june2016.htm - Generated by SEC Publisher for SEC Filing

 

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: 811-00041


 

GENERAL AMERICAN INVESTORS COMPANY, INC.


 (Exact name of registrant as specified in charter)

 

100 Park Avenue, 35th Floor, New York, New York 10017


 (Address of principal executive offices) (Zip code)

 

Eugene S. Stark

General American Investors Company, Inc.

100 Park Avenue

35th Floor

New York, New York  10017

(Name and address of agent for service)

 

Copy to:

John E. Baumgardner, Jr., Esq.

Sullivan & Cromwell LLP

125 Broad Street

New York, New York 10004

 

 

Registrant's telephone number, including area code: 212-916-8400

 

Date of fiscal year end:  December 31

 

Date of reporting period: June 30, 2016


 

Item1:  Report to Shareholders

For the six months ended return June 30, 2016, the net wide valuation spread between classically safe stocks
asset value per Common Share increased 0.89% like utilities and staples, and cyclically oriented sectors
while the investment return to our stockholders as investors chase yields not available in traditional fixed
decreased by 3.16%. By comparison, our benchmark, income investments.
the Standard & Poor’s 500 Stock Index (including  
income), increased 3.85%. For the twelve months Though not immune to weak economic trends in the
ended June 30, 2016, the return on the net asset value rest of the world, the United States has continued to
per Common Share decreased by 3.00%, and the return grow modestly, with the unemployment rate falling
to our stockholders decreased by 7.83%; these compare to levels seen during the last expansion. Wages con-
with an increase of 4.02% for the S&P 500. During both tinue to rise modestly, household formations are trending
periods, the discount at which our shares traded contin- upward, while discretionary consumer spending remains
ued to fluctuate and on June 30, 2016, it was 18.8%. relatively subdued. Borrowing for autos and other large
  expense consumer goods and services has been robust,
As detailed in the accompanying financial statements while general consumer and housing credit has remained
(unaudited), as of June 30, 2016, the net assets applicable below growth levels experienced during previous expan-
to the Company’s Common Stock were $1,052,667,868 sions due in part to constrictive financial regulations and
equal to $37.94 per Common Share. higher savings rates.
 
The increase in net assets resulting from operations for Outside of the U.S., the economic picture remains more
the six months ended June 30, 2016 was $4,206,851. subdued. Weaker Chinese and Japanese growth has
During this period, the net realized gain on investments diminished demand for raw materials from emerging
sold was $77,321,158 and the decrease in net unrealized markets in Latin America and Africa. The European
appreciation was $73,367,690. Net investment income Union continues to face stagnant growth which may be
for the six months was $5,909,369. Distributions to exacerbated due to the United Kingdom’s recent popular
common shareholders totaled $2,826,870 and distribu- vote to exit the political and economic union. Though
tions to Preferred Stockholders amounted to $5,655,986. the extent of residual effects is unknown, Brexit has
  the potential to have a significant impact on the E.U. to
During the six months, The Company also repurchased the extent it encourages others to consider leaving the
550,178 of its shares at a cost of $16,740,318, an aver- Union. The negotiation for Britain to leave the E.U.
age discount to net asset value of 17.7%. Strong relative could take up to three years to complete leaving a long
performance contributed to our returns from the shares period of uncertainty for companies currently invested
of companies in the consumer discretionary, industrials, in real property in the U.K. British property companies
materials and financial sectors. The Company’s recent have experienced significant declines in response to
underperformance relative to the S&P 500 is attributable Brexit as London has been among the most expensive
to our exposure to currency fluctuations affecting the real estate markets in the world.
dollar value of our foreign consumer staples, our modest  
overweight to energy and pharmaceuticals, including Favorably in the U.S. and China, a number of short
Biotech. cycle indicators have begun to display positive trends.
  It appears the inventory overhang that plagued the
As discussed in our first quarter letter, U.S. equity mar- U.S. economy since the second quarter of last year is
kets have struggled, alternating between modest positive fading. The dramatic decline in drilling activity in the
and negative returns reflecting elevated equity valua- U.S. is abating, removing some of the headwinds from
tions, lower operating margins and flat revenue growth lower energy prices. Likewise, China has seen modest
countered by extraordinarily low interest rates. reductions in raw material inventories and an uptick in
domestic demand.
Interest rates appear to remain the most powerful vari-
able for valuation as they define, in part, the rate at which On the whole, we retain our enthusiasm for equities
future cash flows are discounted. Given the growing for the long term as there are few alternatives with the
number of sovereign nations experiencing negative potential to benefit from improvement in world growth
interest rates, now at over $10 trillion in issued bonds, rates amid this low to negative interest rate environment.
it would seem likely that valuations for equities and  
other assets may continue to benefit from the lack of Information about the Company, including our invest-
alternative investments with favorable cash flow yields. ment objectives, operating policies and procedures,
Though history is scant on the subject, negative interest investment results, record of dividend and distribution
rates may well drive asset valuations, especially equities, payments, financial reports and press releases, is on our
higher. Despite the simple mathematical formula that website and has been updated through June 30, 2016. It
yields this outcome, the resulting higher valuations may can be accessed on the internet at www.generalameri-
also lead to higher volatility in asset prices. caninvestors.com.
 
