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 811-3056
TRIDAN CORP.
(Exact name of registrant as specified in charter)
477 Madison Avenue, New York, NY 10022
(Address of principal executive offices)
I. Robert Harris, c/o Kantor, Davidoff, Wolfe, Mandelker & Kass, P.C.
51 East 42nd Street, New York, NY 10017
(Name and address of agent for service)
Registrant's telephone number, including area code: (212) 371-2100
Date of fiscal year end: April 30, 2006
Date of reporting period: October 31, 2005
Item 1. Reports to Stockholders.
Attached on the following pages is a copy of the registrant's semi-annual
report as of October 31, 2005 transmitted to stockholders.
SEMI-ANNUAL REPORT
December 29, 2005
Dear Shareholder:
This semi-annual report of Tridan Corp. covers the six-month period from
May 1, 2005 to October 31, 2005. As part of this report, we enclose the
unaudited financial report for that six-month period and for the corresponding
period in 2004.
A schedule of the company's portfolio holdings at October 31, 2005,
consisting entirely of municipal obligations, is included in the financial
report. The company invests exclusively in non-voting securities. The company
files its complete schedule of portfolio holdings with the Securities and
Exchange Commission for the first and third quarters of each fiscal year on Form
N-Q. The company's Forms N-Q are available on the Commission's website at
http://www.sec.gov. They may be reviewed and copied at the Commission's Public
Reference Room in Washington D.C., and information on the operation of the
Public Reference Room may be obtained by calling 1-800-SEC-0330.
The net asset value per share at October 31, 2005 was $12.21, compared
with $12.76 at October 31, 2004. Net investment income per share was $.22 for
the six-month period ended October 31, 2005, compared with $.22 for the
six-month period ended October 31, 2004.
At the company's last annual meeting on June 21, 2005, the reappointment
of Leslie Sufrin & Company, P.C. (which has since merged into and become a part
of Weiser LLP) as the company's auditors for the fiscal year ending April 30,
2006 was ratified by the shareholders as follows:
Shares Voted For 2,809,123.4006
Shares Voted Against None
Shares Abstaining 77,333.3333
Tridan Corp.
December 29, 2005
Page - 2 -
Also at the last annual meeting, the incumbent directors, all of whom are
named below, were all reelected to serve as directors until the next annual
meeting of shareholders, or until their successors are elected and have
qualified.
Shares Voted For Shares Withheld
---------------- ---------------
Mark Goodman 2,886,456.7339 None
Peter Goodman 2,886,456.7339 None
Paul Kramer 2,886,456.7339 None
Jay S. Negin 2,886,456.7339 None
Warren F. Pelton 2,886,456.7339 None
Russell J. Stoever 2,886,456.7339 None
During the six-month period ended October 31, 2005, no director or officer
received any compensation from the company except for fees of $6,000 paid to
each director. All executive officers of the company as a group (two persons)
received compensation (comprised solely of said directors' fees) aggregating
$12,000 during said period (which excludes professional fees paid to the law
firm of which I. Robert Harris, Secretary of the company, is a member).
At its meeting on May 26, 2005, the Board of Directors unanimously
approved the renewal of the company's investment advisory agreement with J.P.
Morgan Investment Management Inc. for the period July 1, 2005 to June 30, 2006.
The board considered a variety of material factors and conclusions with respect
thereto that formed the basis for the board's approval, as discussed below.
Throughout the year, the directors received and analyzed a substantial
quantity of comprehensive information and written materials, including ongoing
analysis of Tridan's existing portfolio and Morgan's recommendations in light of
its forecasts for the economy, employment trends, business conditions, federal
rate moves, interest trends including comparisons between tax-exempt and taxable
bonds, appropriate maturities, quality, yields, diversification, etc. The
directors subject Morgan's portfolio management to scrutiny at each board
meeting, including examination of transactions completed since the prior meeting
and an overview of the entire portfolio. Written materials received by the
directors before and during each meeting include reports, statistics, charts,
graphs, performance records, comparisons with other funds and the like. Morgan
is constantly questioned at great length regarding its views, its
recommendations and its performance.
