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UNITED STATES OF AMERICA

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 11-K

 

x

ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Fiscal Year Ended December 31, 2010

 

OR

 

o

TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

COMMISSION FILE NUMBER 1-11846

 


 

A.            Full title of the Plan:

 

APTARGROUP, INC. PROFIT

SHARING AND SAVINGS PLAN

 

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

 

APTARGROUP, INC.

475 West Terra Cotta Avenue, Suite E

Crystal Lake, Illinois 60014

Telephone: (815) 477-0424

 

 

 



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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

INDEX TO FINANCIAL STATEMENTS AND SCHEDULE

 

 

Page

 

 

Financial statements:

 

 

 

Report of Independent Registered Public Accounting Firm

1

 

 

Statements of Net Assets Available for Benefits, at December 31, 2010 and 2009

2

 

 

Statement of Changes in Net Assets Available for Benefits, for the year ended December 31, 2010

3

 

 

Notes to Financial Statements, December 31, 2010 and 2009

4

 

 

Supplemental schedule:

 

 

 

Schedule of Assets (Held at End of Year) at December 31, 2010 (Schedule H, Line 4i)

18

 

 

Signature

19

 

 

Index of Exhibits

20

 

Note: All other schedules of additional financial information required by Section 2520.103-10 of the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 (ERISA) have been omitted because they are not applicable.

 



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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Employee Benefits Administrative Committee

AptarGroup, Inc. Profit Sharing and Savings Plan

Crystal Lake, Illinois

 

We have audited the accompanying statements of net assets available for benefits of the AptarGroup, Inc. Profit Sharing and Savings Plan (the “Plan”) as of December 31, 2010 and 2009, and the related statement of changes in net assets available for benefits for the year ended December 31, 2010.  These financial statements are the responsibility of the Plan’s management.  Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit 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.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2010 and 2009, and the changes in net assets available for benefits for the year ended December 31, 2010 in conformity with U.S. generally accepted accounting principles.

 

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental Schedule H, Line 4i — Schedule of Assets (Held at End of Year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.  The supplemental schedule is the responsibility of the Plan’s management.  The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic 2010 financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic 2010 financial statements taken as a whole.

 

 

 

/s/ Crowe Horwath LLP

 

Crowe Horwath LLP

 

 

Oak Brook, Illinois

 

June 27, 2011

 

 



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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

STATEMENTS OF NET ASSETS AVAILABLE

FOR BENEFITS

AT DECEMBER 31, 2010 AND 2009

 

 

 

2010

 

2009

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

Investments, at fair value (Note 3 & Note 8)

 

$

109,954,964

 

$

93,704,831

 

 

 

 

 

 

 

Contributions Receivable:

 

 

 

 

 

Participant

 

223,468

 

59,162

 

Employer

 

98,457

 

48,577

 

 

 

 

 

 

 

Notes Receivable from Participants

 

2,936,725

 

2,831,355

 

 

 

 

 

 

 

Other Receivables: unsettled trades

 

 

64,596

 

Total receivables

 

3,258,650

 

3,003,690

 

 

 

 

 

 

 

Total Assets

 

113,213,614

 

96,708,521

 

 

 

 

 

 

 

Adjustment from fair value to contract value for fully benefit-responsive investment contracts (Note 2)

 

(50,926

)

109,591

 

 

 

 

 

 

 

Net assets available for benefits

 

$

113,162,688

 

$

96,818,112

 

 

The accompanying notes are an integral part of these statements.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE

FOR BENEFITS

FOR THE YEAR ENDED DECEMBER 31, 2010

 

Additions to net assets attributed to:

 

 

 

 

 

 

 

Income from investments:

 

 

 

 

 

 

 

Net appreciation in fair value of investments (Note 8)

 

$

13,191,537

 

Dividends

 

1,806,933

 

Interest

 

230,982

 

Total investment income

 

15,229,452

 

 

 

 

 

Contributions:

 

 

 

 

 

 

 

Participant

 

6,185,982

 

Employer

 

2,186,914

 

Total Contributions

 

8,372,896

 

 

 

 

 

Total Additions

 

23,602,348

 

 

 

 

 

Deductions from net assets attributed to:

 

 

 

 

