gug55755-ncsr.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM N-CSR
 
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
 
Investment Company Act file number     811-21982
 
Guggenheim Strategic Opportunities Fund
(Exact name of registrant as specified in charter)
 
2455 Corporate West Drive, Lisle, IL 60532
(Address of principal executive offices) (Zip code)
 
Kevin M. Robinson
2455 Corporate West Drive, Lisle, IL 60532                        
(Name and address of agent for service)
Registrant's telephone number, including area code:         (630) 505-3700
 
Date of fiscal year end:  May 31
 
Date of reporting period:  November 30, 2012
 
 
 
 
 
 

 
 
Item 1.  Reports to Stockholders.
 
The registrant's semi-annual report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), is as follows:
 
 
 
 
 

 

 
WWW.GUGGENHEIMINVESTMENTS.COM/GOF
... YOUR WINDOW TO THE LATEST, MOST UP-TO-DATE INFORMATION ABOUT THE GUGGENHEIM STRATEGIC OPPORTUNITIES FUND
 
The shareholder report you are reading right now is just the beginning of the story. Online at www.guggenheiminvestments.com/gof, you will find:
 
Daily, weekly and monthly data on share prices, net asset values, distributions and more
   
Portfolio overviews and performance analyses
   
Announcements, press releases and special notices
   
Fund and adviser contact information
 
Guggenheim Partners Investment Management, LLC and Guggenheim Funds Investment Advisors, LLC are continually updating and expanding shareholder information services on the Fund’s website, in an ongoing effort to provide you with the most current information about how your Fund’s assets are managed, and the results of our efforts. It is just one more small way we are working to keep you better informed about your investment in the Fund.

 
 

 
 
November 30, 2012
 
DEAR SHAREHOLDER
 
We thank you for your investment in the Guggenheim Strategic Opportunities Fund (the “Fund”). This report covers the Fund’s performance for the semiannual period ended November 30, 2012.
 
The Fund’s investment objective is to maximize total return through a combination of current income and capital appreciation. The Fund seeks to achieve that objective by combining a credit-managed fixed-income portfolio with access to a diversified pool of alternative investments and equity strategies. The Fund pursues a relative value-based investment philosophy, which utilizes quantitative and qualitative analysis to seek to identify securities or spreads between securities that deviate from their perceived fair value and/or historical norms. There is no guarantee that the perceived fair value will be achieved.
 
All Fund returns cited—whether based on net asset value (“NAV”) or market price—assume the reinvestment of all distributions. For the six-month period ended November 30, 2012, the Fund provided a total return based on market price of 2.50% and a total return based on NAV of 10.62%. As of November 30, 2012, the Fund’s market price of $20.65 per share represented a premium of 2.94% to its NAV of $20.06 per share. The market value of the Fund’s shares fluctuates from time to time and it may be higher or lower than the Fund’s NAV.
 
In each month from June 2012 through November 2012, the Fund paid a monthly dividend of $0.154 per share. The dividend as of November 30, 2012, represents an annualized distribution rate of 8.9% based on the Fund’s closing market price of $20.65 on November 30, 2012. The Fund announced an increase in its monthly dividend to $0.1694 per share, effective with its December 2012 dividend.
 
During the six months ended November 30, 2012, the Fund raised approximately $24.0 million by offering additional shares to the public. The offering of additional shares of the Fund was made in recognition of continued investor demand for the Fund’s unique investment strategy and strong performance track record. The additional shares offered to the public were priced at a premium to the Fund’s NAV.
 
Guggenheim Funds Investment Advisors, LLC (the “Adviser”) serves as the investment adviser to the Fund. Guggenheim Partners Investment Management, LLC (formerly, Guggenheim Partners Asset Management, LLC) (“GPIM” or the “Sub-Adviser”) serves as the Fund’s investment sub-adviser and is responsible for the management of the Fund’s portfolio of investments. Each of the Adviser and the Sub-Adviser is an affiliate of Guggenheim Partners, LLC (“Guggenheim”), a global diversified financial services firm.
 
We encourage shareholders to consider the opportunity to reinvest their distributions from the Fund through the Dividend Reinvestment Plan (“DRIP”), which is described in detail on page 39 of this report. When shares trade at a discount to NAV, the DRIP takes advantage of the discount by reinvesting the monthly dividend distribution in common shares of the Fund purchased in the market at a price less than NAV. Conversely, when the market price of the Fund’s common shares is at a premium above NAV, the DRIP reinvests participants’ dividends in newly-issued common shares at NAV, subject to an IRS limitation that the purchase price cannot be more than 5% below the market price per share. The DRIP provides a cost-effective means to accumulate additional shares and enjoy the benefits of compounding returns over time. Since the Fund endeavors to maintain a stable monthly distribution, the DRIP effectively provides an income averaging technique, which causes shareholders to accumulate a larger number of Fund shares when the market price is depressed than when the price is higher.
 
To learn more about the Fund’s performance and investment strategy, we encourage you to read the Questions & Answers section of this report, which begins on page 4. You’ll find information on GPIM’s investment philosophy, views on the economy and market environment, and detailed information about the factors that impacted the Fund’s performance.
 
We appreciate your investment and look forward to serving your investment needs in the future. For the most up-to-date information on your investment, please visit the Fund’s website at www. guggenheiminvestments.com/gof.
 
Sincerely,
 
 
Donald C. Cacciapaglia
Chief Executive Officer
Guggenheim Strategic Opportunities Fund
 
December 31, 2012
 
   
 
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QUESTIONS & ANSWERS
November 30, 2012
 
Guggenheim Strategic Opportunities Fund (the “Fund”) is managed by a team of seasoned professionals at Guggenheim Partners Investment Management, LLC (“GPIM”). This team includes B. Scott Minerd, Chief Executive Officer and Chief Investment Officer; Anne Bookwalter Walsh, CFA, JD, Senior Managing Director; and James W. Michal, Director and Portfolio Manager. In the following interview, the investment team discusses the market environment and the Fund’s performance for the six-month period ended November 30, 2012.
 
What is the Fund’s investment objective and how is it pursued?
The Guggenheim Strategic Opportunities Fund (the “Fund”) seeks to maximize total return through a combination of current income and capital appreciation. The Fund pursues a relative value-based investment philosophy, which utilizes quantitative and qualitative analysis to seek to identify securities or spreads between securities that deviate from their perceived fair value and/or historical norms. There is no guarantee that the perceived fair value of the Fund’s portfolio investments will be achieved. GPIM seeks to combine a credit-managed fixed income portfolio with access to a diversified pool of alternative investments and equity strategies.
 
The Fund seeks to achieve its investment objective by investing in a wide range of fixed income and other debt and senior equity securities (“income securities”) selected from a variety of credit qualities and sectors, including, but not limited to, corporate bonds, loans and loan participations, structured finance investments, U.S. government and agency securities, mezzanine and preferred securities and convertible securities, and in common stocks, limited liability company interests, trust certificates and other equity investments (“common equity securities,” exposure to which is obtained primarily by investing in exchange traded funds, or ETFs) that GPIM believes offer attractive yield and/or capital appreciation potential, including employing a strategy of writing (selling) covered call and put options on such equities. GPIM believes the volatility of the Fund can be reduced by diversifying across a large number of sectors and securities, many of which historically have not been highly correlated to one another. To achieve the targeted level of diversification, the Fund has primarily invested in exchange traded funds.
 
Under normal market conditions:
   
The Fund may invest up to 60% of its total assets in fixed income securities rated below investment grade (commonly referred to as “junk bonds”);
   
The Fund may invest up to 20% of its total assets in non-U.S. dollar denominated fixed income securities of corporate and governmental issuers located outside the U.S., including up to 10% of total assets in fixed income securities of issuers located in emerging markets;
   
The Fund may invest up to 50% of its total assets in common equity securities; and
   
The Fund may invest up to 30% of its total assets in investment funds that primarily hold (directly or indirectly) investments in which the Fund may invest directly of which amount, up to 20% of the Fund’s total assets in investment funds that are registered as investment companies under the Investment Company Act of 1940, as amended (the “1940 Act”) to the extent permitted by applicable law and related interpretations of the staff of the U.S. Securities and Exchange Commission.
 
GPIM’s investment process is a collaborative effort between its Portfolio Construction Group, which utilizes tools such as a proprietary risk optimization model to determine allocation of assets among a variety of sectors, and its Sector Specialists, who are responsible for security selection within these sectors and for implementing securities transactions.
 
The Fund may use financial leverage (borrowing) to finance the purchase of additional securities. Although financial leverage may create an opportunity for increased return for shareholders, it also results in additional risks and can magnify the effect of any losses. There is no assurance that the strategy will be successful. If income and gains earned on securities purchased with the financial leverage proceeds are greater than the cost of the financial leverage, common shareholders’ return will be greater than if financial leverage had not been used. Conversely, if the income or gains from the securities purchased with the proceeds of financial leverage are less than the cost of the financial leverage, common shareholders’ return will be less than if financial leverage had not been used.
 
What were the significant events affecting the economy and market environment over the past six months?
The U.S. economy continues its positive expansion although the risks of delinquencies, weak consumer demand, and the knock-on effect of Europe continue to weigh on the market. Unprecedented policy actions by the Federal Reserve (“the Fed”) continue to provide ample liquidity and accommodation to stimulate growth of the U.S. economy. Recent Fed action, such as the third round of quantitative easing announced in September 2012, shows an increased tolerance for potentially higher levels of inflation. The Fed was aggressive in its policy action by announcing an open-ended bond purchasing program that focused on agency mortgages. Operation Twist, the Fed’s program of buying longer duration Treasury securities while simultaneously selling shorter duration securities, was also extended.
 
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November 30, 2012
 
The U.S. election at the beginning of November may have had a small short-term effect on the market’s perception of the path and pace towards economic recovery. Improving housing data and private payrolls have largely driven U.S. GDP growth, though perceived uncertainty surrounding consumer demand and unemployment continues to make it difficult for the corporate sector to make investment decisions with respect to hiring and capital investment. U.S. capital markets will largely be focused on the political decisions made in December with respect to the U.S. fiscal cliff and the impending legislation changes.
 
Central banks around the world have tagged along with U.S. policymakers and are engaging in their own forms of accommodative policy actions, which should continue to benefit risk assets and assets linked to inflation. While the European Central Bank has made considerable strides to reduce stress emanating from troubled Eurozone nations, it is evident that restructuring of toxic debt will take considerable time and effort. The Eurozone currency still remains at a relatively high value compared to the U.S. dollar, which makes European countries less competitive with respect to exports – the exchange rate between the Euro/USD finished at 1.298 /$ to close November. Despite all of these headwinds, the U.S. economy appears to have the momentum, albeit at a slow pace, to withstand an imminent European recession.
 
How did the Fund perform for the six months ended November 30, 2012?
All Fund returns cited—whether based on net asset value (“NAV”) or market price—assume the reinvestment of all distributions. For the six-month period ended November 30, 2012, the Fund provided a total return based on market price of 2.50% and a total return based on NAV of 10.62%.
 
As of November 30, 2012, the Fund’s market price of $20.65 per share represented a premium of 2.94% to its NAV of $20.06 per share. The closing price of the Fund’s shares as of May 31, 2012, was $21.08, which represented a premium of 10.95% to the NAV of $19.00. The market value of the Fund’s shares fluctuates from time to time and it may be higher or lower than the Fund’s NAV. Past performance is not a guarantee of future results.
 
In each month from June 2012 through November 2012, the Fund paid a monthly dividend of $0.154 per share. The dividend as of November 30, 2012, represents an annualized distribution rate of 8.9% based on the Fund’s closing market price of $20.65 on November 30, 2012. Of course, the Fund’s distribution rate is not constant and is subject to change based on the performance of the Fund.
 
What were the major contributors to or detractors from performance?
Performance of the Fund was strong, as leveraged credit markets (consisting primarily of high yield bonds and bank loans) registered gains over the period and also helped collateralized loan obligations (“CLO”) spreads tighten. Monetary stimulus provided by central banks across the globe, combined with elevated demand by investors for yield, drove spreads and overall yields tighter.
 
Global equity markets, structured credit, and corporate bonds rallied on the back of monetary stimulus, with the main drivers of positive performance being high yield corporate bonds, asset-backed securities (“ABS”) and CLOs. Macroeconomic-themed trades were another positive contributor, as monetary stimulus boosted gold and European equities. The Fund continues to remain overweight spread duration and underweight effective duration, given the macroeconomic forecast.
 
Detractors to performance included several corporate credit positions that experienced mark-to-market weakness given specific credit or industry outlooks. GPIM continues to believe that corporate fundamentals will remain positive, as accommodation and low borrowing rates remain supportive of corporate credits.
 
From an asset allocation perspective, sustained periods of low nominal interest rates coupled with improving corporate fundamentals increase the attractiveness of higher yielding, fixed income securities. We continue to see value in fundamentally strong, but seemingly out-of-favor, lower-rated securities, particularly in high yield bonds and bank loans.
 
What have market conditions been like for the Fund over the past six months?
Even though the U.S. debt and deficit issues continue to loom large, the global macroeconomic picture has undoubtedly improved over the past several months. The headline risk of European disintegration has diminished with ongoing progress towards a banking union, and ultimately towards a fiscal union in Europe.
 
Bank loans and high yield bonds continue to provide value down the credit spectrum, primarily in CCCs and select single Bs. Bank loans may also offer investors protection against rising rates, seniority in the capital structure and covenant protection. CLO activity also remains strong with year to date volume already higher than the past three years combined (2009-2011). Despite strong issuance, CLO spreads across the capital structure continue to tighten as outstanding volume continues to shrink, and investors are driven to other asset classes such as CLOs for wider spreads.
 
New issue U.S. ABS credit performance expectations remain firm, particularly in well-covered transactions backed by commercial loans and assets. While U.S. economic data has been mixed, the performance of the consumer and corporate credits underlying ABS has been stable and supportive of ABS performance at expected levels. Supply volumes are increasing but remain below the repayment of older deals, creating a net supply shortfall and firm spreads. European holdings of U.S. structured products have been reduced substantially post-crisis, and should not pose
 
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QUESTIONS & ANSWERS continued
November 30, 2012
 
as large of a threat to the market as in past years. Overall trading pressures and changes in bank regulatory capital may affect trading volumes and dealer appetite to hold structured product risk assets.
 
How did other markets perform in this environment?
For the six-month period ended November 30, 2012, investors realized the highest returns from the most risky assets such as domestic and international equity markets, followed by the U.S. high yield and leveraged loan markets, while U.S. government debt provided the lowest returns.
 
The Standard & Poor’s 500 Index (the “S&P 500”), which is generally regarded as an indicator of the broader U.S. stock market, rose 9.32% (this and all other returns cited in this section are total return). Foreign markets were much stronger, as the Morgan Stanley Capital International (“MSCI”) Europe-Australasia-Far East (“EAFE”) Index, which is comprised of approximately 1,100 companies in 20 developed countries in Europe and the Pacific Basin, rose 18.16% and the MSCI Emerging Market Index, which measures market performance in global emerging markets, rose 12.63%, for the six months ended November 30, 2012.
 
In the bond market, the Barclays U.S. Treasury Composite Index, which includes Treasury securities of all maturities, returned 0.57%. The Barclays U.S. Aggregate Bond Index (the “Barclays Aggregate”), which is a proxy for the U.S. investment-grade bond market, returned 1.99% for the period, while the Barclays U.S. Corporate High Yield Index (which tracks nearly 2,000 U.S. non-investment grade bonds) returned 8.54%. The Credit Suisse Leveraged Loan Index, which tracks approximately 1,500 syndicated bank loans, returned 4.71% for the period. Reflecting the Federal Reserve’s continuing accommodative monetary policy, interest rates on short-term securities remained at their lowest levels in many years; the return of the Barclays 1-3 Month U.S. Treasury Bill Index was 0.04% for the same period.
 
What is the Fund’s leverage strategy?
Since leverage adds to performance when the cost of leverage is less than the total return generated by investments, the use of leverage contributed to the Fund’s total return during this period. The purpose of leverage (borrowing) is to fund the purchase of additional securities that provide the potential for increased income and greater appreciation to common shareholders than could be achieved from an unlevered portfolio. Leverage results in greater NAV volatility and entails more downside risk than an unleveraged portfolio.
 
As of November 30, 2012, the amount of leverage was approximately 29.6% of total assets. GPIM employs leverage through two vehicles: reverse repurchase agreements, under which the Fund transfers securities to a counterparty and receives cash which can be used for additional investments, and a committed financing facility through a leading investment bank.
 
Index Definitions
Indices are unmanaged and reflect no expenses. It is not possible to invest directly in an index.
 
The Standard & Poor’s 500 Index is a capitalization-weighted index of 500 stocks. The index is designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries.
 
The Barclays U.S. Aggregate Bond Index represents securities that are U.S. domestic, taxable, and dollar denominated. The index covers the U.S. investment grade fixed rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities.
 
The Barclays U.S. Corporate High Yield Index is an unmanaged index of below investment grade bonds issued by U.S. corporations.
 
The Barclays U.S. Treasury Composite Index includes public obligations of the U.S. Treasury. Treasury bills are excluded by the maturity constraint but are part of a separate Short Treasury Index. In addition, certain special issues, such as state and local government series bonds (SLGs), as well as U.S. Treasury TIPS, are excluded. STRIPS are excluded from the index because their inclusion would result in double-counting. Securities in the index roll up to the U.S. Aggregate, U.S. Universal, and Global Aggregate Indices. The U.S. Treasury Index was launched on January 1, 1973.
 
The Barclays 1-3 Month U.S. Treasury Bill Index tracks the performance of U.S. Treasury bills with a remaining maturity of one to three months. U.S. Treasury bills, which are short-term loans to the U.S. government, are full-faith-and-credit obligations of the U.S. Treasury and are generally regarded as being free of any risk of default.
 
The Credit Suisse Leveraged Loan Index is an Index designed to mirror the investable universe of the $US-denominated leveraged loan market.
 
The MSCI EAFE Index is a capitalization weighted measure of stock markets in Europe, Australasia and the Far East.
 
The MSCI Emerging Markets Index is a free float-adjusted market capitalization weighted index that is designed to measure equity market performance in the global emerging markets.
 
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QUESTIONS & ANSWERS continued
November 30, 2012
 
Risks and Other Considerations
The views expressed in this report reflect those of the portfolio managers only through the report period as stated on the cover. These views are subject to change at any time, based on market and other conditions and should not be construed as a recommendation of any kind. The material may also include forward looking statements that involve risk and uncertainty, and there is no guarantee that any predictions will come to pass. There can be no assurance that the Fund will achieve its investment objectives. The value of the Fund will fluctuate with the value of the underlying securities. Historically, closed-end funds often trade at a discount to their net asset value.
 
Asset-Backed Securities Risk: ABS involve certain risks in addition to those presented by mortgage-backed securities. Therefore, there is the possibility that recoveries on the underlying collateral may not, in some cases, be available to support payments on these securities. ABS do not have the benefit of the same security interest in the underlying collateral as mortgage-backed securities and are more dependent on the borrower’s ability to pay and may provide the Fund with a less effective security interest in the related collateral than do mortgage- related securities. The collateral underlying ABS may constitute assets related to a wide range of industries and sectors. For example, ABS can be collateralized with credit card and automobile receivables. Credit card receivables are generally unsecured, and the debtors are entitled to the protection of a number of state and federal consumer credit laws, many of which give debtors the right to set off certain amounts owed on the credit cards, thereby reducing the balance due. Most issuers of automobile receivables permit the servicers to retain possession of the underlying obligations. If the servicer were to sell these obligations to another party, there is a risk that the purchaser would acquire an interest superior to that of the holders of the related automobile receivables. In addition, because of the large number of vehicles involved in a typical issuance and technical requirements under state laws, the trustee for the holders of the automobile receivables may not have an effective security interest in all of the obligations backing such receivables. If the economy of the United States deteriorates, defaults on securities backed by credit card, automobile and other receivables may increase, which may adversely affect the value of any ABS owned by the Fund. In addition, these securities may provide the Fund with a less effective security interest in the related collateral than do mortgage-related securities. Therefore, there is the possibility that recoveries on the underlying collateral may not, in some cases, be available to support payments on these securities.
 
The Credit CARD Act of 2009 imposes new regulations on the ability of credit card issuers to adjust the interest rates and exercise various other rights with respect to indebtedness extended through credit cards. The Fund and the Sub-Adviser cannot predict what effect, if any, such regulations might have on the market for ABS and such regulations may adversely affect the value of ABS owned by the Fund.
 
Most issuers of automobile receivables permit the servicers to retain possession of the underlying obligations. If the servicer were to sell these obligations to another party, there is a risk that the purchaser would acquire an interest superior to that of the holders of the related automobile receivables. In addition, because of the large number of vehicles involved in a typical issuance and technical requirements under state laws, the trustee for the holders of the automobile receivables may not have an effective security interest in all of the obligations backing such receivables. In recent years, certain automobile manufacturers have been granted access to emergency loans from the U.S. Government and have experienced bankruptcy. As a result of these events, the value of securities backed by receivables from the sale or lease of automobiles may be adversely affected.
 
If the economy of the United States deteriorates, defaults on securities backed by credit card, automobile and other receivables may increase, which may adversely affect the value of any ABS owned by the Fund. In addition, these securities may provide the Fund with a less effective security interest in the related collateral than do mortgage-related securities. Therefore, there is the possibility that recoveries on the underlying collateral may not, in some cases, be available to support payments on these securities.
 
Below Investment-Grade Securities Risk: The Fund may invest in income securities rated below investment grade or, if unrated, determined by the Sub-Adviser to be of comparable credit quality, which are commonly referred to as “high-yield” or “junk” bonds. Investment in securities of below investment- grade quality involves substantial risk of loss. Income securities of below investment-grade quality are predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal when due and therefore involve a greater risk of default or decline in market value due to adverse economic and issuer-specific developments.
 
