UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSRS
CERTIFIED SEMI-ANNUAL SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-3056
TRIDAN CORP
(Exact name of registrant as specified in charter)
1185 Avenue of the Americas, 31st floor, New York, New York 10036
(Address of principal executive offices)
Robert Birnbaum, c/o Sichenzia Ross Ference LLP
1185 Avenue of the Americas, 31st floor, New York, New York 10036
(Name and address of agent for service)
Registrants telephone number, including area code: (212) 239-0515
Date of fiscal year end: April 30, 2021
Date of reporting period: October 31, 2021
Item 1. | Reports to Stockholders. |
Attached on the following pages is a copy of the registrants semi-annual report as of October 31, 2021 transmitted to stockholders.
TRIDAN CORP.
P.O. Box 634, New City, N.Y. 10956
(212) 239-0515
SEMI-ANNUAL REPORT
December 17, 2021
Dear Shareholder:
This semi-annual report of Tridan Corp. covers the six-month period from May 1, 2021 to October 31, 2021. As part of this report, we enclose the unaudited financial report for that six-month period and for the corresponding period in 2020.
A schedule of the companys portfolio holdings at October 31, 2021, consisting entirely of municipal obligations, is included in the financial report. The company invests exclusively in non-voting securities. The company files its complete schedule of portfolio holdings with the Securities and Exchange Commission on Form N-PORT. The companys Form N-PORT is available on the Commissions website at http://www.sec.gov. These filings may be reviewed and copied at the Commissions Public Reference Room in Washington D.C., and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
The net asset value per share at October 31, 2021 was $12.35, compared with $12.39 at October 31, 2020. Net investment income per share was $.07 for the six-month period ended October 31, 2021, compared with $0.08 for the six-month period ended October 31, 2020.
At the companys last annual meeting on July 20, 2021, the reappointment of Mazars USA LLP as the companys auditors for the fiscal year ending April 30, 2022 was ratified by the shareholders as follows:
Shares Voted For: |
2,942,882.6685 | |||
Shares Voted Against: |
-0- | |||
Shares Abstaining |
-0- |
Also at the last annual meeting on July 20, 2021, the incumbent directors, all of whom are named below, were all reelected to serve as directors until the next annual meeting of shareholders, or until their successors are elected and have qualified.
Tridan Corp.
December 17, 2021
Page 2
Shares Voted For: | Shares Withheld: | |||||||
Mark Goodman |
2,942,882.6685 | -0- | ||||||
Russell J. Stoever |
2,942,882.6685 | -0- | ||||||
Joan G. Rall |
2,942,882.6685 | -0- |
At its meeting on September 16, 2021, the Board of Directors elected Benjamin Cope as a director and was appointed to the audit committee. Mr. Cope will serve on the board and as a member of the audit committee until the next annual meeting of shareholders, or, until his successor is elected and has qualified.
During the six-month period ended October 31, 2021, no director or officer received any compensation from the company except for fees of $6,000 paid to each director (other than Mr. cope, who was paid $3,000), plus an additional $2,500 to Joan G. Rall as chairman of the audit committee. All executive officers of the company (two persons) as a group received compensation comprised solely of said directors fees aggregating $6,000 during said period, which excludes professional fees paid to the law firm of the companys Secretary, Robert Birnbaum.
At its meeting on June 17, 2021, the Board of Directors unanimously approved the renewal of the companys investment advisory agreement with J.P. Morgan Investment Management Inc. (Morgan) for the period July 1, 2021 to June 30, 2022. The board considered a variety of material factors and conclusions with respect thereto that formed the basis for the boards approval, as discussed below.
Throughout the year, the directors received and analyzed a substantial quantity of comprehensive information and written materials, including ongoing analysis of Tridans existing portfolio and Morgans recommendations in light of its forecasts for the economy, employment trends, business conditions, federal rate moves, interest trends including comparisons between tax-exempt and taxable bonds, appropriate maturities, quality, yields, diversification, etc. The directors subject Morgans portfolio management to scrutiny at each board meeting, including examination of transactions completed since the prior meeting and an overview of the entire portfolio. Written materials received by the directors before and during each meeting include reports, statistics, charts, graphs, performance records, comparisons with other funds and the like. Morgan is constantly questioned at great length regarding its views, its recommendations and its performance.
Tridan Corp.
December 17, 2021
Page 3
In addition to the foregoing as requested by Tridans corporate counsel pursuant to Section 15(c) of the Investment Company Act of 1940, Morgan submitted its audited financial statements and detailed information regarding Morgans business, personnel and operations, advisory services, compensation matters, portfolio strategy, investment performance, sources of information, fee comparisons, compliance programs, and other matters of significance to the relationship between Tridan and its investment adviser, all of which material was furnished to each director. The directors reviewed all of this material and discussed the same at length, as well as their own views on Morgans previous performance and relationship with Tridan, with particular attention to the following areas:
Investment Performance
At each meeting, the directors receive, review and discuss with Morgans representatives various data showing Tridans portfolio characteristics, including market value, average duration, credit quality, coupon, estimated annual income and yield statistics, and breakdown information regarding duration, credit, and investment sectors. Morgans quarterly presentation also includes the portfolio performance over three months, year to date, one year, three years and five years, compared with the JPMorgan NY Tax Free Bond Fund, Sanford Bernstein NY Muni Fund, and Barclays 1-17 Year NY Muni Bond Index. Based on their review, the directors all agreed that Tridans relative investment performance has been satisfactory.
