Form 11-K
 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
     
þ   ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the year ended December 31, 2007
     
o   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, 2007 and 2006

 


 

Methode Electronics, Inc.
401(k) Savings Plan
Financial Statements and
Supplemental Schedule
Years Ended December 31, 2007 and 2006
Contents
         
Reports of Independent Registered Public Accounting Firms
    1  
 
       
Financial Statements
       
 
       
Statements of Net Assets Available for Benefits
    2  
Statements of Changes in Net Assets Available for Benefits
    3  
Notes to Financial Statements
    4  
 
       
Supplemental Schedule
       
 
       
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)
    10  

 


 

Report of Independent Registered Public Accounting Firm
The Administration Committee
Methode Electronics, Inc.
    401(k) Savings Plan
We have audited the accompanying statements of net assets available for benefits of Methode Electronics, Inc. 401(k) Savings Plan as of December 31, 2007, and 2006, and the related statements of changes in net assets available for benefits for the years then ended. 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. We were not engaged to perform an audit of the Plan’s 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 Plan’s 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 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 at December 31, 2007 and 2006, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States.
Our audits were 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, 2007, 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 Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s 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 23, 2008
Oak Park, Illinois

1


 

Methode Electronics, Inc.
401(k) Savings Plan
Statements of Net Assets Available for Benefits
                 
    December 31,
    2007   2006
     
Assets
               
Cash
  $ 62,370     $ 99,429  
 
Investments, at fair value:
               
Group annuity contracts
    6,249,262       5,377,110  
Mutual funds
    36,664,062       32,433,807  
Common stock
    4,107,986       3,088,764  
Participant loans
    1,524,971       1,573,766  
     
Total investments
    48,546,281       42,473,447  
 
               
Receivables:
               
Unsettled investment sales
    57,421       20,189  
Accrued interest / dividends
    33,140       32,093  
     
Total receivables
    90,561       52,282  
     
Total assets
    48,699,212       42,625,158  
     
 
               
Liabilities
               
Unsettled investment purchases
    97,553       98,048  
     
Total liabilities
    97,553       98,048  
 
               
Net assets available for benefits, at fair value
    48,601,659       42,527,110  
 
               
Adjustment from fair value to contract value for fully benefit-responsive investment contracts
    178,642       209,365  
     
Net assets available for benefits
  $ 48,780,301     $ 42,736,475  
     
See accompanying notes.

2


 

Methode Electronics, Inc.
401(k) Savings Plan
Statements of Changes in Net Assets Available for Benefits
                 
    Years Ended December 31,
    2007   2006
     
Additions:
               
Additions to net assets attributed to:
               
Investment Income:
               
Net appreciation in fair value of investments
  $ 2,302,281     $ 2,046,499  
Interest and dividends
    2,340,456       2,336,283  
     
 
    4,642,737       4 382,782  
 
               
Contributions:
               
Participants
    3,171,479       2,533,716  
Employer
    1,941,368       1,797,390  
Rollovers
    613,418       134,146  
 
               
 
    5,726,265       4,465,252  
 
               
Total additions
    10,369,002       8,848,034  
 
               
Deductions
               
Deductions from net assets attributed to:
               
Benefits paid to participants
    4,315,752       4,093,228  
Administrative Expenses
    9,424        
 
               
Total deductions
    4,325,176       4,093,228  
 
               
 
               
Net increase
    6,043,826       4,754,806  
Net assets available for benefits:
               
Beginning of year
    42,736,475       37,981,669  
     
End of year
  $ 48,780,301     $ 42,736,475  
     
See accompanying notes.

3


 

Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements
Years Ended December 31, 2007 and 2006
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 Plan’s 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 are 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 (as defined in the Plan), 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 participant’s eligible compensation (as defined by the Plan), 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 401(k) Hardship Committee. Withdrawals prior to the attainment of age 59 1/2 may be subject to an additional 10% tax penalty.

4


 

Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements (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 participant’s account and bear interest at the prime rate plus 1%. Principal and interest are paid ratably through payroll deductions.
Participant Accounts
Each participant’s account is credited with the participant’s 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 participant’s 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 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.

5


 

Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements (continued)
2. Significant Accounting Policies (continued)
In December, 2005, the Financial Accounting Standards Board (“FASB”) issued a Staff Position (“FSP”), Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined Contribution Health and Welfare and Pension Plans. This FSP amends the guidance in AICPA Statement of Position 94-4, Reporting of Investment Contracts Held by Health and Welfare Benefit Plans and Defined-Contribution Pension Plans, with respect to the definition of fully benefit-responsive investment contracts and the presentation and disclosure of fully benefit-responsive investment contracts in plan financial statements. The FSP requires that investments in common/collective trusts that include benefit-responsive investment contracts be presented at fair value in the statement of net assets available for benefits and that the amount representing the difference between fair value and contract value of these investments also be presented on the face of the statement of net assets available for benefits. The Plan has group annuity contracts with the Hartford Life Insurance Company (“Hartford”) and Lincoln National Life Insurance Company (“Lincoln”).
The Hartford group annuity contract fair value and contract value are estimated by Hartford Life Insurance Company. Contract value represents contributions made, plus interest at the contract rate, less funds used to pay participants’ benefits. The Plan does not allow for new investment in this contract. There are significant penalties if the entire contract were prematurely terminated.
The Hartford group annuity contract had an average yield of 3.09% and 3.36% (annualized) for the years ended December 31, 2007 and 2006, respectively. The crediting interest rate was 3.09% and 3.14% at December 31, 2007 and 2006 respectively. The crediting interest rate is set at the beginning of the calendar year and is periodically reviewed for adjustment.
The Lincoln Stable Value Account is a fixed group annuity issued by The Lincoln National Life Insurance Company. Contract value represents contributions made, plus interest at the contract rate, less funds used to pay participants’ benefits. There are penalties or delays in payments if significant withdrawals are made prior to August 2011.
The Lincoln contract had an average yield of 4.15% and 3.85% (annualized) for the years ended December 31, 2007 and 2006, respectively. The crediting interest rate was 4.34% and 3.78% at December 31, 2007 and 2006 respectively. The crediting interest rate is set at the beginning of each calendar quarter and is periodically reviewed for adjustment.

6


 

Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements (continued)
2. Significant Accounting Policies (continued)
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.
Reclassifications
Certain reclassifications have been made to the 2006 financial statements to conform to the 2007 presentation
3. Investments
The Plan’s 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:
                 
    Years Ended December 31,
    2007   2006
     
Mutual funds
  $ 722,469     $ 1,683,610  
Common stock
    1,576,565       362,889  
     
 
  $ 2,299,034     $ 2,046,499  
     

7


 

Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements (continued)
3. Investments (continued)
Investments that represent 5% or more of the Plan’s net assets are as follows:
                 
    December 31,
    2007   2006
     
Hartford Life Insurance Company Group Annuity Contract
  $ 2,782,620     $ 3,010,143  
Lincoln Stable Value Fund
    3,466,642       2,366,967  
 
American Funds
               
American Balanced Fund
    10,153,327       9,479,482  
American Mutual Fund
    5,154,965       4,841,719  
American Growth Fund of America
    6,670,195       6,051,266  
Euro Pacific Fund
    4,454,123       3,100,188  
 
               
Davis NY Venture Fund
    4,789,388       4,502,554  
Methode Electronics, Inc. Common Stock Fund
    4,107,986       2,932,212  
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.

8


 

Methode Electronics, Inc.
401(k) Savings Plan
Notes to Financial Statements (continued)
5. Subsequent Events
Starting March 1, 2008, the Plan started offering a Roth 401(k) after-tax contribution option.
Effective March 6, 2008, the Plan replaced the Delaware Select Growth Fund with the Victory Special Value A Fund. The Plan also added a new fund, the Vanguard Total Stock Market Index Fund.
6. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of investments at fair value per the financial statements to the Form 5500 at December 31,
                 
    2007     2006  
Investments, at fair value, per the financial statements
  $ 42,546,281     $ 42,473,447  
 
Adjustment from fair value to contract value for investments in fully benefit-responsive insurance contracts
    178,642       209,365  
 
           
 
Investments, per Form 5500
  $ 48,724,923     $ 42,682,812  
 
           

9


 

Supplemental Schedule

 


 

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, 2007
                             
        Shares                
    Description of   or             Current  
Identity of Issue   Investment   Units     Cost   Value  
 
Group annuity contracts
                           
Hartford Life Insurance Company
  Group Annuity Contract     N/A       * *   $ 2,782,620  
Lincoln Financial Group *
  Lincoln Stable Value Fund     3,456,475       * *     3,466,642  
 
                           
Mutual funds
                           
 
                           
The American Funds Group
  American Balanced Fund     525,807       * *     10,153,327  
 
  American Mutual Fund     182,219       * *     5,154,965  
 
  Europacific Growth Fund     87,559       * *     4,454,123  
 
  Growth Fund of America     196,125       * *     6,670,195  
 
  New Economy Fund     67,470       * *     1,834,520  
 
                           
Delaware Investments
  Delaware Diversified Income     167,832       * *     1,476,923  
 
  Delaware Select Growth     33,198       * *     976,358  
 
                           
AIM Investments
  Aim Capital Development     62,903       * *     1,154,263  
 
                           
Davis Funds
  Davis NY Venture     119,585       * *     4,789,388  
 
                           
Common stock
                           
 
                           
Methode Electronics, Inc.*
  Methode Electronics, Inc. Common Stock     281,108       * *     4,107,986  
 
                           
 
                         
Total investments at fair value
                        47,021,310  
 
                           
Adjustment from fair value to contract value for fully responsive investment contracts
            178,642  
 
                         
 
                           
Total investments, as adjusted
                        47,199,952  
 
                           
Participant loans
  Interest rates range from 5.0% to 10.5%             * *     1,524,971  
 
                         
 
                      $ 48,724,923  
 
                         
 
*   Party in interest.
 
**   Cost information is not required for participant directed investments and participant loans and therefore, is not included

10


 

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.
         
     
Date: June 23, 2008  By:   /s/ Douglas A. Koman    
    Douglas A. Koman   
    Chief Financial Officer
     (Principal Financial Officer)