Senior and Second Lien Secured Loans Risk: The Fund’s investments in senior loans and second lien secured floating-rate loans are typically below investment grade and are considered speculative because of the credit risk of their issuers. The risks associated with senior loans of below investment grade quality are similar to the risks of other lower-grade income securities. Second lien loans are second in right of payment to senior loans and therefore are subject to the additional risk that the cash flow of the borrower and any property securing the loan may be insufficient to meet scheduled payments after giving effect to the senior-secured obligations of the borrower. Second lien loans are expected to have greater price volatility and exposure to losses upon default than senior loans and may be less liquid. Structured Finance Investments Risk: The Fund’s structured finance investments may include residential and commercial mortgage-related and asset-backed securities issued by governmental entities and private issuers, collateralized debt obligations and risk-linked securities. These securities entail considerable risk, including many of the risks described above (e.g.,
 
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QUESTIONS & ANSWERS continued
November 30, 2012
 
market risk, credit risk, interest rate risk and prepayment risk). The value of collateralized debt obligations also may change because of changes in the market’s perception of the underlying collateral of the pool, the creditwor-thiness of the servicing agent for or the originator of the pool, or the financial institution or entity providing credit support for the pool. Returns on risk linked securities are dependent upon such events as property or casualty damages which may be caused by such catastrophic events as hurricanes or earthquakes or other unpredictable events.
 
Mezzanine Investments Risk: Mezzanine investments are subject to the same risks associated with investment in senior loans, second lien loans and other lower-grade income securities. Mezzanine investments are expected to have greater price volatility than senior loans and second lien loans and may be less liquid.
 
Preferred Stock Risk: Preferred stock is inherently more risky than the bonds and other debt instruments of the issuer, but typically less risky than its common stock. Preferred stocks may be significantly less liquid than many other securities, such as U.S. Government securities, corporate debt and common stock.
 
Convertible Securities Risk: As with all income securities, the market values of convertible securities tend to decline as interest rates increase and, conversely, to increase as interest rates decline. Convertible securities also tend to reflect the market price of the underlying stock in varying degrees, depending on the relationship of such market price to the conversion price in the terms of the convertible security.
 
Equity Risk: Common equity securities’ prices fluctuate for a number of reasons, including changes in investors’ perceptions of the financial condition of an issuer, the general condition of the relevant stock market, and broader domestic and international political and economic events. Real Estate Securities Risk: Because of the Fund’s ability to invest in securities of companies in the real estate industry and to make indirect investments in real estate, it is subject to risks associated with the direct ownership of real estate, including declines in the value of real estate; general and local economic conditions; increased competition; and changes in interest rates. Because of the Fund’s ability to make indirect investments in natural resources and physical commodities, and in real property asset companies, the Fund is subject to risks associated with such real property assets, including supply and demand risk, depletion risk, regulatory risk and commodity pricing risk.
 
Personal Property Asset Company Risk: The Fund may invest in personal property asset companies such as special situation transportation assets. The risks of special situation transportation assets include cyclicality of supply and demand for transportation assets and risk of decline in the value of transportation assets and rental values.
 
Private Securities Risk: Private securities have additional risk considerations than investments in comparable public investments.
 
Inflation/Deflation Risk: There is a risk that the value of assets or income from investments will be worth less in the future as inflation decreases the value of money.
 
Dividend Risk: Dividends on common stock and other common equity securities which the Fund may hold are not fixed but are declared at the discretion of an issuer’s board of directors. There is no guarantee that the issuers of the common equity securities in which the Fund invests will declare dividends in the future or that, if declared, they will remain at current levels or increase over time.
 
Portfolio Turnover Risk: The Fund’s annual portfolio turnover rate may vary greatly from year to year. A higher portfolio turnover rate results in correspondingly greater brokerage commissions and other transactional expenses that are borne by the Fund. High portfolio turnover may result in an increased realization of net short-term capital gains by the Fund which, when distributed to common shareholders, will be taxable as ordinary income. Additionally, in a declining market, portfolio turnover may create realized capital losses.
 
Derivatives Risk: The Fund may be exposed to certain additional risks should the Sub-Adviser use derivatives as a means to synthetically implement the Fund’s investment strategies. If the Fund enters into a derivative instrument whereby it agrees to receive the return of a security or financial instrument or a basket of securities or financial instruments, it will typically contract to receive such returns for a predetermined period of time. During such period, the Fund may not have the ability to increase or decrease its exposure. In addition, such customized derivative instruments will likely be highly illiquid, and it is possible that the Fund will not be able to terminate such derivative instruments prior to their expiration date or that the penalties associated with such a termination might impact the Fund’s performance in a material adverse manner. Furthermore, derivative instruments typically contain provisions giving the counterparty the right to terminate the contract upon the occurrence of certain events. If a termination were to occur, the Fund’s return could be adversely affected as it would lose the benefit of the indirect exposure to the reference securities and it may incur significant termination expenses.
 
Foreign Securities and Emerging Markets Risk: Investing in foreign issuers may involve certain risks not typically associated with investing in securities of U.S. issuers due to increased exposure to foreign economic, political and legal developments, including favorable or unfavorable changes in currency exchange rates, exchange control regulations, expropriation or nationalization of assets, imposition of withholding taxes on payments and possible difficulty in obtaining and enforcing judgments against foreign entities. Furthermore, issuers of foreign securities and obligations are subject to different, often less comprehensive, accounting, reporting and disclosure requirements than domestic issuers. The securities and obligations of some foreign companies and foreign markets are less liquid and at times more volatile than comparable U.S. securities, obligations and markets. These risks may be more pronounced to the extent that the Fund invests a significant amount of its assets in companies located in one region and to the extent that the Fund invests in securities of issuers in emerging markets. Heightened risks of investing in emerging markets include: smaller market capitalization of securities markets, which may suffer periods of relative illiquidity; significant price volatility; restrictions on foreign investment; and possible repatriation of investment income and capital.
 
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November 30, 2012
 
Financial Leverage Risk: Although the use of Financial Leverage by the Fund may create an opportunity for increased after-tax total return for the Common Shares, it also results in additional risks and can magnify the effect of any losses. If the income and gains earned on securities purchased with Financial Leverage proceeds are greater than the cost of Financial Leverage, the Fund’s return will be greater than if Financial Leverage had not been used. Conversely, if the income or gains from the securities purchased with such proceeds does not cover the cost of Financial Leverage, the return to the Fund will be less than if Financial Leverage had not been used. Financial Leverage involves risks and special considerations for shareholders, including the likelihood of greater volatility of net asset value and market price of and dividends on the Common Shares than a comparable portfolio without leverage; the risk that fluctuations in interest rates on borrowings that the Fund must pay will reduce the return to the Common Shareholders; and the effect of Financial Leverage in a declining market, which is likely to cause a greater decline in the net asset value of the Common Shares than if the Fund were not leveraged, which may result in a greater decline in the market price of the Common Shares. There can be no assurance that a leveraging strategy will be implemented or that it will be successful during any period during which it is employed.
 
In addition to the risks described above, the Fund is also subject to: Income Securities Risk, Foreign Currency Risk, Risks Associated with the Fund’s Covered Call Option Strategy, Investment Funds Risk, Private Investment Funds Risk, Affiliated Investment Funds Risk, Synthetic Investments Risk, Risks of Real Property Asset Companies, Inflation/Deflation Risk, Anti- Takeover Provisions, Market Discount Risk, and Current Developments Risks. Please see www.guggenheiminvestments.com/gof for a more detailed discussion about Fund risks and considerations.
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 9

 
 

 

FUND SUMMARY (Unaudited)
November 30, 2012

Fund Statistics
   
Share Price
  $ 20.65
Common Share Net Asset Value
  $ 20.06
Premium/Discount to NAV
    2.94%
Net Assets Applicable to Common Shares ($000)
  $ 242,349
 
Total Returns
   
(Inception 7/27/07)
Market
NAV
Six Month
2.50%
10.62%
One Year
11.95%
19.28%
Three Year - average annual1
20.21%
19.31%
Five Year - average annual1
16.66%
12.57%
Since Inception - average annual1
12.32%
12.32%
 
Performance data quoted represents past performance, which is no guarantee of future results and current performance may be lower or higher than the figures shown. For the most recent month-end performance figures, please visit www.guggenheiminvestments.com/gof. The investment return and principal value of an investment will fluctuate with changes in the market conditions and other factors so that an investor’s shares, when sold, may be worth more or less than their original cost.
 
1Investors should also be aware that these returns were primarily achieved during favorable market conditions and may not be sustainable.
 
 
% of Long-Term
Top Ten Holdings
Investments
SPDR S&P 500 ETF Trust
5.2%
iShares Russell 2000 Index Fund
3.6%
Aerco Ltd., Series 2A, Class A3 (Jersey)
2.5%
Rockwall CDO Ltd., Series 2007-1A, Class A1LA
 
(Cayman Islands)
2.2%
Airplanes Pass-Through Trust, Series 2001-1A, Class A9
2.0%
Fortress Credit Opportunities I LP, Series 2005-1A, Class A1
1.9%
Nomura Resecuritization Trust, Series 2012-1R, Class A
1.5%
Eastland CLO Ltd., Series 2007-1A, Class A2B
 
(Cayman Islands)
1.2%
Telos CLO Ltd., Series 2006-1A, Class A2 (Cayman Islands)
1.0%
Attentus CDO Ltd., Series 2007-3A, Class A1B
 
(Cayman Islands)
1.0%
 
 
 
*Less than 0.1%
 
Portfolio composition and holdings are subject to change daily. For more information, please visit www.guggenheiminvestments.com/gof. The above summaries are provided for informational purposes only and should not be viewed as recommendations. Past performance does not guarantee future results.
 

 
**Ratings shown are assigned by one or more Nationally Recognized Statistical Credit Rating Organizations (“NRSRO”), such as Standard & Poor’s, Moody’s and Fitch. The ratings are an indication of an issuer’s creditworthiness and typically range from AAA or Aaa (highest) to D (lowest). When two or more ratings are available, the lower rating is used; and when only one is available, that rating is used. The Non-Rated category consists of securities that have not been rated by an NRSRO. U.S. Treasury securities and U.S. Government Agency securities are not rated but deemed to be equivalent to securities rated AA+/Aaa.
 
 
10 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 
 
PORTFOLIO OF INVESTMENTS (Unaudited)    November 30, 2012

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Long-Term Investments – 147.3%
               
     
Corporate Bonds – 54.5%
               
     
Advertising – 0.9%
               
$
400,000
 
MDC Partners, Inc. (Canada)(a)
 
B
11.000%
11/01/2016
11/01/13 @ 106
$
439,000
 
 
1,825,000
 
Sitel, LLC / Sitel Finance Corp.(a) (b)
 
B
11.000%
08/01/2017
08/01/14 @ 106
 
1,834,125
 
                   
2,273,125
 
     
Aerospace & Defense – 0.3%
               
 
700,000
 
Sequa Corp.(b)
 
CCC+
11.750%
12/01/2015
12/01/13 @ 100
 
724,500
 
                       
     
Airlines – 4.5%
               
 
2,000,000
 
Aircraft Certificate Owner Trust, Series 2003-1A, Class E(b) (d)
 
BB
7.001%
09/20/2022
N/A
 
2,004,040
 
 
1,064,282
 
America West Airlines 2001-1 Pass-Through Trust, Series 011G(a)
 
BB+
7.100%
04/02/2021
N/A
 
1,117,496
 
 
1,880,263
 
American Airlines Pass-Through Trust, Series 2011-2, Class A(a)
 
BBB-
8.625%
10/15/2021
N/A
 
1,917,868
 
 
890,143
 
Atlas Air 1998-1 Pass-Through Trust, Series 1998-1, Class A
 
NR
7.380%
01/02/2018
N/A
 
890,143
 
 
686,381
 
Atlas Air 1999-1 Pass-Through Trust, Series 1999-1, Class A-1
 
NR
7.200%
01/02/2019
N/A
 
686,381
 
 
425,463
 
Atlas Air 2000-1 Pass-Through Trust, Series 2000-1, Class A
 
NR
8.707%
01/02/2019
N/A
 
425,463
 
 
1,750,000
 
Delta Air Lines Pass-Through Trust, Series 2011-1, Class B
 
BB
7.125%
10/15/2014
N/A
 
1,791,563
 
 
830,000
 
Global Aviation Holdings, Inc.(a) (c) (d)
 
NR
14.000%
08/15/2013
N/A
 
242,775
 
 
1,594,664
 
United Airlines 2009-2A Pass-Through Trust, Series 2009-2(a)
 
BBB+
9.750%
01/15/2017
N/A
 
1,837,850
 
                   
10,913,579
 
                       
     
Auto Parts & Equipment – 0.3%
               
 
720,000
 
Stanadyne Corp., Series 1
 
CCC
10.000%
08/15/2014
N/A
 
655,200
 
                       
     
Banks – 2.9%
               
 
1,200,000
 
Barclays Bank PLC (United Kingdom)(a) (b) (e) (f)
 
BBB
6.860%
06/15/32 @ 100
 
1,206,000
 
 
500,000
 
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA (Netherlands)(a) (b) (e) (f)
 
A-
11.000%
06/30/19 @ 100
 
677,750
 
 
750,000
 
Itau Unibanco Holding SA (Brazil)(a) (b)
 
Baa2
5.125%
05/13/2023
N/A
 
761,250
 
 
1,000,000
 
KeyCorp Capital III(a)
 
BBB-
7.750%
07/15/2029
N/A
 
1,122,469
 
 
1,250,000
 
Northgroup Preferred Capital Corp.(a) (b) (e) (f)
 
A-
6.378%
10/15/17 @ 100
 
1,294,000
 
 
700,000
 
PNC Preferred Funding Trust III(a) (b) (e) (f)
 
BBB
8.700%
03/15/13 @ 100
 
706,664
 
 
1,400,000
 
RBS Capital Trust II(a) (e) (f)
 
BB
6.425%
01/03/34 @ 100
 
1,176,000
 
                   
6,944,133
 
                       
     
Building Materials – 0.8%
               
 
1,750,000
 
Cemex SAB de CV (Mexico)(a) (b)
 
B-
9.000%
01/11/2018
01/11/15 @ 105
 
1,850,625
 
                       
     
Coal – 1.0%
               
 
100,000
 
Penn Virginia Resource Partners LP / Penn Virginia Resource Finance Corp.
 
B
8.250%
04/15/2018
04/15/14 @ 104
 
104,500
 
 
2,325,000
 
Penn Virginia Resource Partners LP / Penn Virginia Resource Finance Corp. II(a) (b)
 
B
8.375%
06/01/2020
06/01/16 @ 104
 
2,441,250
 
                   
2,545,750
 
                       
     
Commercial Services – 3.1%
               
 
2,000,000
 
Ceridian Corp.(a) (b)
 
B-
8.875%
07/15/2019
07/15/15 @ 107
 
2,140,000
 
 
1,800,000
 
DynCorp International, Inc.(a)
 
B-
10.375%
07/01/2017
07/01/14 @ 105
 
1,588,500
 
 
250,000
 
Jaguar Holdings Co. II / Jaguar Merger Sub, Inc.(b)
 
B-
9.500%
12/01/2019
12/01/14 @ 107
 
281,250
 
 
2,550,000
 
Laureate Education, Inc.(a) (b)
 
CCC+
9.250%
09/01/2019
09/01/15 @ 107
 
2,601,000
 
 
800,000
 
Logo Merger Sub Corp.(b)
 
CCC+
8.375%
10/15/2020
10/15/15 @ 106
 
812,000
 
                   
7,422,750
 

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 11

 
 

 


PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Computers – 0.4%
               
$
288,000
 
Stratus Technologies, Inc. (Bermuda)
 
B-
12.000%
03/29/2015
04/15/13 @ 112
$
274,320
 
 
590,000
 
Stream Global Services, Inc.
 
B+
11.250%
10/01/2014
10/01/13 @ 100
 
619,500
 
                   
893,820
 
                       
     
Consumer Products – 0.9%
               
 
1,100,000
 
Spectrum Brands Escrow Corp.(b)
 
B3
6.375%
11/15/2020
11/15/16 @ 103
 
1,141,250
 
 
1,050,000
 
Spectrum Brands Escrow Corp.(b)
 
B3
6.625%
11/15/2022
11/15/17 @ 103
 
1,099,875
 
                   
2,241,125
 
                       
     
Distribution & Wholesale – 0.7%
               
 
350,000
 
Baker & Taylor Acquisitions Corp.(b)
 
CCC
15.000%
04/01/2017
10/01/14 @ 108
 
262,500
 
 
1,330,000
 
INTCOMEX, Inc.(a)
 
B-
13.250%
12/15/2014
12/15/13 @ 100
 
1,353,275
 
                   
1,615,775
 
                       
     
Diversified Financial Services – 5.9%
               
 
3,500,000
 
Caribbean Development Bank(a) (b)
 
AA+
4.375%
11/09/2027
N/A
 
3,564,984
 
 
1,000,000
 
General Electric Capital Corp., Class A(a) (e) (f)
 
AA-
7.125%
06/15/22 @ 100
 
1,126,350
 
 
500,000
 
Jefferies Group, Inc.
 
BBB
6.875%
04/15/2021
N/A
 
553,750
 
 
77,000
 
LCP Dakota Fund, Class P
 
NR
10.000%
08/17/2015
N/A
 
77,663
 
 
55,000
 
LCP Dakota Fund, Class Q
 
NR
12.500%
08/17/2015
N/A
 
55,567
 
 
215,000
 
Nationstar Mortgage, LLC / Nationstar Capital Corp.(b)
 
B+
9.625%
05/01/2019
05/01/15 @ 107
 
238,112
 
 
1,100,000
 
Nationstar Mortgage, LLC / Nationstar Capital Corp.(b)
 
B2
7.875%
10/01/2020
10/01/16 @ 104
 
1,139,875
 
 
2,475,000
 
Nuveen Investments, Inc.(a) (b)
 
CCC
9.125%
10/15/2017
10/15/14 @ 107
 
2,456,438
 
 
2,650,000
 
QBE Capital Funding III Ltd. (Jersey)(a) (b) (f)
 
BBB+
7.250%
05/24/2041
05/24/21 @ 100
 
2,731,233
 
 
500,000
 
Scottrade Financial Services, Inc.(b)
 
Baa3
6.125%
07/11/2021
N/A
 
514,734
 
 
1,945,000
 
Svensk Exportkredit AB (Sweden)(a) (b) (e)
 
BBB-
6.375%
03/27/13 @ 100
 
1,943,959
 
                   
14,402,665
 
                       
     
Electrical Components & Equipment – 0.6%
               
 
1,400,000
 
Coleman Cable, Inc.(a)
 
B
9.000%
02/15/2018
02/15/14 @ 105
 
1,492,750
 
                       
     
Engineering & Construction – 1.0%
               
 
1,390,909
 
Alion Science and Technology Corp.(g)
 
B-
12.000%
11/01/2014
04/01/13 @ 105
 
1,293,545
 
 
2,000,000
 
Alion Science and Technology Corp.
 
CCC-
10.250%
02/01/2015
02/01/13 @ 100
 
1,020,000
 
                   
2,313,545
 
                       
     
Entertainment – 2.3%
               
 
528,000
 
Agua Caliente Band of Cahuilla Indians(b)
 
BB
6.350%
10/01/2015
N/A
 
511,278
 
 
375,000
 
Diamond Resorts Corp.
 
B-
12.000%
08/15/2018
08/15/14 @ 106
 
405,000
 
 
1,955,000
 
Lions Gate Entertainment, Inc.(a) (b)
 
B
10.250%
11/01/2016
11/01/13 @ 105
 
2,174,938
 
 
330,000
 
Live Nation Entertainment, Inc.(b)
 
B
7.000%
09/01/2020
09/01/16 @ 104
 
343,200
 
 
1,935,000
 
WMG Acquisition Corp.(a)
 
B-
11.500%
10/01/2018
10/01/14 @ 109
 
2,186,550
 
                   
5,620,966
 
                       
     
Food – 1.3%
               
 
500,000
 
BI-LO, LLC / BI-LO Finance Corp.(b)
 
B-
9.250%
02/15/2019
02/15/15 @ 105
 
521,250
 
 
2,447,000
 
Bumble Bee Acquisition Corp.(a) (b)
 
B
9.000%
12/15/2017
12/15/14 @ 105
 
2,581,585
 
                   
3,102,835
 
                       
     
Gaming – 0.1%
               
 
125,000
 
Yonkers Racing Corp.(b)
 
B+
11.375%
07/15/2016
07/15/13 @ 106
 
134,688
 
                       
     
Hand & Machine Tools – 0.1%
               
 
150,000
 
Thermadyne Holdings Corp.
 
B-
9.000%
12/15/2017
12/15/13 @ 107
 
159,000
 

See notes to financial statements.
12 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 
 
PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012
 

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Health Care Products – 0.0%***
               
$
100,000
 
Physio-Control International, Inc.(b)
 
B+
9.875%
01/15/2019
01/15/15 @ 107
$
109,250
 
                       
     
Health Care Services – 2.6%
               
 
1,800,000
 
Apria Healthcare Group, Inc.(a)
 
BB
11.250%
11/01/2014
11/01/13 @ 100
 
1,860,750
 
 
2,275,000
 
Apria Healthcare Group, Inc.(a)
 
B
12.375%
11/01/2014
11/01/13 @ 100
 
2,229,500
 
 
275,000
 
OnCure Holdings, Inc.
 
