N-CSR 1 bif-ncsra.htm BRIDGES INVESTMENT FUND ANNUAL REPORT 12-31-19



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   811-01209



Bridges Investment Fund, Inc.
(Exact name of registrant as specified in charter)



1125 South 103rd Street, Suite 580
Omaha, NE 68124
(Address of principal executive offices) (Zip code)



Edson L. Bridges III
1125 South 103rd Street, Suite 580
Omaha, NE 68124
(Name and address of agent for service)



(402) 397-4700
Registrant's telephone number, including area code



Date of fiscal year end: December 31, 2019



Date of reporting period:  December 31, 2019



Item 1. Reports to Stockholders.









Fifty-Seventh

Annual Shareholder Report

2019


Beginning on January 1, 2021, as permitted by regulations adopted by the SEC, 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 (defined herein) 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.bridgesfund.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 by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by calling 1-866-934-4700 or by sending an e-mail request to fund@bridgesinv.com.
 
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 1-866-934-4700 or by send an e-mail request to fund@bridgesinv.com to let the Fund know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary.
 

1125 South 103rd Street - Suite 580 – Omaha, NE 68124
P: (402) 397-4700   F: (402) 397-1555   www.bridgesfund.com












(This Page Intentionally Left Blank.)
 











Contents of Report

Page 1
Shareholder Letter
Exhibit 1
Portfolio Transactions During the
  Page 5
Period from July 1, 2019 through
 
December 31, 2019
Exhibit 2
Selected Historical Financial Information
  Pages 6-7
 
Pages 8-9
Expense Example
Page 10
Allocation of Portfolio Holdings
Pages 11-25
Financial Statements and Report of
 
Independent Registered Public
 
Accounting Firm
Page 26
Privacy Policy
Pages 27-28
Additional Disclosures
MD&A 1–11
Management Discussion and Analysis

 

 
IMPORTANT NOTICES

Must be preceded or accompanied by a Prospectus.
 
Opinions expressed herein are those of Edson L. Bridges III and are subject to change. They are not guarantees and should not be considered investment advice.
 
Fund holdings and sector allocations are subject to change at any time and should not be considered a recommendation to buy or sell any security. Current and future portfolio holdings are subject to risk. Please refer to the Schedule of Investments for complete fund holdings.
 
The S&P 500 Index is a broadly based unmanaged composite of 500 stocks which is widely recognized as representative of price changes for the U.S. equity market in general. You cannot invest directly in a specific index.
 
Free Cash Flow is a measure of financial performance calculated as operating cash flow minus capital expenditures. Free cash flow (FCF) represents the cash that a company is able to generate after laying out the money required to maintain or expand its asset base.
 
The Price-to-Earnings Ratio or P/E ratio is a ratio for valuing a company that measures its current share price relative to its per-share earnings.
 
Earnings growth for a Fund holding does not guarantee a corresponding increase in market value of the holding or the Fund.
 

Mutual fund investing involves risk. Principal loss is possible. Small and medium capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. Investments in debt securities typically decrease in value when interest rates rise. This risk is usually greater for longer-term debt securities. The Fund invests in foreign securities which involve political, economic and currency risks, greater volatility and differences in accounting methods.
 
While the fund is no-load, management fees and other expenses still apply.
 
The Bridges Investment Fund is distributed by Quasar Distributors.
 












January 6, 2020
 
Dear Shareholder:
 
Performance
 
Bridges Investment Fund had a total return of 32.13% for the one-year period ending December 31, 2019.  By comparison, the S&P 500 had a total return of 31.49%.   The Fund had annualized total returns of 15.76%, 10.76%, and 12.00% for the 3, 5, and 10-year periods ending December 31, 2019, compared to total returns of 15.27%, 11.70%, and 13.56% for the S&P 500.  Three, five, and ten-year periods are annualized.  The Fund’s gross expense ratio is 0.79%.
 
Performance data quoted represents past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance stated above. Performance data current to the most recent month end may be obtained by calling 866-934-4700.
 
Review of 2019 and Outlook for 2020
 
U.S. stocks posted strongly positive returns in 2019, as equities recovered sharply from the negative returns of the fourth quarter of 2018, and went on to finish the year at all-time high levels.
 
The positive environment for stocks was supported by four primary factors:  1) the Federal Reserve moved to a decidedly accommodative stance in early January; 2) trade negotiations with China unfolded with less acrimony than might have been expected entering the year;  3) economic data showed global business conditions were stable, despite the onset of trade tariffs in late 2018; and 4) U.S. companies generated  financial performance over the course of the year that was generally better than consensus expectations.
 
Consequently, equity investors accorded higher valuations to equities on balance as 2019 wore on:  the S&P 500 entered 2019 at 2,507, trading at 14.3x estimated 2019 earnings of $175 per share; the S&P 500 ended 2019 at 3,231, trading at 18.0x estimated 2020 earnings of $180.
 
In our view, the expansion in equity valuations during 2019 was warranted, given the decline in the 10-year Treasury yield of 2.69% to 1.92%; at its year-end close, the 10-year Treasury stood well below its average yield over the past decade (2.47%).  Lower interest rates, in our view, materially increase the value of future cash flows for shareholders in high quality publicly traded businesses.
 
Our outlook for 2020 and beyond is positive, within the context of understanding that equity valuations have moved significantly higher over the past year.
 
We expect corporate earnings to show modest growth in 2020, which combined with a continuation of historically low interest rates, should support continued growth in underlying business value for equities.
 

Shareholder Letter
January 6, 2020

 
That said, we see a number of risks in the outlook:  1)  the risk of recession  and slowing corporate profits will likely materialize at some point; 2) U.S.-China trade tensions remain high; 3) there will likely be uncertainty through  the 2020 U.S. election cycle; 4) aggregate global debt levels remain high (which will become a problem if/when interest rates move higher); and 5) geopolitical tensions and escalating conflict can lead to market disruptions without warning.
 
We continue to believe that longer term, implied forward returns for equities are more attractive than for bonds.
 
We have established a 2020 year-end fair value range of 3,600-3,800 for the S&P 500 (19x estimated 2020 earnings of $173-185), which implies upside of roughly 15% from the S&P’s 2019 year-end level of 3,231 to the midpoint of our range of fair value.  Our preliminary year-end 2021 fair value range is 3,800-4,000 (19x estimated 2021 earnings of $190-200).  Our single point year-end fair value estimates for 2020 and 2021 are 3,700 and 3,900 respectively.
 
We expect increased levels of equity market volatility in 2020, and we would not be surprised if stocks traded 20-25% below and above the 2019 year-end level of the S&P 500 of 3,231 during the upcoming year.
 
While we expect 2020 to be volatile and challenging, we are constructive on the long-term outlook for equities given the level of current equity valuations and interest rates, and our expectation that long-term corporate earnings growth will be positive.
 
Our Portfolio
 
The Fund’s portfolio continues to be comprised primarily of companies with strong balance sheets, high levels of profitability, and a demonstrated ability to grow business value over the long-term despite periodically challenging economic conditions.
 
The Fund’s ten largest individual stock holdings as of December 31, 2019, included:
 
Apple
9.73
%
MasterCard
8.68
 
Alphabet
5.47
 
Amazon
4.71
 
Visa
3.83
 
Microsoft
3.78
 
ishares Core S&P Mid-Cap ETF
2.94
 
Booking Holdings
2.83
 
Union Pacific
2.58
 
BlackRock
2.56
 

 

 

 
2

Shareholder Letter
January 6, 2020

 
The following table summarizes the changes we made in the Fund in 2019:
 
NEW BUYS:
ADDS:
TRIMS:
SELLS:
Adobe
BlackRock
Apple
Allergan
Alcon
Boeing
Continental
Altria
Autodesk
Home Depot
  Resources
Biogen
Delta Air Lines
Microsoft
iShares Core
Cigna
Estee Lauder
Old Dominion
  S&P Mid-Cap ETF
Celgene
IAA
  Freight Line
iShares Core
Cognizant
Palo Alto Networks
United
  S&P Small-Cap ETF
  Tech Solutions
Progressive
  Healthcare
MasterCard
EOG Resources
Schwab
   
FedEx
Salesforce
   
Gilead
Silicon Valley
   
Martin Marietta
  Bancshares
   
  Materials
TransUnion
   
Philip Morris
Ulta Beauty
   
  International
     
Qualcomm

The companies that were the most additive to the Fund’s return in 2019 included Apple, MasterCard, Visa, Microsoft, Amazon, and Facebook.
 
The companies that were the largest drag on performance in 2019 included FedEx, Cigna, Continental Resources, Biogen, EOG Resources, Silicon Valley Bancshares, and Ulta Beauty.
 
We believe the Fund’s holdings are both 1) well-positioned to grow their business value over the next several years, and 2) valued at levels that are reasonably attractive over the long-run given our assessment of their business value growth potential.
 
From a valuation standpoint, we believe the Fund’s holdings are attractively valued looking out over the next several years.  At present, the Fund’s portfolio trades at 24.0x estimated 2020 earnings and 20.6x estimated 2020 earnings, with a projected long-term annual earnings growth of 10-12%.  This compares with the 18.0x 2020 P/E, 16.5x 2021 P/E, and 5-6% long term annual earnings growth projected for the S&P 500.
 
In 2019, we made relatively more portfolio changes compared to recent years, as our company research work identified several attractive opportunities.  We also trimmed several core holdings where valuation approached or exceeded our estimate of fair value, and we eliminated some positions where business fundamentals deteriorated or where valuation reached very high levels.
 
Investment Philosophy and Process
 
We continue to rely on our investment philosophy and investment process to provide a framework for our portfolio management of the Fund within the context of challenging and volatile capital markets conditions.
 
Our equity investment process entails three core elements:  1) we seek to own high quality businesses that have structural or competitive advantage, because we believe high quality businesses with competitive advantage can deliver attractive returns over time; 2) we seek businesses that have significant long-term opportunities to grow; and 3) we apply rigorous approaches to valuation in order to identify
 
 
3

Shareholder Letter
January 6, 2020

 
companies that are priced attractively from a long-term perspective given the quality of their franchise and the size of their business growth opportunities.
 
Our primary investment goal is to identify and own companies that have strong franchise characteristics and attractive valuation metrics, such that the business value growth that our companies generate over the long-term leads to positive shareholder returns.  A long time horizon is critical to our approach, because it allows sufficient opportunity for our companies to compound business value at attractive rates, such that share price can appropriately reflect growth in underlying business value.
 
