UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
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Investment Company Act file number: | | 811-07811 |
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Exact name of registrant as specified in charter: | | Prudential Jennison Mid-Cap Growth Fund, Inc. |
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Address of principal executive offices: | | Gateway Center 3, 100 Mulberry Street, Newark, New Jersey 07102 |
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Name and address of agent for service: | | Deborah A. Docs Gateway Center 3, 100 Mulberry Street, Newark, New Jersey 07102 |
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Registrant’s telephone number, including area code: | | 800-225-1852 |
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Date of fiscal year end: | | 8/31/2014 |
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Date of reporting period: | | 8/31/2014 |
Item 1 – Reports to Stockholders –
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PRUDENTIAL INVESTMENTS»MUTUAL FUNDS
PRUDENTIAL JENNISON
MID-CAP GROWTH FUND, INC.
ANNUAL REPORT · AUGUST 31, 2014
Fund Type
Mid-Cap Stock
Objective
Long-term capital appreciation
This report is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus.
The views expressed in this report and information about the Fund’s portfolio holdings are for the period covered by this report and are subject to change thereafter.
Mutual funds are distributed by Prudential Investment Management Services LLP (PIMS). Jennison Associates is a registered investment adviser. Both are Prudential Financial companies. © 2014 Prudential Financial, Inc. and its related entities. Prudential Investments LLC, Prudential, Jennison Associates, Jennison, the Prudential logo, Bring Your Challenges, and the Rock symbol are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.
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October 15, 2014
Dear Shareholder:
We hope you find the annual report for the Prudential Jennison Mid-Cap Growth Fund, Inc., informative and useful. The report covers performance for the 12-month period that ended August 31, 2014.
Since market conditions change over time, we believe it is important to maintain a diversified portfolio of funds consistent with your tolerance for risk, time horizon, and financial goals.
Your financial advisor can help you create a diversified investment plan that may include funds covering all the basic asset classes and that reflects your personal investor profile and risk tolerance. Keep in mind, however, that diversification and asset allocation strategies do not assure a profit or protect against loss in declining markets.
Prudential Investments® is dedicated to helping you solve your toughest investment challenges—whether it’s capital growth, reliable income, or protection from market volatility and other risks. We offer the expertise of Prudential Financial’s affiliated asset managers* that strive to be leaders in a broad range of funds to help you stay on course to the future you envision. They also manage money for major corporations and pension funds around the world, which means you benefit from the same expertise, innovation, and attention to risk demanded by today’s most sophisticated investors.
Thank you for choosing the Prudential Investments family of funds.
Sincerely,
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Stuart S. Parker, President
Prudential Jennison Mid-Cap Growth Fund, Inc.
*Most of Prudential Investments’ equity funds are advised by Jennison Associates LLC, Quantitative Management Associates LLC (QMA), or Prudential Real Estate Investors. Prudential Investments’ fixed income and money market funds are advised by Prudential Investment Management, Inc. (PIM) through its Prudential Fixed Income unit. Jennison Associates, QMA, and PIM are registered investment advisers and Prudential Financial companies. Prudential Real Estate Investors is a unit of PIM.
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Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 1 | |
Your Fund’s Performance (Unaudited)
Performance data quoted represent past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted. An investor may obtain performance data as of the most recent month-end by visiting our website at www.prudentialfunds.com or by calling (800) 225-1852.
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Cumulative Total Returns (Without Sales Charges) as of 8/31/14 | |
| | One Year | | | Five Years | | | Ten Years | | | Since Inception | |
Class A | | | 18.46 | % | | | 115.90 | % | | | 216.20 | % | | | — | |
Class B | | | 17.62 | | | | 108.57 | | | | 194.38 | | | | — | |
Class C | | | 17.62 | | | | 108.45 | | | | 194.38 | | | | — | |
Class Q | | | 19.00 | | | | N/A | | | | N/A | | | | 58.70% (1/18/11) | |
Class R | | | 18.18 | | | | 113.68 | | | | N/A | | | | 151.44 (6/3/05) | |
Class Z | | | 18.77 | | | | 119.10 | | | | 225.15 | | | | — | |
Russell Midcap Growth Index | | | 23.67 | | | | 140.05 | | | | 183.10 | | | | — | |
Russell Midcap Index | | | 25.32 | | | | 141.60 | | | | 185.62 | | | | — | |
Lipper Mid-Cap Growth Funds Average | | | 19.81 | | | | 124.39 | | | | 163.27 | | | | — | |
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Average Annual Total Returns (With Sales Charges) as of 9/30/14 | |
| | One Year | | | Five Years | | | Ten Years | | | Since Inception | |
Class A | | | 3.76 | % | | | 13.28 | % | | | 10.68 | % | | | — | |
Class B | | | 4.02 | | | | 13.65 | | | | 10.51 | | | | — | |
Class C | | | 8.02 | | | | 13.77 | | | | 10.52 | | | | — | |
Class Q | | | 10.32 | | | | N/A | | | | N/A | | | | 12.45% (1/18/11) | |
Class R | | | 9.56 | | | | 14.34 | | | | N/A | | | | 10.06 (6/3/05) | |
Class Z | | | 10.12 | | | | 14.91 | | | | 11.62 | | | | — | |
Russell Midcap Growth Index | | | 14.43 | | | | 17.12 | | | | 10.24 | | | | — | |
Russell Midcap Index | | | 15.83 | | | | 17.19 | | | | 10.34 | | | | — | |
Lipper Mid-Cap Growth Funds Average | | | 9.92 | | | | 15.27 | | | | 9.22 | | | | — | |
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2 | | Visit our website at www.prudentialfunds.com |
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Average Annual Total Returns (With Sales Charges) as of 8/31/14 |
| | One Year | | | Five Years | | | Ten Years | | | Since Inception |
Class A | | | 11.94 | % | | | 15.33 | % | | | 11.57 | % | | — |
Class B | | | 12.62 | | | | 15.73 | | | | 11.40 | | | — |
Class C | | | 16.62 | | | | 15.82 | | | | 11.40 | | | — |
Class Q | | | 19.00 | | | | N/A | | | | N/A | | | 13.61% (1/18/11) |
Class R | | | 18.18 | | | | 16.40 | | | | N/A | | | 10.49 (6/3/05) |
Class Z | | | 18.77 | | | | 16.98 | | | | 12.51 | | | — |
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Average Annual Total Returns (Without Sales Charges) as of 8/31/14 |
| | One Year | | | Five Years | | | Ten Years | | | Since Inception |
Class A | | | 18.46 | % | | | 16.64 | % | | | 12.20 | % | | — |
Class B | | | 17.62 | | | | 15.84 | | | | 11.40 | | | — |
Class C | | | 17.62 | | | | 15.82 | | | | 11.40 | | | — |
Class Q | | | 19.00 | | | | N/A | | | | N/A | | | 13.61% (1/18/11) |
Class R | | | 18.18 | | | | 16.40 | | | | N/A | | | 10.49 (6/3/05) |
Class Z | | | 18.77 | | | | 16.98 | | | | 12.51 | | | — |
Growth of a $10,000 Investment
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The graph compares a $10,000 investment in the Fund’s Class A shares with a similar investment in the Russell Midcap Growth Index by portraying the initial account values at the beginning of the 10-year period for Class A shares (August 31, 2004) and the account values at the end of the current fiscal year (August 31, 2014) as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) the maximum applicable front-end sales charge was deducted from the initial $10,000 investment in Class A shares; (b) all recurring fees (including management fees) were deducted; and (c) all dividends and
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Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 3 | |
Your Fund’s Performance (continued)
distributions were reinvested. The line graph provides information for Class A shares only. As indicated in the tables provided earlier, performance for Class B, Class C, Class Q, Class R, and Class Z shares will vary due to the differing charges and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fee and/or expense reimbursements, if any, the returns would have been lower.
Past performance does not predict future performance. Total returns and the ending account values in the graphs include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.
Source: Prudential Investments LLC and Lipper Inc.
Inception returns are provided for any share class with less than 10 years of returns.
The returns in the tables do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares. The average annual total returns take into account applicable sales charges which are described for each share class in the table below.
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| | Class A | | Class B* | | Class C | | Class Q | | Class R | | Class Z |
Maximum initial sales charge | | 5.50% of the public offering price | | None | | None | | None | | None | | None |
Contingent deferred sales charge (CDSC) (as a percentage of the lower of original purchase price or sale proceeds) | | 1% on sales of $1 million or more made within 12 months of purchase | | 5% (Yr. 1) 4% (Yr. 2) 3% (Yr. 3) 2% (Yr. 4) 1% (Yr. 5) 1% (Yr. 6) 0% (Yr. 7) | | 1% on sales made within 12 months of purchase | | None | | None | | None |
Annual distribution and service (12b-1) fees (shown as a percentage of average daily net assets) | | .30% | | 1% | | 1% | | None | | .75% (.50% currently) | | None |
The Fund is generally closed to new investors. The Fund may resume sales of shares to all eligible investors at a future date if the Fund’s manager or subadviser determines it appropriate and if the Fund’s Board of Directors approves. For more information, see the Fund’s Prospectus.
*Class B shares are closed to all purchase activity and no additional Class B shares may be purchased or acquired by any new or existing Class B shareholders, except by exchange from Class B shares of another Fund or through dividend or capital gains reinvestment.
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4 | | Visit our website at www.prudentialfunds.com |
Benchmark Definitions
Russell Midcap Growth Index
The Russell Midcap Growth Index is an unmanaged, market-value-weighted index that measures the performance of those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values. Russell Midcap Growth Index Closest Month-End to Inception cumulative total returns as of 8/31/14 are 65.05% for Class Q; and 139.89% for Class R. Russell Midcap Growth Index Closest Month-End to Inception average annual total returns as of 9/30/14 are 13.73% for Class Q; and 9.48% for Class R.
Russell Midcap Index
The Russell Midcap Index is an unmanaged index which measures the performance of the 800 smallest companies in the Russell 1000 Index, which represent approximately 25% of the total market capitalization of the Russell 1000 Index. Russell Midcap Index Closest Month-End to Inception cumulative total returns as of 8/31/14 are 68.45% for Class Q; and 140.52% for Class R. Russell Midcap Index Closest Month-End to Inception average annual total returns as of 9/30/14 are 14.22% for Class Q; and 9.46% for Class R.
Lipper Mid-Cap Growth Funds Average
The Lipper Mid-Cap Growth Funds Average (Lipper Average) represents returns based on an average return of all funds in the Lipper Mid-Cap Growth Funds category for the periods noted. Funds in the Lipper Average invest at least 75% of their equity assets in companies with market capitalizations (on a three-year weighted basis) less than 300% of the dollar-weighted median market capitalization of the middle 1,000 securities of the S&P SuperComposite 1500 Index. Mid-cap growth funds typically have an above-average price-to-earnings ratio, price-to-book ratio, and three-year sales-per-share growth value compared with the S&P MidCap 400 Index. Lipper Average Closest Month-End to Inception cumulative total returns as of 8/31/14 are 55.58% for Class Q; and 126.10% for Class R. Lipper Average Closest Month-End to Inception average annual total returns as of 9/30/14 are 11.71% for Class Q; and 8.63% for Class R.
Investors cannot invest directly in an index or average. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Average reflect the deduction of operating expenses, but not sales charges or taxes. The Since Inception returns for the Indexes and the Lipper Average are measured from the closest month-end to inception date, and not from the Fund’s actual inception date.
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Five Largest Holdings expressed as a percentage of net assets as of 8/31/14 | |
SBA Communications Corp. (Class A Stock), Wireless Telecommunication Services | | | 2.7 | % |
Universal Health Services, Inc. (Class B Stock), Health Care Providers & Services | | | 2.2 | |
Crown Castle International Corp., Real Estate Investment Trusts (REITs) | | | 2.2 | |
Electronic Arts, Inc., Software | | | 2.0 | |
IHS, Inc. (Class A Stock), Professional Services | | | 1.9 | |
Holdings reflect only long-term investments and are subject to change.
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Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 5 | |
Your Fund’s Performance (continued)
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Five Largest Industries expressed as a percentage of net assets as of 8/31/14 | |
Software | | | 11.7 | % |
Specialty Retail | | | 7.4 | |
Healthcare Providers & Services | | | 7.4 | |
Oil, Gas, & Consumable Fuels | | | 5.5 | |
Chemicals | | | 4.7 | |
Industry weightings reflect only long-term investments and are subject to change.
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6 | | Visit our website at www.prudentialfunds.com |
Strategy and Performance Overview
How did the Fund perform?
The Prudential Jennison Mid-Cap Growth Fund’s Class A shares rose 18.46% for the 12-month period ended August 31, 2014, underperforming the 23.67% gain of the Russell Midcap® Growth Index (the Index) and the 19.81% gain of the Lipper Mid-Cap Growth Funds Average.
In the Index, every sector posted returns well into double-digits. Advances exceeded 25% in the telecommunications services, healthcare, and industrials sectors.
Every sector in the Fund gained ground as well; however, relative to the Index stock selection proved detrimental in the consumer sectors and materials. On the other hand, holdings in information technology did comparatively well.
What was the market environment?
The market’s advance during the reporting period reflected sustained improvement in the economic outlook. Over the year, corporate profits remained strong, housing and employment indicators improved, and consumer confidence rose to post-recession highs. The Federal Reserve began incrementally tapering its quantitative-easing program in December, signaling confidence in the health of US economic activity and labor market conditions. US Gross Domestic Product (GDP) contracted in early 2014, largely because of severe winter weather, before quickly rebounding.
Conditions in Europe appeared to stabilize, but fallout from Ukraine-Russia tensions created new challenges. China’s expansion, which moderated as the country sought a better balance between internal and external growth, maintained levels sufficiently expansionary to give investors conviction that global gross domestic product remained solid.
Which holdings made the largest positive contributions to the Fund’s return?
Illumina and Universal Health Services were performers of note in the healthcare sector, while SBA Communications was a standout in telecom services.
| • | | See “Comments on Largest Holdings” below for discussions of Universal Health Services and SBA Communications. |
| • | | Illumina’s strength has reflected robust demand for its next-generation gene-sequencing technology. Innovative applications of the technology are only beginning to be explored, suggesting the potential for considerable future growth. |
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Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 7 | |
Strategy and Performance Overview (continued)
Which holdings detracted most from the Fund’s return?
Two retail positions, GNC Holdings from consumer discretionary and Whole Foods Market from consumer staples, were among the leading detractors, as was Internet service provider Rackspace Hosting.
| • | | GNC Holdings reported disappointing sales and reduced guidance for 2014, which was widely viewed as negative by investors. Given the company’s robust online sales, international growth opportunities, and Gold Card member pricing benefit, Jennison sees a number of tailwinds to better share price performance going forward. |
| • | | Whole Foods Market was hurt by intensifying competition in the market for organic and natural foods. To combat competition, Whole Foods plans to further invest in lower prices, which could hurt gross margins going forward. Strong cost controls at the store and corporate level should limit operating margin erosion as Whole Foods looks to regain its competitive edge, while an unchanged new store growth plan suggests the long-term outlook for the category and concept remains strong, in Jennison’s view. |
| • | | Higher capital spending weighed on earnings at Rackspace Hosting primarily in the first half of the reporting period. Jennison believes that the company is well-positioned in the very early innings of enterprises moving from an in-house data approach to an outsourced hybrid cloud environment. |
Were there significant changes to the portfolio?
The Fund’s weight in industrials increased, while its weight in consumer discretionary decreased. Relative to the Index, the Fund was overweight in information technology, healthcare, and the consumer sectors.
