UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of January, 2005
CENTRAL FUND OF CANADA LIMITED
(Translation of registrant's name into English)
Suite 805, 1323 - 15th Avenue S.W., Calgary, Alberta, Canada T3C 0X8
(Address of principal executive office)
[Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F o Form 40-F ý
[Indicate by check mark whether the registrant by furnishing the information in this Form is also hereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
YES o NO ý
[If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A]
Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CENTRAL FUND OF CANADA LIMITED (Registrant) |
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Date MARCH 1, 2005 |
By: |
"(Signed)" J.C. STEFAN SPICER (Signature)* |
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*Print the name and title under the signature of the signing officer | J.C. Stefan Spicer, President & CEO |
EXHIBIT INDEX
CENTRAL FUND OF CANADA LIMITED
Exhibit A: | Form 52-109F2 Certification of Disclosure in Issuers' Annual and Interim Filings, Chief Executive Officer. | |
Exhibit B: | Form 52-109F2 Certification of Disclosure in Issuers' Annual and Interim Filings, Chief Financial Officer. |
CENTRAL FUND OF CANADA LIMITED
P.O. Box 7319
Ancaster, Ontario, L9G 3N6
FORM 52-109F2
I, J.C. Stefan Spicer, President and Chief Executive Officer of Central Fund of Canada Limited, certify that:
Dated: March 1, 2005
By:
(Signed) "J.C. STEFAN SPICER"
J.C. Stefan Spicer
Chief Executive Officer
Central Fund of Canada Limited
CENTRAL FUND OF CANADA LIMITED
P.O. Box 7319
Ancaster, Ontario, L9G 3N6
FORM 52-109F2
I, Cathy A. Spackman, Chief Financial Officer of Central Fund of Canada Limited, certify that:
Dated: March 1, 2005
By:
(Signed) "CATHY A. SPACKMAN"
Cathy A. Spackman, CMA
Chief Financial Officer
Central Fund of Canada Limited
1 QUARTER REPORT
Central Fund is currently 97.5% invested in gold and silver bullion. At January 31, 2005 Central Fund's gold holdings were 614,242 fine oz. of physical bullion and 5,349 fine oz. of gold bullion certificates. Silver holdings were 30,728,142 oz. of physical bullion and 245,572 oz. of silver bullion certificates. The physical bullion is insured and held in safekeeping by a Canadian chartered bank in segregated vault storage. Central Fund continues to fulfil its mandate as "The Sound Monetary Fund".
On behalf of the Board of Directors: | ||
J.C. Stefan Spicer, President |
MANAGEMENT DISCUSSION & ANALYSIS
Results of Operations Change in Net Assets
Net assets increased by approximately $63,426,488 during the three months ended January 31, 2005. Of that amount, $80,904,000 was the result of the issuance of 15,000,000 Class A shares through a public offering on November 3, 2004. These shares were issued at a premium to net asset value such that there was no dilution of existing Class A shareholders' interests. Details of this private placement are provided in Note 3 to the accompanying financial statements.
The share capital now issued and outstanding is 94,296,320 fully participating Class A shares listed on the American Stock Exchange and The Toronto Stock Exchange. Common shares remain at 40,000 issued and outstanding.
Results of Operations Net Income (Loss)
Central Fund's earned income objective is secondary to its investment objective of holding the vast majority of its net assets in gold and silver bullion. Generally, Central Fund only seeks to maintain adequate cash reserves to enable it to pay operating expenses, taxes and Class A share dividends. Because gold and silver bullion do not generate revenue, Central Fund's actual revenues are a miniscule percentage of its net assets. However, early adoption of a new Canadian Institute of Chartered Accounting policy now compels Central Fund to record unrealized appreciation (depreciation) of investments in income.
