should manage a one-to-one exposure of midstream cash flows with volume declines,
which is similar to what occurred during the period between 2014 and 2016. Therefore, at the end of the Reporting Period, we continued to focus the Funds investments in companies we deemed to be of high quality, with what we viewed as strong
balance sheets, limited counterparty risk and attractive asset profiles. These were the companies we believed to be best positioned to outperform in the long term.
4
PORTFOLIO RESULTS
Goldman Sachs MLP and Energy Renaissance Fund
Investment Objective and Principal Strategy
The Fund seeks a high level of total return with an emphasis on current distributions to shareholders. The
Fund seeks to achieve its investment objective by investing primarily in master limited partnership (MLP) and other energy investments. The Fund intends to selectively use leverage to seek to achieve its investment objective. It
concentrates its investments in the energy sector, with an emphasis on midstream MLP investments. Under normal market conditions, the Fund will invest at least 80% of its managed assets in MLPs and other energy investments. The Funds MLP
investments may include, but are not limited to, MLPs structured as limited partnerships (LPs) or limited liability companies (LLCs); MLPs that are organized as LPs or LLCs, but taxed as C corporations; equity
securities that represent an indirect interest in an MLP issued by an MLP affiliate, including institutional units and MLP general partner or managing member interests; C corporations whose predominant assets are interests in MLPs; MLP
equity securities, including MLP common units, MLP subordinated units, MLP convertible subordinated units and MLP preferred units; private investments in public equities issued by MLPs; MLP debt securities; and other U.S. and non-U.S. equity and
fixed income securities and derivative instruments that provide exposure to the MLP market, including pooled investment vehicles that primarily hold MLP interests and exchange-traded notes. The Funds other energy investments may include equity
and fixed income securities of U.S. and non-U.S. companies other than MLPs that (i) are classified by a third party as operating within the oil and gas storage, transportation, refining, marketing, drilling, exploration or production
sub-industries or (ii) have at least 50% of their assets, income, sales or profits committed to, or derived from, the exploration, development, production, gathering, transportation (including marine), transmission, terminal operation,
processing, storage, refining, distribution, mining or marketing of natural gas, natural gas liquids (including propane), crude oil, refined petroleum products, coal, electricity or other energy sources, energy-related equipment or services.
Portfolio Management Discussion and Analysis
Below, the Goldman Sachs Energy and Infrastructure Team discusses the Goldman Sachs MLP and Energy Renaissance Funds (the Fund) performance and
positioning for the six-month period ended May 31, 2020 (the Reporting Period).
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How did the Fund perform during the Reporting Period?
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A
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During the Reporting Period, the Funds cumulative total return based on its net asset value (NAV) was -70.95%. The Funds cumulative total return based on market price was -74.25% for the same
period. By way of reference, the Alerian MLP Index1 had a cumulative total return of -24.26% during the Reporting Period. In comparison, the
Cushing® MLP High Income Index2 had a cumulative total return of -29.90% for the Reporting Period.
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The Funds NAV was $4.12 when the Reporting Period began on December 1, 2019. On March 9, 2020,
the Funds NAV dropped to $1.01 amid increased energy market volatility driven by the collapse of talks between the Organization of the Petroleum Exporting Countries (OPEC) and Russia about crude oil production cuts, which sparked a
price war. As the price war intensified, the Fund effected a 9-for-1 reverse share split for the Funds issued and outstanding common shares effective after the market close on April 13, 2020. The Funds common shares began trading on
a split-adjusted basis when the market opened on April 14, 2020. At the end of the Reporting Period, the Funds NAV was $10.08, and its market price was $8.47.
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1
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The Alerian MLP Index is the leading gauge of energy infrastructure MLPs. The capped, float-adjusted, capitalization-weighted index, whose constituents earn the majority of their cash flow from midstream activities
involving energy commodities, is disseminated real-time on a price-return basis (AMZ) and on a total-return basis (AMZX). It is not possible to invest directly in an index.
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2
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Source: Cushing® Asset Management. The Cushing® MLP High Income Index tracks the performance of 30
publicly traded energy and shipping MLP securities with an emphasis on current yield. It is not possible to invest directly in an index.
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5
PORTFOLIO RESULTS
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What was the Funds current distribution rate at the end of the Reporting Period?
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During the Reporting Period the Fund declared two quarterly distributions. On February 7, 2020, the Fund declared a quarterly distribution of $0.16 per share, which matches the quarterly distribution declared on
November 20, 2019. A second quarterly distribution of $0.155 per share was announced on May 8th, following the 9-for-1 reverse share split mentioned above. That distribution, adjusted for the Funds new number of issued and
outstanding common shares, represented a distribution cut of 89.2%. We set the Funds new distribution at a level we believed would be sustainable over the long term, without the Fund relying on the use of leverage. As of May 31, 2020, the
Funds current annualized distribution rate based on its NAV was 6.15%. The Funds current annualized distribution rate based on its market price was 7.32% on May 31, 2020.
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What key factors were responsible for the Funds performance during the Reporting Period?
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A
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Security selection and severe weakness in the energy markets drove the Funds performance during the Reporting Period.
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In terms of its exposures, the Fund was negatively impacted by positions in the gathering and processing and the
petroleum pipeline transportation subsectors.3 Both subsectors were hurt by extreme volatility in crude oil prices, which suffered from the global demand destruction associated with efforts to
contain a novel coronavirus (COVID-19) and a supply shock stemming from a price war between OPEC and Russia.
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Additionally, in early to mid-March 2020, weakness in commodity prices and in midstream4 equities caused significant distress for the Fund, which, like other energy-related closed-end funds, has historically employed leverage in an effort to increase total returns. In an up market,
leverage can increase total return potential. However, it can extend losses in down markets. During early March, the use of leverage significantly impaired the Funds NAV. On March 9th, the first trading day following the collapse of the
OPEC+ production curtailment agreement, we decided to effectively eliminate the Funds leverage, as we sought to reduce the Funds overall risk profile amid near-term uncertainty. (OPEC+ is composed of OPEC and non-OPEC oil
producing countries, most notably Russia.) The costs of terminating the Funds fixed-rate borrowings had a materially negative impact on the Funds NAV when the leverage was removed. As a result, the use of leverage and the subsequent
termination of fixed-rate borrowings during the Reporting Period detracted from the Funds performance.
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What individual holdings detracted from the Funds performance during the Reporting Period?
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A
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Positions in DCP Midstream LP, Targa Resources Corp. and PBF Logistics LP detracted from the Funds returns during the Reporting Period.
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The Funds top detractor was DCP Midstream LP (DCP), one of the largest natural gas gatherers in North
America and a top producer and primary marketer of natural gas liquids. Severe weakness in the energy markets led to a steep decline in DCPs stock price, largely, we believe, because of the companys high leverage and direct commodity
exposure relative to many of its peers. DCPs management team responded to the sell-off with a 50% distribution cut, a 75% reduction in 2020 capital expenditures and an announcement of additional cost savings initiatives in an effort to
strengthen the companys balance sheet. Although DCPs capital discipline was generally viewed positively, we believe the market remained concerned about the companys ability to decrease leverage given a reduction in producer
activity and weak commodity prices. We sold the Funds position in DCP during March 2020 and reallocated the proceeds to companies we believed had comparatively stronger balance sheets and less commodity price sensitivity.
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Another leading detractor from Fund performance was Targa Resources Corp. (TRGP), an independent midstream
services provider that is primarily engaged in gathering, storing, processing and transporting crude oil, natural gas and refined petroleum products. During the Reporting Period, TRGPs high leverage profile compared to its peers, the
companys concentrated customer base and its commodity price sensitivity drove a sell-off in its stock price, as commodity prices tumbled due to COVID-19. During the last two years, TRGP has been implementing a large capital expenditure
program, and most market observers expected the company to improve its leverage metrics as projects came online. However, because of the OPEC-Russia price war and falling global demand, the timeline for de-leveraging was extended.
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3
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Sector and subsector allocations are defined by GSAM and may differ from sector allocations used by the Alerian MLP Index.
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4
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The midstream component of the energy industry is usually defined as those companies providing products or services that help link the supply side (i.e., energy producers) and the demand side (i.e., energy end-users for
any type of energy commodity. Such midstream businesses can include, but are not limited to, those that process, store, market and transport various energy commodities.
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PORTFOLIO RESULTS
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Its management announced plans to reduce the companys capital expenditure budget and cut its dividend by 89% to shore up the companys balance sheet. We eliminated the Funds
position in TRGP during the Reporting Period as we sought to reduce risk exposure given severe market uncertainty. The proceeds were reallocated to companies with what we considered comparatively stronger balance sheets, less commodity price
sensitivity and greater asset diversity.
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The Fund was also hurt by a position in PBF Logistics LP (PBFX), which owns, leases, operates, develops and
acquires crude oil and refined petroleum products, terminals, pipelines and storage facilities. PBFXs stock price suffered as a result of refined product demand destruction stemming from COVID-19 containment efforts. In addition, PBFX was
negatively impacted by investor uncertainty around the companys affiliate and primary counterparty PBF Energy (PBF), which had exposure to gasoline, diesel and jet fuel amid worsening refining conditions. The PBFX management team took several
steps in response to the stock price weakness, including a 42% quarterly distribution cut and reductions in capital expenditures and operating expenses. PBFX also announced it would use its excess cash to decrease leverage and improve its
distribution coverage ratio.5 We trimmed the Funds position in PBFX during the Reporting Period to increase exposure to what we believed to be higher quality companies with more diverse
customer bases and greater trading liquidity.
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Q
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What individual holdings added to the Funds performance during the Reporting Period?
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A
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During the Reporting Period, the Funds investments in Williams Companies, Magellan Midstream Partners, LP and Antero Midstream Corp. contributed positively to performance.
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The Funds top contributor was Williams Companies (WMB), an energy infrastructure company primarily focused
on gathering, processing, interstate transportation and storage of natural gas and natural gas liquids. WMBs favorable asset base, natural gas-focused revenue stream and C corporation structure led it to outperform during the
severe market stress following the collapse of OPEC+ production cut negotiations. WMB owns one of the most extensive natural gas pipeline systems in the U.S., TranContinental Pipeline (Transco), which serves key demand regions along
the U.S. eastern seaboard. The market-dictated reductions in U.S. crude oil production and associated gas (a byproduct of oil production) helped to improve natural gas supply-demand dynamics, which was supportive for natural gas prices. The
improvement in natural gas prices helped WMBs gathering and processing segment through the resulting reduction in counterparty credit risk, which had previously weighed on WMBs equity price performance. The defensive nature of Transco,
along with improving natural gas fundamentals, also helped WMB add to the Funds performance during the Reporting Period.
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The Funds performance was further bolstered by its position in Magellan Midstream Partners, LP (MMP),
which engages in the transportation, storage and distribution of refined petroleum products and crude oil. MMP performed better than many of its midstream peers due to its strong corporate governance, disciplined capital allocation policies, healthy
balance sheet and demand-pull business model, which positioned MMP to endure the volatile market conditions.
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Another notable positive contributor during the Reporting Period was Antero Midstream Corp. (AM), a provider of
integrated and customized midstream services primarily engaged in gathering and compression, water distribution, fractionation and pipeline safety services. In 2019, persistent natural gas price weakness significantly stressed AMs parent
company, Antero Resources Corp. (AR), whose share price declined approximately 70% during that calendar year. Investor concerns about a potential bankruptcy raised questions about AR and AMs contracts, putting pressure on AMs share
price. On December 9, 2019, AM announced plans to repurchase $100 million of shares from AR and signed a growth incentive fee program with AR, which encouraged greater use of AMs assets in exchange for volume-based discounts. AMs
equity price rallied on the announcement, as the agreement eased investor concerns around the potential restructuring of ARs fees with AM.
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After the stock appreciated, we took advantage of the strength to sell the Funds position in AM given ongoing weakness in natural gas prices and based on our belief that AR continued to face bankruptcy risk.
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Q
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Were there any notable purchases or sales during the Reporting Period?
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A
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Among notable purchases during the Reporting Period were WMB and MMP, each mentioned above. We established
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5
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The distribution coverage ratio is an energy MLPs distributable cash flow divided by the total amount of distributions it has paid out. It is an indication of an energy MLPs ability to maintain its current
cash distribution level.
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7
PORTFOLIO RESULTS
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both positions in an effort to increase the Funds exposure to what we saw as high quality midstream companies during a period of severe market uncertainty driven by COVID-19. In our view,
WMB and MMP have premier asset exposure and strong balance sheets relative to their peers.
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As noted earlier, we eliminated the Funds investments in DCP and TRPG in an effort to reduce risk. We
replaced these holdings with positions in companies that had what we viewed as comparatively stronger balance sheets and less commodity price sensitivity.
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Q
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How did the Fund use derivatives and similar instruments during the Reporting Period?
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A
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During the Reporting Period, the Fund did not use derivatives or similar instruments.
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Q
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How did the Fund use leverage during the Reporting Period?
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A
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The Fund is permitted to obtain leverage using any form or combination of financial leverage instruments, including through funds borrowed from banks or other financial institutions (i.e., a credit facility), margin
facilities or notes issued by the Fund and the leverage attributable to similar transactions entered into by the Fund, and it reserves the right to obtain leverage to the extent permitted by the Investment Company Act of 1940.
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At the beginning of the Reporting Period, the Fund obtained leverage through a fixed/floating rate margin loan
facility with a major financial institution. During December 2019, we reduced the Funds leverage from approximately 38% of its managed assets to approximately 35% by the end of the calendar year. We continued reducing the Funds leverage
during the first two months of 2020, as market uncertainties around COVID-19 started to take shape. The Fund held leverage representing approximately 25% of its managed assets heading into the March OPEC+ meeting. After the agreement to curtail
production collapsed at the meeting, we decided to terminate the Funds leverage, as we sought to reduce the Funds overall risk profile amid near-term uncertainty created by COVID-19-related demand destruction and the start of a producer
price war between OPEC nations and Russia. The costs of terminating the Funds fixed-rate borrowings had a materially negative impact on the Funds NAV when the leverage was removed on March 9, 2020. As a result, the use of leverage
and its subsequent termination detracted from the Funds performance during the Reporting Period overall.