This unusual and historic situation is occurring amidst By Order of the Board of Directors,
low growth, low inflation, and, in most cases, aging General American Investors Company, Inc.
demographics for native populations. Elevated levels of  
government debt to GDP ratios, outsized swings in cur- Jeffrey W. Priest
rency exchange rates and equally large levels of central President and Chief Executive Officer
bank intervention are also present. This has led to a July 13, 2016

 


 


  Value
  Shares   COMMON STOCKS    (note 1a)
Consumer   Automobiles and Components (1.5%)      
Discretionary   1,264,063 Ford Motor Company (Cost $16,174,723) $15,889,272
(10.8%)            
   Retailing (9.3%)           
  299,300 Liberty Interactive Corporation - Ventures A (a)   11,095,051
  375,026 Macy’s Inc.   12,604,624
  959,768 The TJX Companies, Inc.   74,122,883
    (Cost $28,911,220)   97,822,558
    (Cost $45,085,943)   113,711,830
             
Consumer   Food, Beverage and Tobacco (11.9%)      
Staples   201,174 Danone   14,155,826
(14.4%) 202,400 Diageo plc ADR   22,846,912
  450,000 Nestle S.A.   34,659,734
  195,000 PepsiCo, Inc.   20,658,300
  704,378 Unilever N.V.   32,758,881
    (Cost $67,915,227)   125,079,653
  Food and Staples Retailing (2.5%)      
  168,781 Costco Wholesale Corporation (Cost $5,100,945)   26,505,368
(Cost $73,016,172)   151,585,021
 
Energy   218,000 Anadarko Petroleum Corporation   11,608,500
(7.9%) 200,900 Apache Corporation   11,184,103
    1,572,819 Cameco Corporation   17,253,824
  660,000 Ensco plc - Class A   6,408,600
  3,830,440 Gulf Coast Ultra Deep Royalty Trust (a)   275,792
  535,000 Halliburton Company   24,230,150
  1,730,000 Helix Energy Solutions Group, Inc. (a)   11,694,800
    (Cost $84,586,318)   82,655,769
 
Financials   Banks (1.6%)          
(22.2%) 140,000 M&T Bank Corporation (Cost $3,966,544)   16,552,200
    Diversified Financials (4.7%)      
  245,000 American Express Company   14,886,200
  285,000 JPMorgan Chase & Co.   17,709,900
  500,000 Nelnet, Inc.   17,375,000
(Cost $23,578,547)   49,971,100
  Insurance (15.9%)      
  158,877 Aon plc   17,354,135
  675,600 Arch Capital Group Ltd. (a)   48,643,200
  187,500 Axis Capital Holdings Limited   10,312,500
  110 Berkshire Hathaway Inc. Class A (a)   23,867,250
  125,000 Everest Re Group, Ltd.   22,833,750
  365,000 MetLife, Inc.   14,537,950
  243,298 Willis Towers Watson plc   30,244,374
(Cost $50,525,480)   167,793,159
    (Cost $78,070,571)   234,316,459
 
Health Care   Pharmaceuticals, Biotechnology and Life Sciences      
(12.2%) 1,200,000 Ariad Pharmaceuticals, Inc. (a)   8,868,000
    190,000 Celgene Corporation (a)   18,739,700
  514,409 Cempra, Inc. (a)   8,482,605
  438,600 Gilead Sciences, Inc.   36,588,012
  197,442 Intra-Cellular Therapies Inc. (a)   7,664,698
  427,191 Merck & Co., Inc.   24,610,474
  477,076 Paratek Pharmaceuticals Inc. (a)   6,636,127
  460,808 Pfizer Inc.   16,225,050
  396,123 Repros Therapeutics Inc. (a)   637,758
    (Cost $77,721,416)   128,452,424

 



 


  Value
  Shares   COMMON STOCKS (continued)   (note 1a)
Industrials   Capital Goods (6.7%)      
(12.4%) 219,131 Eaton Corporation plc $13,088,695
    840,000 General Electric Company   26,443,200
  300,000 United Technologies Corporation   30,765,000
(Cost $57,241,319)   70,296,895
  Commercial and Professional Services (4.7%)      
  972,800 Republic Services, Inc. (Cost $14,903,516)   49,914,368
  Transportation (1.0%)      
  945,064 Hertz Global Holdings, Inc. (a) (Cost $16,071,904)   10,461,858
    (Cost $88,216,739)   130,673,121
 
Information   Semiconductors and Semiconductor Equipment (2.9%)      
Technology   200,850 ASML Holding N.V.   19,926,328
(15.5%) 330,500 Intel Corporation   10,840,400
(Cost $10,939,662)   30,766,728
  Software and Services (4.5%)      
  680,686 Microsoft Corporation   34,830,703
  378,034 Synchronoss Technologies, Inc. (a)   12,044,163
  (Cost $29,257,286)   46,874,866
  Technology Hardware and Equipment (8.1%)      
  184,000 Apple Inc.   17,590,400
  1,039,500 Cisco Systems, Inc.   29,823,255
  410,000 EMC Corporation   11,139,700
  66,300 Keysight Technologies, Inc. (a)   1,928,667
  461,200 QUALCOMM Incorporated   24,706,484
(Cost $51,326,605)   85,188,506
    (Cost $91,523,553)   162,830,100
 
Materials   981,422 Huntsman Corporation (Cost $18,834,046)   13,200,126
(1.3%)              
 
Miscellaneous   Other (b) (Cost $30,042,178)   27,773,562
(2.6%)              
Telecommunication    683,852   Vodafone Group plc ADR (Cost $23,341,423)   21,124,188
Services              
(2.0%)            
  TOTAL COMMON STOCKS (101.3%) (Cost $610,438,359)   1,066,322,600
 
    Warrant   WARRANT      
Technology   281,409 Applied DNA Sciences, Inc. (a) (Cost $2,814)   322,213
Hardware &              
Equipment              
(0.0%)            

 

   
     Shares    SHORT-TERM SECURITY AND OTHER ASSETS    
179,413,039     SSgA U.S. Treasury Money Market Fund (17.1%) (Cost $179,413,039)   179,413,039
TOTAL INVESTMENTS (c) (118.4%)    (Cost $789,854,212)   1,246,057,852
Liabilities in excess of receivables and other assets (-0.3%)     (3,272,809)
    1,242,785,043
PREFERRED STOCK (-18.1%)     (190,117,175)
NET ASSETS APPLICABLE TO COMMON STOCK (100%)   $1,052,667,868

 

ADR - American Depository Receipt
(a) Non-income producing security.
(b) Securities which have been held for less than one year, not previously disclosed, and not restricted.
(c) At June 30, 2016 the cost of investments for Federal income tax purposes was $789,854,212; aggregate gross unrealized appreciation was
$512,285,501; aggregate gross unrealized depreciation was $56,081,861; and net unrealized appreciation was $456,203,640.

