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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
INVESTMENT COMPANIES
Investment Company Act file number 811-04014
Meridian Fund, Inc.®
(Exact name of registrant as specified in charter)
60 E. Sir Francis Drake Boulevard
Suite 306
Larkspur, CA 94939
Suite 306
Larkspur, CA 94939
(Address of principal executive offices) (Zip code)
Gregg B. Keeling
60 E. Sir Francis Drake Boulevard
Suite 306
Larkspur, CA 94939
60 E. Sir Francis Drake Boulevard
Suite 306
Larkspur, CA 94939
(Name and address of agent for service)
registrant’s telephone number, including area code: 415-461-8770
Date of fiscal year end: June 30
Date of reporting period: June 30, 2009
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
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Item 1. Reports to Stockholders.
The Report to Shareholders is attached herewith.
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MERIDIAN FUND, INC.
August 10, 2009
To Our Shareholders:
Stocks posted strong second quarter gains, after six consecutive down quarters which dated back to December 2007. Investors are encouraged by the improvement in the capital markets and a more positive economic outlook. The S&P 500 advanced 15.2%, the NASDAQ 20.0% and the Russell 2000 20.2%. Year to date the S&P 500 is ahead 1.8%, the NASDAQ 16.4% and the Russell 2000 1.8%. The best performing groups included paper, automobiles and real estate services. Mortgage finance, farming and fishing and gold mining stocks were among the worst performing sectors. The yield on the ten-year government bond increased from 2.69% to 3.53% during the quarter. The rise in rates, in our opinion, is due to improved economic prospects, less emphasis on safety and concern over federal deficits.
The economy declined 5.5% during the first quarter and posted another drop in the second quarter. Unemployment is 9.5% and headed higher, consumer spending remains soft, corporations are cautious with regards to capital spending and hiring and many states are technically bankrupt. There are, however, signs of improvement. The capital markets have stabilized, housing shows signs of bottoming, consumer confidence is improving and monthly job losses are moderating. Interest rates remain low and inflation is in check for now. We believe that the recession will end sometime in the back half of 2009 and 2010 will be a growth year for the US economy. Our concern is that existing federal deficits combined with additional government spending initiatives will be financed through money creation and tax increases, resulting in slower GDP growth and lackluster job creation down the road. The focus should be on economic growth and jobs.
Long-term investment results, history clearly shows, are improved by buying good companies or mutual funds or adding to existing positions during difficult stock market environments. We welcome those new shareholders who joined the Meridian Funds during the quarter and appreciate the continued confidence of our existing shareholders.
Meridian Equity Income Fund® (MEIFX)
The Meridian Equity Income Fund’s net asset value per share at June 30, 2009 was $6.88. This represents a decrease of 4.8% for the calendar year to date. The Fund’s total return and average annual compound rate of return since inception, January 31, 2005, were -16.1% and -3.9%, respectively. At the close of the quarter, total net assets were $20,719,306 and were invested 6.3% in cash and other assets net of liabilities and 93.7% in stocks. As of the date of this shareholder letter there were 522 shareholders.
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Our basic strategy remains unchanged. The Fund continues to seek to invest in companies with above average yields and strong financial returns that, in our opinion, have the ability to grow dividends. This continues to be a difficult period for this strategy. The severe downturn in the economy and corporate profits resulted in dividend cuts for companies which, previously, were considered safe. We believe that dividends for good companies, however, will stabilize and begin to grow again, once the economy bottoms. The Fund is diversified with 55 positions representing 54 different industry groups. At the end of the June 2009 quarter, the portfolio’s average holding had a 5-year-average return on equity of 21.8% and an average dividend yield of 4.2%; both measures substantially higher than the average S&P 500 stock. The average position had a market capitalization of $22.4 billion, a debt ratio of 42.6% and earnings per share that are expected to increase annually 7.9% during the next several years. We believe these financial characteristics will lead to positive long-term returns for the Fund.
During the quarter we purchased shares of Federated Investors, H&R Block, Harris Corporation, 3M, Sensient Technologies, Tiffany and T. Rowe Price Group. We sold our shares in Family Dollar Stores, General Electric, Morgan Stanley, Microsoft, Pall Corp and Timken.
Nu Skin Enterprises, one of our larger holdings, develops and distributes skin care products and nutritional supplements worldwide. Personal care products are sold under the Nu Skin brand and nutritional supplements under the Pharmanex brand. The company sells its products primarily through independent distributors in North Asia, the Americas, Europe and the South Asia/Pacific. In China, products are sold through an expanding base of 45 retail stores. There are additional markets and growth opportunities ahead. Nu Skin has no debt and is expected to grow earnings this year and next, even with the difficult business climate. The stock has an above average yield and low payout ratio which, in our opinion, makes it likely that the dividend is poised to grow in the future.
Meridian Growth Fund® (MERDX)
The Meridian Growth Fund’s net asset value per share at June 30, 2009 was $27.89. This represents an increase of 11.3% for the calendar year to date. The Fund’s total return and average annual compound rate of return since inception, August 1, 1984, were 1,433.7% and 11.6%, respectively. At the close of the quarter, total net assets were $1,197,656,220 and were invested 5.1% in cash, cash equivalents and other assets net of liabilities and 94.9% in stocks. As of the date of this shareholder letter there were 62,192 shareholders.
In our opinion, equity valuations are reasonable and the beginning phase of the economic cycle is historically good for stocks. Early in the recovery, the economy should improve without pressure on inflation and interest rates. Corporations have cut costs and this will result in positive operating leverage with any increase in demand. We believe our portfolio is positioned with good small and mid-cap growth stocks that are, for the most part, market leaders, have strong financial positions, adequate returns on capital, are well managed and reasonably valued. They should, in our opinion, do well in a better economic environment.
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During the quarter we purchased shares of Autodesk, Coach, Noble Energy, Ritchie Bros. Auctioneers, Royal Caribbean Cruises and Solera Holdings. We sold our shares in BE Aerospace and Pall Corp.
Brown & Brown, one of our larger holdings, is the sixth largest insurance broker in the US, focusing on small-and-middle market property and casualty accounts. The middle-market brokerage segment is highly fragmented and has historically been more profitable than the large more competitive global insurance market. The company has expanded both through internal growth and acquisitions and should benefit from the current soft insurance market as smaller competitors look to exit their operations. Brown has one of the most experienced management teams in this segment and they have consistently generated above industry margins. The company’s strong capital structure, solid return on equity and growth prospects should result, we believe, in positive investment results for shareholders.
Meridian Value Fund® (MVALX)
The Meridian Value Fund won a Lipper Award for Best Mid-Cap Core Fund for the 10 year period ending December 31, 2008.
The Meridian Value Fund’s net asset value per share at June 30, 2009 was $20.53. This represents an increase of 0.6% for the calendar year to date. The Fund’s total return and average compounded annual rate of return since June 30, 1995, were 468.3% and 13.2%, respectively. The comparable period returns for the S&P 500 with dividends were 116.2% and 5.7%, respectively. At the close of the quarter, total net assets were $831,572,009 and were invested 5.5% in cash, cash equivalents and other assets net of liabilities and 94.5% in stocks. As of the date of this shareholder letter there were 56,230 shareholders.
Our investment strategy remains unchanged. We continue to seek out-of-favor companies exemplified by an extended period of declining earnings. For many of these companies the problems are economic-related at this point. We continue to believe that current conditions present the Meridian Value Fund with a unique opportunity. We have, in our opinion, purchased excellent companies, both large and small, at attractive valuations. In normal economic conditions, such companies rarely fall out of favor. These are companies, in most cases, with leading and defensible market positions, high returns on invested capital, strong balance sheets and proven management teams. We believe the Fund is positioned for positive returns during the next several years. We hold 60 positions, representing 30 industry groups. We continue to invest in companies of all market capitalizations and our largest areas of concentration are retail, technology and healthcare products.
During the quarter we purchased shares of Autodesk, Cameco, Citrix Systems, Forest Oil, Gen-Probe, Hologic, Host Hotels & Resorts, Itron, Newmont Mining, Ritchie Bros. Auctioneers, Redwood Trust, Sherwin-Williams and Molson Coors Brewing. We sold our positions in Abbott Laboratories, Akamai Technologies, Beckman Coulter, Briggs & Stratton, CACI International, Cephalon, Electronic Arts, Gold Fields Limited, Harley-Davidson, Intermec, Intel, Kraft Foods, Annaly Capital Management and Verizon Communications.
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Mattel, one of our larger holdings, is the leading global manufacturer of toys with half of its revenue generated internationally. We believe the company will benefit from increased sales to developing markets. Problems during the past two years, which resulted in lower earnings, included higher raw material costs, toy recalls, litigation and weak consumer spending. Costs are now abating, the historically resilient toy industry is showing signs of improvement, litigation costs are dropping and Mattel has a strong slate of new products for the next two years. These factors should revive earnings growth and we believe that earnings per share could reach $1.60 over the next 3 to 5 years, up from $1.05 last year. Mattel has consistently produced a high return on equity and has a strong balance sheet. Trading at 10 times normalized earnings and offering a dividend yield approaching 5%, Mattel shares represent an attractive value and have appreciation potential.
Miscellaneous
The Meridian Funds are no-load and there are no transaction fees or commissions charged when purchased directly through our transfer agent, PNC Global Investment Servicing (U.S.), Inc. This can be a very cost-effective method to purchase shares of the Meridian Funds for shareholders who do not need the services of a broker-dealer and for long-term investors that make multiple purchases.
We have added a new E-mail Alerts feature to our website at www.meridianfund.com. When you sign up for E-mail Alerts you will receive notification of news items, shareholder reports, SEC filings, and other information regarding the Meridian Funds.
The information provided in this report should not be considered investment advice or a recommendation to purchase or sell any particular security. There is no assurance that any securities discussed herein will remain in a particular Fund’s portfolio at the time you receive this report or that securities sold have not been repurchased. Securities discussed are presented as illustrations of companies that fit a particular Fund’s investment strategy and do not represent a Fund’s entire portfolio and in the aggregate may represent only a small percentage of a Fund’s portfolio holdings. It should not be assumed that any of the securities transactions or holdings discussed were or will prove to be profitable, or that investment decisions Fund management makes in the future will be profitable or will equal the investment performance of the securities discussed herein. Management’s views presented herein and any discussion of a particular Fund’s portfolio holdings or performance are as of June 30, 2009 and are subject to change without notice.