In addition to the foregoing, as requested by Tridan's corporate counsel
pursuant to Section 15(c) of the Investment Company Act of 1940, Morgan
submitted its audited financial statements and detailed information regarding
Morgan's business, personnel and operations, advisory services, compensation
matters, portfolio strategy, investment performance, sources of information, fee
comparisons, compliance programs, and other
Tridan Corp.
December 29, 2005
Page - 3 -
matters of significance to the relationship between Tridan and its investment
adviser, all of which material was furnished to each director. The directors
reviewed all of this material and discussed the same at length, as well as their
own views on Morgan's previous performance and relationship with Tridan, with
particular attention to the following areas:
Investment Performance
At each meeting, the directors receive, review and discuss with Morgan's
representatives various data showing Tridan's portfolio characteristics,
including market value, average duration, credit quality, coupon, estimated
annual income and yield statistics, and breakdown information regarding
duration, credit, and investment sectors. Morgan's quarterly presentation also
includes the portfolio performance over three months, year to date, one year,
three years, five years and ten years, compared with the Lipper NY Intermediate
Muni Debt Funds, JPMorgan NY Tax Free Bond Fund, Sanford Bernstein NY Muni Fund,
and Lehman 1-17 Year NY Muni Bond Index. Based on their review, the directors
all agreed that Tridan's relative investment performance has been satisfactory.
Nature, Extent and Quality of Service
The board's analysis of the nature, extent and quality of Morgan's
services to Tridan was based on knowledge gained over time from discussions with
management and at the board's regular meetings. In addition, the directors
reviewed materials contained in Morgan's response to Tridan's 15(c)
Questionnaire pursuant to the Investment Company Act of 1940, and its Form ADV
under the Investment Advisers Act of 1940 concerning, among much other
information, the qualifications, education and experience of Morgan's personnel
involved in rendering those services. As Tridan's investment adviser, Morgan
manages the investment of the Company's assets, including purchases and sales of
securities, and arranges for the periodic transfer of cash required to pay
expenses and make distributions to shareholders. Morgan also provides clerical
and bookkeeping services, and prepares and issues periodic reports and
statements. Its affiliate maintains custody of Tridan's securities and provides
access thereto upon request. The board considered its adviser's performance of
these administrative and support services, including monitoring adherence to the
company's investment policies, guidelines and restrictions, Morgan's
responsiveness to requests by Tridan's counsel for periodic information, reports
and certifications required for compliance with securities laws and regulations,
and maintaining and monitoring their respective compliance programs in light of
today's extensive regulatory requirements. The board concluded that the nature,
extent and quality of the services provided by Morgan to the company have been
and continue to be appropriate and beneficial.
Fees
Under its Investment Advisory Agreement with Morgan, Tridan pays an annual
fee, computed and payable quarterly, equal to 0.28% of its net assets under
management. The agreement requires Morgan to bear all expenses incurred by it in
connection with its
Tridan Corp.
December 29, 2005
Page - 4 -
activities under the agreement, without any reimbursement from the company. In
addition, there is no charge made to Tridan for maintaining custody of the
company's securities and for custodial-related services rendered by Morgan and
its affiliates. In light of the nature, extent and quality of the services
received by Tridan from Morgan and its affiliated companies, and comparing the
management fees charged by Morgan to other fixed-income investment companies
managed by it, all of which are many times larger than Tridan, the Board
considers Morgan's management fee to Tridan to be reasonable.
After full consideration of the above factors, the board concluded
unanimously that renewal of the investment advisory agreement with J.P. Morgan
Investment Management Inc. was in the best interest of Tridan and its
shareholders.
Sincerely
TRIDAN CORP.
Peter Goodman, President
TRIDAN CORP.
FINANCIAL REPORT
(Unaudited)
OCTOBER 31, 2005 AND 2004
TRIDAN CORP.
(Unaudited)
TABLE OF CONTENTS
================================================================================
----
Page
----
Financial Statements
Statements of Assets and Liabilities 2
Schedules of Investments in Municipal Obligations 3
Statements of Operations 7
Statements of Changes in Net Assets 8
Notes to Financial Statements 9
TRIDAN CORP.
