þ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
o | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
Page(s) | ||||
S-1 | ||||
B. Financial Statements and Supplemental Schedule: |
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1 | ||||
Financial Statements |
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2 | ||||
3 | ||||
418 | ||||
Supplemental Schedule (*) |
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19 |
(*) | Other supplemental schedules required by 29 CFR 2520.103-10 of the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have not been included as they are not applicable. |
23.1 | Consent of Independent Registered Public Accounting Firm |
SAVINGS PLAN FOR UNION EMPLOYEES OF UNILEVER |
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By: | /s/ Pascale Thomas | |||
PASCALE THOMAS | ||||
DIRECTOR OF BENEFITS | ||||
S-1
1
2007 | 2006 | |||||||
Assets |
||||||||
Investment in the Unilever United States, Inc.
Master Trust, at fair value |
$ | 151,844,290 | $ | 141,723,737 | ||||
Loans to participants |
5,448,758 | 4,873,108 | ||||||
Total investments |
157,293,048 | 146,596,845 | ||||||
Receivables |
||||||||
Employer contributions |
32,949 | 27,725 | ||||||
Participant contributions |
94,368 | 81,381 | ||||||
Net assets, at fair value |
157,420,365 | 146,705,951 | ||||||
Adjustment from fair value to contract value for
interest in the Master Trust relating to fully
benefit-responsive investment contracts |
(1,596,654 | ) | 154,268 | |||||
Net assets available for benefits |
$ | 155,823,711 | $ | 146,860,219 | ||||
2
2007 | 2006 | |||||||
Additions |
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Additions to net assets attributed to: |
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Net investment income from Plan interest in
Unilever United States Inc. Master Trust |
$ | 14,630,009 | $ | 11,456,418 | ||||
Interest from participant loans |
399,737 | 306,224 | ||||||
Transfer from UNICare Savings Plan |
4,889,525 | | ||||||
Contributions and other additions: |
||||||||
Contributions from participants |
5,854,909 | 5,336,227 | ||||||
Contributions from employer |
1,969,703 | 1,761,846 | ||||||
Rollover contributions |
67,742 | 3,237 | ||||||
Total additions |
27,811,625 | 18,863,952 | ||||||
Deductions |
||||||||
Deductions to net assets attributed to: |
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Benefits paid to participants |
18,830,042 | 16,122,480 | ||||||
Administrative expenses |
18,091 | 2,439 | ||||||
Total deductions |
18,848,133 | 16,124,919 | ||||||
Net increase |
8,963,492 | 2,739,033 | ||||||
Net assets available for benefits: |
||||||||
Beginning of year |
146,860,219 | 144,121,186 | ||||||
End of year |
$ | 155,823,711 | $ | 146,860,219 | ||||
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1. | Description of the Plan | |
The Savings Plan for Union Employees of Unilever (the Plan) is a defined contribution plan that is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). The Plans sponsor is Conopco, Inc. (the Company), Assets of the Plan along with assets from the UNICare Savings Plan, sponsored by Unilever United States, Inc. (Unilever US), and the Good Humor Breyers Savings Plan, sponsored by the Company, are maintained in the Unilever United States, Inc. Master Trust (the Master Trust). The following brief description of the Plan is provided for general information purposes only. Participants should refer to the summary plan description for more complete information. | ||
Eligibility |
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All employees at the Hammond, Indiana plant represented by the United Steelworkers Local 7-0336 and all employees at the Baltimore, Maryland plant, represented by the International Chemical Workers Union Council of the UFCW Local 217 C or the International Brotherhood of Teamsters Local 570 are eligible to become participants of the Plan after the completion of 90 days of continuous service. | ||
All employees located at the Atlanta, Georgia plant represented by the Bakery, Confectionery and Tobacco Workers and Grain Millers International AFL-CIO Local 42, the Baltimore, Maryland plant represented by the United Food and Commercial Workers AFL-CIO Local 27, the Olathe, Kansas plant who are represented by the International Brotherhood of Teamsters Local 41 or the International Union of Operating Engineers AFL-CIO Local 101-S, and the Elgin, Illinois plant represented by the International Brotherhood of Teamsters Local 330, are eligible to become participants of the Plan upon hire. All employees at the Elgin, Illinois plant are terminated on or before May 25, 2006. | ||