Caa3
11.750%
05/15/2017
05/15/14 @ 106
 
141,625
 
 
785,000
 
Physiotherapy Associates Holdings, Inc.(a) (b)
 
B
11.875%
05/01/2019
05/01/15 @ 109
 
777,150
 
 
410,000
 
Rural/Metro Corp.(b)
 
CCC+
10.125%
07/15/2019
07/15/15 @ 105
 
387,450
 
 
600,000
 
Rural/Metro Corp.(b)
 
CCC+
10.125%
07/15/2019
07/15/15 @ 105
 
564,000
 
 
312,333
 
Symbion, Inc.(h)
 
CCC+
11.000%
08/23/2015
08/23/13 @ 100
 
321,703
 
                   
6,282,178
 
                       
     
Household Products & Housewares – 0.7%
               
 
1,445,000
 
American Achievement Corp.(a) (b)
 
B-
10.875%
04/15/2016
10/15/13 @ 105
 
1,199,350
 
 
625,000
 
Armored Autogroup, Inc.
 
CCC
9.250%
11/01/2018
11/01/14 @ 105
 
494,531
 
                   
1,693,881
 
                       
     
Housewares – 0.0%***
               
 
75,000
 
American Standards Americas(b)
 
B-
10.750%
01/15/2016
01/15/14 @ 103
 
72,469
 
                       
     
Insurance – 4.1%
               
 
1,000,000
 
Allstate Corp.(a) (f)
 
BBB
6.500%
05/15/2057
05/15/37 @ 100
 
1,056,250
 
 
1,000,000
 
AXA SA (France)(a) (b) (e) (f)
 
BBB
6.379%
12/14/36 @ 100
 
942,500
 
 
1,000,000
 
Hub International Ltd. (b)
 
CCC+
8.125%
10/15/2018
10/15/14 @ 104
 
1,037,500
 
 
800,000
 
Ironshore Holdings US, Inc.(a) (b)
 
BBB-
8.500%
05/15/2020
N/A
 
887,208
 
 
1,000,000
 
MetLife Capital Trust IV(a) (b)
 
BBB
7.875%
12/15/2037
12/15/32 @ 100
 
1,220,000
 
 
700,000
 
National Life Insurance Co.(a) (b)
 
BBB+
10.500%
09/15/2039
N/A
 
989,930
 
 
250,000
 
Nationwide Mutual Insurance Co.(b)
 
A-
9.375%
08/15/2039
N/A
 
359,804
 
 
3,500,000
 
Prudential Financial, Inc.(a) (i)
 
BBB+
5.625%
06/15/2043
06/15/23 @ 100
 
3,508,750
 
                   
10,001,942
 
                       
     
Internet – 2.0%
               
 
1,000,000
 
First Data Corp.(a) (b) (j)
 
B-
8.750%
01/15/2022
01/15/16 @ 104
 
1,015,000
 
 
1,510,000
 
GXS Worldwide, Inc.(a)
 
B
9.750%
06/15/2015
06/15/13 @ 102
 
1,576,063
 
 
425,000
 
Zayo Group LLC / Zayo Capital, Inc.
 
B
8.125%
01/01/2020
07/01/15 @ 104
 
464,312
 
 
1,590,000
 
Zayo Group LLC / Zayo Capital, Inc.
 
CCC+
10.125%
07/01/2020
07/01/16 @ 105
 
1,780,800
 
                   
4,836,175
 
                       
     
Iron & Steel – 0.9%
               
 
1,075,000
 
APERAM (Luxembourg)(a) (b)
 
B+
7.750%
04/01/2018
04/01/15 @ 104
 
919,125
 
 
600,000
 
Horsehead Holding Corp.(b)
 
B-
10.500%
06/01/2017
06/01/15 @ 105
 
624,000
 
 
285,000
 
IAMGOLD Corp. (Canada)(b)
 
BB-
6.750%
10/01/2020
N/A
 
279,300
 
 
240,000
 
Standard Steel, LLC / Standard Steel Finance Corp.(b)
 
BB-
12.000%
05/01/2015
05/01/13 @ 106
 
273,600
 
                   
2,096,025
 
                       
     
Leisure Time – 0.8%
               
 
1,875,000
 
Sabre, Inc.(a) (b)
 
B
8.500%
05/15/2019
05/15/15 @ 106
 
1,982,813
 
                       
     
Lodging – 1.3%
               
 
1,600,000
 
Caesars Entertainment Operating Co., Inc.(b)
 
B
8.500%
02/15/2020
02/15/16 @ 104
 
1,568,000
 
 
1,500,000
 
Caesars Entertainment Operating Co., Inc.(b)
 
B
9.000%
02/15/2020
02/15/16 @ 105
 
1,496,250
 
                   
3,064,250
 

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 13

 
 

 

PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Media – 0.5%
               
$
500,000
 
DCP, LLC / DCP Corp.(b)
 
B+
10.750%
08/15/2015
08/15/13 @ 105
$
520,000
 
 
800,000
 
Griffey Intermediate, Inc. / Griffey Finance Sub LLC(b)
 
CCC+
7.000%
10/15/2020
10/15/15 @ 105
 
812,000
 
                   
1,332,000
 
                       
     
Mining – 0.8%
               
 
250,000
 
Kaiser Aluminum Corp.
 
BB-
8.250%
06/01/2020
06/01/16 @ 104
 
273,750
 
 
1,025,000
 
Midwest Vanadium Pty Ltd. (Australia)(b)
 
CCC+
11.500%
02/15/2018
02/15/15 @ 106
 
640,625
 
 
1,125,000
 
Mirabela Nickel Ltd. (Australia)(b)
 
CCC+
8.750%
04/15/2018
04/15/15 @ 104
 
945,000
 
                   
1,859,375
 
                       
     
Oil & Gas – 4.4%
               
 
1,600,000
 
BreitBurn Energy Partners, LP / BreitBurn Finance Corp.(a) (b)
 
B
7.875%
04/15/2022
01/15/17 @ 104
 
1,644,000
 
 
335,000
 
Drill Rigs Holdings, Inc. (Marshall Islands)(b)
 
B
6.500%
10/01/2017
10/01/15 @ 103
 
332,488
 
 
500,000
 
EPL Oil & Gas, Inc.(b)
 
B-
8.250%
02/15/2018
02/15/15 @ 104
 
496,250
 
 
1,000,000
 
Legacy Reserves LP / Finance Corp.(b)
 
B-
8.000%
12/01/2020
12/01/16 @ 104
 
1,002,500
 
 
2,250,000
 
Magnum Hunter Resources Corp.(a) (b)
 
CCC+
9.750%
05/15/2020
05/15/16 @ 105
 
2,306,250
 
 
1,100,000
 
Midstates Petroleum Co., Inc. / Midstates Petroleum Co. LLC(b)
 
B-
10.750%
10/01/2020
10/01/16 @ 105
 
1,160,500
 
 
3,000,000
 
SandRidge Energy, Inc.
 
B
7.500%
02/15/2023
08/15/17 @ 104
 
3,120,000
 
 
700,000
 
Shelf Drilling Holding Ltd. (Cayman Islands)(b)
 
B
8.625%
11/01/2018
05/01/15 @ 104
 
703,500
 
                   
10,765,488
 
                       
     
Oil & Gas Services – 0.1%
               
 
200,000
 
Exterran Holdings, Inc.
 
BB
7.250%
12/01/2018
12/01/13 @ 105
 
210,000
 
                       
     
Packaging & Containers – 0.1%
               
 
300,000
 
Pretium Packaging, LLC / Pretium Finance, Inc.
 
B-
11.500%
04/01/2016
04/01/14 @ 106
 
309,750
 
                       
     
Pipelines – 1.5%
               
 
330,000
 
Crestwood Midstream Partners / Crestwood Midstream Finance Corp.
 
B-
7.750%
04/01/2019
04/01/15 @ 104
 
336,600
 
 
3,000,000
 
Eagle Rock Energy Partners, LP / Eagle Rock Energy Finance Corp.(b)
 
B
8.375%
06/01/2019
06/01/15 @ 104
 
3,045,000
 
 
150,000
 
EP Energy, LLC / Everest Acquisition Finance, Inc.(a)
 
B+
6.875%
05/01/2019
05/01/15 @ 103
 
162,375
 
                   
3,543,975
 
                       
     
Real Estate – 0.6%
               
 
1,350,000
 
Jones Lang Lasalle, Inc.(a)
 
BBB-
4.400%
11/15/2022
08/15/22 @ 100
 
1,376,068
 
                       
     
Real Estate Investment Trust – 0.3%
               
 
700,000
 
EPR Properties(a)
 
BB+
5.750%
08/15/2022
05/15/22 @ 100
 
738,788
 
                       
     
Retail – 2.6%
               
 
350,000
 
Checkers Drive-In Restaurants, Inc.(b)
 
B-
11.000%
12/01/2017
06/01/15 @ 108
 
354,375
 
 
1,479,000
 
CKE Restaurants, Inc.(a)
 
B-
11.375%
07/15/2018
07/15/14 @ 106
 
1,710,094
 
 
1,995,000
 
GRD Holdings III Corp.(a) (b)
 
B
10.750%
06/01/2019
06/01/15 @ 108
 
2,039,887
 
 
60,000
 
Logan’s Roadhouse, Inc.
 
B-
10.750%
10/15/2017
10/15/13 @ 108
 
56,250
 
 
240,000
 
Mastro’s Restaurants, LLC / RRG Finance Corp.(b)
 
B-
12.000%
06/01/2017
12/01/14 @ 109
 
247,500
 
 
1,890,000
 
Wok Acquisition Corp.(b)
 
CCC+
10.250%
06/30/2020
06/30/16 @ 105
 
1,989,225
 
                   
6,397,331
 
                       
     
Software – 1.1%
               
 
860,000
 
Infor US, Inc.
 
B-
11.500%
07/15/2018
07/15/15 @ 106
 
997,600
 
 
2,120,000
 
Open Solutions, Inc.(a) (b)
 
CCC+
9.750%
02/01/2015
02/01/13 @ 100
 
1,706,600
 
                   
2,704,200
 
                       
     
Telecommunications – 0.1%
               
 
300,000
 
CommScope, Inc.(b)
 
B
8.250%
01/15/2019
01/15/15 @ 104
 
326,250
 

See notes to financial statements.
14 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 
PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Textiles – 0.0%***
               
$
100,000
 
Empire Today, LLC / Empire Today Finance Corp.(b)
 
B-
11.375%
02/01/2017
02/01/14 @ 106
$
106,750
 
                       
     
Transportation – 2.9%
               
 
2,830,000
 
CEVA Group PLC (United Kingdom)(a) (b)
 
B-
8.375%
12/01/2017
12/01/13 @ 106
 
2,745,100
 
 
575,000
 
Commercial Barge Line Co.
 
BB-
12.500%
07/15/2017
07/15/13 @ 106
 
633,955
 
 
1,600,000
 
Marquette Transportation Company / Marquette Transportation Finance Corp.(a)
 
B-
10.875%
01/15/2017
01/15/14 @ 105
 
1,676,000
 
 
1,850,000
 
Quality Distribution, LLC / QD Capital Corp.(a)
 
B-
9.875%
11/01/2018
11/01/14 @ 105
 
1,998,000
 
                   
7,053,055
 
                       
     
Total Corporate Bonds – 54.5%
               
     
(Cost $128,478,815)
           
132,168,844
 
                       
     
Asset Backed Securities – 46.4%
               
     
Automobile – 0.0%***
               
 
44,023
 
Bush Truck Leasing, LLC, Series 2011-AA, Class C(b)
 
NR
5.000%
09/25/2018
N/A
 
43,901
 
                       
     
Collateralized Debt Obligations – 6.5%
               
 
545,619
 
Aspen Funding I Ltd., Series 2002-1A, Class A1L (Cayman Islands)(b) (i)
 
BB+
0.950%
07/10/2037
N/A
 
525,835
 
 
570,172
 
Coronado CDO Ltd., Series 1A, Class A1 (Cayman Islands)(b) (i)
 
B
0.831%
09/04/2038
N/A
 
464,337
 
 
2,413,654
 
Diversified Asset Securitization Holdings II LP, Series 1A, Class A1L (Cayman Islands)(b) (i)
 
BBB+
0.879%
09/15/2035
N/A
 
2,321,525
 
 
143,311
 
Diversified Asset Securitization Holdings II LP, Series 1X, Class A1L (Cayman Islands)(i)
 
BBB+
0.879%
09/15/2035
N/A
 
138,057
 
 
398,153
 
Diversified Asset Securitization Holdings III LP, Series 1A, Class A2 (Cayman Islands)(b) (k)
 
BB+
7.420%
07/05/2036
N/A
 
389,895
 
 
263,235
 
Independence I CDO Ltd., Series 1A, Class A (Cayman Islands)(b) (i)
 
BB+
0.709%
12/30/2030
N/A
 
253,509
 
 
209,785
 
MWAM CBO Ltd., Series 2001-1A, Class A (Cayman Islands)(b) (i)
 
AA
1.274%
01/30/2031
N/A
 
208,887
 
 
183,230
 
Putnam Structured Product CDO, Series 2001-1A, Class A1SS (Cayman Islands)(b) (i)
 
AA
0.812%
02/25/2032
N/A
 
178,827
 
 
732,887
 
Putnam Structured Product CDO, Series 2003-1A, Class A1LT (Cayman Islands)(b) (i)
 
CCC
0.658%
10/15/2038
N/A
 
661,255
 
 
8,521,798
 
Rockwall CDO Ltd., Series 2007-1A, Class A1LA (Cayman Islands)(a) (b) (i)
 
BBB+
0.563%
08/01/2024
N/A
 
7,754,836
 
 
212,221
 
Saybrook Point CBO Ltd., Series 2001-1A, Class A (Cayman Islands)(b) (i)
 
BB
0.792%
02/25/2031
N/A
 
201,199
 
 
2,000,000
 
Stone Tower CDO Ltd., Series 2004-1A, Class A2L (Cayman Islands)(b) (i)
 
BBB-
1.563%
01/29/2040
N/A
 
1,804,180
 
 
1,000,000
 
Zais Investment Grade Ltd., Series 6A, Class A2A (Cayman Islands)(b) (i)
 
A+
1.726%
07/27/2018
N/A
 
935,000
 
                   
15,837,342
 
                       
     
Collateralized Loan Obligations – 23.1%
               
 
400,000
 
Airlie CLO, Series 2006-2A, Class B (Cayman Islands)(b) (i)
 
A
1.069%
12/20/2020
N/A
 
334,164
 
 
500,000
 
ALM Loan Funding, Series 2010-3A, Class C (Cayman Islands)(b) (i)
 
BBB
4.312%
11/20/2020
N/A
 
477,658
 
 
2,600,000
 
Atlas Senior Loan Fund II Ltd., Series 2012-2A (Cayman Islands)(b) (l)
 
NR
0.000%
01/30/2024
N/A
 
2,479,776
 
 
2,000,000
 
Black Diamond CLO Ltd., Series 2006-1A, Class B (Cayman Islands)(a) (b) (i)
 
AA
0.703%
04/29/2019
N/A
 
1,811,817
 
 
2,800,000
 
Blackrock Senior Income Series Corp., Series 2004-1X (Cayman Islands)(l)
 
NR
0.000%
09/15/2016
N/A
 
1,498,000
 
 
666,901
 
CapitalSource Commercial Loan Trust, Series 2006-2A, Class D(a) (b) (i)
 
B+
1.728%
09/20/2022
N/A
 
651,370
 
 
2,600,000
 
Carlyle Global Market Strategies, Series 2012-3A (Cayman Islands)(b) (l)
 
NR
0.000%
10/04/2024
N/A
 
2,556,970
 
 
1,000,000
 
Churchill Financial Cayman Ltd., Series 2007-1A, Class C (Cayman Islands)(b) (i)
 
A+
1.600%
07/10/2019
N/A
 
833,339
 
 
3,500,000
 
Churchill Financial Cayman Ltd., Series 2007-1A, Class D1 (Cayman Islands)(b) (i)
 
BBB+
2.950%
07/10/2019
N/A
 
3,073,700
 
 
1,000,000
 
Churchill Financial Cayman Ltd., Series 2007-1A, Class D2 (Cayman Islands)(b)
 
BBB+
8.370%
07/10/2019
N/A
 
985,603
 
 
291,200
 
Colts Trust, Series 2005-2A, Class C (Cayman Islands)(a) (b) (i)
 
AAA
1.229%
12/20/2018
N/A
 
291,861
 
 
250,000
 
Colts Trust, Series 2007-1A, Class C (Cayman Islands)(a) (b) (i)
 
AA+
1.179%
03/20/2021
N/A
 
205,300
 
 
250,000
 
Cratos CLO Ltd., Series 2007-1A, Class C (Cayman Islands)(b) (i)
 
AA-
1.411%
05/19/2021
N/A
 
209,022
 

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 15

 
 

 


PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Collateralized Loan Obligations continued
               
$
5,050,000
 
Eastland CLO Ltd., Series 2007-1A, Class A2B (Cayman Islands)(a) (b) (i)
 
AA+
0.643%
05/01/2022
N/A
$
4,160,529
 
 
500,000
 
Emporia Preferred Funding, Series 2005-1A, Class B1 (Cayman Islands)(b) (i)
 
AAA
0.893%
10/12/2018
N/A
 
455,840
 
 
1,250,000
 
Emporia Preferred Funding, Series 2005-1A, Class C (Cayman Islands)(b) (i)
 
AA
1.293%
10/12/2018
N/A
 
1,116,702
 
 
250,000
 
Emporia Preferred Funding, Series 2006-2A, Class B (Cayman Islands)(b) (i)
 
A+
0.825%
10/18/2018
N/A
 
229,171
 
 
212,798
 
FM Leveraged Capital Fund, Series 2005-1A, Class B (Cayman Islands)(b) (i)
 
AAA
0.939%
08/01/2017
N/A
 
212,484
 
 
250,000
 
FM Leveraged Capital Fund, Series 2005-1A, Class C (Cayman Islands)(b) (i)
 
AA+
1.339%
08/01/2017
N/A
 
237,820
 
 
7,700,000
 
Fortress Credit Opportunities I LP, Series 2005-1A, Class A1(a)
 
Aa2
0.634%
07/15/2019
N/A
 
6,705,083
 
 
381,449
 
Friedbergmilstein Private Capital Fund, Series 2004-1A, Class B2 (Cayman Islands)(a) (b)
 
AA+
5.409%
01/15/2019
N/A
 
384,779
 
 
250,000
 
Gale Force CLO Ltd., Series 2007-3A, Class C (Cayman Islands)(b) (i)
 
A
1.021%
04/19/2021
N/A
 
209,225
 
 
1,100,000
 
Genesis CLO Ltd., Series 2007-2A, Class D (Cayman Islands)(b) (i)
 
BBB
4.350%
01/10/2016
N/A
 
1,092,492
 
 
900,000
 
Global Leveraged Capital Credit Opportunity Fund, Series 2006-1A, Class C (Cayman Islands)(b) (i)
 
BB+
1.319%
12/20/2018
N/A
 
781,383
 
 
1,250,000
 
GSC Partners CDO Fund Ltd., Series 2006-7A, Class C (Cayman Islands)(b) (i)
 
AA-
1.312%
05/25/2020
N/A
 
1,129,737
 
 
250,000
 
Halcyon Structured Asset Management Long/Short CLO Ltd., Series 2007-1A, Class C (Cayman Islands)(b) (i)
 
A+
1.152%
08/07/2021
N/A
 
223,849
 
 
250,000
 
Hewett’s Island CDO Ltd., Series 2006-5A, Class C (Cayman Islands)(b) (i)
 
A
1.011%
12/05/2018
N/A
 
220,154
 
 
800,000
 
Katonah IX CLO Ltd., Series 2006-9A, Class A3L (Cayman Islands)(b) (i)
 
BBB+
1.035%
01/25/2019
N/A
 
659,282
 
 
1,200,000
 
Kennecott Funding Ltd., Series 2005-1A, Class C (Cayman Islands)(a) (b) (i)
 
BBB+
1.140%
01/13/2018
N/A
 
1,092,000
 
 
1,500,000
 
Knightsbridge CLO Ltd., Series 2007-1A, Class D (Cayman Islands)(b) (i)
 
BBB
5.347%
01/11/2022
N/A
 
1,425,300
 
 
500,000
 
Liberty CLO II Ltd., Series 2005-1A, Class A3 (Cayman Islands)(a) (b) (i)
 
A+
0.813%
11/01/2017
N/A
 
442,944
 
 
3,000,000
 
Marathon CLO II Ltd., Series 2005-2A, Class A (Cayman Islands)(b) (k) (l)
 
NR
0.000%
12/20/2019
N/A
 
2,535,000
 
 
500,000
 
Marathon CLO Ltd., Series 2005-2A, Class B (Cayman Islands)(b) (i)
 
BBB+
1.179%
12/20/2019
N/A
 
457,370
 
 
500,000
 
Marlborough Street CLO, Ltd., Series 2007-1A, Class C (Cayman Islands)(b) (i)
 
A
1.075%
04/18/2019
N/A
 
435,374
 
 
1,500,000
 
MC Funding Ltd. / MC Funding 2006-1, LLC, Series 2006-1A, Class C
(Cayman Islands)(b) (i)
 
A-
1.329%
12/20/2020
N/A
 
1,298,220
 
 
800,000
 
Mountain View Funding CLO, Series 2007-3A, Class A2 (Cayman Islands)(b) (i)
 
AA+
0.674%
04/16/2021
N/A
 
739,227
 
 
500,000
 
Navigator CDO Ltd., Series 2004-1A, Class B2 (Cayman Islands)(b)
 
AAA
5.585%
01/14/2017
N/A
 
508,340
 
 
250,000
 
OFSI Fund Ltd., Series 2006-1A, Class C (Cayman Islands)(b) (i)
 
A
1.229%
09/20/2019
N/A
 
202,843
 
 
300,000
 
Pacifica CDO Ltd., Series 2005-5X, Class B2 (Cayman Islands)
 
BBB-
5.811%
01/26/2020
N/A
 
301,125
 
 
1,500,000
 
Rosedale CLO Ltd., Series I-A, Class AIJ (Cayman Islands)(a) (b) (i)
 
