|
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:
|
|
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
Statements of Net Assets Available for Benefits
(in thousands)
|
||||||||||
|
|
|
|
||||||||
|
December 31,
|
||||||||||
|
2009
|
2008
|
|||||||||
|
Assets:
|
||||||||||
|
Investments, at fair value (Notes 3 & 4):
|
||||||||||
|
Cash and cash equivalents
|
$
|
493
|
$
|
698
|
||||||
|
|
In securities of participating employer
|
21,710
|
16,904
|
|||||||
|
In securities of unaffiliated issuers:
|
||||||||||
|
|
Common stock
|
15,582
|
15,878
|
|||||||
|
Common collective funds
|
24,032
|
19,510
|
||||||||
|
Pooled separate account
|
32,552
|
31,615
|
||||||||
|
Mutual funds
|
51,638
|
40,204
|
||||||||
|
|
Loans to participants
|
2,718
|
2,961
|
|||||||
|
Total investments, at fair value
|
148,725
|
127,770
|
||||||||
|
Cash and cash equivalents- non-interest bearing
|
596
|
674
|
||||||||
|
|
Net assets available for benefits, at fair value
|
149,321
|
128,444
|
|||||||
|
Adjustment from fair value to contract value for fully
|
||||||||||
|
benefit-responsive investment contracts (Note 3)
|
1,641
|
4,900
|
||||||||
|
Net assets available for benefits
|
$
|
150,962
|
$
|
133,344
|
||||||
|
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
Statements of Changes in Net Assets Available for Benefits
(in thousands)
|
|||||||||||||
|
Year Ended December 31,
|
|||||||||||||
|
2009
|
2008
|
||||||||||||
|
Additions (reductions) to net assets attributed to:
|
|||||||||||||
|
|
Investment income (loss) :
|
||||||||||||
|
|
Net appreciation (depreciation) in fair value of investments (Note 3)
|
$
|
20,615
|
$
|
(47,736
|
)
|
|||||||
|
Dividends
|
1,687
|
2,870
|
|||||||||||
|
Interest
|
1,362
|
1,780
|
|||||||||||
|
|
Investment income (loss)
|
23,664
|
(43,086
|
)
|
|||||||||
|
|
Contributions:
|
||||||||||||
|
|
Participants
|
5,810
|
6,950
|
||||||||||
|
Participants' rollovers
|
--
|
515
|
|||||||||||
|
Employer
|
2,704
|
3,197
|
|||||||||||
|
|
Total contributions
|
8,514
|
10,662
|
||||||||||
|
Total additions (reductions)
|
32,178
|
(32,424
|
)
|
||||||||||
|
Reductions from net assets attributed to:
|
|||||||||||||
|
|
Benefits paid to participants
|
14,367
|
24,452
|
||||||||||
|
Administrative expenses
|
193
|
205
|
|||||||||||
|
|
Total reductions
|
14,560
|
24,657
|
||||||||||
|
|
Net increase (decrease)
|
17,618
|
(57,081
|
)
|
|||||||||
|
Net assets available for benefits:
|
|||||||||||||
|
|
Beginning of year
|
133,344
|
190,425
|
||||||||||
|
End of year
|
$
|
150,962
|
$
|
133,344
|
|||||||||
|
(1)
|
Description of Plan
|
|
The following description of the Minerals Technologies Inc. Savings and Investment Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions.
|
|
|
General
|
|
|
The Plan is a defined contribution plan sponsored by Minerals Technologies Inc. (the Plan Sponsor or Company). Employees become eligible to participate in the Plan on the date of their employment.
|
|
|
The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
|
|
|
Contributions
|
|
|
Participants may elect to contribute between 2% and 20% of eligible earnings. Contributions may be made on a before-tax basis, on an after-tax basis, or on a combined basis. Employee contributions of up to 2% of eligible compensation are matched 100% by the Company and the next 4% are matched 50% by the Company. Employee contributions in excess of 6% are not matched. The Company's matching contributions are invested solely in the Company's common stock. Participants can, at any time, transfer or reallocate amounts held in the MTI Common Stock Fund to another fund under the Plan.