Significant new positions were established in Actavis, LinkedIn, and Towers Watson. Positions in other securities, such as Verisign, Valeant Pharmaceuticals, and Herbalife, were eliminated.
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8 | | Visit our website at www.prudentialfunds.com |
Comments on Largest Holdings
2.7% | SBA Communications Corp. (Class A Stock), Wireless Telecommunication Services |
SBA Communications continues to benefit from leasing revenue growth and cash flow growth. Jennison thinks international organic growth will continue to be in the double digits and should accelerate as markets in Brazil transition from 3G to 4G services.
2.2% | Universal Health Services, Inc. (Class B Stock), Health Care Providers & Services |
Universal Health Services benefited from improving patient volumes, types of payments received, and measurements of staffing and patient care. Jennison thinks the company will enjoy strong incremental margins in its hospital business. The psychiatric segment should also deliver solid growth and Jennison expects Universal Health’s acute care business to improve.
2.2% | Crown Castle International Corp., Real Estate Investment Trusts (REITs) |
Crown Castle should, in Jennison’s opinion, continue to benefit from an increase in leasing activity as all four major wireless carriers in the US continue upgrading their networks for Long Term Evolution (LTE) and capacity enhancements.
2.0% | Electronic Arts, Inc., Software |
Electronic Arts is enjoying growth in new products and digital sales. In Jennison’s view, the digital segment is the key engine for future growth given its higher gross margins and direct access to the consumer. There is also the opportunity for significant growth internationally.
1.9% | IHS, Inc. (Class A Stock), Professional Services |
IHS provides critical information, insights, and analytics for workflow and other services. Jennison thinks it will produce better organic growth driven by both subscriptions (integrated platforms and sales force efficiency) and non-subscription (consulting, software, and events).
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Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 9 | |
Fees and Expenses (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemptions, as applicable, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses, as applicable. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested on March 1, 2014, at the beginning of the period, and held through the six-month period ended August 31, 2014. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.
Actual Expenses
The first line for each share class in the table on the following page provides information about actual account values and actual expenses. You may use the information on this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value ÷ $1,000 = 8.6), then multiply the result by the number on the first line under the heading “Expenses Paid During the Six-Month Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
The Fund’s transfer agent may charge additional fees to holders of certain accounts that are not included in the expenses shown in the table on the following page. These fees apply to individual retirement accounts (IRAs) and Section 403(b) accounts. As of the close of the six-month period covered by the table, IRA fees included an annual maintenance fee of $15 per account (subject to a maximum annual maintenance fee of $25 for all accounts held by the same shareholder). Section 403(b) accounts are charged an annual $25 fiduciary maintenance fee. Some of the fees may vary in amount, or may be waived, based on your total account balance or the number of
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10 | | Visit our website at www.prudentialfunds.com |
Prudential Investments funds, including the Fund, that you own. You should consider the additional fees that were charged to your Fund account over the six-month period when you estimate the total ongoing expenses paid over the period and the impact of these fees on your ending account value, as these additional expenses are not reflected in the information provided in the expense table. Additional fees have the effect of reducing investment returns.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as sales charges (loads). Therefore, the second line for each share class in the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
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Prudential Jennison Mid-Cap Growth Fund, Inc. | | Beginning Account Value March 1, 2014 | | | Ending Account Value August 31, 2014 | | | Annualized Expense Ratio | | | Expenses Paid During the Six-Month Period* | |
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Class A | | Actual | | $ | 1,000.00 | | | $ | 1,024.30 | | | | 1.09 | % | | $ | 5.56 | |
| | Hypothetical | | $ | 1,000.00 | | | $ | 1,019.71 | | | | 1.09 | % | | $ | 5.55 | |
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Class B | | Actual | | $ | 1,000.00 | | | $ | 1,021.30 | | | | 1.79 | % | | $ | 9.12 | |
| | Hypothetical | | $ | 1,000.00 | | | $ | 1,016.18 | | | | 1.79 | % | | $ | 9.10 | |
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Class C | | Actual | | $ | 1,000.00 | | | $ | 1,021.00 | | | | 1.79 | % | | $ | 9.12 | |
| | Hypothetical | | $ | 1,000.00 | | | $ | 1,016.18 | | | | 1.79 | % | | $ | 9.10 | |
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Class Q | | Actual | | $ | 1,000.00 | | | $ | 1,027.10 | | | | 0.58 | % | | $ | 2.96 | |
| | Hypothetical | | $ | 1,000.00 | | | $ | 1,022.28 | | | | 0.58 | % | | $ | 2.96 | |
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Class R | | Actual | | $ | 1,000.00 | | | $ | 1,023.40 | | | | 1.29 | % | | $ | 6.58 | |
| | Hypothetical | | $ | 1,000.00 | | | $ | 1,018.70 | | | | 1.29 | % | | $ | 6.56 | |
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Class Z | | Actual | | $ | 1,000.00 | | | $ | 1,026.40 | | | | 0.79 | % | | $ | 4.04 | |
| | Hypothetical | | $ | 1,000.00 | | | $ | 1,021.22 | | | | 0.79 | % | | $ | 4.02 | |
*Fund expenses (net of fee waivers or subsidies, if any) for each share class are equal to the annualized expense ratio for each share class (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended August 31, 2014, and divided by 365 days in the Fund’s fiscal year ended August 31, 2014 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.
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Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 11 | |
Fees and Expenses (continued)
The Fund’s annualized expense ratios for the year ended August 31, 2014, are as follows:
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Class | | Gross Operating Expenses | | | Net Operating Expenses | |
A | | | 1.05 | % | | | 1.05 | % |
B | | | 1.76 | | | | 1.76 | |
C | | | 1.76 | | | | 1.76 | |
Q | | | 0.58 | | | | 0.58 | |
R | | | 1.51 | | | | 1.26 | |
Z | | | 0.77 | | | | 0.77 | |
Net operating expenses shown above reflect fee waivers and/or expense reimbursements. Additional information on Fund expenses and any fee waivers and/or expense reimbursements can be found in the “Financial Highlights” tables in this report and in the Notes to the Financial Statements in this report.
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12 | | Visit our website at www.prudentialfunds.com |
Portfolio of Investments
as of August 31, 2014
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Shares | | Description | | Value (Note 1) | |
LONG-TERM INVESTMENTS 95.7% | |
|
COMMON STOCKS | |
|
Airlines 1.4% | |
486,713 | | Spirit Airlines, Inc.* | | $ | 34,259,728 | |
2,273,108 | | United Continental Holdings, Inc.* | | | 108,222,672 | |
| | | | | | |
| | | | | 142,482,400 | |
|
Auto Components 0.7% | |
1,015,374 | | Delphi Automotive PLC (United Kingdom) | | | 70,649,723 | |
|
Banks 1.0% | |
1,992,918 | | First Republic Bank | | | 97,453,690 | |
|
Beverages 0.5% | |
619,921 | | Constellation Brands, Inc. (Class A Stock)* | | | 53,988,920 | |
|
Biotechnology 3.1% | |
289,154 | | Alexion Pharmaceuticals, Inc.* | | | 48,950,881 | |
820,651 | | BioMarin Pharmaceutical, Inc.* | | | 58,446,764 | |
1,392,475 | | Incyte Corp. Ltd.*(a) | | | 75,472,145 | |
60,475 | | Intercept Pharmaceuticals, Inc.*(a) | | | 17,520,817 | |
1,226,488 | | Vertex Pharmaceuticals, Inc.* | | | 114,762,482 | |
| | | | | | |
| | | | | 315,153,089 | |
|
Capital Markets 1.2% | |
1,082,658 | | Artisan Partners Asset Management, Inc. (Class A Stock) | | | 60,065,866 | |
1,227,422 | | Waddell & Reed Financial, Inc. (Class A Stock) | | | 66,894,499 | |
| | | | | | |
| | | | | 126,960,365 | |
|
Chemicals 4.7% | |
923,811 | | Airgas, Inc. | | | 101,970,258 | |
1,544,297 | | Albemarle Corp.(a) | | | 98,186,403 | |
1,024,564 | | Eastman Chemical Co. | | | 84,495,793 | |
656,603 | | Ecolab, Inc. | | | 75,391,157 | |
1,868,759 | | FMC Corp. | | | 123,599,720 | |
| | | | | | |
| | | | | 483,643,331 | |
|
Commercial Services & Supplies 2.2% | |
1,810,873 | | Copart, Inc.* | | | 62,348,357 | |
626,360 | | Iron Mountain, Inc.(a) | | | 22,536,433 | |
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 13 | |
Portfolio of Investments
as of August 31, 2014 continued
| | | | | | |
Shares | | Description | | Value (Note 1) | |
COMMON STOCKS (Continued) | | | | |
| |
Commercial Services & Supplies (cont’d.) | | | | |
1,145,201 | | Stericycle, Inc.* | | $ | 136,107,139 | |
| | | | | | |
| | | | | 220,991,929 | |
|
Communications Equipment �� 0.9% | |
727,731 | | F5 Networks, Inc.*(a) | | | 90,376,913 | |
|
Construction & Engineering 1.0% | |
1,351,579 | | Fluor Corp. | | | 99,868,172 | |
|
Electrical Equipment 3.2% | |
2,874,336 | | AMETEK, Inc. | | | 152,167,348 | |
1,192,646 | | Roper Industries, Inc. | | | 179,564,782 | |
| | | | | | |
| | | | | 331,732,130 | |
|
Electronic Equipment, Instruments & Components 1.7% | |
1,694,781 | | Amphenol Corp. (Class A Stock) | | | 174,579,391 | |
|
Energy Equipment & Services 1.9% | |
1,865,042 | | Cameron International Corp.* | | | 138,628,572 | |
334,084 | | Core Laboratories NV | | | 52,781,931 | |
| | | | | | |
| | | | | 191,410,503 | |
|
Food & Staples Retailing 1.6% | |
1,582,925 | | Kroger Co. (The) | | | 80,697,516 | |
975,703 | | Sprouts Farmers Market, Inc.* | | | 30,188,251 | |
1,363,858 | | Whole Foods Market, Inc. | | | 53,381,402 | |
| | | | | | |
| | | | | 164,267,169 | |
|
Food Products 2.4% | |
1,691,724 | | Hain Celestial Group, Inc. (The)*(a) | | | 166,397,973 | |
845,017 | | Mead Johnson Nutrition Co. | | | 80,783,625 | |
| | | | | | |
| | | | | 247,181,598 | |
|
Health Care Equipment & Supplies 0.9% | |
480,667 | | Align Technology, Inc.* | | | 26,177,125 | |
431,706 | | Cooper Cos., Inc. (The) | | | 70,381,029 | |
| | | | | | |
| | | | | 96,558,154 | |
|
Health Care Providers & Services 7.4% | |
3,534,096 | | Catamaran Corp.* | | | 166,526,604 | |
See Notes to Financial Statements.
| | | | | | |
Shares | | Description | | Value (Note 1) | |
COMMON STOCKS (Continued) | | | | |
| |
Health Care Providers & Services (cont’d.) | | | | |
1,092,449 | | Centene Corp.* | | $ | 85,353,040 | |
2,688,178 | | Envision Healthcare Holdings, Inc.* | | | 98,279,788 | |
1,525,619 | | Henry Schein, Inc.*(a) | | | 182,601,338 | |
1,923,066 | | Universal Health Services, Inc. (Class B Stock) | | | 220,075,673 | |
| | | | | | |
| | | | | 752,836,443 | |
|
Health Care Technology 0.5% | |
3,416,539 | | Allscripts Healthcare Solutions, Inc.* | | | 50,479,364 | |
|
Hotels, Restaurants & Leisure 2.1% | |
1,841,085 | | Norwegian Cruise Line Holdings Ltd.*(a) | | | 61,326,541 | |
1,853,799 | | Starwood Hotels & Resorts Worldwide, Inc. | | | 156,720,168 | |
| | | | | | |
| | | | | 218,046,709 | |
|
Household Products 1.0% | |
1,505,672 | | Church & Dwight Co., Inc. | | | 102,747,057 | |
|
Independent Power & Renewable Electricity Producers 0.5% | |
1,339,813 | | Abengoa Yield PLC (United Kingdom)* | | | 53,739,899 | |
|
Insurance 1.1% | |
2,381,429 | | W.R. Berkley Corp. | | | 115,142,092 | |
|
Internet & Catalog Retail 0.6% | |
594,156 | | TripAdvisor, Inc.*(a) | | | 58,874,918 | |
|
Internet Software & Services 1.0% | |
452,755 | | LinkedIn Corp. (Class A Stock)* | | | 102,209,441 | |
|
IT Services 1.7% | |
5,604,191 | | Vantiv, Inc. (Class A Stock)* | | | 175,299,095 | |
|
Life Sciences Tools & Services 1.8% | |
1,446,068 | | Agilent Technologies, Inc. | | | 82,657,247 | |
551,788 | | Illumina, Inc.*(a) | | | 98,968,696 | |
| | | | | | |
| | | | | 181,625,943 | |
|
Machinery 3.3% | |
1,680,245 | | Flowserve Corp. | | | 127,513,793 | |
1,437,149 | | IDEX Corp. | | | 110,574,244 | |
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 15 | |
Portfolio of Investments
as of August 31, 2014 continued
| | | | | | |
Shares | | Description | | Value (Note 1) | |
COMMON STOCKS (Continued) | | | | |
| |
Machinery (cont’d.) | | | | |
1,198,797 | | Pall Corp. | | $ | 101,142,503 | |
| | | | | | |
| | | | | 339,230,540 | |
|
Metals & Mining 1.1% | |
1,616,732 | | Reliance Steel & Aluminum Co. | | | 113,041,901 | |
|
Multiline Retail 1.7% | |
3,311,891 | | Dollar Tree, Inc.* | | | 177,600,155 | |
|
Oil, Gas & Consumable Fuels 5.5% | |
1,201,267 | | Concho Resources, Inc.* | | | 170,627,965 | |
7,307,005 | | Denbury Resources, Inc. | | | 125,826,626 | |
1,251,584 | | Laredo Petroleum, Inc.* | | | 29,587,446 | |
1,021,139 | | Marathon Petroleum Corp. | | | 92,933,860 | |
1,963,809 | | Noble Energy, Inc. | | | 141,669,181 | |
| | | | | | |
| | | | | 560,645,078 | |
|
Pharmaceuticals 2.3% | |
483,678 | | Actavis PLC* | | | 109,785,233 | |
343,859 | | Jazz Pharmaceuticals PLC* | | | 56,021,508 | |
494,530 | | Perrigo Co. PLC | | | 73,556,392 | |
| | | | | | |
| | | | | 239,363,133 | |
|
Professional Services 2.8% | |
1,324,854 | | IHS, Inc. (Class A Stock)* | | | 188,751,949 | |
913,246 | | Towers Watson & Co. (Class A Stock) | | | 100,119,159 | |
| | | | | | |
| | | | | 288,871,108 | |
|
Real Estate Investment Trusts (REITs) 3.7% | |
2,766,627 | | Crown Castle International Corp. | | | 219,974,513 | |
7,199,276 | | MFA Financial, Inc. | | | 60,761,889 | |
3,980,441 | | Starwood Property Trust, Inc. | | | 94,933,518 | |
| | | | | | |
| | | | | 375,669,920 | |
|
Real Estate Management & Development 0.5% | |
1,468,764 | | CBRE Group, Inc. (Class A Stock)* | | | 46,677,320 | |
|
Road & Rail 0.8% | |
113,513 | | Genesee & Wyoming, Inc. (Class A Stock)* | | | 11,161,733 | |
See Notes to Financial Statements.