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Meridian Equity Income Fund
Summary of Portfolio Holdings
June 30, 2009
Summary of Portfolio Holdings
June 30, 2009
Portfolio Holdings by Category (% of total net assets)
Chemicals-Diversified | 3 | .0% | $ | 619,097 | |||||
Personal Products | 2 | .7 | 556,920 | ||||||
Department Stores | 2 | .3 | 471,393 | ||||||
Soft Drinks | 2 | .2 | 451,106 | ||||||
Retail | 2 | .1 | 441,375 | ||||||
Semiconductors | 2 | .1 | 440,644 | ||||||
Household Appliances | 2 | .0 | 421,308 | ||||||
Insurance Brokers | 2 | .0 | 412,323 | ||||||
Computer Hardware | 1 | .9 | 402,649 | ||||||
Home Improvement Retail | 1 | .9 | 401,710 | ||||||
Electrical Components & Equipment | 1 | .9 | 400,750 | ||||||
Industrial Machinery | 1 | .9 | 397,921 | ||||||
Paper & Packaging | 1 | .9 | 390,385 | ||||||
Food & Meats-Packaged | 1 | .9 | 390,236 | ||||||
Utilities-Gas | 1 | .9 | 387,960 | ||||||
Apparel Accessories & Luxury Goods | 1 | .9 | 387,450 | ||||||
REITs-Storage | 1 | .9 | 386,332 | ||||||
Insurance-Property & Casualty | 1 | .9 | 385,949 | ||||||
Environmental Facilities & Services | 1 | .9 | 385,511 | ||||||
Data Processing & Outsourced Services | 1 | .8 | 382,752 | ||||||
Pharmaceuticals | 1 | .8 | 382,548 | ||||||
Chemicals-Specialty | 1 | .8 | 380,757 | ||||||
Air Freight & Logistics | 1 | .8 | 375,675 | ||||||
Consumer Products | 1 | .8 | 374,875 | ||||||
Aerospace/Defense | 1 | .8 | 374,000 | ||||||
Restaurants | 1 | .8 | 373,685 | ||||||
Telecommunication Services-Integrated | 1 | .8 | 372,103 | ||||||
Tobacco | 1 | .8 | 370,945 | ||||||
Distributors | 1 | .8 | 368,657 | ||||||
Food Distributors | 1 | .8 | 366,424 | ||||||
Energy | 1 | .8 | 364,375 | ||||||
Health Care Technology | 1 | .8 | 362,856 | ||||||
Distillers & Vintners | 1 | .7 | 356,734 | ||||||
Railroads | 1 | .7 | 350,331 | ||||||
Telecommunications Equipment | 1 | .7 | 348,828 | ||||||
Machinery-Construction, Farm & Heavy Trucks | 1 | .6 | 333,704 | ||||||
Health Care Equipment & Supplies | 1 | .6 | 329,472 | ||||||
Brokerage & Money Management | 1 | .6 | 325,026 | ||||||
Industrial Conglomerates | 1 | .6 | 324,540 | ||||||
Auto Parts & Equipment | 1 | .6 | 321,456 | ||||||
Asset Management & Custody Banks | 1 | .5 | 320,397 | ||||||
Construction Materials | 1 | .5 | 318,940 | ||||||
Consumer Finance | 1 | .5 | 317,032 | ||||||
Household-Home Furnishings | 1 | .5 | 315,642 | ||||||
Banking-Diversified Banks | 1 | .5 | 315,304 | ||||||
Application Software | 1 | .5 | 312,390 | ||||||
Office Services & Supplies | 1 | .5 | 312,140 | ||||||
Specialty Retail | 1 | .5 | 304,320 | ||||||
Oil & Gas - Refining & Marketing | 1 | .4 | 290,000 | ||||||
Food Retail | 1 | .4 | 286,195 | ||||||
Leisure & Amusement | 1 | .3 | 272,328 | ||||||
Commercial Printing | 1 | .0 | 209,334 | ||||||
Media-Broadcasting & Cable TV | 0 | .8 | 163,312 | ||||||
Technology | 0 | .0 | 4,800 | ||||||
Cash & Other Assets, Less Liabilities | 6 | .3 | 1,306,410 | ||||||
100 | .0% | $ | 20,719,306 | ||||||
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Meridian Growth Fund
Summary of Portfolio Holdings
June 30, 2009
Summary of Portfolio Holdings
June 30, 2009
Portfolio Holdings by Category (% of total net assets) | ||||||||
Tech-Software | 14.0 | % | $ | 168,065,172 | ||||
Retail | 12.2 | 145,624,387 | ||||||
Technology | 6.3 | 75,369,756 | ||||||
Energy | 5.6 | 66,486,156 | ||||||
Industrial Conglomerates | 5.2 | 61,798,492 | ||||||
Insurance Brokers | 5.1 | 61,376,625 | ||||||
Healthcare Products | 5.0 | 60,396,027 | ||||||
Restaurants | 4.5 | 53,672,205 | ||||||
U.S. Government Obligations | 4.2 | 49,989,543 | ||||||
Brokerage & Money Management | 4.2 | 49,939,880 | ||||||
Industrial Services | 4.1 | 48,933,449 | ||||||
Business Services | 3.5 | 41,467,626 | ||||||
Distributors | 2.4 | 28,888,272 | ||||||
REITs-Diversified | 2.3 | 28,084,890 | ||||||
Consumer Services | 2.3 | 27,816,824 | ||||||
Automotive Wholesale Services | 2.2 | 26,824,179 | ||||||
Cellular Communications | 2.1 | 25,135,716 | ||||||
Chemicals-Specialty | 2.0 | 24,191,060 | ||||||
Healthcare Information Services | 2.0 | 24,176,618 | ||||||
Computer Hardware | 2.0 | 23,803,739 | ||||||
Banking - Diversified Banks | 2.0 | 23,683,630 | ||||||
Construction | 1.9 | 23,122,445 | ||||||
Healthcare Technology | 1.6 | 19,325,460 | ||||||
Air Freight & Logistics | 1.0 | 12,575,848 | ||||||
Casino & Gaming | 0.7 | 8,539,254 | ||||||
Leisure & Amusement | 0.7 | 8,174,098 | ||||||
Cash & Other Assets, Less Liabilities | 0.9 | 10,194,869 | ||||||
100.0 | % | $ | 1,197,656,220 | |||||
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Meridian Value Fund
Summary of Portfolio Holdings
June 30, 2009
Summary of Portfolio Holdings
June 30, 2009
Portfolio Holdings by Category (% of total net assets) | ||||||||
Retail | 11.6 | % | $ | 96,473,990 | ||||
Healthcare Products | 7.2 | 59,700,053 | ||||||
Industrial Products | 7.0 | 58,545,372 | ||||||
Technology | 6.9 | 56,990,218 | ||||||
Energy | 5.3 | 43,694,180 | ||||||
Banking | 4.1 | 34,423,662 | ||||||
Tech-Software | 3.9 | 32,703,933 | ||||||
U.S. Government Obligations | 3.6 | 29,994,404 | ||||||
Semiconductors | 3.4 | 28,482,969 | ||||||
Insurance Brokers | 3.4 | 27,847,579 | ||||||
Leisure & Amusement | 3.0 | 24,837,246 | ||||||
Trucking | 2.8 | 23,601,750 | ||||||
Consumer Products | 2.7 | 22,468,468 | ||||||
Utilities | 2.6 | 21,905,182 | ||||||
Engineering & Construction | 2.5 | 20,389,108 | ||||||
Environmental Facilities & Services | 2.3 | 18,991,104 | ||||||
Media | 2.3 | 18,713,222 | ||||||
Brewers | 2.2 | 18,608,268 | ||||||
Asset Management & Custody Banks | 2.1 | 17,145,581 | ||||||
Pipelines | 2.0 | 16,939,055 | ||||||
Restaurants | 2.0 | 16,909,057 | ||||||
Home Improvement Retail | 2.0 | 16,807,625 | ||||||
Insurance | 2.0 | 16,292,880 | ||||||
Brokerage & Money Management | 1.8 | 14,496,810 | ||||||
Railroads | 1.7 | 14,472,680 | ||||||
Business Services | 1.7 | 14,394,756 | ||||||
REITs-Diversified | 1.6 | 12,893,679 | ||||||
Metals | 1.5 | 12,669,944 | ||||||
Industrial Services | 1.1 | 9,215,850 | ||||||
Computer Hardware | 1.1 | 9,181,188 | ||||||
Building Products | 0.7 | 5,785,512 | ||||||
Cash & Other Assets, Less Liabilities | 1.9 | 15,996,684 | ||||||
100.0 | % | $ | 831,572,009 | |||||
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Meridian Fund, Inc.
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period January 1, 2009 to June 30, 2009
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period January 1, 2009 to June 30, 2009
We believe it is important for you to understand the impact of fees and expenses on your investment. All mutual funds have operating expenses. As a shareholder of the Fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a Fund’s gross income, directly reduce the investment return of the portfolio. A Fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period and assume reinvestment of all dividends and distributions.
Beginning | Ending | Expenses | ||||||||||||||
Account Value | Account Value | Expense | Paid During | |||||||||||||
1/1/09 | 6/30/09 | Ratio(1) | Period(2) | |||||||||||||
Actual Fund Return (See explanation below) | ||||||||||||||||
Meridian Equity Income Fund | $ | 1,000.00 | $ | 951.60 | 1.25 | %(4) | $ | 6.05 | ||||||||
Meridian Growth Fund | $ | 1,000.00 | $ | 1,112.50 | 0.87 | % | $ | 4.56 | ||||||||
Meridian Value Fund | $ | 1,000.00 | $ | 1,006.40 | 1.14 | % | $ | 5.67 | ||||||||
Hypothetical 5% Return(3) (See explanation below) | ||||||||||||||||
Meridian Equity Income Fund | $ | 1,000.00 | $ | 1,018.60 | 1.25 | %(4) | $ | 6.26 | ||||||||
Meridian Growth Fund | $ | 1,000.00 | $ | 1,020.48 | 0.87 | % | $ | 4.36 | ||||||||
Meridian Value Fund | $ | 1,000.00 | $ | 1,019.14 | 1.14 | % | $ | 5.71 |
(1) | Annualized, based on the Fund’s most recent fiscal half-year expenses. | |
(2) | Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year, then divided by 365. | |
(3) | Before expenses. | |
(4) | See note 2 to Financial Statements. |
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Meridian Fund, Inc.
Disclosure of Fund Expenses (Unaudited) (continued)
For the Six Month Period January 1, 2009 to June 30, 2009
Disclosure of Fund Expenses (Unaudited) (continued)
For the Six Month Period January 1, 2009 to June 30, 2009
The table above illustrates your Fund’s costs in two ways:
Actual Fund Return: This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the Fund’s actual return, the third column shows the period’s annualized expense ratio, and the last column shows the dollar amount that would have been paid by an investor who started with $1,000 in the Fund at the beginning of the period. You may use the information here, together with your account value, to estimate the expenses that you paid over the period.
To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period.”
Hypothetical 5% Return: This section is intended to help you compare your Fund’s costs with those of other mutual funds. It assumes that the Fund had a return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case, because the return used is not the Fund’s actual return, the results do not apply to your investment. You can assess your Fund’s costs by comparing this 5% Return hypothetical example with the 5% Return hypothetical examples that appear in shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as short-term redemption and exchange fees or sales and service charges you may pay third party broker/dealers. Had these transactional costs been included, your costs would have been higher. Therefore, the hypothetical section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
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Management’s Discussion of Meridian Equity Income Fund®
Performance
Performance
During the fiscal year ended June 30, 2009, the Meridian Equity Income Fund lost 26.75% compared to a loss of 26.15% for the S&P 500 with reinvested dividends, a loss of 25.01% for the Russell 2000, and a loss of 19.97% for the NASDAQ.
The Equity Income Fund is highly diversified. During the period the Fund was invested in companies individually comprising 57 sectors, along with 6 sectors comprised of 2 companies and 1 sector, Industrial Conglomerates, comprised of 3 companies. During the period each company was typically weighted between 1.50% and 2.10% of net assets. As a result of this strategy one sector cannot move the performance dramatically in any direction.
The Fund’s strongest performance was from companies in the software, diversified banking, healthcare technology, railroads and retail sectors. The Fund’s weakest performance was from companies in the auto parts & equipment, regional banks, diversified chemicals, commercial printing, computer storage & peripherals, food retail, insurance, leisure & amusement, media and paper sectors.
The Fund emphasizes investments in companies that pay dividends or interest, have the potential for capital appreciation and which the Investment Adviser believes may have the capacity to raise dividends in the future.
Value of $10,000 invested in the Meridian Equity Income Fund and the S&P 500 Index
Past performance is not predictive of future performance. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares and do not reflect the imposition of a 2% redemption fee on shares held 60 days or less to deter market timers. If reflected, the taxes and fees would reduce the performance quoted. Net asset value, investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost.
* | Inception date. |
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Management’s Discussion of Meridian Growth Fund®
Performance
Performance
During the fiscal year ended June 30, 2009, the Meridian Growth Fund lost 13.01% compared to a loss of 26.15% for the S&P 500 with reinvested dividends, a loss of 25.01% for the Russell 2000, and a loss of 19.97% for the NASDAQ.
The Growth Fund’s performance reflected the strength of our holdings in the restaurant, retail and insurance brokers sectors, as well as the performance of individual stocks that may be the only issue we own in a particular sector. This was offset, primarily by weakness in our holdings in the energy, industrial conglomerates and technology sectors, as well as the performance of individual stocks that may be the only issue we own in a particular sector.
The Fund’s investments include companies that are relatively small in terms of total assets, revenues and earnings, which the Investment Adviser believes may have prospects for above average growth in revenue and earnings.
Value of $10,000 invested in the Meridian Growth Fund, the Russell 2000 Index and the S&P 500 Index
Past performance is not predictive of future performance. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares and do not reflect the imposition of a 2% redemption fee on shares held 60 days or less to deter market timers. If reflected, the taxes and fees would reduce the performance quoted. Net asset value, investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost.
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Management’s Discussion of Meridian Value Fund®
Performance
Performance
During the fiscal year ended June 30, 2009, the Meridian Value Fund lost 25.72% compared to a loss of 26.15% for the S&P 500 with reinvested dividends, a loss of 25.01% for the Russell 2000, and a loss of 19.97% for the NASDAQ.
