Pages | ||||
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM |
1 | |||
FINANCIAL STATEMENTS: |
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Statements of Net Assets Available for Benefits, as of
December 31, 2009 and 2008 |
2 | |||
Statements of Changes in Net Assets Available for Benefits
for the Years Ended December 31, 2009 and 2008 |
3 | |||
Notes to Financial Statements
for the Years Ended December 31, 2009 and 2008 |
4-12 | |||
SUPPLEMENTAL SCHEDULE: |
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Schedule H, line 4a Schedule of Delinquent
Participant Contributions, December 31, 2009 |
13 | |||
Schedule H, line 4i Schedule of Assets Held for
Investment Purposes, December 31, 2009 |
14 |
NOTE: | The accompanying financial statements have been prepared for the purpose of filing DOL Form 5500. Supplemental schedules required by Section 2520 of the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, other than the ones listed above, are omitted because of the absence of the conditions under which they are required. |
1
2009 | 2008 | |||||||
ASSETS: |
||||||||
Investments, at fair value |
$ | 40,487,266 | $ | 33,609,841 | ||||
Receivables: |
||||||||
Participant contributions receivable |
37,046 | 3,552 | ||||||
Employer contributions receivable |
18,513 | 1,651 | ||||||
Total receivables |
55,559 | 5,203 | ||||||
Accrued income and other |
18,217 | 21,422 | ||||||
NET ASSETS AVAILABLE
FOR BENEFITS AT FAIR VALUE |
40,561,042 | 33,636,466 | ||||||
Adjustment from fair value to contract value for
interest in collective trust relating to fully benefit
responsive investment contracts |
(52,191 | ) | 359,206 | |||||
NET ASSETS AVAILABLE FOR BENEFITS |
$ | 40,508,851 | $ | 33,995,672 | ||||
2
2009 | 2008 | |||||||
ADDITIONS: |
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Additions to net assets attributed to: |
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Net appreciation (depreciation): |
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Net appreciation (depreciation) in investments |
$ | 5,855,491 | $ | (11,086,484 | ) | |||
Interest and dividend income |
814,685 | 1,148,829 | ||||||
Net appreciation (depreciation) in investments |
6,670,176 | (9,937,655 | ) | |||||
Contributions: |
||||||||
Participants |
2,356,232 | 2,857,948 | ||||||
Employer |
1,082,990 | 1,249,891 | ||||||
Rollovers |
12 | 88,848 | ||||||
Total contributions |
3,439,234 | 4,196,687 | ||||||
Total additions |
10,109,410 | (5,740,968 | ) | |||||
DEDUCTIONS: |
||||||||
Deductions from net assets attributed to: |
||||||||
Benefits paid to participants |
3,468,391 | 3,684,752 | ||||||
Fees and commissions |
68,103 | 62,735 | ||||||
Total deductions |
3,536,494 | 3,747,487 | ||||||
INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS |
6,572,916 | (9,488,455 | ) | |||||
TRANSFER OF ASSETS |
(59,737 | ) | 265,993 | |||||
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF YEAR |
33,995,672 | 43,218,134 | ||||||
NET ASSETS AVAILABLE FOR BENEFITS,
END OF YEAR |
$ | 40,508,851 | $ | 33,995,672 | ||||
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1. | DESCRIPTION OF PLAN | |
The following description of the EnPro Industries, Inc. Retirement Savings Plan for Hourly Employees (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plans provisions. | ||
General EnPro Industries, Inc. (the Company) established the Plan to provide employees with a systematic means of savings and investing for the future. Regular full-time, hourly employees of the Company, as defined by the plan document, are eligible to enroll on their date of hire. Deferrals begin on the first day of the month subsequent to enrollment. Participants that do not enroll in the Plan within 30 days of their hire date are automatically enrolled in the Plan to contribute 4% of their base pay unless they elect out of the Plan. The Plan is a defined contribution Plan subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). | ||
Hourly Trust The Charles Schwab Trust Company (the Trustee or Schwab) serves as trustee for the Plan. The Plans assets are held in the Schwab Directed Employee Benefit Trust (the Hourly Trust). | ||
Assets of the Plan are allocated to participant accounts based on specific contributions made by each participant and respective matches made by the Company. Investment income (loss) is credited to each account based on appreciation (depreciation) of specific assets held in each participant account and any earnings thereon. | ||