 

 

 

Benefits paid to participants

 

7,193,902

 

Administrative expenses

 

63,870

 

 

 

 

 

Total Deductions

 

7,257,772

 

 

 

 

 

Net increase in net assets available for benefits for the year

 

16,344,576

 

Net assets available for benefits, beginning of the year

 

96,818,112

 

 

 

 

 

Net assets available for benefits, end of the year

 

$

113,162,688

 

 

The accompanying notes are an integral part of these statements.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 1 - DESCRIPTION OF THE PLAN

 

General Plan Information

 

The following description of the AptarGroup, Inc. Profit Sharing and Savings Plan (the “Plan”) provides only general information.  Participants should refer to the plan document for a more complete description of the Plan’s provisions.

 

The Plan, established on April 22, 1993, is a participant-directed defined contribution plan which covers eligible full-time and part-time non-union employees of AptarGroup, Inc. and certain of its subsidiaries (the “Company” or the “Employer”).  The Plan is administered by a committee appointed by the Company, consisting of Company employees.

 

A participant (“Participant” or “Participants”) is a full-time employee who becomes eligible to participate on the first day of the month following 30 days of service, or a part-time employee who becomes eligible to participate after completion of 1000 hours of service in a defined twelve-month period.  If an employee has not enrolled in the Plan within 30 days from the eligibility date, the employee will be automatically enrolled, deferring at 3% of eligible compensation, unless the employee elects to not participate in the Plan.  A participant can authorize contributions of salary to the Plan of not less than 1 percent and not more than 25 percent of earnings (subject to Internal Revenue Code (“IRC”) limitations).  Participants’ earnings are generally defined as total compensation for services rendered to the Employer.  Participants may elect to suspend their contributions at any time.  Eligible employees will not share in any Employer contributions for any period in which they voluntarily suspend their contributions or do not participate in the Plan.  Active participation can be elected again on the next regular enrollment date.

 

Contributions

 

The amount of Employer contributions is determined annually by the Employer on a discretionary basis.  Such contributions are computed as a matching percentage of each Participant’s contribution within specified limits.  The Company matched 50% of Participant contributions up to the first 6% of eligible compensation deferred, for the year ended December 31, 2010.

 

Plan Investments

 

Fidelity Management Trust Company (the “Trustee”) is the trustee for the Plan.  Participants may direct their contributions and the employer matching contribution to any combination of the following investment options which includes the following investment funds available to Participants:

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 1 - DESCRIPTION OF THE PLAN (Continued)

 

Retirement Government Money Market Portfolio - Assets included in this fund are invested in U.S. government securities and repurchase agreements for those securities.  The goal of this fund is to preserve a level of current income as is consistent with the security of principal and liquidity.

 

Fidelity Contrafund — The fund invests primarily in common stocks of domestic and foreign issuers whose value the fund’s manager believes is not fully recognized.  The goal of the fund is to provide capital appreciation.

 

Fidelity Managed Income Portfolio (Portfolio) — Assets included in this fund are primarily invested in investment contracts issued by insurance companies and other financial institutions, and in nonconvertible bonds, U.S. Government Agency Obligations, U.S. Government Agency-Mortgage Securities, Asset-Backed Securities, Collateralized Mortgage Obligations, Commercial Mortgage Securities and fixed income securities.  The investment objective of this fund is to seek the preservation of capital and to provide a competitive level of income. Units of participation are redeemable upon receipt of unitholder’s instruction based on the next determined net asset value per unit.  Net asset value per unit is determined each business day.

 

Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period.  It is the policy of the Portfolio to use its best efforts to maintain a stable net asset value (NAV) of $1.00 per unit, although there is no guarantee that the Portfolio will be able to maintain this value.  The Portfolio uses independent pricing services approved by the Trustee to value its investments.  When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the trustee.  Factors used in determining value may include market or security specific events, changes in interest rates and credit quality.

 

Allianz NFJ Dividend Value Fund Institutional Class - This fund invests most of its assets in equity securities that pay or are expected to pay dividends.  The fund seeks long-term growth of capital and income.

 

Vanguard 500 Index Fund Signal Class - This fund invests in all, or substantially all, 500 stocks in the S&P 500 Index.  This fund seeks to match the performance and risk of the S&P 500 Index.