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8
FUND BASICS
Goldman Sachs MLP and Energy Renaissance Fund
as of May 31, 2020
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|
|
|
FUND SNAPSHOT
|
|
|
|
|
|
|
As of May 31, 2020
|
|
|
|
|
|
|
|
|
Net Asset Value (NAV)1
|
|
$
|
10.08
|
|
|
|
Market Price1
|
|
$
|
8.47
|
|
|
|
Premium (Discount) to NAV2
|
|
|
-15.97
|
%
|
|
|
Leverage3
|
|
|
0.00
|
%
|
|
|
Distribution Rate NAV4
|
|
|
6.15
|
%
|
|
|
Distribution Rate Market Price4
|
|
|
7.32
|
%
|
1
|
|
The Market Price is the price at which the Funds common shares are trading on the NYSE. The Market Price of the Funds common shares will fluctuate and, at the time of sale, common shares may be worth more or
less than the original investment or the Funds then current net asset value (NAV). The NAV is the market value of one share of the Fund. This amount is derived by dividing the total value of all the securities in the Funds
portfolio, plus any other assets, less any liabilities, by the number of Fund shares outstanding. The Fund cannot predict whether its common shares will trade at, above or below NAV. Shares of closed-end
investment companies frequently trade at a discount from their NAV, which may increase investors risk of loss.
|
2
|
|
The premium/discount to NAV is calculated as the market price divided by the NAV of the Fund minus 1, expressed as a percentage. If this value is positive, the Fund is trading at a premium to its NAV. If the value is
negative, the Fund is trading at a discount to its NAV.
|
3
|
|
The Fund is permitted to obtain leverage using any form or combination of financial leverage instruments, including through funds borrowed from banks or other financial institutions (i.e., a credit facility), margin
facilities or notes issued by the Fund and the leverage attributable to similar transactions entered into by the Fund. The Funds use of leverage through a credit facility is calculated as a percentage of the Funds Managed Assets. Managed
Assets are defined as total assets of the Fund (including assets attributable to borrowings for investment purposes) minus the sum of the Funds accrued liabilities (other than liabilities representing borrowings for investment purposes).
|
4
|
|
The Distribution Rate is calculated by annualizing the most recent distribution amount declared divided by the most recent closing Market Price or NAV. The Distribution Rate is subject to change and is not an indication
of Fund performance. A portion of the Funds distributions will likely be treated for tax purposes as a return of capital. A return of capital is not taxable and results in a reduction in the tax basis of a shareholders investment. The
final determination regarding the nature of the distributions will be made after the end of the Funds fiscal year when the Fund can determine its earnings and profits. The final tax status of the distribution may differ substantially and will
be made available to shareholders after the close of each calendar year. The proportion of distributions that are treated as taxable distributions may also vary and/or increase in future years. The ultimate composition of these distributions may
vary due to a variety of factors including projected income and expenses, depreciation and depletion, and any tax elections made by the underlying MLP Investments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PERFORMANCE REVIEW
|
|
|
|
|
|
|
|
December 1, 2019May 31, 2020
|
|
Fund Total Return
(based on NAV)5
|
|
|
Fund Total Return
(based on Market Price)5
|
|
|
|
|
|
|
|
Common Shares
|
|
|
-70.95
|
%
|
|
|
-74.25
|
%
|
5
|
|
Total returns are calculated assuming purchase of a share at the market price or NAV on the first day and sale of a share at the market price or NAV on the last day of each period reported. Dividends and distributions,
if any, are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Funds dividend reinvestment plan. The Total Returns based on NAV and Market Price do not reflect brokerage commissions or sales charges in
connection with the purchase or sale of Fund shares, which if included would lower the performance shown above. The NAV used in the Total Return calculation includes all management fees, interest expense (if any) and operating expenses incurred by
the Fund. Operating expenses include custody, accounting and administrative services, professional fees, transfer agency fees, registration, printing and mailing costs and Trustee fees. Total returns for periods less than one full year are not
annualized.
|
The returns set
forth in the tables above represent past performance. Past performance does not guarantee future results. The Funds investment returns and principal value will fluctuate. Current performance may be lower or higher than the performance quoted
above. Please visit our web site at www.GSAMFUNDS.com/CEF to obtain the most recent month-end returns. Closed-end funds, unlike
open-end funds, are not continuously offered. Once issued in a public offering, shares of closed-end funds are traded in the open market through a stock exchange.
9
FUND BASICS
|
|
|
|
|
|
|
|
|
|
|
TOP TEN HOLDINGS AS OF 5/31/20
|
|
|
|
|
|
|
Holding
|
|
% of Net Assets
|
|
|
Line of Business
|
|
|
|
|
|
|
Magellan Midstream Partners LP
|
|
|
12.7
|
%
|
|
Pipeline Transportation | Petroleum
|
|
|
Enterprise Products Partners LP
|
|
|
9.5
|
|
|
Pipeline Transportation | Natural Gas
|
|
|
MPLX LP
|
|
|
9.3
|
|
|
Gathering + Processing
|
|
|
The Williams Cos., Inc.
|
|
|
7.9
|
|
|
Gathering + Processing
|
|
|
PBF Logistics LP
|
|
|
7.9
|
|
|
Pipeline Transportation| Petroleum
|
|
|
Sprague Resources LP
|
|
|
7.4
|
|
|
Marketing | Wholesale
|
|
|
Sunoco LP
|
|
|
6.1
|
|
|
Marketing | Wholesale
|
|
|
CrossAmerica Partners LP
|
|
|
6.1
|
|
|
Marketing | Wholesale
|
|
|
Pembina Pipeline Corp.
|
|
|
5.0
|
|
|
Pipeline Transportation| Petroleum
|
|
|
EQM Midstream Partners LP
|
|
|
4.9
|
|
|
Pipeline Transportation | Natural Gas
|
|
|
The top 10 holdings may not be representative of the Funds future investments.
|
|
|
The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Funds overall sector allocations may differ from the percentages contained in the graph above. The percentage
shown for each investment category reflects the value of investments in that category as a percentage of total net assets. As a result of borrowings and other fund net assets, the percentages may add to an amount in excess of 100%. No such
borrowings existed as of May 31, 2020. Sector allocations are defined by GSAM and may differ from sector allocations used by the Alerian MLP Index.
|
For more information about the Fund, please refer to
www.GSAMFUNDS.com. There, you can learn more about the Funds investment strategies, holdings, and performance.
10
PORTFOLIO RESULTS
Goldman Sachs MLP Income Opportunities Fund
Investment Objective and Principal Strategy
The Fund seeks a high level of total return with an emphasis on current distributions to shareholders. The Fund seeks to
achieve its investment objective by investing primarily in master limited partnerships (MLPs). The Fund intends to selectively use leverage to seek to achieve its investment objective. Under normal market conditions, the Fund will invest
at least 80% of its managed assets in MLP investments. The Funds MLP investments may include, but are not limited to, MLPs structured as limited partnerships (LPs) or limited liability companies (LLCs); MLPs that are
organized as LPs or LLCs, but taxed as C corporations; equity securities that represent an indirect interest in an MLP issued by an MLP affiliate, including institutional units and MLP general partner or managing member interests;
C corporations whose predominant assets are interests in MLPs; MLP equity securities, including MLP common units, MLP subordinated units, MLP convertible subordinated units and MLP preferred units; private investments in public equities
issued by MLPs; MLP debt securities; and other U.S. and non-U.S. equity and fixed income securities and derivative instruments that provide exposure to the MLP market, including pooled investment vehicles that primarily hold MLP interests and
exchange-traded notes. The Fund currently expects to concentrate its investments in the energy sector, with an emphasis on midstream MLP investments, including companies that are engaged in the treatment, gathering, compression, processing,
transportation, transmission, fractionation, storage and terminalling of natural gas, natural gas liquids, crude oil, refined products or coal.
Portfolio Management Discussion and Analysis
Below, the Goldman Sachs Energy and Infrastructure Team discusses the Goldman Sachs MLP
Income Opportunities Funds (the Fund) performance and positioning for the six-month period ended May 31, 2020 (the Reporting Period).
Q
|
|
How did the Fund perform during the Reporting Period?
|
A
|
|
During the Reporting Period, the Funds cumulative total return based on its net asset value (NAV) was -64.76%. The Funds cumulative total return based on market price was -69.38% for the same
period. By way of reference, the Alerian MLP Index1 had a cumulative total return of -24.26% during the Reporting Period. In comparison, the
Cushing® MLP High Income Index2 had a cumulative total return of -29.90% for the Reporting Period.
|
|
The Funds NAV was $5.73 when the Reporting Period began on December 1, 2019. On March 9, 2020,
the Funds NAV dropped to $1.65 amid increased energy market volatility driven by the collapse of talks between the Organization of the Petroleum Exporting Countries (OPEC) and Russia about crude oil production cuts, which sparked a
price war. As the price war intensified, the Fund effected a 7-for-1 reverse share split for the Funds issued and outstanding common shares effective after the market close on April 13, 2020. The Funds common shares began trading on
a split-adjusted basis when the market opened on April 14, 2020. At the end of the Reporting Period, the Funds NAV was $13.20, and its market price was $10.80.
|
Q
|
|
What was the Funds current distribution rate at the end of the Reporting Period?
|
A
|
|
During the Reporting Period the Fund declared two quarterly distributions. On February 7, 2020, the Fund declared a quarterly distribution of $0.21 per share, which matches the quarterly distribution declared on
November 20, 2019. A second quarterly distribution of $0.205 per share was announced on May 8th, following the 7-for-1 reverse share split mentioned above. That distribution, adjusted for the Funds new number of issued and
outstanding common shares, represented a distribution cut of 86.1%. We set the Funds new distribution at a level we believed would be sustainable over the long term, without the Fund relying on the use of leverage. As of May 31, 2020, the
Funds current
|
|
1
|
|
The Alerian MLP Index is the leading gauge of energy infrastructure MLPs. The capped, float-adjusted, capitalization-weighted index, whose constituents earn the majority of their cash flow from midstream activities
involving energy commodities, is disseminated real-time on a price-return basis (AMZ) and on a total-return basis (AMZX). It is not possible to invest directly in an index.
|
|
2
|
|
Source: Cushing® Asset Management. The Cushing® MLP High Income Index tracks the performance of 30
publicly traded energy and shipping MLP securities with an emphasis on current yield. It is not possible to invest directly in an index.
|
11
PORTFOLIO RESULTS
|
annualized distribution rate based on its NAV was 6.21%. The Funds current annualized distribution rate based on its market price was 7.59% on May 31, 2020.
|
Q
|
|
What key factors were responsible for the Funds performance during the Reporting Period?
|
A
|
|
Security selection and severe weakness in the energy markets drove the Funds performance during the Reporting Period.
|
|
In terms of its exposures, the Fund was negatively impacted by positions in the gathering and processing and the
petroleum pipeline transportation subsectors.3 Both subsectors were hurt by extreme volatility in crude oil prices, which suffered from the global demand destruction associated with efforts to
contain a novel coronavirus (COVID-19) and a supply shock stemming from a price war between OPEC and Russia.
|
|
Additionally, in early to mid-March 2020, weakness in commodity prices and in midstream4 equities caused significant distress for the Fund, which, like other energy-related closed-end funds, has historically employed leverage in an effort to increase total returns. In an up market,
leverage can increase total return potential. However, it can extend losses in down markets. During early March, the use of leverage significantly impaired the Funds NAV. On March 9th, the first trading day following the collapse of the
OPEC+ production curtailment agreement, we decided to effectively eliminate the Funds leverage as we sought to reduce the Funds overall risk profile amid near-term uncertainty. (OPEC+ is composed of OPEC and non-OPEC oil
producing countries, most notably Russia.) The costs of terminating the Funds fixed-rate borrowings had a materially negative impact on the Funds NAV when the leverage was removed. As a result, the use of leverage and the subsequent
termination of fixed-rate borrowings during the Reporting Period detracted from the Funds performance.
|
Q
|
|
What individual holdings detracted from the Funds performance during the Reporting Period?
|
A
|
|
Investments in PBF Logistics LP, Targa Resources Corp. and DCP Midstream LP detracted from the Funds returns during the Reporting Period.
|
|
The Funds top detractor was PBF Logistics LP (PBFX), which owns, leases, operates, develops and acquires
crude oil and refined petroleum products, terminals, pipelines and storage facilities. PBFXs stock price suffered as a result of refined product demand destruction stemming from COVID-19 containment
efforts. In addition, PBFX was negatively impacted by investor uncertainty around the companys affiliate and primary counterparty PBF Energy (PBF), which had exposure to gasoline, diesel and jet fuel amid worsening refining conditions. The
PBFX management team took several steps in response to the stock price weakness, including a 42% quarterly distribution cut and reductions in capital expenditures and operating expenses. PBFX also announced it would use its excess cash to decrease
leverage and improve its distribution coverage ratio.5 We trimmed the Funds position in PBFX during the Reporting Period to increase exposure to what we believed to be higher quality
companies with more diverse customer bases and greater trading liquidity.
|
|
The Fund was also hurt by its investment in Targa Resources Corp. (TRGP), an independent midstream services
provider that is primarily engaged in gathering, storing, processing and transporting crude oil, natural gas and refined petroleum products. During the Reporting Period, TRGPs high leverage profile compared to its peers, the companys
concentrated customer base and its commodity price sensitivity drove a sell-off in its stock price, as commodity prices tumbled due to COVID-19. During the last two years, TRGP has been implementing a large capital expenditure program, and most
market observers expected the company to improve its leverage metrics as projects came online. However, because of the OPEC-Russia price war and falling global demand, the timeline for de-leveraging was extended. Its management announced plans to
reduce the companys capital expenditure budget and cut its dividend by 89% to shore up the companys balance sheet. We eliminated the Funds position in TRGP during the Reporting Period as we sought to reduce risk exposure given
severe market uncertainty. The proceeds were reallocated to companies with what we considered comparatively stronger balance sheets, less commodity price sensitivity and greater asset diversity.
|
|
Another notable detractor was DCP Midstream LP (DCP), one of the largest natural gas gatherers in North America
and
|
|
3
|
|
Sector and subsector allocations are defined by GSAM and may differ from sector allocations used by the Alerian MLP Index.
|
|
4
|
|
The midstream component of the energy industry is usually defined as those companies providing products or services that help link the supply side (i.e., energy producers) and the demand side (i.e., energy end-users for
any type of energy commodity. Such midstream businesses can include, but are not limited to, those that process, store, market and transport various energy commodities.
|
|
5
|
|
The distribution coverage ratio is an energy MLPs distributable cash flow divided by the total amount of distributions it has paid out. It is an indication of an energy MLPs ability to maintain its current
cash distribution level.
|
12
PORTFOLIO RESULTS
|
a top producer and primary marketer of natural gas liquids. Severe weakness in the energy markets led to a steep decline in DCPs stock price, largely, we believe, because of the
companys high leverage and direct commodity exposure relative to many of its peers. DCPs management team responded to the sell-off with a 50% distribution cut, a 75% reduction in 2020 capital expenditures and an announcement of
additional cost savings initiatives in an effort to strengthen the companys balance sheet. Although DCPs capital discipline was generally viewed positively, we believe the market remained concerned about the companys ability to
decrease leverage given a reduction in producer activity and weak commodity prices. We sold the Funds position in DCP during March 2020 and reallocated the proceeds to companies that we believed had comparatively stronger balance sheets and
less commodity price sensitivity.
|
Q
|
|
What individual holdings added to the Funds performance during the Reporting Period?
|
A
|
|
During the Reporting Period, the Funds holdings of Tallgrass Energy LP, Williams Companies and Pembina Pipeline Corp. contributed positively to returns.
|
|
|
Adding most to the Funds performance was Tallgrass Energy LP (TGE), a midstream provider that primarily engages in the transportation of crude oil and natural gas, in addition to providing storage, water
management and processing services. On January 31, 2019, Blackstone Infrastructure Partners (Blackstone) announced a definitive agreement to acquire 100% of the membership interests in TGEs general partners and an
approximately 44% economic interest in TGE itself. However, there were significant delays following the announcement, which raised investor uncertainty around the prospects of the deal closing and led to TGE trading significantly below the
agreements offering price. In March 2020, Blackstone confirmed its commitment to the deal, and we established a Fund position in the stock. After March 18th, the date we initiated the position, through the transactions closing date
of April 17th, TGE rallied approximately 68% to reflect the original offering price.
|
|
Another top contributor during the Reporting Period was Williams Companies (WMB), an energy infrastructure
company primarily focused on gathering, processing, interstate transportation and storage of natural gas and natural gas liquids. WMBs favorable asset base, natural gas focused revenue stream and C corporation structure led it to
outperform during the severe market stress following the collapse of OPEC+ production cut negotiations. WMB owns one of the most extensive natural gas pipeline systems in the U.S., TransContinental Pipeline (Transco), which serves
key demand regions along the U.S. eastern seaboard. The market-dictated reductions in U.S. crude oil production and associated gas (a byproduct of oil production) helped to improve natural gas supply-demand dynamics, which was supportive for natural
gas prices. The improvement in natural gas prices helped WMBs gathering and processing segment through the resulting reduction in counterparty credit risk, which had previously weighed on WMBs equity price performance. The defensive
nature of Transco, along with improving natural gas fundamentals, also helped WMB add to the Funds performance during the Reporting Period.