AA
0.726%
07/24/2021
N/A
 
1,392,630
 
 
312,982
 
Sargas CLO II Ltd., Series 2006-1A, Class E (Cayman Islands)(b) (i)
 
B+
4.319%
10/20/2018
N/A
 
310,832
 
 
500,000
 
Shinnecock CLO, Series 2006-1A, Class C (Cayman Islands)(b) (i)
 
BBB+
1.240%
07/15/2018
N/A
 
439,686
 
 
1,200,000
 
Summit Lake CLO Ltd., Series 2005-1A, Class C1A(l)
 
NR
0.000%
02/24/2018
N/A
 
730,956
 
 
700,000
 
T2 Income Fund CLO Ltd., Series 2007-1A, Class D (Cayman Islands)(b) (i)
 
A+
3.090%
07/15/2019
N/A
 
607,167
 
 
650,000
 
TCW Global Project Fund, Series 2004-1A, Class A2A (Cayman Islands)(b) (i)
 
A
1.690%
06/15/2016
N/A
 
579,072
 
 
2,000,000
 
TCW Global Project Fund, Series 2004-1A, Class B1 (Cayman Islands)(b) (i)
 
BB-
2.290%
06/15/2016
N/A
 
1,312,280
 
 
500,000
 
TCW Global Project Fund, Series 2005-1A, Class A1 (Cayman Islands)(b) (i)
 
AA+
0.961%
09/01/2017
N/A
 
460,240
 
 
1,000,000
 
TCW Global Project Fund, Series 2005-1A, Class B2 (Cayman Islands)(b)
 
BB+
5.793%
09/01/2017
N/A
 
927,180
 
 
4,000,000
 
Telos CLO Ltd., Series 2006-1A, Class A2 (Cayman Islands)(b) (i)
 
AA+
0.747%
10/11/2021
N/A
 
3,702,480
 
 
2,500,000
 
Telos CLO Ltd., Series 2006-1A, Class B (Cayman Islands)(b) (i)
 
A+
0.837%
10/11/2021
N/A
 
2,207,925
 
 
1,000,000
 
Zohar CDO, Series 2007-3A, Class A2 (Cayman Islands)(b) (i)
 
BB+
0.935%
04/15/2019
N/A
 
682,660
 
                   
56,017,961
 

See notes to financial statements.
16 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 


PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Commercial Receivables – 0.4%
               
$
500,000
 
FCC Financing Subsidiary, LLC, Series 2010-1A, Class B(b) (i) (k)
 
NR
12.250%
03/31/2017
N/A
$
510,350
 
 
400,000
 
Leaf II Receivables Funding, LLC, Series 2010-4, Class D(a) (b)
 
NR
5.000%
01/20/2019
01/20/13 @ 100
 
371,080
 
                   
881,430
 
                       
     
Credit Cards – 1.1%
               
 
2,255,205
 
Citi Holdings Liquidating Unrated Performing Assets, Series 2012-BIZ,
               
     
Class A(b) (e) (l)
 
NR
0.000%
N/A
 
1,630,491
 
 
500,000
 
LCP Rights Trust, Series 2010-1, Class G
 
NR
11.710%
09/18/2018
N/A
 
495,293
 
 
200,000
 
LCP Rights Trust, Series 2010-1, Class H
 
NR
14.560%
09/18/2018
N/A
 
198,574
 
 
400,000
 
LCP Rights Trust, Series 2010-1, Class I
 
NR
18.290%
09/18/2018
N/A
 
399,204
 
                   
2,723,562
 
                       
     
Financial – 0.0%***
               
 
32,577
 
Blue Falcon, Series A-2(b)
 
NR
3.211%
12/25/2016
N/A
 
32,352
 
                       
     
Insurance – 2.3%
               
 
500,000
 
321 Henderson Receivables I, LLC, Series 2008-1A, Class B(b)
 
AA
8.370%
01/15/2046
02/15/28 @ 100
 
617,255
 
 
500,000
 
321 Henderson Receivables I, LLC, Series 2008-1A, Class C(b)
 
A
9.360%
01/15/2048
07/15/29 @ 100
 
643,185
 
 
500,000
 
321 Henderson Receivables I, LLC, Series 2008-1A, Class D(b)
 
BBB
10.810%
01/15/2050
05/15/31 @ 100
 
651,595
 
 
378,400
 
Insurance Note Capital Term, Series 2005-1R1A(b) (i)
 
A-
0.529%
06/09/2033
N/A
 
349,487
 
 
1,141,535
 
Northwind Holdings, LLC, Series 2007-1A, Class A1(b) (i)
 
A
1.091%
12/01/2037
N/A
 
907,143
 
 
2,571,119
 
Structured Asset Receivables Trust, Series 2005-1A, Class CTFS(a) (b) (i)
 
CCC
0.819%
01/21/2015
N/A
 
2,391,141
 
                   
5,559,806
 
                       
     
Media – 0.7%
               
 
500,000
 
Adams Outdoor Advertising LP, Series 2010-1, Class B(a) (b)
 
Ba2
8.836%
12/20/2040
N/A
 
539,167
 
 
1,100,000
 
Adams Outdoor Advertising LP, Series 2010-1, Class C(a) (b)
 
B3
10.756%
12/20/2040
N/A
 
1,190,627
 
                   
1,729,794
 
                       
     
Other – 0.6%
               
 
1,354,157
 
Glenn Pool Oil & Gas Trust(d)
 
NR
6.000%
08/02/2021
N/A
 
1,413,184
 
                       
     
Student Loans – 0.1%
               
 
297,512
 
MRU Student Loan Trust, Series 2008-A, Class A1A(b) (k)
 
NR
7.400%
01/25/2041
N/A
 
220,340
 
                       
     
Timeshare – 0.6%
               
 
933,188
 
Diamond Resorts Owner Trust, Series 2009-1, Class A(a) (b)
 
A
9.310%
03/20/2026
11/20/13 @ 100
 
980,366
 
 
229,426
 
Silverleaf Finance, LLC, Series 2010-A, Class B(b)
 
BBB
8.000%
07/15/2022
09/15/15 @ 100
 
235,145
 
 
158,006
 
Silverleaf Finance, LLC, Series 2011-A, Class A(b)
 
NR
9.000%
06/15/2023
N/A
 
156,969
 
                   
1,372,480
 
                       
     
Transportation – 9.5%
               
 
12,379,294
 
Aerco Ltd., Series 2A, Class A3 (Jersey)(a) (b) (i)
 
BB-
0.668%
07/15/2025
N/A
 
8,913,092
 
 
14,899,081
 
Airplanes Pass-Through Trust, Series 2001-1A, Class A9(a) (i)
 
CCC
0.758%
03/15/2019
N/A
 
7,151,559
 
 
3,609,070
 
Aviation Capital Group Trust, Series 2003-2A, Class B1(a) (b) (i)
 
BB
3.208%
09/20/2033
N/A
 
2,706,802
 
 
1,748,463
 
Babcock & Brown Air Funding I Ltd., Series 2007-1A, Class G1 (Bermuda)(b) (i)
 
BBB-
0.542%
11/14/2033
N/A
 
1,468,709
 
 
1,359,915
 
Babcock & Brown Air Funding I Ltd., Series 2007-1X, Class G1 (Bermuda)(b) (i)
 
BBB+
0.542%
11/14/2033
N/A
 
1,142,329
 
 
605,607
 
Blade Engine Securitization Ltd., Series 2006-1A, Class B (Cayman Islands)(b) (i)
 
BB+
3.208%
09/15/2041
N/A
 
454,489
 
 
24,811
 
Castle Trust, Series 2003-1AW, Class A1(b) (i)
 
AA
0.958%
05/15/2027
N/A
 
22,951
 
 
490,220
 
Raspro Trust, Series 2005-1A, Class G(b) (i)
 
A
0.779%
03/23/2024
N/A
 
414,236
 
 
768,773
 
Vega Containervessel PLC, Series 2006-1A, Class A (Ireland)(a) (b)
 
Ba3
5.562%
02/10/2021
N/A
 
738,022
 
                   
23,012,189
 

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 17

 
 

 

PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Trust Preferred Stocks – 1.5%
               
$
6,000,000
 
Attentus CDO Ltd., Series 2007-3A, Class A1B (Cayman Islands)(b) (i)
 
AA-
0.607%
10/11/2042
N/A
$
3,604,980
 
                       
     
Total Asset Backed Securities – 46.4%
               
     
(Cost $108,206,182)
           
112,449,321
 
                       
     
Collateralized Mortgage Obligations – 5.4%
               
     
Commercial Mortgage Backed Securities – Non-Traditional – 0.8%
               
 
2,098,608
 
Ciena Capital, LLC, Series 2006-AA, Class A(b) (i)
 
CCC+
0.448%
10/20/2038
N/A
 
1,367,233
 
 
636,702
 
Ciena Capital, LLC, Series 2007-AA, Class A(b) (i)
 
CCC+
0.608%
10/20/2040
N/A
 
400,027
 
                   
1,767,260
 
                       
     
Commercial Mortgage Backed Securities – Traditional – 1.3%
               
 
400,000
 
Bank of America Merrill Lynch-DB Trust, Series 2012-OSI, Class D(b)
 
Baa3
6.786%
04/13/2029
N/A
 
421,231
 
 
2,600,000
 
JP Morgan Chase Commercial Mortgage Securities Corp., Series 2007-LD11, Class AM(a) (e) (i)
 
B+
6.003%
N/A
 
2,585,047
 
                   
3,006,278
 
                       
     
Residential Mortgage Backed Securities – 3.3%
               
 
108,959
 
Accredited Mortgage Loan Trust, Series 2006-2, Class A3(i)
 
BB
0.358%
09/25/2036
N/A
 
99,294
 
 
80,572
 
Deutsche ALT-A Securities, Inc. Alternate Loan Trust, Series 2006-AB4, Class A1A(i)
 
D
6.005%
10/25/2036
12/25/20 @ 100
 
55,912
 
 
436,715
 
GSAA Trust, Series 2007-5, Class 1F2A(i)
 
CCC
5.788%
03/25/2047
12/25/28 @ 100
 
326,269
 
 
614,442
 
IndyMac Index Mortgage Loan Trust, Series 2006-AR9, Class 3A1(i)
 
CCC
4.897%
06/25/2036
07/25/20 @ 100
 
576,806
 
 
197,985
 
New Century Home Equity Loan Trust, Series 2004-A, Class AII9(i)
 
B
4.966%
08/25/2034
05/25/20 @ 100
 
197,003
 
 
6,117,692
 
Nomura Resecuritization Trust, Series 2012-1R, Class A(a) (b) (i)
 
NR
0.651%
08/27/2047
N/A
 
5,352,980
 
 
853,197
 
TBW Mortgage Backed Pass-Through Certificates, Series 2006-6, Class A3(m)
 
D
5.750%
01/25/2037
02/25/21 @ 100
 
518,250
 
 
1,988,230
 
TBW Mortgage Backed Pass-Through Certificates, Series 2006-6, Class A5B(m)
 
D
6.040%
01/25/2037
02/25/21 @ 100
 
1,139,892
 
                   
8,266,406
 
                       
     
Total Collateralized Mortgage Obligations – 5.4%
               
     
(Cost $12,201,319)
           
13,039,944
 
                       
     
Term Loans – 17.5%(n)
               
     
Aerospace & Defense – 0.0%
               
 
98,521
 
API Technologies Corp.(d) (i)
 
B
8.750%
06/27/2016
N/A
 
97,043
 
                       
     
Automotive – 0.4%
               
 
250,000
 
Fleetpride(i)
 
CCC+
9.250%
05/15/2020
N/A
 
245,833
 
 
119,700
 
Keystone Automotive Operations, Inc.(i)
 
Caa2
9.750%
03/30/2016
N/A
 
120,897
 
 
520,000
 
Navistar, Inc.(i)
 
B+
7.000%
08/16/2017
N/A
 
522,444
 
                   
889,174
 
                       
     
Brokerage – 0.0%
               
 
80,000
 
AmWins Group, Inc.(i)
 
CCC+
9.250%
12/07/2019
N/A
 
81,000
 
                       
     
Consumer Products – 0.5%
               
 
148,125
 
Targus Group International, Inc.(i)
 
B
11.000%
05/04/2016
N/A
 
149,977
 
 
950,000
 
Transtar Industries(i)
 
CCC+
9.750%
10/02/2019
N/A
 
953,562
 
                   
1,103,539
 
                       
     
Consumer Service – 2.6%
               
 
850,000
 
Endurance International(i)
 
B
6.250%
11/06/2019
N/A
 
849,647
 
 
1,100,000
 
Endurance International(i)
 
CCC+
10.250%
11/06/2019
N/A
 
1,100,000
 
 
1,550,375
 
Fly Funding II(i)
 
BBB-
6.750%
08/07/2018
N/A
 
1,561,360
 
 
250,000
 
GCA Services Group, Inc.(i)
 
B
5.250%
10/11/2019
N/A
 
249,895
 

See notes to financial statements.
18 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 

PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

 
Principal
           
Optional Call
     
 
Amount
 
Description
 
Rating *
Coupon
Maturity
Provisions**
 
Value
 
                       
     
Consumer Service continued
               
$
400,000
 
GCA Services Group, Inc.(i)
 
CCC+
9.250%
10/11/2020
N/A
$
398,000
 
 
98,750
 
Nab Holdings, LLC(i)
 
BB+
7.000%
04/24/2018
N/A
 
99,738
 
 
145,833
 
Redprairie Corp.(i)
 
B+
6.000%
07/31/2018
N/A
 
146,380
 
 
2,070,000
 
Travelport Holdings Ltd.(i)
 
B+
4.860%
08/21/2015
N/A
 
1,970,195
 
                   
6,375,215
 
                       
     
Diversified Manufacturing – 0.9%
               
 
1,040,000
 
CPM Holdings(i)
 
B+
6.250%
08/16/2017
N/A
 
1,050,400
 
 
530,000
 
CPM Holdings(i)
 
B
10.250%
08/16/2018
N/A
 
535,962
 
 
510,125
 
Panolam Industries(d)
 
B+
7.250%
08/22/2017
N/A
 
508,850
 
                   
2,095,212
 
                       
     
Electric – 0.3%
               
 
700,000
 
Astoria Generating Co. Acquisitions(i)
 
B
8.500%
10/26/2017
N/A
 
702,845
 
                       
     
Entertainment – 0.6%
               
 
1,338,157
 
Bushnell, Inc.(i)
 
B
5.750%
08/24/2015
N/A
 
1,338,993
 
 
114,750
 
CKX Entertainment, Inc.(i)
 
B+
9.000%
06/21/2017
N/A
 
99,546
 
                   
1,438,539
 
                       
     
Food & Beverage – 1.5%
               
 
2,500,000
 
Advance Pierre Foods(i)
 
CCC+
9.500%
10/02/2017
N/A
 
2,562,500
 
 
950,000
 
Arctic Glacier(i)
 
B
8.500%
07/27/2018
N/A
 
961,875
 
                   
3,524,375
 
                       
     
Gaming – 0.6%
               
 
1,150,000
 
Jacobs Entertainment(i)
 
BB-
6.250%
10/26/2018
N/A
 
1,137,063
 
 
378,667
 
Rock Ohio Caesars, LLC(i)
 
BB-
8.500%
08/11/2017
N/A
 
389,553
 
                   
1,526,616
 
                       
     
Gas Distributor – 0.7%
               
 
1,650,000
 
MRC Global, Inc.(i)
 
B+
6.250%
10/24/2019
N/A
 
1,658,250
 
                       
     
Health Care – 1.4%
               
 
850,000
 
Ardent Health Services, Inc.(i)
 
B+
6.750%
05/19/2018
N/A
 
857,085
 
 
2,500,000
 
One Call Medical, Inc.(i)
 
B+
7.000%
08/22/2019
N/A
 
2,512,500
 
 
98,750
 
Plato, Inc.(i)
 
BB-
7.500%
05/07/2018
N/A
 
98,256
 
                   
3,467,841
 
                       
     
Insurance – 0.2%
               
 
400,000
 
Confie Seguros(i)
 
B-
6.500%
11/08/2018
N/A
 
397,750
 
 
150,000
 
Cunningham(i)
 
B3
9.250%
04/18/2020
N/A
 
152,437
 
                   
550,187
 
                       
     
Oil Field Services – 0.4%
               
 
550,000
 
P2 Energy(i)
 
CCC+
10.000%
05/20/2019
N/A
 
544,500
 
 
500,000
 
Shelf Drilling Holding Ltd.(d) (i)
 
B+
7.250%
12/31/2018
N/A
 
500,000
 
                   
1,044,500
 
                       
     
Other Financials – 0.2%
               
 
150,000
 
Flexera Software, Inc.(i)
 
B
11.000%
09/30/2018
N/A
 
152,156
 
 
400,000
 
Homeward Residential Holdings, Inc.(i)
 
B+
8.250%
08/07/2017
N/A
 
401,000
 
                   
553,156
 
                       
     
Other Industrials – 0.1%
               
 
286,257
 
Sirva Worldwide, Inc.(d) (i)
 
B
10.750%
03/31/2016
N/A
 
291,266
 

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 19

 
 

 

PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

         
Expiration
Exercise
         
 
Contracts
 
Options Purchased
 
Month
Price
     
Value
 
                       
     
Pharmaceuticals – 0.6%
               
$
176,087
 
Harvard Drug(i)
 
B+
4.750%
10/04/2019
N/A
$
177,187
 
 
1,173,913
 
Harvard Drug(i)
 
B+
6.000%
10/04/2019
N/A
 
1,181,250
 
                   
1,358,437
 
                       
     
Railroad – 0.1%
               
 
198,990
 
Helm Financial Corp.(i)
 
NR
6.250%
06/01/2017
N/A
 
199,114
 
                       
     
Retail – 1.7%
               
 
150,000
 
Asurion Corp.(i)
 
BB-
11.000%
09/02/2019
N/A
 
159,675
 
 
2,244,375
 
Blue Coat Systems(i)
 
BB-
5.750%
02/15/2018
N/A
 
2,257,011
 
 
546,949
 
Deb Store Holdings, LLC(d) (i) (k) (o)
 
CCC+
12.500%
10/11/2016
N/A
 
546,949
 
 
250,000
 
Guitar Center, Inc.(i)
 
B-
5.620%
04/09/2017
N/A
 
240,157
 
 
149,625
 
HD Supply(i)
 
B+
7.250%
10/05/2017
N/A
 
154,044
 
 
750,000
 
Ollies Holdings, Inc.(i)
 
B
6.250%
09/27/2019
N/A
 
750,000
 
                   
4,107,836
 
                       
     
Technology – 3.1%
               
 
107,041
 
Aspect Software(i)
 
B
7.000%
05/07/2016
N/A
 
105,569
 
 
130,000
 
Ceridian Corp.(i)
 
B-
5.960%
05/09/2017
N/A
 
130,109
 
 
650,000
 
Deltek Systems(i)
 
CCC+
10.000%
10/04/2018
N/A
 
662,188
 
 
1,300,000
 
Deltek, Inc.(i)
 
B+
6.000%
10/04/2018
N/A
 
1,312,350
 
 
619,286
 
Entrust, Inc.(i)
 
B3
6.250%
11/02/2019
N/A
 
616,189
 
 
280,714
 
Entrust Ltd.(Canada)(i)
 
B3
6.250%
11/02/2019
N/A
 
279,311
 
 
500,000
 
IPC Information Systems, Inc.(i)
 
B-
7.750%
07/31/2017
N/A
 
493,750
 
 
500,000
 
Magic Newco LLC(i)
 
CCC+
12.000%
06/06/2019
N/A
 
513,750
 
 
1,640,000
 
Mmodal, Inc.(i)
 
BB-
6.750%
08/15/2019
N/A
 
1,627,700
 
 
1,350,000
 
Wall Street Systems Delaware, Inc.(i)
 
B2
5.750%
10/24/2019
N/A
 
1,349,156
 
 
450,000
 
Wall Street Systems Delaware, Inc.(i)
 
Caa2
9.250%
04/24/2020
N/A
 
452,250
 
                   
7,542,322
 
                       
     
Transportation – 0.9%
               
 
36,528
 
Carey International, Inc.(d) (i) (k)
 
Caa3
9.000%
01/25/2014
N/A
 
18,264
 
 
600,000
 
Evergreen Tank Solutions, Inc.(i)
 
B-
9.500%
09/26/2018
N/A
 
600,000
 
 
265,654
 
Global Aviation Holdings, Inc.(d) (i)
 
NR
9.490%
12/31/2012
N/A
 
264,989
 
 
1,000,000
 
Sabre Corp.(i)
 
B
7.250%
12/29/2017
N/A
 
1,013,125
 
 
259,314
 
Sabre, Inc.(i)
 
B
5.960%
09/30/2017
N/A
 
260,612
 
                   
2,156,990
 
                       
     
Wireless – 0.5%
               
 
1,296,750
 
Zayo Group LLC(i)
 
B
5.250%
07/02/2019
N/A
 
1,308,278
 
                       
     
Wire Lines – 0.2%
               
 
498,679
 
Avaya, Inc.(i)
 
B1
4.810%
10/26/2017
N/A
 
438,214
 
                       
     
Total Term Loans – 17.5%
               
     
(Cost $41,699,117)
           
42,509,949
 

See notes to financial statements.
20 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 

PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

Number
         
of Shares
 
Description
 
Value
 
           
   
Common Stock – 0.1%
     
   
Retail – 0.1%
     
9,389
 
Deb Store Holdings, LLC(d) (k) (p)
$
125,070
 
   
(Cost $125,069)
     
           
   
Preferred Stocks – 3.0%
     
   
Diversified Financial Services – 1.8%
     
800
 
Ares VIII CLO Ltd. (Cayman Islands)(a) (b) (i) (l) (p)
 