 

Baron Asset Fund Institutional Class - This fund primarily invests for the long-term in common stocks of mid-sized growth companies that the fund believes could double in four years after purchase. The goal of this fund is to provide long-term capital appreciation.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 1 - DESCRIPTION OF THE PLAN (Continued)

 

Fidelity Diversified International Fund - The fund primarily invests in common stock of foreign securities.  Foreign investments involve greater risk and may offer greater potential returns than U.S. investments.  The goal of this fund is to provide capital growth.

 

Fidelity Stock Selector Small Cap Fund - The fund normally invests at least 80% of total assets in securities of companies with small market capitalizations.  The fund may invest in securities of domestic and foreign issuers.  The goal of the fund is to provide capital appreciation.

 

PIMCO Total Return Fund Institutional Class - The fund invests at least 65% of assets in a diversified portfolio of fixed-income instruments of varying maturities, which may be represented by forwards or derivatives such as options, futures contracts, or swap agreements.The goal of this fund is to provide maximum total return.

 

Third Avenue Real Estate Value Fund - The fund primarily invests at least 80% of its assets in securities of companies in the real estate industry.  The fund seeks to acquire these securities at a discount to what the Advisor believes is their true value.  The goal of the fund is to seek to provide long-term capital appreciation.

 

AptarGroup, Inc. Stock Fund - Assets included in this fund are invested in the common stock of the Employer or its affiliate.  Performance of this fund is directly tied to the performance of the Company as well as to that of the stock market as a whole.  The goal of the fund is to increase the value of the investment over the long term by investing in the stock of the Employer or its affiliate.  This stock fund contains a small balance in a money market fund for liquidity purposes.

 

Fidelity Freedom Income Fund - The fund primarily invests in short-term funds (30%), in investment grade fixed income funds (46%), in international equity funds (6%), in domestic equity funds (13%), and in high yield fixed income funds (5%).  The goal of the fund is to provide high current income and, as a secondary objective, some capital appreciation for those already in retirement.

 

Fidelity Freedom 2000 Fund — The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2000.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (13%), in international equity funds (7%), in investment grade fixed income funds (45%), in high yield fixed income funds (5%), and in short-term funds (30%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 1 - DESCRIPTION OF THE PLAN (Continued)

 

Fidelity Freedom 2005 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2005.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (25%), in international equity funds (13%), in investment grade fixed income funds (35%), in high yield fixed income funds (5%), and in short-term funds (22%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

Fidelity Freedom 2010 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2010.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (29%), in international equity funds (16%), in investment grade fixed income funds (34%), in high yield fixed income funds (5%), and in short-term funds (16%). The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

Fidelity Freedom 2015 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2015.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (30%), in international equity funds (16%), in investment grade fixed income funds (33%), in high yield fixed income funds (5%), and in short-term funds (16%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

Fidelity Freedom 2020 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2020.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (35%), in international equity funds (19%), in investment grade fixed income funds (26%), in high yield fixed income funds (7%), and in short-term funds (13%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

Fidelity Freedom 2025 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2025.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (40%), in international equity funds (22%), in investment grade fixed income funds (19%), in high yield fixed income funds (7%), and in short-term funds (12%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 1 - DESCRIPTION OF THE PLAN (Continued)

 

Fidelity Freedom 2030 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2030.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (43%), in international equity funds (23%), in investment grade fixed income funds (15%), in high yield fixed income funds (7%), and in short-term funds (12%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

Fidelity Freedom 2035 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2035.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (47%), in international equity funds (26%), in investment grade fixed income funds (8%), in high yield fixed income funds (7%), and in short-term funds (12%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

Fidelity Freedom 2040 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2040.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (48%), in international equity funds (26%), in investment grade fixed income funds (6%), in high yield fixed income funds (8%), and in short-term funds (12%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

Fidelity Freedom 2045 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2045.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (49%), in international equity funds (26%), in investment grade fixed income funds (4%), in high yield fixed income funds (10%), and in short-term funds (11%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