|
|
|
Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. Participants direct the investment of their contributions into various investment options offered by the Plan. The maximum before-tax contribution limit for participants under age 50 generally was $16,500 and $15,500 for 2009 and 2008, respectively. However, a participant's contributions may be further increased or reduced based on the rules and regulations of the Internal Revenue Code (IRC). All eligible employees who are projected to attain age 50 before the end of the year will be eligible to make catch-up contributions in accordance with certain regulations.
|
|
|
Participant Accounts
|
|
|
Each participant's account is credited with the participant's contributions and allocations of (a) the Company's contributions and (b) Plan earnings or loss, and charged with an allocation of administrative expenses. 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.
|
|
|
Vesting
|
|
|
Participants are fully vested in the entire value of their accounts at the time of contribution.
|
|
|
Investment Options
|
|
|
Each participant in the Plan elects to have contributions invested in any one or a combination of the following separate investment options as of December 31, 2009
|
|
|
New York Life Insurance Anchor Account III: This fund is a New York Life Insurance Company pooled separate account which invests in fixed income securities.
|
|
|
Artio Total Return Bond Fund: This fund normally invests at least 80% of net assets in investment-grade fixed income securities issued by governments, supranational entities and corporations in developed and emerging markets. The fund also invests in derivatives and forward contracts.
|
|
|
SSgA Aged Based Strategy Funds: These funds are designed to incorporate a broad range of asset classes to provide diversification of returns and risks consistent with a stated time horizon. The Strategy Funds asset mix becomes progressively more conservative over time as the Strategy target date grows nearer. The Strategy Target dates range from 2010 to 2045. The investments are in a combination of U.S. Stocks, International Stocks, Bonds and Cash.
|
|
|
American Beacon Large Cap Value Fund: The fund normally invests at least 80% of assets in equity securities of large market capitalization U.S. companies.
|
|
American Funds - Fundamental Investors Funds: This fund invests primarily in common stocks and may invest significantly in securities of issuers domiciled outside the U.S. and Canada and not included in the S&P 500 Composite Index.
|
|
|
BlackRock Equity Index Fund: This fund invests in the same stocks held in the Standard & Poors Index.
|
|
|
Mainstay Balance Fund: This fund is invested in stocks, bonds and cash equivalents. Approximately 60% of the fund is invested in mid and large capitalization stocks, and 40% in fixed income securities and cash equivalents.
|
|
|
American Funds - The Growth Fund of America: This fund primarily invests in high potential growth companies. It may also invest up to 15% of assets in securities domiciled outside the U.S. and Canada and not included in the S&P 500 Index.
|
|
|
SSgA Russell 2000 Index Strategy Fund: This fund is designed to match the risk and return of the Russell 2000 Index, a broadly based average of the U.S. equity market.
|
|
|
SSgA S&P Midcap 400 Index Strategy Fund: This fund is designed to match the risk and return of the Standard & Poor's 400 Index, a broadly based average of the U.S. equity market.
|
|
|
MTI Common Stock Fund: This fund invests in the Company's common stock. The MTI Common Stock Fund is a participant-directed fund. All Company matching contributions are invested in this fund, and once deposited, the investments are participant-directed.
|
|
|
Pfizer Common Stock Fund: This fund invests in the common stock of Pfizer Inc. The fund holds contributions to the Pfizer Common Stock Fund, which were transferred from Pfizer Inc. when the Plan was established. No new contributions or transfers can be made into this fund, however, participants are allowed to transfer balances from this fund into other investment options.
|
|
|
Mainstay International Equity Fund: This fund invests in a broad range of international stocks traded in public markets.
|
|
|
TD Ameritrade Mutual Fund Window: This is a participant-directed brokerage account which invests primarily in a variety of publicly available mutual funds.
|
|
|
Participant Loans
|
|
|
Participants may borrow from their accounts an amount up to $50,000 or 50 percent of their account balance, whichever is less. The minimum amount a participant may borrow is $1,000. The loan repayments and interest earned are allocated to each eligible investment option based upon the participant's current contribution election percentages.
|
|
|
The loans are secured by the balance in the participant's account and bear interest at rates that range from 4.25 percent to 10.50 percent, which are fixed at the time of the loan and which are commensurate with prevailing rates as determined quarterly by the Plan administrator. At December 31, 2009, there were 311 individual loans outstanding, carrying an average interest rate of 6.7 percent, with maturities through 2018.
