UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT
COMPANIES
Investment Company Act file number 811-04993
Nicholas Limited Edition, Inc.
(Exact Name of Registrant as specified in charter)
411 East Wisconsin Avenue, Milwaukee, Wisconsin 53202
(Address of Principal Executive Offices) (Zip Code)
Jennifer R. Kloehn, Senior Vice President and Treasurer
411 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
(Name and Address of Agent for Service)
Registrant's telephone number, including area code: 414-272-4650
Date of fiscal year end: 12/31/2020
Date of reporting period: 06/30/2020
Item 1. Report to Stockholders.
SEMIANNUAL REPORT
June 30, 2020
NICHOLAS
LIMITED EDITION, INC.
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on the Fund’s website, www.nicholasfunds.com, and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund or your financial intermediary electronically by contacting your financial intermediary (such as a broker-dealer or bank); direct shareholders may call the Fund at 1-800-544-6547.
You may elect to receive all future reports in paper free of charge. You can inform the Fund or your financial intermediary that you wish to continue receiving paper copies of your shareholder reports by contacting your financial intermediary (such as a broker-dealer or bank); direct shareholders may call the Fund at 1-800-544-6547. Your election to receive reports in paper will apply to all funds held with the Fund complex or your financial intermediary.
WWW.NICHOLASFUNDS.COM
NICHOLAS LIMITED EDITION, INC.
August 2020
Dear Fellow Shareholders:
During the six-month period ended June 30, 2020, Nicholas Limited Edition –Class I (the “Fund”) posted a return of -4.17% compared to -3.06% for the Russell 2000 Growth Index, -12.98% for the Russell 2000 Index and -3.08% for the Standard & Poor’s (“S&P”) 500 Index.
The stock market performance during the first half of 2020 was extremely volatile as the coronavirus pandemic’s impact rippled through financial markets around the globe. This was a dramatic reversal from the ebbing of uncertainty during 2019. Initially, it appeared that the pandemic would be a short-term event, and markets reached new highs in February. However, as that view changed, financial markets panicked in March with a violent sell-off that continued into April. Central authorities, including both fiscal and monetary, around the globe stepped in with immense levels of liquidity and support to arrest the slide. The negative impact of the pandemic is now thought to be a longer-term issue, with the hope that a vaccine will be available in late 2020 or early 2021 providing a boost to sentiment. Fundamental performance from companies during the first half was poor as sales and profits declined sharply. For example, the cumulative sum of all Russell 2000 companies’ net profit is expected to show a loss for the second quarter of 2020.
Returns for the Fund and selected indices are provided in the chart below for the periods ended June 30, 2020.
Average Annual Total Return | ||||||||||||
6 Months | 1 Year | 3 Year | 5 Year | 10 Year | ||||||||
Nicholas Limited Edition, Inc. – | ||||||||||||
Class I | -4.17 | % | 2.37 | % | 9.06 | % | 8.78 | % | 12.65 | % | ||
Nicholas Limited Edition, Inc. – | ||||||||||||
Class N | -4.27 | % | 2.17 | % | 8.75 | % | 8.45 | % | 12.28 | % | ||
Russell 2000 Growth Index | -3.06 | % | 3.48 | % | 7.86 | % | 6.86 | % | 12.92 | % | ||
Russell 2000 Index | -12.98 | % | -6.63 | % | 2.01 | % | 4.29 | % | 10.50 | % | ||
Morningstar Small-Cap Growth | ||||||||||||
Fund Category | -0.10 | % | 4.46 | % | 10.08 | % | 8.28 | % | 12.94 | % | ||
Standard & Poor’s 500 Index | -3.08 | % | 7.51 | % | 10.73 | % | 10.73 | % | 13.99 | % | ||
Ending value of $10,000 invested in | ||||||||||||
Nicholas Limited Edition, Inc. – | ||||||||||||
Class I | $ | 9,583 | $ | 10,237 | $ | 12,970 | $ | 15,232 | $ | 32,896 | ||
Ending value of $10,000 invested in | ||||||||||||
Nicholas Limited Edition, Inc. – | ||||||||||||
Class N | $ | 9,573 | $ | 10,217 | $ | 12,863 | $ | 15,005 | $ | 31,843 |
Fund’s Class I Expense Ratio (from 04/29/20 Prospectus): 0.86%
Fund’s Class N Expense Ratio (from 04/29/20 Prospectus): 1.11%
The Fund’s expense ratios for the period ended June 30, 2020 can be found in the financial highlights included within this report.
Performance data quoted represents past performance and is no guarantee of 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 of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month-end may be obtained by visiting www.nicholasfunds.com/returns.html.
The Fund’s returns are reduced by expenses; while the market indices are not. The ending values above illustrate the performance of a hypothetical $10,000 investment made in the Fund over the timeframes listed. Assumes reinvestment of dividends and capital gains. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. These figures do not imply any future performance.
Class N of the Fund commenced operations on February 28, 2005. Class I shares and Class N shares are invested in the same portfolio of securities. Annual returns will generally differ only to the extent that the classes do not have the same expenses. Please see the respective prospectus for details.
The Fund’s performance relative to the Russell 2000 Growth Index was positively driven by stock selection in the information technology, consumer discretionary, real estate, consumer staples and materials sectors. Detractors from relative performance were largely driven by health care, due to our lack of exposure to biotechnology stocks. In fact, health care hurt the Fund’s relative performance by more than 4%, more than the Fund’s six-month underperformance of 1.11%. On an absolute basis, the top 5 performers for the Fund during the first half of 2020 were Ollie’s Bargain Outlet, Repay Holdings, Lattice Semiconductor, BlackLine, and Qualys. The bottom five holdings that detracted from absolute performance were SP Plus, EVO Payments, Interface, Granite Point Mortgage Trust, and WNS (Holdings) Limited.
As of June 30, 2020, the Fund consisted of 64 stocks and approximately 7% cash. We believe the Fund is well diversified with sector weightings consisting of approximately 31% information technology, 19% industrials, 15% health care, 14% consumer related, 6% financials, 5% materials and 3% real estate.
We have seen growth companies post the strongest stock market returns over the last several years, and this continued for the first half of 2020; however, small companies face a tumultuous environment for the remainder of 2020 as U.S. unemployment remains about 10% exiting July 2020. Further, the world has greatly increased borrowing to help support the economy and this will limit its ability to grow over the medium term. Taking all these factors into account, we continue to focus on opportunities in companies that we believe can generate sales and profit growth, have good returns on capital and sell at relatively attractive valuations.
Thank you for your continued support.
Sincerely,
David O. Nicholas
Portfolio Manager
The information above represents the opinions of the Fund manager, is subject to change, and any forecasts made cannot be guaranteed.
Mutual fund investing involves risk. Principal loss is possible. The Fund may invest in small- and mid-cap companies, which involve additional risks such as limited liquidity and greater volatility.
Diversification does not assure a profit nor protect against loss in a declining market.
Earnings growth is not representative of the Fund’s future performance.
Please refer to the schedule of investments in the report for complete Fund holdings information. Fund holdings and sector allocations are subject to change and should not be considered a recommendation to buy or sell any security.