STATEMENTS OF ASSETS AND LIABILITIES
================================================================================
(Unaudited)
OCTOBER 31,
2005 2004
------------ ------------
ASSETS
Investments in municipal obligations,
at market value (amortized cost of
$36,097,519 and $35,528,253, respectively) $ 37,291,968 $ 38,429,000
Cash and cash equivalents 314,679 905,676
Accrued interest receivable 548,917 588,407
Prepaid expenses 2,500 2,500
------------ ------------
38,158,064 39,925,583
------------ ------------
LIABILITIES
Accounts payable and accrued liabilities
Accrued investment advisory fees 32,000 27,000
Accrued fee - affiliate 44,275 39,472
Accrued other 18,131 39,127
Common stock redemption payable -- 15,383
------------ ------------
94,406 120,982
------------ ------------
NET ASSETS $ 38,063,658 $ 39,804,601
============ ============
Analysis of net assets
Common stock, at $.02 par value,
6,000,000 shares authorized $ 63,982 $ 63,982
Paid in capital 36,847,762 36,879,867
Over distributed investment income, net (80,931) (39,997)
Undistributed capital gains 38,305 --
Unrealized appreciation of investments, net 1,194,450 2,900,749
------------ ------------
Net assets, equivalent to $12.21 and $12.76
per share based on 3,116,511.7948 and
3,119,270.1974 shares of common stock
outstanding, respectively $ 38,063,568 $ 39,804,601
============ ============
================================================================================
- 2 -
TRIDAN CORP.
SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS
================================================================================
(Unaudited)
OCTOBER 31,
2005 2004
--------------------------------------- ---------------------------------------
Principal Amortized Market Principal Amortized Market
Amount Cost Value Amount Cost Value
----------- ----------- ----------- ----------- ----------- -----------
Bethlehem N.Y
Central School District
5.000%, due November 11, 2015 $ 500,000 $ 549,508 $ 539,380 $ -- $ -- $ --
Cattaraugus Cty
NY Public Unlimited tax
5.000%, due June 1, 2014 275,000 297,039 293,585 -- -- --
5.000%, due June 1, 2015 275,000 295,354 293,029 -- -- --
City of Buffalo
N.Y. Sewer Auth
5.00%, due May 15, 2011 1,110,000 1,183,070 1,185,158 1,110,000 1,194,463 1,238,882
City of New York
General Purpose Unlimited Tax
6.750%, due February 1, 2009 1,000,000 1,058,016 1,101,694 1,000,000 1,074,114 1,156,600
Clarkstown NY Central
School District
5.250%, due April 15, 2015 400,000 436,156 435,044 400,000 439,231 454,368
Cleveland Hill Union Free
School District
5.500%, due October 15, 2011 1,480,000 1,500,181 1,597,778 1,480,000 1,503,001 1,666,702
Chenango Valley
NY Central School District
4.000%, due June 15, 2011 290,000 299,873 294,889 -- -- --
Metropolitan Transportation Authority
N.Y. SVC Contract
5.750%, due July 1, 2008 1,000,000 989,576 1,065,030 1,000,000 986,082 1,124,180
Var. rate, due November 1, 2029 100,000 100,000 100,000 -- -- --
Monroe County, N.Y. - Rochester
Pub Improvement
6.000%, due June 1, 2010 900,000 903,527 971,479 900,000 904,180 1,027,136
6.000%, due March 1, 2012 445,000 502,287 500,888 445,000 510,175 524,281
Mt. Sinai, N.Y. Union Free School District
AMBAC Insured
6.200%, due February 15, 2011 1,070,000 1,067,580 1,200,508 1,070,000 1,067,205 1,257,325
================================================================================
- 3 -
TRIDAN CORP.
SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS
================================================================================
(Unaudited)
OCTOBER 31,
2005 2004
--------------------------------------- ---------------------------------------
Principal Amortized Market Principal Amortized Market
Amount Cost Value Amount Cost Value
----------- ----------- ----------- ----------- ----------- -----------
N.Y.C. Municipal Water
Fin. Auth
6.000%, due June 15, 2009 $ 2,000,000 $ 2,088,876 $ 2,184,020 $ 2,000,000 $ 2,110,917 $ 2,304,300
N.Y.S. Dormitory Authority - State
University Educational Facilities
7-1/2%, due May 15, 2011 510,000 504,159 574,586 590,000 582,298 698,316
N.Y C. Ref. Unltd. tax
6.000%, due May 15, 2030 150,000 177,911 167,879 150,000 178,505 175,815
N.Y.S. Thruway Authority
5.250%, due April 1, 2013 1,000,000 1,099,669 1,090,830 -- -- --
5.000%, due April 1, 2017 1,000,000 1,084,935 1,082,890 -- -- --
N.Y.S. Dormitory Authority
Pace University
6.500%, due July 1, 2009 1,000,000 1,051,292 1,107,990 1,000,000 1,063,760 1,171,740
N.Y.S. Environmental Facilities
Pollution Control - Revolving Fund
5.750%, due June 15, 2008 1,500,000 1,524,539 1,596,006 1,500,000 1,533,082 1,684,064
5.200%, due May 15, 2014 575,000 633,175 630,120 575,000 638,843 657,444
5.250%, due December 15, 2012 400,000 445,998 436,112 -- -- --
N.Y.S. Dormitory Authority Revs
5.250%, due November 15, 2023 1,400,000 1,530,829 1,495,578 1,000,000 1,094,564 1,110,250
N.Y.S. Dormitory Authority
City University General
Sys. 2nd Ser
5.750%, due July 1, 2013 215,000 243,407 234,913 215,000 246,550 249,028
N.Y.S. Local Gov't. Asst. Corp.
5.500%, due April 1, 2017 240,000 269,208 269,983 -- -- --
Var. rate, due April 1, 2025 100,000 100,000 100,000 -- -- --
N.Y.S. Ref. Unlimited Tax
6.500%, due July 15, 2005 -- -- -- 1,700,000 1,717,928 1,753,941
================================================================================
- 4 -
TRIDAN CORP.
SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS
================================================================================
(Unaudited)
OCTOBER 31,
2005 2004
--------------------------------------- ---------------------------------------
Principal Amortized Market Principal Amortized Market
Amount Cost Value Amount Cost Value
----------- ----------- ----------- ----------- ----------- -----------
N.Y.S. Dormitory Authority Revs
Columbia University
5.000%, due July 1, 2010 $ 1,000,000 $ 1,047,316 $ 1,060,930 $ 1,000,000 $ 1,056,400 $ 1,112,040
N.Y.S. Housing
Fin. Svc. Contract
Var. rate, due March 15, 2026 100,000 100,000 100,000 -- -- --
N.Y.S. Dormitory Authority Revs
Personal Income Tax
5.500%, due March 15, 2011 1,000,000 1,079,813 1,084,310 1,000,000 1,092,958 1,136,410
N.Y.S. UDC Correction FACS
6.000%, due January 1, 2012 1,000,000 1,019,889 1,091,910 1,000,000 1,022,666 1,150,770
N.Y.S. Urban Development Corp.
Rev. Sub. Lic
5.500%, due January 1, 2008 -- -- -- 1,055,000 1,069,591 1,159,023
Nassau County Interim
Fin. Auth., N.Y
5.750%, due November 15, 2013 1,100,000 1,129,388 1,219,185 1,100,000 1,134,376 1,276,330
Var. rate, due November 15, 2022 50,000 50,000 50,000 -- -- --
Nassau Health Care Corp.
Var. rate, due August 1,2029 100,000 100,000 100,000 -- -- --
New York, NY Gen'l. Obligation
Var. rate, due March 1, 2034 100,000 100,000 100,000 -- -- --
Niagara Falls Bridge
Commission NY Toll Rev Hwy
1 MPT Series B
5.250%, due October 1, 2015 2,000,000 2,105,751 2,176,900 2,000,000 2,114,007 2,302,800
Pleasantville N.Y. Public
Impt. Unlimited tax
5.000%, due January 1,2016 565,000 621,690 607,149 -- -- --
Power Authority of N.Y. S
General Purpose Revenue:
6-1/2%, due Jan. 1, 2008 -- -- -- 1,675,000 1,697,797 1,805,315
================================================================================
- 5 -
TRIDAN CORP.