Our investment management approach is based on the premise that over the long run, high quality businesses that are structurally advantaged produce attractive growth in their underlying business value, which in turn drives investment returns for their shareholders that is commensurate with that business value growth.
 
We continue to favor companies that have strong and durable business franchises and a demonstrated ability to grow revenues, free cash flow, earnings, dividends, and underlying business value at solid rates within the context of a sluggish and highly competitive global economic environment.
 
Over time, we expect to benefit from our investment approach in two ways:  1) from an improvement in valuation, as our companies move from being undervalued relative to our appraisal of fair value toward our estimate of fair value (positive change in valuation), and 2) from the growth in our companies’ underlying business value over time, which is driven by increasing revenues, earnings, dividends, and free cash flow.
 
We believe that our investment approach should be effective over time, as stock prices tend to track underlying changes in business value over the long-run.  Periods of broad stock market weakness create opportunities for us to identify attractive new equity investment candidates, and/or to add to existing holdings at attractive valuation levels.
 
We are grateful for your continued investment in Bridges Investment Fund.
 
 
Sincerely,
   
 
   
 
Edson L. Bridges III, CFA
 
President and Chief Executive Officer



4

Exhibit 1

BRIDGES INVESTMENT FUND, INC.

PORTFOLIO TRANSACTIONS
DURING THE PERIOD FROM
JULY 1, 2019 THROUGH DECEMBER 31, 2019
(Unaudited)


   
Bought or
   
Held After
 
Securities
 
Received
   
Transactions
 
Common Stock Unless
 
$1,000 Par
   
$1,000 Par
 
Described Otherwise
 
Value (M)
   
Value (M)
 
   
or Shares
   
or Shares
 
             
Adobe, Inc.
   
2,000
     
8,000
 
Alcon, Inc.
   
25,000
     
25,000
 
Autodesk, Inc.
   
8,000
     
12,000
 
Boeing Co.
   
1,000
     
5,000
 
IAA, Inc.
   
30,000
     
30,000
 
Microsoft Corp.
   
12,000
     
47,000
 
Palo Alto Networks, Inc.
   
4,500
     
11,000
 
salesforce.com, Inc.
   
8,000
     
8,000
 
SVB Financial Group
   
5,000
     
13,000
 
The Charles Schwab Corp.
   
20,000
     
60,000
 
The Estee Lauder Companies, Inc.
   
2,400
     
2,400
 
The Progressive Corp.
   
20,000
     
20,000
 
TransUnion
   
17,000
     
17,000
 
Ulta Beauty, Inc.
   
2,000
     
2,000
 
                 
   
Sold or
   
Held After
 
Securities
 
Exchanged
   
Transactions
 
Common Stock Unless
 
$1,000 Par
   
$1,000 Par
 
Described Otherwise
 
Value (M)
   
Value (M)
 
   
or Shares
   
or Shares
 
                 
Celgene Corp.
   
20,000
     
 
Continental Resources, Inc.
   
7,000
     
40,000
 
EOG Resources, Inc.
   
20,000
     
 
FedEx Corp.
   
20,000
     
 
iShares Core S&P Mid-Cap ETF(1)
   
12,000
     
28,000
 
iShares Core S&P Small-Cap ETF(1)
   
25,000
     
50,000
 
Martin Marietta Materials, Inc.
   
8,000
     
 
SVB Financial Group
   
8,000
     
5,000
 
Ulta Beauty, Inc.
   
2,000
     
 

(1)
Exchange Traded Fund



5

Exhibit 2

BRIDGES INVESTMENT FUND, INC.

SELECTED HISTORICAL FINANCIAL INFORMATION
(Unaudited)

– – – – – – – – – Year End Statistics – – – – – – – – – –


Valuation
   
Net
   
Shares
   
Net Asset
   
Dividend/
   
Capital
 
Date
   
Assets
   
Outstanding
   
Value/Share
   
Share
   
Gains/Share
 
 
07-01-63
   
$
109,000
     
10,900
   
$
10.00
   
$
   
$
 
 
12-31-63
     
159,187
     
15,510
     
10.13
     
.07
     
 
 
12-31-64
     
369,149
     
33,643
     
10.97
     
.28
     
 
 
12-31-65
     
621,241
     
51,607
     
12.04
     
.285
     
.028
 
 
12-31-66
     
651,282
     
59,365
     
10.97
     
.295
     
 
 
12-31-67
     
850,119
     
64,427
     
13.20
     
.295
     
 
 
12-31-68
     
1,103,734
     
74,502
     
14.81
     
.315
     
 
 
12-31-69
     
1,085,186
     
84,807
     
12.80
     
.36
     
 
 
12-31-70
     
1,054,162
     
90,941
     
11.59
     
.37
     
 
 
12-31-71
     
1,236,601
     
93,285
     
13.26
     
.37
     
 
 
12-31-72
     
1,272,570
     
93,673
     
13.59
     
.35
     
.08
 
 
12-31-73
     
1,025,521
     
100,282
     
10.23
     
.34
     
.07
 
 
12-31-74
     
757,545
     
106,909
     
7.09
     
.35
     
 
 
12-31-75
     
1,056,439
     
111,619
     
9.46
     
.35
     
 
 
12-31-76
     
1,402,661
     
124,264
     
11.29
     
.38
     
 
 
12-31-77
     
1,505,147
     
145,252
     
10.36
     
.428
     
.862
 
 
12-31-78
     
1,574,097
     
153,728
     
10.24
     
.481
     
.049
 
 
12-31-79
     
1,872,059
     
165,806
     
11.29
     
.474
     
.051
 
 
12-31-80
     
2,416,997
     
177,025
     
13.65
     
.55
     
.0525
 
 
12-31-81
     
2,315,441
     
185,009
     
12.52
     
.63
     
.0868
 
 
12-31-82
     
2,593,411
     
195,469
     
13.27
     
.78
     
.19123
 
 
12-31-83
     
3,345,988
     
229,238
     
14.60
     
.85
     
.25
 
 
12-31-84
     
3,727,899
     
278,241
     
13.40
     
.80
     
.50
 
 
12-31-85
     
4,962,325
     
318,589
     
15.58
     
.70
     
.68
 
 
12-31-86
     
6,701,786
     
407,265
     
16.46
     
.688
     
.86227
 
 
12-31-87
     
7,876,275
     
525,238
     
15.00
     
.656
     
1.03960
 
 
12-31-88
     
8,592,807
     
610,504
     
14.07
     
.85
     
1.10967
 
 
12-31-89
     
10,895,182
     
682,321
     
15.97
     
.67
     
.53769
 
 
12-31-90
     
11,283,448
     
744,734
     
15.15
     
.67
     
.40297
 
 
12-31-91
     
14,374,679
     
831,027
     
17.30
     
.66
     
.29292
 
 
12-31-92
     
17,006,789
     
971,502
     
17.51
     
.635
     
.15944
 
 
12-31-93
     
17,990,556
     
1,010,692
     
17.80
     
.6225
     
.17075
 
 
12-31-94
     
18,096,297
     
1,058,427
     
17.10
     
.59
     
.17874
 
 
12-31-95
     
24,052,746
     
1,116,620
     
21.54
     
.575
     
.19289
 
 
12-31-96
     
29,249,488
     
1,190,831
     
24.56
     
.55
     
.25730
 
 
12-31-97
     
36,647,535
     
1,262,818
     
29.02
     
.5075
     
.30571
 
 
12-31-98
     
48,433,113
     
1,413,731
     
34.26
     
.44
     
2.11648
 


6

Exhibit 2
(Continued)

BRIDGES INVESTMENT FUND, INC.

SELECTED HISTORICAL FINANCIAL INFORMATION
(Unaudited)

– – – – – – – – – Year End Statistics – – – – – – – – – –


Valuation
   
Net
   
Shares
   
Net Asset
   
Dividend/
   
Capital
 
Date
   
Assets
   
Outstanding
   
Value/Share
   
Share
   
Gains/Share
 
 
12-31-99
   
$
69,735,684
     
1,508,154
   
$
46.24
   
$
.30
   
$
.91088
 
 
12-31-00
     
71,411,520
     
1,850,301
     
38.59
     
.40
     
.80880716
 
 
12-31-01
     
60,244,912
     
1,940,494
     
31.05
     
.26
     
 
 
12-31-02
     
45,854,541
     
1,989,769
     
23.05
     
.20
     
 
 
12-31-03
     
62,586,435
     
2,016,560
     
31.04
     
.24
     
 
 
12-31-04
     
74,281,648
     
2,230,038
     
33.31
     
.305
     
 
 
12-31-05
     
80,715,484
     
2,305,765
     
35.01
     
.2798
     
 
 
12-31-06
     
82,754,479
     
2,336,366
     
35.42
     
.2695
     
 
 
12-31-07
     
77,416,617
     
2,258,380
     
34.28
     
.2364
     
2.5735
 
 
12-31-08
     
49,448,417
     
2,257,410
     
21.91
     
.2603
     
 
 
12-31-09
     
67,435,343
     
2,303,377
     
29.28
     
.17
     
 
 
12-31-10
     
75,014,486
     
2,307,301
     
32.51
     
.126
     
 
 
12-31-11
     
73,779,028
     
2,266,478
     
32.55
     
.1586
     
 
 
12-31-12
     
83,361,384
     
2,256,216
     
36.95
     
.207
     
 
 
12-31-13
     
110,155,511
     
2,335,264
     
47.17
     
.2408
     
1.62945
 
 
12-31-14
     
122,102,388
     
2,463,893
     
49.56
     
.265
     
1.71490
 
 
12-31-15
     
116,368,311
     
2,378,851
     
48.92
     
.2725
     
.5244
 
 
12-31-16
     
122,877,447
     
2,381,534
     
51.60
     
.2929
     
.47505
 
 
12-31-17
     
144,610,324
     
2,387,530
     
60.57
     
.2033
     
2.11478
 
 
12-31-18
     
151,571,438
     
2,640,626
     
57.40
     
.2798
     
.6652
 
 
12-31-19
     
195,797,767
     
2,681,440
     
73.02
     
.2876943
     
2.43694
 




7

BRIDGES INVESTMENT FUND, INC.