The Value Fund’s performance reflected the strength of our holdings in the banking, brewers, pharmaceutical and retail sectors, as well as the performance of individual stocks that may be the only issue we own in a particular sector. This was offset primarily by weakness in our holdings in the apparel, energy, healthcare products, industrial products, technology and utilities sectors, as well as the performance of individual stocks that may be the only issue we own in a particular sector.
The Meridian Value Fund’s strategy is to invest in stocks, across a range of market capitalizations, which the Investment Adviser believes are undervalued in relation to the issuer’s long-term earnings power, asset value and/or the stock market in general. Investments include both smaller company equities and mid-to-large capitalization stocks. Based on this strategy, the Fund’s average compounded annual return for the ten-year period from June 30, 1999 to June 30, 2009 was a 7.74% gain compared to 2.23% loss for the S&P 500, with reinvested dividends. The Fund did not approach full investment status until June 30, 1995, with cash comprising approximately 45-50% of the Fund’s total portfolio from inception until June 30, 1995. The Meridian Value Fund’s average compounded annual return from inception to June 30, 2009 was a gain of 12.15%, compared to a gain of 6.88% for the S&P 500, with reinvested dividends.
Value of $10,000 invested in the Meridian Value Fund and the S&P 500 Index
Past performance is not predictive of future performance. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares and do not reflect the imposition of a 2% redemption fee on shares held 60 days or less to deter market timers. If reflected, the taxes and fees would reduce the performance quoted. Net asset value, investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost.
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Meridian Equity Income Fund
Schedule of Investments
June 30, 2009
Schedule of Investments
June 30, 2009
Shares | Value | |||||||
COMMON STOCKS - 93.7% | ||||||||
AEROSPACE/DEFENSE - 1.8% | ||||||||
Boeing Co. (The) | 8,800 | $ | 374,000 | |||||
AIR FREIGHT & LOGISTICS - 1.8% | ||||||||
United Parcel Service, Inc. Class B | 7,515 | 375,675 | ||||||
APPAREL ACCESSORIES & LUXURY GOODS - 1.9% | ||||||||
VF Corp. | 7,000 | 387,450 | ||||||
APPLICATION SOFTWARE - 1.5% | ||||||||
Interactive Data Corp. | 13,500 | 312,390 | ||||||
ASSET MANAGEMENT & CUSTODY BANKS - 1.5% | ||||||||
Federated Investors, Inc. Class B | 13,300 | 320,397 | ||||||
AUTO PARTS & EQUIPMENT - 1.6% | ||||||||
Johnson Controls, Inc. | 14,800 | 321,456 | ||||||
BANKING-DIVERSIFIED BANKS - 1.5% | ||||||||
Bank of Hawaii Corp. | 8,800 | 315,304 | ||||||
BROKERAGE & MONEY MANAGEMENT - 1.6% | ||||||||
T. Rowe Price Group, Inc. | 7,800 | 325,026 | ||||||
CHEMICALS-DIVERSIFIED - 3.0% | ||||||||
Dow Chemical Co. (The) | 19,200 | 309,888 | ||||||
Sensient Technologies Corp. | 13,700 | 309,209 | ||||||
619,097 | ||||||||
CHEMICALS-SPECIALTY - 1.8% | ||||||||
Valspar Corp. | 16,900 | 380,757 | ||||||
COMMERCIAL PRINTING - 1.0% | ||||||||
R. R. Donnelley & Sons Co. | 18,015 | 209,334 | ||||||
COMPUTER HARDWARE - 1.9% | ||||||||
Diebold, Inc. | 15,275 | 402,649 | ||||||
CONSTRUCTION MATERIALS - 1.5% | ||||||||
Vulcan Materials Co. | 7,400 | 318,940 | ||||||
CONSUMER FINANCE - 1.5% | ||||||||
H & R Block, Inc. | 18,400 | 317,032 | ||||||
CONSUMER PRODUCTS - 1.8% | ||||||||
Kimberly-Clark Corp. | 7,150 | 374,875 | ||||||
DATA PROCESSING & OUTSOURCED SERVICES - 1.8% | ||||||||
Automatic Data Processing, Inc. | 10,800 | 382,752 | ||||||
DEPARTMENT STORES - 2.3% | ||||||||
Nordstrom, Inc. | 23,700 | 471,393 | ||||||
DISTILLERS & VINTNERS - 1.7% | ||||||||
Brown-Forman Corp. Class B | 8,300 | 356,734 | ||||||
DISTRIBUTORS - 1.8% | ||||||||
Genuine Parts Co. | 10,985 | 368,657 | ||||||
ELECTRICAL COMPONENTS & EQUIPMENT - 1.9% | ||||||||
Hubbell, Inc. Class B | 12,500 | 400,750 |
The accompanying notes are an integral part of the financial statements.
13
Table of Contents
Meridian Equity Income Fund
Schedule of Investments (continued)
June 30, 2009
Schedule of Investments (continued)
June 30, 2009
Shares | Value | |||||||
COMMON STOCKS (continued) | ||||||||
ENERGY - 1.8% | ||||||||
Chevron Corp. | 5,500 | $ | 364,375 | |||||
ENVIRONMENTAL FACILITIES & SERVICES - 1.9% | ||||||||
Waste Management, Inc. | 13,690 | 385,511 | ||||||
FOOD DISTRIBUTORS - 1.8% | ||||||||
SYSCO Corp. | 16,300 | 366,424 | ||||||
FOOD & MEATS-PACKAGED - 1.9% | ||||||||
Kraft Foods, Inc. Class A | 15,400 | 390,236 | ||||||
FOOD RETAIL - 1.4% | ||||||||
SUPERVALU, Inc. | 22,100 | 286,195 | ||||||
HEALTH CARE EQUIPMENT & SUPPLIES - 1.6% | ||||||||
Hillenbrand, Inc. | 19,800 | 329,472 | ||||||
HEALTH CARE TECHNOLOGY - 1.8% | ||||||||
Medtronic, Inc. | 10,400 | 362,856 | ||||||
HOME IMPROVEMENT RETAIL - 1.9% | ||||||||
Home Depot, Inc. | 17,000 | 401,710 | ||||||
HOUSEHOLD APPLIANCES - 2.0% | ||||||||
Stanley Works (The) | 12,450 | 421,308 | ||||||
HOUSEHOLD-HOME FURNISHINGS - 1.5% | ||||||||
Leggett & Platt, Inc. | 20,725 | 315,642 | ||||||
INDUSTRIAL CONGLOMERATES - 1.6% | ||||||||
3M Co. | 5,400 | 324,540 | ||||||
INDUSTRIAL MACHINERY - 1.9% | ||||||||
Eaton Corp. | 8,920 | 397,921 | ||||||
INSURANCE BROKERS - 2.0% | ||||||||
Willis Group Holdings, Ltd. (United Kingdom) | 16,025 | 412,323 | ||||||
INSURANCE-PROPERTY & CASUALTY - 1.9% | ||||||||
Mercury General Corp. | 11,545 | 385,949 | ||||||
LEISURE & AMUSEMENT - 1.3% | ||||||||
Harley-Davidson, Inc. | 16,800 | 272,328 | ||||||
MACHINERY-CONSTRUCTION, FARM & HEAVY TRUCKS - 1.6% | ||||||||
Caterpillar, Inc. | 10,100 | 333,704 | ||||||
MEDIA-BROADCASTING & CABLE TV - 0.8% | ||||||||
CBS Corp. Class B | 23,600 | 163,312 | ||||||
OFFICE SERVICES & SUPPLIES - 1.5% | ||||||||
Avery Dennison Corp. | 12,155 | 312,140 | ||||||
OIL & GAS-REFINING & MARKETING - 1.4% | ||||||||
Sunoco, Inc. | 12,500 | 290,000 | ||||||
PAPER & PACKAGING - 1.9% | ||||||||
Sonoco Products Co. | 16,300 | 390,385 | ||||||
PERSONAL PRODUCTS - 2.7% | ||||||||
Nu Skin Enterprises, Inc. Class A | 36,400 | 556,920 |
The accompanying notes are an integral part of the financial statements.
14
Table of Contents
Meridian Equity Income Fund
Schedule of Investments (continued)
June 30, 2009
Schedule of Investments (continued)
June 30, 2009
Shares | Value | |||||||
COMMON STOCKS (continued) | ||||||||
PHARMACEUTICALS - 1.8% | ||||||||
Johnson & Johnson | 6,735 | $ | 382,548 | |||||
RAILROADS - 1.7% | ||||||||
Norfolk Southern Corp. | 9,300 | 350,331 | ||||||
REITS-STORAGE - 1.9% | ||||||||
Public Storage REIT | 5,900 | 386,332 | ||||||
RESTAURANTS - 1.8% | ||||||||
McDonald’s Corp. | 6,500 | 373,685 | ||||||
RETAIL - 2.1% | ||||||||
Mattel, Inc. | 27,500 | 441,375 | ||||||
SEMICONDUCTORS - 2.1% | ||||||||
Intel Corp. | 26,625 | 440,644 | ||||||
SOFT DRINKS - 2.2% | ||||||||
Coca-Cola Co. (The) | 9,400 | 451,106 | ||||||
SPECIALTY RETAIL - 1.5% | ||||||||
Tiffany & Co. | 12,000 | 304,320 | ||||||
TECHNOLOGY - 0.0% | ||||||||
LogMeIn, Inc.* | 300 | 4,800 | ||||||
TELECOMMUNICATIONS EQUIPMENT - 1.7% | ||||||||
Harris Corp. | 12,300 | 348,828 | ||||||
TELECOMMUNICATION SERVICES-INTEGRATED - 1.8% | ||||||||
AT&T, Inc. | 14,980 | 372,103 | ||||||
TOBACCO - 1.8% | ||||||||
Reynolds American, Inc. | 9,605 | 370,945 | ||||||
UTILITIES-GAS - 1.9% | ||||||||
AGL Resources, Inc. | 12,200 | 387,960 | ||||||
TOTAL INVESTMENTS - 93.7% (Cost $25,344,669) | 19,412,896 | |||||||
CASH AND OTHER ASSETS, LESS LIABILITIES - 6.3% | 1,306,410 | |||||||
NET ASSETS - 100.0% | $ | 20,719,306 | ||||||
REIT - Real Estate Investment Trust
* | Non-income producing securities |
The accompanying notes are an integral part of the financial statements.
15
Table of Contents
Meridian Growth Fund
Schedule of Investments
June 30, 2009
Schedule of Investments
June 30, 2009
Shares | Value | |||||||
COMMON STOCKS - 94.9% | ||||||||
AIR FREIGHT & LOGISTICS - 1.0% | ||||||||
Expeditors International of Washington, Inc. | 377,200 | $ | 12,575,848 | |||||
AUTOMOTIVE WHOLESALE SERVICES - 2.2% | ||||||||
Copart, Inc.* | 773,700 | 26,824,179 | ||||||
BANKING - DIVERSIFIED BANKS - 2.0% | ||||||||
Bank of Hawaii Corp. | 661,000 | 23,683,630 | ||||||
BROKERAGE & MONEY MANAGEMENT - 4.2% | ||||||||
Affiliated Managers Group, Inc.* | 407,900 | 23,735,701 | ||||||
T. Rowe Price Group, Inc. | 628,850 | 26,204,179 | ||||||
49,939,880 | ||||||||
BUSINESS SERVICES - 3.5% | ||||||||
Dun & Bradstreet Corp. | 281,600 | 22,868,736 | ||||||
Global Payments, Inc. | 496,500 | 18,598,890 | ||||||
41,467,626 | ||||||||
CASINOS & GAMING - 0.7% | ||||||||
International Game Technology | 537,060 | 8,539,254 | ||||||
CELLULAR COMMUNICATIONS - 2.1% | ||||||||
American Tower Corp. Class A* | 797,200 | 25,135,716 | ||||||
CHEMICALS-SPECIALTY - 2.0% | ||||||||
RPM International, Inc. | 1,723,010 | 24,191,060 | ||||||
COMPUTER HARDWARE - 2.0% | ||||||||
Diebold, Inc. | 903,025 | 23,803,739 | ||||||
CONSTRUCTION - 1.9% | ||||||||
Granite Construction, Inc. | 694,785 | 23,122,445 | ||||||
CONSUMER SERVICES - 2.3% | ||||||||
Rollins, Inc. | 1,606,980 | 27,816,824 | ||||||
DISTRIBUTORS - 2.4% | ||||||||
Watsco, Inc. | 590,400 | 28,888,272 | ||||||
ENERGY - 5.6% | ||||||||
Continental Resources, Inc.* | 302,900 | 8,405,475 | ||||||
Core Laboratories NV | 264,100 | 23,016,315 | ||||||
FMC Technologies, Inc.* | 638,680 | 24,001,594 | ||||||
Noble Energy, Inc. | 187,600 | 11,062,772 | ||||||
66,486,156 | ||||||||
HEALTHCARE INFORMATION SERVICES - 2.0% | ||||||||
Cerner Corp.* | 388,130 | 24,176,618 | ||||||
HEALTHCARE PRODUCTS - 5.0% | ||||||||
C. R. Bard, Inc. | 75,175 | 5,596,779 | ||||||
DENTSPLY International, Inc. | 887,000 | 27,071,240 | ||||||
Edwards Lifesciences Corp.* | 407,585 | 27,728,008 | ||||||
60,396,027 | ||||||||
HEALTHCARE TECHNOLOGY - 1.6% | ||||||||
IDEXX Laboratories, Inc.* | 418,300 | 19,325,460 | ||||||
INDUSTRIAL CONGLOMERATES - 5.2% | ||||||||
Airgas, Inc. | 170,367 | 6,904,974 | ||||||
Cooper Industries, Ltd. Class A | 827,200 | 25,684,560 | ||||||
Dionex Corp.* | 478,600 | 29,208,958 | ||||||
61,798,492 | ||||||||
INDUSTRIAL SERVICES - 4.1% | ||||||||
Republic Services, Inc. | 1,418,926 | 34,635,984 | ||||||
Ritchie Bros. Auctioneers, Inc. | 609,700 | 14,297,465 | ||||||
48,933,449 | ||||||||
INSURANCE BROKERS - 5.1% | ||||||||
Brown & Brown, Inc. | 1,586,250 | 31,613,962 | ||||||
Willis Group Holdings, Ltd. (United Kingdom) | 1,156,730 | 29,762,663 | ||||||
61,376,625 |
The accompanying notes are an integral part of the financial statements.