|
|
|
Payment of Benefits
|
|
|
On termination of service due to death, disability, retirement, or other reasons, a participant would receive a lump-sum amount equal to the value of the participant's account. In-service withdrawals may also be made under certain circumstances.
|
|
(2)
|
Summary of Significant Accounting Policies
|
|
Basis of Presentation
|
|
|
The accompanying financial statements have been prepared on the accrual basis of accounting.
|
|
|
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 reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
|
|
|
Investment Valuation and Income Recognition
|
|
|
The Plan's investments are stated at fair value. Short-term investments are recorded at cost, which approximates fair value. The common stock within the MTI Common Stock Fund, Pfizer Common Stock Fund, and the shares of the mutual funds held in the brokerage account are valued using quoted market prices. Common collective funds and the pooled separate account are stated at fair value reported by the fund manager based on the underlying investments within each fund and are expressed in units representing the net asset value of each fund. The value of a unit will fluctuate in response to various factors including, but not limited to, the price of the underlying shares, dividends paid, earnings and losses, and the mix of assets in the respective fund. These investments do not have a readily determinable fair value and as a practical expedient, the Fund relies on net asset values as the fair value for certain investments as of the Plan’s measurement date. Loans receivable from participants are valued using a discounted cash flow model.
|
|
|
The funds in the pooled separate account are invested in benefit responsive investments contracts and are presented at fair value in the statements of net assets available for benefits with a corresponding adjustment to contract value and are presented at contract value in the statement of changes in net assets available for benefits. The fair value of fully benefit-responsive investment contracts is calculated using a discounted cash flow model which considers recent fee bids as determined by recognized dealers, discount rate and the duration of the underlying portfolio securities.
|
|
|
Purchases and sales of securities are recorded on a trade date basis. The net appreciation (depreciation) in fair value of investments consists of the net realized gains and losses from the sale of investments and the unrealized appreciation (depreciation) of the fair value for the investments remaining in the Plan.
|
|
|
Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis.
|
|
|
Fair Value of Financial Instruments
|
|
|
The carrying amounts of cash and cash equivalents approximate fair value because of the short maturities of those instruments.
|
|
|
Payment of Benefits
|
|
|
Benefits are recorded when paid.
|
|
|
New Accounting Pronouncements
|
|
|
Fair Value Measurements and Disclosures – Investments in Certain Entities That Calculate Net Asset Value per Share
In September 2009, the Financial Accounting Standards Board (“FASB”) issued new guidance on the fair value measurements and disclosures of investments in certain entities that calculate net asset value per share (or its equivalent). The new guidance, which is now part of the FASB Accounting Standards Codification (“ASC”) Topic Fair Value Measurements and Disclosures, permits, as a practical expedient, a reporting entity to estimate the fair value of an investment within its scope using net asset value per share of the investment (or its equivalent) without adjustment, as long as the net asset value is calculated as of the reporting entity’s measurement date in a manner consistent with the measurement principles of FASB ASC Topic Financial Services – Investment Companies. The new guidance also requires certain
|
|
disclosures about the attributes of investments measured at net asset value, such as the nature of any restrictions on the investor’s ability to redeem its investment at the measurement date or any unfunded capital commitments. The new guidance was effective on a prospective basis for the first reporting period, including interim periods, ending after December 15, 2009. The Plan adopted this new guidance effective December 31, 2009, and determined it had no effect on the Plan’s financial statements.
|
|
|
Accounting Standards Codification
In June 2009, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles – a replacement of FASB Statement No. 162 (“the Codification”) was adopted. The Codification reorganized existing U.S. accounting and reporting standards issued by the FASB and other related private sector standard setters into a single source of authoritative accounting principles arranged by topic. The Codification supersedes all existing U.S. accounting standards; all other accounting literature not included in the Codification (other than Securities and Exchange Commission guidance for publicly-traded companies) is considered non-authoritative. The Codification was effective on a prospective basis for interim and annual reporting periods ending after September 15, 2009. The adoption of the Codification changed the Plan’s references to U.S. GAAP accounting standards but did not impact the Plan’s financial statements.
