Form 11-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d)OF THE SECURITIES
EXCHANGE ACT OF 1934
(Mark One)
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| þ |
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2009
or
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| o |
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TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from
_____
to
_____
Commission file number 000-23157
A. Full title of the plan and the address of the plan, if different from that of the issuer
named below: |
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
B. Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office: |
A.C. MOORE ARTS & CRAFTS, INC.
130 A.C. Moore Drive
Berlin, New Jersey 08009
A.C. MOORE ARTS & CRAFTS, INC.
401(k) PLAN
Berlin, New Jersey
FINANCIAL STATEMENTS
December 31, 2009 and 2008
Report of Independent Registered Public Accounting Firm
To the Trustees
A.C. Moore Arts & Crafts, Inc.
401(k) Plan
Berlin, New Jersey
We have audited the accompanying statements of net assets available for benefits of the A.C. Moore
Arts & Crafts, Inc. 401(k) Plan (the Plan) as of December 31, 2009 and the related statement of
changes in net assets available for benefits for the year ended December 31, 2009. 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 audit. The financial statements of the Plan as
of and for the year ended December 31, 2008 were audited by Stockton Bates, LLP, which practice was
acquired by Clifton Gunderson LLP by merger on June 1, 2010. Stockton Bates, LLP’s report dated
June 16, 2009, expressed an unqualified opinion on those financial statements.
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. The
Plan is not required to have, nor were we engaged to perform, an audit of its 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 includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that
our 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 as of December 31, 2009, and the
changes in net assets available for benefits for the year ended December 31, 2009, in conformity
with United States generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as
a whole. The accompanying supplemental schedule is presented for the purpose of additional
analysis and is not a required part of the basic financial statements, but is supplemental
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 procedures applied in the audit of the basic financial statements and, in
our opinion, is fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
Philadelphia, Pennsylvania
June 28, 2010
Clifton Gunderson LLP
1
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2009 and 2008
| |
|
|
|
|
|
|
|
|
| |
|
2009 |
|
|
2008 |
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
CASH |
|
$ |
718 |
|
|
$ |
940 |
|
|
|
|
|
|
|
|
|
|
PARTICIPANT — DIRECTED INVESTMENTS |
|
|
10,971,878 |
|
|
|
9,032,212 |
|
|
|
|
|
|
|
|
|
|
RECEIVABLES |
|
|
|
|
|
|
|
|
Company contributions |
|
|
— |
|
|
|
3,837 |
|
Participant contributions |
|
|
— |
|
|
|
23,281 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total receivables |
|
|
— |
|
|
|
27,118 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
|
10,972,596 |
|
|
|
9,060,270 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES
|
|
|
|
|
|
|
|
|
|
REFUND OF EXCESS CONTRIBUTIONS |
|
|
44,708 |
|
|
|
77,293 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS AVAILABLE FOR BENEFITS |
|
$ |
10,927,888 |
|
|
$ |
8,982,977 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
3
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
For the Years Ended December 31, 2009 and 2008
| |
|
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|
|
|
|
|
|
| |
|
2009 |
|
|
2008 |
|
ADDITIONS |
|
|
|
|
|
|
|
|
Investment income (loss): |
|
|
|
|
|
|
|
|
Net appreciation (depreciation) in fair value
of investments |
|
$ |
1,869,553 |
|
|
$ |
(5,084,256 |
) |
Interest and dividends |
|
|
178,838 |
|
|
|
295,712 |
|
|
|
|
|
|
|
|
Total investment income (loss) |
|
|
2,048,391 |
|
|
|
(4,788,544 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions: |
|
|
|
|
|
|
|
|
Company |
|
|
911 |
|
|
|
236,086 |
|
Participant |
|
|
1,133,027 |
|
|
|
1,575,569 |
|
Rollover |
|
|
40,848 |
|
|
|
47,820 |
|
|
|
|
|
|
|
|
Total contributions |
|
|
1,174,786 |
|
|
|
1,859,475 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total additions (contributions), net of
investment loss |
|
|
3,223,177 |
|
|
|
(2,929,069 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DEDUCTIONS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefits paid to participants |
|
|
1,222,193 |
|
|
|
1,933,099 |
|
Refund of excess contributions |
|
|
45,999 |
|
|
|
57,267 |
|
Administrative expenses |
|
|
10,074 |
|
|
|
10,124 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deductions |
|
|
1,278,266 |
|
|
|
2,000,490 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCREASE (DECREASE) |
|
|
1,944,911 |
|
|
|
(4,929,559 |
) |
|
|
|
|
|
|
|
|
|
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF YEAR |
|
|
8,982,977 |
|
|
|
13,912,536 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS AVAILABLE FOR BENEFITS,
END OF YEAR |
|
$ |
10,927,888 |
|
|
$ |
8,982,977 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
4
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 1 — PLAN DESCRIPTION
The following description of the A.C. Moore Arts & Crafts, Inc. 401(k) Plan provides only general
information. Participants should refer to the Plan agreement for a more complete description of
the Plan’s provisions.