The Russell 2000 Index measures the performance of the 2000 smallest companies in the Russell 3000 Index, which represents approximately 10% of the total market capitalization of the Russell 3000 Index. The Russell 2000 Growth Index measures the performance of those Russell 2000 companies with higher price-to-book ratios and higher forecasted growth values. The S&P 500 Index is a broad-based unmanaged index of 500 stocks, which is widely recognized as representative of the equity market in general. One cannot invest directly in an index. Each Morningstar Category average represents a universe of funds with similar investment objectives.
Must be preceded or accompanied by a prospectus.
The Nicholas Funds are distributed by Quasar Distributors, LLC.
Financial Highlights Class I (NCLEX)
For a share outstanding throughout each period
Six Months | ||||||||||||||||||
Ended | ||||||||||||||||||
06/30/2020 | Years Ended December 31, | |||||||||||||||||
(unaudited) | 2019 | 2018 | 2017 | 2016 | 2015 | |||||||||||||
NET ASSET VALUE, | ||||||||||||||||||
BEGINNING OF PERIOD | $ | 28.33 | $ | 23.50 | $ | 26.32 | $ | 23.69 | $ | 23.31 | $ | 25.63 | ||||||
INCOME (LOSS) FROM | ||||||||||||||||||
INVESTMENT OPERATIONS | ||||||||||||||||||
Net investment income (loss)(1) | (.04 | ) | .06 | .01 | (.04 | ) | .01 | (.01 | ) | |||||||||
Net gain (loss) on securities | ||||||||||||||||||
(realized and unrealized) | (1.14 | ) | 6.37 | (.31 | ) | 4.77 | 2.90 | (.43 | ) | |||||||||
Total from | ||||||||||||||||||
investment operations | (1.18 | ) | 6.43 | (.30 | ) | 4.73 | 2.91 | (.44 | ) | |||||||||
LESS DISTRIBUTIONS | ||||||||||||||||||
From net investment income | — | (.06 | ) | (.01 | ) | — | (.00 | )(2) | — | |||||||||
From net capital gain | — | (1.54 | ) | (2.51 | ) | (2.10 | ) | (2.53 | ) | (1.88 | ) | |||||||
Total distributions | — | (1.60 | ) | (2.52 | ) | (2.10 | ) | (2.53 | ) | (1.88 | ) | |||||||
NET ASSET VALUE, | ||||||||||||||||||
END OF PERIOD | $ | 27.15 | $ | 28.33 | $ | 23.50 | $ | 26.32 | $ | 23.69 | $ | 23.31 | ||||||
TOTAL RETURN | (4.17 | )%(3) | 27.37 | % | (1.00 | )% | 19.92 | % | 12.37 | % | (1.83 | )% | ||||||
SUPPLEMENTAL DATA: | ||||||||||||||||||
Net assets, end of period (millions) | $ | 421.5 | $ | 433.4 | $ | 341.4 | $ | 358.0 | $ | 298.0 | $ | 273.4 | ||||||
Ratio of expenses | ||||||||||||||||||
to average net assets | .87 | %(4) | .86 | % | .86 | % | .86 | % | .86 | % | .86 | % | ||||||
Ratio of net investment income (loss) | ||||||||||||||||||
to average net assets | (.33 | )%(4) | .22 | % | .05 | % | (.14 | )% | .04 | % | (.04 | )% | ||||||
Portfolio turnover rate | 23.53 | %(4) | 21.56 | % | 23.38 | % | 29.67 | % | 42.07 | % | 27.80 | % |
(1) | Computed based on average shares outstanding. |
(2) | The amount rounds to $0.00. |
(3) | Not annualized. |
(4) | Annualized. |
The accompanying notes to financial statements are an integral part of these highlights.
– 4–
Financial Highlights Class N (NNLEX)
For a share outstanding throughout each period
Six Months | ||||||||||||||||||
Ended | ||||||||||||||||||
06/30/2020 | Years Ended December 31, | |||||||||||||||||
(unaudited) | 2019 | 2018 | 2017 | 2016 | 2015 | |||||||||||||
NET ASSET VALUE, | ||||||||||||||||||
BEGINNING OF PERIOD | $ | 26.24 | $ | 21.86 | $ | 24.74 | $ | 22.44 | $ | 22.27 | $ | 24.66 | ||||||
INCOME (LOSS) FROM | ||||||||||||||||||
INVESTMENT OPERATIONS | ||||||||||||||||||
Net investment loss(1) | (.06 | ) | (.01 | ) | (.07 | ) | (.11 | ) | (.07 | ) | (.10 | ) | ||||||
Net gain (loss) on securities | ||||||||||||||||||
(realized and unrealized) | (1.06 | ) | 5.93 | (.30 | ) | 4.51 | 2.77 | (.41 | ) | |||||||||
Total from | ||||||||||||||||||
investment operations | (1.12 | ) | 5.92 | (.37 | ) | 4.40 | 2.70 | (.51 | ) | |||||||||
LESS DISTRIBUTIONS | ||||||||||||||||||
From net investment income | — | — | — | — | — | — | ||||||||||||
From net capital gain | — | (1.54 | ) | (2.51 | ) | (2.10 | ) | (2.53 | ) | (1.88 | ) | |||||||
Total distributions | — | (1.54 | ) | (2.51 | ) | (2.10 | ) | (2.53 | ) | (1.88 | ) | |||||||
NET ASSET VALUE, | ||||||||||||||||||
END OF PERIOD | $ | 25.12 | $ | 26.24 | $ | 21.86 | $ | 24.74 | $ | 22.44 | $ | 22.27 | ||||||
TOTAL RETURN | (4.27 | )%(2) | 27.09 | % | (1.33 | )% | 19.57 | % | 12.00 | % | (2.19 | )% | ||||||
SUPPLEMENTAL DATA: | �� | |||||||||||||||||
Net assets, end of period (millions) | $ | 24.0 | $ | 30.0 | $ | 28.6 | $ | 33.0 | $ | 33.3 | $ | 31.5 | ||||||
Ratio of expenses | ||||||||||||||||||
to average net assets. | 1.08 | %(3) | 1.11 | % | 1.17 | % | 1.19 | % | 1.21 | % | 1.21 | % | ||||||
Ratio of net investment loss | ||||||||||||||||||
to average net assets. | (.52 | )%(3) | (.03 | )% | (.27 | )% | (.46 | )% | (.30 | )% | (.39 | )% | ||||||
Portfolio turnover rate | 23.53 | %(3) | 21.56 | % | 23.38 | % | 29.67 | % | 42.07 | % | 27.80 | % |
(1) | Computed based on average shares outstanding. |
(2) | Not annualized. |
(3) | Annualized. |
The accompanying notes to financial statements are an integral part of these highlights.
