e11vk
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
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ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the year ended December 31, 2005
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TRANSITION REPORT PURSUANT TO 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number: 0-2816
A. Full title of the plan and the address of the plan, if different from that of the issuer
named below:
Methode Electronics, Inc. 401(k) Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office:
Methode Electronics, Inc.
7401 West Wilson Avenue
Chicago, IL 60706-4548
Financial Statements and
supplemental schedule
Methode Electronics, Inc. 401(k) Savings Plan
Years Ended December 31, 2005 and 2004
Methode Electronics, Inc.
401(k) Savings Plan
Financial Statements and
Supplemental Schedule
Years Ended December 31, 2005 and 2004
Contents
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Reports of Independent Registered Public Accounting Firms |
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1-2 |
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Financial Statements |
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Statements of Net Assets Available for Benefits |
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Statements of Changes in Net Assets Available for Benefits |
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4 |
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Notes to Financial Statements |
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5 |
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Supplemental Schedule |
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Schedule H, Line 4i Schedule of Assets (Held at End of Year) |
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Report of Independent Registered Public Accounting Firm
The Administration Committee
Methode Electronics, Inc.
401(k) Savings Plan
We have audited the accompanying statement of net assets available for benefits of Methode
Electronics, Inc. 401(k) Savings Plan as of December 31, 2005, and the related statement of changes
in net assets available for benefits for the year then ended. These financial statements are the
responsibility of the Plans management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit 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. We were not engaged to perform an audit of the Plans internal control over financial
reporting. Our audit included consideration of internal control over financial reporting as a basis
for designing audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the Plans internal control over financial
reporting. Accordingly, we express no such opinion. An audit also 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 audit provides 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 at December 31, 2005, and the changes
in net assets available for benefits for the year then ended, in conformity with accounting
principles generally accepted in the United States.
Our audit was performed for the purpose of forming an opinion on the financial statements taken as
a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31,
2005, is presented for purposes of additional analysis and is not a required part of the financial
statements but is supplementary information required by the Department of Labors Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.
This supplemental schedule is the responsibility of the Plans management. The supplemental
schedule has been subjected to the auditing procedure applied in our audits of the financial
statements and, in our opinion, is fairly stated in all material respects in relation to the
financial statements taken as a whole.
/s/ Frank L. Sassetti & Co.
June 16, 2006
Oak Park, Illinois
1
Report of Independent Registered Public Accounting Firm
The Administration Committee
Methode Electronics, Inc.
401(k) Savings Plan
We have audited the accompanying statement of net assets available for benefits of Methode
Electronics, Inc. 401(k) Savings Plan as of December 31, 2004, and the related statement of changes
in net assets available for benefits for the year then ended. These financial statements are the
responsibility of the Plans management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit 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. We were not engaged to perform an audit of the Plans internal control over financial
reporting. Our audit included consideration of internal control over financial reporting as a basis
for designing audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the Plans internal control over financial
reporting. Accordingly, we express no such opinion. An audit also 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 audit provides 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 at December 31, 2004, and the changes
in net assets available for benefits for the year then ended, in conformity with U.S. generally
accepted accounting principles.
Chicago, Illinois
May 12, 2005
2
Methode Electronics, Inc.
401(k) Savings Plan
Statements of Net Assets Available for Benefits
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December 31, |
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2005 |
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2004 |
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Assets |
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Cash (overdraft) |
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$ |
8,791 |
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$ |
(1,940 |
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Investments: |
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Group annuity contract |
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4,030,007 |
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3,478,070 |
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Mutual funds |
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29,548,106 |
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26,570,602 |
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Common stock |
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3,008,886 |
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3,922,487 |
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Participant loans |
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1,367,493 |
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1,308,028 |
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Total investments |
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37,954,492 |
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35,279,187 |
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Receivables: |
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Unsettled investment sales |
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10,617 |
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1,080 |
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Accrued interest |
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22,183 |
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24,747 |
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Total receivables |
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32,800 |
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25,827 |
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Total assets |
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37,996,083 |
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35,303,074 |
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Liabilities |
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Unsettled investment purchases |
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14,414 |
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2,781 |
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Total liabilities |
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14,414 |
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2,781 |
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Net assets available for benefits |
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$ |
37,981,669 |
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$ |
35,300,293 |
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See accompanying notes.