Nature, Extent and Quality of Service
The boards analysis of the nature, extent and quality of Morgans services to Tridan was based on knowledge gained over time from discussions with management and at the boards regular meetings. In addition, the directors reviewed materials contained in Morgans response to Tridans 15(c) Questionnaire pursuant to the Investment Company Act of 1940, and its Form ADV under the Investment Advisers Act of 1940 concerning, among much other information, the qualifications, education and experience of Morgans personnel involved in rendering those services. As Tridans investment adviser, Morgan manages the investment of the Companys assets, including purchases and sales of securities, and arranges for the periodic transfer of cash required to pay expenses and make distributions to shareholders. Morgan also provides clerical and bookkeeping services, and prepares and issues periodic reports and statements. Its affiliate maintains custody of Tridans securities and provides access thereto upon request. The board considered its advisers performance of these administrative and support services, including monitoring adherence to the companys investment policies, guidelines and restrictions, Morgans responsiveness to requests by Tridans counsel for periodic information, reports and certifications required for compliance with securities laws and regulations, and maintaining and monitoring their respective compliance programs in light of todays extensive regulatory requirements. The board concluded that the nature, extent and quality of the services provided by Morgan to the company have been and continue to be appropriate and beneficial.
Tridan Corp.
December 17, 2021
Page 4
Fees
Under its Investment Advisory Agreement with Morgan, Tridan had paid an annual fee, computed and payable quarterly, equal to 0.25% (2 basis points) of its net assets under management. The agreement requires Morgan to bear all expenses incurred by it in connection with its activities under the agreement, without any reimbursement from the company. In addition, the annual charge made to Tridan for maintaining custody of the companys securities, and for custodial-related services rendered by Morgan and its affiliates, is 0.02% (2 basis points) of the assets held in the custody account. In light of the nature, extent and quality of the services received by Tridan from Morgan and its affiliated companies, and comparing the management fees charged by Morgan to other fixed-income investment companies managed by it, all of which are many times larger than Tridan, the Board considers Morgans management fee to Tridan to be reasonable.
After full consideration of the above factors, the Board concluded unanimously that renewal of the investment advisory agreement with J.P. Morgan Investment Management Inc. was in the best interest of Tridan and its shareholders.
Sincerely, |
TRIDAN CORP. |
/s/ Mark Goodman |
Mark Goodman, President |
Tridan Corp.
Financial Statements
October 31, 2021 and 2020
Tridan Corp.
October 31, 2021 and 2020
Accountants Compilation Report
To the Shareholders and Board of Directors
Tridan Corp.
Management is responsible for the accompanying financial statements of Tridan Corp., (a corporation) which comprise the statements of assets and liabilities and schedules of investments in municipal obligations as of October 31, 2021 and 2020, and the related statements of operations for the six months ended October 31, 2021 and 2020 and the related statement of changes in net assets for the six months ended October 31, 2021 and year ended April 30, 2021, and the related notes to the financial statements in accordance with accounting principles generally accepted in the United States of America. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the financial statements nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any form of assurance on these financial statements.
The statement of changes in net assets for the year ended April 30, 2021 was derived from financial statements that were audited by another accounting firm. Their report, dated June 24, 2021, expressed an unqualified opinion thereon, but they have not performed any auditing procedures since that date.
A statement of cash flows for the six months ended October 31, 2021 and 2020 has not been presented. Accounting principles generally accepted in the United States of America require that such a statement be presented when financial statements purport to present financial position and results of operations.
We are not independent with respect to Tridan Corp.
December 17, 2021
PKF OCONNOR DAVIES, LLP
300 Tice Boulevard, Suite 315, Woodcliff Lake, NJ 07677 I Tel: 201.712.9800 I Fax: 201.712.0988 I www.pkfod.com
PKF OConnor Davies, LLP is a member firm of the PKF International Limited network of legally independent firms and does not accept any responsibility or liability for the actions or inactions on the part of any other individual member firm or firms.
TRIDAN CORP.
STATEMENTS OF ASSETS AND LIABILITIES
OCTOBER 31, 2021 AND 2020
2021 | 2020 | |||||||
Assets |
||||||||
Investments in municipal obligations, at fair value |
$ | 36,007,428 | $ | 36,443,079 | ||||
Cash and cash equivalents |
1,338,690 | 1,019,641 | ||||||
Prepaid expenses and other current assets |
2,576 | 2,576 | ||||||
Accrued interest receivable |
428,871 | 436,954 | ||||||
|
|
|
|
|||||
Total assets |
$ | 37,777,565 | $ | 37,902,250 | ||||
|
|
|
|
|||||
Liabilities |
||||||||
Accrued investment advisory fees |
$ | 33,433 | $ | 36,259 | ||||
Accrued fees-affiliate |
19,220 | 19,220 | ||||||
Accrued other |
22,026 | 12,784 | ||||||
Common stock redemption payable |
| 169 | ||||||
|
|
|
|
|||||
Total liabilities |
74,679 | 68,432 | ||||||
|
|
|
|
|||||
Net assets |
$ | 37,702,886 | $ | 37,833,818 | ||||
|
|
|
|
|||||
Analysis of net assets |
||||||||
Common stock |
$ | 63,982 | $ | 63,982 | ||||
Paid-in capital |
37,816,314 | 37,816,314 | ||||||
Treasury stock |
(1,762,999 | ) | (1,746,522 | ) | ||||
Distributable earnings: |
||||||||
Under (Over) distributed net investment income |
(19,765 | ) | 2,876 | |||||
Unrealized appreciation of investments, net |
1,605,354 | 1,697,168 | ||||||
|
|
|
|
|||||
Net assets [equivalent to $12.35 and $12.39 per share, respectively, based on 3,052,370.3712 and 3,053,687.9917 shares of common stock outstanding, respectively] |
$ | 37,702,886 | $ | 37,833,818 | ||||
|
|
|
|
See accompanying notes and accountants compilation report. | - 2 - |
TRIDAN CORP.
SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS
OCTOBER 31, 2021 AND 2020
2021 | 2020 | |||||||||||||||||||||||
Principal | Amortized | Fair | Principal | Amortized | Fair | |||||||||||||||||||
Amount | Cost | Value | Amount | Cost | Value | |||||||||||||||||||
New York Municpal Bonds |
||||||||||||||||||||||||
State of NY Dormitory Auth |
$ | 500,000 | $ | 515,682 | $ | 583,340 | $ | 500,000 | $ | 520,324 | $ | 604,545 | ||||||||||||
N.Y.S. Dormitory Authority Revs |
| | | 1,000,000 | 1,005,823 | 1,029,810 | ||||||||||||||||||
Mt Transportation Auth Ny Revenue |
1,250,000 | 1,434,224 | 1,520,075 | 1,250,000 | 1,462,790 | 1,360,713 | ||||||||||||||||||
NY St Urban Dev Corp Rev Ref |
750,000 | 837,496 | 903,495 | 750,000 | 851,876 | 914,812 | ||||||||||||||||||
NYS Dorm Auth Revs |
1,000,000 | 1,092,168 | 1,196,340 | 1,000,000 | 1,109,624 | 1,183,440 | ||||||||||||||||||
Triboro NY Bridge & Tunnel |
1,015,000 | 1,125,354 | 1,229,936 | 1,015,000 | 1,142,594 | 1,218,579 | ||||||||||||||||||
Erie County NY Fiscal Stability |
165,000 | 179,145 | 185,383 | 165,000 | 184,534 | 193,793 | ||||||||||||||||||
NY City Transitional Financial Authority |
550,000 | 557,882 | 576,164 | 550,000 | 565,699 | 599,082 | ||||||||||||||||||
Brookhaven NY Limited Tax |
1,000,000 | 1,039,021 | 1,052,240 | 1,000,000 | 1,066,893 | 1,087,180 | ||||||||||||||||||
Erie Count Indvl Dev |
750,000 | 845,585 | 866,813 | 750,000 | 869,000 | 897,720 | ||||||||||||||||||
NYC NY Cultural Res-Museum |
400,000 | 413,976 | 418,385 | 400,000 | 425,067 | 429,160 | ||||||||||||||||||
Schnectady CNTY NY Various Purposes |
300,000 | 310,759 | 315,918 | 300,000 | 320,314 | 329,670 | ||||||||||||||||||
Harrison NY REF Public Impt LTD Tax |
100,000 | 110,900 | 109,997 | 100,000 | 114,241 | 114,677 | ||||||||||||||||||
Saratoga County NY Ref LTD Tax |
100,000 | 109,768 | 108,132 | 100,000 | 113,525 | 112,852 | ||||||||||||||||||
SNT Lawrence CNTY NY REF |
105,000 | 113,424 | 121,188 | 105,000 | 115,712 | 125,637 | ||||||||||||||||||
NYC NY TR Cultural Res- |
500,000 | 545,880 | 569,520 | 500,000 | 556,811 | 578,620 | ||||||||||||||||||
Laurens NY Central School District |
305,000 | 318,813 | 333,597 | 305,000 | 322,621 | 344,034 |
See accompanying notes and accountants compilation report. | - 3 - |
TRIDAN CORP.
SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS
OCTOBER 31, 2021 AND 2020
2021 | 2020 | |||||||||||||||||||||||
Principal | Amortized | Fair | Principal | Amortized | Fair | |||||||||||||||||||
Amount | Cost | Value | Amount | Cost | Value | |||||||||||||||||||
Nassau County |
$ | | $ | | $ | | $ | 550,000 | $ | 548,464 | $ | 551,320 | ||||||||||||
Brookhaven NY REF Unlimited Tax |
500,000 | 550,475 | 575,605 | 500,000 | 565,429 | 601,160 | ||||||||||||||||||
NY ST Environmental FACS |
1,300,000 | 1,439,293 | 1,558,466 | 1,300,000 | 1,469,377 | 1,623,388 | ||||||||||||||||||
State of NY Dormitory Auth |
200,000 | 221,998 | 241,360 | 200,000 | 227,023 | 249,488 | ||||||||||||||||||
State of NY Dormitory Auth |
| | | 420,000 | 419,068 | 420,899 | ||||||||||||||||||
Port Authority of NY and NJ |
125,000 | 126,297 | 147,658 | 135,000 | 136,768 | 159,912 | ||||||||||||||||||
Util. Debt Securitization |
500,000 | 537,027 | 571,385 | 500,000 | 549,237 | 593,250 | ||||||||||||||||||
Erie County NY Fiscal Stability |
1,000,000 | 1,139,015 | 1,221,960 | 1,000,000 | 1,162,491 | 1,273,290 | ||||||||||||||||||
Greece NY Central School District |
500,000 | 512,876 | 526,240 | 500,000 | 522,518 | 548,555 | ||||||||||||||||||
Rensselaer Cnty, NY |
100,000 | 113,579 | 112,951 | 100,000 | 116,168 | 117,774 | ||||||||||||||||||
Mattituck-Cutchogue NY |
280,000 | 304,933 | 326,332 | 280,000 | 311,649 | 340,953 | ||||||||||||||||||
Mattituck-Cutchogue NY |
365,000 | 396,013 | 424,083 | 365,000 | 404,367 | 442,745 | ||||||||||||||||||
Putnam County NY |
135,000 | 148,405 | 160,418 | 135,000 | 151,585 | 167,783 | ||||||||||||||||||
Halfmoon NY Pub Imp |
280,000 | 303,432 | 325,556 | 280,000 | 309,907 | 340,093 | ||||||||||||||||||
Gates Chili NY Central School |
200,000 | 217,986 | 232,618 | 200,000 | 222,941 | 243,026 |
See accompanying notes and accountants compilation report. | - 4 - |
TRIDAN CORP.
SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS
OCTOBER 31, 2021 AND 2020
2021 | 2020 | |||||||||||||||||||||||
Principal | Amortized | Fair | Principal | Amortized | Fair | |||||||||||||||||||
Amount | Cost | Value | Amount | Cost | Value | |||||||||||||||||||
Western Nassau Cty Water Auth |
$ | 100,000 | $ | 106,288 | $ | 114,414 | $ | 100,000 | $ | 108,125 | $ | 117,920 | ||||||||||||
Central Islip New York Union Free School |
750,000 | 765,432 | 774,945 | 750,000 | 786,370 | 809,460 | ||||||||||||||||||
Rockville Center NY Limited Tax |
200,000 | 206,167 | 204,720 | 200,000 | 209,713 | 212,294 | ||||||||||||||||||
Brentwood New York UN Free School |
430,000 | 435,999 | 454,802 | 430,000 | 442,799 | 474,991 | ||||||||||||||||||
Connetquot New York |
400,000 | 411,795 | 441,480 | 400,000 | 417,124 | 460,520 | ||||||||||||||||||
Syosset New York |
735,000 | 755,029 | 774,425 | 735,000 | 764,775 | 808,676 | ||||||||||||||||||
Syosset New York |
125,000 | 126,020 | 131,734 | 125,000 | 128,604 | 137,643 | ||||||||||||||||||
Onondaga County NY |
285,000 | 298,796 | 317,245 | 285,000 | 304,597 | 331,364 | ||||||||||||||||||
North Babylon NY Un Free School Dist |
250,000 | 254,366 | 258,693 | 250,000 | 260,139 | 269,545 | ||||||||||||||||||
Battery Park City NY Authority SR-Ser A |
140,000 | 142,621 | 153,020 | 140,000 | 144,846 | 158,948 | ||||||||||||||||||
Buffalo & Ft. Erie NY Pub Bridge Auth |
410,000 | 434,653 | 466,346 | 410,000 | 442,350 | 485,743 | ||||||||||||||||||
Bayport Blue Point NY Un Free School Dist |
250,000 | 266,765 | 283,250 | 250,000 | 272,582 | 295,508 | ||||||||||||||||||
Saratoga Springs NY Ref |
225,000 | 234,569 | 238,795 | 225,000 | 239,889 | 249,264 | ||||||||||||||||||
Build NYC Resource Corp.NY Rev |
320,000 | 340,254 | 358,979 | 320,000 | 347,178 | 373,696 | ||||||||||||||||||
Tompkins County NY Public Impt Ser B |
500,000 | 537,455 | 571,720 | 500,000 | 549,416 | 596,640 | ||||||||||||||||||
Util Debt Securitization Auth NY |
500,000 | 510,972 | 548,755 | 500,000 | 517,022 | 570,195 |
See accompanying notes and accountants compilation report. | - 5 - |
TRIDAN CORP.
SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS
OCTOBER 31, 2021 AND 2020
2021 | 2020 | |||||||||||||||||||||||
Principal | Amortized | Fair | Principal | Amortized | Fair | |||||||||||||||||||
Amount | Cost | Value | Amount | Cost | Value | |||||||||||||||||||
Rhinebeck New York |
$ | 535,000 | $ | 545,555 | $ | 565,500 | $ | 535,000 | $ | 552,022 | $ | 584,145 | ||||||||||||
Plainview Old Bethpage New York Central |
| | | 250,000 | 250,477 | 251,398 | ||||||||||||||||||
NYS Dorm Auth Persnl Inc Tax |
500,000 | 576,032 | 596,370 | 500,000 | 591,096 | 599,320 | ||||||||||||||||||
Met Transportation Auth NY Revenue |
300,000 | 331,247 | 349,812 | 300,000 | 338,446 | 350,781 | ||||||||||||||||||
NY ST Dorm Auth Revenues Non St |
1,090,000 | 1,279,035 | 1,336,155 | 1,090,000 | 1,308,849 | 1,340,929 | ||||||||||||||||||
NY City Transitional Fin Auth Rev Future |
1,000,000 | 1,113,467 | 1,173,380 | 1,000,000 | 1,138,577 | 1,202,820 | ||||||||||||||||||
Long Island NY Power Auth Elec |
1,000,000 | 1,169,836 | 1,253,230 | 1,000,000 | 1,192,461 | 1,257,960 | ||||||||||||||||||
NYS dorm Sales Tax |
1,250,000 | 1,400,472 | 1,537,012 | 1,250,000 | 1,420,864 | 1,536,238 | ||||||||||||||||||
NY NY Ref - Ser Unlimited Tax |
750,000 | 908,303 | 962,715 | 750,000 | 926,911 | 969,863 | ||||||||||||||||||
NY NY Ser D Sbserv Unltd Tax |
290,000 | 333,128 | 362,877 | 290,000 | 335,948 | 359,200 | ||||||||||||||||||
N.Y.S. Dormitory Authority Revenues |
1,000,000 | 1,378,673 | 1,347,550 | 1,000,000 | 1,415,887 | 1,385,720 | ||||||||||||||||||
N.Y.S. Environmental FACS |
500,000 | 647,207 | 639,450 | 500,000 | 656,183 | 649,120 | ||||||||||||||||||
Util Debt Securitization Auth NY |
100,000 | 117,917 | 118,428 | 100,000 | 121,671 | 122,329 | ||||||||||||||||||
NY ST Dorm Auth Rev |
500,000 | 676,940 | 659,950 | 500,000 | 696,546 | 682,889 | ||||||||||||||||||
NY ST Environmental Clean Water |
400,000 | 523,773 | 515,028 | | | | ||||||||||||||||||
Nassau County NY Interim |
500,000 | 689,976 | 666,870 | | | | ||||||||||||||||||
Syracuse NY REF-SER B LTD Tax |
1,060,000 | 1,321,925 | 1,314,623 | | | | ||||||||||||||||||
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$ | 30,670,000 | $ | 34,402,073 | $ | 36,007,428 | $ | 30,940,000 | $ | 34,745,907 | $ | 36,443,079 | |||||||||||||
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See accompanying notes and accountants compilation report. | - 6 - |
TRIDAN CORP.
SIX MONTHS ENDED OCTOBER 31, 2021 AND 2020
2021 | 2020 | |||||||
Investment income |
||||||||
Interest |
$ | 738,376 | $ | 770,316 | ||||
Amortization of bond premium and discount - net |
(344,424 | ) | (326,827 | ) | ||||
|
|
|
|
|||||
Total investment income |
393,952 | 443,489 | ||||||
|
|
|
|
|||||
Expenses |
||||||||
Investment advisory fees |
50,946 | 53,767 | ||||||
Professional fees |
69,850 | 70,400 | ||||||
Directors fees |
23,500 | 32,500 | ||||||
Administrative and accounting expenses |
36,000 | 36,000 | ||||||
Insurance and other expenses |
11,387 | 8,529 | ||||||
|
|
|
|
|||||
Total expenses |
191,683 | 201,196 | ||||||
|
|
|
|
|||||
Net investment income |
202,269 | 242,293 | ||||||
|
|
|
|
|||||
Realized and unrealized gain on investments |
||||||||
Net realized gain on investments |
| 33,016 | ||||||
Net unrealized (depreciation) appreciation on investments |
(381,156 | ) | 863,552 | |||||
|
|
|
|
|||||
Net realized and unrealized (loss) gain on investments |
(381,156 | ) | 896,568 | |||||
|
|
|
|
|||||
Net (decrease) increase in net assets resulting from operations |
$ | (178,887 | ) | $ | 1,138,861 | |||
|
|
|
|
See accompanying notes and accountants compilation report. | - 7 - |
TRIDAN CORP.
STATEMENTS OF CHANGES IN NET ASSETS
Six Months | Year | |||||||
Ended | Ended | |||||||
October 31, 2021 | April 30, 2021 | |||||||
Increase in net assets resulting from operations |
||||||||
Net investment income |
$ | 202,269 | $ | 475,332 | ||||
Net realized gain on investments |
| 33,016 | ||||||
Unrealized (depreciation) appreciation on investments |
(381,156 | ) | 1,152,894 | |||||
|
|
|
|
|||||
Net (decrease) increase in net assets resulting from operations |
(178,887 | ) | 1,661,242 | |||||
Distributions to shareholders from |
||||||||
Net investment income |
(213,666 | ) | (455,576 | ) | ||||
Capital gains |
| (33,016 | ) | |||||
Redemptions of shares |
||||||||
-0- shares (October 2021) and 1,676.1480 shares (April 2021) |
| (20,975 | ) | |||||
|
|
|
|
|||||
Total (decrease) increase |
(392,553 | ) | 1,151,675 | |||||
Net assets |
||||||||
Beginning of period |
38,095,439 | 36,943,764 | ||||||
|
|
|
|
|||||
End of period |
$ | 37,702,886 | $ | 38,095,439 | ||||
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|
|
|
See accompanying notes and accountants compilation report. | - 8 - |
Tridan Corp.
October 31, 2021 and 2020
1. | Significant Accounting Policies |
The following is a summary of the significant accounting policies followed by Tridan Corp. (the Company), a closed-end, non-diversified management investment company, registered under the Investment Company Act of 1940.
Basis of Presentation
The accompanying financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP). The Company is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification 946, Financial Services - Investment Companies.
Acquisition and Valuation of Investments
Investment transactions are accounted for on the date the securities are purchased/sold (trade date) and interest on securities acquired/sold is included in income from/to the settlement date. Short-term investments are stated at cost, which is equivalent to fair value.