| | | | | | |
Shares | | Description | | Value (Note 1) | |
COMMON STOCKS (Continued) | | | | |
| |
Road & Rail (cont’d.) | | | | |
1,039,224 | | Old Dominion Freight Line, Inc.* | | $ | 69,285,064 | |
| | | | | | |
| | | | | 80,446,797 | |
|
Semiconductors & Semiconductor Equipment 2.2% | |
957,454 | | Analog Devices, Inc. | | | 48,945,048 | |
2,229,465 | | Applied Materials, Inc. | | | 51,511,789 | |
2,866,748 | | Xilinx, Inc. | | | 121,120,103 | |
| | | | | | |
| | | | | 221,576,940 | |
|
Software 11.7% | |
6,112,620 | | Activision Blizzard, Inc. | | | 143,891,075 | |
1,699,450 | | Adobe Systems, Inc.* | | | 122,190,455 | |
2,119,948 | | Check Point Software Technologies Ltd. (Israel)*(a) | | | 150,558,707 | |
474,216 | | Concur Technologies, Inc.*(a) | | | 47,601,802 | |
5,483,943 | | Electronic Arts, Inc.* | | | 207,512,403 | |
1,646,059 | | Intuit, Inc. | | | 136,919,188 | |
2,734,308 | | Red Hat, Inc.* | | | 166,574,043 | |
1,515,512 | | ServiceNow, Inc.*(a) | | | 92,643,249 | |
1,470,934 | | Splunk, Inc.*(a) | | | 79,356,889 | |
331,622 | | Ultimate Software Group, Inc. (The)*(a) | | | 48,745,118 | |
| | | | | | |
| | | | | 1,195,992,929 | |
|
Specialty Retail 7.4% | |
2,454,934 | | GNC Holdings, Inc. (Class A Stock) | | | 93,164,745 | |
1,981,096 | | L Brands, Inc. | | | 126,492,980 | |
968,304 | | O’Reilly Automotive, Inc.* | | | 151,036,058 | |
1,956,157 | | Ross Stores, Inc. | | | 147,533,361 | |
647,213 | | Signet Jewelers Ltd. | | | 76,286,996 | |
680,928 | | Tiffany & Co. | | | 68,732,873 | |
934,168 | | Ulta Salon Cosmetics & Fragrance, Inc.* | | | 90,903,888 | |
| | | | | | |
| | | | | 754,150,901 | |
|
Technology Hardware, Storage & Peripherals 0.9% | |
956,662 | | SanDisk Corp. | | | 93,714,610 | |
|
Textiles, Apparel & Luxury Goods 2.0% | |
2,446,387 | | Burberry Group PLC (United Kingdom) | | | 57,789,959 | |
1,122,362 | | Kate Spade & Co.* | | | 36,297,187 | |
904,097 | | PVH Corp. | | | 105,544,284 | |
| | | | | | |
| | | | | 199,631,430 | |
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 17 | |
Portfolio of Investments
as of August 31, 2014 continued
| | | | | | |
Shares | | Description | | Value (Note 1) | |
COMMON STOCKS (Continued) | | | | |
|
Trading Companies & Distributors 1.0% | |
1,182,753 | | WESCO International, Inc.*(a) | | $ | 99,339,424 | |
|
Wireless Telecommunication Services 2.7% | |
2,518,021 | | SBA Communications Corp. (Class A Stock)*(a) | | | 277,712,536 | |
| | | | | | |
| | TOTAL LONG-TERM INVESTMENTS (cost $6,946,220,167) | | | 9,781,963,160 | |
| | | | | | |
|
SHORT-TERM INVESTMENT 9.0% | |
|
AFFILIATED MONEY MARKET MUTUAL FUND | |
922,288,643 | | Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund (cost $922,288,643; includes $477,151,601 of cash collateral for securities on loan)(Note 3)(b)(c) | | | 922,288,643 | |
| | | | | | |
| | TOTAL INVESTMENTS 104.7% (cost $7,868,508,810; Note 5) | | | 10,704,251,803 | |
| | Liabilities in excess of other assets (4.7%) | | | (480,261,172 | ) |
| | | | | | |
| | NET ASSETS 100.0% | | $ | 10,223,990,631 | |
| | | | | | |
* | Non-income producing security. |
(a) | All or a portion of security is on loan. The aggregate market value of such securities, including those sold and pending settlement, is $471,029,033; cash collateral of $477,151,601 (included in liabilities) was received with which the Fund purchased highly liquid short-term investments. Securities on loan are subject to contractual netting arrangements. Cash collateral is less than 102% of the market value of securities loaned due to significant market increases on the last business day of the reporting period. Collateral was subsequently received on the following business day and the Fund remained in compliance. |
(b) | Prudential Investments LLC, the manager of the Fund, also serves as manager of the Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund. |
(c) | Represents security, or a portion thereof, purchased with cash collateral received for securities on loan. |
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1—quoted prices generally in active markets for identical securities.
Level 2—other significant observable inputs including, but not limited to, quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates, and amortized cost.
See Notes to Financial Statements.
Level 3—significant unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.
The following is a summary of the inputs used as of August 31, 2014 in valuing such portfolio securities:
| | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | |
Investments in Securities | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | |
Airlines | | $ | 142,482,400 | | | $ | — | | | $ | — | |
Auto Components | | | 70,649,723 | | | | — | | | | — | |
Banks | | | 97,453,690 | | | | — | | | | — | |
Beverages | | | 53,988,920 | | | | — | | | | — | |
Biotechnology | | | 315,153,089 | | | | — | | | | — | |
Capital Markets | | | 126,960,365 | | | | — | | | | — | |
Chemicals | | | 483,643,331 | | | | — | | | | — | |
Commercial Services & Supplies | | | 220,991,929 | | | | — | | | | — | |
Communications Equipment | | | 90,376,913 | | | | — | | | | — | |
Construction & Engineering | | | 99,868,172 | | | | — | | | | — | |
Electrical Equipment | | | 331,732,130 | | | | — | | | | — | |
Electronic Equipment, Instruments & Components | | | 174,579,391 | | | | — | | | | — | |
Energy Equipment & Services | | | 191,410,503 | | | | — | | | | — | |
Food & Staples Retailing | | | 164,267,169 | | | | — | | | | — | |
Food Products | | | 247,181,598 | | | | — | | | | — | |
Health Care Equipment & Supplies | | | 96,558,154 | | | | — | | | | — | |
Health Care Providers & Services | | | 752,836,443 | | | | — | | | | — | |
Health Care Technology | | | 50,479,364 | | | | — | | | | — | |
Hotels, Restaurants & Leisure | | | 218,046,709 | | | | — | | | | — | |
Household Products | | | 102,747,057 | | | | — | | | | — | |
Independent Power & Renewable Electricity Producers | | | 53,739,899 | | | | — | | | | — | |
Insurance | | | 115,142,092 | | | | — | | | | — | |
Internet & Catalog Retail | | | 58,874,918 | | | | — | | | | — | |
Internet Software & Services | | | 102,209,441 | | | | — | | | | — | |
IT Services | | | 175,299,095 | | | | — | | | | — | |
Life Sciences Tools & Services | | | 181,625,943 | | | | — | | | | — | |
Machinery | | | 339,230,540 | | | | — | | | | — | |
Metals & Mining | | | 113,041,901 | | | | — | | | | — | |
Multiline Retail | | | 177,600,155 | | | | — | | | | — | |
Oil, Gas & Consumable Fuels | | | 560,645,078 | | | | — | | | | — | |
Pharmaceuticals | | | 239,363,133 | | | | — | | | | — | |
Professional Services | | | 288,871,108 | | | | — | | | | — | |
Real Estate Investment Trusts (REITs) | | | 375,669,920 | | | | — | | | | — | |
Real Estate Management & Development | | | 46,677,320 | | | | — | | | | — | |
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 19 | |
Portfolio of Investments
as of August 31, 2014 continued
| | | | | | | | | | | | |
| | Level 1 | | | Level 2 | | | Level 3 | |
Common Stocks (continued) | | | | | |
Road & Rail | | $ | 80,446,797 | | | $ | — | | | $ | — | |
Semiconductors & Semiconductor Equipment | | | 221,576,940 | | | | — | | | | — | |
Software | | | 1,195,992,929 | | | | — | | | | — | |
Specialty Retail | | | 754,150,901 | | | | — | | | | — | |
Technology Hardware, Storage & Peripherals | | | 93,714,610 | | | | — | | | | — | |
Textiles, Apparel & Luxury Goods | | | 141,841,471 | | | | 57,789,959 | | | | — | |
Trading Companies & Distributors | | | 99,339,424 | | | | — | | | | — | |
Wireless Telecommunication Services | | | 277,712,536 | | | | — | | | | — | |
Affiliated Money Market Mutual Fund | | | 922,288,643 | | | | — | | | | — | |
| | | | | | | | | | | | |
Total | | $ | 10,646,461,844 | | | $ | 57,789,959 | | | $ | — | |
| | | | | | | | | | | | |
The industry classification of investments and liabilities in excess of other assets shown as a percentage of net assets as of August 31, 2014 was as follows (Unaudited):
| | | | |
Software | | | 11.7 | % |
Affiliated Money Market Mutual Fund (including 4.7% of collateral for securities on loan) | | | 9.0 | |
Specialty Retail | | | 7.4 | |
Health Care Providers & Services | | | 7.4 | |
Oil, Gas & Consumable Fuels | | | 5.5 | |
Chemicals | | | 4.7 | |
Real Estate Investment Trusts (REITs) | | | 3.7 | |
Machinery | | | 3.3 | |
Electrical Equipment | | | 3.2 | |
Biotechnology | | | 3.1 | |
Professional Services | | | 2.8 | |
Wireless Telecommunication Services | | | 2.7 | |
Food Products | | | 2.4 | |
Pharmaceuticals | | | 2.3 | |
Semiconductors & Semiconductor Equipment | | | 2.2 | |
Commercial Services & Supplies | | | 2.2 | |
Hotels, Restaurants & Leisure | | | 2.1 | |
Textiles, Apparel & Luxury Goods | | | 2.0 | |
Energy Equipment & Services | | | 1.9 | |
Life Sciences Tools & Services | | | 1.8 | |
Multiline Retail | | | 1.7 | |
IT Services | | | 1.7 | |
Electronic Equipment, Instruments & Components | | | 1.7 | |
Food & Staples Retailing | | | 1.6 | % |
Airlines | | | 1.4 | |
Capital Markets | | | 1.2 | |
Insurance | | | 1.1 | |
Metals & Mining | | | 1.1 | |
Household Products | | | 1.0 | |
Internet Software & Services | | | 1.0 | |
Construction & Engineering | | | 1.0 | |
Trading Companies & Distributors | | | 1.0 | |
Banks | | | 1.0 | |
Health Care Equipment & Supplies | | | 0.9 | |
Technology Hardware, Storage & Peripherals | | | 0.9 | |
Communications Equipment | | | 0.9 | |
Road & Rail | | | 0.8 | |
Auto Components | | | 0.7 | |
Internet & Catalog Retail | | | 0.6 | |
Beverages | | | 0.5 | |
Independent Power & Renewable Electricity Producers | | | 0.5 | |
Health Care Technology | | | 0.5 | |
Real Estate Management & Development | | | 0.5 | |
| | | | |
| | | 104.7 | |
Liabilities in excess of other assets | | | (4.7 | ) |
| | | | |
| | | 100.0 | % |
| | | | |
See Notes to Financial Statements.
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PRUDENTIAL INVESTMENTS»MUTUAL FUNDS
FINANCIAL STATEMENTS
ANNUAL REPORT · AUGUST 31, 2014
Prudential Jennison Mid-Cap Growth Fund, Inc.
Statement of Assets & Liabilities
as of August 31, 2014
| | | | |
Assets | | | | |
Investments at value, including securities on loan of $471,029,033: | | | | |
Unaffiliated Investments (cost $6,946,220,167) | | $ | 9,781,963,160 | |
Affiliated Investments (cost $922,288,643) | | | 922,288,643 | |
Receivable for Fund shares sold | | | 14,068,525 | |
Receivable for investments sold | | | 10,013,585 | |
Dividends receivable | | | 3,825,103 | |
Prepaid expenses | | | 122,037 | |
| | | | |
Total assets | | | 10,732,281,053 | |
| | | | |
| |
Liabilities | | | | |
Payable to broker for collateral for securities on loan | | | 477,151,601 | |
Payable for Fund shares reacquired | | | 21,562,836 | |
Management fee payable | | | 4,693,183 | |
Accrued expenses | | | 2,764,185 | |
Distribution fee payable | | | 1,308,443 | |
Affiliated transfer agent fee payable | | | 480,214 | |
Payable to custodian | | | 328,441 | |
Deferred trustees’ fees | | | 1,519 | |
| | | | |
Total liabilities | | | 508,290,422 | |
| | | | |
| |
Net Assets | | $ | 10,223,990,631 | |
| | | | |
| | | | |
Net assets were comprised of: | | | | |
Common stock, at par | | $ | 244,720 | |
Paid-in capital in excess of par | | | 6,705,360,800 | |
| | | | |
| | | 6,705,605,520 | |
Undistributed net investment income | | | 4,441,812 | |
Accumulated net realized gain on investment and foreign currency transactions | | | 678,200,306 | |
Net unrealized appreciation on investments and foreign currencies | | | 2,835,742,993 | |
| | | | |
Net assets, August 31, 2014 | | $ | 10,223,990,631 | |
| | | | |
See Notes to Financial Statements.
| | | | |
Class A | | | | |
Net asset value and redemption price per share ($3,760,224,243 ÷ 91,837,458 shares of common stock issued and outstanding) | | $ | 40.94 | |
Maximum sales charge (5.50% of offering price) | | | 2.38 | |
| | | | |
Maximum offering price to public | | $ | 43.32 | |
| | | | |
| |
Class B | | | | |
Net asset value, offering price and redemption price per share ($39,784,461 ÷ 1,120,463 shares of common stock issued and outstanding) | | $ | 35.51 | |
| | | | |
| |
Class C | | | | |
Net asset value, offering price and redemption price per share ($215,598,629 ÷ 6,070,935 shares of common stock issued and outstanding) | | $ | 35.51 | |
| | | | |
| |
Class Q | | | | |
Net asset value, offering price and redemption price per share ($676,207,591 ÷ 15,767,719 shares of common stock issued and outstanding) | | $ | 42.89 | |
| | | | |
| |
Class R | | | | |
Net asset value, offering price and redemption price per share ($375,173,921 ÷ 9,324,608 shares of common stock issued and outstanding) | | $ | 40.23 | |
| | | | |
| |
Class Z | | | | |
Net asset value, offering price and redemption price per share ($5,157,001,786 ÷ 120,598,648 shares of common stock issued and outstanding) | | $ | 42.76 | |
| | | | |
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 23 | |
Statement of Operations
Year Ended August 31, 2014
| | | | |
Net Investment Income | | | | |
Income | | | | |
Unaffiliated dividend income (net of foreign withholding taxes of $266,012) | | $ | 91,436,360 | |
Affiliated income from securities loaned, net | | | 1,968,292 | |
Affiliated dividend income | | | 379,691 | |
| | | | |
Total income | | | 93,784,343 | |
| | | | |
| |
Expenses | | | | |
Management fee | | | 54,534,485 | |
Distribution fee—Class A | | | 11,278,824 | |
Distribution fee—Class B | | | 411,582 | |
Distribution fee—Class C | | | 2,201,729 | |
Distribution fee—Class R | | | 2,872,741 | |
Distribution fee—Class X | | | 1,252 | |
Transfer agent’s fees and expenses (including affiliated expense of $2,735,000) | | | 16,643,000 | |
Custodian’s fees and expenses | | | 927,000 | |
Shareholders’ reports | | | 660,000 | |
Trustees’ fees | | | 236,000 | |
Registration fees | | | 230,000 | |
Insurance expenses | | | 127,000 | |
Legal fees and expenses | | | 75,000 | |
Audit fee | | | 22,000 | |
Miscellaneous | | | 49,728 | |
| | | | |
Total expenses | | | 90,270,341 | |
Less: Distribution fee waiver—Class R | | | (957,580 | ) |
| | | | |
Net expenses | | | 89,312,761 | |
| | | | |
Net investment income | | | 4,471,582 | |
| | | | |
|
Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions | |
Net realized gain (loss) on: | | | | |
Investment transactions | | | 762,846,730 | |
Foreign currency transactions | | | (27,804 | ) |
| | | | |
| | | 762,818,926 | |
| | | | |
Net change in unrealized appreciation (depreciation) on investments | | | 879,421,194 | |
| | | | |
Net gain on investment and foreign currency transactions | | | 1,642,240,120 | |
| | | | |
Net Increase In Net Assets Resulting From Operations | | $ | 1,646,711,702 | |
| | | | |
See Notes to Financial Statements.