All employees located at the Chicago, Illinois plant represented by the United Food and Commercial Workers International AFL-CIO, CLC Local 1546 or the International Union of Operating Engineers AFL-CIO Local 399 and the Franklin Park, Illinois plant represented by the International Brotherhood of Teamsters Local 744 who are at least 18 years old are eligible to become participants of the Plan after the completion of 45 days of service. | ||
All employees at the Independence, Missouri plant represented by the International Brotherhood of Teamsters Local 838 are eligible to become participants of the Plan after the completion of one year of service. | ||
All employees on or after June 30, 2007, of Good Humor Breyers at the Huntington, Indiana plant represented by the Retail, Wholesale and Department Store Union, UFCS AFL-CIO and its United Dairy Workers Local 835 and all employees, on or after June 30, 2007, of Ben & Jerrys Homemade at the St. Albans, Vermont plant represented by the International Brotherhood of Electrical Workers Local 300 are eligible to become participants of the Plan upon hire. | ||
Contributions |
4
tax account and after-tax contributions, where applicable, are deposited in an after-tax account. Before-tax contributions are limited to $15,500 in 2007 and $15,000 in 2006. | ||
Participants who will be age 50 or older by the end of the Plan year are eligible to make before-tax catch-up contributions. Catch-up contributions are limited to $5,000 for eligible employees for 2007 and 2006. | ||
The maximum permitted contributions vary at the discretion of the Company and are as follows: | ||
All collective bargaining employees at the Hammond, Indiana plant, the Baltimore, Maryland plant, represented by the International Chemical Workers Union Council of the UFCW Local 217 C or the International Brotherhood of Teamsters Local 570, the Atlanta, Georgia plant, the Baltimore, Maryland plant represented by the United Food and Commercial Workers International AFL-CIO Local 27, the Olathe, Kansas plant, the Elgin, Illinois plant, for the 2006 tax year only, the Independence, Missouri plant, the St. Albans and Huntington locations: 1% to 20% of eligible compensation through payroll deductions on a before-tax basis, an after-tax basis, or a combination of both, provided that the maximum participant contributions to the before-tax and after-tax accounts do not exceed 20% of compensation: | ||
All collective bargaining employees located at the Chicago, Illinois plant: 1% to 16% of eligible compensation on a before-tax basis: | ||
All collective bargaining employees located at the Franklin Park, Illinois plant: 1% to 15% of eligible compensation on a before-tax basis; and | ||
Where applicable, the Company will match contributions made by participants. These contributions are recorded in a company matching account. Company matching contributions vary at the discretion of the Company and are as follows: | ||
All collective bargaining employees at the Hammond, Indiana plant and the Baltimore, Maryland plant represented by the International Chemical Workers Union Council of the UFCW Local 217 C or the International Brotherhood of Teamsters Local 570: 100% of the first 2% of eligible earnings and 50% of the next 4% of eligible earnings participants elect to contribute; | ||
All collective bargaining employees located at the Chicago, Illinois plant: 25% of the first 4% of eligible earnings participants elect to contribute; | ||
All collective bargaining employees located at the Franklin Park, Illinois plant: 50% of the first 3% of eligible earnings participants elect to contribute; | ||
All collective bargaining employees located at the Independence, Missouri plant: 50% of the first 8% of eligible earnings participants elect to contribute; | ||
All collective bargaining employees located at the Atlanta, Georgia plant (effective August 1, 2006) and the Olathe, Kansas plant (effective September 27, 2005): 25% of the first 5% of eligible earnings participants elect to contribute; |
5
All collective bargaining employees located at the St. Albans and Huntington locations: 100% of the first 3% and 50% of the next 2% for Huntington participants accruing benefits under the final average pay formula of the UNICare Retirement Plan. 100% of the first 5% for Huntington participants accruing benefits under the cash balance formula of the UNICare Retirement Plan and those participants at the St. Albans location. | ||
All collective bargaining employees located at the Baltimore, Maryland plant represented by the United Food and Commercial Workers International AFL-CIO Local 27, and the Elgin, Illinois plant are not eligible to receive company matching contributions. | ||