Plan Contributions Participants may contribute from 1% to 25% of their base pay by means of payroll deductions, subject to certain discrimination tests prescribed by the Internal Revenue Code and other limitations specified in the Plan. The Company matches either 50% or 100% of employee contributions of 3% to 6% of base pay per payroll period. The Company also contributes an additional 2% to certain eligible employees. The Plan also includes a Roth contribution feature. | ||
Participants contributions are remitted by the Company to the Trustee at the end of each payroll cycle. Upon determination of participants contributions, the Company contributions are made to the Trustee in cash. The contributed cash is allocated to individual employee accounts and invested at the participants direction. | ||
Participant Accounts Each participants account is credited with the participants contributions, allocations of the Companys matching contributions and investment gains or losses. Allocations of earnings and losses for each fund are based on the ratio of weighted average participant account balances to the total weighted average of all participant account balances. The benefit to which a participant is entitled is the vested benefit that can be provided from the participants accounts. |
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Investment Options Upon enrollment in the Plan, participants direct the investment of their contributions and Company contributions into various investment options offered by the Plan. | ||
Vesting Participants are immediately vested in their voluntary contributions, Company matching contributions, and actual earnings thereon. However, vesting in the additional 2% Company contributions for certain employees who do not participate in the Plan is based on years of service. Prior to normal retirement age, a participants interest in the additional 2% Company contribution becomes 100% vested after three years of service. | ||
Distributions Upon retirement, disability or death, a participant or beneficiary receives the entire amount credited to the participants account in either a lump sum or, at the participants election, in annual installments. Upon termination, other than by retirement, disability or death, a participant becomes eligible to receive the current value of the participants vested account in a lump-sum. Distributions made from the EnPro Company Stock Fund are made, at the option of the participant, in either cash or shares. | ||
Participant Loans Participants may borrow from their account a minimum amount of $1,000 up to 50% of their vested account balance not to exceed $50,000. Principal and interest are paid ratably through payroll deductions. Loans are repaid over a period not to exceed five years. However, loans for the purchase of a principal residence are repaid over a period of up to twenty-five years. The loans are secured by the balance of the participants account and bear interest at rates that range from 4.25% to 9.25% which are commensurate with local prevailing rates in accordance with the Plan document. As of December 31, 2009 and 2008, the Plan had loans receivable from participants with principal balances totaling $2,644,526 and $2,777,300, respectively, which are included with investments in the accompanying Statements of Net Assets Available for Benefits. | ||
Participant Investment Rollovers Participants are allowed to transfer or rollover funds into the Plan from other qualified plans. | ||
Forfeitures The nonvested portion of terminated participants account balances are used to reduce future Company contributions and to pay plan expenses. At December 31, 2009, forfeited non-vested accounts in the Plan totaled approximately $25,000. Forfeitures were used to reduce Company contributions by approximately $5,000 during 2009. At December 31, 2008, forfeited non-vested accounts in the Plan totaled approximately $5,000. Forfeitures were used to reduce Company contributions by approximately $4,000 during 2008. | ||
2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Accounting The accompanying financial statements have been prepared on the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America, except that accumulated benefits paid to the Plan participants are recorded on the cash basis. | ||