Statement of Changes in Net Assets
| | | | | | | | |
| | Year Ended August 31, | |
| | 2014 | | | 2013 | |
Increase (Decrease) In Net Assets | | | | | | | | |
Operations | | | | | | | | |
Net investment income | | $ | 4,471,582 | | | $ | 15,088,252 | |
Net realized gain on investment and foreign currency transactions | | | 762,818,926 | | | | 222,082,965 | |
Net change in unrealized appreciation (depreciation) on investments | | | 879,421,194 | | | | 954,005,992 | |
| | | | | | | | |
Net increase in net assets resulting from operations | | | 1,646,711,702 | | | | 1,191,177,209 | |
| | | | | | | | |
| | |
Dividends and Distributions (Note 1) | | | | | | | | |
Dividends from net investment income | | | | | | | | |
Class A | | | — | | | | (3,754,933 | ) |
Class Q | | | — | | | | (1,990,073 | ) |
Class Z | | | — | | | | (11,252,993 | ) |
| | | | | | | | |
| | | — | | | | (16,997,999 | ) |
| | | | | | | | |
Distributions from net realized gains | | | | | | | | |
Class A | | | (96,544,258 | ) | | | (85,775,256 | ) |
Class B | | | (1,222,033 | ) | | | (1,252,236 | ) |
Class C | | | (6,572,967 | ) | | | (5,496,853 | ) |
Class Q | | | (13,270,414 | ) | | | (10,666,875 | ) |
Class R | | | (10,212,398 | ) | | | (8,745,603 | ) |
Class X | | | (6,197 | ) | | | (29,454 | ) |
Class Z | | | (117,237,338 | ) | | | (85,323,447 | ) |
| | | | | | | | |
| | | (245,065,605 | ) | | | (197,289,724 | ) |
| | | | | | | | |
| | |
Fund share transactions (Net of share conversions) (Note 6) | | | | | | | | |
Net proceeds from shares sold | | | 1,905,131,395 | | | | 4,446,547,548 | |
Net asset value of shares issued in reinvestment of dividends and distributions | | | 206,711,283 | | | | 182,240,194 | |
Cost of shares reacquired | | | (2,272,771,694 | ) | | | (2,306,617,976 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from Fund share transactions | | | (160,929,016 | ) | | | 2,322,169,766 | |
| | | | | | | | |
Total increase | | | 1,240,717,081 | | | | 3,299,059,252 | |
| | |
Net Assets: | | | | | | | | |
Beginning of year | | | 8,983,273,550 | | | | 5,684,214,298 | |
| | | | | | | | |
End of year(a) | | $ | 10,223,990,631 | | | $ | 8,983,273,550 | |
| | | | | | | | |
(a) Includes undistributed net investment income of: | | $ | 4,441,812 | | | $ | 5,095,693 | |
| | | | | | | | |
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 25 | |
Notes to Financial Statements
Prudential Jennison Mid-Cap Growth Fund, Inc. (the “Fund”) is a diversified, open-end management investment company, registered under the Investment Company Act of 1940, as amended (“1940 Act”). The Fund’s investment objective is to achieve long-term capital appreciation.
Note 1. Accounting Policies
The following accounting policies conform to U.S. generally accepted accounting principles. The Fund consistently follows such policies in the preparation of its financial statements.
Securities Valuation: The Fund holds securities and other assets that are fair valued at the close of each day the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Board of Directors (the “Board”) has adopted Valuation Procedures for security valuation under which fair valuation responsibilities have been delegated to Prudential Investments LLC (“PI” or “Manager”). Under the current Valuation Procedures, the established Valuation Committee is responsible for supervising the valuation of portfolio securities and other assets. The Valuation Procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. A record of the Valuation Committee’s actions is subject to the Board’s review, approval, and ratification at its next regularly-scheduled quarterly meeting.
Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the table following the Portfolio of Investments.
Common and preferred stocks, exchange-traded funds, and derivative instruments that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 in the fair value hierarchy except for exchange-traded and cleared swaps which are classified as Level 2 in the fair value hierarchy, as the prices marked at the official settle are not public.
In the event that no sale or official closing price on valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in the fair value hierarchy, as the inputs are observable and considered to be significant to the valuation.
Common and preferred stocks traded on foreign securities exchanges are valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 in the fair value hierarchy, as the adjustment factors are observable and considered to be significant to the valuation. Securities not valued using such model prices are valued in accordance with exchange-traded common and preferred stocks discussed above.
Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 in the fair value hierarchy since they may be purchased or sold at their net asset values on the date of valuation.
Over-the-counter derivative instruments are generally valued using pricing vendor services, which derive the valuation based on inputs such as underlying asset prices, indices, spreads, interest rates, and exchange rates. These instruments are categorized as Level 2 in the fair value hierarchy.
Securities and other assets that cannot be priced according to the methods described above are valued based on pricing methodologies approved by the Board. In the event that significant unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in the fair value hierarchy.
When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the investment adviser regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other mutual funds to calculate their net asset values.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 27 | |
Notes to Financial Statements
continued
Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:
(i) market value of investment securities, other assets and liabilities—at the current rates of exchange;
(ii) purchases and sales of investment securities, income and expenses—at the rates of exchange prevailing on the respective dates of such transactions.
Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, the Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities held at the end of the period. Similarly, the Fund does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, these realized foreign currency gains or losses are included in the reported net realized gains or losses on investment transactions.
Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from holdings of foreign currencies, forward currency contracts, disposition of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currencies.
Master Netting Arrangements: The Fund is subject to various Master Agreements, or netting arrangements, with select counterparties. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Fund to cover the Fund’s exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. The right to set-off exists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the
right to set-off the amount owed with the amount owed by the other party, the reporting party intends to set-off and the right of set-off is enforceable by law. During the reporting period, there were no instances where the right of set-off existed and management has not elected to offset.
Securities Lending: The Fund may lend its portfolio securities to banks and broker-dealers. The loans are secured by collateral at least equal to the market value of the securities loaned. Collateral pledged by each borrower is invested in a highly liquid short-term money market fund and is marked to market daily, based on the previous day’s market value, such that the value of the collateral exceeds the value of the loaned securities. Loans are subject to termination at the option of the borrower or the Fund. Upon termination of the loan, the borrower will return to the Fund securities identical to the loaned securities. Should the borrower of the securities fail financially, the Fund has the right to repurchase the securities in the open market using the collateral. The Fund recognizes income, net of any rebate and securities lending agent fees, for lending its securities, and any interest on the investment of cash received as collateral. The Fund also continues to receive interest and dividends or amounts equivalent thereto, on the securities loaned and recognizes any unrealized gain or loss in the market price of the securities loaned that may occur during the term of the loan.
REITs: The Fund invests in real estate investment trusts (“REITs”), which report information on the source of their distributions annually. Based on current and historical information, a portion of distributions received from REITs during the period is estimated to be dividend income, capital gain or return of capital and recorded accordingly. These estimates are adjusted periodically when the actual source of distributions is disclosed by the REITs.
Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains or losses from investment and currency transactions are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis. Expenses are recorded on the accrual basis, which may require the use of certain estimates by management that may differ from actual.
Net investment income or loss (other than distribution fees which are charged directly to the respective class and transfer agency fees specific to Class Q shares which are charged to that share class) and unrealized and realized gains or losses are allocated daily to each class of shares based upon the relative proportion of adjusted net assets of each class at the beginning of the day.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 29 | |
Notes to Financial Statements
continued
Dividends and Distributions: The Fund expects to pay dividends from net investment income and distributions from net realized capital gains, if any, annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. Permanent book/tax differences relating to income and gains are reclassified amongst undistributed net investment income, accumulated net realized gain or loss and paid-in capital in excess of par, as appropriate.
Taxes: It is the Fund’s policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required.
Estimates: The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
Note 2. Agreements
The Fund has a management agreement with PI. Pursuant to this agreement, PI has responsibility for all investment advisory services and supervises the subadvisor’s performance of such services. PI has entered into a subadvisory agreement with Jennison Associates LLC (“Jennison”). The subadvisory agreement provides that Jennison furnishes investment advisory services in connection with the management of the Fund. In connection therewith, Jennison is obligated to keep certain books and records of the Fund. PI pays for the services of Jennison, the cost of compensation of officers, occupancy and certain clerical and bookkeeping costs of the Fund. The Fund bears all other costs and expenses.
The management fee paid to PI is accrued daily and payable monthly, at an annual rate of .60% of the Fund’s average daily net assets up to $1 billion and .55% of the average daily net assets in excess of $1 billion. The effective management fee rate was .56% for the year ended August 31, 2014.
The Fund has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”) and Prudential Annuities Distributors, Inc. (“PAD”). PIMS and
PAD are both affiliates of PI and indirect, wholly-owned subsidiaries of Prudential. PIMS serves as the distributor of the Fund’s Class A, Class B, Class C, Class R and Class Z shares. PIMS, together with PAD, serves as co-distributor of the Fund’s Class X shares. The Fund has adopted a separate Distribution and Service plan (each a “Plan” and collectively the “Plans”) for Class A, B, C, Q, R, X and Z shares of the Fund in accordance with Rule 12b-1 of the 1940 Act, as amended. No distribution or service fees are paid to PIMS as distributor of the Class Q and Class Z shares of the Fund.
Under the Plans, the Fund compensates PIMS and PAD distribution and service fees at an annual rate of up to .30%, 1%, 1%, .75% and 1% of the average daily net assets of the Class A, B, C, R and X shares, respectively. PIMS contractually agreed to limit such fees to .50% of the average daily net assets of Class R shares through December 31, 2014.
PIMS has advised the Fund that it has received $206,262 in front-end sales charges resulting from sales of Class A shares during the year ended August 31, 2014. From these fees, PIMS paid such sales charges to affiliated broker-dealers, which in turn paid commissions to salespersons and incurred other distribution costs.
PIMS has advised the Fund that for the year ended August 31, 2014, it received $2,861, $44,892 and $13,375 in contingent deferred sales charges imposed upon redemptions by certain Class A, Class B and Class C shareholders, respectively.
PI, PIMS, PAD and Jennison are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).
Note 3. Other Transactions with Affiliates
Prudential Mutual Fund Services LLC (“PMFS”), an affiliate of PI and an indirect, wholly-owned subsidiary of Prudential, serves as the Fund’s transfer agent. Transfer agent’s fees and expenses in the Statement of Operations include certain out-of-pocket expenses paid to non-affiliates, where applicable.
Prudential Investment Management, Inc., (“PIM”), an indirect, wholly-owned subsidiary of Prudential, is the Fund’s securities lending agent. For the year ended August 31, 2014, PIM has been compensated approximately $588,000 for these services.
The Fund invests in the Prudential Core Taxable Money Market Fund (the “Core Fund”), a portfolio of Prudential Investment Portfolios 2, registered under the 1940 Act and managed by PI. Earnings from the Core Fund are disclosed on the Statement of Operations as affiliated dividend income.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 31 | |
Notes to Financial Statements
continued
Note 4. Portfolio Securities
Purchases and sales of investment securities, other than short-term investments, for the year ended August 31, 2014, were $4,041,157,928 and $4,715,163,810, respectively.
Note 5. Distributions and Tax Information
Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. In order to present undistributed net investment income, accumulated net realized gain on investment and foreign currency transactions and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to undistributed net investment income and accumulated net realized gain on investment and foreign currency transactions. For the year ended August 31, 2014, the adjustments were to decrease undistributed net investment income and increase accumulated net realized gain on investment and foreign currency transactions by $5,125,463 due to foreign currency transactions and other book to tax differences. Net investment income, net realized gain (loss) on investment and foreign currency transactions and net assets were not affected by this change.
For the years ended August 31, 2014 and August 31, 2013, the tax character of dividends paid by the Fund were $81,915,235 and $26,642,713 of ordinary income and $163,150,370 and $187,645,010 of long-term capital gains.
As of August 31, 2014, the accumulated undistributed earnings on a tax basis were $105,488,787 of ordinary income and $614,789,696 of long-term capital gains. This differs from the amount shown on the Statement of Assets and Liabilities primarily due to cumulative timing differences between financial and tax reporting.
The United States federal income tax basis of the Fund’s investments and the net unrealized appreciation as of August 31, 2014 were as follows:
| | | | | | |
Tax Basis | | Appreciation | | Depreciation | | Net Unrealized Appreciation |
$7,899,901,927 | | $2,889,882,570 | | $(85,532,694) | | $2,804,349,876 |
The difference between book basis and tax basis was primarily attributable to deferred losses on wash sales.
Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), the Fund is permitted to carryforward capital losses realized on or after September 1, 2011 (“post-enactment losses”) for an unlimited period. Post-enactment losses are required to be utilized before the utilization of losses incurred prior to the effective date of the Act. As a result of this ordering rule, capital loss carryforwards related to taxable years ending before August 31, 2012 (“pre-enactment losses”) may have an increased likelihood to expire unused. The Fund utilized approximately $3,121,000 of its pre-enactment losses to offset net taxable gains realized in the fiscal year ended August 31, 2014. As of August 31, 2014, the pre and post-enactment losses were approximately:
| | | | |
Post-Enactment Losses: | | $ | 0 | |
| | | | |
Pre-Enactment Losses: | | | | |
Expiring 2016 | | $ | 6,242,000 | |
| | | | |
A portion of the capital loss carryforward was assumed by the Fund as a result of an acquisition. Realization of such loss is limited in accordance with federal tax regulations.
Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years and has concluded that no provision for income tax is required in the Fund’s financial statements for the current reporting period. The Fund’s federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.