In 2007 the Plan was amended to add non-elective contributions of 4% of compensation to eligible employees who were hired or re-hired on or after January 12, 2007 at the Hammond location and credited with at least one year of service. The amendment also provides for non-elective contributions of 4% of compensation for employees at the Huntington location, hired on or after June 30, 2007 and credited with at least one year of service. The amendment is further extended to employees at the Huntington location hired prior to June 30, 2007 that may have been eligible for an allocation under the UNICare Savings Plan if their plan assets had not been transferred from the UNICare Savings Plan to the Plan. | ||
All contributions are deposited in the Unilever United States, Inc. Master Savings Trust. | ||
Participant Accounts |
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Vesting |
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All collective bargaining employees at the Hammond, Indiana plant, the Baltimore, Maryland plant, represented by the International Chemical Workers Union Council of the UFCW Local 217 C or the International Brotherhood of Teamsters Local 570, the Independence, Missouri plant, the Atlanta, Georgia plant and the Olathe, Kansas plant, Huntington and St. Albans locations: 100% upon hire. | ||
All collective bargaining employees located at the Franklin Park, Illinois plant: 100% after 3 years of service, effective January 1, 2006; prior to January 1, 2006, 100% after 5 years of service. | ||
All employees located at the Chicago, Illinois plant: 100% after 3 years of service, effective January 1, 2004; prior to January 1, 2004, 100% after 5 years of service. | ||
At December 31, 2007 and 2006 forfeited nonvested accounts totaled $1,749 and $1,458, respectively. There were no forfeitures in 2007 and 2006. Forfeitures are available to reduce Company match contributions and administrative expenses. There were no forfeitures used for the years ended December 31, 2007 and 2006. |
6
Payment of Benefits |
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All collective bargaining employees at the Hammond, Indiana plant, the Baltimore, Maryland plant, represented by the International Chemical Workers Union Council of the UFCW Local 217 C or the International Brotherhood of Teamsters Local 570, the Atlanta, Georgia plant, the Baltimore, Maryland plant represented by the United Food and Commercial Workers International AFL-CIO Local 27, the Olathe, Kansas plant, the Elgin, Illinois plant, the Huntington location and the St. Albans location: participants may only withdraw all or part of their after-tax account, as applicable; | ||
All collective bargaining employees at the Independence, Missouri plant: participants may only withdraw all or part of their after-tax account and the eligible portion of their company matching account, as applicable. | ||
The following participants are allowed to make financial hardship withdrawals as follows: | ||
All collective bargaining employees at the Atlanta, Georgia plant, the Baltimore, Maryland plant, represented by the International Chemical Workers Union Council of the UFCW Local 217 C or the International Brotherhood of Teamsters Local 570, the Baltimore, Maryland plant represented by the United Food and Commercial Workers International Union, Local 27, the Olathe, Kansas plant, the Elgin, Illinois plant, the Independence, Missouri plant, the Chicago Illinois plant, the Hammond, Indiana plant, the Huntington location and the St. Albans location: participants may apply to the Benefits Administration Committee for a financial hardship withdrawal up to 100% of the eligible portion of their before-tax account, prior to attaining age 59-1/2, provided the withdrawal does not exceed the amount of the hardship. | ||
All collective bargaining employees at the Hammond, Indiana plant, the Baltimore, Maryland plant, represented by the International Chemical Workers Union Council of the UFCW Local 217 C or the International Brotherhood of Teamsters Local 570, the Olathe, Kansas plant, the Atlanta, Georgia plant, the Baltimore, Maryland plant represented by the United Food and Commercial Workers International Union, Local 27, the Elgin, Illinois plant, and the Independence, Missouri plant are eligible to withdraw their entire account balance upon attainment of age 59-1/2. | ||
Collective bargaining employees of the Franklin Park, Illinois plant are not allowed to make withdrawals. | ||
Upon termination of employment, participants are entitled to all of their vested balances and must receive their full balance upon reaching the age of 65. | ||