|
|
The Fund also benefited from an investment in Pembina Pipeline Corp. (PBA), a Canadian energy infrastructure
company, which owns an integrated system of pipelines that transport various hydrocarbon liquids and natural gas products. PBA is broadly viewed as a well-positioned midstream company, which allowed it to perform better than many of its peers during
the severe market uncertainty during the Reporting Period. PBA has a highly contracted business model, with approximately 85% of its 2019 adjusted earnings before interest, taxes, depreciation and amortization supported by fee-based or take-or-pay6 contracts and a majority of its contracts backed by investment grade-rated counterparties. In March 2020, PBA announced capital expenditure reductions, with savings directed towards reducing leverage
and enhancing the companys financial position. We believe PBAs prudent capital allocation strategy, contracted cash flows and strong liquidity was viewed positively by investors in the uncertain market environment.
|
Q
|
|
Were there any notable purchases or sales during the Reporting Period?
|
A
|
|
During the Reporting Period, the Fund initiated positions in PBA and WMB, both mentioned earlier. We established the position in PBA to provide the Fund with exposure to a company that we viewed as having a relatively
stable cash flow outlook, strong counterparties and a fiscally responsible management team. The position in WMB was established because we considered it an attractive midstream company, with favorable exposure to natural gas assets, that should
benefit from its strong counterparties.
|
|
6
|
|
Take-or-pay is a provision, written into a contract, whereby one party has the obligation of either taking delivery of goods or paying a specified amount.
|
13
PORTFOLIO RESULTS
|
As noted previously, we eliminated the Funds investments in DCP and TRPG in an effort to reduce risk. We
replaced these holdings with positions in companies that had what we viewed as comparatively stronger balance sheets and less commodity price sensitivity.
|
Q
|
|
How did the Fund use derivatives and similar instruments during the Reporting Period?
|
A
|
|
During the Reporting Period, the Fund did not use derivatives or similar instruments.
|
Q
|
|
How did the Fund use leverage during the Reporting Period?
|
A
|
|
The Fund is permitted to obtain leverage using any form or combination of financial leverage instruments, including through funds borrowed from banks or other financial institutions (i.e., a credit facility), margin
facilities or notes issued by the Fund and the leverage attributable to similar transactions entered into by the Fund, and it reserves the right to obtain leverage to the extent permitted by the Investment Company Act of 1940.
|
|
At the beginning of the Reporting Period, the Fund obtained leverage through a fixed/floating rate margin loan
facility with a major financial institution. During December 2019, we reduced the Funds leverage from nearly 40% of its managed assets to approximately 35% by the end of the calendar year. We continued reducing the Funds leverage during
the first two months of 2020, as market uncertainties around COVID-19 started to take shape. The Fund held leverage representing approximately 25% of its managed assets heading into the March OPEC+ meeting. After the agreement to curtail
production collapsed at the meeting, we decided to terminate the Funds leverage, as we sought to reduce the Funds overall risk profile amid near-term uncertainty created by the COVID-19-related demand destruction and the start of a
producer price war between OPEC nations and Russia. The costs of terminating the Funds fixed-rate borrowings had a materially negative impact on the Funds NAV when the leverage was removed on March 9, 2020. As a result, the use of
leverage and its subsequent termination detracted from the Funds performance during the Reporting Period overall.
|
14
FUND BASICS
Goldman Sachs MLP Income Opportunities Fund
as of May 31, 2020
|
|
|
|
|
|
|
|
|
FUND SNAPSHOT
|
|
|
|
|
|
|
As of May 31, 2020
|
|
|
|
|
|
|
|
|
Net Asset Value (NAV)1
|
|
$
|
13.20
|
|
|
|
Market Price1
|
|
$
|
10.80
|
|
|
|
Premium (Discount) to NAV2
|
|
|
-18.18
|
%
|
|
|
Leverage3
|
|
|
0.00
|
%
|
|
|
Distribution Rate NAV4
|
|
|
6.21
|
%
|
|
|
Distribution Rate Market Price4
|
|
|
7.59
|
%
|
1
|
|
The Market Price is the price at which the Funds common shares are trading on the NYSE. The Market Price of the Funds common shares will fluctuate and, at the time of sale, common shares may be worth more or
less than the original investment or the Funds then current net asset value (NAV). The NAV is the market value of one share of the Fund. This amount is derived by dividing the total value of all the securities in the Funds
portfolio, plus any other assets, less any liabilities, by the number of Fund shares outstanding. The Fund cannot predict whether its common shares will trade at, above or below NAV. Shares of closed-end
investment companies frequently trade at a discount from their NAV, which may increase investors risk of loss.
|
2
|
|
The premium/discount to NAV is calculated as the market price divided by the NAV of the Fund minus 1, expressed as a percentage. If this value is positive, the Fund is trading at a premium to its NAV. If the value is
negative, the Fund is trading at a discount to its NAV.
|
3
|
|
The Fund is permitted to obtain leverage using any form or combination of financial leverage instruments, including through funds borrowed from banks or other financial institutions (i.e., a credit facility), margin
facilities or notes issued by the Fund and the leverage attributable to similar transactions entered into by the Fund. The Funds use of leverage through a credit facility is calculated as a percentage of the Funds Managed Assets. Managed
Assets are defined as total assets of the Fund (including assets attributable to borrowings for investment purposes) minus the sum of the Funds accrued liabilities (other than liabilities representing borrowings for investment purposes).
|
4
|
|
The Distribution Rate is calculated by annualizing the most recent distribution amount declared divided by the most recent closing Market Price or NAV. The Distribution Rate is subject to change and is not an indication
of Fund performance. A portion of the Funds distributions will likely be treated for tax purposes as a return of capital. A return of capital is not taxable and results in a reduction in the tax basis of a shareholders investment. The
final determination regarding the nature of the distributions will be made after the end of the Funds fiscal year when the Fund can determine its earnings and profits. The final tax status of the distribution may differ substantially and will
be made available to shareholders after the close of each calendar year. The proportion of distributions that are treated as taxable distributions may also vary and/or increase in future years. The ultimate composition of these distributions may
vary due to a variety of factors including projected income and expenses, depreciation and depletion, and any tax elections made by the underlying MLP Investments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PERFORMANCE REVIEW
|
|
|
|
|
|
|
|
December 1, 2019May 31, 2020
|
|
Fund Total Return
(based on NAV)5
|
|
|
Fund Total Return
(based on Market Price)5
|
|
|
|
|
|
|
|
Common Shares
|
|
|
-64.76
|
%
|
|
|
-69.38
|
%
|
5
|
|
Total returns are calculated assuming purchase of a share at the market price or NAV on the first day and sale of a share at the market price or NAV on the last day of each period reported. Dividends and distributions,
if any, are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Funds dividend reinvestment plan. The Total Returns based on NAV and Market Price do not reflect brokerage commissions or sales charges in
connection with the purchase or sale of Fund shares, which if included would lower the performance shown above. The NAV used in the Total Return calculation includes all management fees, interest expense (if any) and operating expenses incurred by
the Fund. Operating expenses include custody, accounting and administrative services, professional fees, transfer agency fees, registration, printing and mailing costs and Trustee fees. Total returns for periods less than one full year are not
annualized.
|
The returns set
forth in the tables above represent past performance. Past performance does not guarantee future results. The Funds investment returns and principal value will fluctuate. Current performance may be lower or higher than the performance quoted
above. Please visit our web site at www.GSAMFUNDS.com/CEF to obtain the most recent month-end returns. Closed-end funds, unlike
open-end funds, are not continuously offered. Once issued in a public offering, shares of closed-end funds are traded in the open market through a stock exchange.
15
FUND BASICS
|
|
|
|
|
|
|
|
|
|
|
TOP TEN HOLDINGS AS OF 5/31/20
|
|
|
|
|
|
|
Holding
|
|
% of Net Assets
|
|
|
Line of Business
|
|
|
|
|
|
|
MPLX LP
|
|
|
11.0
|
%
|
|
Gathering + Processing
|
|
|
Enterprise Products Partners LP
|
|
|
10.0
|
|
|
Pipeline Transportation | Natural Gas
|
|
|
Magellan Midstream Partners LP
|
|
|
9.0
|
|
|
Pipeline Transportation | Petroleum
|
|
|
Energy Transfer LP
|
|
|
7.7
|
|
|
Pipeline Transportation | Natural Gas
|
|
|
The Williams Cos., Inc.
|
|
|
7.3
|
|
|
Gathering + Processing
|
|
|
BP Midstream Partners LP
|
|
|
7.0
|
|
|
Pipeline Transportation | Petroleum
|
|
|
PBF Logistics LP
|
|
|
6.4
|
|
|
Pipeline Transportation | Petroleum
|
|
|
Delek Logistics Partners LP
|
|
|
5.5
|
|
|
Pipeline Transportation | Petroleum
|
|
|
Plains All American Pipeline LP
|
|
|
5.4
|
|
|
Pipeline Transportation | Petroleum
|
|
|
Sunoco LP
|
|
|
5.4
|
|
|
Marketing | Wholesale
|
|
|
The top 10 holdings may not be representative of the Funds future investments.
|
|
|
The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Funds overall sector allocations may differ from the percentages contained in the graph above. The percentage
shown for each investment category reflects the value of investments in that category as a percentage of total net assets. As a result of borrowings and other fund net assets, the percentages may add to an amount in excess of 100%. No such
borrowings existed as of May 31, 2020. Sector allocations are defined by GSAM and may differ from sector allocations used by the Alerian MLP Index.
|
For more information about the Fund, please refer to
www.GSAMFUNDS.com. There, you can learn more about the Funds investment strategies, holdings, and performance.
16
GOLDMAN SACHS MLP AND ENERGY RENAISSANCE FUND
Schedule of Investments
May 31, 2020 (Unaudited)
|
|
|
|
|
|
|
|
|
Shares
|
|
|
Description
|
|
Value
|
|
|
Common Stocks 100.1%
|
|
Gathering + Processing 21.5%
|
|
|
269,450
|
|
|
Crestwood Equity Partners LP
|
|
$
|
3,828,884
|
|
|
437,934
|
|
|
MPLX LP
|
|
|
8,316,367
|
|
|
347,286
|
|
|
The Williams Cos., Inc.
|
|
|
7,095,053
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,240,304
|
|
|
|
|
Marketing | Wholesale 19.6%
|
|
|
358,996
|
|
|
CrossAmerica Partners LP
|
|
|
5,420,840
|
|
|
443,738
|
|
|
Sprague Resources LP
|
|
|
6,633,883
|
|
|
210,765
|
|
|
Sunoco LP
|
|
|
5,437,737
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,492,460
|
|
|
|
|
Pipeline Transportation | Natural Gas 21.9%
|
|
|
320,876
|
|
|
Energy Transfer LP
|
|
|
2,618,348
|
|
|
442,120
|
|
|
Enterprise Products Partners LP
|
|
|
8,444,492
|
|
|
221,369
|
|
|
EQM Midstream Partners LP
|
|
|
4,349,901
|
|
|
91,491
|
|
|
TC Energy Corp.
|
|
|
4,118,010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,530,751
|
|
|
|
|
Pipeline Transportation | Petroleum 37.1%
|
|
|
74,480
|
|
|
BP Midstream Partners LP
|
|
|
931,745
|
|
|
80,251
|
|
|
Enbridge, Inc.
|
|
|
2,604,145
|
|
|
58,238
|
|
|
Holly Energy Partners LP
|
|
|
941,126
|
|
|
250,238
|
|
|
Magellan Midstream Partners LP
|
|
|
11,345,791
|
|
|
676,492
|
|
|
PBF Logistics LP
|
|
|
7,035,517
|
|
|
179,595
|
|
|
Pembina Pipeline Corp.
|
|
|
4,495,263
|
|
|
77,854
|
|
|
Phillips 66 Partners LP
|
|
|
3,478,517
|
|
|
35,495
|
|
|
Plains All American Pipeline LP
|
|
|
344,301
|
|
|
146,623
|
|
|
Shell Midstream Partners LP
|
|
|
1,977,944
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
33,154,349
|
|
|
|
|
|
TOTAL COMMON STOCKS
|
|
|
|
|
|
(Cost $90,534,025)
|
|
$
|
89,417,864
|
|
|
|
|
|
TOTAL INVESTMENTS 100.1%
|
|
|
|
|
|
(Cost $90,534,025)
|
|
$
|
89,417,864
|
|
|
|
|
|
LIABILITIES IN EXCESS OF
OTHER ASSETS (0.1)%
|
|
|
(87,282
|
)
|
|
|
|
|
NET ASSETS 100.0%
|
|
$
|
89,330,582
|
|
|
|
|
|
|
|
|
|
|
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
|
|
|
|
|
|
|
Investment Abbreviation:
|
LP
|
|
Limited Partnership
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
|
|
17
|
GOLDMAN SACHS MLP INCOME OPPORTUNITIES FUND
Schedule of Investments
May 31,
2020 (Unaudited)
|
|
|
|
|
|
|
|
|
Shares
|
|
|
Description
|
|
Value
|
|
|
Common Stocks 99.2%
|
|
Gathering + Processing 18.3%
|
|
|
490,000
|
|
|
MPLX LP
|
|
$
|
9,305,100
|
|
|
300,000
|
|
|
The Williams Cos., Inc.
|
|
|
6,129,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,434,100
|
|
|
|
|
Marketing | Retail 1.5%
|
|
|
87,500
|
|
|
Suburban Propane Partners LP
|
|
|
1,276,625
|
|
|
|
|
Marketing | Wholesale 14.8%
|
|
|
250,000
|
|
|
CrossAmerica Partners LP
|
|
|
3,775,000
|
|
|
280,000
|
|
|
Sprague Resources LP
|
|
|
4,186,000
|
|
|
175,000
|
|
|
Sunoco LP
|
|
|
4,515,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,476,000
|
|
|
|
|
Other | Rail Terminaling 0.7%
|
|
|
175,000
|
|
|
USD Partners LP
|
|
|
588,000
|
|
|
|
|
Pipeline Transportation | Natural Gas 20.4%
|
|
|
800,000
|
|
|
Energy Transfer LP
|
|
|
6,528,000
|
|
|
440,000
|
|
|
Enterprise Products Partners LP
|
|
|
8,404,000
|
|
|
50,000
|
|
|
TC Energy Corp.
|
|
|
2,250,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,182,500
|
|
|
|
|
Pipeline Transportation | Petroleum 43.5%
|
|
|
475,000
|
|
|
BP Midstream Partners LP
|
|
|
5,942,250
|
|
|
195,000
|
|
|
Delek Logistics Partners LP
|
|
|
4,642,950
|
|
|
55,000
|
|
|
Enbridge, Inc.
|
|
|
1,784,750
|
|
|
107,500
|
|
|
Holly Energy Partners LP
|
|
|
1,737,200
|
|
|
167,500
|
|
|
Magellan Midstream Partners LP
|
|
|
7,594,450
|
|
|
520,000
|
|
|
PBF Logistics LP
|
|
|
5,408,000
|
|
|
70,000
|
|
|
Pembina Pipeline Corp.
|
|
|
1,752,100
|
|
|
40,000
|
|
|
Phillips 66 Partners LP
|
|
|
1,787,200
|
|
|
470,000
|
|
|
Plains All American Pipeline LP
|
|
|
4,559,000
|
|
|
112,500
|
|
|
Shell Midstream Partners LP
|
|
|
1,517,625
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
36,725,525
|
|
|
|
|
|
TOTAL COMMON STOCKS
|
|
|
|
|
|
(Cost $91,795,914)
|
|
$
|
83,682,750
|
|
|
|
|
|
TOTAL INVESTMENTS 99.2%
|
|
|
|
|
|
(Cost $91,795,914)
|
|
$
|
83,682,750
|
|
|
|
|
|
OTHER ASSETS IN EXCESS OF
LIABILITIES 0.8%
|
|
|
650,307
|
|
|
|
|
|
NET ASSETS 100.0%
|
|
$
|
84,333,057
|
|
|
|
|
|
|
|
|
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
|
|
|
|
|
|
|
Investment Abbreviation:
|
LP
|
|
Limited Partnership
|
|
|
|
|
18
|
|
The accompanying notes are an integral part of these financial statements.