– 5–
Top Ten Equity Portfolio Holdings
June 30, 2020 (unaudited)
Percentage | ||
Name | of Net Assets | |
Repay Holdings Corporation | 2.82 | % |
BlackLine, Inc. | 2.51 | % |
Lattice Semiconductor Corporation | 2.42 | % |
Ollie’s Bargain Outlet Holdings, Inc. | 2.36 | % |
Descartes Systems Group, Inc. (The) | 2.18 | % |
Power Integrations, Inc. | 2.12 | % |
i3 Verticals, Inc. – Class A | 2.07 | % |
Paylocity Holding Corporation | 2.00 | % |
Bio-Techne Corporation | 1.99 | % |
ICON plc | 1.85 | % |
Total of top ten | 22.32 | % |
Sector Diversification (As a Percentage of Portfolio)
June 30, 2020 (unaudited)
– 6–
Fund Expenses
For the six month period ended June 30, 2020 (unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other operating expenses. The following table is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with those of other mutual funds.
The example is based on an investment of $1,000 made at the beginning of the period and held for the entire period.
The first line of the table below for each share class of the Fund provides information about the actual account values and actual expenses. You may use the information in 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 divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios for each class of the Fund and an assumed rate of return of 5% per year before expenses, which are not the Fund’s actual returns. 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 with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
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 wire fees. Therefore, the second line of 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.
Class I | Beginning | Ending | Expenses | |||
Account | Account | Paid During | ||||
Value | Value | Period* | ||||
12/31/19 | 06/30/20 | 01/01/20 – 06/30/20 | ||||
Actual | $ | 1,000.00 | $ | 958.30 | $ | 4.24 |
Hypothetical | 1,000.00 | 1,020.67 | 4.37 | |||
(5% return before expenses) |
* | Expenses are equal to the Class I six-month annualized expense ratio of 0.87%, multiplied by the average account value over the period, multiplied by 182 then divided by 366 to reflect the one-half year period. |
– 7–
Fund Expenses (continued)
For the six month period ended June 30, 2020 (unaudited)
Class N | Beginning | Ending | Expenses | |||
Account | Account | Paid During | ||||
Value | Value | Period** | ||||
12/31/19 | 06/30/20 | 01/01/20 – 06/30/20 | ||||
Actual | $ | 1,000.00 | $ | 957.30 | $ | 5.26 |
Hypothetical | 1,000.00 | 1,019.63 | 5.42 | |||
(5% return before expenses) |
** | Expenses are equal to the Class N six-month annualized expense ratio of 1.08%, multiplied by the average account value over the period, multiplied by 182 then divided by 366 to reflect the one-half year period. |
– 8–
Schedule of Investments
June 30, 2020 (unaudited)
Shares or | |||
Principal | |||
Amount | Value | ||
COMMON STOCKS — 91.90% | |||
Consumer Discretionary – Automobiles & Components — 1.23% | |||
82,000 | Dorman Products, Inc. * | $ | 5,499,740 |
Consumer Discretionary – Durables & Apparel — 1.78% | |||
170,000 | La-Z-Boy Incorporated | 4,600,200 | |
126,500 | Lovesac Company (The) | 3,318,095 | |
7,918,295 | |||
Consumer Discretionary – Retailing — 4.09% | |||
68,500 | Murphy USA Inc. * | 7,712,415 | |
107,500 | Ollie’s Bargain Outlet Holdings, Inc. * | 10,497,375 | |
18,209,790 | |||
Consumer Discretionary – Services — 2.78% | |||
260,000 | Carriage Services, Inc. | 4,711,200 | |
352,500 | Wendy’s Company (The) | 7,677,450 | |
12,388,650 | |||
Consumer Staples – Food & Staples Retailing — 2.53% | |||
165,000 | Grocery Outlet Holding Corp. * | 6,732,000 | |
75,000 | PriceSmart, Inc. | 4,524,750 | |
11,256,750 | |||
Consumer Staples – Food, Beverage & Tobacco — 1.44% | |||
300,000 | Nomad Foods Limited * | 6,435,000 | |
Financials – Banks — 1.08% | |||
136,000 | Glacier Bancorp, Inc. | 4,799,440 | |
Financials – Diversified — 3.43% | |||
116,500 | Cohen & Steers, Inc. | 7,927,825 | |
52,300 | Morningstar, Inc. | 7,372,731 | |
15,300,556 | |||
Financials – Insurance — 1.76% | |||
170,000 | Brown & Brown, Inc. | 6,929,200 | |
12,000 | Goosehead Insurance, Inc. – Class A | 901,920 | |
7,831,120 | |||
Health Care – Equipment & Services — 8.42% | |||
98,500 | LivaNova PLC * | 4,740,805 | |
92,500 | NuVasive, Inc. * | 5,148,550 | |
46,000 | STERIS plc | 7,058,240 | |
114,500 | Tabula Rasa HealthCare, Inc. * | 6,266,585 | |
302,246 | Vocera Communications, Inc. * | 6,407,615 | |
265,000 | Wright Medical Group N.V. * | 7,875,800 | |
37,497,595 |
The accompanying notes to financial statements are an integral part of this schedule.
– 9–
Schedule of Investments (continued)
June 30, 2020 (unaudited)
Shares or | |||
Principal | |||
Amount | Value | ||
COMMON STOCKS — 91.90% (continued) | |||
Health Care – Pharmaceuticals, Biotechnology & | |||
Life Sciences — 6.46% | |||
33,500 | Bio-Techne Corporation | $ | 8,846,345 |
49,000 | ICON plc * | 8,254,540 | |
145,000 | Prestige Consumer Healthcare Inc. * | 5,446,200 | |
107,500 | Syneos Health, Inc. * | 6,261,875 | |
28,808,960 | |||
Industrials – Capital Goods — 3.70% | |||
137,500 | A.O. Smith Corporation | 6,479,000 | |
112,000 | Beacon Roofing Supply, Inc. * | 2,953,440 | |
280,210 | BMC Stock Holdings, Inc. * | 7,044,479 | |
16,476,919 | |||
Industrials – Commercial & Professional Services — 10.08% | |||
100,000 | Exponent, Inc. | 8,093,000 | |
242,500 | Healthcare Services Group, Inc. | 5,931,550 | |
160,000 | IAA, Inc. * | 6,171,200 | |
88,000 | ICF International, Inc. | 5,705,040 | |
97,000 | Interface, Inc. | 789,580 | |
375,000 | KAR Auction Services, Inc. | 5,160,000 | |
160,000 | Ritchie Bros. Auctioneers Incorporated | 6,536,000 | |
135,696 | SP Plus Corporation * | 2,810,264 | |
109,470 | US Ecology, Inc. | 3,708,844 | |
44,905,478 | |||
Industrials – Transportation — 4.84% | |||
164,000 | Knight-Swift Transportation Holdings Inc. | 6,840,440 | |
293,766 | Marten Transport, Ltd. | 7,391,153 | |
168,500 | Werner Enterprises, Inc. | 7,334,805 | |
21,566,398 | |||
Information Technology – Semiconductors & | |||
Semiconductor Equipment — 5.72% | |||
380,000 | Lattice Semiconductor Corporation * | 10,788,200 | |
80,140 | Power Integrations, Inc. | 9,466,938 | |
100,100 | Semtech Corporation * | 5,227,222 | |
25,482,360 | |||
Information Technology – Software & Services — 25.10% | |||
135,000 | BlackLine, Inc. * | 11,192,850 | |
71,750 | CyberArk Software Ltd. * | 7,122,622 | |
184,000 | Descartes Systems Group Inc. (The) * | 9,733,600 | |
192,500 | EVERTEC, Inc. | 5,409,250 | |
94,500 | ExlService Holdings, Inc. * | 5,991,300 |
The accompanying notes to financial statements are an integral part of this schedule.