Retired employees may elect to leave their account balances in the Plan until they attain age 70-1/2 at which time Internal Revenue Service regulations require minimum distributions to be made. Failure to make a voluntary election to defer payment will result in a total distribution of vested Plan balances at age 65. |
7
Plan Transfers |
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Investments |
| The INVESCO (also known as PRIMCO) Interest Income Fund is primarily invested in a diversified portfolio of investment contracts issued by high quality financial institutions such as insurance companies and banks. Each contract has its own specific terms, including interest rate and maturity date. The crediting interest rates at December 31, 2007 and 2006 for the contracts range from 4.51% to 5.34% and 4.65% to 5.32%, respectively. The average crediting interest rates at December 31, 2007 and 2006 for the contracts are 4.95% and 5.20%, respectively. | ||
| Fidelity Asset Manager Fund, NTGI-QM Equity Index Fund, Fidelity Magellan Fund, PIMCO Total Return Fund Institutional Class, Harbor Capital Appreciation Fund, Unilever N.V. Stock Fund, Fidelity Growth & Income Portfolio Fund, Fidelity Contrafund, T. Rowe Price Small Cap Stock Fund, American Funds Washington Mutual Investors Fund Class A, Fidelity Select Health Care Portfolio Fund, Fidelity Select Technology Portfolio Fund, Fidelity Select Financial Services Portfolio Fund, Fidelity Select Natural Resources Portfolio Fund, NTGI-QM Collective Daily Russell 1000 Value Equity Index Fund, Legg Mason Partners Emerging Markets Equity Fund and the Fidelity Select International Equity Portfolio Fund. |
Effective July 1, 2008, the Company will introduce Target Date Trusts and brokerage capabilities to the Plan. Additionally, on August 28, 2008 certain investment funds from those currently available will be eliminated from the Plan, which will be communicated to participants in early June 2008. | ||
Loans to Plan Participants |
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Interest rates ranging from 5.0% to 10.5% were charged on loans for the year ended December 31, 2007 and 2006. |
8
For participants at the Hammond, Indiana plant, the Baltimore, Maryland plant, represented by the International Chemical Workers Union Council of the UFCW 217 C or the International Brotherhood of Teamsters Local 570, the Atlanta, Georgia plant, the Baltimore, Maryland plant represented by the United Food and Commercial Workers International AFL-CIO, Local 27, the Olathe, Kansas plant, the Elgin, Illinois plant, the Independence, Missouri plant, the Huntington location and the St. Albans location loans relating to the acquisition or construction of a participants principal residence are to be repaid within fifteen years. All other loans are required to be repaid within five years. | ||
For participants at the Chicago, Illinois plant and the Franklin Park, Illinois plant, loans are required to be repaid within five years. | ||
For participants that were transferred from the Ben and Jerrys Homemade Plan in 2006, loans relating to the acquisition or construction of a participants principal residence are to be repaid within thirty years. All other loans are required to be repaid within five years. | ||
Administration |
2. | Summary of Significant Accounting Policies | |
Basis of Accounting |
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Valuation of Plan Investments and Income Recognition |
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The Plan presents in the Statements of Changes in Net Assets Available for Benefits the investment income for the Plans interest in the Master Trust, which consists of its allocated share of investment income, realized gains and losses and the unrealized appreciation (depreciation) from the Master Trust. | ||
The Plans interest in the Master Trust represents more than 5 percent of the Plans net assets available for plan benefits as of December 31, 2007 and 2006. | ||
Investment Contracts |
9
FSP clarifies the definition of fully benefit-responsive investment contracts for contracts held by defined contribution plans along with the financial statement presentation and disclosure of such contracts. Investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. As required by the FSP, the Statements of Net Assets Available for Benefits presents the fair value of the investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The Statements of Changes in Net Assets Available for Benefits is prepared on a contract value basis. In adopting the provisions of this FSP, there were no accounting effects to the Plans financial statements, other than the requisite presentation of investment contracts fair values in the accompanying Statements of Net Assets Available for Benefits. | ||
Further information on the Plans investment contracts is included in Note 4. | ||
