N-CSR 1 ncsr2_2020.htm AUDITED FS

 

CERTIFIED SHAREHOLDER REPORT OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-6027

 

 

KAVILCO INCORPORATED

(Exact name of registrant as specified in charter)

 

 

1000 Second Avenue, Suite 3320 
Seattle, Washington 98104

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (206) 624-6166

Date of fiscal year end: December 31, 2019

Date of reporting period: December 31, 2019

 

 

 

 


ITEM 1. REPORTS TO SHAREHOLDERS.

 

  

 

Kavilco Incorporated

1000 2nd Avenue, Suite 3320

Seattle, WA 98104

(206) 624-6166 or

1-800-786-9574

Fax (206) 624-8953

 

 

February 24, 2020

 

 

Dear Shareholder,

 

Enclosed are the annual audited financial statements for the year ended December 31, 2019. Our accountants, BDO USA, LLP have conducted the audit.

 

The financial statements are presented in a format that all investment companies must adhere to pursuant to Security and Exchange Commission requirements and Generally Accepted Accounting Principles. In an investment company, the primary objective of the financial statements is to show how the net asset value changed throughout the year (net asset value is defined as the value of securities owned, cash, receivables and other assets less liabilities). We realize the statements are somewhat confusing to say the least and, to make the financial information more meaningful, we have highlighted some information below to assist you in interpreting the terminology in the financial statement

 

STATEMENT OF ASSETS AND LIABILITIES

 

This statement reflects everything the corporation owns or is obliged to pay as of December 31, 2019. Assets and liabilities are stated in terms of current market value.

 

SCHEDULE OF INVESTMENTS

 

Kavilco's investment in securities portfolio is focused primarily on large cap dividend equity investments and fixed income investments. Bonds carry a stated interest rate and maturity date. Federal, state and municipal governments, along with corporations, can issue bonds. The fair value of most stocks, rise and fall daily. A chart regarding Kavilco’s investment in securities is included.

 

STATEMENT OF OPERATIONS

 

The statement of operations is an analysis of all income and expense that the corporation incurred during the year.

 

  

STATEMENT OF CHANGES IN NET ASSETS

 

What happened to our assets during the year? This statement shows all increases and decreases in our assets. Except for the dividends to shareholder accounts, this is identical to the statement of operations.

 

FINANCIAL HIGHLIGHTS

 

This schedule is a comparative analysis that combines all previously discussed statements in terms of one share of stock.

 

NOTES AND TAX INFORMATION TO THE FINANCIAL STATEMENTS

 

The notes are an integral part of the financial statements and provide information that will give the shareholder a complete summary of the operation.

 

 

Sincerely,

KAVILCO INCORPORATED

  

/s/ Louis L. Jones, Sr.

 

Louis L. Jones, Sr., President

 

LLJ:cmd

encl.

 

 

 

 

 

 

Tel: 206-382-7777

Fax: 206-382-7700

www.bdo.com

Two Union Square, 601 Union Street Suite 2300

Seattle, WA 98101

 

 

 

 

Report of Independent Registered Public Accounting Firm

 

To the Shareholders and the Board of Directors Kavilco Incorporated

Kasaan, Alaska

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments of Kavilco Incorporated (the “Company”) as of December 31, 2019, the related statement of operations for the year then ended, the statements of changes in net assets for the year ended December 31, 2019, the financial highlights for the year ended December 31, 2019, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2019, and the results of its operations for the year then ended, the changes in net assets for the year ended December 31, 2019, and the financial highlights for the year ended December 31, 2019, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. 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 Company 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 audit 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. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audit 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 audit 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 audit provides a reasonable basis for our opinion.

 

Other Matter

 

The statement of the changes in net assets for the year ended December 31, 2018, and the financial highlights for the years ended December 31, 2015 through 2018, were audited by other auditors whose report dated February 19, 2019, expressed an unmodified opinion on those statements.