EXPENSE EXAMPLE

DECEMBER 31, 2019
(Unaudited)


As a shareholder of the Bridges Investment Fund, Inc., you incur ongoing costs, including management fees; services fees; and other Fund expenses.  This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare costs with the ongoing costs of investing in other mutual funds.
 
The Example is based on an investment of $1,000 invested at the beginning of the period and held the entire period (July 1, 2019 – December 31, 2019).
 
ACTUAL EXPENSES
 
The first line of the table below provides information about actual account values and actual expenses.  Although the Fund charges no sales load or transactions fees, you will be assessed fees for outgoing wire transfers (including redemption requests), returned checks or stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent.  To the extent that the Fund invests in shares of other investment companies as part of its investment strategy, you will indirectly bear your proportionate share of any fees and expenses charged by the underlying funds in which a Fund invests in addition to the expenses of the Fund.  Actual expenses of the underlying funds are expected to vary among the various underlying funds.  These expenses are not included in the example below.  The example includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, interest expense or dividends on short positions taken by the Fund and other extraordinary expenses as determined under generally accepted accounting principles.  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.
 
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
 
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.  You may use this information to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 

 
8


Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees.  Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 
     
Expenses Paid
 
Beginning
Ending
During Period*
 
Account Value
Account Value
July 1, 2019 –
 
July 1, 2019
December 31, 2019
December 31, 2019
Actual
$1,000.00
$1,110.20
$4.26
Hypothetical
     
  (5% annualized return
     
  before expenses)
$1,000.00
$1,021.17
$4.08

*
Expenses are equal to the Fund’s annualized expense ratio of 0.80%, multiplied by the average account value over the period, multiplied by 184/365 to reflect the one-half year period.









9

BRIDGES INVESTMENT FUND, INC.

ALLOCATION OF PORTFOLIO HOLDINGS

PERCENTAGE OF TOTAL INVESTMENTS

DECEMBER 31, 2019
(Unaudited)




 
COMPONENTS OF PORTFOLIO HOLDINGS
 
Common Stocks
 
$
180,002,487
 
Exchange Traded Funds
   
9,955,460
 
Short-Term Investments
   
6,133,814
 
Total
 
$
196,091,761
 


10

BRIDGES INVESTMENT FUND, INC.

SCHEDULE OF INVESTMENTS

DECEMBER 31, 2019


Title of Security
 
Shares
   
Cost
   
Value
 
COMMON STOCKS - 91.95%
                 
                   
Administrative and Support Services - 6.23%
                 
Alcon, Inc. (a)
   
25,000
   
$
1,469,619
   
$
1,414,250
 
Booking Holdings, Inc. (a)
   
2,700
     
1,768,506
     
5,545,071
 
PayPal Holdings, Inc. (a)
   
35,000
     
871,561
     
3,785,950
 
TransUnion
   
17,000
     
1,405,766
     
1,455,370
 
           
$
5,515,452
   
$
12,200,641
 
Air Transportation - 0.90%
                       
Delta Air Lines, Inc.
   
30,000
   
$
1,565,766
   
$
1,754,400
 
                         
Amusement, Gambling, and
                       
Recreation Industries - 2.22%
                       
The Walt Disney Co.
   
30,000
   
$
1,588,580
   
$
4,338,900
 
                         
Beverage and Tobacco
                       
Product Manufacturing - 0.91%
                       
PepsiCo, Inc.
   
13,000
   
$
632,331
   
$
1,776,710
 
                         
Broadcasting (except Internet) - 1.38%
                       
Comcast Corp. - Class A
   
60,000
   
$
1,381,050
   
$
2,698,200
 
                         
Building Material and Garden
                       
Equipment and Supplies Dealers - 1.84%
                       
Home Depot, Inc.
   
11,000
   
$
1,466,586
   
$
2,402,180
 
Lowe’s Companies, Inc.
   
10,000
     
812,074
     
1,197,600
 
           
$
2,278,660
   
$
3,599,780
 
Chemical Manufacturing - 3.71%
                       
Amgen, Inc.
   
10,000
   
$
1,609,947
   
$
2,410,700
 
Ecolab, Inc.
   
15,000
     
1,436,988
     
2,894,850
 
The Estee Lauder Companies, Inc.
   
2,400
     
442,176
     
495,696
 
Johnson & Johnson
   
10,000
     
866,300
     
1,458,700
 
           
$
4,355,411
   
$
7,259,946
 


See accompanying Notes to the Financial Statements.

Percentages are stated as a percent of net assets.
(a)
Non Income Producing.

11

BRIDGES INVESTMENT FUND, INC.

SCHEDULE OF INVESTMENTS
(Continued)

DECEMBER 31, 2019


Title of Security
 
Shares
   
Cost
   
Value
 
COMMON STOCKS (Continued)
                 
                   
Computer and Electronic
                 
Product Manufacturing - 16.22%
                 
Alphabet, Inc. - Class A (a)
   
4,000
   
$
847,059
   
$
5,357,560
 
Alphabet, Inc. - Class C (a)
   
4,010
     
844,083
     
5,361,450
 
Apple, Inc.
   
65,000
     
1,105,345
     
19,087,250
 
Thermo Fisher Scientific, Inc.
   
6,000
     
879,267
     
1,949,220
 
           
$
3,675,754
   
$
31,755,480
 
Credit Intermediation and
                       
Related Activities - 6.14%
                       
Capital One Financial Corp.
   
30,000
   
$
864,556
   
$
3,087,300
 
JPMorgan Chase & Co.
   
30,000
     
1,721,192
     
4,182,000
 
SVB Financial Group (a)
   
5,000
     
1,202,783
     
1,255,200
 
Wells Fargo & Co.
   
65,000
     
1,722,622
     
3,497,000
 
           
$
5,511,153
   
$
12,021,500
 
Data Processing, Hosting and
                       
Related Services - 1.18%
                       
Fiserv, Inc. (a)
   
20,000
   
$
971,166
   
$
2,312,600
 
                         
Electrical Equipment, Appliance, and
                       
Component Manufacturing - 0.97%
                       
Eaton Corp. Plc
   
20,000
   
$
863,312
   
$
1,894,400
 
                         
Food Services and Drinking Places - 1.35%
                       
Starbucks Corp.
   
30,000
   
$
561,001
   
$
2,637,600
 
                         
Insurance Carriers and
                       
Related Activities - 4.55%
                       
Berkshire Hathaway, Inc. - Class B (a)
   
20,000
   
$
678,649
   
$
4,530,000
 
The Progressive Corp.
   
20,000
     
1,409,657
     
1,447,800
 
UnitedHealth Group, Inc.
   
10,000
     
2,439,167
     
2,939,800
 
           
$
4,527,473
   
$
8,917,600
 
Machinery Manufacturing - 1.45%
                       
Roper Technologies, Inc.
   
8,000
   
$
335,931
   
$
2,833,840
 


See accompanying Notes to the Financial Statements.

Percentages are stated as a percent of net assets.
(a)
Non Income Producing.

12

BRIDGES INVESTMENT FUND, INC.

SCHEDULE OF INVESTMENTS
(Continued)

DECEMBER 31, 2019


Title of Security
 
Shares
   
Cost
   
Value
 
COMMON STOCKS (Continued)
                 
                   
Merchant Wholesalers,
                 
Durable Goods - 0.72%
                 
IAA, Inc. (a)
   
30,000
   
$
1,158,078
   
$
1,411,800
 
                         
Nonstore Retailers - 4.72%
                       
Amazon.com, Inc. (a)
   
5,000
   
$
1,231,664
   
$
9,239,200
 
                         
Oil and Gas Extraction - 0.70%
                       
Continental Resources, Inc.
   
40,000
   
$
1,178,107
   
$
1,372,000
 
                         
Other Information Services - 2.31%
                       
Facebook, Inc. - Class A (a)
   
22,000
   
$
2,108,799
   
$
4,515,500
 
                         
Petroleum and Coal
                       
Products Manufacturing - 1.35%
                       
Chevron Corp.
   
22,000
   
$
1,206,019
   
$
2,651,220
 
Professional, Scientific, and
                       
                         
Technical Services - 13.32%
                       
IQVIA Holdings, Inc. (a)
   
10,000
   
$
1,144,668
   
$
1,545,100
 
MasterCard, Inc. - Class A
   
57,000
     
983,398
     
17,019,630
 
Visa, Inc. - Class A
   
40,000
     
1,087,480
     
7,516,000
 
           
$
3,215,546
   
$
26,080,730
 
Publishing Industries (except Internet) - 8.22%
                       
Adobe, Inc. (a)
   
8,000
   
$
2,153,589
   
$
2,638,480
 
Autodesk, Inc. (a)
   
12,000
     
1,834,471
     
2,201,520
 
Microsoft Corp.
   
47,000
     
5,622,998
     
7,411,900
 
Palo Alto Networks, Inc. (a)
   
11,000
     
2,379,071
     
2,543,750
 
salesforce.com, Inc. (a)
   
8,000
     
1,254,735
     
1,301,120
 
           
$
13,244,864
   
$
16,096,770
 
Rail Transportation - 2.59%
                       
Union Pacific Corp.
   
28,000
   
$
806,918
   
$
5,062,120
 


See accompanying Notes to the Financial Statements.

Percentages are stated as a percent of net assets.
(a)
Non Income Producing.

13

BRIDGES INVESTMENT FUND, INC.

SCHEDULE OF INVESTMENTS
(Continued)

DECEMBER 31, 2019


Title of Security
 
Shares
   
Cost
   
Value
 
COMMON STOCKS (Continued)
                 
                   
Securities, Commodity Contracts,
                 
and Other Financial Investments
                 
and Related Activities - 6.69%
                 
Ameriprise Financial, Inc.
   
10,000
   
$
971,393
   
$
1,665,800
 
BlackRock, Inc.
   
10,000
     
2,494,204
     
5,027,000
 
S&P Global, Inc.
   
13,000
     
2,334,391
     
3,549,650
 
The Charles Schwab Corp.
   
60,000
     
2,486,456
     
2,853,600
 
           
$
8,286,444
   
$
13,096,050
 
Transportation Equipment
                       
Manufacturing - 0.83%
                       
Boeing Co.
   
5,000
   
$
1,708,680
   
$
1,628,800
 
                         
Truck Transportation - 1.45%
                       
Old Dominion Freight Line, Inc.
   