Fidelity Freedom 2050 Fund - The fund invests in a combination of funds using an asset allocation strategy designed for investors expecting to retire around the year 2050.  Asset allocation becomes increasingly conservative until it reaches approximately the following: in domestic equity funds (51%), in international equity funds (28%), in investment grade fixed income funds (1%), in high yield fixed income funds (10%), and in short-term funds (10%).  The goal of the fund is to provide high total return until its target retirement date.  Thereafter the fund’s objective will be to seek high current income and, as a secondary objective, capital appreciation.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 1 - DESCRIPTION OF THE PLAN (Continued)

 

Participant Accounts

 

A Participant may elect to transfer certain portions of his or her account in the Plan from one fund to another up to twelve times per year subject to certain restrictions between the Retirement Government Money Market Fund and Managed Income Fund.  Each participant’s account is credited with contributions and an allocation of plan earnings, and reduced for benefit payments and certain administrative expenses.  Plan earnings are determined and credited to each participant’s account on a daily basis in accordance with the proportion of a participant’s account to all accounts.

 

Vesting

 

Each Participant is fully vested in his or her contributions and related earnings at all times.  Vesting of the Employer contribution account occurs at the rate of 20 percent per year of service on a cumulative basis for each year of service with a participating Employer.  Participants may elect to receive vested benefits in the form of a lump-sum distribution, installment payments (for account portion attributable to Pittway Blue Chip Plan), or a combination of these forms (for account portion attributable to Pittway Blue Chip Plan), or a direct transfer to an eligible retirement plan.  While employed, in the event of hardship, participants may withdraw a portion of their vested account balances as defined by the Plan.  Upon withdrawal from the Plan, the Participant will receive the amount of his or her contributions plus the vested portion of his or her employer contributions.  When a Participant terminates employment for any reason other than retirement after age 65, death or disability, the nonvested amounts of the Employer contributions will be forfeited and used to reduce administrative expenses of the Plan and then used to reduce future contributions of the Employer.  The amount of such forfeitures available to reduce future contributions of the Employer was $31,236 and $27,557 as of December 31, 2010 and 2009, respectively.  When a terminated participant’s vested balance is $5,000 or less, the benefit is distributed in a lump-sum payment.

 

Nonvested amounts for Participants who terminate employment for any reason other than retirement after age 65, death or disability, will be reinstated if reemployment by the Employer occurs prior to incurring five consecutive one year breaks in service as defined by the Plan agreement.

 

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Table of Contents

 

APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 1 - DESCRIPTION OF THE PLAN (Continued)

 

Notes Receivable from Participants

 

The Plan provides that a Participant may, for specified reasons, borrow from the Plan an amount not to exceed the lesser of 50 percent of the Participant’s vested account balance or $50,000.  Each Participant loan is evidenced by a note and each Participant note carries an interest rate equal to the prime rate plus one percent (loans opened during the year ended December 31, 2010, had interest rates on outstanding notes of 4.25%) charged by the Trustee on the date of the loan. Repayment occurs through payroll withholding over a period not to exceed 60 months or up to 120 months if the loan has been used to purchase the primary residence of the participant.

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Accounting

 

The financial statements of the Plan have been prepared on the accrual basis of accounting in accordance with U.S. generally accepted accounting principles.

 

Valuation of Investments

 

The Plan’s investments are stated at fair value (see Note 3).

 

While Plan investments are presented at fair value in the statement of net assets available for benefits, any material difference between the fair value of the Plan’s direct and indirect interests in fully benefit-responsive investment contracts and their contract value is presented as an adjustment line in the Statement of Net Assets Available for Benefits, because contract value is the relevant measurement attribute for that portion of the Plan’s net assets available for benefits.  Contract value represents contributions made to a contract, plus earnings, less participant withdrawals and administrative expenses.  Participants in fully benefit-responsive contracts may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value.  The Plan holds an indirect interest in such contracts through its investment in a stable value fund.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Adoption of New Accounting Standard

 

In September 2010, the FASB amended existing guidance with respect to the reporting of participant loans for defined contribution pension plans.  The guidance requires that loans issued to participants be reported as notes receivable, segregated from plan investments, and be measured at their unpaid principal balances plus accrued but unpaid interest.  This guidance is effective for reporting periods ending after December 15, 2010, and is to be applied retrospectively to all periods presented comparatively.  The adoption of this guidance by the Plan resulted in a reclassification from Investments to Notes Receivable from Participants of $2,831,355 on the Statement of Net Assets Available for Benefits as of December 31, 2009. Adoption had no effect on the Plan’s net assets available for benefits.