(see notes to unaudited financial statements)



 


 Contracts   Value
Call Option (100 Shares Each)   COMPANY/EXPIRATION DATE/EXCERCISE PRICE (note 1a)
Information technology (0.0%)  
Technology Hardware  
and Equipment    2,495  Cisco Systems Inc./July 15, 2016/$25          (Premium Received $510,141) $935,625

 


 Net Shares   Shares  
Increases  Transacted     Held  
New Positions        
Axis Capital Holdings Limited 187,500 187,500  
Gulf Coast Ultra Deep Royalty Trust   3,830,440 (b)
Helix Energy Solutions Group, Inc. 95,000 1,730,000 (b)
Liberty Interactive Corporation - Ventures A 299,300 299,300  
 
 
Additions        
Ensco plc - Class A 80,000 660,000  
Macy’s, Inc. 40,000 375,026  
Paratek Pharmaceuticals Inc. 200,000 477,076  
 
 
Decreases        
Eliminations        
FCB Financial Holdings, Inc. 200,000  
Occidental Petroleum Corporation 38,400  
 
 
Reductions        
Apache Corporation 30,000 200,900  
Apple Inc. 90,000 184,000  
Arch Capital Group Ltd. 24,400 675,600  
Cisco Systems, Inc. 500 1,039,500  
Diageo plc ADR 20,000 202,400  
General Electric Company 175,000 840,000  
Halliburton Company 50,000 535,000  
Keysight Technologies, Inc. 185,000 66,300  
Pfizer Inc. 145,000 460,808  
Synchronoss Technologies, Inc. 47,500 378,034  
The TJX Companies, Inc. 30,000 959,768  
       
       

 

(a) Common shares unless otherwise noted; excludes transactions in Common Stocks - Miscellaneous - Other.
(b) Shares purchased in prior period and previously carried under Common Stocks - Miscellaneous - Other.
(see notes to unaudited financial statements)



 


The diversification of the Company’s net assets applicable to its Common Stock by industry group as of June 30,
2016 is shown in the table.

    Cost    Value   Percent Common  
Industry Category   (000)    (000)   Net Assets*   
Financials              
Banks $3,967 $16,552 1.6%
Diversified Financials   23,579 49,971 4.7    
Insurance   50,525 167,793 15.9    
  78,071 234,316 22.2    
Information Technology              
Semiconductors & Semiconductor Equipment   10,940 30,767 2.9    
Software & Services   29,257 46,875 4.5    
Technology Hardware & Equipment   51,329 85,511 8.1    
  91,526 163,153 15.5    
Consumer Staples              
Food, Beverage & Tobacco   67,915 125,080 11.9    
Food & Staples Retailing   5,101 26,505 2.5    
  73,016 151,585 14.4    
Industrials              
Capital Goods   57,241 70,297 6.7    
Commercial & Professional Services   14,904 49,914 4.7    
Transportation   16,072 10,462 1.0    
  88,217 130,673 12.4    
Health Care              
Pharmaceuticals, Biotechnology & Life Sciences   77,721 128,452 12.2    
 
Consumer Discretionary              
Automobiles & Components   16,175 15,889 1.5    
Retailing   28,911 97,823 9.3    
  45,086 113,712 10.8    
 
Energy   84,586 82,656 7.9    
Miscellaneous**   30,042 27,774 2.6    
Telecommunication Services   23,342 21,124 2.0    
Materials   18,834 13,200 1.3    
  610,441 1,066,645 101.3    
Short-Term Securities   179,413 179,413 17.1    
Total Investments $789,854 1,246,058 118.4    
Other Assets and Liabilities - Net       (3,273) (0.3) 
Preferred Stock       (190,117) (18.1) 
Net Assets Applicable to Common Stock       $1,052,668 100.0%

 

* Net Assets applicable to the Company’s Common Stock.
** Securities which have been held for less than one year, not previously disclosed, and not restricted.

(see notes to unaudited financial statements)



 


Assets          
INVESTMENTS, AT VALUE (NOTE 1a)          
Common stocks (cost $610,438,359)   $1,066,322,600
Warrant (cost $2,814)     322,213
Money market fund (cost $179,413,039)     179,413,039
          Total investments (cost $789,854,212)     1,246,057,852
 
RECEIVABLES AND OTHER ASSETS          
Cash $1,652      
Receivable for securities sold   3,934,045      
Dividends, interest and other receivables   2,741,996      
Qualified pension plan asset, net excess funded (note 7)   1,977,300      
Prepaid expenses, fixed assets and other assets   739,623   9,394,616
 
TOTAL ASSETS     1,255,452,468
 
Liabilities            
Payable for securities purchased   752,095      
Outstanding option written, at value (premium received $510,141) (note 4)   935,625      
Accrued preferred stock dividend not yet declared   219,955      
Accrued compensation payable to officers and employees   2,000,000      
Accrued supplemental pension plan liability (note 7)   5,679,607      
Accrued supplemental thrift plan liability (note 7)   2,766,558      
Accrued expenses and other liabilities   313,585      
 