15,000
   
$
2,058,036
   
$
2,846,700
 
TOTAL COMMON STOCKS
         
$
69,966,195
   
$
180,002,487
 
                         
EXCHANGE TRADED FUNDS - 5.08%
                       
                         
Funds, Trusts, and Other
                       
Financial Vehicles - 5.08%
                       
iShares Core S&P Mid-Cap ETF
   
28,000
   
$
2,616,677
   
$
5,762,960
 
iShares Core S&P Small-Cap ETF
   
50,000
     
1,904,342
     
4,192,500
 
TOTAL EXCHANGE TRADED FUNDS
         
$
4,521,019
   
$
9,955,460
 
                         
SHORT-TERM INVESTMENTS - 3.13%
                       
                         
Mutual Funds - 3.13%
                       
First American Treasury Obligations
                       
  Fund - Class X, 1.528% (b)
   
6,133,814
   
$
6,133,814
   
$
6,133,814
 
TOTAL SHORT-TERM INVESTMENTS
         
$
6,133,814
   
$
6,133,814
 
                         
TOTAL INVESTMENTS - 100.16%
         
$
80,621,028
   
$
196,091,761
 
LIABILITIES IN EXCESS
                       
  OF OTHER ASSETS - (0.16)%
                   
(293,994
)
TOTAL NET ASSETS - 100.00%
                 
$
195,797,767
 



See accompanying Notes to the Financial Statements.

Percentages are stated as a percent of net assets.
(a)
Non Income Producing.
(b)
The rate shown is the annualized seven day yield as of December 31, 2019.

14

BRIDGES INVESTMENT FUND, INC.

STATEMENT OF ASSETS AND LIABILITIES

DECEMBER 31, 2019


ASSETS:
     
Investments in securities, at fair value (cost: $80,621,028)
 
$
196,091,761
 
Receivables
       
Fund shares issued
   
75,000
 
Dividends and interest
   
56,406
 
Prepaid expenses
   
9,992
 
         
TOTAL ASSETS:
 
$
196,233,159
 
         
LIABILITIES:
       
Payables
       
Distributions to shareholders
 
$
83,518
 
Payable to Adviser
   
239,671
 
Accrued expenses
   
112,203
 
         
TOTAL LIABILITIES:
 
$
435,392
 
         
TOTAL NET ASSETS
 
$
195,797,767
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
80,327,034
 
Total distributable earnings
   
115,470,733
 
         
TOTAL NET ASSETS
 
$
195,797,767
 
         
SHARES OUTSTANDING
       
  ($0.0001 par value; 100,000,000 shares authorized)
   
2,681,440
 
         
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE
 
$
73.02
 


See accompanying Notes to the Financial Statements.

15

BRIDGES INVESTMENT FUND, INC.

STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2019


INVESTMENT INCOME:
     
Dividend income
 
$
1,951,299
 
Interest income
   
219,768
 
         
Total investment income
 
$
2,171,067
 
         
EXPENSES:
       
Advisory fees
 
$
900,036
 
Administration fees
   
164,987
 
Fund accounting fees
   
58,098
 
Independent director’s expenses and fees
   
52,000
 
Other
   
48,059
 
Professional services
   
38,462
 
Dividend disbursing and transfer agent fees
   
115,302
 
Custody fees
   
21,297
 
Printing and supplies
   
18,460
 
         
Total expenses
 
$
1,416,701
 
         
NET INVESTMENT INCOME
 
$
754,366
 
         
NET REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS:
       
Net realized gain on investments
   
4,967,492
 
Net change in unrealized appreciation of investments
   
42,875,413
 
         
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS
   
47,842,905
 
         
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
48,597,271
 


See accompanying Notes to the Financial Statements.

16

BRIDGES INVESTMENT FUND, INC.

STATEMENTS OF CHANGES IN NET ASSETS

FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018


   
2019
   
2018
 
             
OPERATIONS:
           
Net investment income
 
$
754,366
   
$
649,216
 
Net realized gain on investments
   
4,967,492
     
3,216,011
 
Net change in unrealized
               
  appreciation of investments
   
42,875,413
     
(10,380,404
)
 
               
Net increase/(decrease) in
               
  net assets resulting
               
  from operations
 
$
48,597,271
   
$
(6,515,177
)
                 
Distributions to shareholders:
               
Distributions to shareholders
   
(7,188,706
)
   
(2,453,611
)
                 
Total distributions
 
$
(7,188,706
)
 
$
(2,453,611
)
                 
Capital Share Transactions:
               
Net increase in net assets
               
  from capital share transactions
   
2,817,764
     
15,929,902
 
 
               
Total increase in net assets
 
$
44,226,329
   
$
6,961,114
 
                 
NET ASSETS:
               
Beginning of the Year
 
$
151,571,438
   
$
144,610,324
 
End of the Year
 
$
195,797,767
   
$
151,571,438
 


See accompanying Notes to the Financial Statements.

17

BRIDGES INVESTMENT FUND, INC.

FINANCIAL HIGHLIGHTS



For a Fund share outstanding throughout the year

   
Years Ended December 31,
 
   
2019
   
2018
   
2017
   
2016
   
2015
 
Net asset value,
                             
  beginning of year
 
$
57.40
   
$
60.57
   
$
51.60
   
$
48.92
   
$
49.56
 
                                         
Income from investment operations:
                                       
Net investment income(1)
   
0.28
     
0.29
     
0.20
     
0.29
     
0.27
 
Net realized and unrealized
                                       
  gain/(loss) on investments
   
18.06
     
(2.51
)
   
11.08
     
3.15
     
(0.12
)
Total from
                                       
  investment operations
   
18.34
     
(2.22
)
   
11.28
     
3.44
     
0.15
 
                                         
Less dividends and distributions:
                                       
Dividends from net
                                       
  investment income
   
(0.29
)
   
(0.28
)
   
(0.20
)
   
(0.29
)
   
(0.27
)
Dividends from net
                                       
  realized gain
   
(2.43
)
   
(0.67
)
   
(2.11
)
   
(0.47
)
   
(0.52
)
Total distributions
   
(2.72
)
   
(0.95
)
   
(2.31
)
   
(0.76
)
   
(0.79
)
                                         
Net asset value, end of year
 
$
73.02
   
$
57.40
   
$
60.57
   
$
51.60
   
$
48.92
 
                                         
Total return
   
32.13
%
   
(3.76
)%
   
21.98
%
   
7.09
%
   
0.33
%
                                         
Supplemental data and ratios:
                                       
Net assets, end of period
                                       
  (in thousands)
 
$
195,798
   
$
151,571
   
$
144,610
   
$
122,877
   
$
116,368
 
Ratio of net expenses to
                                       
  average net assets
   
0.79
%
   
0.77
%
   
0.79
%
   
0.82
%
   
0.80
%
Ratio of net investment income
                                       
  to average net assets
   
0.42
%
   
0.40
%
   
0.35
%
   
0.60
%
   
0.54
%
Portfolio turnover rate
   
16.9
%
   
2.8
%
   
4.7
%
   
10.7
%
   
13.2
%


See accompanying Notes to the Financial Statements.


(1)
Net investment income per share is calculated using the ending balances prior to consideration of adjustment for permanent book-to-tax differences.

18

BRIDGES INVESTMENT FUND, INC.

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2019


(1)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
   
 
Bridges Investment Fund, Inc. (the “Fund”) is registered under the Investment Company Act of 1940 as a diversified, open-end management investment company.  The primary investment objective of the Fund is long-term capital appreciation.  In pursuit of that objective, the Fund invests primarily in common stocks.  The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements.  The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).  The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services – Investment Companies.

 
A.
Investments –

 
Security transactions are recorded on trade date.  Dividend income is recognized on the ex-dividend date, and interest income is recognized on an accrual basis.  Discount and premium on fixed income securities is accreted or amortized into interest income using the effective interest method.  Withholding taxes on foreign dividends, if any, have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.
   
 
The net realized gain (loss) from the sales of securities is determined for income tax and accounting purposes on the basis of the cost of specific securities.
   
 
Securities owned are reflected in the accompanying Statement of Assets and Liabilities and the Schedule of Investments at fair value based on quoted market prices. Bonds and other fixed-income securities (other than repurchase agreements and demand notes) are valued using market quotations or a matrix method provided by an independent pricing service.  Other securities traded on a national securities exchange are valued at the last reported sale price at the close of regular trading on each day the exchange is open for trading. Securities listed on the NASDAQ National Market System for which market quotations are readily available are valued using the NASDAQ Official Closing Price (“NOCP”).  If no sales were reported on that day, quoted market price represents the closing bid price.
   
 
Investments in registered open-end management investment companies will be valued based upon the Net Asset Values (“NAVs”) of such investments and are categorized as Level 1 of the fair value hierarchy.

 
19


 
Securities for which prices are not readily available are valued by the Fund’s valuation committee (the “Valuation Committee”) at a fair value determined in good faith under procedures established by and under the general supervision of the Fund’s Board of Directors (the “Board”).
   
 
The Valuation Committee concludes that a price determined under the Fund’s valuation procedures is not readily available if, among other things, the Valuation Committee believes that the value of the security might be materially affected by an intervening significant event.  A significant event may be related to a single issuer, to an entire market sector, or to the entire market.  These events may include, among other things: issuer-specific events including rating agency action, earnings announcements and corporate actions, significant fluctuations in domestic or foreign markets, natural disasters, armed conflicts, and government actions.  In the event that the market quotations are not readily available, the fair value of such securities will be determined in good faith, taking into consideration: (i) fundamental analytical data relating to the investment; (ii) the nature and duration of restrictions on disposition of the securities; and (iii) an evaluation of the forces which influence the market in which these securities are purchased and sold.  The members of the Valuation Committee shall continuously monitor for significant events that might necessitate the use of fair value procedures.

 
B.
Federal Income Taxes –

 
It is the Fund’s policy to comply with the requirements of the Internal Revenue Code applicable to Regulated Investment Companies (“RICs”) to distribute all of its taxable income to shareholders.  Therefore, no Federal income tax provision for the Fund is required.  Under applicable foreign tax law, a withholding tax may be imposed on interest, dividends, and capital gains earned on foreign securities.
   
 
The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes.  In addition, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the year that the income or realized gains or losses were recorded by the Fund.  The Fund has reclassified the components of its capital accounts for the year ended December 31, 2019, by increasing total distributable earnings by $1,865 and decreasing capital stock by $1,865.
   