 

/s/ BDO USA, LLP

We have served as the Company's auditor since 2019. Seattle, Washington

February 25, 2020

 

 

 

KAVILCO INCORPORATED

 

STATEMENT OF ASSETS AND LIABILITIES

December 31, 2019

 

ASSETS  
Investments in securities, at fair value (cost $33,613,811) $ 37,733,418
Real estate, at fair value (cost $1,054,089) 6,292,000
Cash and cash equivalents 116,397
Interest receivable 2,628
Dividends receivable 62,844
Premises and equipment, net 18,340
Prepaid expenses and other assets   96,788
Total assets $ 44,322,415

 

 

LIABILITIES  
Accounts payable and accrued expenses $ 33,992
Dividends payable 98,137
Other Liabilities   73,862
Total liabilities   205,991
NET ASSETS   $ 44,116,424
Net assets consist of: Distributable earnings

 

$ 9,606,248

Contributed capital   34,510,176
Total net assets   $ 44,116,424

Net asset value per share of Class A and Class B common  
  stock ($44,116,424 divided by 12,000 shares outstanding)  $              3,676
           
           

 
 

KAVILCO INCORPORATED

SCHEDULE OF INVESTMENTS

December 31, 2019

 

 

          Principal Amount or Shares   Fair Value
INVESTMENTS IN SECURITIES      
U.S. Corporate Bonds - 0.2%      
Information Technology - 0.2%      
  Adobe Systems, Inc., 4.750%, due February 1, 2020                 100,000    $           100,202
               
        Total U.S. Corporate Bonds (Cost $100,012)                 100,202
               
U.S. Common Stock - 78.8%      
American Depository Receipts - 2.4%      
  Atlantic Power Corp.                     2,700                     6,291
  Eaton Corp, PLC                     1,400                 132,608
  Enbridge Inc.                   11,193                 445,146
  GW Pharmaceuticals PLC                        300                   31,368
  Invesco Limited                     6,300                 113,274
  Obsidian Energy Ltd.                        485                        349
  Royal Dutch Shell, PLC                     4,300                 257,871
  Schlumberger Ltd.                     1,200                   48,240
  Wheaton Precious Metals Corp.                        700                   20,825
        Total American Depository Receipts                1,055,972
               
Consumer Discretionary - 0.9%      
  Genuine Parts Co.                     3,400                 361,182
  Ryman Hospitality Properties, Inc.                        600                   51,996
        Total Consumer Discretionary                   413,178
               
Consumer Staples - 0.4%      
  The Kraft Heinz Company                     4,900                 157,437
               
Energy - 2.6%      
  Diamond Offshore Drilling, Inc.                     1,515                   10,893
  Exxon Mobil Corp.                     5,000                 348,900
  Kinder Morgan, Inc.                   19,919                 421,685
  Phillips 66                        500                   55,705
  Plains GP Holdings LP                     1,400                   26,530
  Valero Energy Corp.                     1,170                 109,571
  Williams Companies, Inc.                     6,784                 160,916
        Total Energy                1,134,200
               

 

 
 

SCHEDULE OF INVESTMENTS (continued)

December 31, 2019 

          Principal Amount or Shares   Fair Value

 

 Financials - 24.2%

 

 

AvalonBay Communities, Inc. 1,750 366,975
Blackstone Group Inc., The 11,800 660,092
EPR Properties 2,575 181,898
Equity Residential Properties Trust 3,000 242,760
Healthcare Realty Trust, Inc. 5,425 181,032
Healthpeak Properties, Inc. 7,700 265,419
Highwoods Properties, Inc. 1,300 63,583
Hospitality Properties Trust 13,400 326,022
Iron Mountain, Inc. 8,100 258,147
Kimco Realty Corp. 8,400 173,964
Lamar Advertising Company 6,400 571,264
Liberty Properties Trust 16,040 963,202
LTC Properties, Inc. 9,330 417,704
Macerich Co. 1,500 40,380
Mack Cali Realty Corp. 5,600 129,528
National Retail Properties, Inc. 1,470 78,821
Omega Healthcare Investors, Inc. 5,831 246,943
Prudential Financial, Inc. 1,000 93,740
Public Storage, Inc. 1,000 212,960
Realty Income Corp. 12,255 902,336
Redwood Trust, Inc. 2,600 43,004
RMR Group, Inc., The 274 12,505
Sabra Health Care REIT, Inc. 2,970 63,380
Senior Housing Properties Trust 10,400 87,776
Simon Property Group, Inc. 870 129,595
Spirit Realty Capital, Inc. 2,500 122,950
Stag Industrial, Inc. 14,530 458,712
T Rowe Price Group, Inc. 5,300 645,752
Tanger Factory Outlet Center 10,800 159,084
Truist Financial Corp. 1,000 56,320
Ventas, Inc. 13,200 762,168
Vornado Realty Trust 3,290 218,785
Washington REIT 8,450 246,571
Wells Fargo & Co. 9,540 513,252
Welltower, Inc. 8,810 720,482
Weyerhaeuser Co. 1,900   57,380
Total Financials     10,674,486
 
 

KAVILCO INCORPORATED

SCHEDULE OF INVESTMENTS (continued)