Benefit Payments |
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Administrative Expenses |
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Use of Estimates |
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Risks and Uncertainties |
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The Master Trust is exposed to credit loss in the event of non-performance by the companies with whom guaranteed investment contracts are placed. However, the Plan administrator does not anticipate non-performance by these companies. The Plan administrator believes that the risk to the Master Trust portfolio from credit loss is not material due to the diversified nature of assets held. |
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3. | Tax Status of the Plan | |
The Plan received a favorable tax determination letter, effective October 5, 2005 in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code of 1986, as amended (the Code). Although the Plan has been amended since then, the Plan administrator and the Plans legal counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code. Therefore, no provision for income taxes has been included in the Plans financial statements. | ||
4. | Investments Held by the Master Trust | |
The Master Trust comprises the assets of the UNICare Savings Plan, the Good Humor-Breyers Savings Plan and the Plan, all affiliated plans of Unilever US. The UNICare Savings Plan comprises approximately 91.6% and 91.5%, respectively, of the investments held by the Master Trust as of December 31, 2006 and 2005. The Plan has an undivided interest in the assets of the Master Trust. Certain investment assets of the Master Trust, related earnings and expenses are allocated to the plans participating in the Master Trust based upon the total of each individual participants share of the Master Trust. On an overall basis, the Plan has an 8.2% and 8.0% interest in the investments of the Master Trust as of December 31, 2007 and 2006, respectively. | ||
The Plans approximate share of investments held by the Master Trust at December 31, 2007 and 2006 were as follows: |
2007 | 2006 | |||||||
Short-term Investment Fund |
11.6 | % | 11.2 | % | ||||
Mutual funds |
6.7 | % | 6.6 | % | ||||
Commingled funds |
5.6 | % | 5.1 | % | ||||
Synthetic Guaranteed Investment Contracts |
11.6 | % | 11.2 | % | ||||
Unilever N.V. Stock |
9.1 | % | 8.8 | % |
As of December 31, 2007 and 2006, the investment categories of the Master Trust was as follows: |
2007 | 2006 | |||||||
Investments at fair value |
||||||||
Mutual funds |
$ | 819,071,869 | $ | 753,181,735 | ||||
Synthetic Guaranteed Investment Contracts |
611,901,396 | 613,887,040 | ||||||
Commingled funds |
334,167,581 | 337,594,175 | ||||||
Unilever N.V. Stock |
63,779,843 | 47,110,209 | ||||||
Short-term Investment Fund |
12,703,194 | 22,426,878 | ||||||
Master Trust and Investments, at fair value |
1,841,623,883 | 1,774,200,037 |
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2007 | 2006 | |||||||
Adjustment to Contract Value |
(13,784,879 | ) | 1,377,391 | |||||
Net Amount |
$ | 1,827,839,004 | $ | 1,775,577,428 | ||||
2007 | 2006 | |||||||
Investments at Fair Value as Determined by
Quoted Market Price |
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Mutual Funds |
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Fidelity Magellan Fund, 1,672,799 and 1,649,204
shares, respectively |
$ | 157,025,672 | $ | 147,636,717 | ||||
PIMCO Total Return Institutional Fund, 9,358,575 and
8,747,482 shares, respectively |
100,043,382 | 90,798,868 | ||||||
Fidelity Contrafund, 1,839,215 and 1,813,312 shares,
respectively |
134,464,989 | 118,227,958 | ||||||
Investments at Estimated Fair Value |
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Synthetic Guaranteed Investment Contracts |
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Synthetic Guaranteed Investment Contract
JP Morgan Chase Contract # 441619-IAAA |
106,966,456 | 105,900,806 | ||||||
Synthetic Guaranteed Investment Contract
State Street Bank and Trust Company Contract
# 103108 |
104,498,485 | 106,076,485 | ||||||
Synthetic Guaranteed Investment Contract
Bank of America Contract # 99-052 |
104,232,190 | 105,936,516 | ||||||
Synthetic Guaranteed Investment Contract
IXIS Financial Contract # 1419-01 |
124,539,676 | 127,502,961 | ||||||
Synthetic Guaranteed Investment Contract
UBS Financial Contract # 5220 |
90,704,209 | 10,864,360 | * | |||||
Commingled Funds |
||||||||
Fidelity Select International, 6,535,959 and 742,597
shares, respectively |
111,896,973 | 101,327,359 | ||||||
NTGI-QM Equity Index Fund, 12,151,812 and 13,231,580
shares, respectively |
159,310,253 | 164,468,535 |
* | Less than 5%. |