– 10 –
Schedule of Investments (continued)
June 30, 2020 (unaudited)
Shares or | |||
Principal | |||
Amount | Value | ||
COMMON STOCKS — 91.90% (continued) | |||
Information Technology – Software & Services — 25.10% (continued) | |||
305,000 | i3 Verticals, Inc. – Class A * | $ | 9,226,250 |
12,500 | Mimecast Limited * | 520,750 | |
61,000 | Paylocity Holding Corporation * | 8,899,290 | |
87,000 | Q2 Holdings, Inc. * | 7,463,730 | |
70,000 | Qualys, Inc. * | 7,281,400 | |
130,000 | Rapid7, Inc. * | 6,632,600 | |
510,000 | Repay Holdings Corporation * | 12,561,300 | |
225,000 | SailPoint Technologies Holdings, Inc. * | 5,955,750 | |
72,000 | Varonis Systems, Inc. * | 6,370,560 | |
135,900 | WNS (Holdings) Limited * | 7,471,782 | |
111,833,034 | |||
Materials — 5.01% | |||
59,500 | AptarGroup, Inc. | 6,662,810 | |
281,000 | GCP Applied Technologies Inc. * | 5,220,980 | |
237,500 | PolyOne Corporation | 6,229,625 | |
95,292 | UFP Technologies, Inc. * | 4,198,566 | |
22,311,981 | |||
Real Estate — 2.45% | |||
154,933 | Community Healthcare Trust Incorporated | 6,336,760 | |
130,200 | NexPoint Residential Trust, Inc. | 4,602,570 | |
10,939,330 | |||
TOTAL COMMON STOCKS | |||
(cost $265,018,576) | 409,461,396 |
The accompanying notes to financial statements are an integral part of this schedule.
– 11 –
Schedule of Investments (continued)
June 30, 2020 (unaudited)
Shares or | ||||
Principal | ||||
Amount | Value | |||
SHORT-TERM INVESTMENTS — 7.39% | ||||
U.S. Government Securities – 6.06% | ||||
$ | 5,000,000 | U.S. Treasury Bill 07/02/2020, 0.041% | $ | 4,999,994 |
4,000,000 | U.S. Treasury Bill 07/09/2020, 0.035% | 3,999,969 | ||
4,000,000 | U.S. Treasury Bill 07/30/2020, 0.041% | 3,999,871 | ||
4,000,000 | U.S. Treasury Bill 08/13/2020, 0.051% | 3,999,761 | ||
5,000,000 | U.S. Treasury Bill 09/03/2020, 0.061% | 4,999,467 | ||
5,000,000 | U.S. Treasury Bill 09/17/2020, 0.081% | 4,999,133 | ||
26,998,195 | ||||
Money Market Fund – 1.33% | ||||
5,916,860 | Invesco Treasury Portfolio Short-Term Investments Trust | |||
(Institutional Class), 7-day net yield 0.08% | 5,916,860 | |||
TOTAL SHORT-TERM INVESTMENTS | ||||
(cost $32,915,055) | 32,915,055 | |||
TOTAL INVESTMENTS | ||||
(cost $297,933,631) — 99.29% | 442,376,451 | |||
OTHER ASSETS, NET OF LIABILITIES — 0.71% | 3,189,738 | |||
TOTAL NET ASSETS | ||||
(basis of percentages disclosed above) — 100% | $ | 445,566,189 | ||
* Non-income producing security. |
The accompanying notes to financial statements are an integral part of this schedule.
– 12 –
Statement of Assets and Liabilities
June 30, 2020 (unaudited)
ASSETS | ||
Investments in securities at value (cost $297,933,631) | $ | 442,376,451 |
Receivables – | ||
Investment securities sold | 3,397,786 | |
Capital stock subscription | 239,463 | |
Dividend and interest | 60,750 | |
Total receivables | 3,697,999 | |
Other | 12,769 | |
Total assets | 446,087,219 | |
LIABILITIES | ||
Payables – | ||
Investment securities purchased | 50,782 | |
Due to adviser – | ||
Management fee | 273,251 | |
Accounting and administrative fee | 9,108 | |
Total due to adviser | 282,359 | |
12b-1 and servicing fee | 46,007 | |
Capital stock redemption | 69,446 | |
Other payables and accrued expense | 72,436 | |
Total liabilities | 521,030 | |
Total net assets | $ | 445,566,189 |
NET ASSETS CONSIST OF | ||
Paid in capital | $ | 303,252,121 |
Accumulated distributable earnings | 142,314,068 | |
Total net assets | $ | 445,566,189 |
Class I | ||
Net assets | $ | 421,539,046 |
Shares outstanding | 15,526,847 | |
NET ASSET VALUE PER SHARE ($.01 par value, | ||
39,000,000 shares authorized), offering price and redemption price | $ | 27.15 |
Class N | ||
Net assets | $ | 24,027,143 |
Shares outstanding | 956,565 | |
NET ASSET VALUE PER SHARE ($.01 par value, | ||
11,000,000 shares authorized), offering price and redemption price | $ | 25.12 |
The accompanying notes to financial statements are an integral part of this statement.
– 13 –
Statement of Operations
For the six months ended June 30, 2020 (unaudited)
INCOME | |||
Dividend (net of foreign taxes of $9,750) | $ | 1,071,276 | |
Interest | 91,304 | ||
Total income | 1,162,580 | ||
EXPENSES | |||
Management fee | 1,599,954 | ||
Transfer agent fees | 60,965 | ||
Accounting and administrative fees | 53,332 | ||
Registration fees | 47,253 | ||
12b-1 fees – Class N | 18,901 | ||
Audit and tax fees | 17,850 | ||
Accounting system and pricing service fees | 15,432 | ||
Printing | 11,431 | ||
Directors’ fees | 10,837 | ||
Custodian fees | 10,601 | ||
Postage and mailing | 10,149 | ||
Servicing fees – Class N | 7,560 | ||
Insurance | 7,444 | ||
Legal fees | 6,732 | ||
Other operating expenses | 5,289 | ||
Total expenses | 1,883,730 | ||
Net investment loss | (721,150 | ) | |
NET REALIZED LOSS ON INVESTMENTS | (1,407,602 | ) | |
CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION) | |||
ON INVESTMENTS | (18,305,722 | ) | |
Net realized and unrealized loss on investments | (19,713,324 | ) | |
Net decrease in net assets resulting from operations | $ | (20,434,474 | ) |
The accompanying notes to financial statements are an integral part of this statement.