Fair values for the Companys investments in municipal obligations have been determined based on the bid price of the obligation. Securities for which quotations are not readily available are valued at fair value as determined by the board of directors. There were no securities valued by the board of directors, for which quotations were not readily available, as of October 31, 2021 and 2020.
Amortization of Bond Premium or Discount
In determining investment income, bond premiums or discounts are amortized over the remaining term of the obligation based on the earlier of the call date or the maturity date of the applicable bond.
Income Taxes
It is the Companys policy to comply with the requirements of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. The Company also intends to distribute sufficient net investment income and net capital gains, if any, so that it will not be subject to excise tax on undistributed income and gains. Therefore, no income tax provision would be required.
On December 22, 2017, the Tax Cuts and Jobs Act (the 2017 Act) was signed into law, which includes a broad range of tax reform proposals affecting businesses in the United States of America, including corporate tax rates, business deductions and international tax provisions
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Tridan Corp.
Notes to Financial Statements
October 31, 2021 and 2020
One of the key changes to the tax law was the reduction of the corporate tax rate from 35% to 21%. GAAP requires deferred tax assets and liabilities to be measured at the tax rates that are expected to apply in the period in which the asset or the liability is settled, based on tax rates that have been enacted by the end of the reporting period.
The Company recognizes the tax benefits of uncertain tax positions only where the position is more likely than not to be sustained assuming examination by tax authorities. Management has analyzed the Companys tax positions and has concluded that no liability for unrecognized tax benefits should be recorded. The Company is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
The Company identifies its major tax jurisdictions as U.S. Federal, New York State and New York City where the Company makes significant investments. Generally, the Companys tax returns are subject to examination by Federal, state and local authorities for a period of three years from the later of the due date of such returns or the actual date the returns were filed. Interest income from municipal investments is exempt from Federal and state income taxes.
Distributions to Shareholders
Dividends to shareholders from net investment income, if any, are paid quarterly. Distributions of capital gains, if any, are made at least annually, and as required to comply with Federal excise tax requirements. Dividends to shareholders are determined in accordance with tax regulations and are recorded on the ex-dividend date.
Cash and Cash Equivalents
The Company considers all highly liquid investments purchased with original maturities of 90 days or less to be cash equivalents.
Use of Estimates
The preparation of financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. Significant estimates are used in determining the fair value of investments.
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Tridan Corp.
Notes to Financial Statements
October 31, 2021 and 2020
Concentration of Credit Risk
The Companys financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents and investments. The Company maintains all of its cash on deposit in one financial institution. At October 31, 2021 and 2020, there were no cash and cash equivalents held in excess of federally insured limits. The value of the Companys investments may be subject to possible risks involving, among other things, the continued creditworthiness of the various state and local government agencies and public financing authorities underlying its investments.
Fair value of Financial Instruments
The carrying amounts for accrued interest receivables and accrued liabilities reflected in the financial statements approximate fair value because of the short maturities of these items. The Company accounts for its investments in municipal obligations in accordance with the accounting guidance for investment companies (FASB ASC 946). See Note 1 Acquisition and Valuation of Investments for a description of the valuation methodology which is unchanged as of October 31, 2021 and 2020. FASB ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, establishes a fair value hierarchy based on the inputs used to measure fair value and expands disclosures about the use of fair value measurements. The valuation techniques required by FASB ASC 820 are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect internal market assumptions.
The levels of the fair value hierarchy are as follows:
Level 1 | Unadjusted quoted prices in active markets for identical assets or liabilities that a company has the ability to access. | |
Level 2 | Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability either directly or indirectly. These inputs may include quoted prices for the identical instrument in an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risks, yield curves, default rates, and similar data. | |
Level 3 | Unobservable inputs for the asset or liability to the extent that relevant observable inputs are not available, representing a companys own assumptions about the assumptions that a market participant would use in valuing the asset or liability, and that would be based on the best information available. |
The Companys investments in municipal obligations are all considered Level 2 instruments.
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Tridan Corp.
Notes to Financial Statements
October 31, 2021 and 2020
The following table presents the Companys financial assets that are measured at fair value as of October 31, 2021 and 2020:
Quoted Prices for Identical Instruments | ||||||||
in Non-active Markets (Level 2) | ||||||||
October 31, | ||||||||
2021 | 2020 | |||||||
Investments in municipal obligations |
$ | 36,007,428 | $ | 36,443,079 | ||||
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Instruments classified as Level 2 are valued using industry-standard models or other valuation methodologies calibrated to observable market inputs.
These models consider various assumptions regarding the security or securities with similar characteristics, such as trade data, bid price or spread, two sided markets, quotes, benchmark curves, and market data feeds, as well as other measurements.
Subsequent Events Evaluation by Management
Management has evaluated subsequent events for disclosure and/or recognition in the financial statements through December 17, 2021, the date that the financial statements were available for issue.
2. | Cash and Cash Equivalents |
Cash and cash equivalents consist of the following:
October 31, | ||||||||
2021 | 2020 | |||||||
Cash and cash equivalents |
$ | 1,338,690 | $ | 1,019,641 | ||||
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3. | Accrued Liabilities |
Accrued liabilities consist of the following at:
October 31, | ||||||||
2021 | 2020 | |||||||
Accrued investment advisory and custodian fees (a) |
$ | 33,433 | $ | 36,259 | ||||
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Accrued fees - affiliate (b) |
$ | 19,220 | $ | 19,220 | ||||
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Accrued other: |
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Accrued audit fees (c) |
$ | 12,375 | $ | 12,375 | ||||
Accrued administrative and stock redemptions |
9,651 | 578 | ||||||
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$ | 22,026 | $ | 12,953 | |||||
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Tridan Corp.