455,925
 
500
 
Falcons Funding Trust I, 8.875% (b) (i)
 
520,344
 
5,200
 
GSC Partners CDO Fund Ltd. V / GSC Partners CDO Fund Corp. (Cayman Islands)(a) (b) (l) (p)
 
2,221,466
 
2,100,000
 
Whitehorse II Ltd., Series 2005-2A(b) (l) (p)
 
1,050,000
 
       
4,247,735
 
           
   
Insurance – 0.2%
     
20,000
 
Aegon NV, 6.380% (Netherlands)(a)
 
508,000
 
3,800
 
ING Groep NV, 7.050% (Netherlands)(a)
 
94,924
 
       
602,924
 
           
   
Telecommunications – 0.5%
     
1,000
 
Centaur Funding Corp., 9.080% (Cayman Islands)(b)
 
1,253,125
 
           
   
Transportation – 0.5%
     
40,000
 
Seaspan Corp., Series C, 9.500% (Marshall Islands)
 
1,102,000
 
           
   
Total Preferred Stocks – 3.0%
     
   
(Cost $6,493,563)
 
7,205,784
 
           
   
Exchange Traded Funds – 20.4%
     
50,900
 
Consumer Discretionary Select Sector SPDR Fund(q)
 
2,419,277
 
59,200
 
Health Care Select Sector SPDR Fund(q)
 
2,382,208
 
37,400
 
iShares Dow Jones US Real Estate Index Fund(q)
 
2,379,762
 
45,460
 
iShares MSCI Spain Index Fund
 
1,314,703
 
154,500
 
iShares Russell 2000 Index Fund(q)
 
12,685,995
 
131,600
 
SPDR S&P 500 ETF Trust(q)
 
18,695,096
 
13,300
 
SPDR S&P MidCap 400 ETF Trust(q)
 
2,425,255
 
19,000
 
SPDR S&P Retail ETF(q)
 
1,202,130
 
82,700
 
Technology Select Sector SPDR Fund(q)
 
2,409,051
 
100,700
 
Utilities Select Sector SPDR Fund(q)
 
3,556,724
 
   
(Cost $48,743,676)
 
49,470,201
 
           
   
Warrants – 0.0%
     
   
Engineering & Construction – 0.0%
     
1,050
 
Alion Science and Technology Corp., expiring 03/15/2017 (d) (k) (p)
 
 
   
(Cost $10)
     
           
   
Total Long-Term Investments – 147.3%
     
   
(Cost $345,947,751)
 
356,969,113
 

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 21

 
 

 

PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012

     
Expiration
  Exercise      
Contracts
 
Options Purchased
Month
  Price  
Value
 
   
Call Options Purchased – 0.4%
           
10,479
 
Financial Select Sector SPDR Fund (p)
January 2013
$
16.00
$
246,256
 
2,099
 
iShares MSCI Spain Index Fund (p) (q)
January 2013
$
26.00
 
624,453
 
1,212
 
Proshares UltraShort 20+ Year Treasury (p) (q)
March 2013
$
64.00
 
67,872
 
440
 
Proshares UltraShort 20+ Year Treasury (p) (q)
March 2013
$
64.00
 
97,900
 
1,092
 
Proshares UltraShort 20+ Year Treasury (p) (q)
March 2013
$
72.00
 
80,262
 
664
 
Proshares UltraShort 20+ Year Treasury (p) (q)
March 2013
$
84.00
 
11,952
 
   
(Cost $1,364,573)
       
1,128,695
 
                 
Number
               
of Shares
 
Description
       
Value
 
   
Money Market Fund – 0.4%
           
886,723
 
Dreyfus Treasury Prime Cash Management Institutional Shares
       
886,723
 
   
(Cost $886,723)
           
                 
   
Total Investments – 148.1%
           
   
(Cost $348,199,047)
       
358,984,531
 
   
Liabilities in excess of Other Assets – (1.3%)
       
(3,148,625
)
   
Total Value of Options Written – (1.5%) (Premiums received – $2,520,034)
       
(3,591,000
)
   
Borrowings – (19.4% of Net Assets or 13.1% of Total Investments)
       
(47,098,955
)
   
Reverse Repurchase Agreements – (25.9%)
       
(62,796,569
)
                 
   
Net Assets – 100.0%
     
$
242,349,382
 
 
AB – Stock Company
 
AMBAC – Insured by Ambac Assurance Corporation
 
CBO – Collateralized Bond Obligation
 
CDO – Collateralized Debt Obligation
 
CLO – Collateralized Loan Obligation
 
LLC – Limited Liability Company
 
LP – Limited Partnership
 
N/A- Not Applicable
 
NV – Publicly Traded Company
 
PLC – Public Limited Company
 
Pty – Proprietary
 
SA – Corporation
 
S&P – Standard & Poor’s
 
SAB de CV – Publicly Traded Company

*
Ratings shown are per Standard & Poor’s Rating Group, Moody’s Investor Services, Inc. or Fitch Ratings. Securities classified as NR are not rated. (For securities not rated by Standard & Poor’s Rating Group, the rating by Moody’s Investor Services, Inc. is provided. Likewise, for securities not rated by Standard & Poor’s Rating Group and Moody’s Investor Services, Inc., the rating by Fitch Ratings is provided.) All ratings are unaudited. The ratings apply to the credit worthiness of the issuers of the underlying securities and not to the Fund or its shares.
   
**
Date and price of the earliest optional call or put provision. There may be other call provisions at varying prices at later dates. All optional call provisions are unaudited.
   
(a)
All or a portion of these securities have been physically segregated in connection with borrowings, unfunded commitments and reverse repurchase agreements. As of November 30, 2012, the total amount segregated was $138,085,309.
   
(b)
Securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At November 30, 2012, these securities amounted to $186,983,469, which represents 77.2% of net assets.
   
(c)
Non-income producing as security is in default.
   
(d)
Illiquid security.
   
(e)
Security is perpetual and, thus does not have a predetermined maturity date.
   
(f)
Security has a fixed rate coupon which will convert to a floating or variable rate coupon on a future date.
   
(g)
The issuer of this security will accrue interest on the secured note at a rate of 12% per annum and will make interest payments as follows: (1) 10% in cash and (2) 2% payment-in-kind shares on the secured note.
 
See notes to financial statements.
22 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT
 
 
 

 


PORTFOLIO OF INVESTMENTS (Unaudited) continued
November 30, 2012
 
(h)
The issuer of this security may elect to pay interest entirely in cash, entirely by payment-in-kind shares by increasing the principal amount or issuing new notes equal to such payment-in-kind interest, or pay 50% of the interest in cash and 50% payment-in-kind.
   
(i)
Floating or variable rate coupon. The rate shown is as of November 30, 2012.
   
(j)
Paid-in-kind toggle note. The issuer in each interest period has the option to pay interest in cash or to issue payment-in-kind shares of the note.
   
(k)
Security is valued in accordance with Fair Valuation procedures established in good faith by management and approved by the Board of Trustees and is based, in part on significant unobservable inputs. The total market value of such securities is $4,345,868 which represents 1.8% of net assets.
   
(l)
Security has no stated coupon. However, it is expected to receive residual cashflow payments on deal defined payment dates.
   
(m)
Security is a “Step up” bond where the coupon increases or steps up at a predetermined date. The rate shown reflects the rate in effect at the end of the reporting period.
   
(n)
Term loans held by the Fund have a variable interest rate feature which is periodically adjusted based on an underlying interest rate benchmark. In addition, term loans may include mandatory and/or optional prepayment terms. As a result, the actual maturity dates of the loan may be different than the amounts disclosed in the portfolios of investments. Term loans may be considered restricted in that the Fund may be contractually obligated to secure approval from the Agent Bank and/or Borrower prior to the sale or disposition of loan.
   
(o)
The issuer of this security will accrue interest at a rate of 12.5% per annum and will make interest payments as follows: (1) 6.0% in payment-in-kind interest and (2) 6.5% in cash.
   
(p)
Non-income producing security.
   
(q)
All or a portion of this security is segregated as collateral (or as potential collateral for future transactions) for written options.
 
Contracts
               
(100 shares
   
Expiration
 
Exercise
     
per contract)
 
Options Written – (1.5%) (a)
Month
 
Price
 
Value
 
                 
   
Call Options Written – (0.9%)
           
509
 
Consumer Discretionary Select Sector SPDR Fund
December 2012
$
45.00
$
(130,813)
 
592
 
Health Care Select Sector SPDR Fund
December 2012
 
39.00
 
(80,512)
 
374
 
iShares Dow Jones US Real Estate Index Fund
December 2012
 
62.00
 
(67,881)
 
354
 
iShares MSCI Spain Index Fund
January 2013
 
29.00
 
(23,895)
 
1,545
 
iShares Russell 2000 Index Fund
December 2012
 
77.00
 
(818,077)
 
1,316
 
SPDR S&P 500 ETF Trust
December 2012
 
138.00
 
(634,970)
 
133
 
SPDR S&P Midcap 400 ETF Trust
December 2012
 
176.00
 
(91,105)
 
190
 
SPDR S&P Retail ETF
December 2012
 
61.00
 
(49,685)
 
827
 
Technology Select Sector SPDR Fund
December 2012
 
28.00
 
(101,721)
 
1,007
 
Utilities Select Sector SPDR Fund
December 2012
 
36.00
 
(11,581)
 
                 
   
Total Value of Call Options Written
           
   
Premiums received ($739,633)
     
$
(2,010,240)
 
                 
   
Put Options Written (0.6%)
           
4,368
 
Proshares UltraShort 20+ Year Treasury
January 2013
  $
60.00
$
(222,768)
 
1,212
 
Proshares UltraShort 20+ Year Treasury
March 2013
 
60.00
 
(104,232)
 
440
 
Proshares UltraShort 20+ Year Treasury
March 2013
 
62.00
 
(198,000)
 
664
 
Proshares UltraShort 20+ Year Treasury
March 2013
 
76.00
 
(1,055,760)
 
                 
   
Total Value of Put Options Written
           
   
Premiums received ($1,780,401)
     
$
(1,580,760)
 
                 
   
Total Value of Options Written – (1.5%)
           
   
Premiums Received ($2,520,034)
     
$
(3,591,000)
 
 
(a) Non-income producing security.

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 23

 
 

 

STATEMENT OF ASSETS AND LIABILITIES (Unaudited)
November 30, 2012

Assets
       
Investments in securities, at value (cost $348,199,047)
 
$
358,984,531
 
Receivable for securities sold
   
4,218,429
 
Interest receivable
   
3,457,074
 
Cash
   
2,618,401
 
Unrealized appreciation on swaps
   
653,998
 
Fund shares sold receivable
   
570,600
 
Restricted cash
   
280,000
 
Dividends receivable
   
9,392
 
Other assets
   
7,420
 
Total assets
   
370,799,845
 
Liabilities
       
Reverse repurchase agreements
   
62,796,569
 
Borrowings
   
47,098,955
 
Payable for securities purchased
   
14,138,749
 
Options written, at value (premiums received of $2,520,034)
   
3,591,000
 
Advisory fee payable
   
285,948
 
Interest due on borrowings
   
157,203
 
Offering costs payable
   
147,424
 
Unrealized depreciation on unfunded commitments
   
53,778
 
Administration fee payable
   
6,937
 
Accrued expenses and other liabilities
   
173,900
 
Total liabilities
   
128,450,463
 
Net Assets
 
$
242,349,382
 
         
Composition of Net Assets
       
Common stock, $.01 par value per share; unlimited number of shares authorized, 12,083,047 shares issued and outstanding
 
$
120,830
 
Additional paid-in capital
   
224,763,376
 
Accumulated net realized gain on investments, options, and swaps
   
8,168,784
 
Accumulated net unrealized appreciation on investments, options, swaps and unfunded commitments
   
10,314,738
 
Distributions in excess of net investment income
   
(1,018,346
)
         
Net Assets
 
$
242,349,382
 
         
Net Asset Value (based on 12,083,047 common shares outstanding)
 
$
20.06
 

See notes to financial statements.
24 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 

STATEMENT OF OPERATIONS For the six months ended November 30, 2012 (Unaudited)
November 30, 2012

Investment Income
             
Interest
 
$
11,474,318
       
Dividends
   
404,737
       
Total income
       
$
11,879,055
 
               
Expenses
             
Investment advisory fee
   
1,600,660
       
Interest expense
   
792,826
       
Fund accounting fee
   
69,137
       
Professional fees
   
66,571
       
Custodian fee
   
45,735
       
Administration fee
   
39,534
       
Printing expense
   
37,580
       
Trustees’ fees and expenses
   
36,289
       
NYSE listing fee
   
12,078
       
Insurance
   
11,209
       
Transfer agent fee
   
9,969
       
Miscellaneous
   
10,571
       
Total expenses
         
2,732,159
 
Net investment income
         
9,146,896
 
               
Realized and unrealized gain (loss) on investments, options, swaps and unfunded commitments
             
Net realized gain (loss) on:
             
Investments
         
3,952,187
 
Options
         
(739,388
)
Swaps
         
411,823
 
Net change in unrealized appreciation (depreciation) on:
             
Investments
         
8,517,675
 
Options
         
(458,324
)
Swaps
         
289,083
 
Unfunded commitments
         
(18,888
)
Net realized and unrealized gain on investments, options, swaps and unfunded commitments
         
11,954,168
 
               
Net Increase in Net Assets Resulting from Operations
       
$
21,101,064
 

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 25

 
 

 

STATEMENT OF CHANGES IN NET ASSETS
November 30, 2012

   
For the
     
   
Six Months Ended
 
For the
 
   
November 30, 2012
 
Year Ended
 
   
(unaudited
)
May 31, 2012
 
               
Increase in Net Assets Resulting from Operations
             
Net investment income
 
$
9,146,896
 
$
17,747,405
 
Net realized gain on investments, options and swaps
   
3,624,622
   
3,754,294
 
Net change in unrealized appreciation (depreciation) on investments, options, swaps and unfunded commitments
   
8,329,546
   
(14,267,555
)
Net increase in net assets resulting from operations
   
21,101,064
   
7,234,144
 
               
Distributions to Common Shareholders
             
From and in excess of net investment income
   
(10,564,685
)
 
(18,230,024
)
               
Capital Share Transactions
             
Net proceeds from common shares issued through at-the-market and underwritten offerings
   
24,203,192
   
30,038,405
 
Reinvestment of dividends
   
410,964
   
1,158,565
 
Common share offering costs charged to paid-in capital
   
(147,424
)
 
(187,622
)
Net increase from capital share transactions
   
24,466,732
   
31,009,348
 
Total increase in net assets
   
35,003,111
   
20,013,468
 
               
Net Assets
             
Beginning of period
   
207,346,271
   
187,332,803
 
End of period (including accumulated undistributed net investment income of $(1,018,346) and $399,443, respectively)
 
$
242,349,382
 
$
207,346,271
 

See notes to financial statements.
26 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 

STATEMENT OF CASH FLOWS For the six months ended November 30, 2012 (Unaudited)
November 30, 2012

Cash Flows from Operating Activities:
       
Net increase in net assets resulting from operations
 
$
21,101,064
 
         
Adjustments to Reconcile Net Increase in Net Assets Resulting from Operations to
       
Net Cash Used by Operating and Investing Activities:
       
Net unrealized depreciation on investments
   
(8,517,675
)
Net unrealized depreciation on options
   
458,324
 
Net unrealized depreciation on swaps
   
(289,083
)
Net unrealized appreciation on unfunded commitments
   
18,888
 
Net realized gain on investments
   
(3,952,187
)
Net realized gain on options
   
739,388
 
Net accretion of bond discount and amortization of bond premium
   
(2,376,669
)
Paydowns received
   
(1,415,172
)
Purchase of long-term investments
   
(312,029,893
)
Net increase in premiums on written options
   
1,033,557
 
Proceeds from sale of long-term investments
   
244,291,682
 
Net sales of short-term investments
   
16,879,379
 
Decrease in dividends receivable
   
3,277
 
Increase in interest receivable
   
(1,210,496
)
Increase in securities sold receivable
   
(3,568,201
)
Increase in fund shares sold receivable
   
(570,600
)
Decrease in other assets
   
78,232
 
Increase in payable for securities purchased
   
10,291,874
 
Increase in interest due on borrowings
   
50,713
 
Increase in advisory fee payable
   
37,383
 
Increase in administration fee payable
   
710
 
Increase in offering costs payable
   
147,424
 
Decrease in accrued expenses and other liabilities
   
(7,384
)
Net Cash Used by Operating and Investing Activities
   
(38,805,465
)
         
Cash Flows From Financing Activities:
       
Net proceeds from the issuance of common shares
   
24,203,192
 
Distributions to common shareholders
   
(10,153,721
)
Increase in reverse repurchase agreements
   
9,553,528
 
Proceeds from borrowings
   
21,500,000
 
Payments made on borrowings
   
(5,000,000
)
Net Cash Provided in Financing Activities
   
40,102,999
 
Net increase in cash
   
1,297,534
 
Cash at Beginning of Period (including restricted cash)
   
1,600,867
 
Cash at End of Period (including restricted cash)
 
$
2,898,401
 
Supplemental Disclosure of Cash Flow Information: Cash paid during the period for interest
 
$
529,133
 
Supplemental Disclosure of Non Cash Financing Activity: Dividend reinvestment
 
$
410,964
 
Supplemental Disclosure of Non Cash Operating Activity: Options assigned during the period
 
$
1,597,527
 
Supplemental Disclosure of Non Cash Operating Activity: Additional principal received on payment-in-kind bonds
 
$
30,783
 

See notes to financial statements.
 
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 27

 
 

 


FINANCIAL HIGHLIGHTS
November 30, 2012

Per share operating performance
for a common share outstanding throughout the period
 
For the
Six Months Ended
November 30, 2012
(unaudited)
 
For the
Year Ended
May 31, 2012
 
For the
Year Ended
May 31, 2011
 
For the
Year Ended
May 31, 2010
 
For the
Year Ended
May 31, 2009
 
For the period
July 27, 2007*
through
May 31, 2008
 
Net asset value, beginning of period
 
$
19.00
 
$
20.11
 
$
17.56
 
$
12.42
 
$
17.52
 
$
19.10
(b)
Income from investment operations
                                     
Net investment income (a)
   
0.80
   
1.80
   
1.94
   
1.76
   
1.06
   
0.79
 
Net realized and unrealized gain (loss) on investments, options, futures, swaps and unfunded commitments
   
1.18
   
(1.06
)
 
2.49
   
5.23
   
(4.31
)
 
(0.99
)
Total from investment operations
   
1.98
   
0.74
   
4.43
   
6.99
   
(3.25
)
 
(0.20
)
Common share offering expenses charged to paid-in-capital
   
   
   
   
   
   
(0.04
)
Distributions to Common Shareholders
                                     
From and in excess of net investment income
   
(0.92
)
 
(1.85
)
 
(1.88
)
 
(1.85
)
 
(1.36
)
 
(0.98
)
Return of capital
   
   
   
   
   
(0.49
)
 
(0.36
)
Total distributions
   
(0.92
)
 
(1.85
)
 
(1.88
)
 
(1.85
)
 
(1.85
)
 
(1.34
)
Net asset value, end of period
 
$
20.06
 
$
19.00
 
$
20.11
 
$
17.56
 
$
12.42
 
$
17.52
 
Market value, end of period
 
$
20.65
 
$
21.08
 
$
22.32
 
$
17.46
 
$
11.53
 
$
16.78
 
Total investment return (c)
                                     
Net asset value
   
10.62
%
 
4.09
%
 
26.14
%
 
59.06
%
 
-18.37
%
 
-1.40
%
Market value
   
2.50
%
 
3.81
%
 
40.85
%
 
70.37
%
 
-19.51
%
 
-9.41
%
                                       
Ratios and supplemental data
                                     
Net assets, applicable to common shareholders, end of period (in thousands)
 
$
242,349
 
$
207,346
 
$
187,333
 
$
161,783
 
$
113,076
 
$
159,509
 
Ratios to Average Net Assets applicable to Common Shares:
                                     
Total expenses, excluding interest expense (d)
   
1.72
%(e)
 
1.78
%
 
1.85
%
 
1.98
%
 
2.06
%
 
1.72
%(e)
Total expenses, including interest expense (d)
   
2.42
%(e)
 
2.55
%
 
2.69
%
 
2.97
%
 
3.25
%
 
3.36
%(e)
Net investment income, including interest expense
   
8.12
%(e)
 
9.45
%
 
10.20
%
 
11.30
%
 
7.84
%
 
5.08
%(e)
Portfolio turnover (f)
   
77
%
 
112
%
 
64
%
 
67
%
 
58
%
 
210
%
Senior Indebtedness
                                     
Total Borrowings outstanding (in thousands)
 
$
109,896
 
$
83,842
 
$
80,670
 
$
69,117
 
$
31,085
 
$
76,016
 
Asset coverage per $1,000 of indebtedness (g)
 
$
3,205
 
$
3,473
 
$
3,322
 
$
3,341
 
$
4,638
 
$
3,098
 
 
*
Commencement of operations.
   
(a)
Based on average shares outstanding during the period.
   
(b) Before deduction of offering expenses charged to capital.
   
(c)
Total investment return is calculated assuming a purchase of a common share at the beginning of the period and a sale on the last day of the period reported either at net asset value (“NAV”) or market price per share. Dividends and distributions are assumed to be reinvested at NAV for NAV returns or the prices obtained under the Fund’s Dividend Reinvestment Plan for market value returns. Total investment return does not reflect brokerage commissions. A return calculated for a period of less than one year is not annualized.
   
(d)
The ratios of total expenses to average net assets applicable to common shares do not reflect fees and expenses incurred indirectly by the Fund as a result of its investment in shares of other investment companies. If these fees were included in the expense ratios, the expense ratios would increase by 0.05% for the six months ended November 30, 2012, 0.04% for the year ended May 31, 2012, 0.03% for the year ended May 31, 2011, 0.05% for the year ended May 31, 2010, 0.08% for the year ended May 31, 2009, and 0.04% for the period ended May 31, 2008.
   