TOTAL LIABILITIES     12,667,425
 
5.95% CUMULATIVE PREFERRED STOCK, SERIES B -          
7,604,687 shares at a liquidation value of $25 per share (note 5)     190,117,175
NET ASSETS APPLICABLE TO COMMON STOCK - 27,746,519 shares (note 5)   $1,052,667,868
 
NET ASSET VALUE PER COMMON SHARE   $37.94
 
Net Assets Applicable To Common Stock            
Common Stock, 27,746,519 shares at par value (note 5) $27,746,519      
Additional paid-in capital (note 5)   494,846,300      
Undistributed net investment income (note 5)   4,360,724      
Undistributed realized gain on securities sold   80,965,496      
Accumulated other comprehensive loss (note 7)   (5,247,870)    
Unallocated distributions on Preferred Stock   (5,875,941)    
Unrealized appreciation on investments, option written and other   455,872,640      
 
NET ASSETS APPLICABLE TO COMMON STOCK   $1,052,667,868

 

(see notes to unaudited financial statements)



 


Income            
Dividends (net of foreign withholding taxes of $528,319)   $12,421,458
Interest     82,320
    12,503,778
Expenses            
Investment research $3,309,145      
Administration and operations   1,853,414      
Office space and general   871,232      
Auditing and legal fees   171,067      
Transfer agent, custodian and registrar fees and expenses   127,876      
Directors’ fees and expenses   117,730      
State and local taxes   87,232      
Stockholders’ meeting and reports   56,713   6,594,409
NET INVESTMENT INCOME     5,909,369
 
Net Realized Gain and Change in Unrealized Appreciation on Investments (notes 1, 3 and 4)      
Net realized gain on investments:          
Securities transactions   76,694,744      
Written option transactions (notes 1b and 4)   626,414      
  77,321,158      
Net decrease in unrealized appreciation   (73,367,690)    
NET GAIN ON INVESTMENTS         3,953,468
DISTRIBUTIONS TO PREFERRED STOCKHOLDERS     (5,655,986)
INCREASE IN NET ASSETS RESULTING FROM OPERATIONS   $4,206,851

 


  Six Months Ended      
  June 30, 2016     Year Ended
Operations   (Unaudited)     December 31, 2015
Net investment income $5,909,369 $13,728,242
Net realized gain on investments   77,321,158   34,130,660
Net decrease in unrealized appreciation   (73,367,690)     (76,268,833)
  9,862,837   (28,409,931)
Distributions to Preferred Stockholders:          
From net investment income       (3,344,407)
From net capital gains       (7,967,565)
Unallocated distributions   (5,655,986)    
Decrease in net assets from Preferred distributions   (5,655,986)     (11,311,972)
INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   4,206,851   (39,721,903)
OTHER COMPREHENSIVE INCOME          
Funded status of defined benefit plans (note 7)       538,384
 
Distributions to Common Stockholders          
From net investment income   (1,455,838)     (9,622,112)
From net capital gains   (1,371,032)     (22,923,266)
DECREASE IN NET ASSETS FROM COMMON DISTRIBUTIONS   (2,826,870)     (32,545,378)
 
Capital Share Transactions (Note 5)          
Value of Common Shares issued in payment of dividends and distributions       13,532,276
Cost of Common Shares purchased   (16,740,318)     (101,674,879
DECREASE IN NET ASSETS - CAPITAL TRANSACTIONS   (16,740,318)     (88,142,603
NET DECREASE IN NET ASSETS   (15,360,337)     (159,871,500
 
Net Assets Applicable to Common Stock          
BEGINNING OF PERIOD   1,068,028,205   1,227,899,705
END OF PERIOD (including under/over distributed net investment income of          
$4,360,724 and ($92,807), respectively) $1,052,667,868 $1,068,028,205

 

(see notes to unaudited financial statements)



 


The following table shows per share operating performance data, total investment return, ratios and supplemental data for the six months
ended June 30, 2016 and for each year in the five-year period ended December 31, 2015. This information has been derived from information
contained in the financial statements and market price data for the Company’s shares.

Six Months                    
Ended                    
June 30, 2016       Year Ended December 31,    
(Unaudited)   2015 2014 2013 2012 2011
 
PER SHARE OPERATING PERFORMANCE                      
asset value, beginning of period $37.74   $39.77   $41.07 $32.68    $29.78 $31.26
Net investment income .21 .48 .32 .17 .24 .18
Net gain (loss) on securities,                      
                    realized and unrealized, and other .29 (.99)   2.39 10.51 5.05 (.68)
  Other comprehensive income (loss)      .02    (.13)   .20       (.10)
.50    (.49)   2.58 10.88   5.29 (.60)
Distributions on Preferred Stock:                      
Dividends from net investment income   (.12)   (.04)   (.04)   (.04)   (.11)
Distributions from net capital gains   (.27)   (.34)   (.35)   (.35)   (.27)
Unallocated (.20)                
(.20)    (.39)    (.38)   (.39)   (.39)   (.38)
from investment operations .30     (.88)   2.20 10.49   4.90 (.98)
Distributions on Common Stock:                      
Dividends from net investment income (.05)   (.34)   (.32)   (.18)   (.21)   (.15)
Distributions from net capital gains (.05)   (.81)   (3.18) (1.92) (1.79) (.35)
    (.10)   (1.15)   (3.50) (2.10)   (2.00)   (.50)
asset value, end of period $37.94   $37.74    $39.77    $41.07    $32.68 $29.78
share market value, end of period $30.82    $31.94    $35.00    $35.20    $27.82 $24.91
TOTAL INVESTMENT RETURN - Stockholder                      
return, based on market price per share (3.16%)*   (5.34%)   9.32% 34.24%   19.77% (5.29%)
 