|
GOLDMAN SACHS CLOSED-END FUNDS
Statements of Assets and Liabilities
May 31, 2020 (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLP and Energy
Renaissance
Fund
|
|
|
MLP Income
Opportunities
Fund
|
|
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments, at value (identified cost $90,534,025 and $91,795,914, respectively)
|
|
$
|
89,417,864
|
|
|
$
|
83,682,750
|
|
|
|
|
|
|
|
Cash
|
|
|
371,032
|
|
|
|
404,989
|
|
|
|
|
|
|
|
Receivables:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments sold
|
|
|
815,776
|
|
|
|
494,297
|
|
|
|
|
|
|
|
Dividends
|
|
|
254,801
|
|
|
|
189,470
|
|
|
|
|
|
|
|
Current taxes
|
|
|
48,969
|
|
|
|
577,695
|
|
|
|
|
|
|
|
Prepaid state and local franchise taxes
|
|
|
147,592
|
|
|
|
37,325
|
|
|
|
|
|
|
|
Total assets
|
|
|
91,056,034
|
|
|
|
85,386,526
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payables:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments purchased
|
|
|
1,014,140
|
|
|
|
425,874
|
|
|
|
|
|
|
|
Professional Fees
|
|
|
358,234
|
|
|
|
373,741
|
|
|
|
|
|
|
|
Management fees
|
|
|
71,555
|
|
|
|
67,625
|
|
|
|
|
|
|
|
Interest on borrowing
|
|
|
6,778
|
|
|
|
6,778
|
|
|
|
|
|
|
|
Accrued expenses
|
|
|
274,745
|
|
|
|
179,451
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
1,725,452
|
|
|
|
1,053,469
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Assets:
|
|
|
|
|
|
|
|
Paid-in capital
|
|
|
1,219,131,767
|
|
|
|
641,688,353
|
|
|
|
|
|
|
|
Total distributable earnings (loss)
|
|
|
(1,129,801,185
|
)
|
|
|
(557,355,296
|
)
|
|
|
NET ASSETS
|
|
$
|
89,330,582
|
|
|
$
|
84,333,057
|
|
|
|
|
|
|
|
Shares Outstanding $0.001 par value (unlimited shares authorized):
|
|
|
8,858,050
|
|
|
|
6,388,560
|
|
|
|
|
|
|
|
Net asset value per share:
|
|
|
$10.08
|
|
|
|
$13.20
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
|
|
19
|
GOLDMAN SACHS CLOSED-END FUNDS
Statements of Operations
For the
Six Months Ended May 31, 2020 (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLP and Energy
Renaissance
Fund
|
|
|
MLP Income
Opportunities
Fund
|
|
|
|
Investment income:
|
|
|
|
|
|
|
|
Dividends unaffiliated issuers
|
|
$
|
17,657,138
|
|
|
$
|
14,454,706
|
|
|
|
|
|
|
|
Dividends affiliated issuers
|
|
|
22,583
|
|
|
|
41,718
|
|
|
|
|
|
|
|
Less: Return of Capital on Dividends
|
|
|
(15,307,153
|
)
|
|
|
(12,900,871
|
)
|
|
|
|
|
|
|
Total investment income
|
|
|
2,372,568
|
|
|
|
1,595,553
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses:
|
|
|
|
|
|
|
|
Interest on borrowings
|
|
|
39,179,012
|
|
|
|
29,927,706
|
|
|
|
|
|
|
|
Management fees
|
|
|
1,756,889
|
|
|
|
1,418,880
|
|
|
|
|
|
|
|
Professional fees
|
|
|
269,339
|
|
|
|
270,175
|
|
|
|
|
|
|
|
Trustee fees
|
|
|
81,795
|
|
|
|
77,083
|
|
|
|
|
|
|
|
Custody, accounting and administrative services
|
|
|
44,615
|
|
|
|
43,155
|
|
|
|
|
|
|
|
Printing and mailing costs
|
|
|
28,228
|
|
|
|
22,405
|
|
|
|
|
|
|
|
Franchise expense
|
|
|
23,846
|
|
|
|
842
|
|
|
|
|
|
|
|
Transfer agency fees
|
|
|
8,775
|
|
|
|
7,523
|
|
|
|
|
|
|
|
Other
|
|
|
68,634
|
|
|
|
45,175
|
|
|
|
|
|
|
|
Total operating expenses, before income taxes
|
|
|
41,461,133
|
|
|
|
31,812,944
|
|
|
|
|
|
|
|
Less expense reductions
|
|
|
(2,940
|
)
|
|
|
(4,710
|
)
|
|
|
|
|
|
|
Net operating expenses, before income taxes
|
|
|
41,458,193
|
|
|
|
31,808,234
|
|
|
|
|
|
|
|
NET INVESTMENT LOSS, BEFORE INCOME TAXES
|
|
|
(39,085,625
|
)
|
|
|
(30,212,681
|
)
|
|
|
|
|
|
|
Current and deferred tax benefit / (expense)
|
|
|
(190,352
|
)
|
|
|
395,206
|
|
|
|
|
|
|
|
NET INVESTMENT LOSS, NET OF TAXES
|
|
|
(39,275,977
|
)
|
|
|
(29,817,475
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized and unrealized gain (loss):
|
|
|
|
|
|
|
|
Net realized gain (loss) from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments unaffiliated issuers
|
|
|
(296,287,658
|
)
|
|
|
(207,719,547
|
)
|
|
|
|
|
|
|
Foreign currency transactions
|
|
|
1,298
|
|
|
|
771
|
|
|
|
|
|
|
|
Current and deferred tax benefit / (expense)
|
|
|
(1,443,005
|
)
|
|
|
2,717,204
|
|
|
|
|
|
|
|
Net change in unrealized gain on:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments unaffiliated issuers
|
|
|
111,420,260
|
|
|
|
74,823,664
|
|
|
|
|
|
|
|
Foreign currency translation
|
|
|
1,144
|
|
|
|
807
|
|
|
|
|
|
|
|
Deferred tax benefit/(expense)
|
|
|
542,654
|
|
|
|
(978,788
|
)
|
|
|
|
|
|
|
Net realized and unrealized loss, net of taxes
|
|
|
(185,765,307
|
)
|
|
|
(131,155,889
|
)
|
|
|
|
|
|
|
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
|
|
$
|
(225,041,284
|
)
|
|
$
|
(160,973,364
|
)
|
|
|
|
20
|
|
The accompanying notes are an integral part of these financial statements.
|
GOLDMAN SACHS CLOSED-END FUNDS
Statements of Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLP and Energy Renaissance Fund
|
|
|
|
|
|
For the
Six Months Ended
May 31, 2020
(Unaudited)
|
|
|
For the Fiscal
Year Ended
November 30, 2019
|
|
|
|
From operations:
|
|
|
|
|
|
|
|
Net investment loss, net of taxes
|
|
$
|
(39,275,977
|
)
|
|
$
|
(9,211,177
|
)
|
|
|
|
|
|
|
Net realized loss, net of taxes
|
|
|
(297,729,365
|
)
|
|
|
(34,111,776
|
)
|
|
|
|
|
|
|
Net change in unrealized gain (loss), net of
taxes
|
|
|
111,964,058
|
|
|
|
(39,067,627
|
)
|
|
|
|
|
|
|
Net decrease in net assets resulting from operations
|
|
|
(225,041,284
|
)
|
|
|
(82,390,580
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From distributable earnings
|
|
|
|
|
|
|
(1,370,834
|
)
|
|
|
|
|
|
|
From return of capital
|
|
|
(14,088,978
|
)
|
|
|
(49,493,089
|
)
|
|
|
|
|
|
|
Total distributions to shareholders
|
|
|
(14,088,978
|
)
|
|
|
(50,863,923
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From share transactions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase from reinvestment of distributions
|
|
|
777,286
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in net assets resulting from share transactions
|
|
|
777,286
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL DECREASE
|
|
|
(238,352,976
|
)
|
|
|
(133,254,503
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
327,683,558
|
|
|
|
460,938,061
|
|
|
|
|
|
|
|
End of period
|
|
$
|
89,330,582
|
|
|
$
|
327,683,558
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
|
|
21
|
GOLDMAN SACHS CLOSED-END FUNDS
Statements of Changes in Net Assets (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLP Income Opportunities Fund
|
|
|
|
|
|
For the
Six Months Ended
May 31, 2020
(Unaudited)
|
|
|
For the Fiscal
Year Ended
November 30, 2019
|
|
|
|
From operations:
|
|
|
|
|
|
|
|
Net investment loss, net of taxes
|
|
$
|
(29,817,475
|
)
|
|
$
|
(7,558,981
|
)
|
|
|
|
|
|
|
Net realized loss, net of taxes
|
|
|
(205,001,572
|
)
|
|
|
(32,235,940
|
)
|
|
|
|
|
|
|
Net change in unrealized gain (loss), net of
taxes
|
|
|
73,845,683
|
|
|
|
(41,331,090
|
)
|
|
|
|
|
|
|
Net decrease in net assets resulting from operations
|
|
|
(160,973,364
|
)
|
|
|
(81,126,011
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to shareholders:
|
|
|
|
|
|
|
|
From distributable earnings
|
|
|
|
|
|
|
(2,957,653
|
)
|
|
|
|
|
|
|
From return of capital
|
|
|
(10,664,040
|
)
|
|
|
(34,386,644
|
)
|
|
|
|
|
|
|
Total distributions to shareholders
|
|
|
(10,664,040
|
)
|
|
|
(37,344,297
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From share transactions:
|
|
|
|
|
|
|
|
Reinvestment of distributions
|
|
|
763,872
|
|
|
|
781,264
|
|
|
|
|
|
|
|
Net increase in net assets resulting from share transactions
|
|
|
763,872
|
|
|
|
781,264
|
|
|
|
|
|
|
|
TOTAL DECREASE
|
|
|
(170,873,532
|
)
|
|
|
(117,689,044
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets:
|
|
|
|
Beginning of period
|
|
|
255,206,589
|
|
|
|
372,895,633
|
|
|
|
|
|
|
|
End of period
|
|
$
|
84,333,057
|
|
|
$
|
255,206,589
|
|
|
|
|
22
|
|
The accompanying notes are an integral part of these financial statements.
|
GOLDMAN SACHS MLP AND ENERGY RENAISSANCE FUND
Statement of Cash Flows
For the Six Months Ended May 31, 2020 (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase/(Decrease) in cash
Cash flows provided by operating activities:
|
|
|
|
|
|
|
|
|
|
Net decrease in net assets from operations
|
|
$
|
(225,041,284
|
)
|
|
|
|
|
|
Adjustments to reconcile net increase in net assets from operations to net cash provided
by/(used in) operating activities:
|
|
|
|
|
|
|
|
|
|
Payments for purchases of investments
|
|
|
(97,027,971
|
)
|
|
|
|
|
|
Proceeds from sales of investment securities
|
|
|
333,161,794
|
|
|
|
|
|
|
Corporate actions purchases and sales, net
|
|
|
690,642
|
|
|
|
|
|
|
Sales of short term investments, net
|
|
|
4,743,088
|
|
|
|
|
|
|
Return of capital on dividends
|
|
|
15,307,153
|
|
|
|
|
|
|
(Increase) Decrease in Assets:
|
|
|
|
|
|
|
|
|
|
Receivable for investments sold
|
|
|
1,306,193
|
|
|
|
|
|
|
Receivable for dividends
|
|
|
(244,374
|
)
|
|
|
|
|
|
Other assets
|
|
|
1,340
|
|
|
|
|
|
|
Increase (Decrease) in Liabilities:
|
|
|
|
|
|
|
|
|
|
Payable for investments purchased
|
|
|
(3,243,845
|
)
|
|
|
|
|
|
Management fees payable
|
|
|
(407,234
|
)
|
|
|
|
|
|
Interest on borrowings payable
|
|
|
(1,263,144
|
)
|
|
|
|
|
|
Professional fees
|
|
|
(66,421
|
)
|
|
|
|
|
|
Accrued expenses
|
|
|
(345,837
|
)
|
|
|
|
|
|
Net realized gain (loss) on:
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
296,287,658
|
|
|
|
|
|
|
Net change in unrealized gain (loss) on:
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
(111,420,260
|
)
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
212,437,498
|
|
|
|
|
|
|
|
|
|
|
Cash flows provided by financing activities:
|
|
|
|
|
|
|
Repayment of borrowing facility
|
|
|
(202,500,000
|
)
|
|
|
|
|
|
Cash distributions paid
|
|
|
(14,124,848
|
)
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
(216,624,848
|
)
|
|
|
|
|
|
Net decrease in cash
|
|
$
|
(4,187,350
|
)
|
|
|
|
|
|
|
|
|
|
Cash:
|
|
|
|
|
|
|
Beginning of period
|
|
$
|
4,558,382
|
|
|
|
|
|
|
End of period
|
|
$
|
371,032
|
|
|
|
|
|
|
Supplemental disclosure
|
|
|
|
|
|
|
|
|
|
Cash paid for interest and related fees
|
|
|
32,764,721
|
|
|
|
|
|
|
Cash paid for income taxes
|
|
|
100
|
|
|
|
|
|
|
Reinvestment of distributions
|
|
|
777,286
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
|
|
23
|
GOLDMAN SACHS MLP INCOME OPPORTUNITIES FUND
Statement of Cash Flows (continued)
For the Six Months Ended May 31, 2020 (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase/(Decrease) in cash
Cash flows provided by operating activities:
|
|
|
|
|
|
|
|
|
|
Net decrease in net assets from operations
|
|
$
|
(160,973,364
|
)
|
|
|
|
|
|
Adjustments to reconcile net increase in net assets from operations to net cash received
by/(used in) operating activities:
|
|
|
|
|
|
|
|
|
|
Payments for purchases of investments
|
|
|
(126,734,094
|
)
|
|
|
|
|
|
Proceeds from sales of investment securities
|
|
|
309,017,658
|
|
|
|
|
|
|
Sales of short term investments, net
|
|
|
10,218,478
|
|
|
|
|
|
|
Return of capital on dividends
|
|
|
12,900,871
|
|
|
|
|
|
|
(Increase) Decrease in Assets:
|
|
|
|
|
|
|
|
|
|
Receivable for investments sold
|
|
|
3,039,904
|
|
|
|
|
|
|
Receivable for dividends
|
|
|
(174,134
|
)
|
|
|
|
|
|
Other assets
|
|
|
38,485
|
|
|
|
|
|
|
Increase (Decrease) in Liabilities:
|
|
|
|
|
|
|
|
|
|
Payable for investments purchased
|
|
|
(603,605
|
)
|
|
|
|
|
|
Payable for deferred tax, net
|
|
|
(2,133,622
|
)
|
|
|
|
|
|
Management fees payable
|
|
|
(310,966
|
)
|
|
|
|
|
|
Interest on borrowings payable
|
|
|
(975,751
|
)
|
|
|
|
|
|
Professional fees
|
|
|
(50,914
|
)
|
|
|
|
|
|
Accrued expenses
|
|
|
(144,316
|
)
|
|
|
|
|
|
Net realized gain (loss) on:
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
207,719,547
|
|
|
|
|
|
|
Net change in unrealized gain (loss) on:
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
(74,823,664
|
)
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
176,010,513
|
|
|
|
|
|
|
|
|
|
|
Cash flows provided by financing activities:
|
|
|
|
|
|
|
Repayment of borrowing facility
|
|
|
(167,000,000
|
)
|
|
|
|
|
|
Cash distributions paid
|
|
|
(10,617,881
|
)
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
(177,617,881
|
)
|
|
|
|
|
|
NET DECREASE IN CASH
|
|
$
|
(1,607,368
|
)
|
|
|
|
|
|
|
|
|
|
Cash:
|
|
|
|
|
|
|
Beginning of period
|
|
$
|
2,012,357
|
|
|
|
|
|
|
End of period
|
|
$
|
404,989
|
|
|
|
|
|
|
Supplemental disclosure:
|
|
|
|
|
|
|
|
|
|
Cash paid for interest and related fees
|
|
|
24,832,198
|
|
|
|
|
|
|
Reinvestment of distributions
|
|
|
763,872
|
|
|
|
|
24
|
|
The accompanying notes are an integral part of these financial statements.