 
The Fund has not recorded any liability for material unrecognized tax benefits as of December 31, 2019.  It is the Fund’s policy to recognize accrued interest and penalties related to uncertain benefits in income tax expense as appropriate.

 
C.
Distribution To Shareholders –

 
The Fund records and pays dividends to shareholders on a quarterly basis on the ex-dividend date.  Distribution of net realized gains, if any, are recorded and made on an annual basis to shareholders on the ex-dividend date.

 
20


 
D.
Use of Estimates –

 
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

 
E.
Fair Value Measurements –

 
GAAP defines fair value as the price that a 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.  A three-tier hierarchy is used to maximize the use of observable market data “inputs” 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.  Inputs may be observable or unobservable.  Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed 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 developed 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 –
Unadjusted quoted prices in active markets for identical investments.
     
 
Level 2 –
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.  These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
     
 
Level 3 –
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 
The valuation techniques used by the Fund to measure fair value for the year ended December 31, 2019, maximized the use of observable inputs and minimized the use of unobservable inputs.  During the year ended December 31, 2019, no securities held by the Fund were deemed Level 3.

 
21


 
The following is a summary of the inputs used as of December 31, 2019, in valuing the Fund’s investments carried at fair value:

     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Investments
                       
 
  Common Stocks
 
$
180,002,487
   
$
   
$
   
$
180,002,487
 
 
  Exchange Traded Funds
   
9,955,460
     
     
     
9,955,460
 
 
  Short-Term Investments
   
6,133,814
     
     
     
6,133,814
 
 
Total Investments
                               
 
  in Securities
 
$
196,091,761
   
$
   
$
   
$
196,091,761
 

 
Refer to the Schedule of Investments for further information on the classification of investments.

(2)
INVESTMENT ADVISORY CONTRACT AND OTHER TRANSACTIONS WITH AFFILIATES
   
 
Under an Investment Advisory Contract, Bridges Investment Management, Inc. (the “Investment Adviser”) furnishes investment advisory services for the Fund.  In return, the Fund has agreed to pay the Investment Adviser a management fee computed on a quarterly basis at the rate of 1/8 of 1% of the average month-end NAV of the Fund during the quarter, equivalent to 1/2 of 1% per annum.  Certain officers and directors of the Fund are also officers and directors of the Investment Adviser.  These officers do not receive any compensation from the Fund other than that which is received indirectly through the Investment Adviser.  For the year ended December 31, 2019, the Fund incurred $900,036 in advisory fees.
   
 
The contract between the Fund and the Investment Adviser provides that total expenses of the Fund in any year, exclusive of taxes, but including fees paid to the Investment Adviser, shall not exceed, in total, a maximum of 1 and 1/2% of the average month end NAV of the Fund for the year.  Amounts, if any, expended in excess of this limitation are reimbursed by the Investment Adviser as specifically identified in the Investment Advisory Contract.  There were no amounts reimbursed during the year ended December 31, 2019.
   
 
The Fund has entered into a Board-approved contract with the Investment Adviser in which the Investment Adviser acts as primary administrator to the Fund at an annual rate of $42,000, through quarterly payments of $10,500, and U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services, acts as sub-administrator to the Fund.  These administrative expenses are shown as Administration fees on the Statement of Operations.  As of December 31, 2019, $10,500 was due to the Investment Adviser for its services as primary administrator. This liability is included in the Accrued expenses on the Statement of Assets and Liabilities.
   
 
Quasar Distributors, LLC (the “Distributor”), a registered broker-dealer, acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  The Distributor is an affiliate of U.S. Bancorp Fund Services, LLC.
   
 
In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.

 
22


 
On November 25, 2019, U.S. Bancorp, the parent company of Quasar Distributors, LLC, the Fund’s distributor, announced that it had signed a purchase agreement to sell Quasar to Foreside Financial Group, LLC such that Quasar will become a wholly-owned broker-dealer subsidiary of Foreside.  The transaction is expected to close by the end of March 2020.  Quasar will remain the Fund’s distributor at the close of the transaction, subject to Board approval.
   
(3)
SECURITY TRANSACTIONS
   
 
The cost of long-term investment purchases during the years ended December 31, 2019 and 2018, was:

   
2019
2018
 
Non U.S. government securities
$28,482,077
$13,350,177

 
Net proceeds from sales of long-term investments during the years ended December 31, 2019 and 2018, were:

   
2019
2018
 
Non U.S. government securities
$28,193,735
$4,123,707

 
There were no long-term U.S. government transactions for the years ended December 31, 2019 and 2018.
   
(4)
NET ASSET VALUE
   
 
The NAV per share represents the effective price for all subscriptions and redemptions.
   
(5)
CAPITAL STOCK
   
 
Shares of capital stock issued and redeemed during the year ended December 31, 2019 and 2018, were as follows:

     
2019
   
2018
 
 
Shares sold
   
114,075
     
282,909
 
 
Shares issued to shareholders in
               
 
  reinvestment of net investment income
   
60,409
     
35,999
 
       
174,484
     
318,908
 
 
Shares redeemed
   
(133,670
)
   
(65,812
)
 
     Net increase
   
40,814
     
253,096
 

 
Value of capital stock issued and redeemed during the year ended December 31, 2019 and 2018, were as follows:

     
2019
   
2018
 
 
Net proceeds from shares sold
 
$
7,355,188
   
$
17,920,252
 
 
Reinvestment of distributions
   
4,273,821
     
2,191,443
 
       
11,629,009
     
20,111,695
 
 
Cost of shares redeemed
   
(8,811,245
)
   
(4,181,793
)
 
     Net increase
 
$
2,817,764
   
$
15,929,902
 

 
23


(6)
DISTRIBUTIONS TO SHAREHOLDERS
   
 
On March 29, 2019, June 28, 2019, September 30, 2019 and December 31, 2019, the Fund declared and paid ordinary income distributions, to shareholders of record on March 28, 2019, June 27, 2019, September 27, 2019 and December 30, 2019, respectively. These distributions were calculated as $0.085, $0.065, $0.065 and $0.0726943 per share.
   
 
Additionally, on December 6, 2019, the Fund declared and paid a long-term capital gain distribution of $2.43694 per share to shareholders of record on December 5, 2019.
   
(7)
FEDERAL INCOME TAX INFORMATION
   
 
The tax character of distributions during the years ended December 31, 2019 and 2018 were as follows:

     
Ordinary
   
Long-Term
 
     
Income
   
Capital Gain
 
 
12/31/19
 
$
763,189
   
$
6,425,517
 
 
12/31/18
 
$
720,658
   
$
1,732,953
 

 
As of December 31, 2019, the components of the tax basis cost of investments and net unrealized appreciation were as follows:

 
Federal tax cost of investments
 
$
80,621,028
 
 
Unrealized appreciation
 
$
115,713,315
 
 
Unrealized depreciation
   
(242,582
)
 
Net unrealized appreciation
 
$
115,470,733
 

 
As of December 31, 2019, the components of distributable earnings on a tax basis were as follows:

 
Net unrealized appreciation
 
$
115,470,733
 
 
Undistributed ordinary income
 
$
 
 
Undistributed long term gains
   
 
 
Accumulated gain
   
 
 
Other accumulated gain/(loss)
   
 
 
Total distributable earnings
 
$
115,470,733
 

 
As of December 31, 2019, the Fund did not have any capital loss carryovers.




24

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Shareholders and Board of Directors of Bridges Investment Fund, Inc.
 
Opinion on the Financial Statements
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Bridges Investment Fund, Inc. (the “Fund”) as of December 31, 2019, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, including the related notes, and the financial highlights for each of the five years in the period then ended (collectively referred to as the “financial statements”).  In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2019, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
Basis for Opinion
 
These financial statements are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on the Fund’s financial statements based on our audits.  We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
 
We conducted our audits in accordance with the standards of the PCAOB.  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.
 
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.  Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of December 31, 2019, by correspondence with the custodian.  Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.  We believe that our audits provide a reasonable basis for our opinion.
 
We have served as the Fund’s auditor since 2011.
 

COHEN & COMPANY, LTD.
Milwaukee, Wisconsin
February 18, 2020



25

PRIVACY POLICY NOTICE
(Unaudited)

 
Protecting your privacy is important to Bridges Investment Fund, Inc. and our employees. We want you to understand what information we collect and how we use it. In order to provide our shareholders with a broad range of financial products and services as effectively and conveniently as possible, we use technology to manage and maintain shareholder information. The following policy serves as a standard for all Bridges Investment Fund, Inc. employees for the collection, use, retention, and security of nonpublic personal information.
 
What Information We Collect
 
In order to serve you better, we may collect nonpublic personal information about you from the following sources:
 
 
Information we receive from you in connection with opening an account or establishing and maintaining a shareholder relationship with us, whether in writing or oral;
     
 
Information about your transactions with us or our affiliates; and
     
 
Information we receive from third parties such as your accountants, attorneys, life insurance agents, family members, financial institutions, custodians, trustees and credit bureaus.

“Nonpublic personal information” is nonpublic information about you that we obtain in connection with providing a financial product or service to you. For example, nonpublic personal information includes the contents of your application, account balance, transaction history and the existence of a relationship with us.
 
What Information We Disclose
 
We do not disclose any nonpublic personal information about you to anyone, except as permitted by law. We are permitted to disclose nonpublic personal information about you to other third parties in certain circumstances. For example, we may disclose nonpublic personal information about you to third parties to assist us in servicing your account with us.
 
If you decide to close your account(s) or become an inactive shareholder, we will adhere to the privacy policies and practices as described in this notice.
 
Our Security Procedures
 
We also take steps to safeguard shareholder information. We restrict access to your personal and account information to those who need to know that information to provide products and services to you. Violators of these standards will be subject to disciplinary measures. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your nonpublic personal information.
 



26

ADDITIONAL DISCLOSURES

 
INVESTMENT ADVISORY AGREEMENT DISCLOSURE (Unaudited)
 
As required by the terms of the investment advisory agreement, the Fund’s Independent Board members vote for the continuance of the agreement no less than annually.  On November 19, 2019, the Fund’s investment advisory agreement with BIM was approved by the Independent Board for a period commencing on July 31, 2020 through July 30, 2021.
 