SCHEDULES OF INVESTMENTS IN MUNICIPAL OBLIGATIONS
================================================================================
(Unaudited)
OCTOBER 31,
2005 2004
--------------------------------------- ---------------------------------------
Principal Amortized Market Principal Amortized Market
Amount Cost Value Amount Cost Value
----------- ----------- ----------- ----------- ----------- -----------
Puerto Rico Electric Power
Authority Star & Stripe
5.500%, due July 1, 2006 $ -- $ -- $ -- $ 600,000 $ 608,726 $ 635,850
5.500%, due July 1, 2017 700,000 792,173 785,932 -- -- --
Puerto Rico Commonwealth
Highway & Transp. Auth
5.00%, due July 1, 2035 1,000,000 1,087,652 1,063,510 1,000,000 1,089,050 1,101,030
Puerto Rico Commonwealth
Highway and Trans
5.500%, due July 1, 2015 500,000 562,167 564,285 500,000 567,358 589,645
Puerto Rico Common Wealth
Highway and Trans
6.250%, due July 1, 2016 285,000 338,851 338,016 285,000 342,814 355,723
Puerto Rico Public Buildings
Auth. Rev. GTD Ref
5.000%, due July 1, 2028 500,000 513,880 521,825 500,000 514,213 543,065
Rochester, NY Public Schools
4.790%, due May 28, 2017 -- -- -- 350,000 343,836 353,437
Suffolk County Water
Authority
6.000%, due June 1, 2009 1,510,000 1,588,518 1,644,345 1,510,000 1,608,477 1,732,529
Suffolk County Judicial
FACS Agency
5.750%, due October 15, 2011 1,340,000 1,361,531 1,457,840 1,340,000 1,363,323 1,520,726
Triborough Bridge or Tunnel
Authority N.Y. Revs
6.000%, due January 1, 2012 1,500,000 1,542,809 1,655,862 1,500,000 1,548,506 1,733,925
5.500%, due January 1, 2017 1,000,000 1,019,926 1,120,600 1,000,000 1,021,208 1,164,960
Trust for Cultural Res. of NYC
Bonds Edu Broadcasting
2.680%, due January 1, 2008 -- -- -- 500,000 488,049 501,050
----------- ----------- ----------- ----------- ----------- -----------
$34,285,000 $36,097,519 $37,291,968 $34,050,000 $35,528,253 $38,429,000
=========== =========== =========== =========== =========== ===========
================================================================================
- 6 -
TRIDAN CORP.
STATEMENTS OF OPERATIONS
================================================================================
(Unaudited)
SIX MONTHS ENDED
OCTOBER 31,
2005 2004
--------- -----------
Investment income
Interest $ 972,584 $ 976,854
Amortization of bond premium and
discount - net (109,275) (102,169)
--------- -----------
Total investment income 863,309 874,685
--------- -----------
Expenses
Investment advisory fee 53,577 53,551
Professional fees 48,295 51,860
Directors' fees 36,000 31,500
Administrative fees 34,500 40,139
Insurance and administrative expenses 9,315 13,126
--------- -----------
Total expenses 181,687 190,176
--------- -----------
Investment income - net 681,622 684,509
--------- -----------
Realized and unrealized gain on investments
Net realized gain on investments 40,344 53,723
Change in unrealized appreciation of
investments for the period (880,995) 507,658
--------- -----------
Net (loss) gain on investments (840,651) 561,381
--------- -----------
Net (decrease) increase in assets resulting
from operations $(159,029) $ 1,245,890
========= ===========
================================================================================
- 7 -
TRIDAN CORP.
STATEMENTS OF CHANGES IN NET ASSETS
================================================================================
SIX MONTHS
ENDED YEAR ENDED
OCTOBER 31, APRIL 30,
2005 2005
------------ ------------
(Unaudited) (Audited)
(Decrease) increase in net assets resulting
from operations
Investment income - net $ 681,622 $ 1,339,398
Net realized gain on investments 40,344 173,333
Change in unrealized appreciation (880,995) (317,646)
------------ ------------
Net (decrease) increase in net assets resulting
from operations (159,029) 1,195,085
------------ ------------
Redemptions of 2,058.9070 (October 31, 2005)
and 3,301.7371 shares (April 30, 2005) (25,448) (41,787)
------------ ------------
Distributions to shareholders:
Investment income - net (tax exempt) (712,327) (1,380,241)
Long-term capital gains - net (67,110) (117,464)
------------ ------------
(779,437) (1,497,705)
------------ ------------
Total increase (decrease) (963,914) (344,407)
------------ ------------
Net assets
Beginning of period 39,027,572 39,371,979
------------ ------------
End of period, including
- Net undistributed (overdistributed)
investment income $(80,931) and $(50,226),
in October 2005 and April 2005, respectively
- Net undistributed capital gains of $38,305
and $64,897 in October 2005 and April 2005,
respectively $ 38,063,658 $ 39,027,572
============ ============
================================================================================
- 8 -
TRIDAN CORP.