General
The A.C. Moore Arts & Crafts, Inc. 401(k) Plan (the Plan) was established in 1999 by A.C. Moore
Arts & Crafts, Inc. (the Company) to provide for retirement income and financial protection in the
event of death or retirement of covered employees and to provide for the financial protection and
compensation of employees in the event of permanent disability. The Plan is subject to the
Employee Retirement Income Security Act of 1974 (ERISA). Most administrative expenses are paid
directly by the Company.
All employees of the employer and participating affiliates who are at least 21 years of age and
have completed 1/4 year of service are eligible to participate in this Plan, except non-resident
aliens, and employees who are members of a union who bargained separately for retirement benefits
during negotiations. Employees will become participants in the Plan on the entry date coincident
with or next following the date they meet the participation requirements. The entry dates for the
Plan are the first day of each month.
Contributions
Participants may elect to contribute up to 100 percent of their annual compensation, subject to IRS
limitations. Prior to January 1, 2009, the Company made a matching contribution of 25 percent of
the first 6 percent of the employee compensation contributed as an elective deferral subject to a
maximum of $1,500. The Company has suspended the matching contribution effective January 1, 2009.
Each participant’s account is credited with the participant’s and employer’s contribution and
related Plan earnings, transfer contributions and rollovers. Allocations are based on participant
earnings or account balances. The benefit to which a participant is entitled is the benefit that
can be provided from the participant’s account.
Vesting
Participants are immediately vested in their voluntary contributions and any transfers or rollovers
plus actual earnings thereon. Vesting in the remainder of their accounts is based on years of
continuous service. A participant is 33 percent vested after 1 year of credited service, 66
percent vested after two years and 100 percent vested after three years. The Plan defines a year
of credited services as working 500 hours.
5
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 1 — PLAN DESCRIPTION (CONTINUED)
Payment of Benefits
On termination of service, the normal form of payment to a participant is a lump sum. An optional
form of payment is installments payable in cash or in kind, or part cash and part in kind over a
period not to exceed the participant’s expected lifetime, or the joint future lifetime of the
participant and spouse.
Plan assets allocated to the accounts of persons who have terminated with the Company but have not
withdrawn from the Plan approximate $2,536,000 and $2,373,000 at December 31, 2009 and 2008,
respectively.
Forfeitures
Employer contributions for the year ended December 31, 2009 and 2008 was reduced by $0 and $21,566,
respectively, from forfeited non-vested accounts. At December 31, 2009 and 2008 forfeited
non-vested accounts totaled $5,218 and $4,875, respectively.
Loans
Loans are available to all participants in the Plan on a uniform and nondiscriminatory basis.
Loans must bear a reasonable rate of interest and be adequately secured. A participant may borrow
any amount up to 50% of their vested account balance, subject to a maximum of $50,000 minus their
highest outstanding loan amount during the prior twelve months and bear an interest rate of 4.25%.