The net loss (inclusive of unrealized depreciation) for the three months ended January 31, 2005 was $17,477,512 compared to net income (inclusive of unrealized appreciation) of $21,295,524 for the same period in 2004. Since January 31, 2004, net assets have increased by approximately $194,366,163 or 68%. The Company has used the bulk of the proceeds of the two Class A share issues over the past twelve months to purchase gold and silver bullion, primarily in bar form. Certain expenses, such as administration fees that are scaled, and together with income taxes, vary in proportion to net asset levels, or, in the case of stock exchange fees (included in shareholder information), with issuances of Class A shares. Safekeeping fees and bullion insurance costs increased as a result of the purchases of physical gold and silver bullion discussed above. Administrative fees remitted to The Central Group Alberta Limited for the three months increased to $386,818 from $213,565, such increase being at the rate of one-quarter of one percent per annum on the increased assets under administration. Finally, professional fees increased as a result of legal and audit work required to adopt guidelines for complying with new audit and corporate governance rules and regulations.
Despite an increase in overall expense levels, the operating expenses (before income taxes) as a percentage of average net assets declined, being 0.13% for the three months ended January 31, 2005 compared to 0.12% for the same three-month period in 2004. For the twelve months ended January 31, 2005, the operating expense ratio was 0.48% compared to 0.61% for the prior twelve-month period.
Liquidity and Capital Resources
Central Fund's dollar liquidity objective is to hold cash reserves primarily for the payment of operating expenses, taxes and Class A share dividends. Should Central Fund not have sufficient cash to meet its needs, a nominal portion of Central Fund's bullion holdings may be sold to fund tax and dividend payments, provide working capital, and pay for redemptions of Class A shares (if any).
For the three months ended January 31, 2005, Central Fund's cash reserves increased by $3,117,067 as amounts used to pay operating expenses, taxes and the Class A share dividend were more than offset by amounts retained in interest-bearing cash deposits for working capital purposes from the public offering completed in November 2004. Management monitors Central Fund's cash position with an emphasis on maintaining its mandate to hold maximum amounts of gold and silver bullion.
Statements of Net Assets
(expressed in U.S. dollars, unaudited)(note 1)
|
January 31 2005 |
October 31 2004 |
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Net Assets: | |||||||
Gold bullion at market, average cost $246,833,606 (2003: $151,493,054) (note 2) | $ | 261,560,491 | 222,814,301 | ||||
Silver bullion at market, average cost $216,589,466 (2003: $131,083,826) (note 2) | 208,143,359 | 187,403,793 | |||||
Marketable securities at market, average cost $89,430 | 60,233 | 68,221 | |||||
Interest-bearing cash deposits | 12,599,603 | 9,482,536 | |||||
Prepaid insurance, interest receivable and other | 67,637 | 81,351 | |||||
482,431,323 | 419,850,202 | ||||||
Accrued liabilities | (655,256 | ) | (707,660 | ) | |||
Dividends payable | | (792,963 | ) | ||||
Net assets representing shareholders' equity | $ | 481,776,067 | 418,349,579 | ||||
Represented by: |
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Capital Stock (note 3): | |||||||
94,296,320 (2003: 59,796,320) Class A shares issued | $ | 452,615,394 | 371,711,394 | ||||
40,000 Common shares issued | 19,458 | 19,458 | |||||
452,634,852 | 371,730,852 | ||||||
Contributed surplus (note 4) | 22,889,634 | 23,678,513 | |||||
Retained earnings inclusive of unrealized appreciation (depreciation) of investments | 6,251,581 | 22,940,214 | |||||
$ | 481,776,067 | 418,349,579 | |||||
Net Asset Value Per Share (expressed in U.S. dollars): |
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Class A shares | $ | 5.11 | 4.81 | ||||
Common shares | $ | 2.11 | 1.81 | ||||
Net Asset Value Per Share (expressed in Canadian dollars): |
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Class A shares Common shares |
$ | 6.32 | 6.37 | ||||
$ | 2.61 | 2.39 | |||||
Exchange rate: U.S. $1.00 = Cdn. | $ | 1.2380 | 1.3264 | ||||
Notes:
|
Holdings |
Gold |
Silver |
|
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---|---|---|---|---|---|---|---|---|
100 & 400 fine oz bars | 614,242 | 1000 oz bars | 30,728,142 | |||||
Certificates | 5,349 | Certificates | 245,572 | |||||
Total fine ounces | 619,591 | Total ounces | 30,973,714 | |||||
|
Market Value: |
Per Fine Ounce |
Per Ounce |
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---|---|---|---|---|---|---|
October 31, 2004 | U.S. $425.55 | U.S. $7.16 | ||||
January 31, 2005 | U.S. $422.15 | U.S. $6.72 | ||||
The Company used the net proceeds from this public offering to purchase 96,000 fine ounces of gold at a cost of $40,790,400 and 4,800,000 ounces of silver at a cost of $35,376,000, both in physical bar form. The balance of the net proceeds, approximately $4,837,600, was retained by the Company in interest-bearing cash deposits for working capital purposes.