|
|
|
Subsequent Events
In May 2009, the FASB issued new guidance for accounting for subsequent events. The new guidance, which is now part of the FASB ASC Topic Subsequent Events, establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. Specifically, the new guidance sets forth the period after the balance sheet date during which management of a reporting entity should evaluate events or transactions that may occur for potential recognition or disclosure in the financial statements. The new guidance was effective on a prospective basis for interim or annual periods ending after June 15, 2009. The Plan adopted this new guidance effective December 31, 2009, and determined it had no effect on the Plan’s financial statements. Subsequent events after the balance sheet date, through the date that the financial statements were issued, have been evaluated in the preparation of the financial statements. There were no additional items to report which have not been already noted.
|
|
|
Additional Fair Value Measurement Guidance
In April 2009, the FASB issued new guidance for determining when a transaction is not orderly and for estimating fair value when there has been a significant decrease in the volume and level of activity for an asset or liability. The new guidance, which is now part of the FASB ASC Topic Fair Value Measurements and Disclosures, requires disclosure of the inputs and valuation techniques used, as well as any changes in valuation techniques and inputs used during the period, to measure fair value in interim and annual periods. In addition, the presentation of the fair value hierarchy is required to be presented by major security type as described in the FASB ASC Topic Investments – Debt and Equity Securities. The provisions of the new guidance were effective for interim periods ending after June 15, 2009. The Plan adopted this new guidance effective December 31, 2009, and determined it did not have a material effect on the Plan’s financial statements.
|
|
|
Pending Accounting Pronouncements
|
|
|
Improving Disclosures about Fair Value Measurements
In January 2010, the FASB issued guidance to improve the disclosures related to fair value measurements. The new guidance requires expanded fair value disclosures, including the reasons for
|
|
significant transfers between Level 1 and Level 2 and the amount of significant transfers into each level disclosed separately from transfers out of each level. For Level 3 fair value measurements, information in the reconciliation of recurring Level 3 measurements about purchases, sales, issuances and settlements shall be presented separately on a gross basis, rather than as one net number. In addition, clarification is provided about existing disclosure requirements, such as presenting fair value measurement disclosures for each class of assets and liabilities that are determined based on their nature and risk characteristics and their placement in the fair value hierarchy (that is, Level 1, 2, or 3), as opposed to each major category of assets and liabilities, as required in the previous guidance. Disclosures about the valuation techniques and inputs used to measure fair value for both recurring and nonrecurring fair value measurements will be required for fair value measurement that fall in either Level 2 or Level 3. The new guidance is effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures related to the gross presentation of purchases, sales, issuances and settlements for Level 3 fair value measurements, which are effective for reporting periods beginning after December 15, 2010. The expanded disclosures will be included in the Plan’s financial statements effective December 31, 2010, except for the disclosures related to the gross Level 3 presentation, which will be included in the Plan’s financial statements effective December 31, 2011.
|
|
(3)
|
Investments
|
|
The following presents investments that represent 5 percent or more of the Plan's net assets:
|
|
(dollars in thousands)
|
December 31,
|
|||||||
|
2009
|
2008
|
|||||||
|
MTI Common Stock Fund,
|
||||||||
|
|
399 units and 413 units, respectively
|
$
|
21,710
|
$
|
16,904
|
|||
|
Pfizer Common Stock Fund,
|
||||||||
|
|
854 units and 890 units, respectively
|
$
|
15,532
|
$
|
15,758
|
|||
|
New York Life Insurance Anchor Account III,
|
||||||||
|
33,009 units and 34,990 units, respectively **
|
$
|
32,552
|
$
|
31,615
|
||||
|
American Funds - Fundamental Investors Fund,
|
||||||||
|
509 units and 493 units, respectively
|
$
|
16,632
|
$
|
12,294
|
||||
|
Barclays Global Investors Equity Index Fund,
|
||||||||
|
0 units and 1,841 units, respectively
|
$
|
--
|
$
|
15,616
|
||||
|
Black Rock Equity Index Fund,
|
||||||||
|
1,722 units and 0 units, respectively
|
$
|
18,517
|
$
|
--
|
||||
|
Mainstay Balanced Fund,
|
||||||||
|
477 units and 526 units, respectively
|
$
|
11,057
|
$
|
10,101
|
||||
|
Mainstay International Equity Fund,
|
||||||||
|
903 units and 908 units, respectively
|
$
|
11,079
|
$
|
9,666
|
||||
|
**
|
Contract value as of December 31, 2009 and December 31, 2008 of the New York Life Insurance Anchor Account was $34,193 and $36,515, respectively. Amounts presented in the table reflect fair value.