(e)
Annualized.
   
(f)
Portfolio turnover is not annualized for periods of less than one year.
   
(g)
Calculated by subtracting the Fund’s total liabilities (not including the borrowings) from the Fund’s total assets and dividing by the total borrowings.
 

See notes to financial statements.
28 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)
November 30, 2012
 
Note 1 – Organization:
Guggenheim Strategic Opportunities Fund (the “Fund”) was organized as a Delaware statutory trust on November 13, 2006. The Fund is registered as a diversified, closed-end management investment company under the Investment Company Act of 1940, as amended (“1940 Act”).
 
The Fund’s investment objective is to maximize total return through a combination of current income and capital appreciation.
 
Note 2 – Accounting Policies:
The preparation of the financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates.
 
The following is a summary of significant accounting policies consistently followed by the Fund.
 
(a) Valuation of Investments
The Fund values equity securities at the last reported sale price on the principal exchange or in the principal over-the-counter (“OTC”) market in which such securities are traded, as of the close of regular trading on the New York Stock Exchange (“NYSE”) on the day the securities are being valued or, if there are no sales, at the mean between the last available bid and asked prices on that day. Securities traded on the NASDAQ are valued at the NASDAQ Official Closing Price. Preferred stocks are valued at their sales price as of the close of the exchange on which they are traded. Preferred stocks for which the last sales price is not available are valued at the last available bid price. Debt securities (including asset-backed securities, collateralized mortgage obligations and term loans) are valued at the last available bid price. If bids are not available, debt securities are estimated using valuation models that incorporate market data that may include assumptions relating to current yields, timing of cash flows, dealer quotes, prepayment risk, value of underlying collateral, general market conditions, liquidity and prices of other debt securities with comparable coupon rates, maturities/duration, and credit quality. Municipal bonds are valued at the last available bid price for such securities or, if such prices are not available, at prices for securities of comparable maturity, quality and type. Foreign securities are translated from the local currency into U.S. dollars using the current exchange rate. The Fund’s securities that are primarily traded in foreign markets may be traded in such markets on days that the NYSE is closed. As a result, the net asset value of the Fund may be significantly affected on days when holders of common shares have no ability to trade common shares on the NYSE. Exchange traded funds are valued at the last sales price or official closing price on the exchange where the security is principally traded. Investment companies are valued at the last available closing price. The Fund values exchange-traded options and other derivative contracts at the mean of the best bid and asked prices at the close on those exchanges on which they are traded. Swaps are valued daily by independent pricing services or dealers using the mid price. Short-term securities with remaining maturities of 60 days or less, at the time of purchase, are valued at amortized cost, which approximates market value. The Fund values money market funds at net asset value.
 
For fixed income securities, fair valuations may include input from Guggenheim Partners Investment Management, LLC (“GPIM”) utilizing a wide variety of market data including yields or prices of investments of comparable quality, type of issue, coupon, maturity, rating, indications of value from security dealers, evaluations of anticipated cash flows or collateral, spread over Treasuries, and other information and analysis. GPIM also uses third party service providers to model certain securities using cash flow models to represent a fair market value.
 
For those securities where quotations or prices are not available, the valuations are determined in accordance with procedures established in good faith by management and approved by the Board of Trustees. A valuation committee consisting of representatives from investments, fund administration, legal and compliance is responsible for the oversight of the valuation process of the Fund and convenes monthly, or more frequently as needed. The valuation committee reviews monthly Level 3 fair valued securities methodology, price overrides, broker quoted securities, price source changes, illiquid securities, stale priced securities, halted securities, price challenges, fair valued securities sold and back testing trade prices in relation to prior day closing prices. On a quarterly basis, the valuations and methodologies of all Level 3 fair valued securities are presented to the Fund’s Trustees.
 
Valuations in accordance with these procedures are intended to reflect each security’s (or asset’s) “fair value.” Fair value is defined as the price that the Fund would receive to sell an investment or pay to transfer a liability in an orderly transaction with an independent buyer in the principal market, or in the absence of a principal market, the most advantageous market for the investment or liability. Each such determination should be based on a consideration of all relevant factors, which are likely to vary from one pricing context to another. Examples of such factors may include, but are not limited to: (i) the type of security, (ii) the initial cost of the security, (iii) the existence of any contractual restrictions on the security’s disposition, (iv) the price and extent of public trading in similar securities of the issuer or of comparable companies, (v) quotations or evaluated prices from broker-dealers and/or pricing services, (vi) information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange traded securities), (vii) an analysis of the company’s financial statements, and (viii) an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold (e.g. the existence of pending merger activity, public offerings or tender offers that might affect the value of the security).
 
There are three different categories for valuation. Level 1 valuations are those based up quoted prices in active markets. Level 2 valuations are those based upon quoted prices in inactive markets or based upon significant observable inputs (e.g. yield curves; benchmark interest rates; indices). Level 3 valuations are those based upon unobservable inputs (e.g. discounted cash flow analysis; non-market based methods used to determine fair valuations).
 
The Fund values Level 1 securities using readily available market quotations in active markets. The Fund values Level 2 fixed income securities using independent pricing providers who employ matrix pricing models utilizing market prices, broker quotes and prices of securities with comparable maturities and qualities. In addition, the Fund values certain Level 2 fixed income securities using broker quotes. The Fund values Level 2 equity securities using various observable market inputs as described above.
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 29
 
 
 

 
 

 
NOTES TO FINANCIAL STATEMENTS (Unaudited) continued
November 30, 2012
 
The following table represents the Fund’s investments carried on the Statement of Assets and Liabilities by caption and by level within the fair value hierarchy at November 30, 2012.
 
Description
   
Level 1
   
Level 2
   
Level 3
   
Total
 
(value in $000s)
                         
Assets:
                         
Corporate Bonds
 
$
 
$
132,169
 
$
 
$
132,169
 
Asset Backed Securities
   
   
   
   
 
Automobile
   
   
44
   
   
44
 
Collateralized Debt
                         
Obligations
   
   
15,447
   
390
   
15,837
 
Collateralized Loan
                         
Obligations
   
   
53,483
   
2,535
   
56,018
 
Commercial
                         
Receivables
   
   
371
   
510
   
881
 
Credit Cards
   
   
2,724
   
   
2,724
 
Financial
   
   
32
   
   
32
 
Insurance
   
   
5,560
   
   
5,560
 
Media
   
   
1,730
   
   
1,730
 
Other
   
   
1,413
   
   
1,413
 
Student Loans
   
   
   
220
   
220
 
Timeshare
   
   
1,373
   
   
1,373
 
Transportation
   
   
23,012
   
   
23,012
 
Trust Preferred Stocks
   
   
3,605
   
   
3,605
 
Collateralized Mortgage
                         
Obligations
   
   
13,040
   
   
13,040
 
Term Loans:
                         
Aerospace & Defense
   
   
97
   
   
97
 
Automotive
   
   
889
   
   
889
 
Brokerage
   
   
81
   
   
81
 
Consumer Products
   
   
1,104
   
   
1,104
 
Consumer Services
   
   
6,375
   
   
6,375
 
Diversified
                         
Manufacturing
   
   
2,095
   
   
2,095
 
Electric
   
   
703
   
   
703
 
Entertainment
   
   
1,439
   
   
1,439
 
Food & Beverages
   
   
3,524
   
   
3,524
 
Gaming
   
   
1,527
   
   
1,527
 
Gas Distributor
   
   
1,658
   
   
1,658
 
Health Care
   
   
3,468
   
   
3,468
 
Insurance
   
   
550
   
   
550
 
Oil Field Services
   
   
1,045
   
   
1,045
 
Other Financials
   
   
553
   
   
553
 
Other Industrials
   
   
291
   
   
291
 
Pharmaceuticals
   
   
1,359
   
   
1,359
 
Railroad
   
   
199
   
   
199
 
Retail
   
   
3,561
   
547
   
4,108
 
Technology
   
   
7,542
   
   
7,542
 
Transportation
   
   
2,139
   
18
   
2,157
 
Wireless
   
   
1,308
   
   
1,308
 
Wire Lines
   
   
438
   
   
438
 
Common Stock
   
   
   
125
   
125
 
Preferred Stock:
                         
Diversified Financial
                         
Services
   
   
4,248
   
   
4,248
 
Insurance
   
603
   
   
   
603
 
Telecommunications
   
   
1,253
   
   
1,253
 
Transportation
   
1,102
   
   
   
1,102
 
Exchange Traded Funds
   
49,470
   
   
   
49,470
 
Warrants
   
   
   
–*
   
*
Options Purchased
   
1,128
   
   
   
1,128
 
Money Market Fund
   
887
   
   
   
887
 
Interest Rate Swaps
   
   
821
   
   
821
 
Total
 
$
53,190
 
$
302,270
 
$
4,345
 
$
359,805
 
                           
Description
   
Level 1
   
Level 2
   
Level 3
   
Total
 
(value in $000s)
                         
Liabilities:
                         
Credit Default Swaps
 
$
 
$
167
 
$
 
$
167
 
Options Written
   
3,591
   
   
   
3,591
 
Unfunded Commitments
   
   
54
   
   
54
 
Total
 
$
3,591
 
$
221
 
$
 
$
3,812
 
 
* Market value is less than minimum amount disclosed.
 
During the six months ended November 30, 2012, there were no transfers between Level 1 and Level 2.
 
There were two transfers from Level 3 to Level 2 for the asset backed securities during the six months ended November 30, 2012, due to the availability of market price information at the period end for each respective security. A transfer in the amount of $454,986 for Blade Engine Securitization Ltd. and $355,770 for Insurance Note Capital Term.
 
There were three transfers from Level 2 to Level 3 for the asset backed securities during the six months ended November 30, 2012 due to the lack of an available market price at period end for each respective security. A transfer in the amount of $389,895 for Diversified Asset Securitization Holdings II LP, $2,535,000 for Marathon CLO II Ltd. and $220,340 for MRU Student Loan Trust.
 
With regards to the Level 3 securities:
The Fund received the Alion Science and Technology Corp. Warrants, which have a penny per share exercise price, as part of the purchase of Alion Science and Technology 12% corporate bonds which mature on November 1, 2014. The company has two bonds outstanding with the longer dated of the two bonds trading at a distressed level. The warrant and the underlying stock of the company are both unlisted securities. As a result of these factors, the Fund is assigning a price of $0.00 to the warrants. If the warrants begin trading on an exchange, the price of the warrants could increase.
 
FCC Financing Subsidiary, LLC, Series 2010-1A is a mezzanine tranche of a securitization of asset based loans managed by First Capital Corporation. The security pays a coupon rate of 12.25%. The current price of $102.07 reflects the high coupon offset by the lack of liquidity and investor knowledge in the name and investor reluctance to pay high premiums for less liquid asset backed securities.
 
Deb Shops Term Loan is a 1st Lien Sr. Secured Term Loan for Deb Shops, a fashion apparel retailer focused on women between the ages 15-29. The current price of $100.00 reflects the high yield of 12.50%, which is based on the small size of the issue ($60mm) and lack of liquidity (only three holders). Because the term loan does not have any call premium a buyer would not be willing to pay above par for the loan.
 
Deb Shops Common Stock – This is the common equity of Deb Shops. The Fund acquired this common stock in exchange for the cancellation of a portion of our prepetition 1st lien term loan as part of the Company’s exit from Bankruptcy in Q4 2011. Based on the enterprise value multiples of public comparables and giving effect to Deb Shops smaller size, the Fund assigned the price of $13.32 per share at November 30, 2012.
 
30 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) continued
November 30, 2012
 
Carey International, Inc. is a provider of chauffeured vehicle services and transportation management and logistics solutions. Based on an EBITDA projection model, the term loan is being priced at $50.00 at November 30, 2012.
 
Diversified Asset Securitization Holdings II LP, Marathon CLO II Ltd. and MRU Student Loan Trust were all priced using an option adjusted spread model based on broker quotes.
 
The following table presents the activity for the Fund’s investments measured at fair value using significant unobservable inputs (Level 3 valuations) for the six months ended November 30, 2012.
 
Beginning Balance at 5/31/12
       
Asset Backed Securities
 
$
1,339
 
Term Loans
   
545
 
Common Stock
   
125
 
Warrant
   
*
Paydowns Received
       
Asset Backed Securities
   
(24
)
Term Loans
   
 
Common Stock
   
 
Warrant
   
 
Payment-in-kind Distributions Received
       
Asset Backed Securities
   
 
Term Loans
   
17
 
Common Stock
   
 
Warrant
   
 
Total Realized Gain/Loss
       
Asset Backed Securities
   
5
 
Term Loans
   
 
Common Stock
   
 
Warrant
   
 
Change in Unrealized Gain/Loss
       
Asset Backed Securities
   
1
 
Term Loans
   
3
 
Common Stock
   
 
Warrant
   
 
Net Purchases:
       
Asset Backed Securities
       
Term Loans
   
 
Common Stock
   
 
Warrant
   
 
Sales
   
 
Transfer In:
       
Asset Backed Securities
   
3,145
 
Term Loans
   
 
Common Stock
   
 
Warrant
   
 
Transfer Out
   
 
Asset Backed Securities
   
(811
)
Term Loans
   
 
Common Stock
   
 
Warrant
   
 
Ending Balance at 11/30/12
       
Asset Backed Securities
   
3,655
 
Term Loans
   
565
 
Common Stock
   
125
 
Warrant
   
*
Total Level 3 holdings
 
$
4,345
 
 
(b) Investment Transactions and Investment Income
Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Paydown gains and losses on mortgage and asset-backed securities are treated as an adjustment to interest income. For the six months ended November 30, 2012, the Fund recognized an increase of interest income and a decrease of net realized gain of $1,415,182. This reclassification is reflected on the Statement of Operations and had no effect on the net asset value of the Fund. Dividend income is recorded net of applicable withholding taxes on the ex-dividend date and interest income is recorded on an accrual basis. Discounts on debt securities purchased are accreted to interest income over the lives of the respective securities using the effective interest method. Premiums on debt securities purchased are amortized to interest income up to the next call date of the respective securities using the effective interest method.
 
(c) Restricted Cash
A portion of cash on hand is pledged with a broker for current or potential holdings, which includes options, swaps and securities purchased on a when issued or delayed delivery basis.
 
(d) Swaps
A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Fund may enter into swap agreements to manage its exposure to interest rates and/or credit risk or to generate income. The swaps are valued daily at current market value and any unrealized gain or loss is included in the Statement of Assets and Liabilities. Gain or loss is realized on the termination date of the swap and is equal to the difference between the Fund’s basis in the swap and the proceeds of the closing transaction, including any fees. During the period that the swap agreement is open, the Fund may be subject to risk from the potential inability of the counterparty to meet the terms of the agreement. The swaps involve elements of both market and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities. Upon termination of a swap agreement, a payable to or receivable from swap counterparty is established on the Statement of Assets and Liabilities to reflect the net gain/loss, including interest income/expense, on terminated swap positions. The line item is removed upon settlement according to the terms of the swap agreement.
 
Realized gain (loss) upon termination of swap contracts is recorded on the Statement of Operations. Fluctuations in the value of swap contracts are recorded as a component of net change in unrealized appreciation (depreciation) of swap contracts. Net periodic payments received by the Fund are included as part of realized gain (loss) and, in the case of accruals for periodic payments, are included as part of unrealized appreciation (depreciation) on the Statement of Operations.
 
(e) Covered Call and Put Options
The Fund will pursue its investment objective by employing an option strategy of writing (selling) covered call options and may, from time to time, buy or sell put options on equity securities and indices. The Fund seeks to generate current gains from option premiums as a means to enhance distributions payable to the Fund’s common shareholders.

*Market value is less than minimum amount disclosed.
  GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 31

 
 

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) continued
November 30, 2012
 
When an option is written, the premium received is recorded as an asset with an equal liability and is subsequently marked to market to reflect the current market value of the option written. These liabilities are reflected as options written on the Statement of Assets and Liabilities. Premiums received from writing options which expire unexercised are recorded on the expiration date as a realized gain. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchase transactions, as a realized loss. If an option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss.
 
When a call option is purchased, the Fund obtains the right (but not the obligation) to buy the underlying instrument at the strike price at anytime during the option period. When a put option is purchased, the Fund obtains the right (but not the obligation) to sell the option’s underlying instrument at the strike price at anytime during the option period. When the Fund purchases an option, an amount equal to the premium paid by the Fund is reflected as an asset and subsequently marked-to-market to reflect the current market value of the option purchased. The maximum exposure the Fund has at risk when purchasing an option is the premium paid. Purchased options are included with Investments on the Statement of Assets and Liabilities. Realized and unrealized gains and losses on purchased options are included with Investments on the Statement of Operations.
 
(f) Currency Translation
Assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the mean of the bid and asked price of respective exchange rates on the last day of the period. Purchases and sales of investments denominated in foreign currencies are translated at the exchange rate on the bid and asked price of respective exchange rates on the date of the transaction.
 
The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
 
Foreign exchange realized gain or loss resulting from holding of a foreign currency, expiration of a currency exchange contract, difference in exchange rates between the trade date and settlement date of an investment purchased or sold, and the difference between dividends or interest actually received compared to the amount shown in the Fund’s accounting records on the date of receipt is shown as net realized gains or losses on foreign currency transactions on the Fund’s Statement of Operations.
 
Foreign exchange unrealized gain or loss on assets and liabilities, other than investments, is shown as unrealized appreciation (depreciation) on foreign currency translation on the Fund’s Statement of Operations. There were no foreign currency gains or losses for the six months ended November 30, 2012.
 
(g) Distributions to Shareholders
The Fund declares and pays monthly distributions to common shareholders. These distributions consist of investment company taxable income, which generally includes qualified dividend income, ordinary income and short-term capital gains. To the extent distributions exceed net investment income, the excess will be deemed a return of capital. Any net realized long-term capital gains are distributed annually to common shareholders.
 
Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.
 
(h) Recent Accounting Pronouncements
In December 2011, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2011-11, “Disclosures about Offsetting Assets and Liabilities”. The update enhances disclosures about offsetting of financial assets and liabilities to enable investors to understand the effect of these arrangements on a fund’s financial position. The ASU is effective for interim and annual reporting periods beginning on or after January 1, 2013. The Funds believe the adoption of this ASU will not have a material impact on the financial statements.
 
Note 3 – Investment Advisory Agreement, Sub-Advisory Agreement and Other Agreements:
Pursuant to an Investment Advisory Agreement (the “Agreement”) between the Fund and Guggenheim Funds Investment Advisors, LLC (the “Investment Adviser”), the Investment Adviser furnishes offices, necessary facilities and equipment, provides administrative services, oversees the activities of GPIM, provides personnel including certain officers required for the Fund’s administrative management and compensates the officers or trustees of the Fund who are affiliates of the Investment Adviser. As compensation for these services, the Fund pays the Investment Adviser a fee, payable monthly, in an amount equal to 1.00% of the Fund’s average daily managed assets (net assets applicable to common shareholders plus any assets attributable to financial leverage).
 
Pursuant to a Sub-Advisory Agreement among the Fund, the Investment Adviser and GPIM, GPIM under the supervision of the Fund’s Board of Trustees and the Investment Adviser, provides a continuous investment program for the Fund’s portfolio, provides investment research, makes and executes recommendations for the purchase and sale of securities and provides certain facilities and personnel, including certain officers required for its administrative management and pays the compensation of all officers and trustees of the Fund who are GPIM’s affiliates. As compensation for its services, the Investment Adviser pays GPIM a fee, payable monthly, in an annual amount equal to 0.50% of the Fund’s average daily managed assets.
 
Certain officers and trustees of the Fund may also be officers, directors and/or employees of the Investment Adviser or GPIM. The Fund does not compensate its officers or trustees who are officers, directors and/or employees of the aforementioned firms.
 
Under a separate Fund Administration Agreement (the “Administration Agreement”), the Investment Adviser provides fund administration services to the Fund. As compensation for services performed under the Administration Agreement, the Investment Adviser receives a fund administration fee payable monthly at the annual rate set forth below as a percentage of the average daily managed assets of the Fund.
 
32 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 


NOTES TO FINANCIAL STATEMENTS (Unaudited) continued
November 30, 2012

Managed Assets
Rate
First $200,000,000
0.0275%
Next $300,000,000
0.0200%
Next $500,000,000
0.0150%
Over $1,000,000,000
0.0100%
 
For the six months ended November 30, 2012, the Fund recognized expenses of $39,534 for these services.
 
For purposes of calculating the fees payable under the foregoing agreements, “average daily managed assets” means the average daily value of the Fund’s total assets minus the sum of its accrued liabilities. “Total assets” means all of the Fund’s assets and is not limited to its investment securities. “Accrued liabilities” means all of the Fund’s liabilities other than borrowings for investment purposes.
 
The Bank of New York Mellon (“BNY”) acts as the Fund’s custodian and accounting agent. As custodian, BNY is responsible for the custody of the Fund’s assets. As accounting agent, BNY is responsible for maintaining the books and records of the Fund’s securities and cash.
 
Note 4 – Federal Income Taxes:
The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Accordingly, no provision for U.S. federal income taxes is required. In addition, by distributing substantially all of its ordinary income and long-term capital gains, if any, during each calendar year, the Fund intends not to be subject to U.S. federal excise tax.
 