16
Table of Contents
Meridian Growth Fund
Schedule of Investments (continued)
June 30, 2009
Schedule of Investments (continued)
June 30, 2009
Shares | Value | |||||||
COMMON STOCKS (continued) | ||||||||
LEISURE & AMUSEMENT - 0.7% | ||||||||
Royal Caribbean Cruises, Ltd. | 603,700 | $ | 8,174,098 | |||||
REITS-DIVERSIFIED - 2.3% | ||||||||
Digital Realty Trust, Inc. REIT | 783,400 | 28,084,890 | ||||||
RESTAURANTS - 4.5% | ||||||||
Cracker Barrel Old Country Store, Inc. | 983,088 | 27,428,155 | ||||||
Jack in the Box, Inc.* | 1,169,000 | 26,244,050 | ||||||
53,672,205 | ||||||||
RETAIL - 12.2% | ||||||||
Bed Bath & Beyond, Inc.* | 390,800 | 12,017,100 | ||||||
CarMax, Inc.* | 833,800 | 12,256,860 | ||||||
Coach, Inc. | 702,200 | 18,875,136 | ||||||
Family Dollar Stores, Inc. | 782,000 | 22,130,600 | ||||||
Mattel, Inc. | 1,772,700 | 28,451,835 | ||||||
PetSmart, Inc. | 1,232,600 | 26,451,596 | ||||||
Ross Stores, Inc. | 659,100 | 25,441,260 | ||||||
145,624,387 | ||||||||
TECHNOLOGY - 6.3% | ||||||||
Autodesk, Inc.* | 388,100 | 7,366,138 | ||||||
LogMeIn, Inc.* | 2,500 | 40,000 | ||||||
NetApp, Inc.* | 651,100 | 12,839,692 | ||||||
Trimble Navigation, Ltd.* | 731,400 | 14,357,382 | ||||||
VeriSign, Inc.* | 612,500 | 11,319,000 | ||||||
Zebra Technologies Corp. Class A* | 1,244,613 | 29,447,544 | ||||||
75,369,756 | ||||||||
TECH-SOFTWARE - 14.0% | ||||||||
Adobe Systems, Inc.* | 995,200 | 28,164,160 | ||||||
Advent Software, Inc.* | 808,838 | 26,521,798 | ||||||
Blackbaud, Inc. | 1,313,600 | 20,426,480 | ||||||
MICROS Systems, Inc.* | 1,003,400 | 25,406,088 | ||||||
Nuance Communications, Inc.* | 1,746,100 | 21,110,349 | ||||||
Solera Holdings, Inc.* | 1,014,700 | 25,773,380 | ||||||
Teradata Corp.* | 881,900 | 20,662,917 | ||||||
168,065,172 |
TOTAL COMMON STOCKS - 94.9% (Cost $1,144,731,180) | 1,137,471,808 | |||||||
U.S. GOVERNMENT OBLIGATIONS - 4.2% | ||||||||
U.S. Treasury Bill @ .132%** due 08/06/09 (Face Value $15,000,000) | 14,998,050 | |||||||
U.S. Treasury Bill @ .178%** due 08/20/09 (Face Value $35,000,000) | 34,991,493 | |||||||
TOTAL U.S. GOVERNMENT OBLIGATIONS (Cost $49,989,543) | 49,989,543 | |||||||
TOTAL INVESTMENTS - 99.1% (Cost $1,194,720,723) | 1,187,461,351 | |||||||
CASH AND OTHER ASSETS, LESS LIABILITIES - 0.9% | 10,194,869 | |||||||
NET ASSETS - 100.0% | $ | 1,197,656,220 | ||||||
REIT - Real Estate Investment Trust
* | Non-income producing securities |
** | Annualized yield at date of purchase |
The accompanying notes are an integral part of the financial statements.
17
Table of Contents
Meridian Value Fund
Schedule of Investments
June 30, 2009
Schedule of Investments
June 30, 2009
Shares | Value | |||||||
COMMON STOCKS - 94.5% | ||||||||
ASSET MANAGEMENT & CUSTODY BANKS - 2.1% | ||||||||
Franklin Resources, Inc. | 238,100 | $ | 17,145,581 | |||||
BANKING - 4.1% | ||||||||
JPMorgan Chase & Co. | 469,800 | 16,024,878 | ||||||
Wells Fargo & Co. | 758,400 | 18,398,784 | ||||||
34,423,662 | ||||||||
BREWERS - 2.2% | ||||||||
Molson Coors Brewing Co. Class B | 439,600 | 18,608,268 | ||||||
BROKERAGE & MONEY MANAGEMENT - 1.8% | ||||||||
TD Ameritrade Holding Corp.* | 826,500 | 14,496,810 | ||||||
BUILDING PRODUCTS - 0.7% | ||||||||
Simpson Manufacturing Co., Inc. | 267,600 | 5,785,512 | ||||||
BUSINESS SERVICES - 1.7% | ||||||||
Broadridge Financial Solutions, Inc. | 868,200 | 14,394,756 | ||||||
COMPUTER HARDWARE - 1.1% | ||||||||
Diebold, Inc. | 348,300 | 9,181,188 | ||||||
CONSUMER PRODUCTS - 2.7% | ||||||||
Black & Decker Corp. (The) | 336,500 | 9,644,090 | ||||||
Kimberly-Clark Corp. | 244,600 | 12,824,378 | ||||||
22,468,468 | ||||||||
ENERGY - 5.3% | ||||||||
Apache Corp. | 119,900 | 8,650,785 | ||||||
Chevron Corp. | 180,900 | 11,984,625 | ||||||
Exterran Holdings, Inc.* | 199,650 | 3,202,386 | ||||||
Forest Oil Corp.* | 311,600 | 4,649,072 | ||||||
Transocean, Ltd.* | 204,702 | 15,207,312 | ||||||
43,694,180 | ||||||||
ENGINEERING & CONSTRUCTION - 2.5% | ||||||||
KBR, Inc. | 1,105,700 | 20,389,108 | ||||||
ENVIRONMENTAL FACILITIES & SERVICES - 2.3% | ||||||||
Waste Management, Inc. | 674,400 | 18,991,104 | ||||||
HEALTHCARE PRODUCTS - 7.2% | ||||||||
Baxter International, Inc. | 244,400 | 12,943,424 | ||||||
Boston Scientific Corp.* | 1,245,500 | 12,629,370 | ||||||
Covidien Plc | 454,000 | 16,997,760 | ||||||
Gen-Probe, Inc.* | 199,200 | 8,561,616 | ||||||
Hologic, Inc.* | 602,100 | 8,567,883 | ||||||
59,700,053 | ||||||||
HOME IMPROVEMENT RETAIL - 2.0% | ||||||||
Sherwin-Williams Co. (The) | 312,700 | 16,807,625 | ||||||
INDUSTRIAL PRODUCTS - 7.0% | ||||||||
Cummins, Inc. | 156,900 | 5,524,449 | ||||||
Franklin Electric Co., Inc. | 682,800 | 17,698,176 | ||||||
Schnitzer Steel Industries, Inc. Class A | 160,700 | 8,494,602 | ||||||
Sealed Air Corp. | 1,454,100 | 26,828,145 | ||||||
58,545,372 |
The accompanying notes are an integral part of the financial statements.
18
Table of Contents
Meridian Value Fund
Schedule of Investments (continued)
June 30, 2009
Schedule of Investments (continued)
June 30, 2009
Shares | Value | |||||||
COMMON STOCKS (continued) | ||||||||
INDUSTRIAL SERVICES - 1.1% | ||||||||
Ritchie Bros. Auctioneers, Inc. | 393,000 | $ | 9,215,850 | |||||
INSURANCE - 2.0% | ||||||||
Travelers Cos., Inc. (The) | 397,000 | 16,292,880 | ||||||
INSURANCE BROKERS - 3.4% | ||||||||
Willis Group Holdings, Ltd. (United Kingdom) | 1,082,300 | 27,847,579 | ||||||
LEISURE & AMUSEMENT - 3.0% | ||||||||
Carnival Corp. | 470,600 | 12,127,362 | ||||||
Polaris Industries, Inc. | 395,700 | 12,709,884 | ||||||
24,837,246 | ||||||||
MEDIA - 2.3% | ||||||||
Marvel Entertainment, Inc.* | 525,800 | 18,713,222 | ||||||
METALS - 1.5% | ||||||||
Cameco, Corp. | 176,900 | 4,528,640 | ||||||
Newmont Mining Corp. | 199,200 | 8,141,304 | ||||||
12,669,944 | ||||||||
PIPELINES - 2.0% | ||||||||
Kinder Morgan Management, LLC* | 375,007 | 16,939,055 | ||||||
RAILROADS - 1.7% | ||||||||
Union Pacific Corp. | 278,000 | 14,472,680 | ||||||
REITS-DIVERSIFIED - 1.6% | ||||||||
Host Hotels & Resorts, Inc. REIT | 990,900 | 8,313,651 | ||||||
Redwood Trust, Inc. REIT | 310,300 | 4,580,028 | ||||||
12,893,679 | ||||||||
RESTAURANTS - 2.0% | ||||||||
Burger King Holdings, Inc. | 979,100 | 16,909,057 | ||||||
RETAIL - 11.6% | ||||||||
Best Buy Co., Inc. | 559,000 | 18,720,910 | ||||||
Carter’s Inc.* | 906,000 | 22,296,660 | ||||||
Costco Wholesale Corp. | 343,900 | 15,716,230 | ||||||
Kohl’s Corp.* | 398,800 | 17,048,700 | ||||||
Mattel, Inc. | 1,413,800 | 22,691,490 | ||||||
96,473,990 | ||||||||
SEMICONDUCTORS - 3.4% | ||||||||
NVIDIA Corp.* | 1,615,500 | 18,238,995 | ||||||
Power Integrations, Inc. | 430,600 | 10,243,974 | ||||||
28,482,969 | ||||||||
TECHNOLOGY - 6.9% | ||||||||
Autodesk, Inc.* | 239,900 | 4,553,302 | ||||||
Cisco Systems, Inc.* | 899,600 | 16,768,544 | ||||||
Itron, Inc.* | 74,800 | 4,119,236 | ||||||
LogMeIn, Inc.* | 2,000 | 32,000 | ||||||
VeriSign, Inc.* | 637,700 | 11,784,696 | ||||||
Zebra Technologies Corp. Class A* | 834,000 | 19,732,440 | ||||||
56,990,218 | ||||||||
TECH-SOFTWARE - 3.9% | ||||||||
Adobe Systems, Inc.* | 713,100 | 20,180,730 | ||||||
Citrix Systems, Inc.* | 392,700 | 12,523,203 | ||||||
32,703,933 |
The accompanying notes are an integral part of the financial statements.