|
|
(dollars in thousands)
|
Year Ended December 31,
|
||||||||
|
2009
|
2008
|
||||||||
|
Common stock
|
$
|
5,986
|
$
|
(15,396
|
)
|
||||
|
Common collective funds
|
5,093
|
(11,293
|
)
|
||||||
|
Mutual funds
|
9,536
|
(21,047
|
)
|
||||||
|
|
Total
|
$
|
20,615
|
$
|
(47,736
|
)
|
|||
|
(4)
|
Fair Value Measurements
|
|
There is a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs about which little or no market data exists, therefore requiring an entity to develop its own assumptions.
|
|
The 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 or 20008.
|
|
Equity securities: The fair value is based on the unadjusted closing price reported on the active market on which the security is traded and is classified within Level 1 of the fair value hierarchy.
|
|
|
Mutual funds: Registered investment companies are public investment vehicles valued using net asset value (“NAV”) provided by the administrator of the mutual fund. These securities are valued using quoted market prices. The NAV is an unadjusted quoted price on an active market and classified within Level 1 of the fair value hierarchy.
|
|
|
Common collective funds: Valued at fair value reported by the fund manager based on the underlying investments within each fund and are expressed in units representing the net asset value of each fund. These are investment vehicles valued using the NAV provided by the fund trustee based on the value of the underlying assets owned by the trust, minus its liabilities, and then divided by the number of shares outstanding. These investments do not have a readily determinable fair value and as a practical expedient, the Fund relies on net asset values as the fair value for certain investments as of the Plan’s measurement date. The NAV is classified within Level 2 of the fair value hierarchy.
|
|
|
Pooled separate account: Valued at fair value reported by the fund manager based on the underlying investments within each fund and are expressed in units representing the net asset value of each fund by discounting the related cash flows based on current yields of similar instruments with comparable durations considering the credit-worthiness of the issuer. The NAV is classified within Level 2 of the fair value hierarchy.
|
|
|
Cash and cash equivalents: The carrying value approximates fair value and is classified within Level 1 of the fair value hierarchy.
|
|
|
Participant loans: Valued at fair value using a discounted cash flow model and are classified within Level 3 of the fair value hierarchy.
|
|
The following table sets forth by level, the Plan's financial assets at fair value as of December 31, 2009. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels.
|
|
(dollars in thousands)
|
||||||||||||||
|
Investments at Fair Value as determined by Quoted Prices in active markets (Level I)
|
Valuation techniques based on observable market data (Level II)
|
Valuation techniques incorporating information other than observable market data (Level III)
|
Total Assets measured at Fair Value at December 31, 2009
|
|||||||||||
|
Cash and cash equivalents
|
$
|
493
|
$
|
--
|
$
|
--
|
$
|
493
|
||||||
|
Common collective funds
|
$
|
--
|
$
|
24,032
|
$
|
--
|
$
|
24,032
|
||||||
|
Pooled separate account
|
$
|
--
|
$
|
32,552
|
$
|
--
|
$
|
32,552
|
||||||
|
Mutual funds
|
$
|
48,014
|
$
|
--
|
$
|
--
|
$
|
48,014
|
||||||
|
Mutual funds -
|
||||||||||||||
|
Participant-Directed Brokerage Account
|
$
|
3,624
|
$
|
--
|
$
|
--
|
$
|
3,624
|
||||||
|
Total mutual funds
|
$
|
51,638
|
$
|
--
|
$
|
--
|
$
|
51,638
|
||||||
|
Common stock
|
$
|
37,242
|
$
|
--
|
$
|
--
|
$
|
37,242
|
||||||
|
Common stock -
|
||||||||||||||
|
Participant-Directed Brokerage Account
|
50
|
--
|
--
|
50
|
||||||||||
|
Total common stock
|
$
|
37,292
|
$
|
--
|
$
|
--
|
$
|
37,292
|
||||||
|
Participant loans
|
$
|
--
|
$
|
--
|
$
|
2,718
|
$
|
2,718
|
||||||
|
Total investments
|
$
|
85,606
|
$
|
60,401
|
$
|
2,718
|
$
|
148,725
|
||||||
|
The following table presents a summary of changes in the fair value of the Plan’s level 3 assets for the year ended December 31, 2009.