|
GOLDMAN SACHS MLP AND ENERGY RENAISSANCE FUND
Financial Highlights
Selected Share Data for a Share Outstanding Throughout Each Period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs MLP and Energy Renaissance Fund
|
|
|
|
|
|
Six Months Ended
May 31, 2020
(Unaudited)
|
|
|
Year Ended November 30,
|
|
|
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
Per Share Data*
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
$
|
37.08
|
|
|
$
|
52.20
|
|
|
$
|
54.45
|
|
|
$
|
68.04
|
|
|
$
|
67.05
|
|
|
$
|
143.19
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income (loss)(a)
|
|
|
(4.44
|
)
|
|
|
(1.08
|
)
|
|
|
(1.35
|
)
|
|
|
(1.89
|
)
|
|
|
(1.17
|
)
|
|
|
0.81
|
|
|
|
|
|
|
|
|
|
|
|
Net realized and unrealized gain (loss)
|
|
|
(20.96
|
)
|
|
|
(8.28
|
)
|
|
|
4.86
|
|
|
|
(5.94
|
)
|
|
|
7.92
|
|
|
|
(64.98
|
)
|
|
|
|
|
|
|
|
|
|
|
Total from investment operations
|
|
|
(25.40
|
)
|
|
|
(9.36
|
)
|
|
|
3.51
|
|
|
|
(7.83
|
)
|
|
|
6.75
|
|
|
|
(64.17
|
)
|
|
|
|
|
|
|
|
|
|
|
Distributions to shareholders from net investment income
|
|
|
|
|
|
|
(0.18
|
)
|
|
|
(3.87
|
)
|
|
|
(3.15
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to shareholders from return of
capital
|
|
|
(1.60
|
)
|
|
|
(5.58
|
)
|
|
|
(1.89
|
)
|
|
|
(2.61
|
)
|
|
|
(5.76
|
)
|
|
|
(11.97
|
)
|
|
|
|
|
|
|
|
|
|
|
Total distributions
|
|
|
(1.60
|
)
|
|
|
(5.76
|
)
|
|
|
(5.76
|
)
|
|
|
(5.76
|
)
|
|
|
(5.76
|
)
|
|
|
(11.97
|
)
|
|
|
|
|
|
|
|
|
|
|
Net asset value, end of period
|
|
|
10.08
|
|
|
|
37.08
|
|
|
|
52.20
|
|
|
|
54.45
|
|
|
|
68.04
|
|
|
|
67.05
|
|
|
|
|
|
|
|
|
|
|
|
Market price, end of period
|
|
$
|
8.47
|
|
|
$
|
35.28
|
|
|
$
|
47.79
|
|
|
$
|
51.03
|
|
|
$
|
63.81
|
|
|
$
|
67.68
|
|
|
|
|
|
|
|
|
|
|
|
Total return based on net asset value(b)
|
|
|
(70.95
|
)%
|
|
|
(18.85
|
)%
|
|
|
6.31
|
%
|
|
|
(12.32
|
)%
|
|
|
12.13
|
%
|
|
|
(46.86
|
)%
|
|
|
|
|
|
|
|
|
|
|
Total return based on market price(b)
|
|
|
(74.25
|
)%
|
|
|
(15.66
|
)%
|
|
|
3.86
|
%
|
|
|
(12.38
|
)%
|
|
|
4.20
|
%
|
|
|
(50.18
|
)%
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period (in 000s)
|
|
|
89,331
|
|
|
|
327,684
|
|
|
|
460,938
|
|
|
|
479,443
|
|
|
|
597,558
|
|
|
|
587,452
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of net expenses to average net assets after interest expense and tax benefit/(expenses)(c)
|
|
|
20.53
|
%(d)
|
|
|
2.78
|
%
|
|
|
3.46
|
%
|
|
|
2.79
|
%
|
|
|
3.29
|
%
|
|
|
2.25
|
%
|
|
|
|
|
|
|
|
|
|
|
Ratio of net expenses to average net assets after interest expense and before tax
benefit/(expenses)
|
|
|
20.03
|
%(d)
|
|
|
3.48
|
%
|
|
|
2.88
|
%
|
|
|
3.03
|
%
|
|
|
3.01
|
%
|
|
|
2.31
|
%
|
|
|
|
|
|
|
|
|
|
|
Ratio of total expenses to average net assets before interest expense and tax
benefit/(expenses)
|
|
|
2.07
|
%(d)
|
|
|
1.77
|
%
|
|
|
1.65
|
%
|
|
|
1.68
|
%
|
|
|
1.75
|
%
|
|
|
1.62
|
%
|
|
|
|
|
|
|
|
|
|
|
Ratio of net investment income (loss) to average net assets(e)
|
|
|
(35.98
|
)%(d)
|
|
|
(2.09
|
) %
|
|
|
(2.28
|
) %
|
|
|
(2.78
|
) %
|
|
|
(2.01
|
) %
|
|
|
0.75
|
%
|
|
|
|
|
|
|
|
|
|
|
Portfolio turnover rate(f)
|
|
|
31
|
%
|
|
|
69
|
%
|
|
|
61
|
%
|
|
|
31
|
%
|
|
|
64
|
%
|
|
|
113
|
%
|
|
|
|
|
|
|
|
|
|
|
Asset coverage, end of period per $1,000(g)
|
|
$
|
|
|
|
$
|
2,618
|
|
|
$
|
2,983
|
|
|
$
|
2,998
|
|
|
$
|
3,339
|
|
|
$
|
3,076
|
|
|
*
|
|
On April 13, 2020, the Fund effected a 9-for-1 reverse share split. All per share data prior to April 13, 2020 has been adjusted to reflect the reverse share split.
|
|
(a)
|
|
Calculated based on the average shares outstanding methodology.
|
|
(b)
|
|
Total returns are calculated assuming purchase of a share at the market price or NAV on the first day and sale of a share at the market price or NAV on the last day of the period reported. Dividends and distributions,
if any, are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Funds dividend reinvestment plan. Total return does not reflect brokerage commissions or sales charges in connection with the purchase or sale
of Fund shares. Total returns for periods less than one full year are not annualized.
|
|
(c)
|
|
Current and deferred tax expense/benefit for the ratio calculation is derived from the net investment income (loss), and realized and unrealized gains (losses).
|
|
(d)
|
|
Annualized with the exception of tax expenses/(benefit) and interest expense (including breakage fees).
|
|
(e)
|
|
Current and deferred tax expense/benefit for the ratio calculation is derived from the net investment income (loss) only.
|
|
(f)
|
|
The Funds portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments. If such transactions were included, the Funds
portfolio turnover rate may be higher.
|
|
(g)
|
|
Calculated by dividing the Funds Managed Assets by the amount of borrowings outstanding under the credit facility at period end. As of May 31, 2020 the Fund had no borrowings under the credit facility.
|
|
|
|
The accompanying notes are an integral part of these financial statements.
|
|
25
|
GOLDMAN SACHS MLP INCOME OPPORTUNITIES FUND
Financial Highlights
Selected Share Data for a Share Outstanding Throughout Each Period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs MLP Income Opportunities Fund
|
|
|
|
|
|
Six Months Ended
May 31, 2020
(Unaudited)
|
|
|
Year Ended November 30,
|
|
|
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
|
Per Share Data*
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
$
|
40.11
|
|
|
$
|
58.73
|
|
|
$
|
61.60
|
|
|
$
|
71.75
|
|
|
$
|
72.31
|
|
|
$
|
134.33
|
|
|
|
|
|
|
|
|
|
|
|
Net investment loss(a)
|
|
|
(4.68
|
)
|
|
|
(1.19
|
)
|
|
|
(1.68
|
)
|
|
|
(1.19
|
)
|
|
|
(0.63
|
)
|
|
|
0.21
|
|
|
|
|
|
|
|
|
|
|
|
Net realized and unrealized gain (loss)
|
|
|
(20.55
|
)
|
|
|
(11.55
|
)
|
|
|
4.69
|
|
|
|
(3.08
|
)
|
|
|
5.95
|
|
|
|
(52.64
|
)
|
|
|
|
|
|
|
|
|
|
|
Total from investment operations
|
|
|
(25.23
|
)
|
|
|
(12.74
|
)
|
|
|
3.01
|
|
|
|
(4.27
|
)
|
|
|
5.32
|
|
|
|
(52.43
|
)
|
|
|
|
|
|
|
|
|
|
|
Distributions to shareholders from net investment income
|
|
|
|
|
|
|
(0.49
|
)
|
|
|
(2.45
|
)
|
|
|
(5.88
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to shareholders from return of
capital
|
|
|
(1.68
|
)
|
|
|
(5.39
|
)
|
|
|
(3.43
|
)
|
|
|
|
|
|
|
(5.88
|
)
|
|
|
(9.59
|
)
|
|
|
|
|
|
|
|
|
|
|
Total distributions
|
|
|
(1.68
|
)
|
|
|
(5.88
|
)
|
|
|
(5.88
|
)
|
|
|
(5.88
|
)
|
|
|
(5.88
|
)
|
|
|
(9.59
|
)
|
|
|
|
|
|
|
|
|
|
|
Net asset value, end of period
|
|
|
13.20
|
|
|
|
40.11
|
|
|
|
58.73
|
|
|
|
61.60
|
|
|
|
71.75
|
|
|
|
72.31
|
|
|
|
|
|
|
|
|
|
|
|
Market price, end of period
|
|
$
|
10.80
|
|
|
$
|
37.73
|
|
|
$
|
55.72
|
|
|
$
|
58.66
|
|
|
$
|
67.27
|
|
|
$
|
71.75
|
|
|
|
|
|
|
|
|
|
|
|
Total return based on net asset
value(b)
|
|
|
(64.76
|
)%
|
|
|
(22.81
|
)%
|
|
|
4.83
|
%
|
|
|
(6.57
|
) %
|
|
|
9.26
|
%
|
|
|
(40.43
|
)%
|
|
|
|
|
|
|
|
|
|
|
Total return based on market price(b)
|
|
|
(69.38
|
)%
|
|
|
(23.47
|
)%
|
|
|
4.44
|
%
|
|
|
(4.83
|
) %
|
|
|
2.95
|
%
|
|
|
(39.47
|
)%
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period (in 000s)
|
|
|
84,333
|
|
|
|
255,207
|
|
|
|
372,896
|
|
|
|
391,029
|
|
|
|
454,567
|
|
|
|
458,092
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of net expenses to average net assets after interest expense and tax benefit/(expenses)(c)
|
|
|
17.92
|
%(d)
|
|
|
3.22
|
%
|
|
|
2.38
|
%
|
|
|
3.16
|
%
|
|
|
3.00
|
%
|
|
|
(2.49
|
) %
|
|
|
|
|
|
|
|
|
|
|
Ratio of net expenses to average net assets after interest expense and before tax
benefit/(expenses)
|
|
|
19.13
|
%(d)
|
|
|
3.54
|
%
|
|
|
2.96
|
%
|
|
|
3.02
|
%
|
|
|
2.90
|
%
|
|
|
2.24
|
%
|
|
|
|
|
|
|
|
|
|
|
Ratio of total expenses to average net assets before interest expense and tax
benefit/(expenses)
|
|
|
2.14
|
%(d)
|
|
|
1.83
|
%
|
|
|
1.69
|
%
|
|
|
1.71
|
%
|
|
|
1.80
|
%
|
|
|
1.62
|
%
|
|
|
|
|
|
|
|
|
|
|
Ratio of net investment income (loss) to average net assets(e)
|
|
|
(33.85
|
)%(d)
|
|
|
(2.17
|
) %
|
|
|
(2.48
|
) %
|
|
|
(1.53
|
) %
|
|
|
(0.96
|
) %
|
|
|
0.17
|
%
|
|
|
|
|
|
|
|
|
|
|
Portfolio turnover rate(f)
|
|
|
51
|
%
|
|
|
61
|
%
|
|
|
64
|
%
|
|
|
50
|
%
|
|
|
83
|
%
|
|
|
66
|
%
|
|
|
|
|
|
|
|
|
|
|
Asset coverage, end of period per $1,000(g)
|
|
$
|
|
|
|
$
|
2,528
|
|
|
$
|
2,983
|
|
|
$
|
3,080
|
|
|
$
|
3,349
|
|
|
$
|
3,279
|
|
|
*
|
|
On April 13, 2020, the Fund effected a 7-for-1 reverse share split. All per share data prior to April 13, 2020 has been adjusted to reflect the reverse share split.
|
|
(a)
|
|
Calculated based on the average shares outstanding methodology.
|
|
(b)
|
|
Total returns are calculated assuming purchase of a share at the market price or NAV on the first day and sale of a share at the market price or NAV on the last day of the period reported. Dividends and distributions,
if any, are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Funds dividend reinvestment plan. Total return does not reflect brokerage commissions or sales charges in connection with the purchase or sale
of Fund shares. Total returns for periods less than one full year are not annualized.
|
|
(c)
|
|
Current and deferred tax expense/benefit for the ratio calculation is derived from the net investment income (loss), and realized and unrealized gains (losses).
|
|
(d)
|
|
Annualized with the exception of tax expenses/(benefit) and interest expense (including breakage fees).
|
|
(e)
|
|
Current and deferred tax expense/benefit for the ratio calculation is derived from the net investment income (loss) only.
|
|
(f)
|
|
The Funds portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments. If such transactions were included, the Funds
portfolio turnover rate may be higher.
|
|
(g)
|
|
Calculated by dividing the Funds Managed Assets by the amount of borrowings outstanding under the credit facility at period end. As of May 31, 2020 the Fund had no borrowings under the credit facility.
|
|
|
|
26
|
|
The accompanying notes are an integral part of these financial statements.
|
GOLDMAN SACHS CLOSED-END FUNDS
Notes to Financial Statements
May 31, 2020 (Unaudited)
The Goldman Sachs MLP and Energy Renaissance Fund and the Goldman Sachs MLP Income Opportunities Fund (each, a Fund and collectively, the
Funds) are non-diversified, closed-end management investment companies registered under the Investment Company Act of 1940, as amended (the 1940
Act) and the Securities Act of 1933, as amended (the 1933 Act). The Goldman Sachs MLP and Energy Renaissance Fund was organized as a Delaware statutory trust on July 7, 2014, and the Goldman Sachs MLP Income Opportunities Fund
was organized as a Delaware statutory trust on June 18, 2013. The shares of the Goldman Sachs MLP and Energy Renaissance Fund and the Goldman Sachs MLP Income Opportunities Fund are listed on the New York Stock Exchange (NYSE) and
trade under the symbols GER and GMZ, respectively.
Goldman Sachs Asset Management, L.P. (GSAM), an
affiliate of Goldman Sachs & Co. LLC, serves as investment adviser to each Fund pursuant to each Funds respective management agreement (each, an Agreement).
On April 13, 2020, the Goldman Sachs MLP and Energy Renaissance Fund and the Goldman Sachs MLP Income Opportunities Fund had a 9-for-1 reverse share split and a 7-for-1 reverse share split, respectively, effective after
the market close on April 13, 2020. The share split had no impact on the overall value of a shareholders investment in a Fund.
|
2. SIGNIFICANT ACCOUNTING POLICIES
|
The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of
America (GAAP) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions. Each Fund is an investment company under GAAP
and follows the accounting and reporting guidance applicable to investment companies.
A. Investment
Valuation The Funds valuation policy is to value investments at fair value.
B. Investment Income and Investments Investment income includes interest income, dividend income, net of any foreign withholding taxes and less any amounts
reclaimable. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon
as such information is obtained subsequent to the ex-dividend date. Non-cash dividends, if any, are recorded at the fair market value of the securities received.
Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (NAV) calculations.
Distributions from master limited partnerships (MLPs) are generally recorded based on the characterization reported on a Funds schedule K-1 received from the MLPs. The Funds record their pro-rata share of the income/loss and capital gains/losses, allocated from the underlying partnerships and adjust the cost basis of the underlying partnerships accordingly.
C. Expenses Expenses incurred by the Funds, which
may not specifically relate to the Funds, may be shared with other registered investment companies having management agreements with GSAM or its affiliates, as appropriate. These expenses are allocated to the Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses and are accrued daily.
D. Distributions to Shareholders While each Fund seeks
to distribute substantially all of the Funds distributable cash flow received as cash distributions from MLPs, interest payments received on debt securities owned by the Fund and other payments on securities owned by the Fund, less Fund
expenses, in order to permit the Fund to maintain more stable quarterly distributions, the distributions paid by the Fund may be more or less than the amount of net distributable earnings actually earned by the Fund. These distributions could
include a return of a shareholders invested capital which would reduce such Funds NAV. The Funds estimate that only a portion of the distributions paid to shareholders will be treated as dividend income. The remaining portion of the
Funds distribution, which may be significant, is expected to be a return of capital. These estimates are based on the Funds operating results during the period, and their final federal income tax characterization may differ.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax
rules, which may differ from GAAP. Certain components of the Funds net assets on the Statements of Assets and Liabilities reflect permanent GAAP/Tax differences based on the appropriate tax character.
27
GOLDMAN SACHS CLOSED-END FUNDS
Notes to Financial Statements (continued)
May 31, 2020 (Unaudited)
|
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
|
E. Income Taxes The Funds do not intend to qualify as
regulated investment companies pursuant to Subchapter M of the Internal Revenue Code of 1986, as amended, but will rather be taxed as corporations. As a result, the Funds are obligated to pay federal, state and local income tax on their taxable
income. The Funds invest primarily in MLPs, which generally are treated as partnerships for federal income tax purposes. As a limited partner in the MLPs, the Funds must report their allocable share of the MLPs taxable income or loss in
computing their own taxable income or loss. The Funds tax expense or benefit is included in the Statements of Operations based on the component of income or gains/losses to which such expense or benefit relates. Deferred income taxes reflect
the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Such temporary differences are principally: (i) taxes on
unrealized gains/losses, which are attributable to the temporary difference between fair market value and tax basis, (ii) the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial
reporting and income tax purposes, and (iii) the net tax benefit of accumulated net operating losses and capital loss carryforwards. The Funds will accrue a deferred income tax liability balance, at the currently effective statutory United
States (U.S.) federal income tax rate plus an estimated state and local income tax rate, for their future tax liability associated with the capital appreciation of its investments and the distributions received by the Funds on interests
of MLPs considered to be return of capital and for any net operating gains. The Funds may also record a deferred tax asset balance, which reflects an estimate of the Funds future tax benefit associated with net operating losses and/or
unrealized losses.
To the extent the Funds have a deferred tax asset, consideration is given to whether or not a valuation
allowance, which would offset the value of some or all of the deferred tax asset balance, is required. A valuation allowance is required if based on the evaluation criterion provided by Accounting Standards Codification (ASC) 740, Income
Taxes (ASC 740) it is more likely than not that some portion, or all, of the deferred tax asset will not be realized. The factors considered in assessing the Funds valuation allowance include: the nature, frequency and severity of current and
cumulative losses, the duration of the statutory carryforward periods and the associated risks that operating and capital loss carryforwards may expire unutilized. From time to time, as new information becomes available, the Funds will modify their
estimates or assumptions regarding the deferred tax liability or asset. Unexpected significant decreases in cash distributions from the Funds MLP investments or significant declines in the fair value of their investments may change the
Funds assessment regarding the recoverability of their deferred tax assets and may result in a valuation allowance. If a valuation allowance is required to reduce any deferred tax asset in the future, it could have a material impact on the
Funds NAV and results of operations in the period it is recorded. The Funds will rely to some extent on information provided by MLPs, which may not be provided to the Funds on a timely basis, to estimate operating income/loss and gains/losses
and current taxes and deferred tax liabilities and/or asset balances for purposes of daily reporting of NAVs and financial statement reporting.
It is the Funds policy to classify interest and penalties associated with underpayment of federal and state income taxes, if any, as
income tax expense on their Statements of Operations. The Funds anticipate filing income tax returns in the U.S. federal jurisdiction and various states, and such returns are subject to examination by the tax jurisdictions. The Funds have reviewed
all major jurisdictions and concluded that there is no significant impact on their net assets and no tax liability resulting from unrecognized tax benefits or expenses relating to uncertain tax positions expected to be taken on their tax returns.
Return of Capital Estimates Distributions received from the Funds investments in MLPs generally are comprised of income
and return of capital. The Funds record investment income and return of capital based on estimates made at the time such distributions are received. Such estimates are based on historical information available from each MLP and other industry
sources. These estimates may subsequently be revised based on information received from MLPs after their tax reporting periods are concluded.
|
3. INVESTMENTS AND FAIR VALUE MEASUREMENTS
|
The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date (i.e., the exit price); the Funds policy is to use the market approach. GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques
used to measure fair value.
28
GOLDMAN SACHS CLOSED-END FUNDS
|
3. INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)
|
The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs
(Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:
Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or
liabilities;
Level 2 Quoted prices in markets that are not active or financial instruments for which significant inputs are
observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;
Level 3 Prices or valuations that require significant unobservable inputs (including GSAMs assumptions in determining fair
value measurement).
The Board of Trustees (Trustees) has approved Valuation Procedures that govern the valuation of the portfolio investments
held by the Funds, including investments for which market quotations are not readily available. The Trustees have delegated to GSAM day-to-day responsibility for
implementing and maintaining internal controls and procedures related to the valuation of the Funds portfolio investments. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price
verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.
A. Level 1 and Level 2 Fair Value Investments The
valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:
Equity Securities Equity securities traded on a United States
(U.S.) securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or
system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities may be valued at the last bid price for long positions and at the last ask price for
short positions To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2. Certain equity securities containing unique attributes may
be classified as Level 2.
Unlisted equity securities for which market quotations are available are valued at the last sale
price on the valuation date, or if no sale occurs, at the last bid price, and are generally classified as Level 2.
Money Market Funds Investments in the Goldman Sachs Financial Square
Government FundInstitutional Shares (Underlying Fund) are valued at the NAV on the day of valuation. These investments are generally classified as Level 1 of the fair value hierarchy. For information regarding an Underlying
Funds accounting policies and investment holdings, please see the Underlying Funds shareholder report.
B. Level 3 Fair Value Investments To the extent that
significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the
Funds investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or
foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Funds NAV. To the extent investments are valued using single source broker quotations obtained
directly from the broker or passed through from third party pricing vendors, such investments are classified as Level 3 investments.
29
GOLDMAN SACHS CLOSED-END FUNDS
Notes to Financial Statements (continued)
May 31, 2020 (Unaudited)
|
3. INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)
|
B. Fair Value Hierarchy The following is a summary of the
Funds investments classified in the fair value hierarchy as of May 31, 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GOLDMAN SACHS MLP AND ENERGY RENAISSANCE FUND
|
|
|
|
|
|
Investment Type
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Assets
|
|
|
|
|
|
Common Stock(a)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLPs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
$
|
71,105,393
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
Corporations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
18,312,471
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
89,417,864
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
GOLDMAN SACHS MLP INCOME OPPORTUNITIES FUND
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Type
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock(a)
|
|
|
|
|
|
MLPs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
$
|
71,766,400
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
Corporations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
11,916,350
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
83,682,750
|
|
|
$
|
|
|
|
$
|
|
|
(a)
|
|
Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of net asset value. Security valuations are based on the principal exchange or system on
which they are traded, which may differ from country of domicile.
|
For further information regarding security characteristics,
see the Schedules of Investments.
Total income taxes are computed by applying the federal statutory rate plus a blended state income tax rate. During the six
months ended May 31, 2020, the Goldman Sachs MLP and Energy Renaissance Fund reevaluated its blended state income tax rate, increasing the rate from 2.47% to 3.74% due to anticipated changes in state apportionment of income and gains. During
the six months ended May 31, 2020, the Goldman Sachs MLP Income Opportunities Fund reevaluated its blended state income tax rate, increasing the rate from 2.40% to 2.81% due to anticipated changes in state apportionment of income and gains. The
reconciliation between the federal statutory income tax rate of 21% and the effective tax rate on net investment income/loss and realized and unrealized gain/loss is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs
MLP and Energy Renaissance Fund
|
|
|
Goldman Sachs
MLP Income Opportunities Fund
|
|
Application of statutory income tax rate
|
|
$
|
(47,029,622
|
)
|
|
|
21.00
|
%
|
|
$
|
(34,252,467
|
)
|
|
|
21.00
|
%
|
State income taxes, net of federal benefit
|
|
|
(8,375,752
|
)
|
|
|
3.74
|
%
|
|
|
(4,583,306
|
)
|
|
|
2.81
|
%
|
Change in estimated deferred tax rate
|
|
|
(9,661,176
|
)
|
|
|
4.31
|
%
|
|
|
(1,335,945
|
)
|
|
|
0.82
|
%
|
Effect of permanent differences
|
|
|
(364,413
|
)
|
|
|
0.16
|
%
|
|
|
(154,211
|
)
|
|
|
0.10
|
%
|
Change in Valuation Allowance
|
|
|
66,521,666
|
|
|
|
(29.70
|
)%
|
|
|
38,192,307
|
|
|
|
(23.42
|
)%
|
Total current and deferred income tax
expense/(benefit), net
|
|
$
|
1,090,703
|
|
|
|
(0.49
|
)%
|
|
$
|
(2,133,622
|
)
|
|
|
1.31
|
%
|
30
GOLDMAN SACHS CLOSED-END FUNDS
Deferred tax assets and liabilities are measured using effective tax rates expected to apply to taxable income in the years such temporary
differences are realized or otherwise settled. At May 31, 2020, components of the Funds deferred tax assets and liabilities are as follows:
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs
MLP and Energy Renaissance Fund
|
|
|
Goldman Sachs
MLP Income Opportunities Fund
|
|
|
|
|
Deferred tax assets:
|
|
|
|
|
|
|
|
|
Net operating loss carryforwardsee table below for expiration
|
|
$
|
16,931,686
|
|
|
$
|
7,377,678
|
|
Capital loss carryforward (tax basis)see table below for expiration
|
|
|
250,346,268
|
|
|
|
110,843,361
|
|
Other tax assets
|
|
|
910,523
|
|
|
|
618,379
|
|
Valuation Allowance
|
|
|
(265,239,464
|
)
|
|
|
(116,590,567
|
)
|
Total Deferred Tax assets
|
|
$
|
2,949,013
|
|
|
$
|
2,248,851
|
|
|
|
|
Deferred tax liabilities:
|
|
|
|
|
|
|
|
|
Book vs. tax partnership income to be recognized
|
|
$
|
(2,216,085
|
)
|
|
$
|
(1,283,343
|
)
|
Net unrealized gain on investment securities (tax
basis)
|
|
|
(732,928
|
)
|
|
|
(965,508
|
)
|
Total Deferred Tax Liabilities
|
|
$
|
(2,949,013
|
)
|
|
$
|
(2,248,851
|
)
|
Net Deferred Tax Asset/(Liability)
|
|
$
|
|
|
|
$
|
|
|
At May 31, 2020, Goldman Sachs MLP and Energy Renaissance Fund had net operating loss carryforwards,
subject to expiration and limitation based on the fiscal year generated, as follows:
|
|
|
|
|
|
|
|
|
From Fiscal Year End
|
|
Amount
|
|
|
Expiration
|
|
November 30, 2016
|
|
$
|
20,033,508
|
|
|
|
November 30, 2036
|
|
November 30, 2017
|
|
|
27,311,580
|
|
|
|
November 30, 2037
|
|
November 30, 2018
|
|
|
10,122,513
|
|
|
|
November 30, 2038
|
|
November 30, 2020
|
|
|
10,970,901
|
|
|
|
Indefinite
|
|
At May 31, 2020, Goldman Sachs MLP Income Opportunities Fund had net operating loss carryforwards, subject
to expiration and limitation based on the fiscal year generated, as follows:
|
|
|
|
|
|
|
|
|
From Fiscal Year End
|
|
Amount
|
|
|
Expiration
|
|
November 30, 2013
|
|
$
|
138,576
|
|
|
|
November 30, 2033
|
|
November 30, 2015
|
|
|
932,122
|
|
|
|
November 30, 2035
|
|
November 30, 2016
|
|
|
5,073,916
|
|
|
|
November 30, 2036
|
|
November 30, 2017
|
|
|
11,085,035
|
|
|
|
November 30, 2037
|
|
November 30, 2018
|
|
|
7,196,719
|
|
|
|
November 30, 2038
|
|
November 30, 2020
|
|
|
6,559,259
|
|
|
|
Indefinite
|
|
The Tax Cuts and Jobs Act (TCJA) was signed into law on December 22, 2017. The TCJA made
modifications to the net operating loss (NOL) deduction. The TCJA eliminated the NOL carryback ability and replaced the 20 year carryforward period with an indefinite carryforward period for any NOLs arising in tax years beginning after
December 31, 2017. The TCJA also established a limitation for any NOLs generated in tax years beginning after December 31, 2017 to the lesser of the aggregate of available NOLs or 80% of taxable income before any NOL utilization.
The Coronavirus Aid, Relief, and Economic Stability Act (CARES Act) was signed into law on March 27, 2020. The CARES Act delays the application
of the 80% net operating loss limitation, established under TCJA, to tax years ending November 30, 2022 and beyond.
31
GOLDMAN SACHS CLOSED-END FUNDS
Notes to Financial Statements (continued)
May 31, 2020 (Unaudited)
At May 31, 2020, Goldman Sachs MLP and Energy Renaissance Fund had capital loss carryforwards, subject to expiration and limitation based
on the fiscal year generated, as follows:
|
|
|
|
|
|
|
|
|
From Fiscal Year End
|
|
Amount
|
|
|
Expiration
|
|
November 30, 2015
|
|
$
|
343,843,658
|
|
|
|
November 30, 2020
|
|
November 30, 2016
|
|
|
371,704,777
|
|
|
|
November 30, 2021
|
|
November 30, 2019
|
|
|
77,805,376
|
|
|
|
November 30, 2024
|
|
November 30, 2020
|
|
|
218,555,116
|
|
|
|
November 30, 2025
|
|
At May 31, 2020, Goldman Sachs MLP Income Opportunities Fund had capital loss carryforwards, subject to
expiration and limitation based on the fiscal year generated, as follows:
|
|
|
|
|
|
|
From Fiscal Year End
|
|
Amount
|
|
|
Expiration
|
November 30, 2015
|
|
$
|
39,826,322
|
|
|
November 30, 2020
|
November 30, 2016
|
|
|
214,598,166
|
|
|
November 30, 2021
|
November 30, 2019
|
|
|
38,421,743
|
|
|
November 30, 2024
|
November 30, 2020
|
|
|
172,686,574
|
|
|
November 30, 2025
|
The Funds review the recoverability of their deferred tax assets based upon the weight of the available
evidence. When assessing, the Funds management considers available carrybacks, reversing temporary taxable differences, and tax planning, if any. As a result of their analysis of the recoverability of their deferred tax assets, the Funds
recorded the following valuation allowances as of May 31, 2020:
|
|
|
|
|
Goldman Sachs MLP and
Energy Renaissance Fund
|
|
$
|
265,239,464
|
|
Goldman Sachs MLP Income Opportunities Fund
|
|
$
|
116,590,567
|
|
As of May 31, 2020, components of each Funds current and deferred tax/(benefit) expense are as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs MLP and Energy Renaissance Fund
|
|
|
Goldman Sachs MLP Income Opportunities Fund
|
|
|
|
Current
|
|
|
Deferred
|
|
|
Total
|
|
|
Current
|
|
|
Deferred
|
|
|
Total
|
|
Federal
|
|
$
|
|
|
|
$
|
(47,187,817
|
)
|
|
$
|
(47,187,817
|
)
|
|
$
|
|
|
|
$
|
(34,398,890
|
)
|
|
$
|
(34,398,890
|
)
|
State
|
|
|
1,090,703
|
|
|
|
(19,333,849
|
)
|
|
|
(18,243,146
|
)
|
|
|
|
|
|
|
(5,927,039
|
)
|
|
|
(5,927,039
|
)
|
Valuation Allowance
|
|
|
|
|
|
|
66,521,666
|
|
|
|
66,521,666
|
|
|
|
|
|
|
|
38,192,307
|
|
|
|
38,192,307
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
1,090,703
|
|
|
$
|
|
|
|
$
|
1,090,703
|
|
|
$
|
|
|
|
$
|
(2,133,622
|
)
|
|
$
|
(2,133,622
|
)
|
At May 31, 2020, gross unrealized appreciation and depreciation of investments, based on cost for federal
income tax purposes was as follows:
|
|
|
|
|
|
|
|
|
|
|
Goldman Sachs
MLP and Energy Renaissance Fund
|
|
|
Goldman Sachs
MLP Income Opportunities Fund
|
|
Tax Cost
|
|
$
|
77,498,989
|
|
|
$
|
74,238,575
|
|
Gross unrealized gain
|
|
|
29,357,943
|
|
|
|
19,312,052
|
|
Gross unrealized loss
|
|
|
(17,439,068
|
)
|
|
|
(9,867,877
|
)
|
Net unrealized gain (loss)
|
|
$
|
11,918,875
|
|
|
$
|
9,444,175
|
|
Any difference between cost amounts for financial statement and federal income tax purposes is due primarily to
wash sales and timing differences related to the tax treatment of partnership investments.