RATIOS AND SUPPLEMENTAL DATA                      
Net assets applicable to Common Stock,                      
end of period (000’s omitted) $1,052,668   $1,068,028   $1,227,900   $1,229,470   $955,418   $886,537
Ratio of expenses to average net assets                      
applicable to Common Stock 1.27%**   1.17%   1.10%   1.27%   1.67%   1.39%
Ratio of net income to average net assets                      
applicable to Common Stock 1.14%**   1.17%   0.78%   0.47%   0.74%   0.56%
Portfolio turnover rate 5.78%*   14.41%   14.98%   17.12%   9.56%   11.17%
 
PREFERRED STOCK                      
Liquidation value, end of period (000’s omitted) $190,117   $190,117 $190,117 $190,117   $190,117 $190,117
Asset coverage 654%   662% 746%   747%   603%   566%
Liquidation preference per share $25.00 $25.00 $25.00 25.00 $25.00 $25.00
Market value per share $26.97 $26.75 $26.01 25.30 $25.54 $25.47

 

*Not annualized **Annualized

(see notes to unaudited financial statements)



 


1. SIGNIFICANT ACCOUNTING POLICIES - General American Investors Company, Inc. (the “Company”), established in 1927, is registered
under the Investment Company Act of 1940 as a closed-end, diversified management investment company. It is internally managed by
its officers under the direction of the Board of Directors.
 
The accompanying financial statements have been prepared in accordance with United States generally accepted accounting principles
(“U.S. GAAP”) pursuant to the requirements for reporting; Accounting Standards Codification 946, Financial Services - Investment
Companies (“ASC946”), and Regulation S-X.
 
The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income, expenses
and gains and losses during the reported period. Changes in the economic environment, financial markets, and any other parameters
used in determining these estimates could cause actual results to differ, and these differences could be material.
 
a. SECURITY VALUATION Equity securities traded on a national securities exchange are valued at the last reported sales price on the
last business day of the period. Equity securities reported on the NASDAQ national market are valued at the official closing price on
that day. Listed and NASDAQ equity securities for which no sales are reported on that day and other securities traded in the over-
the-counter market are valued at the last bid price (asked price for options written) on the valuation date. Equity securities traded
primarily in foreign markets are valued at the closing price of such securities on their respective exchanges or markets. Corporate
debt securities, domestic and foreign, are generally traded in the over-the-counter market rather than on a securities exchange. The
Company utilizes the latest bid prices provided by independent dealers and information with respect to transactions in such securities
to determine current market value. If, after the close of foreign markets, conditions change significantly, the price of certain foreign
securities may be adjusted to reflect fair value as of the time of the valuation of the portfolio. Investments in money market funds
are valued at their net asset value. Special holdings (restricted securities) and other securities for which quotations are not readily
available are valued at fair value determined in good faith pursuant to specific procedures appropriate to each security as established
by and under the general supervision of the Board of Directors. 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.
 
b. OPTIONS The Company may purchase and write (sell) put and call options. The Company typically purchases put options or writes
call options to hedge the value of portfolio investments while it typically purchases call options and writes put options to obtain equity
market exposure under specified circumstances. The risk associated with purchasing an option is that the Company pays a premium
whether or not the option is exercised. Additionally, the Company bears the risk of loss of the premium and a change in market
value should the counterparty not perform under the contract. Put and call options purchased are accounted for in the same manner
as portfolio securities. Premiums received from writing options are reported as a liability on the Statement of Assets and Liabilities.
Those that expire unexercised are treated by the Company on the expiration date as realized gains on written option transactions
in the Statement of Operations. The difference between the premium received and the amount paid on effecting a closing purchase
transaction, including brokerage commissions, is also treated as a realized gain, or, if the premium is less than the amount paid for the
closing purchase transaction, as a realized loss on written option transactions in the Statement of Operations. If a written call option
is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Company has
realized a gain or loss on investments in the Statement of Operations. If a written put option is exercised, the premium reduces the
cost basis for the securities purchased by the Company and is parenthetically disclosed under cost of investments on the Statement of
Assets and Liabilities. The Company as writer of an option bears the market risk of an unfavorable change in the price of the security
underlying the written option. See Note 4 for written option activity.
 
c. SECURITY TRANSACTIONS AND INVESTMENT INCOME Security transactions are recorded as of the trade date. Dividend income and
distributions to stockholders are recorded as of the ex-dividend dates. Interest income, adjusted for amortization of discount and pre-
mium on investments, is earned from settlement date and is recognized on the accrual basis. Cost of short-term investments represent
amortized cost.
 
d. FOREIGN CURRENCY TRANSLATION AND TRANSACTIONS Portfolio securities and other assets and liabilities denominated in foreign
currencies are translated into U.S. dollars based on the exchange rate of such currencies versus U.S. dollars on the date of valuation.
Purchases and sales of securities, income and expense items denominated in foreign currencies are translated into U.S. dollars at
the exchange rate in effect on the transaction date. Events may impact the availability or reliability of foreign exchange rates used
to convert the U.S. dollar equivalent value. If such an event occurs, the foreign exchange rate will be valued at fair value using
procedures established and approved by the Company’s Board of Directors. The Company does not separately report the effect of
changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized and
unrealized gain or loss from investments on the Statement of Operations.
Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade
and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign
withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and
losses arise from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities
held at the end of the reporting period.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S.
companies as a result of, among other factors, the possibility of political or economic instability or the level of governmental supervi-
sion and regulation of foreign securities markets.
 
e. DIVIDENDS AND DISTRIBUTIONS The Company expects to pay dividends of net investment income and distributions of net realized
capital and currency gains, if any, annually to common shareholders and quarterly to preferred shareholders. Dividends and distribu-
tions to common and preferred shareholders, which are determined in accordance with Federal income tax regulations are recorded
on the ex-dividend date. Permanent book/tax differences relating to income and gains are reclassified to paid-in capital as they arise.
 