|
|
Year Ended December 31, 2009
|
||
|
Participant loans
|
||
|
( in thousands)
|
||
|
Beginning balance at January 1, 2009
|
$2,961
|
|
|
New loans issued
|
1,313
|
|
|
Principal payments
|
(1,326)
|
|
|
Loan termination payments
|
(230)
|
|
|
Ending balance at December 31, 2009
|
$2,718
|
|
|
Transfers between Level 1 or Level 2 and Level 3 are considered to occur at the beginning of the period. There were no transfers or realized (unrealized) gains or losses during the period.
|
|
The following table sets forth by level, the Plan's financial assets at fair value as of December 31, 2008. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels.
|
|
(dollars in thousands)
|
|||||||||||||
|
Investments at Fair Value as determined by Quoted Prices in active markets (Level I)
|
Valuation techniques based on observable market data (Level II)
|
Valuation techniques incorporating information other than observable market data (Level III)
|
Total Assets measured at Fair Value at December 31, 2008
|
||||||||||
|
Cash and cash equivalents
|
$
|
698
|
$
|
--
|
$
|
--
|
$
|
698
|
|||||
|
Common collective funds
|
$
|
--
|
$
|
19,510
|
$
|
--
|
$
|
19,510
|
|||||
|
Pooled separate account
|
$
|
--
|
$
|
31,615
|
$
|
--
|
$
|
31,615
|
|||||
|
Mutual funds
|
$
|
37,655
|
$
|
--
|
$
|
--
|
$
|
37,655
|
|||||
|
Mutual funds -
|
|||||||||||||
|
Participant-Directed Brokerage Account
|
$
|
2,549
|
$
|
--
|
$
|
--
|
$
|
2,549
|
|||||
|
Total mutual funds
|
$
|
40,204
|
$
|
--
|
$
|
--
|
$
|
40,204
|
|||||
|
Common stock
|
$
|
32,662
|
$
|
--
|
$
|
--
|
$
|
32,662
|
|||||
|
Common stock -
|
|||||||||||||
|
Participant-Directed Brokerage Account
|
120
|
--
|
--
|
120
|
|||||||||
|
Total common stock
|
$
|
32,782
|
$
|
--
|
$
|
--
|
$
|
32,782
|
|||||
|
Participant loans
|
$
|
--
|
$
|
--
|
$
|
2,961
|
$
|
2,961
|
|||||
|
Total investments
|
$
|
73,684
|
$
|
51,125
|
$
|
2,961
|
$
|
127,770
|
|||||
|
The following table presents a summary of changes in the fair value of the Plan’s level 3 assets for the year ended December 31, 2008.
|
|
Year Ended December 31, 2008
|
||
|
Participant loans
|
||
|
( in thousands)
|
||
|
Beginning balance at January 1, 2008
|
$3,161
|
|
|
New loans issued
|
1,389
|
|
|
Principal payments
|
(1,447)
|
|
|
Loan defaults
|
(142)
|
|
|
Ending balance at December 31, 2008
|
$2,961
|
|
|
Transfers between Level 1 or Level 2 and Level 3 are considered to occur at the beginning of the period. There were no transfers or realized (unrealized) gains or losses during the period.
|
|
(5)
|
Plan Terminations
|
|
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 by action of the Company's Board of Directors, subject to the provisions of ERISA. Upon termination of the Plan, each participant thereby affected would receive the entire value of his or her account as though he or she had retired as of the date of such termination. No part of the assets in the investment funds established pursuant to the Plan would at any time revert to the Company.
|
|
|
(6)
|
Tax Status
|
|
The Internal Revenue Service (IRS) determined and informed the Company by a letter dated January 15, 2009, that the Plan and related Trust established thereunder are properly designed and, thus qualified and are tax exempt, respectively, within the meaning of Sections 401(a) and 501(a) of the Internal Revenue Code (IRC). The Company and legal counsel believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC.