Use of Accounting Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of certain assets, liabilities and disclosures. Accordingly, the actual amounts could differ from those estimates. Any adjustments applied to estimated amounts are recognized in the year in which such adjustments are determined. |
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2009 | 2008 | |||||||
Schwab
S&P 500 Index Fund |
$ | 8,487,003 | * | |||||
Schwab Stable Value Fund |
$ | 7,616,047 | $ | 7,399,052 | ||||
PIMCO Total Return |
$ | 5,518,510 | $ | 4,688,049 | ||||
Hartford Capital Appreciation R4 |
$ | 2,943,103 | * | |||||
Participant Loans |
$ | 2,644,526 | $ | 2,777,300 | ||||
Schwab Managed Retirement 2020 Class III |
$ | 2,059,009 | $ | 1,751,931 | ||||
Europacific Growth R4 |
$ | 2,046,775 | * | |||||
Schwab
Institutional Select S&P 500 |
* | $ | 6,665,788 | |||||
Hartford Capital Appreciation A |
* | $ | 2,064,703 |
* | Does not represent 5% or more of the Plans net assets available in each investment for respective year. |
2009 | 2008 | |||||||
Interest and dividends |
$ | 814,685 | $ | 1,148,829 | ||||
Net appreciation (depreciation) of common stock |
130,278 | (246,009 | ) | |||||
Net appreciation (depreciation) of common/collective trusts |
1,153,500 | (978,593 | ) | |||||
Net appreciation (depreciation) of self directed brokerage
accounts |
78,560 | (108,252 | ) | |||||
Net appreciation (depreciation) of registered investment cos |
4,493,153 | (9,753,630 | ) | |||||
Net appreciation (depreciation) in investments |
$ | 6,670,176 | $ | (9,937,655 | ) | |||
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Level 1 | Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the plan has the ability to access. | ||
Level 2 | Inputs to the valuation methodology include: | ||
Quoted prices for similar assets or liabilities in active markets; | |||
Quoted prices for identical or similar assets or liabilities in inactive markets; | |||
Inputs other than quoted prices that are observable for the asset or liability; | |||
Inputs that are derived principally from or corroborated by observable market data by correlation or other means. | |||
If the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the asset or liability. | |||
Level 3 | Inputs to the valuation methodology are unobservable and significant to the fair value measurement. |
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Assets at Fair Value as of December 31, 2009 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Mutual funds: |
||||||||||||||||
Large cap |
$ | 13,515,610 | $ | 13,515,610 | ||||||||||||
Fixed income |
5,518,510 | 5,518,510 | ||||||||||||||
International |
2,092,025 | 2,092,025 | ||||||||||||||
Mid cap |
1,451,721 | 1,451,721 | ||||||||||||||
Small cap |
1,112,255 | 1,112,255 | ||||||||||||||
Allocation |
950,590 | 950,590 | ||||||||||||||
Employer common stock |
706,277 | 706,277 | ||||||||||||||
Money market funds |
503 | 503 | ||||||||||||||
Self-directed accts |
229,817 | 229,817 | ||||||||||||||
Collective trust: |
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Guaranteed investment
contracts |
$ | 7,616,047 | 7,616,047 | |||||||||||||
Target date funds |
4,649,385 | 4,649,385 | ||||||||||||||
Participant loans |
$ | 2,644,526 | 2,644,526 | |||||||||||||
Total assets fair value |
$ | 25,577,308 | $ | 12,265,432 | $ | 2,644,526 | $ | 40,487,266 | ||||||||
Assets at Fair Value as of December 31, 2008 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Mutual funds: |
||||||||||||||||
Large cap |
$ | 10,308,847 | $ | 10,308,847 | ||||||||||||
Fixed income |
4,688,049 | 4,688,049 | ||||||||||||||
International |
1,373,354 | 1,373,354 | ||||||||||||||
Mid cap |
1,047,197 | 1,047,197 | ||||||||||||||
Small cap |
807,656 | 807,656 | ||||||||||||||
Allocation |
788,030 | 788,030 | ||||||||||||||
Employer common stock |
607,894 | 607,894 | ||||||||||||||
Money market funds |
673 | 673 | ||||||||||||||
Self-directed accts |
144,361 | 144,361 | ||||||||||||||
Collective trust: |
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Guaranteed investment
contracts |
$ | 7,405,148 | 7,405,148 | |||||||||||||
Target date funds |
3,661,332 | 3,661,332 | ||||||||||||||
Participant loans |
$ | 2,777,300 | 2,777,300 | |||||||||||||
Total assets fair value |
$ | 19,766,061 | $ | 11,066,480 | $ | 2,777,300 | $ | 33,609,841 | ||||||||
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Participant | ||||
Loans | ||||
Balance, beginning of year |
$ | 2,777,300 | ||
Purchases, sales, issuances and settlements (net) |
(132,774 | ) | ||
Balance, end of year |
$ | 2,644,526 | ||
