|
| Report |
| | |
| | | Registrant: 180 Degree Capital Corp. — List all N-SARs |
| | | Annual Report for the 2nd-half period ended at fiscal year end: 12/31/17 |
| | | Were there any Answer File errors in the Filing? None FoundNone Found by SEC InfoNot Checked by the FilerOne or more Found by SEC Info |
| | | Was the Answer File completed by the Registrant? Yes |
| | | Is this an Amendment to a previous Report? No |
| | | Is this a change to a previous Report? No |
|
| Registrant |
| | |
| 1. | | SEC CIK: 893739 |
| | | SEC File #: 811-07074 |
| | | Telephone #: 973-746-4500 |
|
| 2. | | Address: 7 N Willow Street, Suite 4B |
| | | Montclair, NJ 07042 |
|
| 3. | | Is this the first Form N-SAR filed by the Registrant? No |
|
| 4. | | Is this the final Form N-SAR filed by the Registrant? No |
|
| |
| | | |
| 7. | | Is the Registrant a Funds/Series (multiple portfolios) company? No |
|
| Shareholder Servicing/Transfer Agent |
| | |
| 12.1 | | Name: American Stock Transfer & Trust Co. LLC |
| | | SEC File #: 084-00416 |
| | | Location: Brooklyn, NY |
|
| Independent Public Accountant |
| | |
| 13.1 | | Name: Pricewaterhousecoopers LLP |
| | | Location: New York, NY |
|
| Custodian |
| | |
| 15.1 | | Name: Mufg Union Bank NA |
| | | Role: Custodian |
| | | Location: San Francisco, CA |
| | | Type of custody: Section 17(f)(1) — Bank |
|
| 18. | | Does the Registrant’s/Series’ Custodian(s) maintain some or all of the Registrant’s/Series’ securities in a central depository or book-entry system pursuant to Rule 17f-4? Yes |
|
| Family of Investment Companies |
| | |
| 19. | | Is the Registrant/Series part of a “family” of investment companies? No |
|
| Brokerage Commissions Paid on Portfolio Transactions |
| | |
| 20. | | The brokers who received the largest amount of gross brokerage commissions during the period: |
| 20.1 | | Broker: Lake Street Capital Markets LLC |
| | | IRS #: 30-0735342 |
| | | Commissions paid ($000s): 25 |
|
| 20.2 | | Broker: Raymond James & Associates, Inc. |
| | | IRS #: 59-1237041 |
| | | Commissions paid ($000s): 9 |
|
| 20.3 | | Broker: Monness, Crespi, Hardt & Co., Inc. |
| | | IRS #: 13-2878577 |
| | | Commissions paid ($000s): 9 |
|
| 20.4 | | Broker: J.P. Morgan Securities LLC |
| | | IRS #: 13-4110995 |
| | | Commissions paid ($000s): 4 |
|
| 20.5 | | Broker: Bloomberg Tradebook LLC |
| | | IRS #: 13-3880286 |
| | | Commissions paid ($000s): 10 |
|
| 20.6 | | Broker: The Benchmark Co. LLC |
| | | IRS #: 65-1172185 |
| | | Commissions paid ($000s): 1 |
|
| 20.7 | | Broker: Cowen & Co. LLC |
| | | IRS #: 84-1702964 |
| | | Commissions paid ($000s): 2 |
|
| 21. | | Total brokerage commissions paid by the Registrant during the period: Aggregate paid ($000s): 60 |
|
| Portfolio Transactions with Entities Acting as Principals |
| | |
| 22. | | The entities acting as principals with whom the Registrant did the largest amount of portfolio transactions, based on total value of principal, during the period: |
| 22.1 | | Entity: Canaccord Genuity Securities LLC |
| | | IRS #: 94-3094414 |
| | | Registrant’s purchases ($000s): 2,275 |
|
| 23. | | Total purchase/sale transactions by the Registrant during the period: Aggregate purchases ($000s): 2,275 |
|
| Holdings of Securities Issued by Registrant’s/Series’ Brokers or Dealers |
| | |
| 24. | | At period end, did the Registrant/Series hold any securities of the Registrant’s/Series’ regular brokers or dealers, or of the parents of such brokers or dealers, that derive more than 15% of gross revenue from securities-related activities? No |
|
| Considerations which Affected the Participation of Brokers or Dealers |
| | |
| 26. | | Considerations which affected the participation of brokers or dealers or other entities in commissions or other compensation paid on portfolio transactions of the Registrant:
Consideration? |
| | | Sales of the Registrant’s/Series’ shares ............................... No |
| | | Receipt of investment research and statistical info .................... Yes |
| | | Receipt of quotations for portfolio valuations ......................... No |
| | | Ability to execute portfolio transactions to obtain the best price and execution ........................................................ Yes |