– 14 –
Statements of Changes in Net Assets
For the six months ended June 30, 2020 (unaudited)
and the year ended December 31, 2019
Six Months Ended | ||||||
06/30/2020 | Year Ended | |||||
(unaudited) | 12/31/2019 | |||||
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS | ||||||
Net investment income (loss) | $ | (721,150 | ) | $ | 875,304 | |
Net realized gain (loss) on investment | (1,407,602 | ) | 24,167,321 | |||
Change in net unrealized appreciation (depreciation) | ||||||
on investments | (18,305,722 | ) | 76,704,157 | |||
Net increase (decrease) in net | ||||||
assets resulting from operation | (20,434,474 | ) | 101,746,782 | |||
DISTRIBUTIONS TO SHAREHOLDERS FROM | ||||||
Investment operations – Class I | — | (23,348,594 | ) | |||
Investment operations – Class N | — | (1,694,307 | ) | |||
Total distributions | — | (25,042,901 | ) | |||
CAPITAL SHARE TRANSACTIONS | ||||||
Proceeds from shares issued – Class I | ||||||
(1,353,672 and 2,039,218 shares, respectively) | 34,769,073 | 54,876,829 | ||||
Reinvestment of distributions – Class I | ||||||
(— and 757,369 shares, respectively) | — | 21,478,973 | ||||
Cost of shares redeemed – Class I | ||||||
(1,124,907 and 2,025,702 shares, respectively) | (28,365,140 | ) | (55,513,893 | ) | ||
Proceeds from shares issued – Class N | ||||||
(127,111 and 183,462 shares, respectively) | 3,069,153 | 4,655,893 | ||||
Reinvestment of distributions – Class N | ||||||
(— and 64,043 shares, respectively) | — | 1,682,397 | ||||
Cost of shares redeemed – Class N | ||||||
(313,623 and 412,399 shares, respectively) | (6,882,131 | ) | (10,418,697 | ) | ||
Change in net assets derived from | ||||||
capital share transactions | 2,590,955 | 16,761,502 | ||||
Total increase (decrease) in net assets | (17,843,519 | ) | 93,465,383 | |||
NET ASSETS | ||||||
Beginning of period | 463,409,708 | 369,944,325 | ||||
End of period | $ | 445,566,189 | $ | 463,409,708 |
The accompanying notes to financial statements are an integral part of these statements.
– 15 –
Notes to Financial Statements
June 30, 2020 (unaudited)
These financial statements have been prepared pursuant to reporting rules for interim
financial statements. Accordingly, these financial statements do not include all of the
information and footnotes required by generally accepted accounting principles (“GAAP”) for
annual financial statements. These financial statements should be read in conjunction with the
financial statements and financial highlights and notes in the Fund’s Annual Report on
Form N-CSR for the year ended December 31, 2019.
These financial statements have not been audited. Management believes that these financial
statements include all adjustments (which, unless otherwise noted, include only normal
recurring adjustments) necessary for a fair presentation of the financial results for each
period shown.
(1) Summary of Significant Accounting Policies —
Nicholas Limited Edition, Inc. (the “Fund”) is organized as a Maryland corporation and
is registered as an open-end, diversified management investment company under the
Investment Company Act of 1940, as amended. The primary objective of the Fund is
long-term growth. The following is a summary of the significant accounting policies
of the Fund:
(a) Equity securities traded on a stock exchange will ordinarily be valued on the basis
of the last sale price on the date of valuation on the securities principal exchange,
or if in the absence of any sale on that day, the closing bid price. For securities
principally traded on the NASDAQ market, the Fund uses the NASDAQ Official
Closing Price. Investments in shares of open-end mutual funds, including money
market funds, are valued at their daily net asset value, which is calculated as of the
close of regular trading on the New York Stock Exchange. Debt securities, excluding
short-term investments, are valued at their current evaluated bid price as determined
by an independent pricing service, which generates evaluations on the basis of
dealer quotes for normal institutional-sized trading units, issuer analysis, bond
market activity and various other factors. Securities for which market quotations
may not be readily available are valued at their fair value as determined in good faith
by procedures adopted by the Board of Directors. Short-term investments
purchased at par are valued at cost, which approximates market value. Short-term
investments purchased at a premium or discount are stated at amortized cost, which
approximates market value. The Fund did not maintain any positions in derivative
instruments or engage in hedging activities during the year. Investment transactions
for financial statement purposes are recorded on trade date.
In accordance with Accounting Standards Codification (“ASC”) 820-10, “Fair Value
Measurements and Disclosures” (“ASC 820-10”), fair value is defined as the price
that the Fund would receive upon selling an investment in a timely transaction to an
independent buyer in the principal or most advantageous market of the investment.
ASC 820-10 established a three-tier hierarchy to maximize the use of observable
market data and minimize the use of unobservable inputs and to establish
classification of fair value measurements for disclosure purposes. Inputs refer
broadly to the assumptions that market participants would use in pricing the asset
or liability, including assumptions about risk, for example, the risk inherent in a
– 16 –
Notes to Financial Statements (continued)
June 30, 2020 (unaudited)
particular valuation technique used to measure fair value such as a pricing model
and/or the risk inherent in the inputs to the valuation technique. Inputs may be
observable or unobservable. Observable inputs are inputs that reflect the
assumptions market participants would use in pricing the asset or liability based on
market data obtained from sources independent of the reporting entity.
Unobservable inputs are inputs that reflect the reporting entity’s own assumptions
about the assumptions market participants would use in pricing the asset or liability
based on the best information available in the circumstances. The three-tier
hierarchy of inputs is summarized in the three broad levels listed below.
Level 1 – quoted prices in active markets for identical investments
Level 2 – other significant observable inputs (including quoted prices for
similar investments, interest rates, benchmark yields, bids, offers,
transactions, spreads and other relationships observed in the
markets among market securities, underlying equity of the issuer,
proprietary pricing models, credit risk, etc.)
Level 3 – significant unobservable inputs (including the Fund’s own
assumptions in determining the fair value of investments)
The inputs or methodology used for valuing securities are not necessarily an
indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of June 30, 2020 in valuing the
Fund’s investments carried at value:
Investments | ||
Valuation Inputs | in Securities | |
Level 1 – | ||
Common Stocks(1) | $ | 409,461,396 |
Money Market Fund | 5,916,860 | |
Level 2 – | ||
U.S. Government Securities | 26,998,195 | |
Level 3 – | ||
None | — | |
Total | $ | 442,376,451 |
(1) See Schedule of Investments for further detail by industry.
The Fund did not hold any Level 3 investments during the period.
(b) Net realized gain (loss) on portfolio securities was computed on the basis of
specific identification.
(c) Dividend income is recorded on the ex-dividend date, and interest income is
recognized on an accrual basis. Non-cash dividends, if any, are recorded at value
on date of distribution. Generally, discounts and premiums on long-term debt
security purchases, if any, are amortized over the expected lives of the respective
securities using the effective yield method.
– 17 –
Notes to Financial Statements (continued)
June 30, 2020 (unaudited)
(d) Provision has not been made for federal income taxes or excise taxes since the
Fund has elected to be taxed as a “regulated investment company” and intends to
distribute substantially all net investment income and net realized capital gains on
sales of investments to its shareholders and otherwise comply with the provisions
of Subchapter M of the Internal Revenue Code applicable to regulated
investment companies.
Investment income, net capital gains (losses) and all expenses incurred by the Fund
are allocated based on the relative net assets of each class, except for 12b-1 and
shareholder servicing fees and certain other fees and expenses related to one class
of shares.