Participant | ||||
Loans | ||||
Balance, beginning of year |
$ | 2,721,875 | ||
Purchases, sales, issuances and settlements (net) |
55,425 | |||
Balance, end of year |
$ | 2,777,300 | ||
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2009 | 2008 | |||||||
Net assets available for benefits per the
accompanying financial statements at contract value |
$ | 40,508,851 | $ | 33,995,672 | ||||
Timing difference in cash balance |
(330 | ) | ||||||
Adjustment from fair value to contract value
for fully benefit responsive investment contracts |
52,191 | (359,206 | ) | |||||
Net assets available for benefits per the
Form 5500 |
$ | 40,561,042 | $ | 33,636,136 | ||||
2009 | 2008 | |||||||
Change in net assets available for benefits
per the accompanying financial statements |
$ | 6,572,916 | $ | (9,488,455 | ) | |||
Timing difference in cash balance |
330 | (330 | ) | |||||
Plus adjustment from fair value to contract value
for fully benefit responsive investment contracts |
359,206 | (18,162 | ) | |||||
Plus adjustment from fair value to contract value
for fully benefit responsive investment contracts |
52,191 | (359,206 | ) | |||||
Change in net assets available for benefits per the
Form 5500 |
$ | 6,984,643 | $ | (9,866,153 | ) | |||
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AS OF DECEMBER 31, 2009
|
EIN: 01-0573945 | PLAN NUMBER: 005 | ||
Participant | ||||||||
Contributions | ||||||||
Transferred Late | ||||||||
To Plan | Total that Constitutes Nonexempt Prohibited Transactions | Total Fully | ||||||
Check Here If | Contributions | Contributions | Contributions | Corrected | ||||
Late Participant Loan | Not | Collected Outside of | Pending Correction | Under VFCP and | ||||
Payments are Included | Corrected | NFCP | In VFCP | PTE 2002 51 | ||||
X | $2,857 |
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(a) | (b) | (c) | (d) | |||||
Party-in- | Identity of issuer, borrower, | Description of investment including maturity date, | Current | |||||
Interest | lessor or similar party | rate of interest, collateral, par or maturity value | Value | |||||
* |
Schwab U.S. Treasury Money Fund | Money Market | $ | 503 | ||||
* |
EnPro Company Stock Fund | Common stock | 706,277 | |||||
* |
Schwab Stable Value Fund | Common/collective trust | 7,616,047 | |||||
* |
Schwab Managed Retirement 2010 CL III | Common/collective trust | 690,020 | |||||
* |
Schwab Managed Retirement 2020 CL III | Common/collective trust | 2,059,009 | |||||
* |
Schwab Managed Retirement 2030 CL III | Common/collective trust | 1,101,391 | |||||
* |
Schwab Managed Retirement 2040 CL III | Common/collective trust | 637,485 | |||||
* |
Schwab Managed Retirement 2050 CL III | Common/collective trust | 138,618 | |||||
* |
Schwab Managed Retirement Income Class III | Common/collective trust | 22,862 | |||||
Personal Choice Retirement Account | Self directed brokerage account | 229,817 | ||||||
* |
Schwab S&P 500 Index Fund | Registered investment company | 8,487,003 | |||||
PIMCO Total Return | Registered investment company | 5,518,510 | ||||||
Hartford Capital Appreciation R4 | Registered investment company | 2,943,103 | ||||||
Europacific Growth R4 | Registered investment company | 2,046,775 | ||||||
Dodge & Cox Stock Fund | Registered investment company | 1,167,418 | ||||||
Columbia Small Cap Value II Z | Registered investment company | 981,762 | ||||||
Van Kampen Equity and Income | Registered investment company | 950,590 | ||||||
Growth Fund of America A | Registered investment company | 918,086 | ||||||
T Rowe Price Mid-Cap Growth | Registered investment company | 896,718 | ||||||
Riversource Midcap Val R5 | Registered investment company | 555,003 | ||||||
Royce Value Plus Institutional | Registered investment company | 130,493 | ||||||
Blackrock Global Allocation I | Registered investment company | 45,250 | ||||||
Participant loans | Interest rates ranging from 4.25% to 9.25% | 2,644,526 | ||||||
$ | 40,487,266 | |||||||
* | Party-in-interest transaction, not a prohibited transaction. |
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ENPRO INDUSTRIES, INC. RETIREMENT SAVINGS PLAN FOR HOURLY EMPLOYEES |
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By: | ENPRO INDUSTRIES, INC., Plan Administrator |
By: | /s/ Robert McKinney | |||
Robert McKinney | ||||
Vice President, Human Resources | ||||
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Exhibit No. | Document | |
23.1
|
Consent of Greer & Walker, LLP |