Repayment of a loan must be made at least quarterly, on an after-tax basis, in level payments of
principal and interest, and repaid within five years, except for the purchase of a primary
residence.
NOTE 2 — SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements have been prepared on the accrual basis of accounting.
Valuation of Investments
Investments are reported at fair value. Fair value is the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date. See Note 5 for discussion of fair value measurements. Purchases and sales of
securities are recorded on a trade date basis. Interest Income is recorded on the accrual basis.
Dividends are recorded on the ex-dividend date. Net appreciation includes the Plans gains and
losses on investments bought and sold as well as held during the year.
6
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 2 — SUMMARY OF ACCOUNTING POLICIES (CONTINUED)
Use of Estimates
Management uses estimates and assumptions in preparing financial statements. Those estimates and
assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent
assets and liabilities and the reported revenues and expenses. Actual results could differ from
those estimates.
Administrative Expenses
The majority of administrative expenses are paid by the Company.
Payment of Benefits
Benefits are recorded when paid.
Reclassifications
Certain reclassifications have been made to the prior year to conform to the current year
presentation.
NOTE 3 — TAX STATUS
The Plan obtained its latest determination letter on June 14, 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. The Plan has been amended since receiving the determination letter.
However, the Plan administrator and the Plan’s tax counsel believe that the Plan is currently
designed and being operated in compliance with the applicable requirements of the Internal Revenue
Code.
NOTE 4 — INVESTMENTS
Investments that represents 5% or more of fair value of the Plan’s net assets are for December 31
are as follows:
| |
|
|
|
|
|
|
|
|
| |
|
2009 |
|
|
2008 |
|
|
|
|
|
|
|
|
|
|
* A.C. Moore Arts & Crafts, Inc. |
|
$ |
633,176 |
|
|
$ |
— |
|
* ML Retirement Preservation Trust |
|
|
2,197,023 |
|
|
|
2,167,124 |
|
Black Rock Basic Value Fund, Inc. |
|
|
1,058,076 |
|
|
|
797,813 |
|
DWS Core Fixed Income Fund Class A |
|
|
— |
|
|
|
996,016 |
|
Growth Fund of America |
|
|
1,352,024 |
|
|
|
1,000,003 |
|
Munder Small Cap Value Fund |
|
|
— |
|
|
|
724,393 |
|
Black Rock
S&P 500 Index Fund |
|
|
561,098 |
|
|
|
478,099 |
|
Thornburg International Value A |
|
|
979,553 |
|
|
|
775,044 |
|
PIMCO Total Return Fund A |
|
|
1,120,515 |
|
|
|
— |
|
Dreyfus Small Cap Equity A |
|
|
998,581 |
|
|
|
— |
|
| |
|
|
| * |
|
Indicates a party-in-interest to the Plan |
7
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 4 — INVESTMENTS (CONTINUED)
During the years ended December 31, 2009 and 2008, the Plan’s investments (including gains and
losses on investments bought and sold, as well as held during the year) appreciated (depreciated)
in value as follows:
| |
|
|
|
|
|
|
|
|
| |
|
2009 |
|
|
2008 |
|
Common stock |
|
$ |
403,135 |
|
|
$ |
(1,381,975 |
) |
Registered investment companies (mutual funds) |
|
|
1,466,418 |
|
|
|
(3,702,281 |
) |
|
|
|
|
|
|
|
Total |
|
$ |
1,869,553 |
|
|
$ |
(5,084,256 |
) |
|
|
|
|
|
|
|
NOTE 5 — FAIR VALUE MEASUREMENTS
Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820, Fair Value
Measurements and Disclosures, provides the framework for measuring fair value. That framework
provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure
fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets
for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable
inputs (Level 3 measurements). The three levels of the fair value hierarchy under FASB ASC 820 are
described as follows:
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. |
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.