In approving the continuance of the investment advisory agreement, the independent directors of the Fund reviewed the financial resources of BIM, the investment performance record, types of securities purchased, and asset size of the Fund in comparison with funds of similar size and comparable investment objectives, the operating costs relative to other funds, and other factors including the quality of investment advice and other services set forth in a special study prepared annually for the Board by the investment manager.  In addition, the independent Directors reviewed the expertise, personnel, and the resources BIM is willing to commit to the management of the Fund, its compliance program, the cost of comparable services and the benefits to be received by BIM.
 
With respect to BIM’s financial resources, BIM provided the Fund’s Board of Directors information showing (as of December 31, 2018) total assets of $30,347,490, no long-term debt, and total shareholders’ equity of $23,850,149 with a current ratio (current assets to current liabilities) of 1.4x and an equity to total assets ratio of 78.59%.
 
The directors reviewed and focused on the Fund’s past performance and operations in their evaluation and decision.  Based on information gathered from a leading mutual fund evaluator, the Fund directors compared the Fund’s performance criteria to funds with similar investment objectives.  The total fund comparison universe varied depending on the time frame of the comparison and other investment parameters included, but with respect to funds with a growth investment objective, the Fund ranked, on percentile terms, in the 75th percentile over a trailing 12-month period, 70th over a 3-year period, 81st over a 5-year period, and 85th over a 10-year period. (as of October 31, 2019)
 
The Fund directors reviewed the asset allocation of the Fund, including the percentage of Fund assets invested in stocks (90.55% as of September 30, 2019) and bonds (0.00% as of September 30, 2019).  They also reviewed a number of current ratios for the Fund’s portfolio, including the current price/earnings ratio of Fund stocks (21.8x as of September 30, 2019) price/cash flow ratio (14.4x) and price/book ratio (4.0x), as well as the Fund’s turnover ratio, which at 3% for the trailing twelve months, was still well below the average turnover ratio average of 55% for a comparison group of large cap growth funds.  The directors also reviewed the Fund’s expense ratio, which was 0.79% for the period ending September 30, 2019, compared to an average of 1.52% for a peer group of funds selected as the comparison group.
 
 
27

 
The Fund Board also reviewed the extent to which economies of scale would be realized as the Fund grows, and the expected impact of any growth in Fund assets on the Fund’s fee structure, including fees and expenses which are not directly related to the size of the Fund, and provisions in agreements with service providers which carry a lower basis charge if the Fund asset base increases.
 
With respect to the Fund’s compliance program, the Fund directors were provided information concerning both the historical practices to ensure compliance by Fund personnel, as well as current actions taken to strengthen the Fund’s compliance structure.
 
The Board of Directors noted that Edson L. Bridges III has more than 36 years of experience with the Fund’s portfolio and thus is very familiar with the Fund’s history and operations.  The Board of Directors further noted that Edson L. Bridges III has been responsible for the day-to-day management of the Fund’s portfolio since April 11, 1997, with Brian Kirkpatrick as the back-up person in this position.
 
At each Board of Directors meeting since 1995, the Board has reviewed the brokerage commissions and fees paid with respect to all securities transactions undertaken for the Fund’s portfolio during the prior three-month period for the cost efficiency of the services provided by the brokerage firms involved, all of which brokerage firms are non-affiliated with the Fund and BIM. The actions taken by Management with respect to portfolio transactions and commission levels have been approved by the Board of Directors.
 
As in the past the Fund’s Board of Directors had reviewed the soft dollar practices of the Fund’s advisor and the benefits that BIM and its clients may have received from the Fund’s portfolio transactions under such arrangements, in May of 2019 the Board was advised that in early 2019 BIM had disbanded any soft dollar commission arrangements they held and were no longer in the practice of applying commission dollars to such arrangements.
 







28

MANAGEMENT’S DISCUSSION AND ANALYSIS
(Unaudited)

Introduction
 
The following information is provided in response to Item 22 in the Form N-1A to be filed annually under the Investment Company Act of 1940 with the Securities and Exchange Commission in Washington, D.C.  The Form N-1A prescribes certain information that is to be included in the Prospectus for the Fund.
 
Item 22(b)(3)
 
The Directors, as a group, were paid a total of $52,000 by Bridges Investment Management, Inc. for their attendance at Audit and Administration/Nominating Committee meetings in addition to Board of Directors and Independent Board meetings held during 2019.  These fees were reimbursed by the Fund in the calendar quarter that followed the date such payment was made.
 
The Officers, as a group, were not paid any compensation by the Fund for their services during 2019.  During the most recent fiscal year ended December 31, 2019, the Fund paid its investment adviser, Bridges Investment Management, Inc., $900,036 in fees under the investment advisory contract.
 
Item 22(b)(5)
 
Officers and Directors
 
The Board is responsible for managing the Fund’s business affairs and for exercising all the Fund’s powers except those reserved for the shareholders. The following tables give information about each Board member and the senior officers of the Fund. Where required, the tables separately list Board members who are “interested persons” of the Fund (i.e., “Interested” Board members) and those who are not (i.e., “Independent” Board members). In addition, the Fund’s Statement of Additional Information includes additional information about Fund directors and is available, from the Fund’s website at http://www.bridgesfund.com or by calling 1.800.939.8401.
 
**The determination of an interested person is based on the definition in Section 2(a)(19) of the Investment Company Act of 1940, Securities and Exchange Commission Interpretive Release No. IC-24083, dated October 14, 1999, and SEC Release No IC-24816, dated January 2, 2001, providing additional guidance to investment companies about the types of professional and business relationships that may be considered to be material for purposes of Section 2(a)(19).  Interested persons include a director or officer of the Fund who has a significant or material business or professional relationship with the Fund’s investment adviser, Bridges Investment Management, Inc.  Those individuals who are not “interested persons” are disinterested persons for this disclosure.  Bridges Investment Fund, Inc. considers these proposed Board members to be “independent directors” exercising care, diligence and good business judgement with respect to the governance of the Fund.**
 




Disclosure Regarding Fund Directors and Officers (Unaudited)
 
**Disinterested Persons Also Known as Independent Directors**

Name, Age,
   
Position with
   
Fund and Term
   
of Office
 
Principal Occupation(s) and Directorships*
Daniel J. Brabec
 
Mr. Brabec is a Director of Spectrum Financial Services, Inc. in
Age: 61
 
Omaha, Nebraska since February 1999 and serves as Senior Vice
   
President of Spectrum.  He has directly managed real estate
Director
 
and commercial credit assets for a number of affiliates of
(2015 – present)
 
Spectrum Financial Services, Inc. since January 2009.  Prior to
   
that, he served as a Director of Great Western Bank, Omaha,
   
Nebraska and was its Chief Executive Officer and President
   
from 2001 until its sale in 2008, and served as Controller for
   
Great Western Bancorporation in an interim role from 1999 to
   
2001.  He began his career in banking in 1985 joining Pioneer
   
Bank, St Louis, Missouri after three years with Control Data
   
Corporation and served as Executive Vice President, Security
   
Officer and Director of Rushmore Bank and Trust, Rapid City,
   
South Dakota from 1993 to 1999. Mr. Brabec has been
   
determined to be an “audit committee financial expert” within
   
the meaning of the Sarbanes Oxley Act of 2002 and the
   
regulations related thereto by the Fund’s Board of Directors.
     
Nathan Phillips
 
Mr. Dodge is the President of NP Dodge Company since April
Dodge III
 
2014, and prior to that position, served as the Executive Vice
Age: 56
 
President.  He has worked at NP Dodge Company since
   
October, 1993.  Mr. Dodge is also a principal officer and
Director
 
director of a number of subsidiary and affiliated companies in
(2010 – present)
 
the property management, insurance, and real estate
   
syndication fields.  Mr. Dodge became a Director of Lauritzen
   
Corp. in 2008 and of First State Bank of Loomis in 2003.
     
Jeffrey C. Royal
 
Mr. Royal is the President of Dundee Bank, a community bank
Age: 43
 
located in Omaha, Nebraska.  He has served in that position
   
since January 2006.  Prior to joining Dundee Bank, he was
Director
 
Second Vice President of First National Bank of Omaha.
(2018 – present)
 
Mr. Royal became a Director of Nicholas Financial, Inc. in 2017,
   
a publicly traded company, a Director of Boston Omaha
   
Corporation in 2019, a publicly traded company, and also
   
serves as the Chairperson and a director of Mackey Banco, Inc.
   
(the holding company for Dundee Bank) and as a director of
   
Brunswick State Bank, Tri-Valley Bank, and Eagle State Bank.


MD&A-2


Name, Age,
   
Position with
   
Fund and Term
   
of Office
 
Principal Occupation(s) and Directorships*
Robert Slezak
 
Mr. Slezak was elected Chairperson on October 14, 2016, and
Age: 62
 
prior to that time, served as Vice Chairperson commencing
   
April 10, 2012.  Mr. Slezak is currently a private investor, and
Director
 
has been since November 1999.  Prior to that, Mr. Slezak served
(2008 – present)
 
as Vice President, Chief Financial Officer and Treasurer of the
   
Ameritrade Holding Corporation from January 1989 to
Chairperson
 
November 1999 and as a director from October 1996 to
(2016 – present)
 
September 2002.  Mr. Slezak currently serves as a member of
   
the board of directors of The Pegasus Companies, Inc.
Vice Chairperson
 
(formerly, Xanadoo Company), a developer of solar power
(2012 – 2016)
 
projects. Mr. Slezak has been determined to be an “audit
   
committee financial expert” within the meaning of the
   
Sarbanes Oxley Act of 2002 and the regulations related thereto
   
by the Fund’s Board of Directors. Mr. Slezak has been
   
designated as the Lead Independent Director of the Fund.
     
Kelly A. Walters
 
Kelly A. Walters is currently a partner with Kuehl Capital
Age: 59
 
Holdings LLC and the Chief Executive Officer of Quarter Circle
   
Capital, an affiliate of Kuehl Capital Holdings.  Prior to those
Director
 
positions, Mr. Walters was the President and Chief Executive
(2013 – present)
 
Officer of Condor Hospitality Trust, Inc. (formerly, Supertel
   
Hospitality, Inc.), a NASDAQ listed hospitality real estate
   
investment trust based in Norfolk, Nebraska (Condor), from
   
April 2009 through February 2015.  Prior to joining Condor,
   
Mr. Walters was the Senior Vice President of Capital Markets at
   
Investors Real Estate Trust from October 2006 to March 2009.
   