f. FEDERAL INCOME TAXES The Company’s policy is to fulfill the requirements of the Internal Revenue Code applicable to regulated
investment companies and to distribute substantially all taxable income to its stockholders. Accordingly, no provision for Federal
income taxes is required. In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, man-
agement has analyzed the Company’s tax positions taken or expected to be taken on Federal and state income tax returns for all open
tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Company’s
financial statements.
 
g. CONTINGENT LIABILITIES Amounts related to contingent liabilities are accrued if it is probable that a liability has been incurred
and an amount is reasonably estimable. Management evaluates whether there are incremental legal or other costs directly associated
with the ultimate resolution of a matter that are reasonably estimable and, if so, they are included in the accrual.
 
h. INDEMNIFICATIONS In the ordinary course of business, the Company enters into contracts that contain a variety of indemnifications.
The Company’s maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses
pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote.

 



 


2. FAIR VALUE MEASUREMENTS - Various data inputs are used in determining the value of the Company’s investments. These inputs are
summarized in a hierarchy consisting of the three broad levels listed below:
Level 1 - quoted prices in active markets for identical securities (including money market funds which are valued using amortized cost
and which transact at net asset value, typically $1.00 per share),
Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, credit risk, etc.), and
Level 3 - significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those
securities. The following is a summary of the inputs used to value the Company’s net assets as of June 30, 2016:

 

Assets   Level 1   Level 2 Level 3   Total  
Common stocks $1,066,322,600 $1,066,322,600  
Warrant   322,213   322,213  
Money market fund   179,413,039   179,413,039  
Total $1,246,057,852 $1,246,057,852  
 
Liabilities                
Option Written ($935,625)   ($935,625)

 

Transfers of Level 3 securities, if any, are reported as of the actual date of reclassification. No such transfers occurred during the six
months ended June 30, 2016.
 
3. PURCHASES AND SALES OF SECURITIES - Purchases and sales of securities (other than short-term securities and options) for the six
months ended June 30, 2016 amounted to $61,972,248 and $161,907,040, on long transactions, respectively.
 
4. WRITTEN OPTIONS - The level of activity in written options varies from year to year based upon market conditions. Transactions in
written covered call options and collateralized put options for the six months ended June 30, 2016 were as follows:

 

Covered Calls   Collateralized Puts
Contracts     Premiums   Contracts     Premiums
Options outstanding, December 31, 2015 2,250 $1,473,462 2,500 $404,556
Options written 6,000   1,566,530 0   0
Options terminated in closing purchase transaction (4,500)     (1,672,355)   (1,500)     (247,869)
Options expired (500)     (129,998)   0   0
Options assigned (755)     (727,498)   (1,000)     (156,687)
Options outstanding, June 30, 2016 2,495 $510,141 0 $0

 

5. Capital Stock and Dividend Distributions - The authorized capital stock of the Company consists of 50,000,000 shares of
Common Stock, $1.00 par value, and 10,000,000 shares of Preferred Stock, $1.00 par value. With respect to the Common Stock,
27,746,519 shares were issued and outstanding; 8,000,000 Preferred Shares were originally issued and 7,604,687 were outstanding on
June 30, 2016.
On September 24, 2003, the Company issued and sold 8,000,000 shares of its 5.95% Cumulative Preferred Stock, Series B in an
underwritten offering. The Preferred Shares were noncallable for the 5 year period ended September 24, 2008 and have a liquidation
preference of $25.00 per share plus accumulated and unpaid dividends to the date of redemption. On December 10, 2008, the Board
of Directors authorized the repurchase of up to 1 million Preferred Shares in the open market at prices below $25.00 per share. This
authorization has been reviewed annually thereafter. To date, 395,313 shares have been repurchased.
The Company allocates distributions from net capital gains and other types of income proportionately among holders of shares of
Common Stock and Preferred Stock. To the extent that dividends on the shares of Preferred Stock are not paid from net capital gains,
they will be paid from investment company taxable income or will represent a return of capital.
Under the Investment Company Act of 1940, the Company is required to maintain an asset coverage of at least 200% of the Preferred
Stock. In addition, pursuant to Moody’s Investor Service, Inc. Rating Agency Guidelines, the Company is required to maintain a
certain discounted asset coverage for its portfolio that equals or exceeds a Basic Maintenance Amount. If, the Company fails to meet
these requirements in the future and does not cure such failure, the Company may be required to redeem, in whole or in part, shares
of Preferred Stock at a redemption price of $25.00 per share plus accumulated and unpaid dividends. In addition, failure to meet the
foregoing asset coverage requirements could restrict the Company’s ability to pay dividends on shares of Common Stock and could lead
to sales of portfolio securities at inopportune times.
The holders of Preferred Stock have voting rights equivalent to those of the holders of Common Stock (one vote per share) and, gener-
ally, vote together with the holders of Common Stock as a single class.
Holders of Preferred Stock will elect two members to the Company’s Board of Directors and the holders of Preferred and Common
Stock, voting as a single class, will elect the remaining directors. If the Company fails to pay dividends on the Preferred Stock in an
amount equal to two full years’ dividends, the holders of Preferred Stock will have the right to elect a majority of the directors. In
addition, the Investment Company Act of 1940 requires that approval of the holders of a majority of any outstanding Preferred Shares,
voting separately as a class, would be required to (a) adopt any plan of reorganization that would adversely affect the Preferred Stock
and (b) take any action requiring a vote of security holders, including, among other things, changes in the Company’s subclassification
as a closed-end investment company or changes in its fundamental investment policies.
The Company presents its Preferred Stock, for which its redemption is outside of the Company’s control, outside of the net assets
applicable to Common Stock in the Statement of Assets and Liabilities.