 

Contributions

 

Employer and participant contributions are invested directly in appropriate funds based upon participant elections made at the date of enrollment or through authorized changes in elections.

 

Plan Transfers

 

Participant contributions included in the Statement of Changes in Net Assets Available for Benefits in the amount of $244,222 were transferred to the Plan as a result of the participant rollover provision of the Plan during 2010.

 

Payment of Benefits

 

Benefits are recorded when paid.

 

Notes Receivable from Participants

 

Notes receivable from participants are reported at their unpaid principal balance plus any accrued but unpaid interest, with no allowance for credit losses, as repayments of principal and interest are received through payroll deductions and the notes are collateralized by the participants’ account balances.

 

Use of Estimates

 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of net assets and changes thereto.  Actual amounts could differ from those estimates.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Security Transactions and Investment Income

 

Purchases and sales of securities, including related gains and losses, are recorded as of the trade date.  Unsettled security investments represent transactions entered into prior to the end of the accounting period for which cash settlement is made in a subsequent period.  Interest income is recorded when earned.  Dividend income is recorded on the ex-dividend date.  In accordance with the policy of stating investments at current value, net appreciation or depreciation is reflected in the Statement of Changes in Net Assets Available for Benefits.  This net appreciation or depreciation consists of realized and unrealized gains and losses.  Realized losses and gains are calculated as the difference between proceeds from a sales transaction and cost determined on an average basis.  Unrealized losses and gains are calculated as the change in the fair value between the beginning of the year (or purchase date if later) and the end of the year.

 

Trustee and Administrative Expenses

 

Expenses incurred in the administration of the Plan and Marquette Investment Manager fees are paid by the Company through Plan forfeitures, except for loan service fees, which are paid by the Participants.  Certain other costs of plan administration were paid by the Company.

 

NOTE 3 - FAIR VALUE MEASUREMENTS

 

Fair value is defined as the price that would be received by the Plan for an asset or paid by the Plan to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date in the Plan’s principal or most advantageous market for the asset or liability.  There has been established a fair value hierarchy which requires the Plan to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.  The hierarchy places the highest priority on unadjusted quoted market prices in active markets for identical assets or liabilities (level 1 measurements) and gives the lowest priority to unobservable inputs (level 3 measurements).  The three levels of inputs within the fair value hierarchy are defined as follows:

 

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the Plan has the ability to access as of the measurement date.

 

Level 2: Significant other observable inputs other than level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

 

Level 3: Significant unobservable inputs that reflect the Plan’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 3 - FAIR VALUE MEASUREMENTS (Continued)

 

In some cases, a valuation technique used to measure fair value may include inputs from multiple levels of the fair value hierarchy.  The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy.

 

The following descriptions of the valuation methods and assumptions used by the Plan to estimate the fair value of investments apply to investments held directly by the Plan:

 

Company common stock:  The fair values of AptarGroup, Inc. common stock are determined by obtaining quoted prices from a nationally recognized exchange (level 1 inputs).

 

Mutual funds:  The fair values of mutual fund investments are determined by obtaining quoted prices on nationally recognized securities exchanges (level 1 inputs).

 

Money market deposit accounts:  Fair values of money market deposit account balances have been determined based upon their quoted redemption prices and recent transaction prices of $1.00 per share (level 2 inputs), with no discounts for credit quality or liquidity restrictions.

 

Stable value fund:  The fair values of participation units in the stable value collective trust are based upon the net asset values of such fund, after adjustments to reflect all fund investments at fair value, including direct and indirect interests in fully benefit-responsive contracts, as reported in the audited financial statements of the fund (level 2 inputs).  See further description of the Fidelity Managed Income Portfolio in Note 1.