32
GOLDMAN SACHS CLOSED-END FUNDS
For the six months ended May 31, 2020, the Goldman Sachs MLP and Energy Renaissance Funds distributions are estimated to be comprised
of 0% from taxable income and 100% return of capital and for the Goldman Sachs MLP Income Opportunities Fund, the distributions are estimated to be comprised of 0% from taxable income and 100% return of capital. Shareholders will be informed of the
final tax characterization of the distributions in February 2021. For the Goldman Sachs MLP and Energy Renaissance Fund, and the Goldman Sachs MLP Income Opportunities Fund, tax years ended November 30, 2016 through November 30, 2019
remain open for examination by U.S. and state tax authorities. Management of the Funds is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits or expenses will significantly change in
the next 12 months.
|
5. AGREEMENTS AND AFFILIATED TRANSACTIONS
|
A. Management Agreement Under
each Funds Agreement, GSAM manages each Fund, subject to the general supervision of the Board of Trustees.
As compensation for
the services rendered pursuant to the respective Agreement, the assumption of the expenses related thereto and administration of a Funds business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and
paid monthly, equal to an annual percentage rate of 1.00% of each Funds average daily managed assets for the six months ended May 31, 2020. Managed assets are defined as total assets of a Fund (including any assets attributable to
borrowings for investment purposes) minus the sum of all accrued liabilities (other than liabilities representing indebtedness for investment purposes).
The Funds invested in Institutional Shares of the Goldman Sachs Financial Square Government Fund, which is an affiliated Underlying Fund. GSAM
has agreed to waive a portion of its management fee payable by each Fund in an amount equal to the management fee it earns as investment adviser to the affiliated Underlying Fund in which the Funds invest. For the six months ended May 31, 2020,
GSAM waived $2,940 and $4,710 respectively, of the MLP and Energy Renaissance Funds and MLP Income Opportunities Funds management fees.
B. Other Transactions with Affiliates For the six months ended May 31, 2020, Goldman Sachs did not earn any brokerage commissions from portfolio
transactions on behalf of the Funds.
Morgan Stanley & Co. LLC or certain of its affiliates may be deemed to be an affiliate
of the Goldman Sachs MLP and Energy Renaissance Fund as a result of it or certain of its affiliates owning, controlling or holding the power to vote 5% or more of the Funds outstanding shares. During the six months ended May 31, 2020,
Morgan Stanley & Co. LLC earned $4,150 in brokerage commissions from portfolio transactions with the Goldman Sachs MLP Income Opportunities Fund.
The table below shows the transactions in and earnings from investments in all affiliated funds as of and for the six months ended May 31,
2020.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Underlying Fund
|
|
Beginning
Value as of
November 30,
2019
|
|
|
Purchases
at Cost
|
|
|
Proceeds
from Sales
|
|
|
Ending
Value as of
May 31,
2020
|
|
|
Shares as of
May 31,
2020
|
|
|
Dividend
Income
|
|
MLP and Energy Renaissance Fund
|
|
Goldman Sachs Financial Square Government Fund
|
|
$
|
4,743,087
|
|
|
$
|
49,765,455
|
|
|
$
|
54,508,542
|
|
|
$
|
|
|
|
|
|
|
|
$
|
22,583
|
|
MLP Income Opportunities Fund
|
|
Goldman Sachs Financial Square Government Fund
|
|
|
10,218,479
|
|
|
|
57,997,759
|
|
|
|
68,216,238
|
|
|
|
|
|
|
|
|
|
|
|
41,718
|
|
C. Financing Agreement The
Goldman Sachs MLP and Energy Renaissance Fund and the Goldman Sachs MLP Income Opportunities Fund each have entered into an evergreen fixed/floating rate margin loan facility (the Credit Facility) with a major U.S. financial institution.
The Credit Facility provides for borrowings in an aggregate amount up to $20,000,000 for each Fund. Prior to April 1, 2020, the Credit Facility provided for borrowings of up to $220,000,000 for the Goldman Sachs MLP and Energy Renaissance Fund
and $170,000,000 for the Goldman Sachs MLP Income Opportunities Fund. Borrowings under the Credit
33
GOLDMAN SACHS CLOSED-END FUNDS
Notes to Financial Statements (continued)
May 31, 2020 (Unaudited)
|
5. AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)
|
Facility, which are secured by certain assets of the Funds, bear interest subject to a Funds election of fixed rate and/or floating rate borrowings. The interest rates for the fixed rate
borrowings are based on the lenders internal fixed rates plus a mutually agreed-upon spread. The interest rates for the floating rate borrowings are based on variable rates (i.e., LIBOR) plus market spreads. Each Fund also pays an unused
commitment fee of 0.20% per annum. Interest is accrued daily and paid quarterly. Under the terms of each Credit Facility, in the event of an early termination of any fixed rate borrowing(s), the Funds will receive or pay any gain or loss associated
with the lenders interest rate hedge, which could be material in certain circumstances, as well as any related termination costs (Breakage Fees/Expenses). For the six months ended May 31, 2020, Goldman Sachs MLP and Energy
Renaissance Fund and Goldman Sachs MLP Income Opportunities Fund paid Breakage Expenses of $36,617,957 and $27,854,311 respectively. Such amounts were included with Interest on borrowings on the Statements of Operations.
The Goldman Sachs MLP and Energy Renaissance Fund had borrowings from December 1, 2019 through March 31, 2020. During this period the Fund had
an average outstanding balance and weighted average annual interest rate of $198,036,885 and 3.797%, respectively. As of May 31, 2020, there were no outstanding borrowings under the Credit Facility.
The Goldman Sachs MLP Income Opportunities Fund had borrowings from December 1, 2019 through March 31, 2020. During this period the Fund had an
average outstanding balance and weighted average annual interest rate of $160,237,705 and 3.734%, respectively. As of May 31, 2020, there were no outstanding borrowings under the Credit Facility.
|
6. PORTFOLIO SECURITIES TRANSACTIONS
|
The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended May 31,
2020, were:
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
|
|
Purchases
|
|
|
Sales
|
|
Goldman Sachs MLP and Energy Renaissance
|
|
|
|
$
|
97,027,971
|
|
|
$
|
333,161,795
|
|
Goldman Sachs MLP Income Opportunities
|
|
|
|
|
126,734,094
|
|
|
|
309,017,658
|
|
The Funds risks include, but are not limited to, the following:
Investments in Other Investment Companies As a shareholder of another
investment company, a Fund will indirectly bear its proportionate share of any net management fees and other expenses paid by such other investment companies, in addition to the fees and expenses regularly borne by the Fund.
Leverage Risk Each Fund may use leverage to seek to achieve its
investment objectives. The use of leverage creates an opportunity for increased net investment income dividends, but also creates risks for the investors. There is no assurance that each Funds intended leveraging strategy will be successful.
Leverage involves risks and special considerations, including the likelihood of greater volatility of NAV, market price and dividend rate than a comparable portfolio without leverage; the risk that fluctuations in interest rates on borrowings and
short-term debt or in the interest or dividend rates on any leverage that a Fund must pay will reduce the Funds return; the effect of leverage in a declining market, which is likely to cause a greater decline in the NAV than if the Fund were
not leveraged, which may result in a greater decline in the market price; the investment advisory fees payable to the Investment Adviser will be higher than if the Fund did not use financial leverage; and that leverage may increase operating costs,
which may reduce total return. The use of leverage may impact a Funds ability to declare dividends and distributions; the Funds are generally not permitted to declare cash dividends or other distributions unless, at the time of such
declaration, the value of the Funds assets, less liabilities other than the principal amount of borrowings, is at least 300% of such principal amount (after deducting the amount of such dividend or distribution). This prohibition does not
apply to privately arranged debt that is not intended to be publicly distributed (i.e., each Funds credit facility, as discussed above). Under the terms of each Credit Facility, in the event of an early termination of any fixed rate
borrowings, the Funds will receive or pay any gain or loss associated with the lenders interest rate hedge, which could be material in certain circumstances, as well as any related termination costs.
34
GOLDMAN SACHS CLOSED-END FUNDS
|
7. OTHER RISKS (continued)
|
Liquidity Risk Each Fund may make investments that are illiquid or that
may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value.
Market and Credit Risks An investment in a Fund represents an indirect investment in the securities owned by the Fund, a significant portion of which are traded on a
national securities exchange. The value of these securities, like other investments, may move up or down, sometimes rapidly and unpredictably, in response to the prospects of individual companies, particular sectors or governments and/or general
economic conditions throughout the world due to increasingly interconnected global economies and financial markets. Events such as war, acts of terrorism, social unrest, natural disasters, the spread of infectious illness or other public health
threats could also significantly impact a Fund and its investments. Each Fund may utilize leverage, which magnifies the market risk.
Additionally, a Fund may also be exposed to credit risk in the event that an issuer fails to perform or that an institution or entity with which
the Fund has unsettled or open transactions defaults.
Market Discount Risk
Shares of closed-end investment companies frequently trade at a discount from their NAV. This characteristic is a risk separate and distinct from the risk that the Funds NAV could decrease as a
result of its investment activities and may be greater for investors expecting to sell their shares in a relatively short period of time following completion of the Funds initial offering. Although the value of a Funds net assets is
generally considered by market participants in determining whether to purchase or sell shares, whether investors will realize gains or losses upon the sale of their shares will depend entirely upon whether the market price of the shares at the time
of sale is above or below the investors adjusted tax cost basis for the shares. Because the market price of the shares will be determined by factors such as (i) NAV, (ii) dividend and distribution levels and their stability (which will in
turn be affected by levels of dividend and interest payments by a Funds portfolio holdings, the timing and success of the Funds investment strategies, regulations affecting the timing and character of Fund distributions, Fund expenses
and other factors), (iii) supply of and demand for the shares, (iv) trading volume of the shares, (v) general market, interest rate and economic conditions and (vi) other factors that may be beyond the control of the Fund. A Fund
cannot predict whether the shares will trade at, below or above NAV or at, below or above the initial public offering price.
Master Limited Partnership Risk Investments in securities of MLPs involve risks that differ from investments in common stocks, including risks related to limited
control and limited rights to vote on matters affecting the MLP, risks related to potential conflicts of interest between the MLP and the MLPs general partner, cash flow risks, dilution risks, limited liquidity and risks related to the general
partners right to require unit-holders to sell their common units at an undesirable time or price.
Non-Diversification Risk The Funds are
non-diversified, meaning that they are permitted to invest a larger percentage of their assets in fewer issuers than diversified mutual funds. Thus, a Fund may be more susceptible to adverse developments
affecting any single issuer held in its portfolio, and may be more susceptible to greater losses because of these developments.
Sector Risk To the extent a Fund focuses its investments in securities of issuers in one or more sectors (such as the energy sector), the Fund will be subject,
to a greater extent than if its investments were diversified across different sectors, to the risks of volatile economic cycles and/or conditions and developments that may be particular to that sector, such as: adverse economic, business, political,
environmental or other developments.
Strategy Risk Each
Funds strategy of investing primarily in MLPs, resulting in its being taxed as a corporation, or a C corporation, rather than as a regulated investment company for U.S. federal income tax purposes, is a relatively new investment
strategy for funds. This strategy involves complicated accounting, tax and valuation issues. Volatility in the NAV may be experienced because of the use of estimates at various times during a given year that may result in unexpected and potentially
significant consequences for the Funds and their shareholders.
Tax Risks Tax risks associated with investments in a Fund include but are not limited to the following:
Fund
Structure Risk. Unlike traditional mutual funds that are structured as regulated investment companies for U.S. federal income tax purposes, each Fund will be taxable as a regular corporation, or C corporation, for U.S. federal income
tax purposes. This means the Funds generally will be subject to U.S. federal income tax on their taxable income at the rates applicable to corporations, and will also be subject to state and local income taxes.
35
GOLDMAN SACHS CLOSED-END FUNDS
Notes to Financial Statements (continued)
May 31, 2020 (Unaudited)
|
7. OTHER RISKS (continued)
|
MLP Tax Risk. MLPs are generally treated as partnerships for U.S. federal income tax purposes. Partnerships do not pay U.S. federal income tax at the
partnership level. Rather, each partner is allocated a share of the partnerships income, gains, losses, deductions and expenses. A change in current tax law or a change in the underlying business mix of a given MLP could result in an MLP being
treated as a corporation for U.S. federal income tax purposes, which would result in the MLP being required to pay U.S. federal income tax (as well as state and local income taxes) on its taxable income. This would have the effect of reducing the
amount of cash available for distribution by the MLP and could result in a reduction in the value of a Funds investment in the MLP and lower income to the Fund.
To the extent a distribution received by a Fund from an MLP is treated as a return of capital, the Funds adjusted tax basis in the
interests of the MLP will be reduced, which may increase the Funds tax liability upon the sale of the interests in the MLP or upon subsequent distributions in respect of such interests.
Tax Estimation/NAV Risk. In calculating a Funds daily NAV, the Fund will, among other things, include its current taxes and deferred tax liability
and/or asset balances and related valuation balances, if any. A Fund may accrue a deferred income tax liability balance, at the currently effective statutory U.S. federal income tax rate (currently 21%) plus an estimated state and local income tax
rate, for its future tax liability associated with the capital appreciation of its investments and the distributions received by the Fund on interests of MLPs considered to be return of capital and for any net operating gains. Any deferred tax
liability balance will reduce a Funds NAV which could have an effect on the market price of the shares. A Fund may also record a deferred tax asset balance, which reflects an estimate of the Funds future tax benefit associated with net
operating losses and/or unrealized losses. Any deferred tax asset balance will increase a Funds NAV to the extent it exceeds any valuation allowance which could have an effect on the market price of the shares. A Fund will rely to some extent
on information provided by MLPs, which may not be provided to the Fund on a timely basis, to estimate current taxes and deferred tax liability and/or asset balances for purposes of financial statement reporting and determining its NAV. The daily
estimate of a Funds current taxes and deferred tax liability and/or asset balances used to calculate the Funds NAV could vary significantly from the Funds actual tax liability or benefit, and, as a result, the determination of the
Funds actual tax liability or benefit may have a material impact on the Funds NAV. From time to time, a Fund may modify its estimates or assumptions regarding its current taxes and deferred tax liability and/ or asset balances as new
information becomes available, which modifications in estimates or assumptions may have a material impact on the Funds NAV.