12
As of December 31, 2007, the fully benefit-responsive contracts of the Master Trust were as follows: |
Major | ||||||||||||
Credit | ||||||||||||
Ratings | Investments | Adjustment to | ||||||||||
(unaudited) | at fair value | contract value | ||||||||||
JP Morgan Chase (IGT Intermediate
Government Fund) |
AAA | $ | 106,966,456 | $ | (5,096,007 | ) | ||||||
State Street Bank (IGT Intermediate
Government Fund) |
AA+ | 104,498,485 | (2,641,341 | ) | ||||||||
Bank of America (IGT Intermediate
Government Fund) |
AA+ | 104,232,190 | (2,257,769 | ) | ||||||||
NATIXIS Capital Markets (IGT AAA Asset-Backed
Securities Fund) |
AA | 124,539,676 | (1,733,750 | ) | ||||||||
ING Life & Annuity (IGT Short-term
Bond Fund) |
AA | 80,960,380 | (671,786 | ) | ||||||||
UBS AG (IGT Short-term Bond Fund) |
AA+ | 90,704,209 | (1,384,226 | ) | ||||||||
$ | 611,901,396 | $ | (13,784,879 | ) | ||||||||
As of December 31, 2006, the fully benefit-responsive contracts of the Master Trust were as follows: |
Major | ||||||||||||
Credit | ||||||||||||
Ratings | Investments | Adjustment to | ||||||||||
(unaudited) | at fair value | contract value | ||||||||||
IXIS Financial (IGT AAA Asset-Backed
Securities Fund) |
AAA | $ | 127,502,961 | $ | (94,707 | ) | ||||||
State Street Bank (IGT WAM AAA or
Better Intermediate Fund) |
AA | 106,076,485 | 83,569 | |||||||||
Bank of America (IGT Intermediate
Government Fund) |
AA+ | 105,936,516 | 257,499 | |||||||||
JP Morgan Chase (IGT PIMCO AAA or
Better Intermediate Fund) |
AA | 105,900,806 | 243,325 | |||||||||
ING Life & Annuity (IGT Short-term
Bond Fund) |
AA | 80,456,225 | 819,046 | |||||||||
UBS AG (IGT Short-term Bond Fund) |
AA+ | 77,329,689 | (4,736 | ) | ||||||||
UBS AG (US Treasury Note) |
AA+ | 10,684,358 | 73,395 | |||||||||
$ | 613,887,040 | $ | 1,377,391 | |||||||||
13
The investment income, net of investment expense, of the Master Trust net assets for the years ended December 31, 2007 and 2006 were as follows: |
2007 | 2006 | |||||||
Net appreciation (depreciation) in fair value
of net investments |
||||||||
Investments at Fair Value as Determined by Quoted
Market Price |
||||||||
Mutual funds |
$ | 44,875,991 | $ | (13,269,313 | ) | |||
Unilever N.V. stock |
16,379,015 | 7,861,687 | ||||||
Investments at Estimated Fair Value |
||||||||
Commingled funds |
25,211,834 | 57,626,588 | ||||||
Net appreciation |
86,466,840 | 52,218,962 | ||||||
Interest |
30,841,778 | 31,825,809 | ||||||
Dividends |
63,466,933 | 79,361,051 | ||||||
Total net investment income |
$ | 180,775,551 | $ | 163,405,822 | ||||
Investment Valuation and Income Recognition of Master Trust |
||
Purchases and sales of securities are recorded on a trade date basis. Dividend income is recorded on the ex-dividend date and interest is recorded on the accrual basis. | ||
Investment income for the Master Trust includes net appreciation (depreciation) of investments, as well as, interest and dividends from investments. The net appreciation (depreciation) of investments held in the Master Trust consists of the realized gains (losses) and the unrealized appreciation (depreciation) on these investments. | ||
Investment Contracts |
14
A synthetic GIC provides for a fixed return on principal over a specified period of time through fully benefit-responsive wrapper contracts issued by third party financial institutions which are backed by underlying assets owned by the Master Trust. The wrapper contract amortizes the realized and unrealized gains and losses on the underlying fixed income investments, typically over the duration of the investments, through adjustments to the future interest crediting rate (which is the rate earned by participants in the Fund for the underlying investments). The issuer of the wrapper contract provides assurance that the adjustments to the interest crediting rate do not result in a future interest crediting rate that is less than zero. An interest crediting rate less than zero would result in a loss of principal or accrued interest. | ||
Calculating the Interest Crediting Rate in Wrapper Contracts |
| The level of market interest rates | ||
| The amount and timing of participant contributions, transfers, and withdrawals into/out of the wrapper contract | ||
| The investment returns generated by the fixed income investments that back the wrapper contract | ||
| The duration of the underlying investments backing the wrapper contract |
Wrapper contracts interest crediting rates are typically reset on a monthly or quarterly basis. While there may be slight variations from one contract to another, most wrapper contracts use a formula that is based on the characteristics of the underlying fixed income portfolio. Over time, the crediting rate formula amortizes the Funds realized and unrealized market value gains and losses over the duration of the underlying investments. | ||