Information on the components of investments, excluding purchased and written options, and net assets as of November 30, 2012, is as follows:
 
Cost of
   
Net Tax
Net Tax
Investments
Gross Tax
Gross Tax
Unrealized
Unrealized
for Tax
Unrealized
Unrealized
Appreciation
Depreciation
Purposes
Appreciation
Depreciation
on Investments
on Derivatives
$348,445,666
$18,823,343
($8,284,478)
$10,538,865
($470,746)
 
Tax components of the following balances as of May 31, 2012, (the most recent fiscal year for federal income tax purposes) are as follows:

Undistributed Ordinary Income/
Undistributed Long-Term Gains/
(Accumulated Ordinary Loss)
(Accumulated Capital Loss)
$3,706,813
$817,213
 
The differences between book basis and tax basis unrealized appreciation (depreciation) is primarily attributable to the tax deferral of losses on wash sales.
 
For the year ended May 31, 2012, (the most recent fiscal year end for federal income tax purposes) the tax character of distributions paid to common shareholders as reflected in the Statement of Changes in Net Assets was as follows:

Distributions paid from
2012
Ordinary Income
$18,230,024
 
For all open tax years and all major jurisdictions, management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Uncertain tax positions are tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns that would not meet a more-likely-than-not threshold of being sustained by the applicable tax authority and would be recorded as a tax expense in the current year. Open tax years are those that are open for examination by taxing authorities (i.e. generally the last four tax year ends and the interim tax period since then). Furthermore, management of the Fund is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
 
Note 5 – Investments in Securities:
During the six months ended November 30, 2012, the cost of purchases and proceeds from sales of investments, excluding written options and short-term investments were $312,029,893 and $244,291,682, respectively.
 
Note 6 – Derivatives:
 
(a) Covered Call Options and Put Options
An option on a security is a contract that gives the holder of the option, in return for a premium, the right to buy from (in the case of a call) or sell to (in the case of a put) the writer of the option the security underlying the option at a specified exercise or “strike” price. The writer of an option on a security has the obligation upon exercise of the option to deliver the underlying security upon payment of the exercise price (in the case of a call) or to pay the exercise price upon delivery of the underlying security (in the case of a put).
 
There are several risks associated with transactions in options on securities. As the writer of a covered call option, the Fund forgoes, during the option’s life, the opportunity to profit from increases in the market value of the security covering the call option above the sum of the premium and the strike price of the call, but has retained the risk of loss should the price of the underlying security decline. A writer of a put option is exposed to the risk of loss if the fair value of the underlying security declines, but profits only to the extent of the premium received if the underlying security increases in value. The writer of an option has no control over the time when it may be required to fulfill its obligation as writer of the option. Once an option writer has received an exercise notice, it cannot effect a closing purchase transaction in order to terminate its obligation under the option and must deliver the underlying security at the exercise price.
 
To the extent that the Fund purchases options, the Fund will be subject to the following additional risks. If a put or call option purchased by the Fund is not sold when it has remaining value, and if the market price of the underlying security remains equal to or greater than the exercise price (in the case of a put), or remains less than or equal to the exercise price (in the case of a call), the Fund will lose its entire investment in the option. Also, where a put or call option on a particular security is purchased to hedge against price movements in a related security, the price of the put or call option may move more or less than the price of the related security. If restrictions on exercise were imposed, the Fund might be unable to exercise an option it had purchased. If the Fund were unable to close out an option that it had purchased on a security, it would have to exercise the option in order to realize any profit or the option may expire worthless.
 
The Fund entered into written option contracts during the six months ended November 30, 2012.
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 33

 
 

 
 
NOTES TO FINANCIAL STATEMENTS (Unaudited) continued
November 30, 2012
 
Details of the transactions were as follows:
               
 
   
Number of Contracts
 
Premiums Received
 
Options outstanding, beginning of the period
   
9,293
 
$
1,486,477
 
Options written during the period
   
51,506
   
6,236,372
 
Options expired during the period
   
(12,847
)
 
(838,432
)
Options closed during the period
   
(19,248
)
 
(2,766,856
)
Options assigned during the period
   
(15,173
)
 
(1,597,527
)
Options outstanding, end of period
   
13,531
 
$
2,520,034
 
 
(b) Swaps
Swap agreements are contracts between parties in which one party agrees to make periodic payments to the other party (the “Counterparty”) based on the change in market value or level of a specified rate, index or asset. In return, the Counterparty agrees to make periodic payments to the first party based on the return of a different specified rate, index or asset. Swap agreements will usually be done on a net basis, the Fund receiving or paying only the net amount of the two payments. The net amount of the excess, if any, of each Fund’s obligations over its entitlements with respect to each swap is accrued on a daily basis and an amount of cash or highly liquid securities having an aggregate value at least equal to the accrued excess is maintained in an account at the Fund’s custodian bank.
 
The Fund is party to various derivative contracts governed by International Swaps and Derivatives Association Master Agreements (“ISDA agreements”). The Fund’s ISDA agreements, which are separately negotiated with each Counterparty, typically contain provisions allowing, absent other considerations, a Counterparty to exercise rights, to the extent not otherwise waived, against the Fund in the event the Fund does not meet certain collateral requirements or the Fund’s net assets decline over time by a pre-determined percentage or fall below a pre- determined floor. With respect to certain Counterparties, collateral posted to the Fund is held in a segregated account by the Fund’s custodian and with respect to those amounts which can be sold or repledged, are presented in the Fund’s Statement of Assets and Liabilities in Restricted cash. Collateral pledged by the Fund is segregated by the Fund’s custodian and is identified in the Fund’s Portfolio of Investments. Collateral can be in the form of cash or securities as agreed to by the Fund and the applicable Counterparty. Collateral requirements are determined based on the Fund’s net position with each Counterparty. The ISDA agreements also contain provisions, absent other conditions, for the Fund to exercise rights, to the extent not otherwise waived, against Counterparties (i.e. decline in a Counterparty’s credit rating below a specified level). Such rights for both the Counterparty and the Fund often include the ability to terminate (i.e., close out) open contracts at prices which may favor the Counterparty, which could have an adverse effect on the Fund. The ISDA agreements with certain Counterparties allow the Fund and Counterparty to offset certain derivative instruments’ payables or receivables with collateral posted to a segregated custody account.
 
Credit default swap transactions involve the Fund’s agreement to exchange the credit risk of an issuer. A buyer of a credit default swap is said to buy protection by paying periodic fees in return for a contingent payment from the seller if the issuer has a credit event such as bankruptcy, a failure to pay outstanding obligations or deteriorating credit while the swap is outstanding. A seller of a credit default swap is said to sell protection and thus collects the periodic fees and profits if the credit of the issuer remains stable or improves while the swap is outstanding but the seller in a credit default swap contract would be required to pay an agreed upon amount, which approximates the notional amount of the swap, to the buyer in the event of an adverse credit event of the issuer.
 
The Fund entered into credit default and interest rate swap agreements during the six months ended November 30, 2012, to potentially enhance return. Details of the swap agreements outstanding as of November 30, 2012, are as follows:
 
Credit Default Swap Agreements
 
                 
Upfront
   
       
Implied Credit
       
Premium
 
Unrealized
 
Reference
Buy/Sell
Termination
Spread at
 
Notional
Receive
 
Received
Appreciation/
Counterparty
Entity
Protection
Date
November 30, 2012 (2)
 
Amount (000s)
Fixed Rate
 
(Paid)
(Depreciation)
 
Basket of distinct
                   
Goldman Sachs(1)
corporate entities
Sell
09/20/14
4.06
%
$ 3,000
1.180
%
$ –
$
(166,575)
 
Interest Rate Swap Agreements
 
           
Unrealized
   
Termination
Notional
Receive
 
Appreciation/
Counterparty
Floating Rate
Date
Amount (000s)
Fixed Rate
 
(Depreciation)
Goldman Sachs (3)
3 Month LIBOR
01/04/38
$10,000
5.675
%
$552,432
Goldman Sachs (3)
3 Month LIBOR
07/07/38
5,000
5.753
 
268,141
           
$820,573
Total Unrealized Appreciation for Swap Agreements  
$653,998
 
(1)
The Fund receives a fixed rate based upon the notional amount of $3 million and if a defined credit event occurs, pays cumulative losses in excess of a stated percentage on an underlying basket of distinct corporate entities. The maximum loss exposure is $3 million.
   
(2)
Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on corporate issues of an emerging country as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.
   
(3)
The Fund pays the floating rate and receives the fixed rate.
 
34 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) continued
November 30, 2012
 
(c) Summary of Derivatives Information
The Fund is required by GAAP to disclose: a) how and why a fund uses derivative instruments, b) how derivatives instruments and related hedge items are accounted for, and c) how derivative instruments and related hedge items affect a fund’s financial position, results of operations and cash flows.
 
The following table presents the types of derivatives in the Fund by location as presented on the Statement of Assets Liabilities at November 30, 2012.
 
Statement of Asset and Liability Presentation of
Fair Values of Derivative Instruments (value in $000s):
 
Asset Derivatives
   
Liability Derivatives
 
 
Statement
   
Statement
 
 
of Assets
   
of Assets
 
 
and Liabilities
   
and Liabilities
 
Primary Risk Exposure
Location
Fair Value  
Location
Fair Value 
Equity risk
Investments
$1,129
 
Options Written
$3,591
 
in securities
       
Interest rate risk
Unrealized
821
 
Unrealized
 
appreciation on
   
depreciation
 
 
swaps
   
on swaps
 
Credit risk
Unrealized
 
Unrealized
167
 
appreciation on
   
depreciation
 
 
swaps
   
on swaps
 
Total
 
$1,950
   
$3,758
 
The following table presents the effect of derivatives Instruments on the Statement of Operations for the six months ended November 30, 2012.

Effect of Derivative Instruments on the Statement of Operations:
Amount of Realized Gain (Loss) on Derivatives (value in $000s)
Primary Risk Exposure
   
Options
   
Swaps
   
Total
 
Equity risk
 
$
(739
)
$
 
$
(739
)
Interest rate risk
   
   
394
   
394
 
Credit risk
   
   
18
   
18
 
Total
 
$
(739
)
$
412
 
$
(327
)
Change in Unrealized Appreciation (Depreciation) on Derivatives (value in $000s)
Primary Risk Exposure
   
Options
   
Swaps
   
Total
 
Equity risk
 
$
(1,307
)
$
 
$
(1,307
)
Interest rate risk
   
   
493
   
493
 
Credit risk
   
   
(204
)
 
(204
)
Total
 
$
(1,307
)
$
289
 
$
(1,018
)
 
Derivative Volume
 
Swaps:
The Fund decreased the volume of activity in swaps during the six months ended November 30, 2012 with an average notional balance of approximately $18,000,000 during the six months ended November 30, 2012 and an ending notional balance of $18,000,000. During the year ended May 31, 2012, the average notional balance was approximately $22,535,519 and the ending notional balance was $18,000,000.
 
Note 7 – Leverage:
 
Reverse Repurchase Agreements
The Fund may enter into reverse repurchase agreements as part of its financial leverage strategy. Under a reverse repurchase agreement, the Fund temporarily transfers possession of a portfolio instrument to another party, such as a bank or broker-dealer, in return for cash. At the same time, the Fund agrees to repurchase the instrument at an agreed upon time and price, which reflects an interest payment. Such agreements have the economic effect of borrowings. The Fund may enter into such agreements when it is able to invest the cash acquired at a rate higher than the cost of the agreement, which would increase earned income. When the Fund enters into a reverse repurchase agreement, any fluctuations in the market value of either the instruments transferred to another party or the instruments in which the proceeds may be invested would affect the market value of the Fund’s assets. As a result, such transactions may increase fluctuations in the market value of the Fund’s assets. For the six months ended November 30, 2012, the average daily balance for which reverse repurchase agreements were outstanding amounted to $55,850,686. The weighted average interest rate was 1.96%. At November 30, 2012, there was $62,796,569 in reverse repurchase agreements outstanding.
 
At November 30, 2012, the Fund had outstanding reverse repurchase agreements with various counterparties. Details of the reverse repurchase agreements by counterparty are as follows:
 
Counterparty
Range of Interest Rates
Range of Maturity Dates
Face Value
Banc of America
     
Securities LLC
1.46% - 1.96%
12/17/12 – 12/21/12
$11,336,000
Barclays Capital, Inc.
0.92% - 2.13%
12/13/12 – 03/01/13
25,134,332
Citigroup, Inc.
2.01%
01/09/13
220,000
Credit Suisse
     
Securities LLC
1.85%
01/29/13
615,137
Morgan Stanley
     
& Co., Inc.
1.40% - 1.55%
12/10/12 – 12/31/12
2,983,193
Nomura
2.44% - 2.97%
12/14/12 – 03/27/13
6,956,000
Royal Bank of
     
Canada
2.10%
12/26/12
814,217
Royal Bank of
     
Scotland
0.85% - 2.21%
12/05/12 – 02/22/13
13,664,690
Wells Fargo Bank, Ltd.
1.46% - 1.96%
12/13/12
1,073,000
     
$62,796,569
 
Borrowings
On November 20, 2008, the Fund entered into a $30,000,000 credit facility agreement with an approved counterparty whereby the counterparty has agreed to provide secured financing to the Fund and the Fund will provide pledged collateral to the lender. On February 15, 2012, the $30,000,000 revolving credit agreement was increased to $40,000,000 and effective August 27, 2012, it increased again to $50,000,000. Interest on the amount borrowed is based on the 3-month LIBOR plus 0.85%. At November 30, 2012, there was $47,098,955 outstanding in connection with the Fund’s credit facility. The average daily amount of borrowings on the credit facility during the six months ended November 30, 2012, was $38,724,638 with a

GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 35

 
 

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) continued
November 30, 2012
 
related average interest rate of 1.26%. The maximum amount outstanding during the six months ended November 30, 2012 was $47,098,955. As of November 30, 2012, the total value of securities segregated and pledged as collateral in connection with borrowings was $51,452,713.
 
The credit facility agreement governing the loan facility includes usual and customary covenants. These covenants impose on the Fund asset coverage requirements, collateral requirements, investment strategy requirements, and certain financial obligations. These covenants place limits or restrictions on the Fund’s ability to (i) enter into additional indebtedness with a party other than the counterparty, (ii) change its fundamental investment policy, or (iii) pledge to any other party, other than to the counterparty, securities owned or held by the Fund over which the counterparty has a lien. In addition, the Fund is required to deliver financial information to the counterparty within established deadlines, maintain an asset coverage ratio (as defined in Section 18(g) of the 1940 Act) greater than 300%, comply with the rules of the stock exchange on which its shares are listed, and maintain its classification as a “closed-end management investment company” as defined in the 1940 Act.
 
Note 8 – Loan Commitments
Pursuant to the terms of certain Term Loan agreements, the Fund held unfunded loan commitments as of November 30, 2012. The Fund is obligated to fund these loan commitments at the borrower’s discretion. The Fund reserves against such contingent obligations by designating cash, liquid securities, and liquid term loans as a reserve. As of November 30, 2012, the total amount segregated in connection with reverse repurchase agreements and unfunded commitments was $86,632,596. The unrealized depreciation on these commitments of $53,778 as of November 30, 2012 is reported as “Unrealized depreciation on unfunded commitments” on the Statement of Assets and Liabilities.
 
At November 30, 2012, the Fund had the following unfunded loan commitments which could be extended at the option of the borrower:
 
           
Unrealized
     
Principal
   
Appreciation/
Borrower
   
Amount
    (Depreciation)
Cequel Communication
 
$
800,000
 
$
Clean Harbors
   
1,750,000
   
Constellation Brands
   
1,000,000
   
Global Aviation
   
73,998
    (185)
Rock Ohio Caesars
   
101,333
   
2,407
ServiceMaster Revolver
   
800,000
    (56,000)
Spectrum Brands
   
650,000
   
   
$
5,175,331
 
$
(53,778)
 
Note 9 – Capital:
 
Common Shares
The Fund has an unlimited amount of common shares, $0.01 par value, authorized and 12,083,047 issued and outstanding.
 
Transactions in common shares were as follows:

     
Six months ended
   
Year ended
     
November 30, 2012
   
May 31, 2012
Beginning Shares
   
10,913,698
   
9,317,708
Shares issued through dividend reinvestment
   
20,226
   
59,490
Common shares issued through at-the-market offering
   
1,149,123
   
36,500
Common shares issued through underwritten offering
   
   
1,500,000
Ending Shares
   
12,083,047
   
10,913,698
 
On April 8, 2011, the Fund’s shelf registration allowing delayed or continuous offering of common shares became effective. The shelf registration statement allows for the issuance of up to an additional $100,000,000 of common shares. On December 16, 2011, the Fund entered into an at-the-market offering sales agreement with the Investment Adviser and Cantor Fitzgerald & Co. to offer and sell common shares, from time to time through Cantor Fitzgerald & Co. as agent for the Fund.
 
On October 11, 2012, the Fund’s amended shelf registration allowing for delayed or continuous offering of additional shares became effective. The shelf registration statement allows for the issuance of up to an additional 2,506,385 common shares.
 
The Investment Adviser has paid the costs associated with the at-the-market offering of shares and will be reimbursed by the Fund up to 0.60% of the offering price of common shares sold pursuant to the shelf registration statement, not to exceed the amount of actual offering costs incurred. For the six months ended November 30, 2012, the Fund accrued $147,424 associated with the at-the market offering.
 
Note 10 – Indemnifications:
In the normal course of business, the Fund enters into contracts that contain a variety of representations, which provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would require future claims that may be made against the Fund that have not yet occurred. However, the Fund expects the risk of loss to be remote.
 
Note 11 – Subsequent Events:
The Fund evaluated subsequent events through the date the financial statements were available for issue and determined there were no additional material events that would require disclosure in the Fund’s financial statements, except as noted below.
 
On December 3, 2012, the Fund declared a monthly dividend to common shareholders of $0.1694 per common share. The dividend was payable on December 31, 2012, to shareholders of record on December 14, 2012.
 
On January 1, 2013, the Fund declared a monthly dividend to common shareholders of $0.1694 per common share. The dividend is payable on January 31, 2013, to shareholders of record on January 15, 2013.
 
36 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT
 
 
 

 
 
SUPPLEMENTAL INFORMATION (Unaudited)
November 30, 2012
 
Federal Income Tax Information
 
In January 2013, you will be advised on IRS Form 1099 DIV or substitute 1099 DIV as to the federal tax status of the distributions received by you in the calendar year 2012.
 
Trustees
The Trustees of the Guggenheim Strategic Opportunities Fund and their principal occupations during the past five years:
 
Name, Address*, Year
of Birth and
Position(s) Held
with Registrant
 
Term of Office**
and Length
of Time Served
 
Principal Occupations during the Past Five Years and
Other Affiliations
 
Number of
Portfolios in the
Fund Complex***
Overseen by Trustee
 
Other Directorships
Held by Trustee
Independent Trustees:
               
Randall C. Barnes
Year of Birth: 1951
Trustee
 
Since 2007
 
Private Investor (2001-present). Formerly, Senior Vice President & Treasurer, PepsiCo., Inc. (1993-1997), President, Pizza Hut International (1991-1993) and Senior Vice President, Strategic Planning and New Business Development of PepsiCo, Inc. (1987-1990).
 
55
 
None.
Roman Friedrich III
Year of birth: 1946
Trustee
 
Since 2010
 
Founder and President of Roman Friedrich & Company, Ltd. a US and Canadian-based business, which provides investment banking to the mining industry (1998-present). Formerly, Senior Managing Director of MLV & Co., LLC, an investment bank and institutional broker-dealer specializing in capital intensive industries such as energy, metals and mining (2010-2011).
 
50
 
Director of First Americas Gold Corp. (2012-present), Zincore Metals, Inc. (2009-present). Previously, Director of Blue Sky Uranium Corp.(formerly Windstorm Resources, Inc.) (April 2011-July 2012), Director of Axiom Gold and Silver Corp.(2011-2012), Stratagold Corp. (2003-2009); Gateway Gold Corp. (2004-2008) and GFM Resources Ltd.(2005-2010).
Robert B. Karn III
Year of birth: 1942
Trustee
 
Since 2010
 
Consultant (1998-present). Previously, Managing Partner, Financial and Economic Consulting, St. Louis office of Arthur Andersen, LLP (1965-1998)
 
50
 
Director of Peabody Energy
Company (2003 – present), GP Natural Resource Partners LLC (2002 – present).
Ronald A. Nyberg
Year of birth: 1953
Trustee
 
Since 2007
 
Partner of Nyberg & Cassioppi, LLC, a law firm specializing in corporate law, estate planning and business transactions (2000-present). Formerly, Executive Vice President, General Counsel and Corporate Secretary of Van Kampen Investments (1982-1999).
 
57
 
None.
Ronald E. Toupin, Jr.
Year of birth: 1958
Trustee
 
Since 2007
 
Portfolio Consultant (2010-present). Formerly, Vice President, Manager and Portfolio Manager of Nuveen Asset Management (1998-1999), Vice President of Nuveen Investment Advisory Corp. (1992-1999), Vice President and Manager of Nuveen Unit Investment Trusts (1991-1999), and Assistant Vice President and Portfolio Manager of Nuveen Unit Investment Trusts (1988-1999), each of John Nuveen & Co., Inc. (1982-1999).
 
54
 
Trustee, Bennett Group of Funds (2011-present).

GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 37
 
 
 

 
 
SUPPLEMENTAL INFORMATION (Unaudited) continued
November 30, 2012

Name, Address*, Year
of Birth and
Position(s) Held
with Registrant
 
Term of Office**
and Length
of Time Served
 
Principal Occupations during the Past Five Years and
Other Affiliations
 
Number of
Portfolios in the
Fund Complex***
Overseen by Trustee
 
Other Directorships
Held by Trustee
Interested Trustee:
               
Donald C.
Cacciapaglia†
Year of Birth: 1951
Trustee, Chief
Executive Officer
 
Since 2012
 
Senior Managing Director of Guggenheim Investments; President and Chief Executive Officer of Guggenheim Funds Distributors, LLC and President and Chief Executive Officer of Guggenheim Funds Investment Advisors, LLC (2010 – present); Chief Executive officer of funds in the Fund Complex and President and Chief Executive Officer of funds in the Rydex fund complex (2012-present). Formerly, Chief Operating Officer of Guggenheim Partners Asset Management, LLC (2010 – 2011); Chairman and CEO of Channel Capital Group Inc. and Channel Capital Group LLC (2002-2010); Managing Director of PaineWebber (1996-2002).
 