Note 6. Capital
The Fund offers Class A, Class B, Class C, Class Q, Class R, and Class Z shares. Class A shares are sold with a front-end sales charge of up to 5.50%. All investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (“CDSC”) of 1%. Class B shares are sold with a CDSC which declines from 5% to zero depending on the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately seven years after purchase. Class B shares are closed to new purchases. Class C shares are sold with a CDSC of 1% on shares redeemed within the first 12 months of purchase. As of April 11, 2014, the last conversion of Class X shares to Class A shares
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 33 | |
Notes to Financial Statements
continued
was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale. Class Q, Class R and Class Z shares are not subject to any sales or redemption charge and are offered exclusively for sale to a limited group of investors. On or about the close of business on April 8, 2013, the Fund was closed to new investors.
Under certain circumstances, an exchange may be made from specified share classes of the Fund to one or more other share classes of the Fund as presented in the table of transactions in shares of common stock.
There are 2 billion shares of $.001 par value common stock authorized divided into eight classes, designated Class A, Class B, Class C, Class M, Class Q, Class R, Class X and Class Z, which consists of 825 million, 300 million, 300 million, 25 million, 200 million, 100 million, 25 million and 225 million authorized shares, respectively.
Transactions in shares of common stock were as follows:
| | | | | | | | |
Class A | | Shares | | | Amount | |
Year ended August 31, 2014: | | | | | | | | |
Shares sold | | | 15,896,647 | | | $ | 613,773,490 | |
Shares issued in reinvestment of dividends and distributions | | | 2,197,646 | | | | 82,109,809 | |
Shares reacquired | | | (22,850,642 | ) | | | (884,273,176 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | (4,756,349 | ) | | | (188,389,877 | ) |
Shares issued upon conversion from Class B, Class C, Class R, Class X and Class Z | | | 232,290 | | | | 8,986,410 | |
Shares reacquired upon conversion into Class Q and Class Z | | | (2,700,190 | ) | | | (106,777,517 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | (7,224,249 | ) | | $ | (286,180,984 | ) |
| | | | | | | | |
Year ended August 31, 2013: | | | | | | | | |
Shares sold | | | 51,280,049 | | | $ | 1,663,317,612 | |
Shares issued in reinvestment of dividends and distributions | | | 2,516,988 | | | | 77,583,906 | |
Shares reacquired | | | (27,357,090 | ) | | | (922,437,642 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | 26,439,947 | | | | 818,463,876 | |
Shares issued upon conversion from Class B, Class C, Class X and Class Z | | | 322,757 | | | | 10,664,778 | |
Shares reacquired upon conversion into Class Z | | | (1,081,926 | ) | | | (36,166,334 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 25,680,778 | | | $ | 792,962,320 | |
| | | | | | | | |
| | | | | | | | |
Class B | | Shares | | | Amount | |
Year ended August 31, 2014: | | | | | | | | |
Shares sold | | | 51,731 | | | $ | 1,728,503 | |
Shares issued in reinvestment of dividends and distributions | | | 35,028 | | | | 1,143,670 | |
Shares reacquired | | | (137,942 | ) | | | (4,649,233 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | (51,183 | ) | | | (1,777,060 | ) |
Shares reacquired upon conversion into Class A | | | (135,817 | ) | | | (4,576,051 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | (187,000 | ) | | $ | (6,353,111 | ) |
| | | | | | | | |
Year ended August 31, 2013: | | | | | | | | |
Shares sold | | | 265,007 | | | $ | 7,656,683 | |
Shares issued in reinvestment of dividends and distributions | | | 43,313 | | | | 1,175,098 | |
Shares reacquired | | | (149,731 | ) | | | (4,373,397 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | 158,589 | | | | 4,458,384 | |
Shares reacquired upon conversion into Class A | | | (218,870 | ) | | | (6,372,180 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | (60,281 | ) | | $ | (1,913,796 | ) |
| | | | | | | | |
Class C | | | | | | |
Year ended August 31, 2014: | | | | | | | | |
Shares sold | | | 261,918 | | | $ | 8,761,934 | |
Shares issued in reinvestment of dividends and distributions | | | 148,325 | | | | 4,844,285 | |
Shares reacquired | | | (991,395 | ) | | | (33,464,579 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | (581,152 | ) | | | (19,858,360 | ) |
Shares issued upon conversion from Class Z | | | 838 | | | | 29,195 | |
Shares reacquired upon conversion into Class A and Class Z | | | (172,073 | ) | | | (5,794,759 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | (752,387 | ) | | $ | (25,623,924 | ) |
| | | | | | | | |
Year ended August 31, 2013: | | | | | | | | |
Shares sold | | | 1,984,466 | | | $ | 57,035,324 | |
Shares issued in reinvestment of dividends and distributions | | | 143,323 | | | | 3,889,782 | |
Shares reacquired | | | (834,270 | ) | | | (24,282,779 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | 1,293,519 | | | | 36,642,327 | |
Shares reacquired upon conversion into Class A and Class Z | | | (94,567 | ) | | | (2,805,900 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 1,198,952 | | | $ | 33,836,427 | |
| | | | | | | | |
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 35 | |
Notes to Financial Statements
continued
| | | | | | | | |
Class Q | | Shares | | | Amount | |
Year ended August 31, 2014: | | | | | | | | |
Shares sold | | | 5,221,274 | | | $ | 212,039,844 | |
Shares issued in reinvestment of dividends and distributions | | | 339,379 | | | | 13,269,722 | |
Shares reacquired | | | (3,018,006 | ) | | | (122,708,820 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | 2,542,647 | | | | 102,600,746 | |
Shares issued upon conversion from Class A and Class Z | | | 259,930 | | | | 10,305,913 | |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 2,802,577 | | | $ | 112,906,659 | |
| | | | | | | | |
Year ended August 31, 2013: | | | | | | | | |
Shares sold | | | 11,453,599 | | | $ | 393,007,071 | |
Shares issued in reinvestment of dividends and distributions | | | 394,128 | | | | 12,610,006 | |
Shares reacquired | | | (8,066,855 | ) | | | (282,548,082 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 3,780,872 | | | $ | 123,068,995 | |
| | | | | | | | |
Class R | | | | | | |
Year ended August 31, 2014: | | | | | | | | |
Shares sold | | | 1,216,631 | | | $ | 46,288,956 | |
Shares issued in reinvestment of dividends and distributions | | | 263,919 | | | | 9,730,705 | |
Shares reacquired | | | (2,702,667 | ) | | | (103,116,750 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | (1,222,117 | ) | | | (47,097,089 | ) |
Shares reacquired upon conversion into Class A and Class Z | | | (29,518 | ) | | | (1,117,210 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | (1,251,635 | ) | | $ | (48,214,299 | ) |
| | | | | | | | |
Year ended August 31, 2013: | | | | | | | | |
Shares sold | | | 3,733,972 | | | $ | 121,150,977 | |
Shares issued in reinvestment of dividends and distributions | | | 270,072 | | | | 8,204,775 | |
Shares reacquired | | | (2,518,639 | ) | | | (82,457,581 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 1,485,405 | | | $ | 46,898,171 | |
| | | | | | | | |
| | | | | | | | |
Class X | | Shares | | | Amount | |
Period ended April 11, 2014*: | | | | | | | | |
Shares sold | | | 21 | | | $ | 733 | |
Shares issued in reinvestment of dividends and distributions | | | 189 | | | | 6,197 | |
Shares reacquired | | | (323 | ) | | | (10,800 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | (113 | ) | | | (3,870 | ) |
Shares reacquired upon conversion into Class A | | | (10,771 | ) | | | (363,374 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | (10,884 | ) | | $ | (367,244 | ) |
| | | | | | | | |
Year ended August 31, 2013: | | | | | | | | |
Shares sold | | | 116 | | | $ | 3,304 | |
Shares issued in reinvestment of dividends and distributions | | | 1,080 | | | | 29,395 | |
Shares reacquired | | | (3,209 | ) | | | (92,980 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | (2,013 | ) | | | (60,281 | ) |
Shares reacquired upon conversion into Class A | | | (25,970 | ) | | | (760,893 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | (27,983 | ) | | $ | (821,174 | ) |
| | | | | | | | |
Class Z | | | | | | |
Year ended August 31, 2014: | | | | | | | | |
Shares sold | | | 25,369,796 | | | $ | 1,022,537,935 | |
Shares issued in reinvestment of dividends and distributions | | | 2,448,320 | | | | 95,606,895 | |
Shares reacquired | | | (27,874,501 | ) | | | (1,124,548,336 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | (56,385 | ) | | | (6,403,506 | ) |
Shares issued upon conversion from Class A, Class C and Class R | | | 2,519,778 | | | | 104,250,133 | |
Shares reacquired upon conversion into Class A, Class C and Class Q | | | (122,187 | ) | | | (4,942,740 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 2,341,206 | | | $ | 92,903,887 | |
| | | | | | | | |
Year ended August 31, 2013: | | | | | | | | |
Shares sold | | | 64,380,954 | | | $ | 2,204,376,577 | |
Shares issued in reinvestment of dividends and distributions | | | 2,460,534 | | | | 78,747,232 | |
Shares reacquired | | | (28,433,150 | ) | | | (990,425,515 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding before conversion | | | 38,408,338 | | | | 1,292,698,294 | |
Shares issued upon conversion from Class A and Class C | | | 1,116,610 | | | | 38,816,752 | |
Shares reacquired upon conversion into Class A | | | (98,082 | ) | | | (3,376,223 | ) |
| | | | | | | | |
Net increase (decrease) in shares outstanding | | | 39,426,866 | | | $ | 1,328,138,823 | |
| | | | | | | | |
* | As of April 11, 2014, the last conversion of Class X shares to Class A shares was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale. |
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 37 | |
Notes to Financial Statements
continued
Note 7. Borrowings
The Fund, along with other affiliated registered investment companies (the “Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The SCA provides for a commitment of $900 million for the period November 5, 2013 through October 8, 2014. The Funds pay an annualized commitment fee of 0.08% on the unused portion of the SCA. Interest on any borrowings under the SCA is paid at contracted market rates. The commitment fee for the unused amount is accrued daily and paid quarterly.
Subsequent to the fiscal year end, the SCA has been renewed effective October 9, 2014 and will continue to provide a commitment of $900 million through October 8, 2015. Effective October 9, 2014, the Funds pay an annualized commitment fee of .075% of the unused portion of the SCA.
The Fund did not utilize the SCA during the year ended August 31, 2014.
Financial Highlights
| | | | | | | | | | | | | | | | | | | | |
Class A Shares | |
| | Year Ended August 31, | |
| | 2014 | | | 2013 | | | 2012 | | | 2011 | | | 2010 | |
Per Share Operating Performance(a): | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, Beginning Of Year | | | $35.49 | | | | $31.58 | | | | $27.44 | | | | $22.31 | | | | $20.24 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income (loss) | | | (.04 | ) | | | .02 | | | | (.01 | ) | | | .06 | | | | - | (e) |
Net realized and unrealized gain on investments | | | 6.49 | | | | 4.85 | | | | 4.32 | | | | 5.07 | | | | 2.08 | |
Total from investment operations | | | 6.45 | | | | 4.87 | | | | 4.31 | | | | 5.13 | | | | 2.08 | |
Less Dividends and Distributions: | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | - | | | | (.04 | ) | | | (.02 | ) | | | - | | | | (.03 | ) |
Distributions from net realized gains | | | (1.00 | ) | | | (.92 | ) | | | (.15 | ) | | | - | | | | - | |
Distributions in excess of net investment income | | | - | | | | - | | | | - | | | | - | | | | (.02 | ) |
Total dividends and distributions | | | (1.00 | ) | | | (.96 | ) | | | (.17 | ) | | | - | | | | (.05 | ) |
Capital Contributions(f) | | | - | | | | - | | | | - | | | | - | (e) | | | .04 | |
Net asset value, end of year | | | $40.94 | | | | $35.49 | | | | $31.58 | | | | $27.44 | | | | $22.31 | |
Total Return(b): | | | 18.42% | | | | 15.89% | | | | 15.78% | | | | 22.99% | | | | 10.48% | |
| |
Ratios/Supplemental Data: | |
Net assets, end of year (000) | | | $3,760,224 | | | | $3,515,357 | | | | $2,317,443 | | | | $1,693,618 | | | | $1,206,308 | |
Average net assets (000) | | | $3,759,607 | | | | $3,145,220 | | | | $1,948,077 | | | | $1,651,332 | | | | $1,050,256 | |
Ratios to average net assets(c): | | | | | | | | | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | 1.05% | | | | 1.07% | | | | 1.06% | | | | 1.09% | (d) | | | 1.12% | |
Expenses before waivers and/or expense reimbursement | | | 1.05% | | | | 1.07% | | | | 1.06% | | | | 1.09% | (d) | | | 1.12% | |
Net investment income (loss) | | | (.09)% | | | | .07% | | | | (.05)% | | | | .22% | | | | .01% | |
Portfolio turnover rate | | | 42% | | | | 39% | | | | 49% | | | | 45% | | | | 49% | |
(a) Calculated based on average shares outstanding during the year.
(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.
(c) Does not include expenses of the underlying portfolios in which the Fund invests.
(d) Includes tax expense of .01%.
(e) Less than $.005 per share.
(f) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal years ended August 31, 2011 and August 31, 2010. The Fund was not involved in the proceedings or in the calculation of the amount of the settlement.
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 39 | |
Financial Highlights
continued
| | | | | | | | | | | | | | | | | | | | |
Class B Shares | | | | | | | | | | | | | | | |
| | Year Ended August 31, | |
| | 2014 | | | 2013 | | | 2012 | | | 2011 | | | 2010 | |
Per Share Operating Performance(a): | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, Beginning Of Year | | | $31.11 | | | | $27.96 | | | | $24.46 | | | | $20.03 | | | | $18.26 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment loss | | | (.27 | ) | | | (.17 | ) | | | (.20 | ) | | | (.11 | ) | | | (.14 | ) |
Net realized and unrealized gain on investments | | | 5.67 | | | | 4.24 | | | | 3.85 | | | | 4.54 | | | | 1.88 | |
Total from investment operations | | | 5.40 | | | | 4.07 | | | | 3.65 | | | | 4.43 | | | | 1.74 | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | |
Distributions from net realized gains | | | (1.00 | ) | | | (.92 | ) | | | (.15 | ) | | | - | | | | - | |
Capital Contributions(f) | | | - | | | | - | | | | - | | | | - | (e) | | | .03 | |
Net asset value, end of year | | | $35.51 | | | | $31.11 | | | | $27.96 | | | | $24.46 | | | | $20.03 | |
Total Return(b): | | | 17.62% | | | | 15.05% | | | | 15.00% | | | | 22.12% | | | | 9.69% | |
| |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | | $39,784 | | | | $40,676 | | | | $38,236 | | | | $38,268 | | | | $39,174 | |
Average net assets (000) | | | $41,158 | | | | $39,816 | | | | $37,196 | | | | $43,011 | | | | $44,611 | |
Ratios to average net assets(c): | | | | | | | | | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | 1.76% | | | | 1.76% | | | | 1.76% | | | | 1.79% | (d) | | | 1.82% | |
Expenses before waivers and/or expense reimbursement | | | 1.76% | | | | 1.76% | | | | 1.76% | | | | 1.79% | (d) | | | 1.82% | |
Net investment loss | | | (.80)% | | | | (.60)% | | | | (.75)% | | | | (.46)% | | | | (.67)% | |
Portfolio turnover rate | | | 42% | | | | 39% | | | | 49% | | | | 45% | | | | 49% | |
(a) Calculated based on average shares outstanding during the year.
(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.
(c) Does not include expenses of the underlying portfolios in which the Fund invests.
(d) Includes tax expense of .01%.
(e) Less than $.005 per share.