19
Table of Contents
Meridian Value Fund
Schedule of Investments (continued)
June 30, 2009
Schedule of Investments (continued)
June 30, 2009
Shares | Value | |||||||
COMMON STOCKS (continued) | ||||||||
TRUCKING - 2.8% | ||||||||
Con-way, Inc. | 441,800 | $ | 15,599,958 | |||||
Heartland Express, Inc. | 543,600 | 8,001,792 | ||||||
23,601,750 | ||||||||
UTILITIES - 2.6% | ||||||||
Hawaiian Electric Industries, Inc. | 1,149,275 | 21,905,182 | ||||||
TOTAL COMMON STOCKS - 94.5% (Cost $777,215,452) | 785,580,921 | |||||||
U.S. GOVERNMENT OBLIGATIONS - 3.6% | ||||||||
U.S. Treasury Bill @ .132%** due 08/06/09 (Face Value $15,000,000) | 14,998,050 | |||||||
U.S. Treasury Bill @ .178%** due 08/20/09 (Face Value $15,000,000) | 14,996,354 | |||||||
TOTAL U.S. GOVERNMENT OBLIGATIONS (Cost $29,994,404) | 29,994,404 | |||||||
TOTAL INVESTMENTS - 98.1% (Cost $807,209,856) | 815,575,325 | |||||||
CASH AND OTHER ASSETS, LESS LIABILITIES - 1.9% | 15,996,684 | |||||||
NET ASSETS - 100.0% | $ | 831,572,009 | ||||||
REIT - Real Estate Investment Trust
* | Non-income producing securities | |
** | Annualized yield at date of purchase |
The accompanying notes are an integral part of the financial statements.
20
Table of Contents
Meridian Fund, Inc.
Statements of Assets and Liabilities
June 30, 2009
Statements of Assets and Liabilities
June 30, 2009
Equity | ||||||||||||
Income Fund | Growth Fund | Value Fund | ||||||||||
ASSETS | ||||||||||||
Investments (Cost $25,344,669, $1,194,720,723 and $807,209,856, respectively) | $ | 19,412,896 | $ | 1,187,461,351 | $ | 815,575,325 | ||||||
Cash | 1,102,173 | 9,235,373 | 18,213,876 | |||||||||
Receivable for: | ||||||||||||
Capital shares purchased | — | 1,550,790 | 335,411 | |||||||||
Securities sold | 819,802 | 2,757,927 | 4,744,861 | |||||||||
Dividends | 57,272 | 1,030,292 | 901,568 | |||||||||
Interest | 54 | 609 | 773 | |||||||||
Prepaid expenses | 20,841 | 6,987 | 6,287 | |||||||||
TOTAL ASSETS | 21,413,038 | 1,202,043,329 | 839,778,101 | |||||||||
LIABILITIES | ||||||||||||
Payable for: | ||||||||||||
Capital shares sold | 11,018 | 460,448 | 783,843 | |||||||||
Securities purchased | 631,756 | 2,960,509 | 6,491,025 | |||||||||
Accrued expenses: | ||||||||||||
Investment advisory fees | 16,066 | 801,188 | 743,868 | |||||||||
Directors’ fees | 288 | 7,623 | 18,832 | |||||||||
Other payables and accrued expenses | 34,604 | 157,341 | 168,524 | |||||||||
TOTAL LIABILITIES | 693,732 | 4,387,109 | 8,206,092 | |||||||||
NET ASSETS | $ | 20,719,306 | $ | 1,197,656,220 | $ | 831,572,009 | ||||||
Capital shares issued and outstanding, par value $0.01 (500,000,000, 500,000,000 and 500,000,000 shares authorized, respectively) | 3,013,522 | 42,949,620 | 40,503,379 | |||||||||
Net asset value per share (offering and redemption price) | $ | 6.88 | $ | 27.89 | $ | 20.53 | ||||||
Net Assets consist of: | ||||||||||||
Paid in capital | $ | 33,354,778 | $ | 1,299,505,451 | $ | 1,205,008,510 | ||||||
Accumulated net realized loss | (7,153,842 | ) | (94,589,859 | ) | (391,405,422 | ) | ||||||
Net unrealized appreciation (depreciation) on investments | (5,931,773 | ) | (7,259,372 | ) | 8,365,469 | |||||||
Undistributed net investment income | 450,143 | — | 9,603,452 | |||||||||
$ | 20,719,306 | $ | 1,197,656,220 | $ | 831,572,009 | |||||||
The accompanying notes are an integral part of the financial statements.
21
Table of Contents
Meridian Fund, Inc.
Statements of Operations
For the Year Ended June 30, 2009
Statements of Operations
For the Year Ended June 30, 2009
Equity | ||||||||||||
Income Fund | Growth Fund | Value Fund | ||||||||||
INVESTMENT INCOME | ||||||||||||
Dividends | $ | 955,950 | $ | 15,934,569 | $ | 20,173,055 | ||||||
Interest | 8,794 | 471,775 | 546,125 | |||||||||
Total investment income | 964,744 | 16,406,344 | 20,719,180 | |||||||||
EXPENSES | ||||||||||||
Investment advisory fees | 226,686 | 9,034,950 | 9,950,349 | |||||||||
Custodian fees | 6,278 | 139,398 | 144,541 | |||||||||
Directors’ fees and expenses | 1,095 | 11,680 | 11,680 | |||||||||
Pricing fees | 34,685 | 149,110 | 148,503 | |||||||||
Professional fees | 29,440 | 149,390 | 141,055 | |||||||||
Registration and filing fees | 20,998 | 34,506 | 33,380 | |||||||||
Reports to shareholders | 1,475 | 203,605 | 201,475 | |||||||||
Transfer agent fees | 25,299 | 471,022 | 462,418 | |||||||||
Miscellaneous expenses | 1,315 | 24,809 | 22,108 | |||||||||
Total expenses | 347,271 | 10,218,470 | 11,115,509 | |||||||||
Expenses waived and reimbursed by Adviser (Note 2) | (44,638 | ) | — | — | ||||||||
Net expenses | 302,633 | 10,218,470 | 11,115,509 | |||||||||
Net investment income | 662,111 | 6,187,874 | 9,603,671 | |||||||||
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS | ||||||||||||
Net realized loss on investments | (7,126,742 | ) | (82,817,643 | ) | (383,285,911 | ) | ||||||
Net change in unrealized appreciation/depreciation on investments | (1,987,012 | ) | (119,188,019 | ) | 21,473,571 | |||||||
Net realized and unrealized loss on investments | (9,113,754 | ) | (202,005,662 | ) | (361,812,340 | ) | ||||||
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | (8,451,643 | ) | $ | (195,817,788 | ) | $ | (352,208,669 | ) | |||
The accompanying notes are an integral part of the financial statements.
22
Table of Contents
Meridian Fund, Inc.
Statements of Changes in Net Assets
Statements of Changes in Net Assets
Equity Income Fund | Growth Fund | |||||||||||||||
Year Ended | Year Ended | Year Ended | Year Ended | |||||||||||||
June 30, 2009 | June 30, 2008 | June 30, 2009 | June 30, 2008 | |||||||||||||
OPERATIONS | ||||||||||||||||
Net investment income | $ | 662,111 | $ | 800,927 | $ | 6,187,874 | $ | 2,435,867 | ||||||||
Net realized gain (loss) on investments | (7,126,742 | ) | 2,413,261 | (82,817,643 | ) | 63,427,693 | ||||||||||
Net change in unrealized appreciation/depreciation on investments | (1,987,012 | ) | (9,939,134 | ) | (119,188,019 | ) | (328,651,194 | ) | ||||||||
Net decrease in net assets from operations | (8,451,643 | ) | (6,724,946 | ) | (195,817,788 | ) | (262,787,634 | ) | ||||||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||||||||||
Distributions from ordinary income | (615,121 | ) | (736,172 | ) | (3,609,575 | ) | (2,535,381 | ) | ||||||||
Distributions from net realized capital gains | (1,456,326 | ) | (1,774,107 | ) | (44,377,550 | ) | (165,398,885 | ) | ||||||||
Distributions of Paid-in-Capital | — | — | (84,488 | ) | — | |||||||||||
Net distributions | (2,071,447 | ) | (2,510,279 | ) | (48,071,613 | ) | (167,934,266 | ) | ||||||||
CAPITAL SHARE TRANSACTIONS | ||||||||||||||||
Proceeds from sales of shares | 2,784,387 | 4,585,753 | 243,684,297 | 207,068,646 | ||||||||||||
Reinvestment of distributions | 2,049,936 | 2,484,529 | 40,205,037 | 141,086,090 | ||||||||||||
Redemption fees | 385 | 452 | 57,659 | 20,125 | ||||||||||||
Less: redemptions of shares | (7,110,948 | ) | (7,504,987 | ) | (358,416,027 | ) | (468,188,222 | ) | ||||||||
Decrease resulting from capital share transactions | (2,276,240 | ) | (434,253 | ) | (74,469,034 | ) | (120,013,361 | ) | ||||||||
Total decrease in net assets | (12,799,330 | ) | (9,669,478 | ) | (318,358,435 | ) | (550,735,261 | ) | ||||||||
NET ASSETS | ||||||||||||||||
Beginning of year | 33,518,636 | 43,188,114 | 1,516,014,655 | 2,066,749,916 | ||||||||||||
End of year | $ | 20,719,306 | $ | 33,518,636 | $ | 1,197,656,220 | $ | 1,516,014,655 | ||||||||
Undistributed net investment income at end of year | $ | 450,143 | $ | 403,147 | $ | — | $ | — | ||||||||
The accompanying notes are an integral part of the financial statements.
23
Table of Contents
Meridian Fund, Inc.
Statements of Changes in Net Assets
Statements of Changes in Net Assets
Value Fund | ||||||||
Year Ended | Year Ended | |||||||
June 30, 2009 | June 30, 2008 | |||||||
OPERATIONS | ||||||||
Net investment income | $ | 9,603,671 | $ | 6,863,063 | ||||
Net realized gain (loss) on investments | (383,285,911 | ) | 125,270,783 | |||||
Net change in unrealized appreciation/depreciation on investments | 21,473,571 | (274,445,682 | ) | |||||
Net decrease in net assets from operations | (352,208,669 | ) | (142,311,836 | ) | ||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Distributions from ordinary income | — | (14,912,462 | ) | |||||
Distributions from net realized capital gains | (57,564,994 | ) | (259,213,429 | ) | ||||
Net distributions | (57,564,994 | ) | (274,125,891 | ) | ||||
CAPITAL SHARE TRANSACTIONS | ||||||||
Proceeds from sales of shares | 184,378,825 | 117,427,701 | ||||||
Reinvestment of distributions | 48,793,417 | 235,997,091 | ||||||
Redemption fees | 81,332 | 69,733 | ||||||
Less: redemptions of shares | (311,093,451 | ) | (437,311,474 | ) | ||||
Decrease resulting from capital share transactions | (77,839,877 | ) | (83,816,949 | ) | ||||
Total decrease in net assets | (487,613,540 | ) | (500,254,676 | ) | ||||
NET ASSETS | ||||||||
Beginning of year | 1,319,185,549 | 1,819,440,225 | ||||||
End of year | $ | 831,572,009 | $ | 1,319,185,549 | ||||
Undistributed net investment income at end of year | $ | 9,603,452 | $ | — | ||||
The accompanying notes are an integral part of the financial statements.