December 31, 2019

 

          Principal Amount or Shares   Fair Value

 

Health Care - 2.9%      
  Abbvie, Inc.                     1,680                 148,747
  Amgen, Inc.                     2,380                 573,747
  Bristol Myers Squibb                     6,900                 442,911
  Pfizer, Inc.                     2,500                   97,950
        Total Health Care                1,263,355
               
Industrials - 1.8%      
  General Electric Co.                   24,550                 273,978
  Pitney Bowes, Inc.                     3,000                   12,090
  United Parcel Service                     3,670                 429,610
  Wabtec Corp.                        131                   10,192
  Watsco Inc.                        300                   54,045
        Total Industrials                   779,915
               
Information Technology - 2.6%      
  International Business Machines (IBM) Corp.                     2,370                 317,675
  Paychex, Inc.                     9,925                 844,221
        Total Information Technology                1,161,896
               
Master Limited Partnerships - 4.0%      
  Alliance Bernstein Holdings LP                     1,700                   51,442
  CVR Partners LP                     4,760                   14,756
  Energy Transfer Partners LP                   15,960                 204,767
  Enterprise Products Partners LP                   20,400                 574,464
  Magellan Midstream Partners LP                     7,600                 477,812
  MPLX LP                       2,180                   55,503
  Nustar Energy LP                     4,100                 105,985
  Plains All American Pipeline LP                     3,914                   71,978
  Suburban Propane Partners LP                     3,200                   69,920
  Targa Resources Corp.                     1,160                   47,363
  TC Pipelines LP                     2,300                   97,290
        Total Master Limited Partnerships                1,771,280
               
Materials - 0.2%      
  International Paper Co                     1,900                   87,495
               
Mutual Funds - 2.3%      
  Blackrock Global Floating Rate Income Fund                     3,179                   40,914
  John Hancock Preferred Income Fund                     3,284                   74,908
  iShares Investment Grade Corp. Bonds                        640                   81,894
  iShares US Preferred ETF                     2,516                   94,576
  iShares 1-3 Year Treasury Bond                     7,200                 609,336
  SPDR Barclays High Yield Bond ETF                        866                   94,862
        Total Mutual Funds                   996,490

 

 

 

 
 

KAVILCO INCORPORATED

 

SCHEDULE OF INVESTMENTS (continued)

December 31, 2019

 

          Principal Amount or Shares   Fair Value

 

 

Telecommunication Services - 6.3%      
  AT & T, Inc.                   29,570              1,155,598
  Centurylink, Inc.                     6,900                   91,149
  Consolidated Communications                     9,600                   37,248
  Verizon Communications                   24,540              1,506,757
        Total Telecommunication Services                2,790,752
               
Utilities - 28.3%      
  Alliant Energy Corp.                   14,900                 815,328
  American Electric Power, Inc.                     8,240                 778,762
  Centerpoint Energy, Inc.                   19,800                 539,946
  Consolidated Edison, Inc.                     8,100                 732,807
  Dominion Energy, Inc.                   10,900                 902,738
  Duke Energy Corp.                     9,095                 829,555
  Entergy Corp.                     4,170                 499,566
  Eversource Energy                   10,481                 891,619
  Exelon Corp.                     6,500                 296,335
  Firstenergy Corp.                     7,605                 369,603
  NextEra Energy, Inc.                     3,170                 767,647
  OGE Energy Corp.                   11,200                 498,064
  Oneok, Inc.                     1,600                 121,072
  PPL Corporation                   13,945                 500,347
  Public Service Enterprise Group, Inc.                   12,000                 708,600
  Sempra Energy Corp.                     1,740                 263,575
  Southern Company                   14,730                 938,301
  UGI Corp.                     4,611                 208,233
  WEC Energy Group, Inc.                   10,840                 999,773
  Xcel Energy, Inc.                   12,770                 810,767
        Total Utilities              12,472,638
        Total U.S. Common Stock (Cost $30,639,677)           34,759,094
Cash Equivalents - 6.5%      
        Total Cash Equivalents (Cost $2,874,122)             2,874,122
Other Net Assets - 14.5%      
        Total Other Net Assets (Cost $1,145,095)             6,383,006
        TOTAL NET ASSETS (Cost $34,758,906)      $   44,116,424

 

 

 

 

  

 
 

KAVILCO INCORPORATED

 

SCHEDULE OF INVESTMENTS (continued)

December 31, 2019

 

  

 

 
 

KAVILCO INCORPORATED

 

STATEMENT OF OPERATIONS

For the Year Ended December 31, 2019

 