The asset or liability’s fair value measurement level within the fair value hierarchy is based on
the lowest level of any input that is significant to the fair value measurement. Valuation
techniques used need to maximize the use of observable inputs and minimize the use of unobservable
inputs.
Following is a description of the valuation methodologies used for assets measured at fair value.
There have been no changes in the methodologies used at December 31, 2009 and 2008.
Common stock: Valued at the closing price reported on the active market on which the individual
securities are traded.
Mutual funds: Valued at the net asset value (NAV) of shares held by the Plan at year end.
8
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 5 — FAIR VALUE MEASUREMENTS (CONTINUED)
Common / collective trusts: Valued at the net asset value (NAV) of units of the fund held by the
Plan based on the fair value of the underlying investments of the fund. The collective trust funds
do not have finite lives, unfunded commitments relating to these types of investments, or
significant restrictions on redemptions. Funds under the collective trust have been primarily
invested in traditional guaranteed investment contracts and wrapped portfolios of fixed income
investments. The fund is guaranteed to earn interest at the fund’s stated rate.
Participant loans: Valued at amortized cost, which approximates fair value.
The preceding methods described may produce a fair value calculation that may not be indicative of
net realizable value or reflective of future fair values. Furthermore, although the Plan believes
its valuation methods are appropriate and consistent with other market participants, the use of
different methodologies or assumptions to determine the fair value of certain financial instruments
could result in a different fair value measurement at the reporting date.
The following table sets forth by level, within the fair value hierarchy, the Plan’s assets at fair
value as of December 31, 2009 and 2008:
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
2009 |
|
| |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Mutual funds: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Index funds |
|
$ |
561,098 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
561,098 |
|
Fixed income funds |
|
|
1,396,311 |
|
|
|
— |
|
|
|
— |
|
|
|
1,396,311 |
|
Growth funds |
|
|
1,352,024 |
|
|
|
— |
|
|
|
— |
|
|
|
1,352,024 |
|
Other funds |
|
|
3,122,893 |
|
|
|
— |
|
|
|
— |
|
|
|
3,122,893 |
|
Balanced funds |
|
|
1,257,239 |
|
|
|
— |
|
|
|
— |
|
|
|
1,257,239 |
|
Common Stock: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer |
|
|
633,176 |
|
|
|
— |
|
|
|
— |
|
|
|
633,176 |
|
Common/collective trust — Fixed |
|
|
— |
|
|
|
2,197,023 |
|
|
|
— |
|
|
|
2,197,023 |
|
Participant loans |
|
|
— |
|
|
|
— |
|
|
|
452,114 |
|
|
|
452,114 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets at fair value |
|
$ |
8,322,741 |
|
|
$ |
2,197,023 |
|
|
$ |
452,114 |
|
|
$ |
10,971,878 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
2008 |
|
| |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Mutual funds: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Index funds |
|
$ |
478,099 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
478,099 |
|
Fixed income funds |
|
|
1,176,363 |
|
|
|
— |
|
|
|
— |
|
|
|
1,176,363 |
|
Growth funds |
|
|
1,000,003 |
|
|
|
— |
|
|
|
— |
|
|
|
1,000,003 |
|
Other funds |
|
|
2,430,100 |
|
|
|
— |
|
|
|
— |
|
|
|
2,430,100 |
|
Balanced funds |
|
|
950,942 |
|
|
|
— |
|
|
|
— |
|
|
|
950,942 |
|
Common Stock: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer |
|
|
305,609 |
|
|
|
— |
|
|
|
— |
|
|
|
305,609 |
|
Common/collective trust — Fixed |
|
|
— |
|
|
|
2,167,124 |
|
|
|
— |
|
|
|
2,167,124 |
|
Participant loans |
|
|
— |
|
|
|
— |
|
|
|
523,972 |
|
|
|
523,972 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets at fair value |
|
$ |
6,341,116 |
|
|
$ |
2,167,124 |
|
|
$ |
523,972 |
|
|
$ |
9,032,212 |
|
|
|
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9
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 5 — FAIR VALUE MEASUREMENTS (CONTINUED)
The following table sets forth a summary of changes in the fair value of the Plan’s level 3 assets
for the year ended December 31, 2009.
