UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
þ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES |
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2001
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE |
SECURITIES EXCHANGE ACT OF 1934
For the Transition Period From ______ to ______
Commission File Number 33-19309
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
BIG LOTS, INC. SAVINGS PLAN AND TRUST
B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
BIG LOTS, INC.
300 Phillipi Road, P.O. Box 28512
Columbus, Ohio 43228-0512
(614) 278-6800
BIG LOTS, INC. SAVINGS PLAN AND TRUST
TABLE OF CONTENTS
Page | ||||
INDEPENDENT AUDITORS REPORT | 1 | |||
FINANCIAL STATEMENTS AS OF DECEMBER 31, 2001 AND 2000 AND FOR THE YEAR ENDED DECEMBER 31, 2001: |
||||
Statements of Net Assets Available for Benefits | 2 | |||
Statement of Changes in Net Assets Available for Benefits | 3 | |||
Notes to Financial Statements | 4 | |||
SUPPLEMENTAL SCHEDULE: | ||||
Schedule H, line 4i Schedule of Assets Held at December 31, 2001 | 8 | |||
SIGNATURES | 9 | |||
EXHIBITS: | ||||
Independent Auditors Consent (EXHIBIT 23) |
INDEPENDENT AUDITORS REPORT
To the Plan Administrator of the Big Lots, Inc. Savings Plan and Trust:
We have audited the accompanying statements of net assets available for benefits of the Big Lots, Inc. Savings Plan and Trust (the Plan) as of December 31, 2001 and 2000, and the related statement of changes in net assets available for benefits for the year ended December 31, 2001. These financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. 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 audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2001 and 2000, and the changes in net assets available for benefits for the year ended December 31, 2001, in conformity with accounting principles generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule, listed in the table of contents, 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 Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplementary schedule is the responsibility of the Plans management. The supplementary schedule has been subjected to the auditing procedures applied in our audit of the basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.
DELOITTE & TOUCHE LLP
Dayton, Ohio
June 20, 2002
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BIG LOTS, INC. SAVINGS PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2001 AND 2000
2001 | 2000 | |||||||||
ASSETS |
||||||||||
INVESTMENTS (Notes D and E): |
||||||||||
Big Lots, Inc. common shares |
$ | 22,347,810 | $ | 18,391,747 | ||||||
Money market fund Merill Lynch Retirement Preservation Trust |
32,232,141 | 29,145,734 | ||||||||
Mutual funds: |
||||||||||
Dreyfus S&P 500 Index Fund |
3,347,438 | 3,772,520 | ||||||||
Fidelity U.S. Bond Fund |
2,388,847 | 1,267,298 | ||||||||
Janus Twenty Fund |
5,113,055 | 7,448,215 | ||||||||
Merrill Lynch Basic Value Fund |
12,642,448 | 12,681,998 | ||||||||
Merrill Lynch Capital Fund |
6,757,092 | 7,094,345 | ||||||||
Merrill Lynch Global Allocation Fund |
7,214,484 | 7,099,050 | ||||||||
Merrill Lynch Growth Fund |
3,876,117 | 5,358,711 | ||||||||
Participant loans |
5,705,458 | 6,532,053 | ||||||||
Total investments |
101,624,890 | 98,791,671 | ||||||||
Contribution receivable from: |
||||||||||
Big Lots, Inc. |
4,128,671 | 5,248,578 | ||||||||
Participants |
336,918 | 386,807 | ||||||||
Non-qualified plan |
64,311 | |||||||||
Cash |
111,397 | |||||||||
TOTAL ASSETS |
106,154,790 | 104,538,453 | ||||||||
Administrative expenses payable |
147,420 | 71,640 | ||||||||
NET ASSETS AVAILABLE FOR BENEFITS |
$ | 106,007,370 | $ | 104,466,813 | ||||||
See notes to financial statements.
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BIG LOTS, INC. SAVINGS PLAN AND TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2001
ADDITIONS: |
||||||||
Contributions: |
||||||||
Participant |
$ | 7,636,907 | ||||||
Company stock |
4,128,667 | |||||||
Company cash |
128,450 | |||||||
Rollovers |
147,720 | |||||||
Total contributions |
12,041,744 | |||||||
Investment income: |
||||||||
Interest |
501,370 | |||||||
Dividends |
4,493,976 | |||||||
Net depreciation in fair value of investments (Note E) |
(6,916,439 | ) | ||||||
Total investment loss |
(1,921,093 | ) | ||||||
Total additions |
10,120,651 | |||||||
DEDUCTIONS: |
||||||||
Benefits paid to plan participants |
8,328,658 | |||||||
Administrative expenses |
251,436 | |||||||
Total deductions |
8,580,094 | |||||||
NET INCREASE |
1,540,557 | |||||||
NET ASSETS: |
||||||||
Beginning of year |
104,466,813 | |||||||
End of year |
$ | 106,007,370 | ||||||
See notes to financial statements.