 

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values.  Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

 

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APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 3 - FAIR VALUE MEASUREMENTS (Continued)

 

Investments measured at fair value on a recurring basis are summarized below:

 

 

 

Fair Value Measurements

 

 

 

at December 31, 2010 Using

 

 

 

Quoted Prices in

 

Significant

 

 

 

 

 

Active Markets

 

Other

 

Significant

 

 

 

for Identical

 

Observable

 

Unobservable

 

 

 

Assets

 

Inputs

 

Inputs

 

 

 

(Level 1)

 

(Level 2)

 

(Level3)

 

Investments:

 

 

 

 

 

 

 

Common stock

 

 

 

 

 

 

 

AptarGroup, Inc. common stock

 

$

20,869,160

 

$

 

$

 

Mutual funds

 

 

 

 

 

 

 

Domestic small-cap

 

5,179,183

 

 

 

Domestic mid-cap

 

1,402,656

 

 

 

Domestic large-cap

 

39,396,492

 

 

 

International Equity

 

8,704,620

 

 

 

Lifecycle fixed

 

713,103

 

 

 

Lifecycle balanced

 

6,807,588

 

 

 

Lifecycle equity

 

7,098,452

 

 

 

Money market fund

 

13,519,489

 

 

 

Collective trust – stable value fund

 

 

6,263,220

 

 

Money market funds

 

 

1,001

 

 

 

 

 

 

 

 

 

 

 

 

$

103,690,743

 

$

6,264,221

 

$

 

 

There were no significant transfers between Level 1 and Level 2 during 2010.

 

14



Table of Contents

 

APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 3 - FAIR VALUE MEASUREMENTS  (Continued)

 

 

 

Fair Value Measurements

 

 

 

at December 31, 2009 Using

 

 

 

Quoted Prices in

 

Significant

 

 

 

 

 

Active Markets

 

Other

 

Significant

 

 

 

for Identical

 

Observable

 

Unobservable

 

 

 

Assets

 

Inputs

 

Inputs

 

 

 

(Level 1)

 

Level 2

 

(Level 3)

 

Investments:

 

 

 

 

 

 

 

Common stock

 

 

 

 

 

 

 

AptarGroup, Inc. common stock

 

$

17,410,584

 

$

 

$

 

Mutual funds

 

 

 

 

 

 

 

Domestic small-cap

 

3,413,639

 

 

 

Domestic mid-cap

 

618,026

 

 

 

Domestic large-cap

 

33,324,275

 

 

 

International Equity

 

8,060,789

 

 

 

Lifecycle fixed

 

289,745

 

 

 

Lifecycle balanced

 

7,145,138

 

 

 

Lifecycle equity

 

5,530,777

 

 

 

Money market fund

 

12,016,880

 

 

 

Collective trust – stable value fund

 

 

5,893,546

 

 

Money market funds

 

 

1,432

 

 

 

 

 

 

 

 

 

 

 

 

$

87,809,853

 

$

5,894,978

 

$

 

 

NOTE 4 - PARTY-IN-INTEREST TRANSACTIONS

 

Parties-in-interest are defined under Department of Labor regulations as any fiduciary of the Plan, any party rendering services to the Plan, the Company, and certain others.  Party-in-interest transactions included investments in the AptarGroup Stock Fund.  At December 31, 2010 and 2009, the Plan had $20,869,160 and $17,410,584, respectively, invested in Employer Stock through a unitized investment fund managed by the Trustee.  The Plan held 438,704 and 487,146 shares of Employer stock as of December 31, 2010 and 2009, respectively.  Dividends were paid on these shares in the amount of $319,816 during the year ended December 31, 2010.  These transactions also qualify as party-in-interest transactions.

 

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Table of Contents

 

APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 4 - PARTY-IN-INTEREST TRANSACTIONS (Continued)

 

Additionally, certain Plan investments are shares of mutual funds managed by the Trustee and participant loans; therefore, these transactions qualify as party-in-interest.  Fees paid by the Plan to the Trustee for loan services and other participant-initiated transactions amounted to $21,482 for the year ended December 31, 2010.  Fees paid by the Plan through Plan forfeitures to the Trustee and Marquette Investment Manager for trustee and investment management fees amounted to $22,500 and $19,888, respectively, for the year ended December 31, 2010.  These transactions are not prohibited transactions as defined under the Employee Retirement Income Security Act of 1974 (“ERISA”).