|
|
(7)
|
Administrative and Investment Advisor Costs
|
|
All costs of administering the Plan are paid by the Plan. Fees paid by the Plan for investment management services and trustee expenses amounted to $193,000 and $205,000 for the years ended December 31, 2009 and 2008, respectively. Participants are responsible for any origination and maintenance fees for each loan, and certain expenses for participating in the Mutual Fund Window. Investment advisers are reimbursed for cost incurred or receive a management fee for providing investment advisory services. Investment advisory fees and costs are deducted and reflected in the net appreciation (depreciation) in the fair value of investments on the Statements of Changes in Net Assets Available for Benefits.
|
|
|
(8)
|
Related-Party Transactions
|
|
New York Life Insurance Company is Trustee and record keeper of the Plan. Certain Plan investments in the pooled separate account and mutual funds are managed by New York Life Investment Management LLC, an affiliate of New York Life insurance Company.
|
|
|
Certain Plan investments are shares of the Company's common stock, which qualify as party-in-interest transactions.
|
|
|
(9)
|
Concentration of Risks and Uncertainties
|
|
The Plan's exposure to a concentration of credit risk is limited by the diversification of investments across several participant-directed fund elections. Additionally, the investments within each participant-directed fund election are further diversified into varied financial instruments, with the exception of the MTI and Pfizer common stock funds, which principally invest in securities of a single issuer.
|
|
|
The Plan investments include a number of investment options including MTI and Pfizer common stock and a variety of investment funds, some of which are mutual funds. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility risk. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets for benefits and participant account balances. Plan investments included a variety of investment that may directly or indirectly invest in securities with contractual cash flows. The value, liquidity, and related income of these securities are sensitive to changes in economic conditions and may be adversely affected by shifts in the market’s perception of the issuers and changes in interest rates.
|
|
(10)
|
Reconciliation of Financial Statements to Form 5500
|
|
The following is a reconciliation of net assets available for benefits per the financial statements as of December 31, 2009 and 2008, respectively, to the Form 5500 (in thousands):
|
|
December 31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Net assets available for benefits
|
||||||||
|
per the financial statements
|
$
|
150,962
|
$
|
133,344
|
||||
|
Less: Adjustment from contract value to fair value for
|
||||||||
|
fully benefit-responsive investment contracts
|
(1,641
|
)
|
(4,900
|
)
|
||||
|
Net assets available for benefits per the Form 5500
|
$
|
149,321
|
$
|
128,444
|
||||
|
December 31,
|
|||||||||
|
2009
|
2008
|
||||||||
|
Total investment (loss) income, per the financial statements
|
$
|
23,664
|
$
|
(43,086
|
)
|
||||
|
Adjustment from contract value to fair value for fully benefit-
|
|||||||||
|
responsive investment contracts - current period
|
(1,641
|
)
|
(4,900
|
)
|
|||||
|
Adjustment from contract value to fair value for fully benefit-
|
|||||||||
|
responsive investment contracts - prior period
|
4,900
|
200
|
|||||||
|
Total investment (loss) income per the Form 5500
|
$
|
26,923
|
$
|
(47,786
|
)
|
||||
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
||||||||
|
Identity of issue, borrower,
lessor or similar party
|
Description of investment/interest
|
Cost
|