Notes to Financial Statements
October 31, 2021 and 2020
(a) | The Company utilizes the services of J.P. Morgan Investment Management, Inc. as its investment advisor and J.P. Morgan Chase Bank N.A. as its custodian for its investments. The annual advisory fee is .25 of one percent (effective June 1, 2020 and .28 prior to that date) and the custody fee is .02 of one percent of the net assets under management. The fee is computed and payable quarterly, based on the aggregate fair value of the net assets on the last day of each fiscal quarter. |
(b) | For the six months ending October 31, 2021 and 2020, the Company incurred legal fees of approximately $45,000 and $46,000, respectively, for professional fees paid to the law firm of which an officer of the Company is a member. |
(c) | For the six months ending October 31, 2021 and 2020 the Company incurred audit fees of approximately $25,000 and $25,000, respectively. |
4. | Investment Transactions |
Purchases and sales of investments in municipal obligations (excluding short-term and demand investments) amounted to approximately $1,324,000 and $1,000,000, respectively, for the six months ended October 31, 2021, and $2,908,000 and $3,074,000, respectively, for the six months ended October 31, 2020.
The U.S. Federal income tax basis (aggregate cost) of the Companys investments, at October 31, 2021 and 2020, was approximately $34,402,000 and $34,746,000, respectively, and net unrealized appreciation at October 31, 2021 and 2020, for U.S. Federal income tax purposes was approximately $ 1,605,000 and $ 1,697,000, respectively (gross unrealized appreciation of approximately $1,705,000 and $1,799,000, respectively; gross unrealized depreciation of approximately $100,000 and $102,000, respectively).
5. | Common Stock, Share Redemption Plan and Net Asset Values |
At October 31, 2021 and 2020, there were 6,000,000 shares of $0.02 par value common stock authorized of which 3,199,100 had been issued aggregating $63,982.
The Company has a share redemption plan applicable to 18,919 shares and 20,236 shares, respectively, of outstanding common stock, at October 31, 2021 and 2020. The plan permits eligible shareholders or their estates to have their shares redeemed upon reaching age 65 or upon death. Shares are redeemed at the net asset value per share, as of the end of the Companys fiscal quarter in which the request for redemption is received. At October 31, 2021 and 2020, there were 117,398.7423 shares ($1,398,124) and 116,081.1218 shares ($1,381,648), respectively, which have been redeemed under this plan.
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Tridan Corp.
Notes to Financial Statements
October 31, 2021 and 2020
The net asset value per share is calculated by dividing the aggregate fair value of all assets less the aggregate fair value of all liabilities by the number of common shares outstanding at the end of the period. The net asset values per share and the shares outstanding are as follows:
October 31, | ||||||||
2021 | 2020 | |||||||
Net asset value |
$ | 12.35 | $ | 12.39 | ||||
Shares outstanding at: |
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October 31, 2021 |
3,052,370.3712 | |||||||
October 31, 2020 |
3,053,687.9917 |
6. | Distributions |
During the six months ended October 31, 2021 and 2020, distributions of $213,666 ($.07 per share), $244,310 ($.08 per share), respectively were declared and paid to shareholders, Distributions for the year ended April 30, 2021 amounted to $488,592 ($.16 per share). Substantially all of the distributions were exempt from Federal income taxes except for $-0-and $33,016 of capital gain distributions during the six months ended October 31, 2021 and 2020, respectively and $33,016 for the year ended April 30, 2021.
The tax character of distributions paid during the six months ending October 31, 2021 and 2020 and for the year ending April 30, 2021 is as follows:
Six Months Ended October 31, |
Year Ended April 30, |
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2021 | 2020 | 2021 | ||||||||||
Distributions paid from investment income: |
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Tax-exempt investment income, net |
$ | 213,666 | $ | 211,294 | $ | 455,576 | ||||||
Capital gains |
| 33,016 | 33,016 | |||||||||
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$ | 213,666 | $ | 244,310 | $ | 488,592 | |||||||
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Tridan Corp.
Notes to Financial Statements
October 31, 2021 and 2020
As of October 31, 2021, 2020 and April 30, 2021, the components of distributable earnings on a tax basis were as follows:
Six Months Ended October 31, |
Year Ended April 30, |
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2021 | 2020 | 2021 | ||||||||||
Under (Over-distributed) tax-exempt investment income, net |
$ | (19,765 | ) | $ | 2,876 | $ | (8,369 | ) | ||||
Over-Undistributed capital gains (losses) |
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Unrealized appreciation of investments, net |
1,605,354 | 1,697,168 | 1,986,510 | |||||||||
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$ | 1,585,589 | $ | 1,700,044 | $ | 1,978,141 | |||||||
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Capital loss carryforwards as of October 31, 2021 and 2020 were $-0- and $-0-, respectively. The Company had no capital reclassification related to permanent book/tax differences for the six months ending October 31, 2021 and 2020 and for the year ended April 30, 2021. There were no significant differences between total GAAP basis net investment income and net realized gain, and actual distributions for the six months ended October 31, 2021 and 2020 and for the year ended April 30, 2021.