 

NOTE 5 - FEDERAL INCOME TAX STATUS

 

The Internal Revenue Service has determined and informed the Company by a letter dated March 5, 2010 that the Plan is designed in accordance with applicable sections of the IRC.  Therefore, no provision for income taxes has been included in the Plan’s financial statements.

 

NOTE 6 - RISKS AND UNCERTAINTIES

 

Investment securities are exposed to various risks, such as interest rate, market, liquidity, and credit.  Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect Participants’ account balances and the amounts reported in the Statements of Net Assets Available for Benefits and the Statement of Changes in Net Assets Available for Benefits.

 

NOTE 7 - AMENDMENT AND TERMINATION OF PLAN

 

The Plan may be amended at any time by the Company.  However, no amendment may adversely affect the current rights of the Participants in the Plan with respect to contributions made prior to the date of the amendment.

 

Although it has not expressed any intent to do so, the Company reserves the right to discontinue Employer contributions or to terminate its participation in the Plan at any time.  In the event of a partial or complete termination of the Plan, all Participants with respect to whom the Plan is being terminated shall be fully vested in their accounts as of the date of the termination of the Plan.  If a Participant remains an employee of the Company or its affiliates following the termination of the Plan, his/her benefits shall remain in the Trust until his separation from service and then shall be paid to him/her in accordance with the provisions of the Plan.

 

16



Table of Contents

 

APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2010 AND 2009

 

NOTE 7 - AMENDMENT AND TERMINATION OF PLAN (Continued)

 

The Plan is subject to the provisions of ERISA applicable to defined contribution plans.  Since the Plan provides for an individual account for each Participant and for benefits based solely on the amount contributed to the Participant’s account and any income, expenses, gains and losses attributed thereto, its benefits are not insured by the Pension Benefit Guaranty Corporation pursuant to Title IV of ERISA.

 

NOTE 8 - INVESTMENTS

 

The fair values of individual investments that represent 5% or more of the Plan’s net assets available for benefits are as follows:

 

 

 

December 31,

 

 

 

2010

 

2009

 

 

 

 

 

 

 

Common Stock Fund

 

 

 

 

 

AptarGroup, Inc. Common Stock

 

$

20,869,160

 

$

17,410,584

 

 

 

 

 

 

 

Mutual Funds

 

 

 

 

 

 

 

 

 

 

 

Fidelity Contrafund

 

21.858,979

 

18,524,576

 

 

 

 

 

 

 

Fidelity Diversified International Fund

 

8,307,198

 

7,805,547

 

 

 

 

 

 

 

PIMCO Total Return Fund

 

5,904,194

 

*

 

 

 

 

 

 

Allianz NFJ Div Val I

 

10,740,170

 

9,754,679

 

 

 

 

 

 

 

Fidelity Retirement Government Money Market Portfolio

 

13,519,489

 

12,016,880

 

 

 

 

 

 

 

Common Trust Fund

 

 

 

 

 

Fidelity Managed Income Portfolio (Contract values: 2010 - $6,212,294 2009 - $6,003,138)

 

6,263,220

 

5,893,546

 

 


* For the year ending December 31, 2009, PIMCO Total Return Fund did not meet the 5% or more of the Plan’s net assets requirement.

 

During 2010, the Plan’s investments (bought, sold and held during the year) appreciated in value by $13,191,537.  Mutual funds accounted for $7,408,425 of the appreciation and AptarGroup, Inc. common stock accounted for $5,783,112 of the appreciation, respectively.

 

17



Table of Contents

 

SUPPLEMENTAL SCHEDULE

 



Table of Contents

 

Schedule H, Line 4i

APTARGROUP, INC.

PROFIT SHARING AND SAVINGS PLAN

 

SCHEDULE OF ASSETS (HELD AT END OF YEAR)

AT DECEMBER 31, 2010

 

Name of plan sponsor:

 

AptarGroup, Inc.

 

Employer identification number:

 

36-3853103

 

Three-digit plan number:

 

002

 

 

 

 

 

 

Description

 

 

 

 

 

 

Issuer

 

Identity of Issue

 

of Investment

 

Cost**

 

Fair Value

 

 

 

 

 

 

 

 

 

 

 

Common Stock

 

*

AptarGroup, Inc.