24
Table of Contents
Meridian Equity Income Fund
Financial Highlights
Selected data for each share of capital stock outstanding throughout each period
Financial Highlights
Selected data for each share of capital stock outstanding throughout each period
For the fiscal | ||||||||||||||||||||
period from | ||||||||||||||||||||
January 31, 2005 | ||||||||||||||||||||
For the fiscal year ended June 30, | through | |||||||||||||||||||
2009 | 2008 | 2007 | 2006 | June 30, 2005+ | ||||||||||||||||
Net Asset Value - Beginning of Period | $ | 10.37 | $ | 13.14 | $ | 11.05 | $ | 10.10 | $ | 10.00 | ||||||||||
Income (Loss) from Investment Operations | ||||||||||||||||||||
Net Investment Income | 0.22 | 1 | 0.24 | 1 | 0.18 | 0.15 | 0.06 | |||||||||||||
Net Gains (Losses) on Investments (both realized and unrealized) | (2.96 | ) | (2.25 | ) | 2.19 | 0.93 | 0.04 | |||||||||||||
Total From Investment Operations | (2.74 | ) | (2.01 | ) | 2.37 | 1.08 | 0.10 | |||||||||||||
Less Distributions | ||||||||||||||||||||
Distributions from Net Investment Income | (0.22 | ) | (0.22 | ) | (0.17 | ) | (0.12 | ) | 0.00 | |||||||||||
Distributions from Net Realized Capital Gains | (0.53 | ) | (0.54 | ) | (0.11 | ) | (0.01 | ) | 0.00 | |||||||||||
Total Distributions | (0.75 | ) | (0.76 | ) | (0.28 | ) | (0.13 | ) | 0.00 | |||||||||||
Net Asset Value - End of Period | $ | 6.88 | $ | 10.37 | $ | 13.14 | $ | 11.05 | $ | 10.10 | ||||||||||
Total Return | (26.75% | ) | (15.84% | ) | 21.61% | 10.75% | 1.00% | 2 | ||||||||||||
Ratios/Supplemental Data | ||||||||||||||||||||
Net Assets, End of Period (000’s) | $ | 20,719 | $ | 33,519 | $ | 43,188 | $ | 25,451 | $ | 8,412 | ||||||||||
Ratio of Expenses to Average Net Assets | ||||||||||||||||||||
Before expense reimbursement | 1.43% | 1.25% | 3 | 1.29% | 1.67% | 3.96% | 4 | |||||||||||||
After expense reimbursement/recoupment5 | 1.25% | 1.25% | 1.25% | 1.25% | 1.25% | 4 | ||||||||||||||
Ratio of Net Investment Income to Average Net Assets After expense reimbursement/recoupment | 2.73% | 2.02% | 1.64% | 1.80% | 2.11% | 4 | ||||||||||||||
Portfolio Turnover Rate | 49% | 62% | 37% | 60% | 25% |
+ | The Fund commenced investment operations on January 31, 2005. | |
1 | Per share net investment income has been calculated using the average daily shares method. | |
2 | Not Annualized. | |
3 | The Advisor recouped $4,849 during the fiscal year ended June 30, 2008, representing previously reimbursed expenses. Had such payment not been made, the expense ratio would have been 1.24%. | |
4 | Annualized. | |
5 | See note 2 to Financial Statements. |
The accompanying notes are an integral part of the financial statements.
25
Table of Contents
Meridian Growth Fund
Financial Highlights
Selected data for each share of capital stock outstanding throughout each period
Financial Highlights
Selected data for each share of capital stock outstanding throughout each period
For the fiscal year ended June 30, | ||||||||||||||||||||||||||||||||||||||||
2009 | 2008 | 2007 | 2006 | 2005 | 2004 | 2003 | 2002 | 2001 | 2000 | |||||||||||||||||||||||||||||||
Net Asset Value - Beginning of Year | $33.60 | $42.74 | $38.54 | $35.77 | $35.38 | $27.24 | $28.10 | $31.30 | $29.45 | $26.28 | ||||||||||||||||||||||||||||||
Income (Loss) from Investment Operations | ||||||||||||||||||||||||||||||||||||||||
Net Investment Income (Loss) | 0.15 | 1 | 0.05 | 1 | 0.04 | (0.01 | ) | (0.07 | ) | (0.04 | ) | (0.08 | ) | (0.12 | ) | 2.26 | 0.11 | |||||||||||||||||||||||
Net Gains (Losses) on Investments (both realized and unrealized) | (4.68 | ) | (5.56 | ) | 7.29 | 3.58 | 1.02 | 9.10 | (0.11 | ) | (0.24 | ) | 3.89 | 4.99 | ||||||||||||||||||||||||||
Total From Investment Operations | (4.53 | ) | (5.51 | ) | 7.33 | 3.57 | 0.95 | 9.06 | (0.19 | ) | (0.36 | ) | 6.15 | 5.10 | ||||||||||||||||||||||||||
Less Distributions | ||||||||||||||||||||||||||||||||||||||||
Distributions from Net Investment Income | (0.09 | )2 | (0.05 | ) | (0.01 | ) | 0.00 | 0.00 | 0.00 | (0.06 | ) | 0.00 | (2.44 | ) | (0.15 | ) | ||||||||||||||||||||||||
Distributions from Net Realized Capital Gains | (1.09 | ) | (3.58 | ) | (3.12 | ) | (0.80 | ) | (0.56 | ) | (0.92 | ) | (0.61 | ) | (2.84 | ) | (1.86 | ) | (1.78 | ) | ||||||||||||||||||||
Total Distributions | (1.18 | ) | (3.63 | ) | (3.13 | ) | (0.80 | ) | (0.56 | ) | (0.92 | ) | (0.67 | ) | (2.84 | ) | (4.30 | ) | (1.93 | ) | ||||||||||||||||||||
Net Asset Value - End of Year | $27.89 | $33.60 | $42.74 | $38.54 | $35.77 | $35.38 | $27.24 | $28.10 | $31.30 | $29.45 | ||||||||||||||||||||||||||||||
Total Return | (13.01% | ) | (13.80% | ) | 19.69% | 10.08% | 2.65% | 33.65% | (0.20% | ) | 0.42% | 23.34% | 21.45% | |||||||||||||||||||||||||||
Ratios/Supplemental Data | ||||||||||||||||||||||||||||||||||||||||
Net Assets, End of Year (000’s) | $1,197,656 | $1,516,015 | $2,066,750 | $1,689,374 | $1,693,564 | $1,273,302 | $448,393 | $310,659 | $182,117 | $140,990 | ||||||||||||||||||||||||||||||
Ratio of Expenses to Average Net Assets | 0.86% | 0.84% | 0.84% | 0.85% | 0.86% | 0.88% | 0.95% | 1.02% | 1.04% | 1.09% | ||||||||||||||||||||||||||||||
Ratio of Net Investment Income (Loss) to Average Net Assets | 0.52% | 0.13% | 0.11% | (0.03 | )% | (0.21% | ) | (0.21% | ) | (0.47% | ) | (0.62% | ) | (0.26% | ) | 0.31% | ||||||||||||||||||||||||
Portfolio Turnover Rate | 35% | 39% | 40% | 29% | 32% | 19% | 27% | 26% | 43% | 28% |
1 | Per share net investment income (loss) has been calculated using the average daily shares method. | |
2 | Distribution includes a return of capital that rounds to less than $.01 per share. |
The accompanying notes are an integral part of the financial statements.
26
Table of Contents
Meridian Value Fund
Financial Highlights
Selected data for each share of capital stock outstanding throughout each period
Financial Highlights
Selected data for each share of capital stock outstanding throughout each period
For the fiscal year ended June 30, | ||||||||||||||||||||||||||||||||||||||||
2009 | 2008 | 2007 | 2006 | 2005 | 2004 | 2003 | 2002 | 2001 | 2000 | |||||||||||||||||||||||||||||||
Net Asset Value - Beginning of Year | $29.43 | $38.79 | $36.14 | $38.11 | $40.35 | $31.65 | $30.34 | $30.98 | $25.88 | $22.29 | ||||||||||||||||||||||||||||||
Income (Loss) from Investment Operations | ||||||||||||||||||||||||||||||||||||||||
Net Investment Income (Loss) | 0.22 | 1 | 0.15 | 1 | 0.41 | 0.18 | 0.19 | 0.00 | (0.03 | ) | (0.05 | ) | 1.12 | 0.05 | ||||||||||||||||||||||||||
Net Gains (Losses) on Investments (both realized and unrealized) | (7.80 | ) | (3.12 | ) | 7.74 | 2.45 | 2.96 | 8.70 | 1.34 | (0.51 | ) | 5.75 | 5.91 | |||||||||||||||||||||||||||
Total From Investment Operations | (7.58 | ) | (2.97 | ) | 8.15 | 2.63 | 3.15 | 8.70 | 1.31 | (0.56 | ) | 6.87 | 5.96 | |||||||||||||||||||||||||||
Less Distributions | ||||||||||||||||||||||||||||||||||||||||
Distributions from Net Investment Income | 0.00 | (0.35 | ) | (0.41 | ) | (0.32 | ) | (0.28 | ) | 0.00 | 0.00 | (0.04 | ) | (1.09 | ) | 0.00 | ||||||||||||||||||||||||
Distributions from Net Realized Capital Gains | (1.32 | ) | (6.04 | ) | (5.09 | ) | (4.28 | ) | (5.11 | ) | 0.00 | 0.00 | (0.04 | ) | (0.68 | ) | (2.37 | ) | ||||||||||||||||||||||
Total Distributions | (1.32 | ) | (6.39 | ) | (5.50 | ) | (4.60 | ) | (5.39 | ) | 0.00 | 0.00 | (0.08 | ) | (1.77 | ) | (2.37 | ) | ||||||||||||||||||||||
Net Asset Value - End of Year | $20.53 | $29.43 | $38.79 | $36.14 | $38.11 | $40.35 | $31.65 | $30.34 | $30.98 | $25.88 | ||||||||||||||||||||||||||||||
Total Return | (25.72% | ) | (8.82% | ) | 23.90% | 7.35% | 8.00% | 27.49% | 4.32% | (1.78% | ) | 27.95% | 29.63% | |||||||||||||||||||||||||||
Ratios/Supplemental Data | ||||||||||||||||||||||||||||||||||||||||
Net Assets, End of Year (000’s) | $831,572 | $1,319,186 | $1,819,440 | $1,686,874 | $2,271,478 | $2,226,590 | $1,456,552 | $1,297,207 | $768,559 | $87,930 | ||||||||||||||||||||||||||||||
Ratio of Expenses to Average Net Assets | 1.12% | 1.09% | 1.08% | 1.09% | 1.08% | 1.09% | 1.11% | 1.12% | 1.10% | 1.41% | ||||||||||||||||||||||||||||||
Ratio of Net Investment Income (Loss) to Average Net Assets | 0.97% | 0.44% | 0.59% | 0.49% | 0.48% | 0.01% | (0.12% | ) | (0.22% | ) | 0.60% | 0.39% | ||||||||||||||||||||||||||||
Portfolio Turnover Rate | 87% | 61% | 75% | 58% | 59% | 81% | 60% | 54% | 76% | 86% |
1 | Per share net investment income (loss) has been calculated using the average daily shares method. |
The accompanying notes are an integral part of the financial statements.
27
Table of Contents
Meridian Fund, Inc.
Notes to Financial Statements
For the Year Ended June 30, 2009
Notes to Financial Statements
For the Year Ended June 30, 2009
1. | Organization and Significant Accounting Policies: Meridian Fund, Inc., (the “Meridian Funds”), is comprised of the Meridian Equity Income Fund (the “Equity Income Fund”), the Meridian Growth Fund (the “Growth Fund”) and the Meridian Value Fund (the “Value Fund”). The Equity Income Fund, the Growth Fund and the Value Fund (each a “Fund” and collectively, the “Funds”) are registered under the Investment Company Act of 1940, as no-load, diversified, open-end management investment companies. The Equity Income Fund began operations and was registered on January 31, 2005. The Growth Fund began operations and was registered on August 1, 1984. The Value Fund began operations on February 10, 1994 and was registered on February 7, 1994. |
The primary investment objective of the Equity Income Fund is to seek long-term growth of capital along with income as a component of total return.
The primary investment objective of the Growth Fund is to seek long-term growth of capital.
The primary investment objective of the Value Fund is to seek long-term growth of capital.
The following is a summary of significant accounting policies for all of the Funds:
a. | Investment Valuations: Marketable securities are valued at the closing price or last sales price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the last reported bid price. Securities and other assets for which reliable market quotations are not readily available or for which a significant event has occurred since the time of the most recent market quotation, will be valued at their fair value as determined by Aster Investment Management Company, Inc. (the “Adviser”) under the guidelines established by, and under the general supervision and responsibility of, the Funds’ Board of Directors (the “Board”). Short-term debt securities with original or remaining maturities in excess of 60 days are valued at the mean of their quoted bid and asked prices. Short-term debt securities with 60 days or less to maturity are valued at amortized cost which approximates fair market value. | |
b. | Federal Income Taxes: It is the Funds’ policy to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies and to distribute all of their taxable income to their shareholders; therefore, no federal income tax provision is required. |
c. | Security Transactions: Security transactions are accounted for on the date the securities are purchased or sold (trade date). Realized gains and losses on security transactions are determined on the basis of specific identification for both financial statement and federal income tax purposes. Dividend income is recorded on the ex-dividend date. Interest income is accrued daily. |
d. | Cash and Cash Equivalents: All highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. Available funds are automatically swept into a Cash Reserve account, which preserves capital with a consistently competitive rate of return. Interest accrues daily and is credited by the third business day of the following month. |
e. | Expenses: Expenses arising in connection with a Fund are charged directly to that Fund. Expenses common to the Funds are generally allocated to each Fund in proportion to their relative net assets. |
28
Table of Contents
Meridian Fund, Inc.