        Total investment income           1,489,653
Expenses    
  Salaries and benefits              367,334
  Directors' compensation and expenses              264,518
  Insurance                82,861
  General and administrative                82,266
  Office and equipment leases                68,059
  Professional fees                39,540
  Custodian                14,973
        Total expenses              919,551
        Net investment income              570,102
Realized and Unrealized Gain on Investments and Real Estate  
  Net realized gain on investments              333,439
  Net change in unrealized appreciation on real estate              215,000
  Net change in unrealized appreciation on investments           5,263,722
        Total realized gain and unrealized appreciation on investments  
             and real estate           5,812,161
        Net operating gain           6,382,263
Other Income and Expense, net              327,300
        Net increase in net assets resulting from operations  $       6,709,563
           
           

 

 
 

KAVILCO INCORPORATED

 

STATEMENT OF CHANGES IN NET ASSETS

For the Years Ended December 31, 2019 and 2018

 

          2019   2018
Increase (Decrease) in Net Assets from Operations      
  Net investment income  $          570,102    $          632,489
  Net realized gain on investments              333,439                344,158
  Other income and expense, net              327,300                211,800
  Net change in unrealized appreciation on real estate              215,000                137,095
  Net change in unrealized appreciation (depreciation) on investments           5,263,722            (2,463,059)
               
        Net increase (decrease) in net assets resulting from operations           6,709,563            (1,137,517)
Dividends and Distributions to Shareholders          (1,356,001)               (972,001)
        Total increase (decrease) in net assets           5,353,562            (2,109,518)
Net Assets      
  Beginning of year         38,762,862           40,872,380
  End of year (includes undistributed ordinary income      
    of $248,730 and $373,890, respectively)  $      44,116,424    $      38,762,862
             
               

 

 
 

 

KAVILCO INCORPORATED

 

FINANCIAL HIGHLIGHTS

For the Years Ended December 31, 2019 to 2015
Per share operating performance (for a share of Class A and Class B capital stock outstanding):              
          Years Ended  
          2019   2018   2017   2016   2015  
Net asset value, beginning of year  $  3,230    $  3,406    $  3,408    $  3,096    $  3,381  
Income from investment and real estate                    
  Net investment income          48            53            56            68            72  
  Net realized and unrealized appreciation (depreciation)                    
    on investment and real estate        484         (165)            32          335         (267)  
Net other income          27            17            10            14            17  
      Net increase (decrease) in net assets resulting from operations          559           (95)            98          417         (178)  
Less dividends and distributions       (113)           (81)         (100)         (105)         (107)  
Net asset value, end of year  $  3,676    $  3,230    $  3,406    $  3,408    $  3,096  
Total return 15.21%   (2.94)%   2.88%   12.24%   (5.77)%  
Supplemental Data:                    
  Net assets, end of period (in thousands)  $44,116    $38,763    $40,872    $40,900    $37,154  
Ratio to average net assets                    
  Expenses 2.22%   2.22%   2.08%   2.08%   2.29%  
  Net investment income 1.38%   1.59%   1.63%   2.10%   2.24%  
Portfolio turnover rate 10.50%   11.81%   29.18%   15.39%   8.85%  

  See Notes to Financial Statements

 
 

NOTES TO FINANCIAL STATEMENTS

 

Note 1. Organization

 

Kavilco Incorporated ("the Company") is a village corporation within the Sealaska region organized on November 13, 1973, pursuant to the Alaska Native Claims Settlement Act ("ANCSA") of 1971. Under ANCSA, the Native claims to land in Alaska were settled in exchange for part of the state's land and compensation. Settlement benefits were given to Natives of Alaska villages in the form of ownership shares in village corporations that were organized pursuant to ANCSA. The Company was organized for the purpose of securing and administering the land and benefits for the Natives of the Kasaan village in Alaska. Contributed capital includes receipts from the U.S. government and the state of Alaska under provisions of ANCSA.

 

On November 1, 1989, the Company began to operate as a self-managed, closed end management investment company, as defined by the Investment Company Act of 1940 ("the Act"). The Company is subject to various restrictions imposed by the Act and the Internal Revenue Code, including restrictions on borrowing, dividend, distribution policies, operations, and reporting requirements. The Company's investment decisions focus primarily on large-cap dividend equity investments and fixed income investments, are made by management under the direction of the Board of Directors.

 

Note 2. Significant Accounting Policies

New Accounting Pronouncement

The Financial Accounting Standards Board has issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820). This update is effective as of January 1, 2020. Management of the Company is currently evaluating the potential impact of adoption.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates.

