-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RR3Tq6Ye7OLazolBWgHAhzeXWmhOCtpkRU/EHMYEtmVBHnLdUGaoMhbwakeBlA6D 4D7tnTlcqSigBARnjbfslA== 0000891092-10-001659.txt : 20100428 0000891092-10-001659.hdr.sgml : 20100428 20100428145348 ACCESSION NUMBER: 0000891092-10-001659 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20100331 FILED AS OF DATE: 20100428 DATE AS OF CHANGE: 20100428 EFFECTIVENESS DATE: 20100428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL SECURITIES CORP CENTRAL INDEX KEY: 0000018748 IRS NUMBER: 131875970 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-00179 FILM NUMBER: 10776554 BUSINESS ADDRESS: STREET 1: 630 FIFTH AVENUE STREET 2: SUITE 820 CITY: NEW YORK STATE: NY ZIP: 10111 BUSINESS PHONE: 212-698-2020 MAIL ADDRESS: STREET 1: 630 FIFTH AVENUE STREET 2: SUITE 820 CITY: NEW YORK STATE: NY ZIP: 10111 FORMER COMPANY: FORMER CONFORMED NAME: TRANS CENTRAL SECURITIES CORP DATE OF NAME CHANGE: 19700722 FORMER COMPANY: FORMER CONFORMED NAME: BUERGER LADET & RADINSKY INC DATE OF NAME CHANGE: 19671026 N-Q 1 e38555nq.htm FORM N-Q

United States
Securities and Exchange Commission
Washington, DC 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF
REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-00179

Central Securities Corporation
(Exact name of registrant as specified in charter)
630 Fifth Avenue, Suite 820
New York, N.Y. 10111
(Address of principal executive offices)

Registrant’s telephone number including area code: 212-698-2020

Date of fiscal year end: December 31
Date of reporting period: March 31, 2010

Item 1. Schedule of Investments.



CENTRAL SECURITIES CORPORATION
Statement of Investments
March 31, 2010
(Unaudited)

COMMON STOCKS 97.5%

Prin.Amt.
or Shares
      Value
      Banking and Finance 5.7%    
675,000       The Bank of New York Mellon Corporation
$
20,844,000
237,700     Home Federal Bancorp, Inc.   3,449,027
100,000     JPMorgan Chase & Co.   4,475,000
310,100     NewStar Financial, Inc. (a)   1,978,438
       
          30,746,465
       
 
    Capital Goods 14.7%    
750,000     Brady Corporation Class A   23,340,000
200,000     Carlisle Companies Inc.   7,620,000
390,000     Dover Corporation   18,232,500
200,000     General Electric Company   3,640,000
100,000     Precision Castparts Corporation   12,671,000
230,000     Roper Industries, Inc.   13,303,200
       
          78,806,700
       
 
    Commercial Services 0.2%    
100,000     Heritage-Crystal Clean Inc. (a)   1,130,000
       
 
    Energy 9.5%    
100,000     Cenovus Energy Inc.   2,621,000
200,000     Devon Energy Corporation   12,886,000
100,000     EnCana Corporation   3,103,000
2,000,000     GeoMet, Inc. (a)(b)   1,780,000
660,000     McMoRan Exploration Co. (a)   9,655,800
290,000     Murphy Oil Corporation   16,295,100
200,000     Nexen Inc.   4,942,000
       
          51,282,900
       
 
    Health Care 3.4%    
120,000     Abbott Laboratories   6,321,600
100,000     Johnson & Johnson   6,520,000
100,000     Medtronic, Inc.   4,503,000
260,000     Vical Inc. (a)   865,800
       
          18,210,400
       
    Insurance 30.1%    
10,000     Erie Indemnity Company Class A   431,300
70,000     The Plymouth Rock Company, Inc.    
     
     Class A (b)(d)
  161,000,000
       
          161,431,300
       
 
    Retailing 1.6%    
28,751     Aerogroup International, Inc. (a)(d)   324,886
230,000     Walgreen Co.   8,530,700
       
          8,855,586
       



Prin. Amt.
or Shares
      Value
     Semiconductor and Semiconductor Equipment 8.2%    
500,000     Analog Devices, Inc.
$
14,410,000
500,000     CEVA, Inc. (a)   5,830,000
810,000     Intel Corporation   18,054,900
300,000     Maxim Integrated Products, Inc.   5,817,000
       
          44,111,900
       
 
    Software and Services 5.7%    
1,700,000     Convergys Corporation (a)   20,842,000
990,000     Xerox Corporation   9,652,500
       
          30,494,500
       
 
    Technology Hardware and Equipment 15.8%    
920,000     Agilent Technologies, Inc. (a)   31,638,800
831,000     Coherent, Inc. (a)   26,558,760
630,000     Flextronics International Inc. (a)   4,939,200
350,000     Motorola, Inc.(a)   2,457,000
1,184,800     RadiSys Corporation (a)   10,615,808
3,230,000     Sonus Networks, Inc. (a)   8,494,900
       
          84,704,468
       
 
    Telecommunication Services 2.6%    
1,000,000     Arbinet Corporation (a)   2,036,500
200,000     AT&T Inc.   5,168,000
280,000     Vodafone Group Plc   6,526,800
       
          13,731,300
       
 
                Total Common Stocks (cost $297,860,630)(e)   523,505,519
       
 
    SHORT-TERM INVESTMENTS 2.4%    
 
    Money Market Fund 0.5%    
2,875,935     Fidelity Institutional Money Market Government Portfolio   2,875,935
       
 
    U.S. Treasury Obligations 1.9%    
10,000,000     U.S. Treasury Bill 0.11% due 5/13/10 (c)   9,998,740
       
 
                Total Short-Term Investments (cost $12,874,675)(e)   12,874,675
       
 
                Total Investments (cost $310,735,305)(e)(99.9%)   536,380,194
     
          Cash, receivables and other assetsless liabilities (0.1%)
  531,802
       
                Net Assets (100%) $ 536,911,996
       

(a)     

Non-dividend paying.