| | | Receipt of telephone line and wire services ............................ No |
| | | Broker or Dealer which is an affiliated person ......................... No |
| | | An arrangement to return or credit part or all of commissions or profits thereon... To an Investment Adviser or Principal Underwriter, or to an affiliated person of either ...................................... No |
| | | To the Registrant .................................................. No |
| | | Other .................................................................. Yes |
|
| Investment Company Type |
| | |
| 27. | | Is the Registrant an “open-end” investment company? No, Closed-End |
|
| Advisory Fee |
| | |
| 45. | | Did the Registrant/Series have an advisory contract during the period? No |
|
| Miscellaneous Info |
| | |
| 55. | | Did the Registrant/Series have any of the following outstanding at any time during the period which exceeded 1% of aggregate net assets: |
| | | Overdrafts? No |
| | | Bank loans? No |
|
| 56. | | During the period, did the Registrant’s/Series’ Investment Adviser(s) have advisory clients other than investment companies? No |
|
| 57. | | Did the Registrant/Series adjust the number of its shares outstanding by means of a stock split or stock dividend? No |
|
| Classification and Asset Allocation |
| | |
| 58. | | Is the Registrant/Series a Separate Account of an insurance company? No |
|
| 59. | | Is the Registrant/Series a management investment company? Yes |
|
| 60. | | Was the Registrant/Series a diversified investment company at any time during the period? No |
| | | Was the Registrant/Series a diversified investment company at the end of the period? No |
|
| 61. | | The lowest minimum initial investment required by the Registrant/Series from an investor that is not an employee or otherwise affiliated with the Registrant/Series, its Investment Adviser, Principal Underwriter or other affiliated entity: $0 |
|
| 62. | | Does the Registrant/Series invest primarily in debt securities, including convertible debt securities, options & futures on debt securities or indices of debt securities? No |
|
| 66. | | Is the Registrant/Series a Fund that usually invests in equity securities, options & futures on equity securities, indices of equity securities or securities convertible into equity securities? Yes |
| | | Which best describes its primary investment objective:
Aggressive capital appreciation? No |
| | | Capital appreciation? Yes |
| | | Growth? No |
| | | Growth and income? No |
| | | Income? No |
| | | Total return? No |
|
| 67. | | Is the Registrant/Series a “balanced” Fund? No |
|
| 68. | | Does the Registrant/Series have more than 50% of its net assets at period end invested in the securities of issuers... Engaged primarily in production or distribution of precious metals? No |
| | | Located primarily in countries other than the United States? No |
|
| 69. | | Is the Registrant/Series an index Fund? No |
|
| Investment Practices |
| | |
| 70. | | Activities that are permitted by the Registrant’s/Series’ investment policies, and which were engaged in during the period:
Activity Permitted Engaged In |
| | | Writing or investing in repurchase agreements? Yes No |
| | | Writing or investing in options on equities? Yes No |
| | | Writing or investing in options on debt securities? Yes No |
| | | Writing or investing in options on stock indices? Yes No |
| | | Writing or investing in interest rate futures? Yes No |
| | | Writing or investing in stock index futures? Yes No |
| | | Writing or investing in options on futures? Yes No |
| | | Writing or investing in options on stock index futures? Yes No |
| | | Writing or investing in other commodity futures? No – |
| | | Investments in restricted securities? Yes to both |
| | | Investments in shares of other investment companies? Yes No |
| | | Investments in securities of foreign issuers? Yes No |
| | | Currency exchange transactions? Yes No |
| | | Loaning portfolio securities? Yes No |
| | | Borrowing of money? Yes No |
| | | Purchases/sales by certain exempted affiliated persons? Yes No |
| | | Margin purchases? Yes No |
| | | Short selling? Yes No |
|
| Portfolio Turnover |
| | |