(f) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal years ended August 31, 2011 and August 31, 2010. The Fund was not involved in the proceedings or in the calculation of the amount of the settlement.
See Notes to Financial Statements.
| | | | | | | | | | | | | | | | | | | | |
Class C Shares | |
| | Year Ended August 31, | |
| | 2014 | | | 2013 | | | 2012 | | | 2011 | | | 2010 | |
Per Share Operating Performance(a): | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, Beginning Of Year | | | $31.12 | | | | $27.96 | | | | $24.46 | | | | $20.03 | | | | $18.26 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment loss | | | (.27 | ) | | | (.19 | ) | | | (.20 | ) | | | (.12 | ) | | | (.14 | ) |
Net realized and unrealized gain on investments | | | 5.66 | | | | 4.27 | | | | 3.85 | | | | 4.55 | | | | 1.88 | |
Total from investment operations | | | 5.39 | | | | 4.08 | | | | 3.65 | | | | 4.43 | | | | 1.74 | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | |
Distributions from net realized gains | | | (1.00 | ) | | | (.92 | ) | | | (.15 | ) | | | - | | | | - | |
Capital Contributions(f) | | | - | | | | - | | | | - | | | | - | (e) | | | .03 | |
Net asset value, end of year | | | $35.51 | | | | $31.12 | | | | $27.96 | | | | $24.46 | | | | $20.03 | |
Total Return(b): | | | 17.59% | | | | 15.08% | | | | 15.00% | | | | 22.12% | | | | 9.69% | |
| |
Ratios/Supplemental Data: | |
Net assets, end of year (000) | | | $215,599 | | | | $212,315 | | | | $157,257 | | | | $121,908 | | | | $99,639 | |
Average net assets (000) | | | $220,173 | | | | $190,455 | | | | $135,864 | | | | $124,914 | | | | $98,990 | |
Ratios to average net assets(c): | | | | | | | | | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | 1.76% | | | | 1.76% | | | | 1.76% | | | | 1.79% | (d) | | | 1.82% | |
Expenses before waivers and/or expense reimbursement | | | 1.76% | | | | 1.76% | | | | 1.76% | | | | 1.79% | (d) | | | 1.82% | |
Net investment loss | | | (.80)% | | | | (.63)% | | | | (.75)% | | | | (.47)% | | | | (.67)% | |
Portfolio turnover rate | | | 42% | | | | 39% | | | | 49% | | | | 45% | | | | 49% | |
(a) Calculated based on average shares outstanding during the year.
(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.
(c) Does not include expenses of the underlying portfolios in which the Fund invests.
(d) Includes tax expense of .01%.
(e) Less than $.005 per share.
(f) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal years ended August 31, 2011 and August 31, 2010. The Fund was not involved in the proceedings or in the calculation of the amount of the settlement.
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 41 | |
Financial Highlights
continued
| | | | | | | | | | | | | | | | | | |
Class Q Shares | |
| | Year Ended August 31, | | | | | January 18, 2011(a) through August 31, | |
| | 2014 | | | 2013 | | | 2012 | | | | | 2011 | |
Per Share Operating Performance(b): | | | | | | | | | | | | | | | | | | |
Net Asset Value, Beginning Of Period | | | $36.95 | | | | $32.83 | | | | $28.51 | | | | | | $28.95 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | |
Net investment income | | | .15 | | | | .18 | | | | .13 | | | | | | .12 | |
Net realized and unrealized gain (loss) on investments | | | 6.79 | | | | 5.03 | | | | 4.49 | | | | | | (.56 | ) |
Total from investment operations | | | 6.94 | | | | 5.21 | | | | 4.62 | | | | | | (.44 | ) |
Less Dividends and Distributions: | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | - | | | | (.17 | ) | | | (.15 | ) | | | | | - | |
Distributions from net realized gains | | | (1.00 | ) | | | (.92 | ) | | | (.15 | ) | | | | | - | |
Total dividends and distributions | | | (1.00 | ) | | | (1.09 | ) | | | (.30 | ) | | | | | - | |
Capital Contributions(h) | | | - | | | | - | | | | - | | | | | | - | (g) |
Net asset value, end of period | | | $42.89 | | | | $36.95 | | | | $32.83 | | | | | | $28.51 | |
Total Return(c): | | | 19.03% | | | | 16.39% | | | | 16.35% | | | | | | (1.52)% | |
| |
Ratios/Supplemental Data: | | | | | | | | | | | | | | |
Net assets, end of period (000) | | | $676,208 | | | | $479,117 | | | | $301,497 | | | | | | $160,511 | |
Average net assets (000) | | | $569,472 | | | | $436,722 | | | | $220,693 | | | | | | $97,743 | |
Ratios to average net assets(d): | | | | | | | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | .58% | | | | .59% | | | | .60% | | | | | | .61% | (e)(f) |
Expenses before waivers and/or expense reimbursement | | | .58% | | | | .59% | | | | .60% | | | | | | .61% | (e)(f) |
Net investment income | | | .38% | | | | .52% | | | | .42% | | | | | | .60% | (e) |
Portfolio turnover rate | | | 42% | | | | 39% | | | | 49% | | | | | | 45% | |
(a) Inception date of Class Q shares.
(b) Calculated based on average shares outstanding during the period.
(c) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized.
(d) Does not include expenses of the underlying portfolios in which the Fund invests.
(e) Annualized.
(f) Includes tax expense of .01%.
(g) Less than $.005 per share.
(h) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal year ended August 31, 2011. The Fund was not involved in the proceedings or in the calculation of the amount of the settlement.
See Notes to Financial Statements.
| | | | | | | | | | | | | | | | | | | | |
Class R Shares | |
| | Year Ended August 31, | |
| | 2014 | | | 2013 | | | 2012 | | | 2011 | | | 2010 | |
Per Share Operating Performance(a): | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, Beginning Of Year | | | $34.96 | | | | $31.15 | | | | $27.10 | | | | $22.08 | | | | $20.04 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income (loss) | | | (.12 | ) | | | (.04 | ) | | | (.07 | ) | | | - | (e) | | | (.05 | ) |
Net realized and unrealized gain on investments | | | 6.39 | | | | 4.77 | | | | 4.27 | | | | 5.02 | | | | 2.06 | |
Total from investment operations | | | 6.27 | | | | 4.73 | | | | 4.20 | | | | 5.02 | | | | 2.01 | |
Less Dividends and Distributions: | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | - | | | | - | | | | - | | | | - | | | | (.01 | ) |
Distributions from net realized gains | | | (1.00 | ) | | | (.92 | ) | | | (.15 | ) | | | - | | | | - | |
Distributions in excess of net investment income | | | - | | | | - | | | | - | | | | - | | | | - | (e) |
Total dividends and distributions | | | (1.00 | ) | | | (.92 | ) | | | (.15 | ) | | | - | | | | (.01 | ) |
Capital Contributions(f) | | | - | | | | - | | | | - | | | | - | (e) | | | .04 | |
Net asset value, end of year | | | $40.23 | | | | $34.96 | | | | $31.15 | | | | $27.10 | | | | $22.08 | |
Total Return(b): | | | 18.18% | | | | 15.64% | | | | 15.57% | | | | 22.74% | | | | 10.23% | |
| |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | | $375,174 | | | | $369,743 | | | | $283,158 | | | | $171,848 | | | | $95,701 | |
Average net assets (000) | | | $383,032 | | | | $332,920 | | | | $221,144 | | | | $154,320 | | | | $69,420 | |
Ratios to average net assets(c): | | | | | | | | | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | 1.26% | | | | 1.26% | | | | 1.26% | | | | 1.29% | (d) | | | 1.32% | |
Expenses before waivers and/or expense reimbursement | | | 1.51% | | | | 1.51% | | | | 1.51% | | | | 1.54% | (d) | | | 1.57% | |
Net investment income (loss) | | | (.30)% | | | | (.12)% | | | | (.25)% | | | | .01% | | | | (.21)% | |
Portfolio turnover rate | | | 42% | | | | 39% | | | | 49% | | | | 45% | | | | 49% | |
(a) Calculated based on average shares outstanding during the year.
(b) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.
(c) Does not include expenses of the underlying portfolios in which the Fund invests.
(d) Includes tax expense of .01%.
(e) Less than $.005 per share.
(f) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal years ended August 31, 2011 and August 31, 2010. The Fund was not involved in the proceedings or in the calculation of the amount of the settlement.
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 43 | |
Financial Highlights
continued
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Class X Shares | | | | |
| | Period Ended April 11, | | | | | Year Ended August 31, | |
| | 2014(i) | | | | | 2013 | | | 2012 | | | 2011 | | | 2010 | | | 2009 | |
Per Share Operating Performance(a): | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, Beginning Of Period | | | $31.20 | | | | | | $28.03 | | | | $24.53 | | | | $20.08 | | | | $18.31 | | | | $21.84 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment loss | | | (.16 | ) | | | | | (.12 | ) | | | (.20 | ) | | | (.10 | ) | | | (.13 | ) | | | (.06 | ) |
Net realized and unrealized gain on investments | | | 2.47 | | | | | | 4.21 | | | | 3.85 | | | | 4.55 | | | | 1.87 | | | | (3.47 | ) |
Total from investment operations | | | 2.31 | | | | | | 4.09 | | | | 3.65 | | | | 4.45 | | | | 1.74 | | | | (3.53 | ) |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Distributions from net realized gains | | | (1.00 | ) | | | | | (.92 | ) | | | (.15 | ) | | | - | | | | - | | | | - | |
Capital Contributions(f) | | | - | | | | | | - | | | | - | | | | - | (e) | | | .03 | | | | - | |
Net asset value, end of period | | | $32.51 | | | | | | $31.20 | | | | $28.03 | | | | $24.53 | | | | $20.08 | | | | $18.31 | |
Total Return(b): | | | 7.37% | | | | | | 15.08% | | | | 14.95% | | | | 22.16% | | | | 9.67% | | | | (16.16)% | |
| | | | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000) | | | $10 | | | | | | $340 | | | | $1,090 | | | | $1,861 | | | | $2,976 | | | | $4,388 | |
Average net assets (000) | | | $203 | | | | | | $681 | | | | $1,475 | | | | $2,606 | | | | $4,024 | | | | $4,567 | |
Ratios to average net assets(c): | | | | | | | | | | | | | | | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | 1.72% | (g) | | | | | 1.74% | | | | 1.76% | | | | 1.79% | (d) | | | 1.82% | | | | 1.91% | |
Expenses before waivers and/or expense reimbursement | | | 1.72% | (g) | | | | | 1.74% | | | | 1.76% | | | | 1.79% | (d) | | | 1.82% | | | | 1.91% | |
Net investment loss | | | (.76)% | (g) | | | | | (.41)% | | | | (.76)% | | | | (.42)% | | | | (.65)% | | | | (.36)% | |
Portfolio turnover rate | | | 42% | (h)(j) | | | | | 39% | | | | 49% | | | | 45% | | | | 49% | | | | 59% | |
(a) Calculated based on average shares outstanding during the period.
(b) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized.
(c) Does not include expenses of the underlying portfolios in which the Fund invests.
(d) Includes tax expense of .01%.
(e) Less than $.005 per share.
(f) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal years ended August 31, 2011 and August 31, 2010. The Fund was not involved in the proceedings or in the calculation of the amount of the settlement.
(g) Annualized.
(h) Not annualized.
(i) As of April 11, 2014, the last conversion of Class X shares to Class A shares was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale.
(j) Calculated as of August 31, 2014.
See Notes to Financial Statements.
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Class Z Shares | |
| | Year Ended August 31, | |
| | 2014 | | | 2013 | | | 2012 | | | 2011 | | | 2010 | |
Per Share Operating Performance(a): | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, Beginning Of Year | | | $36.92 | | | | $32.80 | | | | $28.48 | | | | $23.09 | | | | $20.94 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 0.08 | | | | .12 | | | | .08 | | | | .14 | | | | .07 | |
Net realized and unrealized gain on investments | | | 6.76 | | | | 5.04 | | | | 4.49 | | | | 5.25 | | | | 2.16 | |
Total from investment operations | | | 6.84 | | | | 5.16 | | | | 4.57 | | | | 5.39 | | | | 2.23 | |
Less Dividends and Distributions: | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | - | | | | (.12 | ) | | | (.10 | ) | | | - | | | | (.07 | ) |
Distributions from net realized gains | | | (1.00 | ) | | | (.92 | ) | | | (.15 | ) | | | - | | | | - | |
Dividends in excess of net investment income | | | - | | | | - | | | | - | | | | - | | | | (.04 | ) |
Total dividends and distributions | | | (1.00 | ) | | | (1.04 | ) | | | (.25 | ) | | | - | | | | (.11 | ) |
Capital Contributions(f) | | | - | | | | - | | | | - | | | | - | (e) | | | .03 | |
Net asset value, end of year | | | $42.76 | | | | $36.92 | | | | $32.80 | | | | $28.48 | | | | $23.09 | |
Total Return(b): | | | 18.77% | | | | 16.23% | | | | 16.15% | | | | 23.34% | | | | 10.79% | |
| |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | |
Net assets, end of year (000) | | | $5,157,002 | | | | $4,365,726 | | | | $2,585,535 | | | | $1,150,581 | | | | $542,149 | |
Average net assets (000) | | | $4,850,885 | | | | $3,637,810 | | | | $1,717,792 | | | | $896,253 | | | | $484,618 | |
Ratios to average net assets(c): | | | | | | | | | | | | | | | | | | | | |
Expenses after waivers and/or expense reimbursement | | | .77% | | | | .77% | | | | .76% | | | | .79% | (d) | | | .82% | |
Expenses before waivers and/or expense reimbursement | | | .77% | | | | .77% | | | | .76% | | | | .79% | (d) | | | .82% | |
Net investment income | | | .19% | | | | .35% | | | | .25% | | | | .47% | | | | .31% | |
Portfolio turnover rate | | | 42% | | | | 39% | | | | 49% | | | | 45% | | | | 49% | |
(a) Calculated based on average shares outstanding during the year.
(b) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.
(c) Does not include expenses of the underlying portfolios in which the Fund invests.
(d) Includes tax expense of .01%.
(e) Less than $.005 per share.
(f) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal years ended August 31, 2011 and August 31, 2010. The Fund was not involved in the proceedings or in the calculation of the amount of the settlement.
See Notes to Financial Statements.
| | | | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 45 | |
Report of Independent Registered Public
Accounting Firm
The Board of Directors and Shareholders
Prudential Jennison Mid-Cap Growth Fund, Inc.:
We have audited the accompanying statement of assets and liabilities of the Prudential Jennison Mid-Cap Growth Fund, Inc. (hereafter referred to as the “Fund”), including the portfolio of investments, as of August 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of August 31, 2014, by correspondence with the custodian and transfer agent. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of August 31, 2014, and the results of its operations, the changes in its net assets and the financial highlights for the periods described in the first paragraph above, in conformity with U.S. generally accepted accounting principles.
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New York, New York
October 17, 2014
Tax Information
(Unaudited)
We are advising you that during the fiscal year ended August 31, 2014, the Fund reported the maximum amount allowed per share, but not less than $0.66 per share for classes A, B, C, Q, R, X and Z shares as a capital gain distribution in accordance with Section 852(b)(3)(C) of the Internal Revenue Code.