Current Value
|
|||||||||
|
Cash and Cash Equivalents:
|
||||||||||||
|
TD AmeritradeParticipant-Directed Brokerage Account -
Cash and Cash equivalents
|
various mutual fund cash accounts
|
$
|
493
|
$
|
493
|
|||||||
|
Pooled Separate Account:
|
||||||||||||
|
*
|
New York Life Insurance Anchor Acct III
|
33,009
|
units
|
$
|
34,193
|
$
|
32,552
|
|||||
|
Common Collective Funds:
|
||||||||||||
|
Age Based 2010 Strategy
|
||||||||||||
|
SSgA Age Based 2010 Strategy Fund
|
12
|
units
|
$
|
190
|
$
|
199
|
||||||
|
Age Based 2015 Strategy
|
||||||||||||
|
SSgA Age Based 2015 Strategy
|
||||||||||||
|
|
Non-Lending Fund
|
57
|
units
|
$
|
598
|
$
|
601
|
|||||
|
Age Based 2020 Strategy
|
||||||||||||
|
SSgA Age Based 2020 Strategy
|
||||||||||||
|
|
Lending Fund
|
30
|
units
|
$
|
684
|
$
|
670
|
|||||
|
Age Based 2025 Strategy
|
||||||||||||
|
SSgA Age Based 2025 Strategy Fund
|
74
|
units
|
$
|
799
|
$
|
757
|
||||||
|
Age Based 2030 Strategy
|
||||||||||||
|
SSgA Age Based 2030 Strategy Fund
|
9
|
units
|
$
|
269
|
$
|
249
|
||||||
|
Age Based 2035 Strategy
|
||||||||||||
|
SSgA Age Based 2035 Strategy Fund
|
26
|
units
|
$
|
276
|
$
|
259
|
||||||
|
Age Based 2040 Strategy
|
||||||||||||
|
SSgA Age Based 2040 Strategy Fund
|
1
|
unit
|
$
|
28
|
$
|
28
|
||||||
|
Age Based 2045 Strategy
|
||||||||||||
|
SSgA Age Based 2045 Strategy Fund
|
14
|
units
|
$
|
159
|
$
|
146
|
||||||
|
Black Rock Equity Index Fund
|
1,722
|
units
|
$
|
21,634
|
$
|
18,517
|
||||||
|
SSgA Russell 2000 Index Strategy Fund
|
24
|
units
|
$
|
497
|
$
|
518
|
||||||
|
SSgA S&P Midcap 400 Index Strategy Fund
|
58
|
units
|
$
|
1,817
|
$
|
2,066
|
||||||
|
Age Based Lifetime Strategy
|
||||||||||||
|
SSgA Age Based Lifetime Income Strategy Fund
|
2
|
units
|
$
|
21
|
$
|
22
|
||||||
|
Total Common Collective Funds
|
$
|
26,972
|
$
|
24,032
|
||||||||
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
||||||||||
|
Identity of issue, borrower,
lessor or similar party
|
Description of investment/interest
|
Cost
|
Current Value
|
|||||||||||
|
Mutual Funds:
|
||||||||||||||
|
American Beacon Large Cap Value Fund
|
107
|
units
|
$
|
1,927
|
$
|
1,750
|
||||||||
|
Artio Total Return Bond Fund
|
273
|
units
|
$
|
3,631
|
$
|
3,679
|
||||||||
|
American Funds - Fundamental Investors Fund
|
509
|
units
|
$
|
20,482
|
$
|
16,632
|
||||||||
|
*
|
Mainstay Balanced Fund
|
477
|
units
|
$
|
12,529
|
$
|
11,057
|
|||||||
|
American Funds - The Growth Fund of America
|
141
|
units
|
$
|
3,986
|
$
|
3,817
|
||||||||
|
*
|
Mainstay International Equity Fund
|
903
|
units
|
$
|
13,948
|
$
|
11,079
|
|||||||
|
Mutual Fund Window
|
||||||||||||||
|
Participant-Directed Brokerage Account
|
various mutual fund investments
|
$
|
3,624
|
$
|
3,624
|
|||||||||
|
Total Mutual Funds
|
$
|
60,127
|
$
|
51,638
|
||||||||||
|
Common Stock:
|
||||||||||||||
|
*
|
MTI Common Stock Fund
|
|||||||||||||
|
Minerals Technologies Inc.
|
||||||||||||||
|
|
Common Stock
|
399
|
units
|
$
|
24,695
|
$
|
21,710
|
|||||||
|
Pfizer Common Stock Fund
|
||||||||||||||
|
Pfizer Inc. Common Stock
|
854
|
units
|
$
|
20,741
|
$
|
15,532
|
||||||||
|
Participant-Directed Brokerage Account -
Common Stock
|
various common stock investments
|
$
|
50
|
$
|
50
|
|||||||||
|
Total Common Stock
|
$
|
45,486
|
$
|
37,292
|
||||||||||
|
Participant Loans:
|
||||||||||||||
|
*
|
Participant Loans
|
|||||||||||||
|
Participant Loans
|
311 participant loans with interest rates ranging from 4.25% to 10.50%
|
$
|
2,718
|
$
|
2,718
|
|||||||||
|
|
Total
|
$
|
148,725
|
|||||||||||
|
By:
|
/s/ John A. Sorel
|
|
John A. Sorel
Senior Vice President - Finance and
Chief Financial Officer
Member, Minerals Technologies Inc. Savings
and Investment Plan Committee
|