Class N shares are subject to a 0.25% 12b-1 fee and a 0.10% servicing fee, as
described in its prospectus. Subsequent to April 30, 2019, through period end, the
12b-1 fee was voluntarily reduced to 0.15%. Subsequent to April 30, 2017 through
period end, the servicing fee was voluntarily reduced to 0.06%. Income, expenses
(other than expenses attributable to a specific class), and realized and unrealized
gains and losses are allocated daily to each class of shares based upon the relative
net asset value of outstanding shares.
(e) Dividends and distributions paid to shareholders are recorded on the ex-dividend
date. Distributions from net investment income are generally declared and paid at
least annually. Distributions of net realized capital gain, if any, are declared and paid
at least annually.
The amount of distributions from net investment income and net realized capital
gain are determined in accordance with federal income tax regulations, which may
differ from U.S. generally accepted accounting principles (“U.S. GAAP”) for
financial reporting purposes. Financial reporting records are adjusted for
permanent book-to-tax differences to reflect tax character.
The tax character of distributions paid during the six months ended June 30, 2020
and the year ended December 31, 2019 was as follows:
06/30/2020 | 12/31/2019 | ||||
Distributions paid from: | |||||
Ordinary income | $ | — | $ | 875,304 | |
Long-term capital gain | — | 24,167,597 | |||
Total distributions paid | $ | — | $ | 25,042,901 |
As of June 30, 2020, investment cost for federal tax purposes was $297,954,829
and the tax basis components of net assets were as follows:
Unrealized appreciation | $ | 155,491,924 | |
Unrealized depreciation | (11,070,302 | ) | |
Net unrealized appreciation | $ | 144,421,622 |
The difference between the financial statement and tax-basis investment cost is
attributable primarily to the tax deferral of wash sales losses.
– 18 –
Notes to Financial Statements (continued)
June 30, 2020 (unaudited)
The Fund had no material uncertain tax positions and has not recorded a liability for
unrecognized tax benefits as of June 30, 2020. Also, the Fund recognized no
interest and penalties related to uncertain tax benefits during the period ended
June 30, 2020. At June 30, 2020, the fiscal years 2016 through 2019 remain open
to examination in the Fund’s major tax jurisdictions.
(f) The Fund is considered an investment company under U.S. GAAP and follows the
accounting and reporting guidance applicable to investment companies in the
Financial Accounting Standards Board (“FASB”) ASC 946, “Financial Services –
Investment Companies.” U.S. GAAP guidance requires management to make
estimates and assumptions that effect the amounts reported in the financial
statements and accompanying notes. Actual results could differ from estimates.
(g) In the normal course of business the Fund enters into contracts that contain
general indemnification clauses. The Fund’s maximum exposure under these
arrangements is unknown, as this would involve future claims against the Fund
that have not yet occurred. Based on experience, the Fund expects the risk of loss
to be remote.
(h) In connection with the preparation of the Fund’s financial statements, management
evaluated subsequent events after the date of the Statement of Assets and
Liabilities of June 30, 2020. There have been no material subsequent events since
June 30, 2020 that would require adjustment to or additional disclosure in these
financial statements.
(2) Related Parties —
(a) Investment Adviser and Management Agreement —
The Fund has an agreement with Nicholas Company, Inc. (with whom certain
officers and directors of the Fund are affiliated) (the “Adviser”) to serve as
investment adviser and manager. Under the terms of the agreement, a monthly fee
is paid to the Adviser based on an annualized fee of 0.75% of the average net asset
value of the Fund.
The Adviser may be paid for accounting and administrative services rendered by its
personnel, subject to the following guidelines: (i) up to five basis points, on an
annual basis, of the average net asset value of the Fund up to and including
$2 billion and up to three basis points, on an annual basis, of the average net asset
value of the Fund greater than $2 billion, based on the average net asset value of
the Fund as determined by valuations made at the close of each business day of
each month, and (ii) where the preceding calculation results in an annual payment
of less than $50,000, the Adviser, in its discretion, may charge the Fund up to
$50,000 for such services.
(b) Legal Counsel —
A director of the Adviser is affiliated with a law firm that provides services to the
Fund. The Fund incurred expenses of $4,082 for the period ended June 30, 2020
for legal services rendered by this law firm.
– 19 –
Notes to Financial Statements (continued)
June 30, 2020 (unaudited)
(3) Investment Transactions —
For the period ended June 30, 2020, the cost of purchases and the proceeds from
sales of investment securities, other than short-term obligations, aggregated
$47,047,441 and $56,269,820, respectively.
– 20 –
Historical Record
(unaudited)
Net | ||||||||||
Investment | Dollar | Growth of | ||||||||
Net | Income | Capital Gain | Weighted | an Initial | ||||||
Asset Value | Distributions | Distributions | Price/Earnings | $10,000 | ||||||
Class I | Per Share | Per Share | Per Share | Ratio(2) | Investment(3) | |||||
May 18, 1987(1) | $ | 10.00 | $ | — | $ | — | — | $ | 10,000 | |
December 31, 1987 | 9.15 | .0900 | — | 13.9 times | 9,242 | |||||
December 31, 1988 | 11.29 | .0969 | .2527 | 14.1 | 11,762 | |||||
December 31, 1989 | 12.49 | .1453 | .6151 | 16.3 | 13,804 | |||||
December 31, 1990 | 12.03 | .1207 | .1213 | 14.2 | 13,566 | |||||
December 31, 1991 | 16.86 | .1228 | .2407 | 21.9 | 19,429 | |||||
December 31, 1992 | 18.77 | .0815 | .8275 | 18.8 | 22,690 | |||||
December 31, 1993 | 18.68 | .0867 | 1.6782 | 20.4 | 24,738 | |||||
December 31, 1994 | 17.09 | .1031 | .9065 | 18.3 | 23,985 | |||||
December 31, 1995 | 19.22 | .0761 | 2.9353 | 25.2 | 31,223 | |||||
December 31, 1996 | 20.74 | .0124 | 2.6151 | 30.7 | 38,031 | |||||
December 31, 1997 | 25.07 | .0029 | 2.4886 | 33.0 | 50,590 | |||||
December 31, 1998 | 24.20 | .0142 | 1.2490 | 30.3 | 51,436 | |||||
December 31, 1999 | 22.61 | .0538 | .5439 | 23.4 | 49,333 | |||||
December 31, 2000 | 15.16 | — | 5.5800 | 25.9 | 45,063 | |||||
December 31, 2001 | 16.37 | — | .0357 | 25.5 | 48,764 | |||||
December 31, 2002 | 12.49 | — | .0311 | 21.4 | 37,299 | |||||
December 31, 2003 | 17.43 | — | — | 24.2 | 52,051 | |||||
December 31, 2004 | 19.59 | — | .2679 | 25.3 | 59,309 | |||||
December 31, 2005 | 19.23 | — | 1.8896 | 25.2 | 63,925 | |||||
December 31, 2006 | 19.62 | — | .8425 | 23.6 | 68,002 | |||||