Statements of Changes in Net Assets
(expressed in U.S. dollars, unaudited)(note 1)
|
Three months ended January 31 |
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|
2005 |
2004 |
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Net assets at beginning of period | $ | 418,349,579 | 194,663,349 | |||
Add (deduct): |
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Net income (loss) | (17,477,512 | ) | 21,295,516 | |||
Net issuance of Class A shares | 80,904,000 | 71,451,040 | ||||
Increase in net assets during the period | 63,426,488 | 92,746,555 | ||||
Net assets at end of period | $ | 481,776,067 | 287,409,904 | |||
Statements of Income (Loss)
(expressed in U.S. dollars, unaudited)(note 1)
|
Three months ended January 31 |
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|
2005 |
2004 |
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Income: | |||||||
Interest | $ | 50,022 | 9,751 | ||||
Dividends | 130 | 97 | |||||
Unrealized appreciation (depreciation) of investments | (16,688,633 | ) | 21,794,816 | ||||
(16,638,481 | ) | 21,804,664 | |||||
Expenses: |
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Administration fees | 386,818 | 213,565 | |||||
Shareholder Information | 75,946 | 54,399 | |||||
Safekeeping, insurance and bank charges | 71,790 | 43,863 | |||||
Directors' fees and expenses | 27,265 | 15,327 | |||||
Professional fees | 16,1 | 9,566 | |||||
Registrar and transfer agents' fees | 8,988 | 6,670 | |||||
Miscellaneous | 299 | 337 | |||||
Foreign currency exchange loss | 31,097 | 8,001 | |||||
618,368 | 351,728 | ||||||
Income (loss) from operations before income taxes | (17,256,849 | ) | 21,452,936 | ||||
Income taxes | (220,663 | ) | (157,412 | ) | |||
Net income (loss) (note 5) | $ | (17,477,512 | ) | 21,295,524 | |||
Net income (loss) per share: |
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Class A shares | $ | (.19 | ) | .23 | |||
Common shares | $ | (.19 | ) | .23 | |||
Notes:
|
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Period Ended |
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|
|
Jan 31/05 |
Jan 31/04 |
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Net loss prior to change in accounting policy | (788,879 | ) | (499,301 | ) | |||
Adjustment for change in accounting policy | (16,688,633 | ) | 21,794,816 | ||||
Net income (loss) as reported | (17,477,512 | ) | 21,295,515 | ||||
The adoption of AcG 18 had no effect on the Company's financial position as at January 31, 2005 or January 31, 2004.
Portfolio at January 31, 2005 |
Corporate Information
Investor Inquiries | Head Office | Stock Exchange Listings | ||||||
P.O. Box 7319 55 Broad Leaf Crescent Ancaster, Ontario Canada L9G 3N6 Telephone: (905) 648-7878 Fax: (905) 648-4196 Website: www.centralfund.com E-mail: info@centralfund.com |
Hallmark Estates 805, 1323-15th Avenue S.W. Calgary, Alberta Canada T3C 0X8 Telephone: (403) 228-5861 Fax: (403) 228-2222 |
AMEX: Class A shares TSX: Class A shares |
Electronic Ticker Symbol CEF CEF.NV.A and CEF.NV.U |
Newspaper Quote Symbol CFCda CFund A |
Net Asset Value Information
The
net asset value per Class A share is available daily by calling Investor Inquiries.
The Thursday net asset value is published in financial newspapers in the United States and Canada.
In Canada, the net asset value is also published daily in the Globe and Mail Report on Business Fund Asset Values table.
1ST QUARTER | INTERIM REPORT TO SHAREHOLDERS for the three months ended January 31, 2005 |