NOTES TO FINANCIAL STATEMENTS
SIX MONTHS ENDED OCTOBER 31, 2005 AND 2004
================================================================================
1. Significant Accounting Policies
The following is a summary of the significant policies followed by Tridan
Corp. (the "Company"), a closed-end, non-diversified management investment
company registered under the Investment Company Act of 1940, in the
preparation of its financial statements.
Acquisition and Valuation of Investments
Investment transactions are accounted for on the date the securities are
purchased/sold (trade date) and interest on securities acquired/sold is
included in income from/to the settlement date. Investments are carried at
amortized cost in the Company's accounting records but are shown at market
value in the accompanying financial statements. Short-term investments are
stated at cost, which is equivalent to market value.
Fair values for the Company's investments in municipal obligations have
been determined based on the bid price of the obligation, if available; if
not available, such value is based on a yield matrix for similarly traded
municipal obligations. Securities for which quotations are not readily
available are valued at fair value as determined by the Board of
Directors. There were no securities valued by the Board of Directors,
which quotations were not readily available as of October 31, 2005 and
2004.
Amortization of Bond Premium or Discount
In determining investment income, bond premium or discount is amortized on
a straight-line basis over the remaining term of the obligation.
Income Taxes
It is the Company's policy to comply with the requirements of the Internal
Revenue Code that are applicable to regulated investment companies and to
distribute substantially all of its taxable income to its shareholders.
Therefore, no income tax provision is required; however, the Company is
subject to minimum New York State and local franchise taxes.
Interest income from municipal investments are exempt from Federal and
state income taxes.
Cash and Cash Equivalents
The Company considers all investments that can be liquidated on demand to
be cash equivalents.
October 31,
2005 2004
-------- --------
Cash $ 29,596 $ 30,872
Cash equivalents - demand bonds and notes 285,083 874,804
-------- --------
$314,679 $905,676
======== ========
================================================================================
- 9 -
TRIDAN CORP.
NOTES TO FINANCIAL STATEMENTS
SIX MONTHS ENDED OCTOBER 31, 2005 AND 2004
================================================================================
1. Significant Accounting Policies (continued)
The Company maintains all of its cash and cash equivalents in one
financial institution. At times, such balances may be in excess of amounts
insured by the Federal Deposit Insurance Corporation.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of increases and decreases
in net assets from operations during the reporting period. Actual results
could differ from those estimates. Significant estimates are used when
accounting for the valuation of securities and the realization of
investment.
Concentration of Credit Risk
The value of the Company's investments may be subject to possible risks
involving, among other things, the continued creditworthiness of the
various state and local government agencies and public financing
authorities underlying its investments. The Company and its investment
advisor periodically consider the credit quality of the Company's
investments, and the Company adheres to its investment objective of
investing only in investment grade securities.
2. Accounts Payable and Accrued Liabilities
Accounts payable and accrued liabilities consisted of the following at:
October 31,
2005 2004
-------- --------
Accrued investment advisory fees (a) $ 32,000 $ 27,000
Accrued fee - affiliate (b) 44,275 39,472
Accrued accounting fees and other 18,131 39,127
-------- --------
$ 94,406 $105,599
======== ========
(a) The Company utilizes the services of J.P. Morgan Investment
Management, Inc. ("J.P Morgan") as its investment advisor and
custodian for its investments. The annual advisory fee is .28
of one percent of the net assets under management. The fee is
computed and payable quarterly, based on the aggregate fair
value of the net assets on the last day of each fiscal
quarter.
================================================================================
- 10 -
TRIDAN CORP.
NOTES TO FINANCIAL STATEMENTS
SIX MONTHS ENDED OCTOBER 31, 2005 AND 2004
================================================================================
2. Accounts Payable and Accrued Liabilities (continued)
(b) For the six months ended October 31, 2005 and 2004, the
Company incurred legal fees of approximately $42,800 and
$37,620, respectively, which include professional fees paid to
the law firm of which an officer of the Company is a Member.