 

Common Stock Fund

 

Common Stock Fund

 

 

 

$

20,869,160

 

 

 

 

 

 

 

 

 

 

 

 

Mutual Funds

 

*

Fidelity Investments

 

Money Market Portfolio

 

Retirement Government Money Market Mutual Fund

 

 

 

13,519,489

 

 

BAMCO, Inc.

 

Baron Asset Fund

 

Mutual Fund

 

 

 

1,402,656

 

*

Fidelity Investments

 

International Fund

 

Diversified Mutual Fund

 

 

 

8,307,198

 

 

Allianz

 

Institutional Class

 

NFJ Dividend Fund Mutual Fund

 

 

 

10,740,170

 

*

Fidelity Investments

 

Stock Selector Small Cap Fund

 

Mutual Fund

 

 

 

5,179,183

 

 

PIMCO

 

Total Return Fund Institutional Class

 

Mutual Fund

 

 

 

5,904,194

 

 

Third Avenue Management LLC

 

Real Estate Value Fund

 

Mutual Fund

 

 

 

397,422

 

*

Fidelity Investments

 

Fidelity Contrafund

 

Mutual Fund

 

 

 

21,858,979

 

 

Vanguard Group

 

Vanguard 500 Index

 

Mutual Fund

 

 

 

893,149

 

*

Fidelity Investments

 

Freedom Income Fund

 

Mutual Fund

 

 

 

526,678

 

*

Fidelity Investments

 

Freedom 2000 Fund

 

Mutual Fund

 

 

 

186,425

 

*

Fidelity Investments

 

Freedom 2005 Fund

 

Mutual Fund

 

 

 

41,074

 

*

Fidelity Investments

 

Freedom 2010 Fund

 

Mutual Fund

 

 

 

1,151,449

 

*

Fidelity Investments

 

Freedom 2015 Fund

 

Mutual Fund

 

 

 

2,682,788

 

*

Fidelity Investments

 

Freedom 2020 Fund

 

Mutual Fund

 

 

 

2,932,277

 

*

Fidelity Investments

 

Freedom 2025 Fund

 

Mutual Fund

 

 

 

1,923,456

 

*

Fidelity Investments

 

Freedom 2030 Fund

 

Mutual Fund

 

 

 

1,565,703

 

*

Fidelity Investments

 

Freedom 2035 Fund

 

Mutual Fund

 

 

 

1,449,092

 

*

Fidelity Investments

 

Freedom 2040 Fund

 

Mutual Fund

 

 

 

1,319,067

 

*

Fidelity Investments

 

Freedom 2045 Fund

 

Mutual Fund

 

 

 

445,644

 

*

Fidelity Investments

 

Freedom 2050 Fund

 

Mutual Fund

 

 

 

395,490

 

 

 

 

 

 

 

 

 

 

 

 

Money Market Funds

 

*

AptarGroup, Inc.

 

Common Stock Fund

 

Money Market Fund

 

 

 

1,001

 

 

 

 

 

 

 

 

 

 

 

 

Common Trust Funds

 

*

Fidelity Management Trust Company

 

Managed Income Portfolio

 

Common Trust Fund

 

 

 

6,212,294

 

 

 

 

 

 

 

 

 

 

 

 

Other Investments

 

*

Plan participants

 

Participant Loans - Range of interest rates 4.25-9.25%

 

 

 

2,936,725

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

112,840,763

 

 


*Party-in-interest

 

**Investments are participant-directed.  Cost is not required to be presented.

 

18



Table of Contents

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, AptarGroup, Inc., as plan administrator, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

AptarGroup, Inc. Profit Sharing and Savings Plan

 

 

 

 

 

 

 

 

By:

AptarGroup, Inc., as Plan Administrator

 

 

 

 

 

 

 

 

 

 

By:

/s/ Brenda Deming

 

 

 

Brenda Deming

 

 

 

Director, Employee Benefits and HRIS

 

 

 

 

 

 

 

 

 

June 27, 2011

 

 

19



Table of Contents

 

INDEX OF EXHIBITS

 

Exhibit

 

 

Number

 

Description

 

 

 

23.1*

 

Consent of Independent Registered Public Accounting Firm.

 


* Filed herewith.

 

20