For the year ended August 31, 2014, the Fund reports the maximum amount allowable under Section 854 of the Internal Revenue Code, but not less than, the following percentages of the ordinary income dividends paid as 1) qualified dividend income (QDI); and 2) eligible for corporate dividends received deduction (DRD).
| | | | | | | | |
| | QDI | | | DRD | |
| | |
Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 69.49% | | | | 66.25% | |
In January 2015, 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 calendar year 2014.
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Prudential Jennison Mid-Cap Growth Fund, Inc. | | | 47 | |
INFORMATION ABOUT BOARD MEMBERS AND OFFICERS
(Unaudited)
Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.
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Independent Board Members(1) |
Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held |
Ellen S. Alberding (56) Board Member Portfolios Overseen: 70 | | President and Board Member, The Joyce Foundation (charitable foundation) (since 2002); Vice Chair, City Colleges of Chicago (community college system) (since 2011); Trustee, Skills for America’s Future (national initiative to connect employers to community colleges) (since 2011); Trustee, National Park Foundation (charitable foundation for national park system) (since 2009); Trustee, Economic Club of Chicago (since 2009). | | None. |
Kevin J. Bannon (62) Board Member Portfolios Overseen: 71 | | Managing Director (since April 2008) and Chief Investment Officer (October 2008-November 2013) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds. | | Director of Urstadt Biddle Properties (equity real estate investment trust) (since September 2008). |
Linda W. Bynoe (62) Board Member Portfolios Overseen: 71 | | President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Ltd. (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co (broker-dealer). | | Director of Simon Property Group, Inc. (retail real estate) (May 2003-May 2012); Director of Anixter International, Inc. (communication products distributor) (since January 2006); Director of Northern Trust Corporation (financial services) (since April 2006); Trustee of Equity Residential (residential real estate) (since December 2009). |
Prudential Jennison Mid-Cap Growth Fund, Inc.
| | | | |
Independent Board Members(1) |
Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held |
Keith F. Hartstein (58) Board Member Portfolios Overseen: 71 | | Retired; Formerly President and Chief Executive Officer (2005-2012), Senior Vice President (2004-2005), Senior Vice President of Sales and Marketing (1997-2004), and various executive management positions (1990-1997), John Hancock Funds, LLC (asset management); Chairman, Investment Company Institute’s Sales Force Marketing Committee (2003-2008). | | None. |
Michael S. Hyland, CFA (69) Board Member Portfolios Overseen: 70 | | Retired (since February 2005); Formerly Senior Managing Director (July 2001-February 2005) of Bear Stearns & Co, Inc.; Global Partner, INVESCO (1999-2001); Managing Director and President of Salomon Brothers Asset Management (1989-1999). | | None. |
Douglas H. McCorkindale (75) Board Member Portfolios Overseen: 70 | | Retired; Formerly Chairman (February 2001-June 2006), Chief Executive Officer (June 2000-July 2005), President (September 1997-July 2005) and Vice Chairman (March 1984-May 2000) of Gannett Co. Inc. (publishing and media). | | Director of Lockheed Martin Corp. (aerospace and defense) (since May 2001). |
Stephen P. Munn (72) Board Member Portfolios Overseen: 71 | | Lead Director (since 2007) and formerly Chairman (1993-2007) of Carlisle Companies Incorporated (manufacturer of industrial products). | | Lead Director (since 2007) of Carlisle Companies Incorporated (manufacturer of industrial products). |
James E. Quinn (62) Board Member Portfolios Overseen: 70 | | Retired; Formerly President (2003-2012) and Director (2003-2008), and Vice Chairman and Director (1998-2003), Tiffany & Company (jewelry retailing); Director, Mutual of America Capital Management Corporation (asset management) (since 1996); Director, Hofstra University (since 2008); Vice Chairman, Museum of the City of New York (since 1994). | | Director of Deckers Outdoor Corporation (footwear manufacturer) (since 2011). |
Richard A. Redeker (71) Board Member & Independent Chair Portfolios Overseen: 71 | | Retired Mutual Fund Senior Executive (44 years); Management Consultant; Director, Mutual Fund Directors Forum (since 2014); Independent Directors Council (organization of 2,800 Independent Mutual Fund Directors)-Executive Committee, Chair of Policy Steering Committee, Governing Council. | | None. |
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| | | | |
Independent Board Members(1) |
Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held |
Robin B. Smith (75) Board Member Portfolios Overseen:70 | | Chairman of the Board (since January 2003) of Publishers Clearing House (direct marketing); Member of the Board of Directors of ADLPartner (marketing) (since December 2010); formerly Chairman and Chief Executive Officer (August 1996-January 2003) of Publishers Clearing House. | | Formerly Director of BellSouth Corporation (telecommunications) (1992-2006). |
Stephen G. Stoneburn (71) Board Member Portfolios Overseen: 71 | | Chairman, (since July 2011), President and Chief Executive Officer (since June 1996) of Quadrant Media Corp. (publishing company); formerly President (June 1995-June 1996) of Argus Integrated Media, Inc.; Senior Vice President and Managing Director (January 1993-1995) of Cowles Business Media; Senior Vice President of Fairchild Publications, Inc. (1975-1989). | | None. |
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Interested Board Members(1) |
Name, Address, Age Position(s) Portfolios Overseen | | Principal Occupation(s) During Past Five Years | | Other Directorships Held |
Stuart S. Parker (52) Board Member & President Portfolios Overseen: 65 | | President of Prudential Investments LLC (since January 2012); Executive Vice President of Prudential Investment Management Services LLC (since December 2012); Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of Prudential Investments LLC (June 2005-December 2011). | | None. |
Scott E. Benjamin (41) Board Member & Vice President Portfolios Overseen: 71 | | Executive Vice President (since June 2009) of Prudential Investments LLC; Executive Vice President (June 2009-June 2012) and Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, Prudential Investments (since February 2006); Vice President of Product Development and Product Management, Prudential Investments (2003-2006). | | None. |
Prudential Jennison Mid-Cap Growth Fund, Inc.
(1) | The year in which each individual joined the Fund’s Board is as follows: |
Ellen S. Alberding, 2013; Kevin J. Bannon, 2008; Linda W. Bynoe, 2005; Keith F. Hartstein, 2013; Michael S. Hyland, 2008; Douglas H. McCorkindale, 1996; Stephen P. Munn, 2008; James E. Quinn, 2013; Richard A. Redeker, 1996; Robin B. Smith, 1996; Stephen G. Stoneburn, 2003; Stuart S. Parker, Board Member and President since 2012; Scott B. Benjamin, Board Member since 2010 and Vice President since 2009.
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Fund Officers(a) |
Name, Address and Age Position with Fund | | Principal Occupation(s) During Past Five Years | | Length of Service as Fund Officer |
Raymond A. O’Hara (59) Chief Legal Officer | | Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company of America (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March 2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of Prudential Investments LLC (since June 2012); Chief Legal Officer of Prudential Mutual Fund Services LLC (since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012); formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of The Hartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987) and Partner (January 1988–August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard, Grodd & Hasenauer, P.C.). | | Since 2012 |
Chad A. Earnst (39) Chief Compliance Officer | | Chief Compliance Officer (September 2014-Present) of Prudential Investments LLC; Chief Compliance Officer (September 2014-Present) of the Prudential Investments Funds, Target Funds, Advanced Series Trust, The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc., Prudential Global Short Duration High Yield Income Fund, Inc., Prudential Short Duration High Yield Fund, Inc. and Prudential Jennison MLP Income Fund, Inc.; formerly Assistant Director (March 2010-August 2014) of the Asset Management Unit, Division of Enforcement, US Securities & Exchange Commission; Assistant Regional Director (January 2010-August 2014), Branch Chief (June 2006–December 2009) and Senior Counsel (April 2003-May 2006) of the Miami Regional Office, Division of Enforcement, US Securities & Exchange Commission. | | Since 2014 |
Deborah A. Docs (56) Secretary | | Vice President and Corporate Counsel (since January 2001) of Prudential; Vice President (since December 1996) and Assistant Secretary (since March 1999) of Prudential Investments LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc. | | Since 2004 |
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Fund Officers(a) |
Name, Address and Age Position with Fund | | Principal Occupation(s) During Past Five Years | | Length of Service as Fund Officer |
Jonathan D. Shain (56) Assistant Secretary | | Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of Prudential Investments LLC; Vice President and Assistant Secretary (since February 2001) of Prudential Mutual Fund Services LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc. | | Since 2005 |
Claudia DiGiacomo (40) Assistant Secretary | | Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of Prudential Investments LLC (since December 2005); Associate at Sidley Austin Brown & Wood LLP (1999-2004). | | Since 2005 |
Andrew R. French (51) Assistant Secretary | | Vice President and Corporate Counsel (since February 2010) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of Prudential Investments LLC; Vice President and Assistant Secretary (since January 2007) of Prudential Mutual Fund Services LLC. | | Since 2006 |
Amanda S. Ryan (36) Assistant Secretary | | Director and Corporate Counsel (since March 2012) of Prudential; Director and Assistant Secretary (since June 2012) of Prudential Investments LLC; Associate at Ropes & Gray LLP (2008-2012). | | Since 2012 |
Theresa C. Thompson (52) Deputy Chief Compliance Officer | | Vice President, Compliance, Prudential Investments LLC (since April 2004); and Director, Compliance, Prudential Investments LLC (2001-2004). | | Since 2008 |
Richard W. Kinville (46) Anti-Money Laundering Compliance Officer | | Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2005) of Prudential; committee member of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (since January 2007); formerly Investigator and Supervisor in the Special Investigations Unit for the New York Central Mutual Fire Insurance Company (August 1994-January 1999); Investigator in AXA Financial’s Internal Audit Department and Manager in AXA’s Anti-Money Laundering Office (January 1999-January 2005); first chair of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (June 2007-December 2009). | | Since 2011 |
M. Sadiq Peshimam (50) Treasurer and Principal Financial and Accounting Officer | | Assistant Treasurer of funds in the Prudential Mutual Fund Complex (2006-2014); Vice President (since 2005) of Prudential Investments LLC. | | Since 2006 |
Peter Parrella (56) Assistant Treasurer | | Vice President (since 2007) and Director (2004-2007) within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC (1997-2004). | | Since 2007 |
Prudential Jennison Mid-Cap Growth Fund, Inc.
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Fund Officers(a) |
Name, Address and Age Position with Fund | | Principal Occupation(s) During Past Five Years | | Length of Service as Fund Officer |
Lana Lomuti (47) Assistant Treasurer | | Vice President (since 2007) and Director (2005-2007), within Prudential Mutual Fund Administration; formerly Assistant Treasurer (December 2007-February 2014) of The Greater China Fund, Inc. | | Since 2014 |
Linda McMullin (53) Assistant Treasurer | | Vice President (since 2011) and Director (2008-2011) within Prudential Mutual Fund Administration. | | Since 2014 |
(a) | Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively. |
Explanatory Notes to Tables:
• | | Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with Prudential Investments LLC and/or an affiliate of Prudential Investments LLC. |
• | | Unless otherwise noted, the address of all Board Members and Officers is c/o Prudential Investments LLC, Gateway Center Three, 100 Mulberry Street, Newark, New Jersey 07102-4077. |
• | | There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75. |
• | | “Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act. |
• | | “Portfolios Overseen” includes all investment companies managed by Prudential Investments LLC. The investment companies for which Prudential Investments LLC serves as manager include the Prudential Investments Mutual Funds, The Prudential Variable Contract Accounts, Target Mutual Funds, Prudential Short Duration High Yield Fund, Inc., Prudential Global Short Duration High Yield Fund, Inc., The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust. |
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Approval of Advisory Agreements
The Fund’s Board of Directors
The Board of Directors (the “Board”) of Prudential Jennison Mid-Cap Growth Fund, Inc. (the “Fund”) consists of thirteen individuals, eleven of whom are not “interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Directors”). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Directors have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Director. The Board has established three standing committees: the Audit Committee, the Nominating and Governance Committee, and the Investment Committee. Each committee is chaired by, and composed of, Independent Directors.
Annual Approval of the Fund’s Advisory Agreements
As required under the 1940 Act, the Board determines annually whether to renew the Fund’s management agreement with Prudential Investments LLC (“PI”) and the Fund’s subadvisory agreement with Jennison Associates LLC (“Jennison”). In considering the renewal of the agreements, the Board, including all of the Independent Directors, met on June 9-11, 2014 and approved the renewal of the agreements through July 31, 2015, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.
In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PI and Jennison. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.
In approving the agreements, the Board, including the Independent Directors advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PI and the subadviser, the performance of the Fund, the profitability of PI and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its shareholders as the Fund’s assets grow. In their deliberations, the Directors did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund. In connection with its deliberations, the Board considered information provided by PI throughout the year at regular Board meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the meetings on June 9-11, 2014.
Prudential Jennison Mid-Cap Growth Fund, Inc.
Approval of Advisory Agreements (continued)
The Directors determined that the overall arrangements between the Fund and PI, which serves as the Fund’s investment manager pursuant to a management agreement, and between PI and Jennison, which serves as the Fund’s subadviser pursuant to the terms of a subadvisory agreement with PI, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Directors considered relevant in the exercise of their business judgment.
The material factors and conclusions that formed the basis for the Directors’ reaching their determinations to approve the continuance of the agreements are separately discussed below.
Nature, Quality and Extent of Services
The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PI and Jennison. The Board considered the services provided by PI, including but not limited to the oversight of the subadviser for the Fund, as well as the provision of fund recordkeeping, compliance, and other services to the Fund. With respect to PI’s oversight of the subadviser, the Board noted that PI’s Strategic Investment Research Group (“SIRG”), which is a business unit of PI, is responsible for monitoring and reporting to PI’s senior management on the performance and operations of the subadviser. The Board also considered that PI pays the salaries of all of the officers and non-independent Directors of the Fund. The Board also considered the investment subadvisory services provided by Jennison, as well as adherence to the Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PI’s evaluation of the subadviser, as well as PI’s recommendation, based on its review of the subadviser, to renew the subadvisory agreement.
The Board considered the qualifications, backgrounds and responsibilities of PI’s senior management responsible for the oversight of the Fund and Jennison, and also considered the qualifications, backgrounds and responsibilities of Jennison’s portfolio managers who are responsible for the day-to-day management of the Fund’s portfolio. The Board was provided with information pertaining to PI’s and Jennison’s organizational structure, senior management, investment operations, and other relevant information pertaining to both PI and Jennison. The Board also noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer (“CCO”) as to both PI and Jennison. The Board noted that Jennison is affiliated with PI.
The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PI and the subadvisory services
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provided to the Fund by Jennison, and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PI and Jennison under the management and subadvisory agreements.
Costs of Services and Profits Realized by PI
The Board was provided with information on the profitability of PI and its affiliates in serving as the Fund’s investment manager. The Board discussed with PI the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. The Board separately considered information regarding the profitability of the subadviser, an affiliate of PI. Taking these factors into account, the Board concluded that the profitability of PI and its affiliates in relation to the services rendered was not unreasonable.
Economies of Scale
In 2013, PI and the Board retained an outside business consulting firm, in order to assist the Board in its consideration of the renewal of the management and subadvisory agreements, by reviewing management fee breakpoint usage and trends in management fees across the mutual fund industry. The consulting firm’s analysis and conclusions with respect to the Funds’ management fee structures were presented to the Board and PI at the December 3-5, 2013 meeting, and were discussed extensively by the Board and PI over the following two quarters.
The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase, and that at its current level of assets the Fund’s effective fee rate reflected those rate reductions. The Board received and discussed information concerning whether PI realizes economies of scale as the Fund’s assets grow beyond current levels. The Board took note that the Fund’s fee structure currently results in benefits to Fund shareholders whether or not PI realizes any economies of scale. The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PI’s costs are not specific to individual funds, but rather are incurred across a variety of products and services.