December 31, 2007 | 20.07 | .0008 | 1.7607 | 24.7 | 75,615 | |||||
December 31, 2008 | 13.93 | .0301 | .0327 | 14.9 | 52,733 | |||||
December 31, 2009 | 17.76 | .0005 | — | 23.5 | 67,234 | |||||
December 31, 2010 | 21.85 | — | 1.5377 | 24.8 | 88,494 | |||||
December 31, 2011 | 20.90 | — | 1.2484 | 22.9 | 89,672 | |||||
December 31, 2012 | 21.06 | .0043 | 2.0167 | 22.3 | 99,159 | |||||
December 31, 2013 | 27.05 | .0160 | 1.5957 | 23.9 | 134,984 | |||||
December 31, 2014 | 25.63 | .0002 | 2.6251 | 24.9 | 140,842 | |||||
December 31, 2015 | 23.31 | — | 1.8767 | 23.4 | 138,262 | |||||
December 31, 2016 | 23.69 | .0012 | 2.5295 | 25.3 | 155,364 | |||||
December 31, 2017 | 26.32 | — | 2.0989 | 27.7 | 186,320 | |||||
December 31, 2018 | 23.50 | .0063 | 2.5137 | 25.5 | 184,458 | |||||
December 31, 2019 | 28.33 | .0601 | 1.5436 | 29.2 | 234,944 | |||||
June 30, 2020 | 27.15 | — | — | 29.6 | 225,158 | |||||
(1) Date of Initial Public Offering. | ||||||||||
(2) Based on latest 12 months accomplished earnings. | ||||||||||
(3) Assuming reinvestment of all distributions. |
– 21 –
Historical Record (continued)
(unaudited)
Net | |||||||||
Investment | Dollar | Growth of | |||||||
Net | Income | Capital Gain | Weighted | an Initial | |||||
Asset Value | Distributions | Distributions | Price/Earnings | $10,000 | |||||
Class N | Per Share | Per Share | Per Share | Ratio(2) | Investment(3) | ||||
February 28, 2005(1) | $ | 19.30 | $ | — | $ | — | 25.5 times | $ | 10,000 |
December 31, 2005 | 19.19 | — | 1.8581 | 25.2 | 10,903 | ||||
December 31, 2006 | 19.51 | — | .8425 | 23.6 | 11,560 | ||||
December 31, 2007 | 19.86 | — | 1.7607 | 24.7 | 12,802 | ||||
December 31, 2008 | 13.78 | .0062 | .0327 | 14.9 | 8,909 | ||||
December 31, 2009 | 17.54 | .0005 | — | 23.5 | 11,341 | ||||
December 31, 2010 | 21.50 | — | 1.5377 | 24.8 | 14,888 | ||||
December 31, 2011 | 20.47 | — | 1.2484 | 22.9 | 15,034 | ||||
December 31, 2012 | 20.51 | — | 2.0167 | 22.3 | 16,568 | ||||
December 31, 2013 | 26.21 | — | 1.5957 | 23.9 | 22,466 | ||||
December 31, 2014 | 24.66 | — | 2.6251 | 24.9 | 23,361 | ||||
December 31, 2015 | 22.27 | — | 1.8767 | 23.4 | 22,849 | ||||
December 31, 2016 | 22.44 | — | 2.5295 | 25.3 | 25,591 | ||||
December 31, 2017 | 24.74 | — | 2.0989 | 27.7 | 30,597 | ||||
December 31, 2018 | 21.86 | — | 2.5137 | 25.5 | 30,189 | ||||
December 31, 2019 | 26.24 | — | 1.5436 | 29.2 | 38,367 | ||||
June 30, 2020 | 25.12 | — | — | 29.6 | 36,730 | ||||
(1) Date of Initial Public Offering. | |||||||||
(2) Based on latest 12 months accomplished earnings. | |||||||||
(3) Assuming reinvestment of all distributions. |
– 22 –
Approval of Investment Advisory Contract
(unaudited)
A discussion of the Approval by the Board of Directors of the Fund’s Investment Advisory
Contract can be found in the Fund’s Annual Report dated December 31, 2019.
Liquidity Risk Management Program
(unaudited)
The Fund has adopted and implemented a liquidity risk management program (the “Program”)
in accordance with Rule 22e-4 under the 1940 Act. The Program seeks to assess and manage
the Fund’s liquidity risk, i.e., the risk that a Fund is unable to satisfy redemption requests
without significantly diluting remaining investors’ interests in the Fund. The Board of Directors
of the Fund has designated Nicholas Company, Inc., the Fund’s investment adviser, to
administer the Program. Certain aspects of the Program rely on third parties to perform certain
functions, including the provision of market data and application of models.
The Program is comprised of various components designed to support the assessment
and/or management of liquidity risk, including: (1) the periodic assessment (no less
frequently than annually) of certain factors that influence a Fund’s liquidity risk; (2) the
periodic classification (no less frequently than monthly) of a Fund’s investments into one of
four liquidity categories that reflect an estimate of their liquidity under current market
conditions; (3) a 15% limit on the acquisition of “illiquid investments” (as defined under
Rule 22e-4); (4) for a Fund that does not invest primarily in “highly liquid investments”
(as defined under Rule 22e-4), the determination of a minimum percentage of the Fund’s
assets that will generally be invested in highly liquid investments (a “Highly Liquid
Investment Minimum”); and (5) periodic reporting to the Board of Directors.
At a meeting of the Board of Directors on February 3, 2020, Nicholas Company, Inc. provided a
written report to the Board addressing the operation, and the adequacy and effectiveness of
the implementation, of the Program, including, as applicable, the operation of any Highly
Liquid Investment Minimum and any material changes to the Program, for the initial period
from June 1, 2019 through December 31, 2019 (the “Reporting Period”). Among other things,
the annual report discussed: (1) the results of stress tests designed to assess liquidity under a
hypothetical stressed scenario involving elevated redemptions; and (2) an assessment of the
methodologies used to classify investments into one of four liquidity categories. The report
concluded that the Program was reasonably designed to assess and manage liquidity risk and
was adequately and effectively implemented during the Reporting Period.
There can be no assurance that the Program will achieve its objectives under all
circumstances in the future. Please refer to the Fund’s prospectus for more information
regarding the Fund’s exposure to liquidity risk and other risks to which it may be subject.
– 23 –
Information on Proxy Voting
(unaudited)
A description of the policies and procedures that the Fund uses to determine how to vote
proxies relating to portfolio securities is available, without charge, upon request by calling
800-544-6547 or 414-276-0535. It also appears in the Fund’s Statement of Additional
Information, which can be found on the SEC’s website, www.sec.gov. A record of how the
Fund voted its proxies for the most recent twelve-month period ended June 30, also is
available on the Fund’s website, www.nicholasfunds.com, and the SEC’s website,
www.sec.gov.
Quarterly Portfolio Schedule
(unaudited)
The Fund files its complete schedule of investments with the SEC for the first and third
quarters of each fiscal year on Form N-PORT. The Fund’s Form N-PORT reports are available
on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s Public
Reference Room in Washington, D.C. Information on the operation of the Public Reference
Room may be obtained by calling 800-SEC-0330.
– 24 –
Privacy Policy
(unaudited)
Nicholas Limited Edition, Inc. respects each shareholder’s right to privacy. We are committed to safeguarding the information that you provide us to maintain and execute transactions on your behalf.