Prior to IRET, Mr. Walters was a Senior Vice President and Chief
   
Investment Officer of Magnum Resources, Inc., a privately held
   
real estate investment and operating company, from 1996 to
   
2006.  Prior to Magnum, Mr. Walters was a Deputy Manager of
   
Brown Brothers Harriman from 1993 to 1996, an Investment
   
Manager at Peter Kiewit Sons, Inc. from 1985 to 1993, and a
   
stockbroker at Piper, Jaffray and Hopwood from 1983 to 1985.
   
Mr. Walters has been determined to be an “audit committee
   
financial expert” within the meaning of the Sarbanes Oxley Act
   
of 2002 and the regulations related thereto by the Fund’s
   
Board of Directors.


MD&A-3


Name, Age,
   
Position with
   
Fund and Term
   
of Office
 
Principal Occupation(s) and Directorships*
Lyn Wallin
 
Ms. Wallin Ziegenbein is an attorney and currently serves as
Ziegenbein
 
the Executive Director Emerita of the Peter Kiewit Foundation,
Age: 67
 
a private foundation awarding charitable grants throughout
   
Nebraska and portions of Iowa and Wyoming, since January
Director
 
2014, and served as the Executive Director of the Peter Kiewit
(2013 – present)
 
Foundation from March 1984 to December 2013. Commencing
   
in 2017, Ms. Wallin Ziegenbein also serves as the Manager of
   
Future Forward, LLC, an Omaha based investor group, and New
   
North Makerhood, Inc., a nonprofit organization, together
   
these entities are developing property in downtown Omaha,
   
Nebraska for the purpose of creating an “arts and trades”
   
district.  Since 2015, she has been a private philanthropy
   
consultant.  Ms. Wallin Ziegenbein has served on the Board of
   
Directors of Assurity Life Insurance Company since 1984 and
   
served on the Board of Lamp Rynearson Engineering until
   
December 31, 2017.  Previously, Ms. Wallin Ziegenbein served
   
on the Federal Reserve Bank of Kansas City’s Omaha Branch
   
Board of Directors from 2006 to 2011.  Ms. Wallin Ziegenbein’s
   
prior experience also includes serving as a director of Norwest
   
Bank Nebraska and Lincoln Telephone and Telegraph.  Ms.
   
Wallin Ziegenbein also served as an Assistant United States
   
Attorney for Nebraska from 1978 to 1982.

*
Except as otherwise indicated, each individual has held the position shown or other positions in the same company for the last five years.

The address for all Fund Directors is, 1125 South 103rd Street; Suite 580, Omaha, Nebraska 68124.




MD&A-4

Interested Person Directors and Officers
 
The following Directors and Officers are interested persons of the Fund.  The determination of an interested person is based on the definition in Section 2(a)(19) of the Investment Company Act of 1940 and Securities and Exchange Commission Release (Release No. IC-24083, dated October 14, 1999), providing additional guidance to investment companies about the types of professional and business relationships that may be considered to be material for purposes of Section 2(a)(19).
 
Name, Age,
   
Position with
   
Fund and Term
   
of Office
 
Principal Occupation(s) and Directorships*
Edson L.
 
Since December 2000, Mr. Bridges has been President, Chief
Bridges III, CFA
 
Executive Officer, and Director of Bridges Investment
Age: 61
 
Management, Inc.  Since August of 1983, Mr. Bridges was a full-
   
time member of the professional staff of Bridges Investment
President
 
Counsel, Inc. where he has served as Executive Vice President
(1997 – present)
 
since 1993.  Mr. Bridges is also a Director of that firm.
   
Mr. Bridges has been responsible for securities research and
Chief Executive
 
the investment management for an expanding base of
Officer
 
discretionary management accounts, including the Fund, for
(2004 - present)
 
more than 15 years.  Mr. Bridges was elected President of
   
Bridges Investment Fund, Inc. on April 11, 1997, and he
Director
 
assumed the position of Portfolio Manager at the close of
(1991 – present)
 
business on that date.  Mr. Bridges became Chief Executive and
   
Investment Officer of the Fund on April 13, 2004. Mr. Bridges is
   
Chairperson, and a director of Bridges Investor Services, Inc.,
   
Chairperson of the Board and a director of Bridges Trust
   
Company, and since 2017, a director of Bridges Holding
   
Company.  Mr. Bridges served as a Director of Stratus Fund,
   
Inc., an open-end, regulated investment company located in
   
Lincoln, Nebraska from 1990 to 2016, and was previously
   
Chairperson of the Audit Committee of the Stratus Fund.
     
Robert W.
 
Mr. Bridges is an Executive Director, Portfolio Manager, and
Bridges, CFA
 
Co-Head of Behavioral Finance at Sterling Capital Management
Age: 54
 
LLC.  Sterling Capital Management LLC, located in Charlotte,
   
North Carolina, is an investment management company
Director
 
founded in 1970.  Mr. Bridges began his service with
(2007 – present)
 
Sterling Capital Management, LLC in 1996 and served in various
   
roles including client service, systems integration, and
   
compliance before joining the equity research team in 2000.
   
Mr. Bridges also served various Bridges entities in the following
   
positions: a Director of Bridges Investment Counsel, Inc. since
   
December 2006, a Director of Bridges Trust Company since
   
2007, and a Director of Bridges Holding Company since 2017.
   
Prior to joining Sterling, Mr. Bridges served in accounting,
   
research analysis and several other roles for Bridges
   
Investment Counsel, Inc. for six years.  Mr. Bridges earned his
   
B.S. in Business from Wake Forest University, and became a
   
CFA charter holder in 2003.



MD&A-5

Additional Officers of the Fund
 
Name, Age,
   
Position with
   
Fund and Term
   
of Office
 
Principal Occupation(s) and Directorships*
Edson L.
 
Mr. Bridges was elected Chairperson Emeritus on April 15,
Bridges II, CFA
 
2006.  Mr. Bridges had previously served as Chairperson,
Age: 87
 
Vice-Chairperson, Chief Executive Officer, and President of the
   
Fund. Mr. Bridges was replaced by Edson L. Bridges III as Chief
Chairperson
 
Executive Officer of the Fund on April 13, 2004. Mr. Bridges
Emeritus
 
currently is the Continuity and Research Officer for Bridges
(2006 – present)
 
Investment Management and served as a director from 2000 –
   
2017. In September, 1959, Mr. Bridges became associated with
Vice-Chairperson
 
the predecessor firm to Bridges Investment Counsel, Inc. (BIC)
(2005 – 2006)
 
and is presently the President, Director, CEO, and Chief
   
Compliance Officer of Bridges Investment Counsel, Inc. BIC
Chairperson
 
voluntarily withdrew its registration as an SEC registered
(1997-2005)
 
investment advisor as of December 26, 2017, which
   
registration commenced January 1946. Mr. Bridges is also
Chief Executive
 
President and Director of Bridges Investor Services, Inc. During
Officer
 
his tenure, Mr. Bridges also served as President, Director, and
(1997 - 2004)
 
Chief Executive Officer of Provident Trust Company (n/k/a
   
Bridges Trust Company), originally chartered to conduct
President
 
business on March 11, 1992 and is currently the Continuity and
(1970-1997)
 
Research Officer for Bridges Trust Company.
     
Director
   
(1963 – 2007)
   
     
Nancy K. Dodge
 
Ms. Dodge has been an employee of Bridges Investment
Age: 58
 
Management, Inc. since 1994, where she serves as a Vice
   
President.  After joining Bridges Investment Counsel, Inc. in
Treasurer
 
January of 1980, her career progressed through the accounting
(1986 – present)
 
department of that Firm, to her present position as Vice
   
President. Ms. Dodge is the person primarily responsible for
Chief Compliance
 
overseeing day to day operations for the Fund, and she is also
Officer
 
the key person for handling relations with shareholders, the
(2006 – present)
 
custodian bank, transfer agent, and the independent
   
registered public accounting firm.  She was appointed Chief
Secretary
 
Compliance Officer of the Fund, as of November 21, 2006, and
(2017 – present)
 
Secretary of the Fund as of October 1, 2017. Ms. Dodge is a
   
Vice President for Bridges Trust Company.


MD&A-6


Name, Age,
   
Position with
   
Fund and Term
   
of Office
 
Principal Occupation(s) and Directorships*
Brian
 
Mr. Kirkpatrick has been an employee of Bridges Investment
Kirkpatrick, CFA
 
Management since 1994 and has been a full-time member of
Age: 48
 
the professional staff of Bridges Investment Management, Inc.,
   
responsible for securities research, and the investment
Executive
 
management for an expanding base of discretionary
Vice President
 
management accounts, including the Fund, for more than
(2006 – present)
 
20 years. Mr. Kirkpatrick serves as a Senior Vice President,
   
Chief Compliance Officer, and Director of Bridges Investment
Vice President
 
Management and Senior Vice President for Bridges Trust
(2000 – 2006)
 
Company.Having joined Bridges Investment Counsel, Inc. on
   
August 24, 1992, he served as a Senior Vice President until
   
2017.  Mr. Kirkpatrick was appointed Sub Portfolio Manager
   
of the Fund on April 12, 2005.
     
Trinh Wu
 
Ms. Wu has been an employee of Bridges Investment
Age:  63
 
Management since February 1, 1997.  Ms. Wu has functioned
   
as the controller of the Fund.  Ms. Wu previously served as
Controller
 
the Senior Accountant of Bridges Investment Counsel, Inc.
(2001 – present)
 
from 1997 - 2017.  Prior to her employment at Bridges
   
Investment Management, Inc., Ms. Wu performed operating
   
and accounting activities for 17 years in the Estate and Trust
   
Department of the predecessor institutions to U.S. Bank, N.A.
   
Nebraska.  Ms. Wu was elected to the position of Controller
   
of the Fund at the October 16, 2001 meeting of the Board
   
of Directors. Ms. Wu is also Vice President for Bridges
   
Trust Company.

*
Except as otherwise indicated, each individual has held the position shown or other positions in the same company for the last five years.

The address for all Fund Officers is, 1125 South 103rd Street; Suite 580; Omaha, Nebraska 68124.

The Statement of Additional Information (SAI) includes additional information about Fund directors and is available at the Fund’s website, www.bridgesfund.com, or by calling 1-800-939-8401.
 