| |
|
|
|
|
|
|
|
|
| |
|
2009 |
|
|
2008 |
|
|
|
|
|
|
|
|
|
|
Balance, beginning of year |
|
$ |
523,972 |
|
|
$ |
481,351 |
|
Total gains or losses (realized and unrealized) included in the
changes in net assets available for benefits |
|
|
— |
|
|
|
— |
|
Purchases, sales, issuances, and settlements (net) |
|
|
(71,858 |
) |
|
|
42,621 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, end of year |
|
$ |
452,114 |
|
|
$ |
523,972 |
|
|
|
|
|
|
|
|
Gains and losses (realized and unrealized) included in changes in net assets for the period above
are reported in net appreciation in fair value of investments in the Statement of Changes in Net
Assets Available for Benefits.
NOTE 6 — RISKS AND UNCERTAINTIES
The Plan provides for investment options in any combination of stocks and mutual funds. Investment
securities are exposed to various risks, such as interest rate, market and credit. Due to the
level of risk associated with certain investment securities and the level of uncertainty related to
changes in the value of investment securities, it is at least reasonably possible that changes in
risks in the near term would materially affect participant’s account balances and the amounts
reported in the statement of net assets available for benefits and the statement of changes in net
assets available for benefits.
NOTE 7 — PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right under the Plan to
terminate the Plan subject to the provisions of ERISA. In the event the Plan is terminated,
participants will become 100 percent vested in their accounts.
NOTE 8 — RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
A reconciliation of net assets available for benefits as reported on the financial statements to
that reported on the Form 5500 for December 31 follows:
| |
|
|
|
|
|
|
|
|
| |
|
2009 |
|
|
2008 |
|
|
Net assets available for benefits per the financial statements |
|
$ |
10,927,888 |
|
|
$ |
8,982,977 |
|
Return of excess contributions |
|
|
44,708 |
|
|
|
77,293 |
|
|
|
|
|
|
|
|
|
Net assets available for benefits, per Form 5500 |
|
$ |
10,972,596 |
|
|
$ |
9,060,270 |
|
|
|
|
|
|
|
|
10
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE
8 — RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (CONTINUED)
A reconciliation of net increase (decrease) in net assets available for benefits as reported on the
financial statements to that reported on Form 5500 follows for the year ended December 31 follows:
| |
|
|
|
|
|
|
|
|
Net increase (decrease) in net assets available for benefits per
the financial statements |
|
$ |
1,944,911 |
|
|
$ |
(4,929,559 |
) |
Difference in employer contributions |
|
|
— |
|
|
|
5,071 |
|
Difference in participants’ contributions |
|
|
— |
|
|
|
32,714 |
|
Difference in excess contributions |
|
|
(32,585 |
) |
|
|
(57,267 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in net assets available for benefits,
per Form 5500 |
|
$ |
1,912,326 |
|
|
$ |
(4,949,041 |
) |
|
|
|
|
|
|
|
The above differences are attributable to the financial statements being reported on the accrual
basis of accounting, while certain items on Form 5500 are being reported on the cash basis, namely
contributions. In addition, unrealized appreciation (depreciation) and dividend income are combined
for Form 5500 reporting purposes.
NOTE 9 — EXCESS PARTICIPANT CONTRIBUTIONS PAYABLE
The Plan failed the discrimination test for the years ended December 31, 2009 and 2008. Excess
contributions amounting to $44,708 for 2009 and $77,293 for 2008 are recorded as a liability in the
accompanying statement of net assets available for benefits.
The Plan reimbursed these excess contributions to Plan participants during 2010 and 2009.