 

Cash and Cash Equivalents

 

Cash and cash equivalents include cash on deposit with banks. The Company considers all highly liquid instruments with a maturity of three months or less to be cash equivalents. The Company has cash balances in excess of federally insured limits.

 

Valuation of Investments

 

All investments are recorded at estimated fair value, as described in Note 3.

 
 

Investment Transactions and Income

 

Investment transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are computed using the last in, first out (“LIFO”) method. Interest income is recorded on an accrual basis as adjusted for the amortization of discounts and premiums using the effective interest method. Premiums and discounts, including original issue discounts, are amortized for both tax and financial reporting purposes. Dividend income is recorded as of the ex-dividend date. Unrealized gains and losses are included in the statement of operations.

 

Federal Income Taxes

 

The Company files income tax returns in the U.S. federal jurisdiction and Alaska State.

 

The Company's policy is to continue to comply with the requirements of the Internal Revenue Code that are applicable to regulated investment companies and to distribute at least 90% of its net investment taxable income to its shareholders. Generally, no federal income tax provision is required for the Company.

 

The Company records a liability, if any, for unrecognized tax benefits resulting from uncertain income tax positions taken or expected to be taken in an income tax return. No liability has been recorded for uncertain tax positions or related interest or penalties as of December 31, 2019.

 

Dividends and Distributions to Shareholders

 

Dividends and distributions to shareholders are recorded on the payable date. Dividends are generally declared and paid twice a year. Capital gain distributions are generally declared and paid annually. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with accounting principles generally accepted in the United States.

 

Directors' Compensation and Expenses

 

Each member of the Board of Directors receives compensation for each board meeting attended during the year, in addition to a per diem allowance. Directors are also reimbursed for such expenses as accommodation, airfare, and car rental related to Board meetings. In addition to meeting related expenses, the Company pays for the medical insurance of certain directors.

 

Subsequent Events

 

The Company has evaluated subsequent events through the date these financial statements were available to be issued, which was February 24, 2020, and did not note any items that would adjust the financial statements or require additional disclosure.

 

Note 3. Fair Value Measurements

 

Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement determined based on assumptions that market

 
 

participants would use in pricing an asset or liability. There are three levels that prioritize the inputs used in measuring fair value as follows:

 

·Level 1: Observable market inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities;
·Level 2: Observable market inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and
·Level 3: Unobservable inputs where there is little or no market data, which require the reporting entity to develop its own assumptions.

 

An asset's or liability's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The following is a description of the valuation methodologies used for assets measured at fair value, including a general description of the asset.

 

Money Market Funds

 

Fair value of money market funds is determined using quoted market prices and are categorized in Level 1 of the fair value hierarchy.

 

Equity securities (common stock)

 

Securities traded on a national securities exchange (or reported on the NASDAQ national market) are stated at the last reported sales price on the day of valuation. To the extent these securities are actively traded, and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy.

 

Corporate bonds

 

The fair value of corporate bonds is estimated using various techniques, which may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, fundamental data relating to the issuer, and credit default swap spreads. Corporate bonds are generally categorized in Level 2 of the fair value hierarchy.

 

Real Estate

 

Real estate represents entitlement to the surface estate of real property, for which no readily available market quotation exists. Fair value of real estate is determined by management based on a Certified Forester's opinion as to the current value and status of the land, along with other factors. Other relevant factors include the lack of commercially viable timber due to previous harvest, amount of capital expenditures required for the future growth of timber, location of the property, recent sales of similar real property in the region and market demand and supply for this type of real property during the valuation process. Real estate is included in Level 3 of the fair value hierarchy.

 
 

 

 

 

The following table presents information about the Company's investments in securities and real estate measured at fair value as of December 31, 2019:

 

          Level 1   Level 2   Level 3   Balance
Investments in Securities              
  U.S. Corporate Bonds  $              -       $      100,202    $              -       $      100,202
  U.S. Common Stock     34,759,094               34,759,094
  Money Market Fund       2,874,122                 2,874,122
           $  37,633,216    $      100,202    $              -       $  37,733,418
Real Estate  $              -       $              -       $   6,292,000    $   6,292,000
                     
                       

 

The Company recognizes transfers between Level 1 and 2 at the end of the reporting period. As of December 31, 2019, no significant transfers between Level 1 or 2 occurred.

 

At December 31, 2019, there were no realized gain (loss), cost or purchases, proceeds from sales, or transfers in or out of Level 3 at the end of the reporting period. Refer to Note 4 (Real Estate) for a description of unrealized gain of $215,000 in the value of real estate during 2019.