(c) For the six months ended October 31, 2005 and 2004, the
Company incurred audit fees of approximately $5,495 and
$14,240, respectively.
3. Investment Transactions
Purchases and sales of investments in municipal obligations (excluding
short-term and demand investments) amounted to approximately $2,007,000
and $1,810,000, respectively, for the six months ended October 31, 2005
and $1,344,412 and $1,568,100, respectively, for the six months ended
October 31, 2004.
The U.S. Federal income tax basis of the Company's investments, at October
31, 2005 and 2004, was approximately $36,097,519 and $35,528,253,
respectively, and net unrealized appreciation at October 31, 2005 and
2004, for U.S. Federal income tax purposes was approximately $1,194,450
and $2,900,749, respectively (gross unrealized appreciation of
approximately $1,332,371 and $2,903,439, respectively, gross unrealized
depreciation of approximately $137,921 and $2,690, respectively.
4. Common Stock, Net Asset Values and Share Redemption Plan
At October 31, 2005 and 2004, there were 6,000,000 shares of $0.02 par
value common stock authorized of which 3,199,100 had been issued
aggregating $63,982, and additional paid-in capital aggregating $312,787.
The Company's share redemption plan permits "eligible shareholders" or
their estates to have their shares redeemed upon reaching age 65 or upon
death. Shares are redeemed at the net asset value per share as of the end
of the Company's fiscal quarter in which the request for redemption is
received. At October 31, 2005 and 2004, $968,287 (82,588.2052 shares),
$933,992 (79,829.8026 shares), respectively, had been redeemed under this
plan.
The net asset value per share is calculated by dividing the value of all
assets less total liabilities by the number of common shares outstanding
at the end of the period.
The net asset value per share and the shares outstanding were as follows:
October 31,
2005 2004
-------- --------
Net asset value:
- at market value of the
underlying investments $ 12.21 $ 12.76
- at amortized cost $ 11.83 $ 11.83
================================================================================
- 11 -
TRIDAN CORP.
NOTES TO FINANCIAL STATEMENTS
SIX MONTHS ENDED OCTOBER 31, 2005 AND 2004
================================================================================
4. Common Stock, Net Asset Values and Share Redemption Plan (continued)
October 31,
2005 2004
---- ----
Shares outstanding at:
October 31, 2005 3,116,511.7948
October 31, 2004 3,119,270.1974
5. Distributions
During the six months ended October 31, 2005 and 2004, distributions of
$779,437 ($.25 per share) and $780,328 ($.25 per share), respectively,
were declared and paid to shareholders, which, except for capital gains of
$67,110 in 2005 and $62,889 in 2004, were exempt from Federal income
taxes. Distributions for the year ended April 30, 2005 were $1,497,705
($.48 per share) and were exempt from Federal income taxes except for
$117,464 of capital gains.
The tax character of distributions paid during the six months ended
October 31, 2005 and 2004 and the year ended April 30, 2005 were as
follows:
Six Months Ended Year Ended
October 31, April 30,
2005 2004 2005
----------- ----------- -----------
Distributions paid from
Tax exempt investment income, net $ 712,327 $ 717,439 $ 1,380,241
Capital gains 67,110 62,889 117,464
----------- ----------- -----------
$ 779,437 $ 780,328 $ 1,497,705
=========== =========== ===========
As of October 31, 2005 and 2004 and April 30, 2005, the components of
distributable earnings on a tax basis were as follows:
October 31, October 31, April 30,
2005 2004 2005
----------- ----------- -----------
Overdistributed tax-exempt
investment income, net $ (80,931) $ (39,997) $ (50,226)
Undistributed capital gains 38,305 -- 64,897
Unrealized appreciation of
investments, net 1,194,450 2,900,749 2,075,444
----------- ----------- -----------
$ 1,151,824 $ 2,860,752 $ 2,090,115
=========== =========== ===========
The Company has no capital loss carry forwards as of October 31, 2005 and
2004. The Company had no capital reclassification related to permanent
book/tax differences for the six months ending October 31, 2005 and 2004.
================================================================================
- 12 -
TRIDAN CORP.