NOTE 10 — RELATED PARTIES
Certain Plan investments are shares of common stock of A.C. Moore Arts & Crafts, Inc. and mutual
funds managed by Ascensus, Inc. and Frontier Trust Company. A. C. Moore Arts & Crafts, Inc. is the
Plan Sponsor, Ascensus, Inc. is the record keeper and Frontier Trust Company is the trustee as
defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions.
In addition, certain officers and employees of the Company are administrators of the Plan and are
participants in the Plan.
This
information is an integral part of the accompanying financial
statements.
11
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
FORM 5500, SCHEDULE H
PART IV, LINE 4I — SCHEDULE OF ASSETS
(HELD AT THE END OF YEAR)
AS OF December 31, 2009
EIN: 23-3527763, PLAN #: 001
| |
|
|
|
|
|
|
|
|
|
|
|
|
(c) |
|
|
|
| |
|
|
|
Description of Investment, |
|
|
|
| |
|
(b) |
|
Including Maturity Date, Rate of |
|
(e) |
|
| |
|
Identity of Issuer, Borrower, |
|
Interest, Collateral, Par, or |
|
Current |
|
| (a) |
|
Lessor or Similar Party |
|
Maturity Value |
|
Value |
|
|
|
|
|
|
|
|
|
|
* |
|
A.C. Moore Arts & Crafts, Inc. |
|
Common stock |
|
$ |
633,176 |
|
|
|
|
|
|
|
|
|
|
* |
|
Merrill Lynch |
|
Retirement Preservation Trust |
|
|
2,197,023 |
|
|
|
|
|
|
|
|
|
|
|
|
Allianz Funds |
|
RCM Technology Fund A |
|
|
325,886 |
|
|
|
American Funds |
|
American Century Government Bond Fund |
|
|
275,392 |
|
|
|
American Funds |
|
Growth Fund of America |
|
|
1,352,024 |
|
|
|
Black Rock |
|
Black Rock S&P 500 Index Fund |
|
|
561,098 |
|
|
|
Black Rock |
|
Black Rock Basic Value Fund, Inc. |
|
|
1,058,076 |
|
|
|
Black Rock |
|
Black Rock Health Sciences Opp |
|
|
169,458 |
|
|
|
Drefus |
|
Dreyfus Small Cap Equity A |
|
|
998,581 |
|
|
|
Federated |
|
Federated Government Income Securities |
|
|
404 |
|
|
|
MFS |
|
MFS Utilities Fund A |
|
|
461,993 |
|
|
|
Oakmark |
|
The Oakmark Equity and Income Fund |
|
|
258,654 |
|
|
|
PIMCO Funds |
|
PIMCO Total Return Fund A |
|
|
1,120,515 |
|
|
|
Thornburg |
|
Thornburg International Value A |
|
|
979,553 |
|
|
|
Victory |
|
Victory Special Value A |
|
|
127,931 |
|
|
|
|
|
|
|
|
|
|
* |
|
Participant loans |
|
Interest rates ranging from 4.25% to 7.25%, with various maturities |
|
|
452,114 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
$ |
10,971,878 |
|
|
|
|
|
|
|
|
|
| |
|
|
| * |
|
Indicates party-in-interest to the Plan |
13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrator of the A.C.
Moore Arts & Crafts, Inc. 401(k) Plan has duly caused this annual report to be signed on its behalf
by the undersigned hereunto duly authorized.
| |
|
|
|
|
| |
A.C. MOORE ARTS & CRAFTS, INC. 401(K) PLAN
|
|
| Date: June 28, 2010 |
By: |
/s/ RODNEY B. SCHRIVER
|
|
| |
|
Rodney B. Schriver |
|
| |
|
Administrator |
|
14
Exhibit Index
| |
|
|
| Exhibit No. |
|
Description |
| |
|
|
23.0
|
|
Consent of Independent Auditors |
| |
|
|
24.0
|
|
Consent of Independent Registered Public Accounting Firm |
15