228
 
Trustee, Rydex Dynamic Funds, Rydex ETF Trust, Rydex Series Funds and Rydex Variable Trust (2012-present); Independent Board Member, Equitrust Life Insurance Company, Guggenheim Life and Annuity Company, and Paragon Life Insurance Company of Indiana (2011-present).
 
*
Address for all Trustees: 2455 Corporate West Drive, Lisle, IL 60532
   
**
After a Trustee’s initial term, each Trustee is expected to serve a two-year term concurrent with the class of Trustees for which he serves:
   
 
-
Messrs. Barnes and Friedrich, as class I Trustees, are expected to stand for re-election at the Fund’s annual meeting of shareholders for the fiscal year ended May 31, 2014.
     
 
-
Messrs. Karn, Nyberg and Toupin, as class II Trustees, are expected to stand for re-election at the Fund’s annual meeting of shareholders for the fiscal year ended May 31, 2013.
     
***
As of period end. The Guggenheim Investments Fund Complex consists of U.S. registered investment companies advised or serviced by Guggenheim Funds Investment Advisors, LLC, or Guggenheim Funds Distributors, Inc. and/or its affiliates. The Guggenheim Investments Fund Complex is overseen by multiple Boards of Trustees.
   
Mr. Donald C. Cacciapaglia is an “interested person” (as defined in section 2(a)(19) of the 1940 Act) (“Interested Trustee”) of the Trust because of his position as the President and CEO of the Investment Adviser and Distributor.
 
Principal Executive Officers
The Principal Executive Officers, of the Guggenheim Strategic Opportunities Fund, who are not trustees, and their principal occupations during the past five years:
 
Name, Address*, Year of Birth and
Position(s) Held with Registrant
 
Term of Office** and
Length of Time Served
 
Principal Occupations During the Past Five Years and
Other Affiliations
Kevin M. Robinson
Year of Birth: 1959
Chief Legal Officer
 
Since 2008
 
Senior Managing Director and General Counsel of Guggenheim Funds Investment Advisors, LLC, Guggenheim Funds Distributors, LLC and Guggenheim Funds Services LLC (2007-present). Chief Legal Officer and/or Chief Executive Officer of certain other funds in the Fund Complex. Formerly, Associate General Counsel and Assistant Corporate Secretary of NYSE Euronext, Inc. (2000-2007).
John Sullivan
Year of Birth: 1955
Chief Accounting Officer,
Chief Financial Officer
and Treasurer
 
Since 2011
 
Senior Managing Director of Guggenheim Funds Investment Advisors, LLC and Guggenheim Funds Distributors, LLC (2010-present). Chief Accounting Officer, Chief Financial Officer and Treasurer of certain other funds in the Fund Complex. Formerly, Chief Compliance Officer, Van Kampen Funds (2004–2010).
Joanna M. Catalucci
Year of Birth: 1966
Interim Chief
Compliance Officer
 
Since 2012***
 
Interim Chief Compliance Officer of certain funds in the Fund Complex; and Managing Director of Compliance and Fund Board Relations, Guggenheim Investments (2012-present). Formerly, Chief Compliance Officer & Secretary, SBL Fund; Security Equity Fund; Security Income Fund; Security Large Cap Value Fund & Security Mid Cap Growth Fund; Vice President, Rydex Holdings, LLC; Vice President, Security Benefit Asset Management Holdings, LLC; and Senior Vice President & Chief Compliance Officer, Security Investors, LLC (2010-2012); Security Global Investors, LLC, Senior Vice President (2010-2011); Rydex Advisors, LLC (f/k/a PADCO Advisors, Inc.) and Rydex Advisors II, LLC (f/k/a PADCO Advisors II, Inc.), Chief Compliance Officer and Senior Vice President (2010-2011); Rydex Capital Partners I, LLC & Rydex Capital Partners II, LLC, Chief Compliance Officer (2006-2007); and Rydex Fund Services, LLC (f/k/a Rydex Fund Services, Inc.), Vice President (2001-2006).
Mark E. Mathiasen
Year of birth: 1978
Secretary
 
Since 2008
 
Director; Associate General Counsel of Guggenheim Funds Services, LLC (2012-present). Formerly, Vice President; Assistant General Counsel of Guggenheim Funds Services, LLC (2007-2012). Secretary of certain funds in the Fund Complex.
 
*
Address for all Officers: 2455 Corporate West Drive, Lisle, IL 60532
   
**
Officers serve at the pleasure of the Board of Trustees and until his or her successor is appointed and qualified or until his or her earlier resignation or removal.
   
***
Effective September 26, 2012.
 
38 | GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT

 
 

 

DIVIDEND REINVESTMENT PLAN
November 30, 2012
 
Unless the registered owner of common shares elects to receive cash by contacting the Computershare Shareowner Services LLC (the “Plan Administrator”), all dividends declared on common shares of the Fund will be automatically reinvested by the Plan Administrator, Administrator for shareholders in the Fund’s Dividend Reinvestment Plan (the “Plan”), in additional common shares of the Fund. Participation in the Plan is completely voluntary and may be terminated or resumed at any time without penalty by notice if received and processed by the Plan Administrator prior to the dividend record date; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution. Some brokers may automatically elect to receive cash on your behalf and may re-invest that cash in additional common shares of the Fund for you. If you wish for all dividends declared on your common shares of the Fund to be automatically reinvested pursuant to the Plan, please contact your broker.
 
The Plan Administrator will open an account for each common shareholder under the Plan in the same name in which such common shareholder’s common shares are registered. Whenever the Fund declares a dividend or other distribution (together, a “Dividend”) payable in cash, non-participants in the Plan will receive cash and participants in the Plan will receive the equivalent in common shares. The common shares will be acquired by the Plan Administrator for the participants’ accounts, depending upon the circumstances described below, either (i) through 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 or elsewhere. If, on the payment date for any Dividend, the closing market price plus estimated brokerage commission per common share is equal to or greater than the net asset value per common share, the Plan Administrator 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 participant’s account will be determined by dividing the dollar amount of the Dividend by the net asset value per common share on the payment date; provided that, if the net asset value is less than or equal to 95% of the closing market value on the payment date, the dollar amount of the Dividend will be divided by 95% of the closing market price per common share on the payment date. If, on the payment date for any Dividend, the net asset value per common share is greater than the closing market value plus estimated brokerage commission, the Plan Administrator will invest the Dividend amount in common shares acquired on behalf of the participants in Open-Market Purchases.
 
If, before the Plan Administrator has completed its Open-Market Purchases, the market price per common share exceeds the net asset value per common share, the average per common share purchase price paid by the Plan Administrator may exceed the net asset value of the common shares, resulting in the acquisition of fewer common shares than if the Dividend had been paid in Newly Issued Common Shares on the Dividend payment date. Because of the foregoing difficulty with respect to Open-Market Purchases, the Plan provides that if the Plan Administrator is unable to invest the full Dividend amount in Open-Market Purchases during the purchase period or if the market discount shifts to a market premium during the purchase period, the Plan Administrator may cease making Open-Market Purchases and may invest the uninvested portion of the Dividend amount in Newly Issued Common Shares at net asset value per common share at the close of business on the Last Purchase Date provided that, if the net asset value is less than or equal to 95% of the then current market price per common share; the dollar amount of the Dividend will be divided by 95% of the market price on the payment date.
 
The Plan Administrator maintains all shareholders’ accounts in the Plan and furnishes written confirmation of all transactions in the accounts, including information needed by shareholders for tax records. Common shares in the account of each Plan participant will be held by the Plan Administrator on behalf of the Plan participant, and each shareholder proxy will include those shares purchased or received pursuant to the Plan. The Plan Administrator will forward all proxy solicitation materials to participants and vote proxies for shares held under the Plan in accordance with the instruction of the participants.
 
There will be no brokerage charges with respect to common shares issued directly by the Fund. However, each participant will pay a pro rata share of brokerage commission incurred in connection with Open-Market Purchases. The automatic reinvestment of Dividends will not relieve participants of any Federal, state or local income tax that may be payable (or required to be withheld) on such Dividends.
 
The Fund reserves the right to amend or terminate the Plan. There is no direct service charge to participants with regard to purchases in the Plan; however, the Fund reserves the right to amend the Plan to include a service charge payable by the participants.
 
All correspondence or questions concerning the Plan should be directed to the Plan Administrator, Computershare Shareowner Services LLC, P.O. Box 358015, Pittsburgh, PA 15252-8015; Attention: Shareholder Services Department, Phone Number: (866) 488-3559.

GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 39
 
 
 

 

 
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FUND INFORMATION
November 30, 2012

Board of Trustees
Executive Officers
Investment Adviser
Legal Counsel
Randall C. Barnes
Donald C. Cacciapaglia
and Administrator
Skadden, Arps, Slate,
 
Chief Executive Officer
Guggenheim Funds
Meagher & Flom LLP
Donald C. Cacciapaglia*
 
Investment Advisors, LLC
New York, New York
 
Kevin M. Robinson
Lisle, Illinois
 
Roman Friedrich III
Chief Legal Officer
 
Independent Registered
   
Investment Sub-Adviser
Public Accounting Firm
Robert B. Karn III
John Sullivan
Guggenheim Partners
Ernst & Young LLP
 
Chief Financial Officer,
Investment Management, LLC
Chicago, Illinois
Ronald A. Nyberg
Chief Accounting Officer,
Santa Monica, California
 
 
and Treasurer
   
Ronald E. Toupin, Jr.,
 
Accounting Agent
 
Chairman
Joanna M. Catalucci
and Custodian
 
 
Interim Chief
The Bank of New York Mellon
 
*
Trustee is an “interested per-
Compliance Officer
New York, New York
 
 
son” (as defined in section
     
 
2(a)(19) of the 1940 Act)
Mark E. Mathiasen
   
 
(“Interested Trustee”) of the
Secretary
   
 
Trust because of his position
     
 
as the President and CEO of
     
 
the Investment Adviser
     
 
and Distributor.
     
 
Privacy Principles of the Fund
The Fund is committed to maintaining the privacy of its shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Fund collects, how the Fund protects that information and why, in certain cases, the Fund may share information with select other parties.
 
Generally, the Fund does not receive any non-public personal information relating to its shareholders, although certain non-public personal information of its shareholders may become available to the Fund. The Fund does not disclose any non-public personal information about its shareholders or former shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).
 
The Fund restricts access to non-public personal information about its shareholders to employees of the Fund’s investment advisor and its affiliates with a legitimate business need for the information. The Fund maintains physical, electronic and procedural safeguards designed to protect the non-public personal information of its shareholders.
 
Questions concerning your shares of Guggenheim Strategic Opportunities Fund?
If your shares are held in a Brokerage Account, contact your Broker.
   
If you have physical possession of your shares in certificate form, contact the Fund’s Transfer Agent:
 
Computershare Shareowner Services LLC, 480 Washington Blvd., Jersey City, NJ 07310; (866) 488-3559.
 
This report is sent to shareholders of Guggenheim Strategic Opportunities Fund for their information. It is not a Prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or of any securities mentioned in this report.
 
A description of the Fund’s proxy voting policies and procedures related to portfolio securities is available without charge, upon request, by calling the Fund at (800)345-7999.
 
Information regarding how the Fund voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended June 30, is also available, without charge and upon request by calling (800)345-7999, by visiting the Fund’s website at www.guggenheiminvestments.com/gof or by accessing the Fund’s Form N-PX on the U.S. Securities and Exchange Commission’s (SEC) website at www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC website at www.sec.gov or by visiting the Fund’s website at www.guggenheiminvestments.com/gof. The Fund’s Form N-Q may also be viewed and copied at the SEC’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330 or at www.sec.gov.
 
Notice to Shareholders
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that the Fund from time to time may purchase shares of its common stock in the open market.
 
GOF | GUGGENHEIM STRATEGIC OPPORTUNITIES FUND SEMIANNUAL REPORT | 43
 
 
 

 
 
ABOUT THE FUND MANAGERS
 
Guggenheim Partners Investment Management, LLC
Guggenheim Partners Investment Management, LLC (“GPIM”) is an indirect subsidiary of Guggenheim Partners, LLC, a diversified financial services firm. The firm provides capital markets services, portfolio and risk management expertise, wealth management, and investment advisory services. Clients of Guggenheim Partners, LLC subsidiaries are an elite mix of individuals, family offices, endowments, foundations, insurance companies and other institutions.
 
Investment Philosophy
GPIM’s investment philosophy is predicated upon the belief that thorough research and independent thought are rewarded with performance that has the potential to outperform benchmark indexes with both lower volatility and lower correlation of returns over time as compared to such benchmark indexes.
 
Investment Process
GPIM’s investment process is a collaborative effort between various groups including the Portfolio Construction Group, which utilize proprietary portfolio construction and risk modeling tools to determine allocation of assets among a variety of sectors, and its Sector Specialists, who are responsible for security selection within these sectors and for implementing securities transactions, including the structuring of certain securities directly with the issuers or with investment banks and dealers involved in the origination of such securities.
 
Guggenheim Funds Distributors, LLC
2455 Corporate West Drive
Lisle, IL 60532
Member FINRA/SIPC
(01/13)
 
NOT FDIC-INSURED | NOT BANK-GUARANTEED | MAY LOSE VALUE
 
CEF-GOF-SAR-1112
 
 
 

 

 
Item 2.  Code of Ethics.
 
Not applicable for a semi-annual reporting period.
 
Item 3.  Audit Committee Financial Expert.
 
Not applicable for a semi-annual reporting period.
 
Item 4.  Principal Accountant Fees and Services.
 
Not applicable for a semi-annual reporting period.
 
Item 5.  Audit Committee of Listed Registrants.
 
Not applicable for a semi-annual reporting period.
 
Item 6.  Schedule of Investments.
 
The Schedule of Investments is included as part of Item 1.
 
Item 7.  Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
 
Not applicable for a semi-annual reporting period.
 
 
 

 
Item 8.  Portfolio Managers of Closed-End Management Investment Companies.
 
(a)  
Not applicable for a semi-annual reporting period.

(b)  James Michal has been added as a portfolio manager for the registrant.  He joins Scott Minerd and Anne Walsh, whose information is provided in the registrant’s most recent filing on Form N-CSR, filed on August 8, 2012, in providing portfolio management services to the registrant.

As previously disclosed, Guggenheim Partners Investment Management, LLC (“Guggenheim”) serves as sub-adviser for the registrant and is responsible for the day-to-day management of the registrant’s portfolio. Guggenheim uses a team approach to manage client portfolios.  Day to day management of a client portfolio is conducted under the auspices of Guggenheim’s Portfolio Construction Group (“PCG”).  PCG’s members include the Chief Investment Officer (“CIO”) and other key investment personnel.  The PCG, in consultation with the CIO, provides direction for overall investment strategy.  The PCG performs several duties as it relates to client portfolios including: determining both tactical and strategic asset allocations; and monitoring portfolio adherence to asset allocation targets; providing sector specialists with direction for overall investment strategy, which may include portfolio design and the rebalancing of portfolios; performing risk management oversight; assisting sector managers and research staff in determining the relative valuation of market sectors; and providing a forum for the regular discussion of the economy and the financial markets to enhance the robustness of Guggenheim’s strategic and tactical policy directives.

Mr. Michal’s biographical information below is provided as of the date of this filing:

Name
 
Since
Professional Experience During the Last Five Years
James Michal
2013
Guggenheim Partners Investment Management, LLC.: Director – 2008–Present.  Formerly, Wachovia Capital Markets, LLC – Structured Finance Division: Associate – 2004–2008.
 
(a)(2)(i-iii) Other Accounts Managed by the Portfolio Managers

The following tables summarize information regarding each of the other accounts managed by Mr. Michal as of December 31, 2012:

James Michal:
                 
Type of Account
 
Number of Accounts
 
Total Assets in the Accounts
 
Number of Accounts In Which the Advisory Fee is Based on Performance
 
 
Total Assets in the Accounts In
Which the Advisory Fee is Based on Performance
Registered investment companies
 
 
8
 
$790,389,165
 
1
 
$75,492,730
Other pooled investment vehicles
 
 
1
 
$ 1,943,790,647
 
 
1
 
$1,943,790,647
 
 
Other accounts
 
 
11
 
$ 2,172,412,513
 
1
 
$469,691,922


 (a)(2)(iv) Potential Conflicts of Interest

Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one fund or other account. More specifically, portfolio managers who manage multiple funds and/or other accounts may be presented with one or more of the following potential conflicts.

The management of multiple funds and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each fund and/or other account. Guggenheim seeks to manage such competing interests for the time and attention of a portfolio manager by having the portfolio manager focus on a particular investment discipline. Specifically, the ultimate decision maker for security selection for each client portfolio is the Sector Specialist Portfolio Manager.  They are responsible for analyzing and selecting specific securities that they believe best reflect the risk and return level as provided in each client’s investment guidelines.

Guggenheim may have clients with similar investment strategies.  As a result, if an investment opportunity would be appropriate for more than one client, Guggenheim may be required to choose among those clients in allocating such opportunity, or to allocate less of such opportunity to a client than it would ideally allocate if it did not have to allocate to multiple clients.  In addition, Guggenheim may determine that an investment opportunity is appropriate for a particular account, but not for another.

Allocation decisions are made in accordance with the investment objectives, guidelines, and restrictions governing the respective clients and in a manner that will not unfairly favor one client over another. Guggenheim’s allocation policy provides that investment decisions must never be based upon account performance or fee structure.  Accordingly, Guggenheim’s allocation procedures are designed to ensure that investment opportunities are allocated equitably among different client accounts over time.  The procedures also seek to ensure reasonable efficiency in client transactions and to provide portfolio managers with flexibility to use allocation methodologies appropriate to Guggenheim’s investment disciplines and the specific goals and objectives of each client account.

In order to minimize execution costs and obtain best execution for clients, trades in the same security transacted on behalf of more than one client may be aggregated.  In the event trades are aggregated, Guggenheim’s policy and procedures provide as follows: (i) treat all participating client accounts fairly; (ii) continue to seek best execution; (iii) ensure that clients who participate in an aggregated order will participate at the average share price with all transaction costs shared on a pro-rata basis based on each client’s participation in the transaction; (iv) disclose its aggregation policy to clients.

Guggenheim, as a fiduciary to its clients, considers numerous factors in arranging for the purchase and sale of clients’ portfolio securities in order to achieve best execution for its clients.  When selecting a broker, individuals making trades on behalf of Guggenheim clients consider the full range and quality of a broker’s services, including execution capability, commission rate, price, financial stability and reliability.  Guggenheim is not obliged to merely get the lowest price or commission but also must determine whether the transaction represents the best qualitative execution for the account.

In the event that multiple broker/dealers make a market in a particular security, Guggenheim’s Portfolio Managers are responsible for selecting the broker-dealer to use with respect to executing the transaction.  The broker-dealer will be selected on the basis of how the transaction can be executed to achieve the most favorable execution for the client under the circumstances.  In many instances, there may only be one counter-party active in a particular security at a given time.  In such situations the Employee executing the trade will use his/her best effort to obtain the best execution from the counter-party.

Guggenheim and the registrant have adopted certain compliance procedures which are designed to address these types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

 
 

 
(a)(3) Portfolio Manager Compensation

Guggenheim compensates Mr. Michal for his management of the registrant’s portfolio. Compensation is evaluated based on their contribution to investment performance relative to pertinent benchmarks and qualitatively based on factors such as teamwork and client service efforts.     Guggenheim’s staff incentives may include: a competitive base salary, bonus determined by individual and firm wide performance, equity participation, and participation opportunities in various Guggenheim investments.  All Guggenheim employees are also eligible to participate in a 401(k) plan to which Guggenheim may make a discretionary match after the completion of each plan year.

(a)(4) Portfolio Manager Securities Ownership

The following table discloses the dollar range of equity securities of the registrant beneficially owned by Mr. Michal as of December 31, 2012:


Name of Portfolio Manager
 
Dollar Amount of Equity Securities in Fund
James Michal
 
 
 
-0-
 
 
 


Item 9.  Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
 
None.
 
Item 10.  Submission of Matters to a Vote of Security Holders.
 
The registrant has not made any material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees.
 
Item 11.  Controls and Procedures.
 
(a)      The registrant's principal executive officer and principal financial officer have evaluated the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment

 
 

 

Company Act) as of a date within 90 days of this filing and have concluded based on such evaluation, as required by Rule 30a-3(b) under the Investment Company Act, that the registrant's disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.
 
(b)      There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
 
Item 12.  Exhibits.
 
(a)(1)       Not applicable.
 
(a)(2)       Certifications of principal executive officer and principal financial officer pursuant to Rule 30a-2(a) of the Investment Company Act.
 
(a)(3)        Not applicable.
 
(b)            Certifications of principal executive officer and principal financial officer pursuant to Rule 30a-2(b) under the Investment Company Act and Section 906 of the Sarbanes-Oxley Act of 2002.
 
 
 
 

 
 

 

 
SIGNATURES
 

 
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
(Registrant) Guggenheim Strategic Opportunities Fund
 
By:             /s/Donald C. Cacciapaglia
 
Name:        Donald C. Cacciapaglia
 
Title:          Chief Executive Officer
 
Date:          February 6, 2013
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
 
By:           /s/Donald C. Cacciapaglia
 
Name:     Donald C. Cacciapaglia
 
Title:       Chief Executive Officer
 
Date:       February 6, 2013
 
 
By:           /s/John Sullivan
 
Name:     John Sullivan
 
Title:       Chief Financial Officer, Chief Accounting Officer and Treasurer
 
Date:       February 6, 2013