Because changes in the market interest rates affect the yield to maturity and the market value of the underlying investments, they can have a material impact on the wrapper contracts interest crediting rate. In addition, participant withdrawals and transfers from the Fund are paid at contract value but funded through the market value liquidation of the underlying investments, which also impacts the interest crediting rate. The resulting gains and losses in the market value of the underlying investments relative to the wrapper contract value are presented on the Plans Statements of Net Assets Available for Benefits as the Adjustment from Fair Value to Contract Value. If the Adjustment from Fair Value to Contract Value is positive for a given contract, this indicates that the wrapper contract value is greater than the market value of the underlying investments. The embedded market value losses will be amortized in the future through a lower interest crediting rate than would otherwise be the case. And if the Adjustment from Fair Value to Contract Value figure is negative, this indicates that the wrapper contract value is less than the market value of the underlying investments. The amortization of the embedded market value gains will cause the future interest crediting rate to be higher than it otherwise would have been. | ||
All wrapper contracts provide for a minimum interest crediting rate of zero percent. In the event that the interest crediting rate should fall to zero and the requirements of the wrapper contract are satisfied, the wrapper issuers will pay to the Plan the shortfall needed to maintain the interest crediting rate at zero. This helps to ensure that participants principal and accrued interest will be protected. | ||
Events That Limit the Ability of the Plan to Transact at Contract Value |
15
In certain circumstances, the amount withdrawn from the wrapper contract would be payable at fair value rather than at contract value. These events include termination of the Plan, a material adverse change to the provisions of the Plan, if the employer elects to withdraw from a wrapper contract in order to switch to a different investment provider, or if the terms of a successor plan (in the event of the spin-off or sale of a division) do not meet the wrapper contract issuers underwriting criteria for issuance of a clone wrapper contract. The events described above that could result in the payment of benefits at market value rather than contract value are not probable of occurring in the foreseeable future. | ||
Issuer-Initiated Contract Termination |
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The contract values of the synthetic GICs were approximately $598 million and $615 million at December 31, 2007 and 2006, respectively. Included in the contract values of the synthetic GICs are approximately $(13.8) and $1.4 million at December 31, 2007 and 2006, respectively, attributable to wrapper contract providers representing the amounts by which the value of the investment contracts are less than, in 2007, and greater than, in 2006, the value of the underlying assets. | ||
As of December 31, 2007 and 2006, the average yields for synthetic GICs were as follows: |
Average yields for synthetic GICs | 2007 | 2006 | ||||||
Based on actual earnings |
5.13 | % | 5.12 | % | ||||
Based on interest rate credited to participants |
4.84 | % | 5.22 | % |
5. | Transactions with Related Parties and Parties-in-Interest | |
The Unilever N.V. Stock Fund invests in shares of Unilever N.V. Stock. This fund is designed as a means for employees to participate in the potential long-term growth of Unilever N.V. The Master Trust held 1,749,310 and 1,728,815 shares at December 31, 2007 and 2006, respectively, of common stock in Unilever N.V. The Master Trust also earned dividend income from the common stock of approximately $1.7 million and $2.0 million for the years ended December 31, 2007 and 2006, respectively. The Master trust had sales and purchases of $28,903,628 and $28,908,228 respectively, in 2007 and $25,537,794 and $20,603,526, respectively, in 2006. | ||
Certain Master Trust investments consist of units in investment funds managed by Fidelity. Fidelity owns these investment funds, and is a party-in-interest as defined by ERISA. In the opinion of the Plan administrator, fees paid during the year for services rendered by parties-in-interest were based on customary and reasonable rates for such services. |