 

Note 4. Real Estate

 

At December 31, 2019, the Company owns fee title to the surface estate of 22,946 acres of real estate located in southeast Alaska.

 

As of December 31, 2019, there is no commercially viable timber on the real estate and the Company has no outstanding timber agreements. The last harvest and sale of timber from this land was in 2001.

 

The financial statements include real estate valued at $6,292,000 in 2019, the value of which was determined by an independent appraisal. The value at December 31, 2019 represents an increase of $215,000 from the value at December 31, 2018, of $6,077,000. The board approved this fair value estimate of the real estate.

 

Note 5. Trading Risk

 

In the normal course of business, the Company enters into financial transactions involving instruments where there is risk of potential loss due to changes in the market (market risk) or failure of the other party to the transaction to perform (credit risk).

 

Market risk is the potential change in value caused by fluctuations in market prices of an underlying financial instrument. Subsequent market fluctuations may require selling investments at prices that differ from the values reflected on the statement of assets and liabilities. Market risk

 
 

is directly impacted by the volatility and liquidity in the markets in which financial instruments are traded. The Company's exposure to market risk may be increased in that a significant portion of its assets may be invested in a relatively small number of investment positions at any one time. Accordingly, appreciation or depreciation in value of investment positions may have a more significant effect on the value of the Company's portfolio than would be the case in a more diversified or hedged portfolio.

 

Credit risk is the possibility that a loss may occur due to the failure of the counterparty to perform according to the terms of a contract. The Company's exposure to credit risk associated with counterparty nonperformance includes cash deposits that may exceed applicable insurance limits. The Company seeks to control such credit risk by maintaining deposits with only high-quality financial institutions and trading exchange traded financial instruments, which generally do not give rise to significant counterparty exposure due to the requirements of the individual exchanges.

 

Note 6. Investment Transactions

 

Purchases of investment securities (common stock and publicly traded partnerships) aggregated

$3,600,438 for the year ended December 31, 2019, and sales and maturities of investment securities (consisting of corporate bonds and common stock) aggregated $3,909,090 for the year ended December 31, 2019.

 

The U.S. federal income tax basis of the Company's investments is the same as for financial reporting purposes. The gross unrealized appreciation and gross unrealized depreciation for U.S. federal income tax purposes is $6,855,892 and $2,736,285, respectively, as of December 31, 2019.

 

Note 7. Premises and Equipment

 

The following is a summary of premises and equipment at December 31, 2019:

 

Building  $          170,601
Furniture, fixtures, and equipment                92,363
               262,964
Less accumulated depreciation             (244,624)
   $            18,340

 

All assets are recorded at cost less accumulated depreciation. Depreciation is computed on the straight-line method over the estimated useful lives of the related assets, which range from 5 to 15 years. Depreciation expense was $7,238 for the year ended December 31, 2019.

 

Note 8. Lease Obligation

 

The Company leases office space under a non-cancelable operating lease agreement, which terminates September 30, 2021. Pursuant to the lease agreement, the Company paid a lease deposit of $3,528 which will be credited to the last month's rent.

 
 

The Company adopted Accounting Standards Update 2016–02 during the year ended December 31, 2019. The adoption of ASU 2016-02 does not have a material effect on the financial statements. The right of use asset amounting to $73,536 at December 31, 2019, is included in prepaid expenses and other assets, and the lease liability amounting to $73,862 at December 31, 2019, is included in other liabilities. Future minimum lease commitments under this non- cancelable operating lease are as follows:

 

 

2020 $ 42,846
2021   32,787
    $ 75,633

 

Rent expense for the year ended December 31, 2019, was $39,409.

 

Note 9. Net Assets

 

Upon organization of the Company, 100 shares of common stock (Class A) were issued to each qualified shareholder enrolled in the Company pursuant to ANCSA. The Company utilized a roll comprising 120 Alaska Natives eligible to receive stock certificates as certified by the U.S. Secretary of the Interior. Under the provisions of ANCSA, stock dividends paid or other stock grants are restricted, and the stock may not be sold, pledged, assigned, or otherwise alienated, except in certain circumstances by court decree or death, unless approved by a majority of the shareholders. The stock carries voting rights only if the holder hereof is an eligible Alaska Native. Nonvoting common stock (Class B) is issued to non-Native persons who inherit stock or are gifted stock.