Under the Trusts organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent
permitted by the 1940 Act and state law, against certain liabilities that may arise out of performance of their duties to the Funds.
Additionally, in the
course of business, the Funds enter into contracts that contain a variety of indemnification clauses. The Funds maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that
have not yet occurred. However, GSAM believes the risk of loss under these arrangements to be remote.
36
GOLDMAN SACHS CLOSED-END FUNDS
|
9. SUMMARY OF SHARE TRANSACTIONS
|
Share activity is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MLP and Energy Renaissance Fund
|
|
|
|
|
|
|
|
|
For the Six Months Ended
May 31, 2020
(Unaudited)
|
|
|
For the Fiscal Year Ended
November 30, 2019
|
|
|
|
|
|
|
|
|
Shares
|
|
|
Dollars
|
|
|
Shares
|
|
|
Dollars
|
|
|
|
|
|
|
Common Shares
|
|
Increase from reinvestment of distributions
|
|
|
262,801
|
|
|
$
|
777,286
|
|
|
|
|
|
|
$
|
|
|
Shares reduced due to reverse split*
|
|
|
(70,879,631
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCREASE (DECREASE)
|
|
|
(70,616,830
|
)
|
|
$
|
777,286
|
|
|
|
|
|
|
$
|
|
|
|
|
|
|
MLP Income Opportunities Fund
|
|
|
|
|
|
|
|
|
For the Six Months Ended
May 31, 2020
(Unaudited)
|
|
|
For the Fiscal Year Ended
November 30, 2019
|
|
|
|
|
|
|
|
|
Shares
|
|
|
Dollars
|
|
|
Shares
|
|
|
Dollars
|
|
|
|
|
|
|
Common Shares
|
|
Increase from reinvestment of distributions
|
|
|
183,947
|
|
|
$
|
763,872
|
|
|
|
16,608
|
|
|
$
|
781,264
|
|
Shares reduced due to reverse split*
|
|
|
(38,340,078
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCREASE (DECREASE)
|
|
|
(38,156,131
|
)
|
|
$
|
763,872
|
|
|
|
16,608
|
|
|
$
|
781,264
|
|
*
|
|
On April 13, 2020, the Goldman Sachs MLP and Energy Renaissance Fund effected a 9-for-1 reverse share split and the Goldman Sachs MLP Income Opportunities Fund effected a 7-for-1 reverse share split.
|
On June 9, 2020, the Board of Trustees of each Fund approved an Agreement and Plan of Reorganization providing for the
reorganization of the Goldman Sachs MLP Income Opportunities Fund with and into the Goldman Sachs MLP and Energy Renaissance Fund (the Reorganization), to be considered by shareholders of the Funds at a joint special meeting of
shareholders expected to be held in the third calendar quarter of 2020. It is currently anticipated that the Reorganization will conclude in the third calendar quarter of 2020, subject to obtaining the requisite stockholder approvals, compliance
with all regulatory requirements and satisfaction of customary closing conditions.
Other than the item noted above, subsequent events after
the Statements of Assets and Liabilities date have been evaluated, and GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.
37
GOLDMAN SACHS CLOSED-END FUNDS
ADDITIONAL INFORMATION (Unaudited)
A. Dividend Reinvestment Plan Under the Dividend Reinvestment Plan (the
Plan) for the Goldman Sachs MLP and Energy Renaissance Fund and the Goldman Sachs MLP Income Opportunities Fund (each, a Fund and collectively, the Funds), dividends and/or distributions to a holder of a
Funds common shares of beneficial interest (each, a Common Share and collectively, the Common Shares) will automatically be reinvested in additional Common Shares of that Fund. Each registered shareholder may elect to
have dividends and distributions distributed in cash (i.e., opt-out) rather than participate in the Plan. For any registered shareholder that does not so elect (each, a Participant and
collectively, the Participants), dividends and/or distributions on such shareholders Common Shares will be reinvested by Computershare Trust Company, N.A. (the Plan Agent), as agent for shareholders in administering the
Plan, in additional Common Shares, as set forth below. Participation in the Plan is completely voluntary, and may be terminated or resumed at any time without penalty by Internet, telephone or written notice if received and processed by the Plan
Agent prior to the dividend record rate; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution. Participants who hold their Common Shares through a broker or other nominee
and who wish to elect to receive any dividends and distributions in cash must contact their broker or nominee. The Plan Agent will open an account for each holder of Common Shares under the Plan in the same name in which such holder of Common Shares
is registered. Whenever a Fund declares a dividend or other distribution (together, a Dividend) payable in cash, non-participants in the Plan will receive cash and Participants will receive the
equivalent in Common Shares. The Common Shares will be acquired by the Plan Agent for the Participants accounts, depending upon the circumstances described below, either through (i) receipt of additional unissued but authorized Common
Shares from the Fund (Newly Issued Common Shares) or (ii) by purchase of outstanding Common Shares on the open market (Open-Market Purchases) on the New York Stock Exchange (NYSE) or elsewhere. If, on the
payment date for any Dividend (the Dividend Payment Date), the net asset value (NAV) per Common Share is equal to or less than the closing market price plus estimated per Common Share fees (which include any applicable
brokerage commissions the Plan Agent is required to pay) (such condition often referred to as a premium), the Plan Agent will invest the Dividend amount in Newly Issued Common Shares on behalf of the Participants. The number of Newly
Issued Common Shares to be credited to each Participants account will be determined by dividing the dollar amount of the Dividend by the NAV per Common Share on the Dividend Payment Date; provided that, if the NAV is less than or equal to 95%
of the closing market value on the Dividend Payment Date, the dollar amount of the Dividend will be divided by 95% of the closing market price per Common Share on the Dividend Payment Date. If, on the Dividend Payment Date, the NAV per Common Share
is greater than the closing market price per share plus per Common Share fees (such condition referred to as a market discount), the Plan Agent will invest the Dividend amount in Common Shares acquired on behalf of the Participants in
Open-Market Purchases. Such Open- Market Purchases shall continue on each successive business day until the entire Dividend amount has been invested pursuant to Open-Market Purchases; provided, however, that if (a) the market discount shifts to
a market premium, or (b) the Open Market Purchases have not been completed by the Last Purchase Date (as defined below), the Plan Agent shall cease making Open-Market Purchases and shall invest the entire uninvested portion of the Dividend
amount in Newly Issued Common Shares in the manner contemplated above. The term Last Purchase Date shall mean the last business day before the next date on which the Common Shares trade on an
ex-dividend basis or 30 days after the Dividend Payment Date, whichever is sooner. Open-market purchases may be made on any securities exchange where Common Shares are traded, in the over-the-counter market or in negotiated transactions, and may be on such terms as to price, delivery and otherwise as the Plan Agent shall determine. It is contemplated that
the Funds will pay quarterly Dividends.
B. Fund Certification
The Funds are listed for trading on the NYSE. The Funds will continue to file their annual chief executive officer certifications regarding compliance with the NYSEs listing standards no more than 30 days after the Funds annual
shareholder meeting.
38
PRIVACY NOTICE
(Applicable only to individual, joint, and individual retirement account (IRA) investors)
The Goldman Sachs financial services companies endeavor to maintain the highest standards of confidentiality and to respect the privacy of our client relationships.
In that regard, we are providing this Privacy Notice to our clients in accordance with Title V of the Gramm-Leach-Bliley Act of 1999 and its implementing regulations. This notice supplements any privacy policies or statements that we may provide in
connection with specific products or services.
The Information We Collect About You. The non-public personal information we collect about you (your Information) comes primarily from the account applications or other forms you submit to us.
We may also collect Information about your transactions and experiences with us, our affiliates, or others relating to the products or services we provide. Also, depending on the products or services you require, we may obtain additional Information
from consumer reporting
agencies.
Our Disclosure Policies. We do not disclose your Information to anyone, except as permitted by law. This may include sharing your Information
with non-affiliated companies that perform support services for your account or process your transactions with us or our affiliates. It may also include sharing your Information with our affiliates to bring
you the full range of services and products available from the Goldman Sachs family of financial services companies, including our U.S. and international brokerage, asset management, advisory, and trust services companies. Additionally, it may
include disclosing your Information pursuant to your express consent, to fulfill your instructions, or to comply with applicable laws and regulations.
Our Information Security Policies. We limit access to your Information to those of our employees and service providers who are involved in
offering or administering the products or services that we offer. We maintain physical, electronic, and procedural safeguards that are designed to comply with federal standards to safeguard your Information. If our relationship ends, we will
continue to treat your Information as described in this Privacy Notice.
This notice is being provided on behalf of the following affiliates of The Goldman
Sachs Group, Inc.:
Goldman Sachs Asset Management, L.P.
Goldman Sachs Asset
Management International
GS Investment Strategies, LLC
Goldman Sachs Hedge Fund
Strategies, LLC
The family of funds managed by the affiliates listed above.
39
GOLDMAN SACHS CLOSED-END FUNDS
Voting Results of Joint Annual Meeting of Shareholders (Unaudited)
The joint Annual Meeting (the Meeting) of the Goldman Sachs MLP and Energy
Renaissance Fund (GER) and Goldman Sachs MLP Income Opportunities Fund (GMZ) was held on March 26, 2020 to consider and act upon the proposals below. At the Meeting, Linda A. Lang and James A. McNamara were elected Class
II Trustees to the Board of Trustees of GER. In addition, Lawrence W. Stranghoener and Caroline Dorsa were elected Class III Trustees to the Board of Trustees of GMZ.
The shareholders of GER voted as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal 1
GER Election of Trustees
|
|
For
|
|
|
Against/Withhold
|
|
|
Abstain
|
|
|
|
|
|
Linda A. Lang (Class II)
|
|
|
67,541,463
|
|
|
|
2,980,652
|
|
|
|
0
|
|
|
|
|
|
James A. McNamara (Class II)
|
|
|
67,661,946
|
|
|
|
2,860,169
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In addition to the individuals named above, Caroline Dorsa, Michael Latham and Lawrence W. Stranghoener
continued to serve on the Board of Trustees of GER.
The shareholders of GMZ voted as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal 1
GMZ Election of Trustees
|
|
For
|
|
|
Against/Withhold
|
|
|
Abstain
|
|
|
|
|
|
Caroline Dorsa (Class III)
|
|
|
37,861,246
|
|
|
|
1,695,366
|
|
|
|
0
|
|
|
|
|
|
Lawrence W. Stranghoener (Class III)
|
|
|
37,909,124
|
|
|
|
1,647,488
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In addition to the individuals named above, Linda A. Lang, Michael Latham and James A. McNamara continued to
serve on the Board of Trustees of GMZ.
40
FUNDS PROFILE
Goldman Sachs Closed-End Funds
Goldman
Sachs is a premier financial services firm, known since 1869 for creating thoughtful and customized investment solutions in complex global markets.
Today, the Consumer and Investment Management Division of Goldman Sachs serves a diverse set of clients worldwide, including private institutions, public entities and individuals. With approximately $1.66 trillion in assets under management as of
March 31, 2020, Goldman Sachs Asset Management (GSAM) has portfolio management teams located around the world and our investment professionals bring firsthand knowledge of local markets to every investment decision. GSAMs
assets under management includes assets managed by Goldman Sachs Asset Management, L.P. and its Investment Advisory Affiliates.
|
GOLDMAN SACHS CLOSED-END FUNDS
|
|
MLP and Energy Renaissance Fund
|
|
MLP Income Opportunities Fund
|
|
|
|
TRUSTEES
Lawrence W. Stranghoener, Chairman
Caroline Dorsa
Linda A. Lang
Michael Latham
James A. McNamara
|
|
OFFICERS
James A. McNamara, President
Joseph F. DiMaria, Principal Financial Officer, Principal Accounting Officer and Treasurer
Caroline L. Kraus, Secretary
|
|
|
Goldman Sachs Asset Management, L.P.
Investment
Adviser
|
|
Dechert LLP
Legal Counsel
|
|
|
Computershare Trust Company, N.A.
and Computershare
Inc.
Transfer Agent, Registrar and
Dividend Reinvestment Plan Agent
|
|
State Street Bank and Trust Company
Custodian
PricewaterhouseCoopers LLP
Independent Registered Public Accounting Firm
|
Goldman Sachs Asset Management, L.P., 200 West Street, New York, New York 10282
The reports concerning the Funds included in this shareholder report may contain certain
forward-looking statements about the factors that may affect the performance of the Funds in the future. These statements are based on Fund managements predictions and expectations concerning certain future events and their expected impact on
the Funds, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Funds.
Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be
employed.
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities and information regarding
how a Fund voted proxies relating to portfolio securities for the most recent 12-month period ended June 30, are available (I) without charge, upon request by calling
1-855-807-2742; and (II) on the Securities and Exchange Commission (SEC) web site at http://www.sec.gov.
The Funds will file their portfolio holdings for each month in a fiscal quarter within 60 days after the end of the relevant fiscal quarter on Form N-PORT. Portfolio
holdings information for the third month of each fiscal quarter will be made available on the SECs web site at http://www.sec.gov. Portfolio holdings information may be obtained upon request and without charge by calling 1-855-807-2742.
Fund holdings and allocations shown are as of May 31, 2020 and may not be representative of future investments. Fund holdings should not be relied on in making
investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.
The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk.
Views and opinions expressed are for informational purposes only and do not constitute a recommendation by GSAM to buy, sell, or hold any security. Views and opinions are
current as of the date of this presentation and may be subject to change, they should not be construed as investment advice.
Economic and market forecasts presented
herein reflect a series of assumptions and judgments as of the date of this presentation and are subject to change without notice. These forecasts do not take into account the specific investment objectives, restrictions, tax and financial situation
or other needs of any specific client. Actual data will vary and may not be reflected here. These forecasts are subject to high levels of uncertainty that may affect actual performance.
Accordingly, these forecasts should be viewed as merely representative of a broad range of possible outcomes. These forecasts are estimated, based on assumptions, and are
subject to significant revision and may change materially as economic and market conditions change. Goldman Sachs has no obligation to provide updates or changes to these forecasts. Case studies and examples are for illustrative purposes only. This
communication is not an offer to sell these securities and is not a solicitation to buy these securities in any jurisdiction where the offer or sale is not permitted.
Alerian MLP Index, and AMZ are trademarks of Alerian and their use is granted under a license from Alerian.
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that from time to time, each Fund may purchase, at market
prices, shares of its common stock in the open market.
The Cushing® MLP High Income Index (the
Index) is the exclusive property of Swank Capital, LLC, which has contracted with S&P Opco, LLC (a subsidiary of S&P Dow Jones Indices LLC) (S&P Dow Jones Indices) to maintain and calculate the Index. S&P® is a registered trademark of Standard & Poors Financial Services LLC (SPFS); Dow Jones® is a registered
trademark of Dow Jones Trademark Holdings LLC (Dow Jones); and these trademarks have been licensed to S&P Dow Jones Indices. Calculated by S&P Dow Jones Indices and its related stylized mark(s) have been licensed for
use by Swank Capital, LLC. Neither S&P Dow Jones Indices, SPFS, Dow Jones S&P nor any of their affiliates sponsor and promote the Index and none shall be liable for any errors or omissions in calculating the Index.
This report is transmitted to Funds shareholders only. It is not a prospectus. Investors should consider their investment goals, time horizons and risk tolerance
before investing in a Fund. An investment in a Fund is not appropriate for all investors, and the Funds are not intended to be complete investment programs. Investors should carefully review and consider a Funds investment objective, risks,
charges and expenses before investing.
© 2020 Goldman Sachs. All rights reserved. 209008-OTU-1231037
MLPCEFSAR-20