3
Methode Electronics, Inc.
401(k) Savings Plan
Statements of Changes in Net Assets Available for Benefits
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Years Ended December 31, |
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2005 |
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2004 |
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Additions |
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Participant contributions |
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$ |
2,518,327 |
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$ |
2,458,839 |
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Company contributions |
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1,870,426 |
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1,898,736 |
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Rollovers |
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563,547 |
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179,606 |
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Interest and dividends |
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1,663,560 |
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853,635 |
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Total additions |
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6,615,860 |
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5,390,816 |
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Deductions |
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Benefits paid to participants |
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3,571,239 |
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1,933,688 |
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Total deductions |
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3,571,239 |
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1,933,688 |
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Net realized and unrealized (depreciation) appreciation
in fair value of investments |
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(363,245 |
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1,750,619 |
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Net increase |
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2,681,376 |
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5,207,747 |
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Net assets available for benefits: |
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Beginning of year |
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35,300,293 |
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30,092,546 |
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End of year |
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$ |
37,981,669 |
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$ |
35,300,293 |
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See accompanying notes.
4
Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements
Years Ended December 31, 2005 and 2004
1. Description of the Plan
The following description of the Methode Electronics, Inc. 401(k) Savings Plan (Plan) provides only
general information. Participants should refer to the Summary Plan Description (SPD) for a more
complete description of the Plans provisions. Copies of the SPD are available from Methode
Electronics, Inc.
General
The Plan is a defined-contribution plan established to provide additional retirement and other
benefits for eligible employees, to enable eligible employees, through systematic savings, to
accumulate funds on a tax-advantageous basis, and to provide a vehicle through which the plan
sponsor, Methode Electronics, Inc. and its subsidiaries (the Company), can attract and retain
qualified employees.
Participation
Employees who are employed by the Company for three full calendar months will be eligible to
participate in the Plan on the first day of the following calendar month.
Contributions
Participants may elect to contribute a minimum of 2% of their pretax annual compensation, up to the
maximum annual dollar limit allowable by the Internal Revenue Service (IRS).
The Company contributes to the Plan, on behalf of each participant, 3% of each participants
eligible compensation, subject to the IRS maximum amount, for the portion of the Plan year in which
the employee was a participant in the Plan.
Participants may direct contributions into various investment options offered by the Plan.
Participant Withdrawals
Withdrawals are permitted in the event of termination of employment, disability, death, retirement,
attainment of age 59 1/2, or financial hardship. A financial hardship withdrawal is currently
permitted by the IRS for certain authorized purposes. Such withdrawals must be approved by the
Company Hardship Committee. Withdrawals prior to the attainment of age 59 1/2 may be subject to an
additional 10% tax penalty.
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Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Vesting
Participants are immediately vested in Company contributions, their contributions, and actual
earnings (losses) thereon.
Loans
Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the
lesser of $50,000 or 50% of their account balance. Loan terms range from 1 to 5 years or up to 15
years for the purchase of a primary residence. The loans are secured by the balance in the
participants account and bear interest at the prime rate plus 1%. Principal and interest are paid
ratably through payroll deductions.
Participant Accounts
Each participants account is credited with the participants contributions and allocations of
Company contributions and Plan earnings (losses). Allocations are based on participant earnings or
account balances as defined. The benefit to which a participant is entitled is the benefit that can
be provided from the participants account.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to terminate the Plan subject to the provisions of
the Employee Retirement Income Security Act of 1974.
2. Significant Accounting Policies
Basis of Accounting
The financial statements have been prepared on the accrual basis of accounting.
Valuation of Investments
The group annuity contract is valued at contract value as estimated by Hartford Life Insurance
Company. Contract value represents contributions made, plus interest at the contract rate, less
funds used to pay participants benefits.
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Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements (continued)
Valuation of Investments (continued)
The group annuity contract had an average yield of 3.37% and 3.41% (annualized) for the years ended
December 31, 2005 and 2004, respectively. The crediting interest rate was 3.0% at December 31, 2005
and 2004. The crediting interest rate is set at the beginning of the calendar year and is
periodically reviewed for adjustment. The fair value of the group annuity contract was
approximately $3,834,000 at December 31, 2005.