7. | Coronavirus (COVID -19) Pandemic: |
During 2020, the World Health Organization has declared the coronavirus (COVID-19) outbreak to constitute a Public Health Emergency of International Concern. This pandemic has disrupted economic markets and the economic impact, duration and spread of the COVID-19 virus is uncertain at this time. The financial performance of the Company is subject to future developments related to the COVID-19 outbreak and possible government advisories and restrictions placed on financial markets and business activities.
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Tridan Corp.
Notes to Financial Statements
October 31, 2021 and 2020
8. | Financial Highlights |
Selected per share data and ratios are as follows:
Six Months Ended October 31, | ||||||||||||||||||||
2021 | 2020 | 2019 | 2018 | 2017 | ||||||||||||||||
Per share operating performance: |
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Net asset value, beginning of year |
$ | 12.48 | $ | 12.09 | $ | 12.18 | $ | 11.91 | $ | 12.28 | ||||||||||
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Income from investment operations: |
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Net investment income |
.07 | .08 | .08 | .09 | .10 | |||||||||||||||
Net realized and unrealized gain (loss) on investments |
(.13 | ) | .30 | .19 | (.05 | ) | (.02 | ) | ||||||||||||
Total from investment operations |
(.06 | ) | .38 | .27 | .04 | .08 | ||||||||||||||
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Less distributions: |
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Dividends (from net investment income) |
(.07 | ) | (.07 | ) | (.09 | ) | (.09 | ) | (.12 | ) | ||||||||||
Capital gains |
(.00 | ) | (.01 | ) | (.01 | ) | (.01 | ) | (.00 | ) | ||||||||||
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Total distributions |
(.07 | ) | (.08 | ) | (.10 | ) | (.10 | ) | (.12 | ) | ||||||||||
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Net asset value - end of year |
$ | 12.35 | $ | 12.39 | $ | 12.35 | $ | 11.85 | $ | 12.24 | ||||||||||
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Per share value - end of year |
$ | 12.35 | $ | 12.39 | $ | 12.35 | $ | 11.85 | $ | 12.24 | ||||||||||
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*Total investment return |
0.03 | % | 0.08 | % | 0.05 | % | (0.03 | )% | (0.06 | )% | ||||||||||
Ratios/Supplemental Data: |
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Net assets, end of year (in 000s) |
$ | 37,703 | $ | 37,834 | $ | 37,743 | $ | 35,984 | $ | 37,429 | ||||||||||
Ratio of expenses to average net assets |
1.02 | % | 1.08 | % | 1.08 | % | 1.14 | % | 1.09 | % | ||||||||||
Ratio of net investment income to average net assets |
1.07 | % | 1.30 | % | 1.37 | % | 1.49 | % | 1.63 | % | ||||||||||
Portfolio turnover rate |
3.51 | % | 8.22 | % | 8.63 | % | 12.90 | % | 5.55 | % | ||||||||||
Average (simple) number of shares outstanding (in thousands) |
3,053 | 3,054 | 3,055 | 3,059 | 3,059 |
* | Total investment return is calculated by dividing the change in market value of a share of common stock during the year, assuming the reinvestment of dividends on the payment date, by the per share market value at the beginning of the year and has been recalculated for all prior periods presented. |
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Item 2. | Code of Ethics |
Not required in this report.
Item 3. | Audit Committee Financial Expert |
Not required in this report.
Item 4. | Principal Accountant Fees and Services |
Not required in this report.
Item 5. | Audit Committee of Listed Registrants. |
Not required in this report.
Item 6. | Investments. |
(a) | A schedule of registrants investments in securities of unaffiliated issuers as of October, 31, 2021 is included as part of the financial statement filed under Item 1 of this Form. |
(b) | Not applicable |
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable, because the registrant invests exclusively in non-voting securities.
Item 8. | Portfolio Managers of Closed-End Management Investment Companies. |
No change in the portfolio managers identified in the registrants most recent annual report on Form N-CSR.
Item 9. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable, because the registrant has no equity securities that are registered pursuant to Section 12 of the Securities Exchange Act of 1934.
Item 10. | Submission of Matters to a Vote of Security Holders. |
The registrant does not have in place procedures by which shareholders may recommend nominees to the registrants board of directors.
Item 11. | Controls and Procedures |
(a) | The registrants principal executive and principal financial officers have evaluated the registrants disclosure controls and procedures (as defined in Rule 30a-3(c)) as of the end of the period covered by this report. Based on that evaluation, said officers have concluded that the registrants disclosure controls and procedures are effective to ensure that information required to be disclosed in this report is recorded, processed, summarized and reported within the required time periods. |
(b) | There was no change in the registrants internal control over financial reporting that occurred during its last fiscal half-year that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting. |
Item 12. | Exhibits |
(a) | The following exhibits are filed herewith: |
SIGNATURES
Pursuant to the requirements of 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) | Tridan Corp. | |
By (Signature and Title) | /s/ MARK GOODMAN | |
Mark Goodman, | ||
President | ||
Date: 12/20/2021 |
Pursuant to the requirements of the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title) | /s/ MARK GOODMAN | |
Mark Goodman, | ||
President | ||
Date: 12/20/2021 | ||
/s/ ROBERT BIRNBAUM | ||
Robert Birnbaum, | ||
Treasurer and Secretary | ||
Date: 12/20/2021 |