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
f. | Use of Estimates: The preparation of financial statements in accordance with accounting principals generally accepted in the U.S. (“GAAP”) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and revenue and expenses at the date of the financial statements. Actual amounts could differ from those estimates. |
g. | Distributions to Shareholders: The Funds record distributions to shareholders on the ex-dividend date. The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences do not require reclassification. |
Distributions which exceed net investment income and net realized capital gains are reported as distributions in excess of net investment income or distributions in excess of net realized capital gains for financial reporting purposes but not for tax purposes. To the extent they exceed net investment income and net realized capital gains for tax purposes, they are reported as distributions of paid-in-capital.
h. | Guarantees and Indemnification: Under the Funds’ organizational documents, its Officers and Directors are indemnified against certain liability arising out of the performance of their duties to the Funds. Additionally, in the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote. |
i. | Financial Accounting Standards Board -— Statement of Financial Accounting Standards No. 157 “Fair Value Measurements” (“SFAS No. 157”): SFAS No. 157 clarifies the definition of fair value for financial reporting, establishes a framework for measuring fair value and requires additional disclosures about the use of fair value measurements. The three levels of the fair value hierarchy under SFAS No. 157 are described below: |
Level 1 – quoted prices in active markets for identical securities;
Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.); and
Level 3 – significant unobservable inputs (including the Fund’s determinations as to the fair value of investments).
29
Table of Contents
Meridian Fund, Inc.
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of inputs used to value the Funds’ securities as of June 30, 2009 is as follows:
Meridian | Meridian | Meridian | ||||||||||
Valuation Inputs | Equity Income | Growth | Value | |||||||||
Level 1 – Quoted Prices* | $ | 19,412,896 | $ | 1,137,471,808 | $ | 785,580,921 | ||||||
Level 2 – Other Significant Observable Inputs** | — | 49,989,543 | 29,994,404 | |||||||||
Level 3 — Significant Unobservable Inputs | — | — | — | |||||||||
Total Market Value of Investments | $ | 19,412,896 | $ | 1,187,461,351 | $ | 815,575,325 | ||||||
* | Level 1 investments are all common stock and industry classifications are defined on the Schedule of Investments. | |
** | Level 2 investments are limited to U.S. Treasury Bills. |
2. | Related Parties: The Funds have entered into management agreements with the Adviser. Certain Officers and/or Directors of the Funds are also Officers and/or Directors of the Adviser. Beneficial ownership in the Funds by Richard F. Aster, Jr., President, as of June 30, 2009 were as follows: |
Equity Income Fund | 70.89% | |
Growth Fund | 1.24% | |
Value Fund | 1.76% |
The Adviser receives from the Equity Income Fund, as compensation for its services, an annual fee of 1% of the first $10,000,000 of the Equity Income Fund’s net assets, 0.90% of the next $20,000,000 of the Equity Income Fund’s net assets, 0.80% of the next $20,000,000 of the Equity Income Fund’s net assets and 0.70% of the Equity Income Fund’s net assets in excess of $50,000,000. The fee is paid monthly in arrears and calculated based on that month’s daily average net assets.
The Adviser receives from the Growth Fund, as compensation for its services, an annual fee of 1% of the first $50,000,000 of the Growth Fund’s net assets and 0.75% of the Growth Fund’s net assets in excess of $50,000,000. The fee is paid monthly in arrears and calculated based on that month’s daily average net assets.
The Adviser receives from the Value Fund, as compensation for its services, an annual fee of 1% of the Value Fund’s net assets. The fee is paid monthly in arrears and calculated based on that month’s daily average net assets.
The Adviser voluntarily agreed to waive its fee and reimburse expenses to the extent that total annual operating expenses for the Equity Income Fund exceeds 1.25%. The Investment Adviser has voluntarily agreed to limit the operating expenses of the Growth and Value Funds to 2.50%. With respect to these limits, the Adviser reimbursed the Equity Income Fund $44,638 but did not reimburse the Growth and Value Funds, during the year ended June 30, 2009.
30
Table of Contents
Meridian Fund, Inc.
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
The Equity Income Fund will carry forward, for a period not to exceed three years from the date on which a waiver or reimbursement is made by the Adviser, and expenses in excess of the expense limitation, and repay the Adviser such amounts; provided the Fund is able to effect such reimbursement and maintain the expense limitation.
At June 30, 2009, the balance of recoupable expenses along with the year of expiration for the Equity Income Fund is:
Amount | Expiration | |||
$12,964 | 2010 | |||
44,638 | 2012 |
Subject to the approval of the Board, the Fund will repay the Adviser the amount of its reimbursement for the Equity Income Fund for up to three years following the reimbursement to the extent the Equity Income Fund’s expenses drop below 1.25%, after giving effect to repayment by the Fund. Either the Fund or the Adviser can modify or terminate this arrangement at any time.
3. | Capital Shares Transactions: Transactions in capital shares for the year ended June 30, 2009 and the year ended June 30, 2008 were as follows: |
Equity Income Fund | ||||||||
June 30, | June 30, | |||||||
2009 | 2008 | |||||||
Decrease in Fund shares: | ||||||||
Shares sold | 384,261 | 386,851 | ||||||
Shares issued from reinvestment of distributions | 283,925 | 217,941 | ||||||
668,186 | 604,792 | |||||||
Shares redeemed | (887,800 | ) | (657,483 | ) | ||||
Net decrease | (219,614 | ) | (52,691 | ) | ||||
Growth Fund | ||||||||
June 30, | June 30, | |||||||
2009 | 2008 | |||||||
Decrease in Fund shares: | ||||||||
Shares sold | 9,262,413 | 5,358,419 | ||||||
Shares issued from reinvestment of distributions | 1,630,375 | 3,743,363 | ||||||
10,892,788 | 9,101,782 | |||||||
Shares redeemed | (13,057,218 | ) | (12,341,026 | ) | ||||
Net decrease | (2,164,430 | ) | (3,239,244 | ) | ||||
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Meridian Fund, Inc.
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
Value Fund | ||||||||
June 30, | June 30, | |||||||
2009 | 2008 | |||||||
Decrease in Fund shares: | ||||||||
Shares sold | 8,035,231 | 3,553,317 | ||||||
Shares issued from reinvestment of distributions | 2,401,251 | 7,458,786 | ||||||
10,436,482 | 11,012,103 | |||||||
Shares redeemed | (14,754,282 | ) | (13,093,574 | ) | ||||
Net decrease | (4,317,800 | ) | (2,081,471 | ) | ||||
4. | Compensation of Directors and Officers: Directors and Officers of the Funds who are Directors and/or Officers of the Adviser receive no compensation from the Funds. Directors of the Funds who are not interested persons, as defined in the Investment Company Act of 1940, receive compensation in the amount of a minimum of $6,000 per annum. Compensation will be paid at each director’s election in either cash or Fund shares. The difference between an average of the share prices of the three series Funds taken at the beginning and the end of the Funds’ fiscal year will be used to calculate an adjustment to the prior year’s director’s fee compensation in each successive year. Compensation will not adjust below $6,000. An additional $1,000 will be paid to each unaffiliated director for each Board of Directors meeting attended other than the annual meeting. |
5. | Investment Transactions: The cost of investments purchased and the proceeds from sales of investments, excluding short-term securities and U.S. government obligations, for the year ended June 30, 2009, were as follows: |
Purchases | Proceeds from Sales | |||||||
Equity Income Fund | $ | 11,138,898 | $ | 14,149,951 | ||||
Growth Fund | 395,835,188 | 481,682,911 | ||||||
Value Fund | 825,825,224 | 925,548,813 |
6. | Distribution Information: Income and long-term capital gains distributions are determined in accordance with federal income tax regulations, which may differ from GAAP. The tax character of distributions made during the fiscal years ended June 30, 2009 and June 30, 2008 were as follows: |
2009 Taxable Distributions
Net | ||||||||||||||||
Long-Term | Distributions of | Total | ||||||||||||||
Fund | Ordinary Income | Capital Gains | Paid-in-Capital | Distributions | ||||||||||||
Equity Income Fund | $ | 826,043 | $ | 1,245,404 | $ | — | $ | 2,071,447 | ||||||||
Growth Fund | 6,521,826 | 41,465,299 | 84,488 | 48,071,613 | ||||||||||||
Value Fund | 19,439,113 | 38,125,881 | — | 57,564,994 |
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Meridian Fund, Inc.
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
2008 Taxable Distributions
Net | ||||||||||||
Long-Term | Total | |||||||||||
Fund | Ordinary Income | Capital Gains | Distributions | |||||||||
Equity Income Fund | $ | 1,266,083 | $ | 1,244,196 | $ | 2,510,279 | ||||||
Growth Fund | 19,825,049 | 148,109,217 | 167,934,266 | |||||||||
Value Fund | 63,165,479 | 210,960,412 | 274,125,891 |
7. | Federal Income Taxes Information: Management has analyzed the Funds’ tax positions taken on federal income tax returns for all open tax years (tax years ended June 30, 2006-2009), and has concluded that no provision for federal income tax is required in the Funds’ financial statements. The Funds’ federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue. |
Permanent differences, incurred during the year ended June 30, 2009, resulting from differences in book and tax accounting have been reclassified at year end to undistributed net investment income and accumulated realized gain/(loss) as follows:
Increase/(Decrease) | ||||||||||||
Undistributed Net | Increase/(Decrease) | |||||||||||
Increase/(Decrease) | Investment | Accumulated Realized | ||||||||||
Paid-in-Capital | Income/(Loss) | Gain/(Loss) | ||||||||||
Equity Income Fund | $ | — | $ | 6 | $ | (6 | ) | |||||
Growth Fund | (418,440 | ) | (2,493,811 | ) | 2,912,251 | |||||||
Value Fund | — | (219 | ) | 219 |
The aggregate cost of investments, unrealized appreciation and depreciation, for federal income tax purposes at June 30, 2009 is as follows:
Aggregate | Aggregate | |||||||||||||||
Gross | Gross | Net Unrealized | ||||||||||||||
Unrealized | Unrealized | Appreciation/ | ||||||||||||||
Aggregate Cost | Appreciation | Depreciation | (Depreciation) | |||||||||||||
Equity Income Fund | $ | 25,385,573 | $ | 388,816 | $ | (6,361,493 | ) | $ | (5,972,677 | ) | ||||||
Growth Fund | 1,197,196,328 | 118,899,262 | (128,634,239 | ) | (9,734,977 | ) | ||||||||||
Value Fund | 816,600,530 | 73,331,172 | (74,356,377 | ) | (1,025,205 | ) |
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Meridian Fund, Inc.
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
Notes to Financial Statements (continued)
For the Year Ended June 30, 2009
Components of Accumulated (Losses) on a Tax Basis
Equity Income Fund | Growth Fund | Value Fund | ||||||||||
Undistributed ordinary income | $ | 450,143 | $ | — | $ | 9,603,452 | ||||||
Capital loss carry forward | (182,963 | ) | — | (54,088,431 | ) | |||||||
Post-October losses deferred | (6,929,975 | ) | (92,114,254 | ) | (327,926,317 | ) | ||||||
Unrealized depreciation | (5,972,677 | ) | (9,734,977 | ) | (1,025,205 | ) | ||||||
Total Accumulated Losses | $ | (12,635,472 | ) | $ | (101,849,231 | ) | $ | (373,436,501 | ) | |||
Post-October losses represent losses realized on investment transactions from November 1, 2008 through June 30, 2009 that, in accordance with Federal income tax regulations, the Funds have elected to defer and treat as having arisen in the following fiscal year. The differences between book and tax-basis unrealized depreciation are attributable primarily to the tax deferral of losses on wash sales.
As of June 30, 2009 the Funds had capital loss carry forwards available to offset future realized capital gains through the indicated expiration dates:
Amount | Expire | |||||||
Equity Income Fund | $ | 182,963 | 2017 | |||||
Value Fund | 54,088,431 | 2017 |
8. | Subsequent Events: Management has evaluated the impact of all subsequent events on the Funds through August 27, 2009 and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements. |
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Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders
of Meridian Fund, Inc.