| 71. | | Portfolio turnover rate for the period: |
| | | Purchases ($000s): 14,141 |
| | | Sales ($000s): 6,308 |
| | | Monthly average Value of portfolio ($000s): 71,467 |
| | | Percent turnover (lesser of Purchases or Sales, divided by Value): 9% |
|
| Financial Info — Income and Expenses |
| | |
| 72. | | The number of months covered by the values in Items 72 and 73: 12 |
| | | Income ($000s) Net interest income .............................................. | 685 |
|
| | | Net dividend income .............................................. | – |
|
| | | Account maintenance fees ......................................... | – |
|
| | | Net other income ................................................. | 545 |
|
| | | Expenses ($000s) Advisory fees .................................................... | – |
|
| | | Administrator fees ............................................... | – |
|
| | | Salaries and other compensation .................................. | 2,376 |
|
| | | Shareholder Servicing Agent fees ................................. | 16 |
|
| | | Custodian fees ................................................... | 32 |
|
| | | Postage .......................................................... | 1 |
|
| | | Printing expenses ................................................ | 17 |
|
| | | Directors’ fees .................................................. | 301 |
|
| | | Registration fees ................................................ | – |
|
| | | Taxes ............................................................ | 13 |
|
| | | Interest ......................................................... | – |
|
| | | Bookkeeping fees paid to anyone performing this service .......... | – |
|
| | | Auditing fees .................................................... | 282 |
|
| | | Legal fees ....................................................... | 249 |
|
| | | Marketing/distribution payments, incl. Rule 12b-1 plan payments .. | – |
|
| | | Amortization of organization expenses ............................ | – |
|
| | | Shareholder meeting expenses ..................................... | 62 |
|
| | | Other expenses ................................................... | 1,527 |
|
| | | Total expenses ................................................... | 4,876 |
|
| | | Expense reimbursements ($000s): 0 |
| | | Net investment income ($000s): -3,646 |
| | | Realized capital gains ($000s): 2,755 |
| | | Realized capital losses ($000s): 14,510 |
| | | Net unrealized appreciation during the period ($000s): 24,878 |
| | | Net unrealized depreciation during the period ($000s): 0 |
| | | Total income dividends for which the record date passed during the period ($000s): 0 |
| | | Total capital gains distributions for which the record date passed during the period ($000s): 0 |
|
| 73. | | Distributions per share for which the record date passed during the period, shown in fractions of a cent, if so declared:
Dividends from net investment income: $0.0000 |
| | | Distribution of capital gains: $0.0000 |
| | | Other distributions: $0.0000 |
|
| Financial Info — Condensed Balance Sheet Data |
| | |
| 74. | | Assets ($000s) |
| | | Cash ............................................................. | 3,452 |
|
| | | Repurchase agreements ............................................ | – |
|
| | | Short-term debt securities, other than repurchase agreements ..... | – |
|
| | | Long-term debt securities, including convertible debt ............ | 3,742 |
|
| | | Preferred, conv. preferred and adjustable-rate preferred stock ... | 47,611 |
|
| | | Common stock ..................................................... | 25,472 |
|
| | | Options on equities .............................................. | – |
|
| | | Options on all futures ........................................... | – |
|
| | | Other investments ................................................ | 2,637 |
|
| | | Receivables from portfolio instruments sold ...................... | – |
|
| | | Receivables from affiliated persons .............................. | 752 |
|
| | | Other receivables ................................................ | 13 |
|
| | | All other assets ................................................. | 449 |