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BIG LOTS, INC. SAVINGS PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2001 AND 2000
A. | PLAN DESCRIPTION | |
Effective June 2001, Big Lots, Inc. (the Company) changed the name of the plan to Big Lots, Inc. Savings Plan and Trust (the Plan). The following brief description of the Plan provides only general information. Participants should refer to the Plan document for more complete information. | ||
General The purpose of the Plan is to encourage employee savings, to facilitate employee ownership of the common stock of Big Lots, Inc., and to provide benefits during the employees participation in the Plan and upon retirement, death, disability or termination of employment. | ||
All employees of Big Lots, Inc. and any of its subsidiaries which have adopted the Plan are eligible to participate. Participants must have attained age twenty-one and have completed one year of service prior to eligibility. Eligible employees may begin participation on the first day of the month following satisfaction of eligibility requirements. | ||
Contributions For any plan year, participants may contribute to the Plan any whole dollar amount not less than 1% of their compensation for such plan year but not more than the lesser of $9,500 (or such larger amount in accordance with Code Section 402(g) which is $10,500 as of January 1, 2001) or 15% of their compensation for the plan year. For the Plan years 2001 and 2000, participant contributions were matched by the Company at a rate of 100% for the first 2% of salary contributed, and 50% for the next 4% of salary contributed. The Companys matching contributions may be made in the form of common stock of the Company. Matching contributions are based on the December 31, 2001 closing price. | ||
Participant Accounts Individual accounts are maintained for each Plan participant. Each participants account is credited with the participants contribution, the Companys matching contribution, actual earnings, 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 participants vested account. | ||
Investments Participants may elect to allocate their elective contribution to any of nine investment options in increments of 1%. Additionally, this allocation may be revised or investment balances may be transferred by the participant upon notifying participant services by telephone. | ||
Vesting Participants are immediately vested in their contributions, plus actual earnings thereon. Company matching contributions are subject to a five year vesting schedule. However, each participant shall be fully vested in the Companys matching contributions allocable to their account in the event of retirement or other termination of employment on or after his or her 65th birthday, on account of disability, as defined, or by reason of death. |
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A participant whose employment terminates under circumstances other than those described in the preceding paragraph will be vested in a portion of the Companys matching contribution based on years of service as follows: |
Years of Service | Vested Percentage | |||
Less than 2 |
| |||
At least 2 but less than 3 |
25 | |||
At least 3 but less than 4 |
50 | |||
At least 4 but less than 5 |
75 | |||
5 or more |
100 |
Payment of Benefits On termination of service due to death, disability, or retirement, a participant may elect to receive either a lump-sum amount equal to the value of the participants vested interest in their account, or annual installments over a ten year period. For termination of service due to other reasons, a participant may receive the value of their vested interest as a lump-sum distribution. The portion of the Companys matching contribution that is not fully vested will be forfeited at the time employment terminates. The Company has the right to terminate or amend the Plan at any time. In the event of termination, the Plan assets will be distributed to the participants, after payment of any expenses properly chargeable thereto, in proportion to their respective account balances. | ||
Participant Loans Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as a transfer to the Loan and Short Term Investment fund from the participant investment funds. One loan per participant may be outstanding at any time and the loan term may not exceed 5 years. Loans are secured by the balance in the participants account and bear interest at the prime rate plus 1% (rounded to the next 1/4%) as quoted in The Wall Street Journal as of the most recent quarter end when the loan application is approved. Loan repayments, including interest, are through regular payroll deductions. The loan balance may be paid off at any time without penalty. | ||
Reclassifications Certain December 31, 2000 amounts have been reclassified to conform to the current year classifications. | ||
B. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Accounting The financial statements of the Plan are prepared using the accrual basis of accounting. | ||
Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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. | ||