 

The Company's capital structure is as follows:

 

·Common stock:
-Class A, no par value - Authorized, 1,000,000 shares; issued and outstanding, 10,882.83 shares
-Class B, no par value - Authorized, 500,000 shares; issued and outstanding, 1,117.17 shares

 

Note 10. Dividends and Distributions to Shareholders

 

On March 15, 2019, a distribution of $29.00 per share was declared. The dividend was paid on March 21, 2019, to shareholders of record on March 18, 2019.

 

On November 7, 2019, a distribution of $84.00 per share was declared. The dividend was paid on November 20, 2019, to shareholders of record on November 9, 2019.

 
 

The tax character of dividends and distributions paid during 2019 and 2018 were as follows:

    2019   2018
Dividends and distributions paid from:      
  Ordinary income  $          995,185    $          420,895
  Long-term capital gain              360,816                551,106
     $       1,356,001    $          972,001

 

 

As of December 31, 2019, and 2018, the components of distributable earnings on a tax basis were as follows:

  

      2019   2018
  Undistributed ordinary income  $          248,730    $          373,890
  Net unrealized appreciation (depreciation) on:      
    Investments           4,119,607            (1,219,778)
    Real estate           5,237,911             5,022,911
       $       9,606,248    $       4,177,023
           
           

Note 11. Schedule of Investments

 

Investments are categorized by type, country, and industry. The industry category represents management's belief as to the most meaningful presentation of the classification of the principal business of the investees. The percentage of net assets is computed by dividing the fair value of each category by net assets.

 

Note 12. Pension Plan

 

Employees of the Company are covered by a defined contribution pension plan. The Company contributes 20% of each participant's compensation to the plan. The Company's contributions during the year ended December 31, 2019, totaled $46,184.

 

Note 13. Other Income and Expense

 

The Company earned income of $299,880 and $195,480 for the years ended December 31, 2019, and 2018, respectfully, as a result of ANCSA Section 7(i), which requires regional corporations to distribute 70% of any net revenues derived from timber resources and the subsurface estate to other regional corporations, which then redistribute under Section 7(j) 50% of such amounts to the village corporations and at large shareholders.

 

Other income also includes $27,420 and $16,320 of lease and rental income for the years ended December 31, 2019 and 2018, respectively.

 

 
 

 

 

 

Tel: 206-382-7777

Fax: 206-382-7700

www.bdo.com

Two Union Square, 601 Union Street Suite 2300

Seattle, WA 98101

 

 

 

Report of Independent Registered Public Accounting Firm

 

To the Shareholders and the Board of Directors Kavilco Incorporated

Kasaan, Alaska

 

In planning and performing our audit of the financial statements of Kavilco Incorporated ("the Company") as of and for the year ended December 31, 2019, in accordance with the standards established by the Public Company Accounting Oversight Board (United States), we considered the Company's internal control over financial reporting, including controls over safeguarding securities, as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements and to comply with the requirements of Form N-CEN, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. Management of the Company is responsible for establishing and maintaining effective internal control over financial reporting. In fulfilling this responsibility, estimates and judgments by management are required to assess the expected benefits and related costs of controls. A company's internal control over financial reporting is a process designed 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. A company's internal control over financial reporting includes those policies and procedures that

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of a company's assets that could have a material effect on the financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

A deficiency in internal control over financial reporting exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent or detect misstatements on a timely basis. A material weakness is a deficiency, or combination of deficiencies in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis.

Our consideration of the Company's internal control over financial reporting was for the limited purpose described in the first paragraph and would not necessarily disclose all deficiencies in internal control that might be material weaknesses under standards established by the Public Company Accounting Oversight Board (United States). However, we noted no deficiencies in the Company's internal control over financial reporting and its operation, including controls for safeguarding securities, that we consider to be a material weakness as defined above as of December 31, 2019.

 

This report is intended solely for the information and use of management and the Board of Directors of the Company and the Securities and Exchange Commission and is not intended to be and should not be used by anyone other than these specified parties.

 

/s/ BDO USA,LLP

 

Seattle, Washington February 25, 2020

 

 

 

 

 

 
 

ITEM 2. CODE OF ETHICS.

Kavilco adopted a code of ethics on January 29, 1990. The code of ethics was amended on May 9, 2008 and is available on the registrant's website at: www.kavilco.com.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Kavilco Incorporated is subject to the Alaska Native Claims Settlement Act (Act). Pursuant to the Act, Kavilco’s stock and dividends may not be sold, pledged, subjected to a lien or judgment execution, assigned in present or future, or otherwise alienated, except pursuant to court decree of separation or child support. However, the stock can be gifted to a relative provided the recipient is a descendant of an Alaska Native.