Prudential Jennison Mid-Cap Growth Fund, Inc.
Approval of Advisory Agreements (continued)
Other Benefits to PI and Jennison
The Board considered potential ancillary benefits that might be received by PI and Jennison and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PI included fees received by affiliates of PI for serving as the Fund’s securities lending agent, transfer agency fees received by the Fund’s transfer agent (which is affiliated with PI), as well as benefits to its reputation or other intangible benefits resulting from PI’s association with the Fund. The Board concluded that the potential benefits to be derived by Jennison included its ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PI and Jennison were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.
Performance of the Fund / Fees and Expenses
The Board considered certain additional specific factors and made related conclusions relating to the historical performance of the Fund for the one-, three-, five- and ten-year periods ended December 31, 2013.
The Board also considered the Fund’s actual management fee, as well as the Fund’s net total expense ratio, for the fiscal year ended August 31, 2013. The Board considered the management fee for the Fund as compared to the management fee charged by PI to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.
The mutual funds included in the Peer Universe (the Lipper Mid-Cap Growth Funds Performance Universe) and the Peer Group were objectively determined by Lipper Inc. (“Lipper”), an independent provider of mutual fund data. To the extent that PI deemed appropriate, and for reasons addressed in detail with the Board, PI may have provided supplemental data compiled by Lipper for the Board’s consideration. The comparisons placed the Fund in various quartiles, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).
Visit our website at www.prudentialfunds.com
The section below summarizes key factors considered by the Board and the Board’s conclusions regarding the Fund’s performance, fees and overall expenses. The table sets forth gross performance comparisons (which do not reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the impact of any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.
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Performance | | 1 Year | | 3 Years | | 5 Years | | 10 Years |
| | 4th Quartile | | 2nd Quartile | | 3rd Quartile | | 1st Quartile |
Actual Management Fees: 1st Quartile |
Net Total Expenses: 2nd Quartile |
| • | | The Board noted that the Fund outperformed its benchmark index over the three- and ten-year periods, although it underperformed its benchmark index over the one- and five-year periods. |
| • | | The Board also noted information from PI indicating that the performance had improved with the Fund performing in the second quartile of its Peer Universe for the year-to-date period ended April 30, 2014. |
| • | | The Board noted PI’s assertion that the Fund’s recent underperformance was attributable, in part, to the fact that the Fund tends to underperform during bull rallies, and historically tends to outperform in less robust markets. |
| • | | The Board also considered that when it reviewed the Fund’s contracts the prior year, the Fund ranked in the first or second quartile of its Peer Universe for all periods. |
| • | | The Board concluded that, in light of the Fund’s competitive performance over longer periods, it would be in the best interests of the Fund and its shareholders to renew the agreements. |
| • | | The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided. |
* * *
After full consideration of these factors, the Board concluded that the approval of the agreements was in the best interests of the Fund and its shareholders.
Prudential Jennison Mid-Cap Growth Fund, Inc.
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n MAIL | | n TELEPHONE | | n WEBSITE |
Gateway Center Three 100 Mulberry Street Newark, NJ 07102 | | (800) 225-1852 | | www.prudentialfunds.com |
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PROXY VOTING |
The Board of Directors of the Fund has delegated to the Fund’s investment subadviser the responsibility for voting any proxies and maintaining proxy recordkeeping with respect to the Fund. A description of these proxy voting policies and procedures is available without charge, upon request, by calling (800) 225-1852. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the Fund’s website and on the Securities and Exchange Commission’s website. |
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DIRECTORS |
Ellen S. Alberding • Kevin J. Bannon • Scott E. Benjamin • Linda W. Bynoe • Keith F. Hartstein • Michael S. Hyland • Douglas H. McCorkindale • Stephen P. Munn • Stuart S. Parker • James E. Quinn • Richard A. Redeker • Robin B. Smith • Stephen G. Stoneburn |
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OFFICERS |
Stuart S. Parker, President • Scott E. Benjamin, Vice President • M. Sadiq Peshimam, Treasurer and Principal Financial and Accounting Officer • Raymond A. O’Hara, Chief Legal Officer • Deborah A. Docs, Secretary • Chad A. Earnst, Chief Compliance Officer • Theresa C. Thompson, Deputy Chief Compliance Officer • Richard W. Kinville, Anti-Money Laundering Compliance Officer • Jonathan Shain, Assistant Secretary • Claudia DiGiacomo, Assistant Secretary • Amanda S. Ryan, Assistant Secretary • Andrew R. French, Assistant Secretary • Peter Parrella, Assistant Treasurer • Lana Lomuti, Assistant Treasurer • Linda McMullin, Assistant Treasurer |
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MANAGER | | Prudential Investments LLC | | Gateway Center Three 100 Mulberry Street Newark, NJ 07102 |
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INVESTMENT SUBADVISER | | Jennison Associates LLC | | 466 Lexington Avenue New York, NY 10017 |
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DISTRIBUTOR | | Prudential Investment Management Services LLC | | Gateway Center Three 100 Mulberry Street Newark, NJ 07102 |
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CUSTODIAN | | The Bank of New York Mellon | | One Wall Street New York, NY 10286 |
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TRANSFER AGENT | | Prudential Mutual Fund Services LLC | | PO Box 9658 Providence, RI 02940 |
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INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | KPMG LLP | | 345 Park Avenue New York, NY 10154 |
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FUND COUNSEL | | Willkie Farr & Gallagher LLP | | 787 Seventh Avenue New York, NY 10019 |
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An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. The prospectus and summary prospectus contain this and other information about the Fund. An investor may obtain a prospectus and summary prospectus by visiting our website at www.prudentialfunds.com or by calling (800) 225-1852. The prospectus and summary prospectus should be read carefully before investing. |
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E-DELIVERY |
To receive your mutual fund documents online, go to www.prudentialfunds.com/edelivery and enroll. Instead of receiving printed documents by mail, you will receive notification via email when new materials are available. You can cancel your enrollment or change your email address at any time by visiting the website address above. |
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SHAREHOLDER COMMUNICATIONS WITH DIRECTORS |
Shareholders can communicate directly with the Board of Directors by writing to the Chair of the Board, Prudential Jennison Mid-Cap Growth Fund, Inc., Prudential Investments, Attn: Board of Directors, 100 Mulberry Street, Gateway Center Three, Newark, NJ 07102. Shareholders can communicate directly with an individual Director by writing to the same address. Communications are not screened before being delivered to the addressee. |
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AVAILABILITY OF PORTFOLIO SCHEDULE |
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-Q may also be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation and location of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of each month. |
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The Fund’s Statement of Additional Information contains additional information about the Fund’s Directors and is available without charge, upon request, by calling (800) 225-1852. |
Mutual Funds:
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ARE NOT INSURED BY THE FDIC OR ANY FEDERAL GOVERNMENT AGENCY | | MAY LOSE VALUE | | ARE NOT A DEPOSIT OF OR GUARANTEED BY ANY BANK OR ANY BANK AFFILIATE |
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PRUDENTIAL JENNISON MID-CAP GROWTH FUND, INC.
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| | SHARE CLASS | | A | | B | | C | | Q | | R | | Z |
| | NASDAQ | | PEEAX | | PEEBX | | PEGCX | | PJGQX | | JDERX | | PEGZX |
| | CUSIP | | 74441C105 | | 74441C204 | | 74441C303 | | 74441C881 | | 74441C600 | | 74441C808 |
MF173E 0268389-00001-00
Item 2 – Code of Ethics – See Exhibit (a)
As of the end of the period covered by this report, the registrant has adopted a code of ethics (the “Section 406 Standards for Investment Companies – Ethical Standards for Principal Executive and Financial Officers”) that applies to the registrant’s Principal Executive Officer and Principal Financial Officer; the registrant’s Principal Financial Officer also serves as the Principal Accounting Officer.
The registrant hereby undertakes to provide any person, without charge, upon request, a copy of the code of ethics. To request a copy of the code of ethics, contact the registrant 800-225-1852, and ask for a copy of the Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers.
Item 3 – Audit Committee Financial Expert –
The registrant’s Board has determined that Mr. Stephen P. Munn, member of the Board’s Audit Committee is an “audit committee financial expert,” and that he is “independent,” for purposes of this Item.
Item 4 – Principal Accountant Fees and Services –
(a) Audit Fees
For the fiscal years ended August 31, 2014 and August 31, 2013, KPMG LLP (“KPMG”), the Registrant’s principal accountant, billed the Registrant $22,440 and $22,000, respectively, for professional services rendered for the audit of the Registrant’s annual financial statements or services that are normally provided in connection with statutory and regulatory filings.
(b) Audit-Related Fees
None.
(c) Tax Fees
None.
(d) All Other Fees
None.
(e) (1) Audit Committee Pre-Approval Policies and Procedures
THE PRUDENTIAL MUTUAL FUNDS
AUDIT COMMITTEE POLICY
on
Pre-Approval of Services Provided by the Independent Accountants
The Audit Committee of each Prudential Mutual Fund is charged with the responsibility to monitor the independence of the Fund’s independent accountants. As part of this responsibility, the Audit Committee must pre-approve any independent accounting firm’s engagement to render audit and/or permissible non-audit services, as required by law. In evaluating a proposed engagement of the independent accountants, the Audit Committee will assess the effect that the engagement might reasonably be expected to have on the accountant’s independence. The Committee’s evaluation will be based on:
| • | | a review of the nature of the professional services expected to be provided, |
| • | | a review of the safeguards put into place by the accounting firm to safeguard independence, and |
| • | | periodic meetings with the accounting firm. |
Policy for Audit and Non-Audit Services Provided to the Funds
On an annual basis, the scope of audits for each Fund, audit fees and expenses, and audit-related and non-audit services (and fees proposed in respect thereof) proposed to be performed by the Fund’s independent accountants will be presented by the Treasurer and the independent accountants to the Audit Committee for review and, as appropriate, approval prior to the initiation of such services. Such presentation shall be accompanied by confirmation by both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants. Proposed services shall be described in sufficient detail to enable the Audit Committee to assess the appropriateness of such services and fees, and the compatibility of the provision of such services with the auditor’s independence. The Committee shall receive periodic reports on the progress of the audit and other services which are approved by the Committee or by the Committee Chair pursuant to authority delegated in this Policy.
The categories of services enumerated under “Audit Services”, “Audit-related Services”, and “Tax Services” are intended to provide guidance to the Treasurer and the independent accountants as to those categories of services which the Committee believes are generally consistent with the independence of the independent accountants and which the Committee (or the Committee Chair) would expect upon the presentation of specific proposals to pre-approve. The enumerated categories are not intended as an exclusive list of audit, audit-related or tax services, which the Committee (or the Committee Chair) would consider for pre-approval.
Audit Services
The following categories of audit services are considered to be consistent with the role of the Fund’s independent accountants:
| • | | Annual Fund financial statement audits |
| • | | Seed audits (related to new product filings, as required) |
| • | | SEC and regulatory filings and consents |
Audit-related Services
The following categories of audit-related services are considered to be consistent with the role of the Fund’s independent accountants:
| • | | Accounting consultations |
| • | | Fund merger support services |
| • | | Agreed Upon Procedure Reports |
| • | | Other Internal Control Reports |
Individual audit-related services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $50,000.
Tax Services
The following categories of tax services are considered to be consistent with the role of the Fund’s independent accountants:
| • | | Tax compliance services related to the filing or amendment of the following: |
| • | | Federal, state and local income tax compliance; and, |
| • | | Sales and use tax compliance |
| • | | Timely RIC qualification reviews |
| • | | Tax distribution analysis and planning |
| • | | Tax authority examination services |
| • | | Tax appeals support services |
| • | | Accounting methods studies |
| • | | Fund merger support services |
| • | | Tax consulting services and related projects |
Individual tax services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $50,000.
Other Non-audit Services
Certain non-audit services that the independent accountants are legally permitted to render will be subject to pre-approval by the Committee or by one or more Committee members to whom the Committee has delegated this authority and who will report to the full Committee any pre-approval decisions made pursuant to this Policy. Non-audit services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.
Proscribed Services
The Fund’s independent accountants will not render services in the following categories of non-audit services:
| • | | Bookkeeping or other services related to the accounting records or financial statements of the Fund |
| • | | Financial information systems design and implementation |
| • | | Appraisal or valuation services, fairness opinions, or contribution-in-kind reports |
| • | | Internal audit outsourcing services |
| • | | Management functions or human resources |
| • | | Broker or dealer, investment adviser, or investment banking services |
| • | | Legal services and expert services unrelated to the audit |
| • | | Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible. |
Pre-approval of Non-Audit Services Provided to Other Entities Within the Prudential Fund Complex
Certain non-audit services provided to Prudential Investments LLC or any of its affiliates that also provide ongoing services to the Prudential Mutual Funds will be subject to pre-approval by the Audit Committee. The only non-audit services provided to these entities that will require pre-approval are those related directly to the operations and financial reporting of the Funds. Individual projects that are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $50,000. Services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.
Although the Audit Committee will not pre-approve all services provided to Prudential Investments LLC and its affiliates, the Committee will receive an annual report from the Fund’s independent accounting firm showing the aggregate fees for all services provided to Prudential Investments and its affiliates.
(e) (2) Percentage of services referred to in 4(b) – 4(d) that were approved by the audit committee –
Not applicable.
(f) | Percentage of hours expended attributable to work performed by other than full time employees of principal accountant if greater than 50%. |
The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was 0%.
(g) Non-Audit Fees
Not applicable to Registrant for the fiscal years 2014 and 2013. The aggregate non-audit fees billed by KPMG for services rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant for the fiscal years 2014 and 2013 was $0 and $0, respectively.
(h) Principal Accountant’s Independence
Not applicable as KPMG has not provided non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X.
Item 5 – Audit Committee of Listed Registrants – Not applicable.
Item 6 – Schedule of Investments – The schedule is included as part of the report to shareholders filed under Item 1 of this Form.
Item 7 – Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not applicable.
Item 8 – Portfolio Managers of Closed-End Management Investment Companies – Not applicable.
Item 9 – Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not applicable.
Item 10 – Submission of Matters to a Vote of Security Holders – Not applicable.
Item 11 – Controls and Procedures
| (a) | It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure. |
| (b) | There has been no significant change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter of the period covered by this report that has materially affected, or is likely to materially affect, the registrant’s internal control over financial reporting. |
Item 12 – Exhibits
| (a) | (1) Code of Ethics – Attached hereto as Exhibit EX-99.CODE-ETH |
| (2) | Certifications pursuant to Section 302 of the Sarbanes-Oxley Act – Attached hereto as Exhibit EX-99.CERT. |
| (3) | Any written solicitation to purchase securities under Rule 23c-1. – Not applicable. |
| (b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act – Attached hereto as Exhibit EX-99.906CERT. |
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: Prudential Jennison Mid-Cap Growth Fund, Inc.
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By: | | /s/ Deborah A. Docs |
| | Deborah A. Docs |
| | Secretary |
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Date: | | October 20, 2014 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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By: | | /s/ Stuart S. Parker |
| | Stuart S. Parker |
| | President and Principal Executive Officer |
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Date: | | October 20, 2014 |
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By: | | /s/ M. Sadiq Peshimam |
| | M. Sadiq Peshimam |
| | Treasurer and Principal Financial and Accounting Officer |
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Date: | | October 20, 2014 |