 



 


5. CAPITAL STOCK AND DIVIDEND DISTRIBUTIONS - (Continued from bottom of previous page.)
Transactions in Common Stock during the six months ended June 30, 2016 and the year ended December 31, 2015 were as follows:

 

Shares     Amount
2016 2015   2016 2015
Par value of shares issued in payment of dividends    
and distributions (includes 439,217 shares issued from treasury)   439,217     $439,217
              13,093,059
      13,532,276
Par value of shares purchased (at an average discount from                
net asset value of 17.7% and 15.5%, respectively) (550,178)   (3,014,364)   ($550,178)   (3,014,364)
Decrease in paid-in capital     (16,190,140)   (98,660,515)
Total decrease           (16,740,318)   (101,674,879)
Net decrease (550,178)   (2,575,147)   ($16,740,318)   ($88,142,603)

 

At June 30, 2016, the Company held in its treasury 4,234,353 shares of Common Stock with an aggregate cost in the amount of
$141,791,271.
 
The tax basis distributions during the year ended December 31, 2015 were as follows: ordinary distributions of $12,966,519 and net
capital gains distributions of $30,890,831. As of December 31, 2015, distributable earnings on a tax basis included $1,442,060 from
ordinary distributions, $5,268,234 from undistributed net capital gains and $529,240,330 from net unrealized appreciation on invest-
ments if realized in future years. Reclassifications arising from permanent “book/tax” differences reflect non-tax deductible expenses
and redesignation of dividends during the year ended December 31, 2015. As a result, additional paid-in capital was decreased
by $3,081 and net investment income increased by $3,081. As of December 31, 2015 the Company had straddle loss deferrals of
$252,864. Net assets were not affected by this reclassification .
 
6. OFFICERS’ COMPENSATION - The aggregate compensation accrued and paid by the Company during the six months ended June 30,
2016 to its officers (identified on back cover) amounted to $3,492,250.
 
7. BENEFIT PLANS - The Company has funded (qualified) and unfunded (supplemental) noncontributory defined benefit pension plans
that are available to its employees. The pension plans provide defined benefits based on years of service and final average salary with
an offset for a portion of social security covered compensation. The components of the net periodic benefit cost (income) of the plans
for the six months ended June 30, 2016 were:

 

Service cost $278,800  
Interest cost   469,117  
Expected return on plan assets   (679,841)
Amortization of prior service cost   8,902  
Amortization of recognized net actuarial loss   175,505  
Net periodic benefit cost $252,483  

 

The Company recognizes the overfunded status of its defined benefit postretirement plan as an asset in the Statement of Assets and
Liabilities and recognizes changes in funded status in the year in which the changes occur through other comprehensive income.
 
The Company also has funded (qualified) and unfunded (supplemental) defined contribution thrift plans that are available to its employ-
ees. The aggregate cost of such plans for the six months ended June 30, 2016 was $144,862. The qualified thrift plan acquired 14,400
shares and distributed 35,643 shares of the Company’s Common Stock during the six months ended June 30, 2016 and held 555,694
shares of the Company’s Common Stock at June 30, 2016.
 
8. OPERATING LEASE COMMITMENT - In September 2007, the Company entered into an operating lease agreement for office space which
expires in February 2018 and provided for aggregate rental payments of approximately $10,755,000, net of construction credits. The
lease agreement contains clauses whereby the Company receives free rent for a specified number of months and credit towards construc-
tion of office improvements, and incurs escalations annually relating to operating costs and real property taxes and to annual rent charges
beginning in February 2013. The Company has the option to renew the lease after February 2018 for five years at market rates. Rental
expense approximated $572,600 for the six months ended June 30, 2016. Minimum rental commitments under the operating lease are
approximately $1,183,000 in 2016 and 2017, and $99,000 in 2018.

 


Previous purchases of the Company’s Common and Preferred Stock are set forth in Note 5 on pages 10 and 11. Prospective purchases of
Common and Preferred Stock may be made at such times, at such prices, in such amounts and in such manner as the Board of Directors
may deem advisable.
The policies and procedures used by the Company to determine how to vote proxies relating to portfolio securities and the Company’s
proxy voting record for the twelve-month period ended June 30, 2016 are available: (1) without charge, upon request, by calling us at
our toll-free telephone number (1-800-436-8401), (2) on the Company’s website at www.generalamericaninvestors.com and (3) on the
Securities and Exchange Commission’s website at www.sec.gov.
In addition to distributing financial statements as of the end of each quarter, General American Investors files a Quarterly Schedule
of Portfolio Holdings (Form N-Q) with the Securities and Exchange Commission (“SEC”) as of the end of the first and third calendar
quarters. The Company’s Forms N-Q are available at www.generalamericaninvestors.com and on the SEC’s website: www.sec.gov.
Copies of Forms N-Q may also be obtained and reviewed at the SEC’s Public Reference Room in Washington, DC or through the
Company by calling us at 1-800-436-8401. Information on the operation of the SEC’s Public Reference Room may be obtained by
calling 1-800-SEC-0330.
On April 15, 2016, the Company submitted a CEO annual certification to the New York Stock Exchange (“NYSE”) on which the
Company’s principal executive officer certified that he was not aware, as of that date, of any violation by the Company of the NYSE’s
Corporate Governance listing standards. In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and related SEC
rules, the Company’s principal executive and principal financial officer made quarterly certifications, included in filings with the SEC
on Forms N-CSR and N-Q relating to, among other things, the Company’s disclosure controls and procedures and internal control over
financial reporting, as applicable.