Investments Investments are reflected in the accompanying statements of net assets available for benefits at market value, which is the valuation of the security or interest in an equity fund at year-end as determined by the quoted market price. The Plan utilizes various investment instruments. Investment securities, in general, are exposed to various risks, such as interest rate, credit and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the value of investment securities will occur in the near term and such changes could materially affect the amounts reported in the statements of net assets available for benefits. | ||
Income Recognition Purchases and sales of securities are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date. | ||
Payment of Benefits Benefits are recorded when paid. |
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C. | TAX STATUS | |
The Plan obtained its latest determination letter on November 21, 1995 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 this determination letter. However, the Company believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plans financial statements. | ||
D. | NONPARTICIPANT DIRECTED INVESTMENTS | |
Information about the net assets and the significant components of changes in net assets relating to nonparticipant directed investments is as follows: |
December 31, | |||||||||
2001 | 2000 | ||||||||
Net assets - |
|||||||||
Big Lots, Inc. common shares |
$ | 22,347,810 | $ | 18,391,747 |
Year Ended | |||||
December 31, | |||||
2001 | |||||
Changes in net assets: |
|||||
Contributions |
$ | 6,726,391 | |||
Net depreciation |
(132,170 | ) | |||
Benefits paid to plan participants |
(1,639,644 | ) | |||
Administrative expenses |
(95,483 | ) | |||
Transfers from participant directed investments |
(903,031 | ) | |||
$ | 3,956,063 | ||||
E. | INVESTMENTS | |
The following presents investments that represented five percent or more of the Plans net assets. |
December 31, | ||||||||
2001 | 2000 | |||||||
Big Lots, Inc. common shares* |
$ | 22,347,810 | $ | 18,391,747 | ||||
Merrill Lynch Retirement Preservation Trust |
32,232,141 | 29,145,734 | ||||||
Janus Twenty Fund |
7,448,215 | |||||||
Merrill Lynch Basic Value Fund |
12,642,448 | 12,681,998 | ||||||
Merrill Lynch Capital Fund |
6,757,092 | 7,094,345 | ||||||
Merrill Lynch Global Allocation Fund |
7,214,484 | 7,099,050 | ||||||
Merrill Lynch Growth Fund |
5,358,711 | |||||||
Participant loans |
5,705,458 | 6,532,053 |
* | Nonparticipant directed |
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During 2001, the Plans investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value as follows: |
Common stock |
$ | (325,549 | ) | |
Mutual funds |
(6,590,890 | ) | ||
$ | (6,916,439 | ) | ||
F. | PLAN TERMINATION | |
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, all vested benefits will be distributed to participants and beneficiaries. | ||
G. | RELATED PARTY TRANSACTIONS | |
Certain Plan investments are shares of common stock of Big Lots, Inc., the Plan Sponsor. These transactions qualify as party-in-interest transactions. |
******
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BIG LOTS, INC. SAVINGS PLAN AND TRUST
SCHEDULE H, LINE 4i SCHEDULE OF ASSETS HELD AT END OF YEAR
DECEMBER 31, 2001
(c) | ||||||||||||||||||
Description of Investment | ||||||||||||||||||
(b) | Including Maturity Date, Rate of | (e) | ||||||||||||||||
Identity of Issuer, Borrower, | Interest, Collateral, Par or | (d) | Current | |||||||||||||||
(a) | Lessor, or Similar Party | Maturity Value | Cost | Value | ||||||||||||||
Common Stock - |
||||||||||||||||||
* | Big Lots, Inc |
Common stock; 2,148,828 shares | $ | 39,124,826 | $ | 22,347,810 | ||||||||||||
Money Market Fund Merrill
Lynch Retirement Preservation
Trust; 32,232,141 shares |
32,232,141 | 32,232,141 | ||||||||||||||||
Mutual Funds: |
||||||||||||||||||
Dreyfus |
S&P 500 Index Fund; 100,163 shares | 3,854,269 | 3,347,438 | |||||||||||||||
Fidelity |
U.S. Bond Fund; 221,201 shares | 2,361,042 | 2,388,847 | |||||||||||||||
Janus |
Twenty Fund; 132,944 shares | 8,367,399 | 5,113,055 | |||||||||||||||
Merrill Lynch |
Basic Value Fund; 431,778 shares | 13,963,305 | 12,642,448 | |||||||||||||||
Merrill Lynch |
Capital Fund; 252,736 shares | 7,975,009 | 6,757,092 | |||||||||||||||
Merrill Lynch |
Global Allocation Fund; 561,438 shares | 7,557,948 | 7,214,484 | |||||||||||||||
Merrill Lynch |
Growth Fund; 213,854 shares | 6,013,570 | 3,876,117 | |||||||||||||||
Total mutual funds |
50,092,542 | 41,339,481 | ||||||||||||||||
Participant loans |
8% - 10%, maturing primarily | |||||||||||||||||
over the next 5 years | 5,705,458 | 5,705,458 | ||||||||||||||||
TOTAL ASSETS HELD FOR
INVESTMENT PURPOSES AT END
OF YEAR |
$ | 127,154,967 | $ | 101,624,890 | ||||||||||||||
* | Party-in-interest. |
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SIGNATURES
The Plan. Pursuant to the requirements of the Securities and Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
BIG LOTS, INC. SAVINGS PLAN AND TRUST | ||
By: /s/ BRAD A. WAITE Brad A. Waite, Executive Vice President |
||
Dated: June 27, 2002 |
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