We collect the following non-public personal information about you:
* | Information we receive from you on applications or other forms, whether we receive the form in writing or electronically. This includes, but is not limited to, your name, address, phone number, tax identification number, date of birth, beneficiary information and investment selection. |
* | Information about your transactions with us and account history with us. This includes, but is not limited to, your account number, balances and cost basis information. This also includes transaction requests made through our transfer agent. |
* | Other general information that we may obtain about you such as demographic information. |
WE DO NOT SELL ANY NON-PUBLIC PERSONAL INFORMATION ABOUT CURRENT OR FORMER SHAREHOLDERS.
INFORMATION SHARED WITH OUR TRANSFER AGENT, A THIRD PARTY COMPANY, ALSO IS NOT SOLD.
We may share, only as permitted by law, non-public personal information about you with third party companies. Listed below are some examples of third parties to whom we may disclose non-public personal information. While these examples do not cover every circumstance permitted by law, we hope they help you understand how your information may be shared.
We may share non-public personal information about you:
* | With companies who work for us to service your accounts or to process transactions that you may request. This would include, but is not limited to, our transfer agent to process your transactions, mailing houses to send you required reports and correspondence regarding the Fund and its Adviser, the Nicholas Company, Inc., and our dividend disbursing agent to process fund dividend checks. |
* | With a party representing you, with your consent, such as your broker or lawyer. |
* | When required by law, such as in response to a subpoena or other legal process. |
The Fund and its Adviser maintain policies and procedures to safeguard your non-public personal information. Access is restricted to employees who the Adviser determines need the information in order to perform their job duties. To guard your non-public personal information we maintain physical, electronic, and procedural safeguards that comply with federal standards.
In the event that you hold shares of the Fund with a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared with non-affiliated third parties.
– 25 –
Directors and Officers
DAVID O. NICHOLAS, President and Director
JOHN A. HAUSER, Director
DAVID P. PELISEK, Director
JAY H. ROBERTSON, Director
DAVID L. JOHNSON, Executive Vice President
JENNIFER R. KLOEHN, Senior Vice President,
Treasurer and Chief Compliance Officer
LAWRENCE J. PAVELEC, Senior Vice President and Secretary
CANDACE L. LESAK, Vice President
Investment Adviser
NICHOLAS COMPANY, INC.
Milwaukee, Wisconsin
www.nicholasfunds.com
414-276-0535 or 800-544-6547
Transfer Agent
U.S. BANCORP FUND SERVICES, LLC
Milwaukee, Wisconsin
414-276-0535 or 800-544-6547
Distributor
QUASAR DISTRIBUTORS, LLC
Milwaukee, Wisconsin
Custodian
U.S. BANK N.A.
Milwaukee, Wisconsin
Independent Registered Public Accounting Firm
DELOITTE & TOUCHE LLP
Milwaukee, Wisconsin
Counsel
MICHAEL BEST & FRIEDRICH LLP
Milwaukee, Wisconsin
This report is submitted for the information of shareholders of the Fund. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.
Item 2. Code of Ethics.
Applicable only to annual reports.
Item 3. Audit Committee Financial Expert.
Applicable only to annual reports.
Item 4. Principal Accountant Fees and Services.
Applicable only to annual reports.
Item 5. Audit Committee of Listed Registrants.
Not applicable to this filing.
Item 6. Schedule of Investments.
The schedule of investments in securities of unaffiliated issuers is included as part of the report to shareholders filed under Item 1.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Applicable only to annual reports filed by closed-end funds.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Applicable only to annual reports filed by closed-end funds.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers.
Applicable only to closed-end funds.
Item 10. Submission of Matters to a Vote of Security Holders.
The registrant’s most recent Definitive Proxy Statement (Schedule 14A) filed on November 18, 2019 (the “Report”) indicated that the registrant did not have in place a standing nominating committee or any formal procedures by which shareholders may recommend nominees to the registrant’s board of directors. Initially, the registrant had determined that the registrant’s independent directors could sufficiently function as an informal nominating committee, without any formal charter or policy, and could sufficiently screen and select nominees to the registrant’s board of directors.
However, since the end of the period covered by the Report, the board of directors of the registrant determined that the establishment of a formal nominating and corporate governance committee of the registrant’s board of directors (the “Nominating Committee”) would be appropriate, and such Nominating Committee was established at its regular meeting held on February 3, 2020. At such meeting, the independent directors of the registrant’s board of directors (i.e., John A. Hauser, David P. Pelisek, and Jay H. Robertson) were appointed as the members of the Nominating Committee, to serve until their respective successors are appointed and qualified or until their earlier death, disqualification, resignation or removal.
At the next regular meeting of the registrant’s board of directors held on May 4, 2020, the board of directors of the registrant approved a formal Nominating and Governance Committee Charter (“Nominating Committee Charter”), which described the power and authority of such Nominating Committee. Pursuant to the Nominating Committee Charter, the Nominating Committee has the power and authority to identify, screen, evaluate and select nominees, with the assistance of the registrant’s officers, employees, independent auditors and any other experts, consultants and professionals as the Nominating Committee shall deem necessary, advisable or appropriate from time to time.
Also, with the establishment of the Nominating Committee and the adoption and approval of the Nominating Committee Charter, the registrant’s stockholders wishing to recommend a potential nominee may now communicate with the Nominating Committee (instead of the registrant’s entire board of directors) by submitting a written communication directed to the Nominating Committee in care of the Fund’s Chief Compliance Officer at 411 E. Wisconsin Ave., Ste. 2100, Milwaukee, Wisconsin 53202.
Item 11. Controls and Procedures.
The Fund's principal executive officer and principal financial officer have concluded that the Fund's disclosure controls and procedures are sufficient to ensure that information required to be disclosed by the Fund in this Form N-CSR was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, based upon such officers' evaluation of these controls and procedures as of a date within 90 days of the filing date of the report. There were no significant changes or corrective actions with regard to significant deficiencies or material weaknesses in the Fund's internal controls or in other factors that could significantly affect the Fund's internal controls subsequent to the date of their evaluation.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Applicable only to closed-end funds.
Item 13. Exhibits.
(a)(1) Code of Ethics -- Any code of ethics, or amendments thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit.
Not applicable to this filing.
(a)(2) Certifications of Principal Executive Officer and Principal Financial Officer pursuant to Rule 30a-2(a) under the Investment Company Act of 1940, attached hereto as part of EX-99.CERT.
(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more person.
Applicable only to closed-end funds.
(a)(4) Change in the registrant’s independent public accountant.
Not applicable to this filing.
(b) Certifications of Principal Executive Officer and Principal Financial Officer pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, attached hereto as part of 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) Nicholas Limited Edition, Inc.
By: /s/ David O. Nicholas
Name: David O. Nicholas
Title: Principal Executive Officer
Date: August 31, 2020
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: /s/ David O. Nicholas
Name: David O. Nicholas
Title: Principal Executive Officer
Date: August 31, 2020
By: /s/ Jennifer R. Kloehn
Name: Jennifer R. Kloehn
Title: Principal Financial Officer
Date: August 31, 2020