 



 


 

 

ITEM 2. CODE OF ETHICS.

 

Not applicable to this semi-annual report.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

 

Not applicable to this semi-annual report.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

Not applicable to this semi-annual report.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

Not applicable to this semi-annual report.

 

ITEM 6. SCHEDULE OF INVESTMENTS

 

The schedule of investments in securities of unaffiliated issuers is included as

part of the report to stockholders filed under Item 1 of this form.

 

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

MANAGEMENT INVESTMENT COMPANIES.

 

Not applicable to this semi-annual report.

 

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

 

Not applicable to this semi-annual report.

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

 

(a) General American Investors Company, Inc. Common Stock (GAM)

 

Period

(a) Total Number

(b) Average Price

(c) Total Number of Shares

(d) Maximum Number (or Approximate

2013

of shares (or Units)

Paid per Share

(or Units) Purchased as Part

Dollar Value) of Shares (or Units)

 

Purchased

(or Unit)

of Publicly Announced Plans

that May Yet Be Purchased Under

 

 

 

or Programs

 

the Plans or Programs

01/01-01/31

27,991

28.5521

27,991

831,387

02/01-02/28

74,849

28.1977

74,849

756,538

03/01-03/31

118,435

30.6167

118,435

638,103

04/01-04/30

93,785

31.3055

93,785

544,318

05/01-05/31

76,320

30.7910

76,320

467,998

06/01-06/30

158,798

30.9733

158,798

309,200

 

 

 

 

 

Total for year

550,178

 

550,178

 

 

 

 

 

 

 

Note-

The Board of Directors has authorized the repurchase of the registrant’s common stock when

 

the shares are trading at a discount from the underlying net asset value of at least 8%.

 

This represents a continuation of the repurchase program which began in March 1995.

 

As of the beginning of the period, January 1, 2016, there were  859,378 shares available for repurchase under the

 

aforementioned extension of such authorization.  As of the end of the period, June 30, 2016,

 

there were 309,200  shares available for repurchase under this program.

 

 

 

(b) General American Investors Company, Inc. Preferred Stock (GAMpB)

 

Period

(a) Total Number

(b) Average Price

(c) Total Number of Shares

(d) Maximum Number (or Approximate

2016

of shares (or Units)

Paid per Share

(or Units) Purchased as Part

Dollar Value) of Shares (or Units)

 

Purchased

(or Unit)

of Publicly Announced Plans

that May Yet Be Purchased Under

 

 

 

or Programs

the Plans or Programs

01/01-01/31

-

 

-

604,687

02/01-02/28

-

 

-

604,687

03/01-03/31

-

 

-

604,687

04/01-04/30

-

 

-

604,687

05/01-05/31

-

 

-

604,687

06/01-06/30

-

 

-

604,687

 

 

 

 

 

Total

0

 

0

 

 

 

 

 

 

 

Note-

The Board of Directors has authorized the repurchase of the registrant's preferred stock

 

when the shares are trading at a price not in excess of $25.00 per share.

 

As of the beginning of the period, January 1, 2016, there were 604,687 shares available

 

for repurchase under such authorization.  As of the end of the period, June 30, 2016,

 

there were 604,687 shares available for repurchase under this program.

 

 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 as set forth in the

registrant's Proxy Statement, dated February 19, 2015.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

Conclusions of principal officers concerning controls and procedures

 

(a) As of June 30, 2016, an evaluation was performed  under the  supervision and with  the  participation  of the  officers  of 
General  American  Investors Company,  Inc. (the  "Registrant"),  including the principal  executive  officer ("PEO") and
principal
  financial officer ("PFO"), to assess the effectiveness of the Registrant's  disclosure controls and procedures.  Based
on that evaluation, the
  Registrant's  officers,  including the PEO and PFO,  concluded  that, as of June 30, 2016, the 
Registrant's  disclosure  controls and  procedures  were reasonably  designed  so as to  ensure:  (1)  that  information 
required  to be disclosed  by the  Registrant  on  Form  N-CSR   is  recorded, processed,  summarized  and reported 
within the time  periods  specified by the rules and forms of the Securities and Exchange Commission; and (2) that material
information
  relating  to the  Registrant  is made  known  to the PEO and PFO as appropriate to allow timely decisions regarding
required disclosure.

 

(b) There have been no significant changes in the Registrant's internal control

over financial reporting  (as defined in Rule  30a-3(d)  under the  Investment

Company Act of 1940 (17 CFR 270.30a-3(d))  that occurred during the Registrant's

last fiscal quarter that has  materially  affected,  or is reasonably  likely to

materially affect, the Registrant's internal control over financial reporting.

 

ITEM 12. EXHIBITS

 

(a)(1) The code of ethics disclosure required by Item 2 is not applicable to

this semi-annual report.

 

(a)(2)  Certifications  of the  principal  executive  officer and the  principal

financial officer pursuant to Rule 30a-2(a)under the Investment Company Act of

1940.

 

(a)(3) There were no written  solicitations  to purchase  securities  under Rule

23c-1 under the Investment  Company Act of 1940 during the period covered by the

report.

 

(b)  Certifications  of  the  principal  executive  officer  and  the  principal

financial officer, as required by Rule 30a-2(b) under the Investment Company Act

of 1940.

 

 

                                              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.

 

General American Investors Company, Inc.

 

By:       /s/Eugene S. Stark

Eugene S. Stark

Vice-President, Administration

 

Date: August 1, 2016

 

  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/Jeffrey W. Priest

            Jeffrey W. Priest

President and Chief Executive Officer

(Principal Executive Officer)

 

Date: August 1, 2016

 

By:       /s/Eugene S. Stark

Eugene S. Stark

Vice-President, Administration

(Principal Financial Officer)

 

Date: August 1, 2016