|
| | | Total assets ..................................................... | 84,128 |
|
| | | Liabilities ($000s) Payables for portfolio instruments purchased ..................... | – |
|
| | | Amounts owed to affiliated persons ............................... | – |
|
| | | Senior long-term debt ............................................ | – |
|
| | | Other liabilities: Reverse repurchase agreements .................................. | – |
|
| | | Short sales .................................................... | – |
|
| | | Written options ................................................ | – |
|
| | | All other liabilities .......................................... | 3,085 |
|
| | | Equity ($000s) Senior equity .................................................... | – |
|
| | | Net assets of common shareholders ................................ | 81,043 |
|
| | | Number of shares outstanding (000s): 31,122 |
| | | Net Asset Value (NAV) per share (to nearest cent): $2.60 |
| | | Total number of shareholder accounts: 10,186 |
| | | Total value of assets in segregated accounts ($000s): 0 |
|
| 75. | | Monthly average net assets during the period ($000s): 78,164 |
|
| 76. | | Market price per share at period end: $1.97 |
|
| Additional Disclosures |
| | |
| 77. | | Did the Registrant file any additional Exhibits with the filing of this Report (listed here and filed either herewith — as one of the ‘EX-99.*’ ↑Exhibits in this Filing — or separately and incorporated by reference)? Yes |
| | | EX-99.77B: Accountant’s Report re: Internal Controls? Yes |
|
| Subsidiaries |
| | |
| 78. | | Does the Registrant have any wholly-owned investment company subsidiaries whose operating and financial data are consolidated with that of the Registrant in this Report? No |
|
| Fidelity Bond in Effect at Fiscal Year End |
| | |
| 80. | | Insurer: Ace American Insurance Co. |
| | | Aggregate face amount of coverage for the Registrant/Series on all bonds on which it is named as an insured ($000s): 6,000 |
|
| 81. | | Is the bond part of a joint fidelity bond(s) shared with other investment companies or other entities? No |
|
| 82. | | Does the mandatory coverage of the fidelity bond have a deductible? Yes |
| | | The amount of the deductible ($000s): 25 |
|
| 83. | | Were any claims with respect to this Registrant/Series filed under the bond during the period? No |
|
| 84. | | Were any losses incurred with respect to this Registrant/Series that could have been filed as a claim under the fidelity bond but were not? No |
|
| 85. | | Are the Registrant’s/Series’ Officers and Directors covered as Officers and Directors of the Registrant/Series under any errors and omissions insurance policy owned by the Registrant/Series or anyone else? Yes |
| | | Were any claims filed under such policy during the period with respect to the Registrant/Series? No |
|
| Sales, Repurchases and Redemptions |
| | |
| 86. | | Sales, repurchases and redemptions of the Registrant’s securities: |
| | | Common Stock Sales: Number of shares (000s): 0 |
| | | Net consideration received ($000s): 0 |
| | | Repurchases: Number of shares (000s): 0 |
| | | Net consideration paid ($000s): 0 |
| | | Preferred Stock Sales: Number of shares (000s): 0 |
| | | Net consideration received ($000s): 0 |
| | | Repurchases and redemptions: Number of shares (000s): 0 |
| | | Net consideration paid ($000s): 0 |
| | | Debt Securities Sales: Principal amount ($000s): 0 |
| | | Net consideration received ($000s): 0 |
| | | Repurchases and redemptions: Principal amount ($000s): 0 |
| | | Net consideration paid ($000s): 0 |
|
| Securities Outstanding |
| | |
| 87. | | Securities of the Registrant that are registered on a national securities exchange or listed on Nasdaq: |
| | | Title of class: Common Stock |
| | | CUSIP/CINS: 68235B·10·9 |
| | | Symbol: TURN |
|
| 88. | | Did the Registrant have any of the following outstanding which exceeded 1% of aggregate net assets at any time during the period:
Notes or bonds? No |
| | | Uncovered options? No |
| | | Margin loans? No |
| | | Preferred stock? No |
|
Signature | | ↑Top of Form N-SAR |
| | | |
| | | /s/ Daniel B. Wolfe |
| | | Name: Daniel B. Wolfe |
| | | Title: President & Cfo |