In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Meridian Equity Income Fund, Meridian Growth Fund and Meridian Value Fund (constituting Meridian Fund, Inc. hereafter referred to as the “Funds”) at June 30, 2009, the results of each of their operations for the year then ended, the changes in each of their net assets for the two years then ended and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at June 30, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
San Francisco, California
August 27, 2009
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Meridian Fund, Inc.
Additional Information
For the Year Ended June 30, 2009
Additional Information
For the Year Ended June 30, 2009
1. | Proxy Voting Record and Proxy Voting Policies and Procedures: A description of the policies and procedures that each Fund uses to determine how to vote proxies relating to portfolio securities along with information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12 month period ended June 30 is available (i) without charge, upon request, by calling (800) 446-6662; (ii) on our website at http://www.meridianfund.com; and (iii) on the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov. |
2. | Information on Form N-Q: The Company files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q within sixty days after the end of the period. The Company’s Form N-Q is available on the SEC’s website at http://www.sec.gov, and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling (800) 732-0330. |
36
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Information About the Directors and
Officers of Meridian Fund, Inc.
Officers of Meridian Fund, Inc.
The individuals listed below serve as Directors or Officers of Meridian Fund, Inc. (the “Meridian Funds”). Each Director of the Meridian Funds serves until a successor is elected and qualified or until resignation. Each Officer of the Meridian Funds is elected annually by the Board of Directors. The address of all Officers and Directors is 60 East Sir Francis Drake Blvd., Suite 306, Larkspur, CA 94939. The Meridian Funds’ Statement of Additional Information (SAI) includes more information about the Directors. To request a free copy, call Meridian at 1-800-446-6662.
Interested Directors *
Richard F. Aster, Jr. (69)
Positions(s) Held with Fund: President, Chairman of the Board, Portfolio Manager
Length of Service (Beginning Date): May 3, 1985
Principal Occupation(s) During Past 5 Years: President, Aster Investment
Management, Inc.
Number of Portfolios Overseen: 3
Other Directorships: N/A
Michael Stolper (64)
Positions(s) Held with Fund: Director
Length of Service (Beginning Date): May 3, 1985
Principal Occupation(s) During Past 5 Years: Investment Adviser and Broker/Dealer, Stolper & Company,
Inc.
Number of Portfolios Overseen: 3
Other Directorships: Window Pane Funds
* | Aster Investment Management, Inc. is investment adviser to the Meridian Funds. Mr. Stolper is a minority owner of Aster Investment Management, Inc. |
37
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Information About the Directors and
Officers of Meridian Fund, Inc. (continued)
Officers of Meridian Fund, Inc. (continued)
Independent Directors
Ronald Rotter (66)
Positions(s) Held with Fund: Director
Length of Service (Beginning Date): May 2, 2007
Principal Occupation(s) During Past 5 Years: Co-founder and Managing Partner, RBR Capital Management; Private Investor
Number of Portfolios Overseen: 3
Other Directorships: N/A
Michael S. Erickson (57)
Positions(s) Held with Fund: Director
Length of Service (Beginning Date): May 3, 1985
Principal Occupation(s) During Past 5 Years: Private Investor; Chairman CFO, AeroAstro; Trustee, The Marin School; Decimal, Inc.
Number of Portfolios Overseen: 3
Other Directorships: N/A
James Bernard Glavin (74)
Positions(s) Held with Fund: Vice Chairman of the Board
Length of Service (Beginning Date): May 3, 1985
Principal Occupation(s) During Past 5 Years: Chairman of the Board, Orchestra
Therapeutics, Inc.
Number of Portfolios Overseen: 3
Other Directorships: N/A
Herbert Charles Kay (72)
Positions(s) Held with Fund: Director
Length of Service (Beginning Date): May 3, 1985
Principal Occupation(s) During Past 5 Years: Private Investor
Number of Portfolios Overseen: 3
Other Directorships: N/A
Officers
Gregg B. Keeling, CPA (54)
Positions(s) Held with Fund: Chief Financial Officer, Treasurer, Secretary and Chief Compliance Officer
Length of Service (Beginning Date): April 1999
Principal Occupation(s) During Past 5 Years: Aster Investment Management, Inc.,
Vice President of Operations and Chief Compliance Officer
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2009 TAX NOTICE TO SHAREHOLDERS (Unaudited)
The information set forth below is for each Fund’s fiscal year as required by federal laws. Shareholders, however, must report distributions on a calendar year basis for income tax purposes, which may include distributions for portions of two fiscal years of a Fund. Accordingly, the information needed by shareholders for income tax purposes will be sent to them in early 2010. Please consult your tax advisor for proper treatment of this information.
For the period July 1, 2008 to June 30, 2009, the Funds designated the following items with regard to distributions paid during the period. All designations are based on financial information available as of the date of this annual report and, accordingly, are subject to change. For each item, it is the intention of each Fund to designate the maximum amount permitted under the Internal Revenue Code and the regulations thereunder.
Pursuant to Internal Revenue Code Section 852(b)(3), the Funds listed below designate the amounts listed below as a long-term capital gain distribution of the year ended June 30, 2009:
Equity Income Fund | $ | 1,245,404 | ||
Growth Fund | $ | 41,465,299 | ||
Value Fund | $ | 38,125,881 |
Pursuant to Internal Revenue Code Section 854(b)(2), the Funds listed below designate a percentage of their ordinary income dividends distributed during the year ended June 30, 2009 as qualifying for the corporate dividends-received deduction:
Equity Income Fund | 95.47% | |||
Growth Fund | 100.00% | |||
Value Fund | 38.73% |
Pursuant to Section I (h)(11) of the Internal Revenue Code, the Funds listed below designate the following amounts of their income dividends paid during the year ended June 30, 2009 as qualified dividend income (QDI):
Equity Income Fund | 100.00% | |||
Growth Fund | 100.00% | |||
Value Fund | 48.24% |
U.S. Government interest represents the amount of interest that was derived from direct U.S. Government obligations and distributed during the fiscal year. This amount is reflected as a percentage of total ordinary income distributions (the total of short-term capital gain and net investment income distributions). Generally, interest from direct U.S. Government obligations is exempt from state income tax. However, for residents of California, Connecticut and New York, the statutory threshold requirements were not satisfied to permit exception of these amounts from state income for the Funds.
U.S. Government interest:
�� | ||||
Equity Income Fund | 0.00% | |||
Growth Fund | 2.01% | |||
Value Fund | 3.51% |
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MERIDIAN FUND, INC.
This report is submitted for
the information of shareholders of
Meridian Fund, Inc. It is not
authorized for distribution to
prospective investors unless
preceded or accompanied by an
effective prospectus.
Officers and Directors
RICHARD F. ASTER, JR.
President and Director
MICHAEL S. ERICKSON
JAMES B. GLAVIN
HERBERT C. KAY
RONALD ROTTER
MICHAEL STOLPER
Directors
GREGG B. KEELING
Chief Financial Officer
Treasurer and Secretary
Chief Compliance Officer
Custodian
PFPC TRUST COMPANY
Philadelphia, Pennsylvania
Transfer Agent and Disbursing Agent
PNC GLOBAL INVESTMENT SERVICING (U.S.) INC.
King of Prussia, Pennsylvania
(800) 446-6662
Counsel
GOODWIN PROCTER LLP
Washington, D.C.
Independent Registered Public
Accounting Firm
Accounting Firm
PRICEWATERHOUSECOOPERS LLP
San Francisco, California
MERIDIAN EQUITY INCOME FUND®
MERIDIAN GROWTH FUND®
MERIDIAN VALUE FUND®
ANNUAL REPORT
60 E. Sir Francis Drake Blvd.
Wood Island, Suite 306
Larkspur, CA 94939
www.meridianfund.com
Telephone (800) 446-6662
June 30, 2009
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Item 2. Code of Ethics.
(a) | The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. | ||
(c) | There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description. | ||
(d) | The registrant has not granted any waivers, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item’s instructions. |
Item 3. Audit Committee Financial Expert.
As of the end of the period covered by the report, the registrant’s board of directors has determined that James Glavin is qualified to serve as an audit committee financial expert serving on its audit committee and that he is “independent,” as defined by Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
Audit Fees
(a) | The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $85,261 in 2009 and $85,261 in 2008. |
Audit-Related Fees
(b) | The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item are $0 in 2009 and $0 in 2008. |
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Tax Fees
(c) | The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $19,500 in 2009 and $13,800 in 2008. |
All Other Fees
(d) | The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 in 2009 and $0 in 2008. |
(e)(1) | Disclose the audit committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. |
PRE-APPROVAL OF AUDIT AND PERMITTED NON-AUDIT SERVICES PROVIDED TO THE COMPANY
1. | Pre-Approval Requirements. The Committee shall pre-approve all auditing services and permissible non-audit services (e.g., tax services) to be provided to the Company by the Auditor, including the fees therefore. The Committee may delegate to one or more of its members the authority to grant pre-approvals. In connection with such delegation, the Committee shall establish pre-approval policies and procedures, including the requirement that the decisions of any member to whom authority is delegated under this section shall be presented to the full Committee at each of its scheduled meetings. | ||
2. | De Minimis Exception to Pre-Approval: Pre-approval for a permitted non-audit service shall not be required if: |
a. | the aggregate amount of all such non-audit services is not more than 5% of the total revenues paid by the Company to the Auditor in the fiscal year in which the non-audit services are provided; | ||
b. | such services were not recognized by the Company at the time of the engagement to be non-audit services; and | ||
c. | such services are promptly brought to the attention of the Committee and approved prior to the completion of the audit by the Committee or by one or more members of the Committee to whom authority to grant such approvals has been delegated by the Committee. |
Additionally, the Committee shall pre-approve the Auditor’s engagements for non-audit services with the Adviser and any affiliate of the Adviser that provides ongoing services to the Company in accordance with the foregoing, if the engagement relates directly to the operations and financial reporting of the Company, unless the aggregate amount of all services provided constitutes no more than 5% of the total amount of revenues paid to the Auditor by the Company, the Adviser and any affiliate of the Adviser that provides ongoing services to the Company during the fiscal year in which the services are provided that would have to be pre-approved by the Committee pursuant to this paragraph (without regard to this exception).
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PROHIBITED SERVICES
The Committee shall confirm with the Auditor engaged to perform the audit of the Company that the Auditor is not performing contemporaneously any of the following non-audit services for the Company, the Adviser, or any affiliates of the Company or Adviser:
1. | bookkeeping or other services related to the accounting records or financial statements of the Company; | ||
2. | financial information systems design and implementation; | ||
3. | appraisal or valuation services, fairness opinions, or contribution-in-kind reports; | ||
4. | actuarial services; | ||
5. | internal audit outsourcing services; | ||
6. | management functions or human resources; | ||
7. | broker or dealer, investment adviser, or investment banking services; | ||
8. | legal services and expert services unrelated to the audit; and | ||
9. | any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible. |
The Auditor is responsible for informing the Committee of whether it believes that a particular service is permissible or prohibited pursuant to applicable regulations and standards.
(e)(2) | The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows: |
(b) N/A
(c) 100%
(d) N/A
(f) | The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was less than fifty percent. | |
(g) | The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $0 in 2009 and $0 in 2008. |
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(h) | Not applicable. |
Item 5. Audit Committee of Listed registrants.
Not applicable.
Item 6. Investments.
(a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. | |
(b) | Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
(a) | The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as |
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defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). | |||
(b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
Item 12. Exhibits.
(a)(1) | Code of Ethics, or any amendment thereto, that is subject of disclosure required by Item 2 is attached hereto. | ||
(a)(2) | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. | ||
(a)(3) | Not applicable. | ||
(b) | Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes- Oxley Act of 2002 are attached hereto. |
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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) Meridian Fund, Inc.®
By (Signature and Title)* | /s/ Richard F. Aster | |||
Richard F. Aster, President & CEO | ||||
(principal executive officer) |
Date August 27, 2009
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* | /s/ Richard F. Aster | |||
(principal executive officer) |
Date August 27, 2009
By (Signature and Title)* | /s/ Gregg B. Keeling | |||
Gregg B. Keeling, CFO & Treasurer | ||||
(principal financial officer) |
Date August 27, 2009
* | Print the name and title of each signing officer under his or her signature. |