(b)     

Affiliate as defined in the Investment Company Act of 1940.

(c)     

Valued based on Level 2 Inputs. See Note 2.

(d)     

Valued based on Level 3 Inputs – See Note 2.

(e)     

Aggregate cost for Federal tax purposes is substantially the same.

See accompanying notes to statement of investments.



CENTRAL SECURITIES CORPORATION
NOTES TO STATEMENT OF INVESTMENTS

1. Security Valuation – Marketable securities are valued at the last or closing sale price or, if unavailable, at the closing bid price. Investments in money market funds are valued at net asset value per share. Other short-term investments are valued at amortized cost, which approximates market value. Securities for which no ready market exists are valued at estimated fair value by the Board of Directors.

As of March 31, 2010, the tax cost of investments was $310,735,305. Net unrealized appreciation was $225,644,889 consisting of gross unrealized appreciation and gross unrealized depreciation of $268,963,986 and $43,319,097, respectively.

2. Fair Value Measurements – The Corporation’s investments are categorized below in three broad hierarchical levels based on market price observability as follows:

  • Level 1 – Quoted prices in active markets for identical investments. The Corporation’s Level 1 investments consist of equity securities listed on a national securities exchange and money market funds;

  • Level 2 – Other significant observable assumptions obtained from independent sources, for example, quoted prices for similar investments or the use of models or other valuation methodologies. The Corporation’s Level 2 investments consist of short-term investments carried at amortized cost;

  • Level 3 – Significant unobservable inputs including the Corporation’s own assumptions based upon the best information available. Investments categorized as Level 3 include situations in which there is little, if any, market activity. The Corporation’s Level 3 investments consist of The Plymouth Rock Company, Inc. and Aerogroup International, Inc.

The inputs used for valuing securities and the resulting Levels are not necessarily an indication of the risk associated with investing in those securities.

The Corporation’s investments as of March 31, 2010 are classified as follows:

Valuation Inputs
       Investments in Securities
Level 1   $365,056,568
Level 2   9,998,740
Level 3   161,324,886
   
    $536,380,194
   

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value:

Balance at December 31, 2009
$
154,324,886
Change in unrealized appreciation of investments
7,000,000
 
Balance at March 31, 2010
$
161,324,886
 

No Level 3 investments were purchased, sold or transferred to Level 1 or Level 2 during the three months ended March 31, 2010, therefore the above change in unrealized appreciation of investments relates to assets held as of March 31, 2010. The Corporation’s Level 3 investments are valued by the Board of Directors. This valuation is primarily based on a comparable company valuation analysis and a review of independent appraisals. Consideration is also given to corporate governance, recent private transactions, company and industry outlooks and general market conditions. The determination of fair value involves subjective judgments. As a result, using fair value to price a security may result in a price materially different from the price used by other investors or the price that may be realized upon the actual sale of the security.

3. Restricted Securities - The Corporation from time to time invests in securities the resale of which is restricted. On March 31, 2010, such investments had an aggregate value of $161,324,886, which was equal to 30.0% of the Corporation’s net assets. Investments in restricted securities at March 31, 2010, including acquisition dates and cost were:



Company

  
Shares

  
Security

  
Date Acquired

  
Cost

AeroGroup International, Inc.   28,751   Common Stock   6/14/05   $ 17,200
The Plymouth Rock Company, Inc.   60,000   Class A Common Stock   12/15/82     1,500,000
The Plymouth Rock Company, Inc.   10,000   Class A Common Stock   6/9/84     699,986

The Corporation does not have the right to demand registration of the restricted securities.

Item 2. Controls and Procedures.

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers have concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

(b) Internal Control Over Financial Reporting. During the last fiscal quarter, there was no significant change in the Registrant’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3. Exhibits.
(a) Certifications.

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.

CENTRAL SECURITIES CORPORATION

By:
/s/ Wilmot H. Kidd

 
President
  
Date: April 28, 2010

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: /s/ Wilmot H. Kidd
  President
   
Date: April 28, 2010
     
By: /s/ Charles N. Edgerton
  Vice President and Treasurer
  
Date: April 28, 2010


EX-99.1 2 e38555ex99_1.htm CERTIFICATION

Exhibit 99.1

I Wilmot H. Kidd, certify that:

1. I have reviewed this report on Form N-Q of Central Securities Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

4/28/10 /s/ Wilmot H. Kidd
Date Signature
   
  President
  Title


EX-99.2 3 e38555ex99_2.htm CERTIFICATION

Exhibit 99.2

I Charles N. Edgerton, certify that:

1. I have reviewed this report on Form N-Q of Central Securities Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

4/28/10 /s/ Charles N. Edgerton
Date Signature
   
  VP and Treasurer
  Title


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