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6. | 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 terminate the Plan, subject to the provisions of ERISA. In the event of the Plan termination, the participants rights to their accrued benefits are nonforfeitable. Any unallocated assets of the Plan shall be allocated to participant accounts and distributed in such a manner as the Company may determine. | ||
7. | Effects of New Accounting Pronouncements | |
In July 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), Accounting for Uncertainty in Income Taxes, an interpretation on FASB Statement No. 109. On January 1, 2007, the Plan adopted FIN 48. This interpretation, clarifies the accounting for uncertainty in tax positions taken or expected to be taken in a tax return. FIN 48 provides guidance on the measurement, recognition, classification and disclosure of tax positions, along with accounting for the related interest and penalty. The Plan administrator and the Plans tax counsel believe that the Plan is designed and is operated in compliance with the applicable requirements of the Internal Revenue Code (IRC) (see Note 3). Accordingly, the adoption of FIN 48 did not have any effect on the Plans net assets available for benefits and changes in net assets in net assets available for benefits. | ||
In September 2006, the FASB issued Statement of Financial Accounting Standards (SFAS) No. 157, Fair Value Measurements. This statement clarifies the definition of fair value, establishes a framework for measuring fair value, and expands the disclosures on fair value measurements. SFAS No. 157 is effective for fiscal years beginning after November 15, 2007. The Plan is currently evaluating the statements impact on its financial statements. | ||
In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities Including an Amendment of FASB Statement No. 115. This statement permits entities to choose to measure eligible financial instruments and certain other items at fair value. The fair value option established by this statement permits all entities to choose to measure eligible items at fair value on a specified election date or according to a pre-exiting policy for specified types of eligible items and report unrealized gains and losses on items for which the fair value option has been elected in the net assets available for plan benefits at each subsequent reporting date. It will be effective for fiscal years beginning after November 15, 2007. The Plan is currently evaluating the statements impact on its financial statements. | ||
In March 2008, the FASB issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging Activities The new standard is intended to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable users of the financial statements to better understand their effects on an entitys financial position, financial performance, and cash flows. It is effective for financial statements issued for fiscal years end interim periods beginning after November 15, 2008, with early application encouraged. The Plan is currently evaluating the statements impact on its financial statements. |
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8. | Reconciliation of Financial Statements to Form 5500 | |
The following is a reconciliation of net assets available for benefits as disclosed in the financial statement at December 31, 2007 to amounts presented in Form 5500: |
Net assets available for benefits as disclosed in the
financial statements |
$ | 155,823,711 | ||
Adjustment from fair value to contract value for interest in
the Master Trust relating to fully benefit-responsive
investment contracts (commingled trust fund) |
1,596,654 | |||
Net assets available for benefits as presented in Form 5500 |
$ | 157,420,365 | ||
The following is a reconciliation of investment income as disclosed in the financial statements for the year ended December 31, 2007 to the amounts presented in Form 5500: |
Net investment income from Plan interest in Unilever
United States Inc. Master Trust as presented in the
financial statements |
$ | 14,630,009 | ||
Adjustment from fair value to contract value at
December 31, 2007 |
1,596,654 | |||
Investment income as presented in Form 5500 |
$ | 16,226,663 | ||
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(c) Description of Investment Including | ||||||||
(b) Identify of Issue, Borrower | Maturity Date, Rate of Interest, Collateral, Par | (e) Current | ||||||
(a) Lessor or Similar Party | or Maturity Value | (d) Cost ** | Value | |||||
* Loans to Participants
|
Interest rates ranging from 5.0% to 10.5% and with maturities through 2022 | $ | 5,448,758 | |||||
* Investment in Master Trust at fair value,
|
$ | 151,844,290 | ||||||
* | Denotes a party-in-interest to the Plan | |
** | Not applicable |
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