NOTES TO FINANCIAL STATEMENTS
SIX MONTHS ENDED OCTOBER 31, 2005 AND 2004
================================================================================
6. Financial Highlights
Selected per share data and ratios
SIX MONTHS ENDED OCTOBER 31,
2005 2004 2003 2002 2001
------- ------- ------- ------- -------
Per share data:
(For a share of capital stock outstanding
throughout the period):
Net asset value, beginning of year $ 12.51 $ 12.61 $ 12.94 $ 12.56 $ 12.36
------- ------- ------- ------- -------
Income from investment operations:
Net investment income 0.22 0.22 0.24 0.23 0.25
Net realized and unrealized
gain (loss) on investments (0.27) 0.18 (0.08) 0.25 0.32
------- ------- ------- ------- -------
Total from investment operations (0.05) 0.40 0.16 0.48 0.57
------- ------- ------- ------- -------
Less distributions:
Dividends (from net investment
income) (0.23) (0.23) (0.22) (0.24) (0.26)
Capital gains (0.02) (0.02) (0.03) (0.01) (0.02)
------- ------- ------- ------- -------
Total distributions (0.25) (0.25) (0.25) (0.25) (0.28)
------- ------- ------- ------- -------
Net asset value - end of period $ 12.21 $ 12.76 $ 12.85 $ 12.79 $ 12.65
======= ======= ======= ======= =======
Per share market value - end of period $ 12.21 $ 12.76 $ 12.85 $ 12.79 $ 12.65
======= ======= ======= ======= =======
Total investment return -2.40% 1.18% -0.70% 1.91% 2.35%
Ratios/Supplemental Data:
Net assets, end of period (in thousands) $38,064 $39,805 $40,153 $39,966 $39,582
Ratio of expenses to average net assets
(annualized) 0.94% 0.96% 0.74% 0.77% 0.69%
Ratio of net investment income - to
average net assets (annualized) 3.54% 3.46% 3.72% 3.64% 3.93%
Portfolio turnover rate 5.2% 4.0% 7.0% 3.0% 3.0%
Average (simple) number of shares
outstanding (in thousands) 3,117 3,119 3,125 3,126 3,130
================================================================================
- 13 -
Item 2. Code of Ethics
Not required in this report.
Item 3. Audit Committee Financial Expert
Not required in this report.
Item 4. Principal Accountant Fees and Services
Not required in this report.
Item 5. Audit Committee of Listed Registrants.
Not required in this report.
Item 6. Schedule of Investments.
A schedule of registrant's investments in securities of unaffiliated
issuers as of October, 31, 2005 is included as part of the financial
statement filed under Item 1 of this Form.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies.
Not applicable, because the registrant invests exclusively in non-voting
securities.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not required in this report.
Item 9. Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers.
Not applicable, because the registrant has no equity securities that are
registered pursuant to Section 12 of the Securities Exchange Act of 1934
Item 10. Submission of Matters to a Vote of Security Holders.
The registrant does not have in place procedures by which shareholders may
recommend nominees to the registrant's board of directors.
Item 11. Controls and Procedures
(a) The registrant's principal executive and principal financial
officers have evaluated the registrant's disclosure controls and
procedures (as defined in Rule 30a-3(c)) as of the end of the period
covered by this report. Based on that evaluation, said officers have
concluded that the registrant's disclosure controls and procedures
are effective to ensure that information required to be disclosed in
this report is recorded, processed, summarized and reported within
the required time periods.
(b) There was no change in the registrant's internal control over
financial reporting that occurred during its last fiscal half-year
that has materially affected, or is reasonably likely to materially
affect, the registrant's internal control over financial reporting.
Item 12. Exhibits
(a) The following exhibits are filed herewith:
(2) The separate certifications for the registrant's principal
executive and principal financial officers.
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Tridan Corp.
-------------------------------------------------------------------
By (Signature and Title) /S/ Peter Goodman
-------------------------------------------------------
Peter Goodman, President and Chief Executive Officer
Date: December 28, 2005
----------------------
Pursuant to the requirements of the Investment Company Act of 1940,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
By (Signature and Title) /S/ Peter Goodman
-------------------------------------------------------
Peter Goodman, President and Chief Executive Officer
Date: December 28, 2005
----------------------
By (Signature and Title) /S/ Warren F. Pelton
-------------------------------------------------------
Warren F. Pelton, Treasurer and Chief Financial Officer
Date: December 28, 2005
----------------------