MD&A-7

Item 22(b)(7)(i)
 
This item requires a discussion of those factors, including relevant market conditions and the investment strategies and techniques pursued by the Fund’s investment adviser that materially affected the performance of the Fund during the most recently completed fiscal year.  The investment performance for 2019, the most recently completed fiscal year, was a 32.13% total return with cash and capital gain distributions reinvested in shares of capital stock in the Fund.
 
The relevant market conditions and the investment strategies pursued by the Fund’s investment adviser that materially affected the performance of the Fund during the most recently completed fiscal year are fully described on pages one through four of the Shareholder Letter, which is a part of the Annual Report.
 
Item 22(b)(7)(ii)
 
The Fund is required to provide a line graph comparing the initial account value and subsequent account values at the end of each of the most recently completed ten fiscal years of the Fund, assuming a $10,000 investment in the Fund at the beginning of the first fiscal year to the same investment over the same periods in an appropriate broad-based securities market index.  In a table placed within or contiguous to the graph, the Fund’s average annual total returns for the one, five, and ten-year periods ended on the last day of the most recent fiscal year, computed in accordance with applicable SEC regulations and guidelines, are provided.
 
This line graph appears on page MD&A-9.  The information on the line graph is set forth without amplifying commentary.  However, the interpretative discussion that precedes and follows in this section of the Annual Shareholder Report for 2019 is an integral part of the overall presentation concerning investment performance.
 
The assumptions for the preparation of data to compute performance for the Standard & Poor’s 500 Composite Index and for Bridges Investment Fund, Inc., along with other items of information and analysis, appear on pages MD&A-10.
 
The Standard & Poor’s 500 Composite Stock Index was chosen as the appropriate broad-based market index for comparison with our Fund for the purpose of benchmarking the results of a 100% common stock investment as an alternative to an investment in our Fund.  Common stocks have ranged between 90.5% to 98.3% of total market value in the Fund’s portfolio over the last decade.  This observation means that our Fund’s investment record in the typical year is unlikely to match, exactly, results of a securities investment in the Standard & Poor’s 500 Composite Index because the same degree of risk/reward has not been assumed by the Fund.  Nevertheless, the S&P 500 has the best data for tracking the general price trends for large capitalization and widely owned stocks; a representative list of which is held by our Fund.
 



MD&A-8

AVERAGE ANNUAL TOTAL RETURN
1 YEAR
5 YEAR
10 YEAR
32.13%
10.76%
12.00%

The Fund’s past performance is not an indication of how the Fund will perform in the future.  The performance information presented does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
 
COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN
BRIDGES INVESTMENT FUND, INC. AND
THE STANDARD AND POORS 500 INDEX



 
INFORMATION SUPPORTING AND SETTING
QUALIFICATIONS FOR INVESTMENT RETURNS
 
Assumptions
 
 
1.
The initial investment was made at the public offering price last calculated on the business day before the first day of the first fiscal year.
     
 
2.
The subsequent account values are based on the net asset values of the Fund last calculated on the last business day of the first and each subsequent fiscal year.
     
 
3.
The calculation for the final account value assumes the account was closed and the redemption was at the price last calculated on the last business day of the most recent fiscal year.
     
 
4.
All dividends and capital gains distributions by the Fund were reinvested at the price on the reinvestment dates.  The dividend for the Standard & Poor’s 500 Composite Index for the previous quarter was invested at the month-end price closest to the reinvestment date for the Fund.


MD&A-9

Appropriate Index
 
The Fund is to select an “appropriate broad-based securities market index” that is administered by an organization that is not an affiliated person of the Fund or its investment adviser.  The securities index chosen must be adjusted to reflect reinvestment of dividends on securities in the index, but not the expenses of the Fund.
 
Use of Additional Indexes
 
The Fund does not utilize any other index outside of the S&P 500.
 
Item 22(d)(3)
 
The Fund files its complete schedule of portfolio holdings with the SEC for the First and Third Quarters of each fiscal year on Form N-Q, which is available on the SEC’s website at http://www.sec.gov or can 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 1-800-SEC-0330.)  These reports can also be obtained from the Fund by sending an e-mail to fund@bridgesinv.com or calling 1-800-939-8401.
 
Item 22(d)(4) & (5)
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and a report on how the Fund voted such proxies during the 12-month period ended June 30, 2019 can be obtained at the Fund’s website at www.bridgesfund.com or by calling 1-800-939-8401, or from the SEC’s website at http://www.sec.gov.
 
Additional Disclosures
 
Shareholder Notification of Federal Tax Status (Unaudited) –The Bridges Investment Fund designates 100% of dividends declared during the fiscal year ended December 31, 2019 as dividends qualifying for the dividends received deduction available to corporate shareholders.
 
The Bridges Investment Fund designates 100% of dividends declared from the net investment income during the fiscal year ended December 31, 2019 as qualified income under the Jobs and Growth Tax Relief Reconciliation Act of 2003.
 
The Bridges Investment Fund designates 0% of ordinary distributions as short-term gain distributions under Internal Revenue code Section871(k)(2)(c).
 
Information to Be Filed in N-CSR Report - The Securities and Exchange Commission requires specific certifications by the Fund’s principal officers with every report on Form N-CSR.  The Fund’s President, Executive Vice-President, and Chief Compliance Officer/Treasurer will provide his or her certification on a separate document, which certification will be filed as an exhibit to the Fund’s Form N-CSR.  Form N-CSR includes certain additional items of information to be reported, including; Item 2, Code of Ethics; Item 3, Audit Committee Financial Expert; Item 4, Principal Accountant Fees and Services; Item 6, Schedule of
 

MD&A-10

Investments; Item 10, Submission of Matters to Vote of Security Holders; Item 11, Controls and Procedures; and Item 12, Exhibits.  The Fund’s report on Form N-CSR is available, without charge, at the SEC’s website at http://sec.gov, and is also available, without charge, upon request to the offices of the Fund at 1.800.939.8401.
 
 
Respectfully Submitted,
   
 
   
 
Edson L. Bridges III
 
President and Chief Executive and Investment Officer











MD&A-11

BRIDGES INVESTMENT FUND, INC.
1125 South 103rd Street, Suite 580
Omaha, Nebraska 68124
 
Telephone  402-397-4700
Facsimile  402-397-1555

Directors

 
Daniel J. Brabec
Jeffrey C. Royal
 
Edson L. Bridges III
Robert T. Slezak
 
Robert W. Bridges
Kelly A. Walters
 
Nathan Phillips Dodge III
Lyn Wallin Ziegenbein

Officers

 
Robert T. Slezak
Chairperson and Lead Independent Director
 
Lyn Wallin Ziegenbein
Vice Chairperson
 
Edson L. Bridges II
Chairperson Emeritus
 
Edson L. Bridges III
President and Chief Executive and
   
  Investment Officer
 
Brian M. Kirkpatrick
Executive Vice President
 
Nancy K. Dodge
Secretary, Treasurer and Chief Compliance
   
  Officer
 
Trinh Wu
Controller


Independent Registered Public Accounting Firm
Cohen & Company, Ltd.
342 North Water Street, Suite 830
Milwaukee, Wisconsin 53202
 

 
Corporate Counsel
Counsel to Independent Directors
 
Baird Holm LLP
Husch Blackwell LLP
 
Attorneys at Law
13330 California Street
 
1700 Farnam Street
Suite 200
 
Suite 1500
Omaha, Nebraska 68154
 
Omaha, Nebraska 68102
 
     
 
Distributor
 
 
Quasar Distributors, LLC
 
 
777 East Wisconsin Avenue
 
 
6th Floor
 
 
Milwaukee, Wisconsin 53202
 




Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s president and treasurer.  The registrant has not made any amendments to its code of ethics during the period covered by this report.  The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.  The registrant undertakes to provide to any person without charge, upon request, a copy of its code of ethics by mail when they provide a written request to the office of the Fund, Attention: Nancy Dodge, 1125 South 103rd Street, Suite 580, Omaha, NE 68124.


Item 3. Audit Committee Financial Expert.

The registrant’s Board of Directors has determined that there are three audit committee financial experts serving on its audit committee.  Daniel J. Brabec, Robert T. Slezak, and Kelly A. Walters are the “audit committee financial experts” and are considered to be “independent” as each term is defined in Item 3 of Form N‑CSR.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years.  “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.  The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

 
FYE  12/31/2019
FYE  12/31/2018
Audit Fees
$14,000
$14,000
Audit-Related Fees
$ -
$ -
Tax Fees
$3,000
$3,000
All Other Fees
$ -
$ -

The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre‑approve all audit and non‑audit services of the registrant, including services provided to any entity affiliated with the registrant.

The percentage of fees billed by Cohen & Company, Ltd. to non-audit services pursuant to waiver of pre-approval requirement was as follows:

 
FYE  12/31/2019
FYE  12/31/2018
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant.  The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.  The audit committee of the Board of Directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

Non-Audit Related Fees
FYE  12/31/2019
FYE  12/31/2018
Registrant
$ -
$ -
Registrant’s Investment Adviser
$ -
$ -


Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

(a)
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

(b)
Not applicable.
 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Directors.

Item 11. Controls and Procedures.

(c)
The registrant’s president, executive vice president, and treasurer/principal financial officer
have reviewed the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the registrant and by the registrant’s service provider.

(d)
There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.


Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 13. Exhibits.

(a)
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit.  Incorporated by reference to the Registrant’s Form N-CSR filed March 3, 2008.

(2) A separate certification for each principal executive and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(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 persons.  Not applicable to open-end investment companies.

(b)
Certifications pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.  Furnished herewith.

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)  Bridges Investment Fund, Inc.

By (Signature and Title)*   /s/ Edson L. Bridges III
 Edson L. Bridges III, President, CEO, CIO

Date    March 2, 2020


Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*   /s/ Edson L. Bridges III
 Edson L. Bridges III, President, CEO, CIO, Bridges Investment Fund, Inc.

Date    March 2, 2020


By (Signature and Title)*   /s/ Brian M. Kirkpatrick
    Brian M. Kirkpatrick, Executive Vice President, Bridges Investment Fund, Inc.

Date    February 28, 2020


By (Signature and Title)*   /s/ Nancy K. Dodge
        Nancy K. Dodge, Secretary, Treasurer, CCO,
        Principal Financial Officer, Bridges Investment Fund, Inc.
  
Date    February 28, 2020