 

The Chief Financial Officer has no control over the financial records of the corporation. The Corporate Secretary maintains the accounting records. Monthly, an independent accountant performs various reconciliations and adjusting journal entries on the corporate books and records.

Kavilco does not have an audit committee. The CFO reviews the entire audited financial statements and various CPA correspondence with the board of directors. Two board members have degrees in business. However, pursuant to SEC regulations their experience would not qualify them as financial experts. The only contentious financial issue that Kavilco has had to deal with since becoming an Investment Company involves the evaluation of our land holdings in Alaska. After a two-year battle with our previous auditors, PricewaterhouseCoopers, and pressure by the Security Exchange Commission, the board relented and increased the value of our land holdings. The CFO opposed this action because it served no practical purpose.

The primary purpose of a financial expert serving on the board of directors is to prevent the gross accounting inequities that were driven by greed and outright thievery at such firms as Qwest Communications, Enron and Tyco. There is no incentive on behalf of management to commit fraud since Kavilco’s stock cannot be publicly traded and we do not have compensation incentives. More importantly, the board of directors is not a rubber stamp for management. Many of the shareholders are related to the directors, which acts as an additional incentive to have a high degree of business probity.

Kavilco has never been involved in financial deceit. This superior track record can only be attributable to the excellent oversight of an active and knowledgeable board of directors. Accordingly, Kavilco does not have an audit committee or a financial expert as defined by the SEC.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

During the period covering the fiscal years ended December 31, 2019 and 2018, Peterson Sullivan performed the following professional services.

           
    2019      2018
Audit fees $ 19,000    $ 18,800
Audit related fees   0     0
Tax fees $ 8,650   $ 8,625

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Kavilco is a privately held registered investment company, and accordingly is not subject to the Securities Act of 1933.

 

ITEM 6. SCHEDULE OF INVESTMENTS.

Please see Schedule of Investments contained in the Report to Shareholders filed under Item 1 of this Form N-CSR/A.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

The board of directors adopted the following resolution during the November 2003 board meeting.

Kavilco Incorporated Resolution 11-14-03b: Proxy Voting Policies

The Securities and Exchange Commission believes the recent corporate scandals have created renewed investor interest in corporate governance issues. In response, the SEC has new rules designed to increase transparency of proxy voting by mutual funds.

          RESOLVED, on voting common stock, the Chief Financial Officer is hereby directed to vote the management slate of directors and management’s recommendations on corporate proposals that appear on the proxy.

          RESOLVED, where there is a material conflict of interest where the Chief Financial Officer has a business, personal, or family relationship with a public company, voting will be deferred until the next scheduled board of directors meeting at which time the issue will be discussed.

          RESOLVED, pursuant to rule 30b1-4 under the Investment Company Act, Kavilco will file form N-PX with the SEC detailing a complete voting record. This filing will be made for a 12-month period commencing on June 30, 2004. In addition, this information will be available on Kavilco’s web site as soon as reasonably practicable, after filing the report with the SEC, which means the same day, absent unforeseen circumstances.

Date: November 14, 2003

/s/ Louis A. Thompson
Louis A. Thompson, President

/s/ John Campbell
John Campbell, Secretary

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

This disclosure requirement is not applicable to registrant .

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

The Alaska Native Claims Settlement Act (ANCSA), which is our primary regulating authority, places numerous restrictions on the Company's stock. Kavilco's stock was given to its shareholders. It can only be transferred by court decree or gifting to a blood relative and cannot be sold or used as collateral. There is no provision in the ANCSA regulations for repurchase of shares.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

No matters were voted on by shareholders during the period covered by this report.

 

ITEM 11. CONTROLS AND PROCEDURES.

(a) The registrant’s President/Chief Executive Officer and Chief Financial Officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective at the reasonable assurance level based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.

(b) There were no changes in the registrant’s internal controls over financial reporting that occurred during the fourth fiscal quarter of the period that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

ITEM 12. EXHIBITS.

The following exhibits are attached to this Form N-CSR:

 

     
EXHIBIT NO.   DESCRIPTION OF EXHIBIT
12 (a) (1)   Certification of President
   
12 (a) (2)   Certification of Chief Financial Officer

 

 

 

 


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): Kavilco Incorporated
   
By:   /s/ Louis L. Jones, Sr.
    Louis L. Jones, Sr.
    President

Date: February 27, 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:   /s/ Scott Burns
    Scott Burns
    Chief Financial Officer
 
Date: February 27, 2020