The shares of mutual funds are valued at quoted market prices, which represent the net asset values
of shares on the last business day of the Plan year. The fair value of common stock is determined
by quoted market prices. Participant loans are valued at their outstanding balances, which
approximate fair value.
Purchases and sales are recorded on a trade-date basis. Interest is recorded on the accrual basis.
Dividends are recorded on the ex-dividend date.
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 amounts reported
in the financial statements and accompanying notes. Actual results could differ from those
estimates.
Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various
risks such as interest rate, market, and credit risks. Due to the level of risk associated with
certain investment securities, it is at least reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could materially affect
participants account balances and the amounts reported in the statements of net assets available
for benefits.
Administrative Expenses
Generally, expenses of the Plan are paid by the Company.
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Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements (continued)
3. Investments
The Plans investments (including investments purchased, sold, as well as held during the year)
appreciated / depreciated in fair value as determined by quoted market prices as follows:
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Years Ended December 31 |
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2005 |
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2004 |
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Mutual funds |
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$ |
429,189 |
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$ |
1,640,270 |
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Common stock |
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(792,434 |
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110,349 |
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$ |
(363,245 |
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$ |
1,750,619 |
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Investments that represent 5% or more of the Plans net assets are as follows:
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December 31 |
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2005 |
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2004 |
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Hartford Life Insurance Company Group |
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Annuity
Contract |
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$ |
4,030,007 |
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$ |
3,478,070 |
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The American Funds Group: |
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American Balanced Fund |
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10,184,920 |
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9,457,810 |
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American Mutual Fund |
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3,771,106 |
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3,697,595 |
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American Growth Fund of America |
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6,167,503 |
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5,224,550 |
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Fidelity Institutional Retirement Services Company: |
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Growth and Income Fund |
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4,797,390 |
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4,650,932 |
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Methode Electronics, Inc. Common Stock |
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2,846,315 |
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3,782,899 |
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4. Income Tax Status
The Plan has received a determination letter from the IRS dated September 11, 2002, stating that
the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and, therefore,
the related trust is exempt from taxation. Subsequent to this determination by the IRS, the Plan
was amended. Once qualified, the Plan is required to operate in conformity with the Code to
maintain its qualification. The plan administrator believes the Plan is being operated in
compliance with the applicable requirements of the Code and, therefore, believes that the Plan is
qualified and the related trust is tax-exempt.
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Methode Electronics, Inc.
401(k) Savings Plan
Schedule H, Line 4i Schedule of Assets
(Held at End of Year)
EIN #36-2090085 Plan #002
December 31, 2005
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Contract/ |
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Description of |
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Shares/ |
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Identity of Issue |
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Investment |
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Par Value |
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Value |
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Annuity contract |
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Hartford Life Insurance Company
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Group Annuity Contract
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$ |
4,030,007 |
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$ |
4,030,007 |
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Mutual funds |
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The American Funds Group
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American Balanced Fund
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571,544 |
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10,184,920 |
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American Mutual Fund
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143,552 |
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3,771,106 |
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Europacific Growth Fund
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45,066 |
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1,852,215 |
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Growth Fund of America
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199,854 |
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6,167,503 |
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New Economy Fund
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53,354 |
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1,250,620 |
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Fidelity Institutional Retirement Services Company
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Retirement Government Money |
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Market Fund
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760,642 |
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760,642 |
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Growth and Income Fund
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139,459 |
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4,797,390 |
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MFS
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MFS Investors Growth Stock Fund
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59,479 |
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763,710 |
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29,548,106 |
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Common stock |
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Stratos Lightwave, Inc.
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Stratos Lightwave, Inc. |
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Common Stock
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26,651 |
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162,571 |
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Methode Electronics, Inc.*
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Methode Electronics, Inc. |
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Common Stock
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285,488 |
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2,846,315 |
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3,008,886 |
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Participant loans
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Interest rates range from
5.0% to 10.5%
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N/A |
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1,367,493 |
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$ |
37,954,492 |
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9
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Plan
Administrator has duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
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Date: June 28, 2006 |
By: |
/s/ Douglas A. Koman
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Douglas A. Koman |
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Chief Financial Officer
(Principal Financial Officer) |
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10