þ | ANNUAL REPORT PURSUANT TO 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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2007 | 2006 | |||||||
ASSETS: |
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Investments at fair value: |
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Interest in Sensient Technologies Corporation |
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Master Trust |
$ | 103,113,322 | $ | 89,128,282 | ||||
Participant loans |
4,232,062 | 3,906,145 | ||||||
Total investments |
107,345,384 | 93,034,427 | ||||||
Contributions receivable from Sensient Technologies
Corporation: |
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Employee contributions |
130,267 | 138,593 | ||||||
Employer contributions |
2,702,535 | 2,387,376 | ||||||
Total receivables |
2,832,802 | 2,525,969 | ||||||
Net assets available for benefits at fair value |
110,178,186 | 95,560,396 | ||||||
Adjustments from fair value to contract value for
fully benefitresponsive investment contracts |
129,211 | 122,314 | ||||||
Net assets available for benefits |
$ | 110,307,397 | $ | 95,682,710 | ||||
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2007 | ||||
ADDITIONS: |
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Contributions: |
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Participants |
$ | 5,366,888 | ||
Sensient Technologies Corporation |
2,706,162 | |||
Rollovers |
217,020 | |||
Interest on Participant Loans |
306,588 | |||
Total additions |
8,596,658 | |||
DEDUCTIONS: |
||||
Withdrawals and distributions |
(5,986,037 | ) | ||
Administrative expenses |
(52,846 | ) | ||
Total deductions |
(6,038,883 | ) | ||
Investment income Equity in net income of Sensient
Technologies Corporation Master Trust |
12,066,912 | |||
Net additions |
14,624,687 | |||
Net assets available for benefits: |
||||
Beginning of year |
95,682,710 | |||
End of year |
$ | 110,307,397 | ||
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Note A Description of the Plan: | ||
The following description of the Sensient Technologies Corporation Savings Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a more comprehensive description of the Plans provisions. | ||
The Plan is a defined contribution plan sponsored by Sensient Technologies Corporation (the Company). Substantially all domestic employees of the Company, except for employees covered by collective bargaining agreements that do not expressly provide for participation in the Plan, are eligible to participate in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). Employees can contribute up to the maximum amount of their eligible compensation prescribed by law. Employee contributions are 100% vested at all times. The Company intends to contribute an amount sufficient to provide 100% matching of the first 4% of eligible compensation contributed to the Plan by those employees who made contributions during the Plan year. All Company contributions made after January 1, 2003 are invested in accordance with each participants investment election, regardless of age or vested service. Company contributions made before January 1, 2003, previously were invested in common stock of the Company. Effective January 1, 2007 these contributions can be diversified into funds chosen by the employee. Company contributions to the Plan were $2,706,162 for the year ended December 31, 2007. | ||
Effective January 1, 2006, the Plan was amended and restated. The amendment provides that company matching contributions allocable for Plan years beginning on or after January 1, 2006 shall be fully vested at all times. Company matching contributions allocable for Plan years beginning before January 1, 2006 vest at 20% per year of credited service with the Company or upon termination due to death or disability. | ||
The amendment further states, two percent of the compensation of eligible employees hired (or rehired) on or after January 1, 2006, shall be automatically withheld and contributed to the Plan on the employees behalf as a pre-tax elective deferral contribution, unless the employee elects a different contribution amount or elects not to participate in the Plan. | ||
The administration of the Plan is the responsibility of the Benefits Administrative Committee (the Committee) which is appointed by the Finance Committee of the Company Board of Directors. The assets of the Plan are maintained in a trust fund that is administered under a Master Trust agreement (as described in Note C) with Fidelity Management Trust Company (the Trustee or Fidelity). The Trustee is responsible for maintaining the assets of the Plan and, generally, performing all other acts deemed necessary or proper to fulfill its responsibility as set forth in the Master Trust agreement pertaining to the Plan. | ||
Amounts that have been forfeited in accordance with provisions of the Plan serve to reduce Company contributions. Forfeitures available to reduce the Company contribution were $57,000 at December 31, 2007. | ||
Plan assets may be invested in any type of investment that is legally permitted for employee retirement plans. | ||
Participants direct the investment of their account balance from both participant and employer contributions, except certain prior Company contributions previously noted, into various investment options offered by the Plan. The Plan currently offers 12 mutual funds and the Sensient |
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Note A (continued): | ||
Technologies Common Stock Fund as investment options for participants. Participants may revise their investment allocations daily. | ||
Individual accounts are maintained by the Trustee for each Plan participant. Each participants account is credited with the participants contribution, the Companys matching contribution and an allocation of Plan income, and charged with withdrawals and an allocation of Plan losses. 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. | ||
The Plan allows participants to borrow funds from their account through the loan fund, up to 50% of their vested balance. Loan requests must be for a minimum of $1,000 and a maximum of $50,000 of the vested balance, less any other outstanding loans in the Plan. Monthly payroll deductions are required to repay the loan over one to five years, or longer if the loan is used to acquire a principal residence. Loans bear interest at a rate of 1.5% above the prime rate at the end of the previous quarter. Unless loans are repaid in full 90 days after the time of retirement or termination, the amount of the loan becomes taxable income to the participant. Interest rates on loans outstanding at December 31, 2007 and 2006 ranged from 5.50% to 9.75%. | ||
Hardship withdrawals may be authorized by the Committee in the event of financial hardship of the participant. Such distributions are made in accordance with written policies and procedures, as set forth in accordance with the Internal Revenue Code, Treasury regulations and applicable law. | ||
Although it has not expressed any intention to do so, the Company has the right under the Plan to discontinue contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event of termination, participant accounts become fully vested. | ||
Note B Accounting Policies: | ||
The financial statements of the Plan are prepared on an accrual basis in accordance with U.S. generally accepted accounting principles. Assets of the Plan are stated at fair value. | ||
Certain administrative expenses incurred by the Plan are paid by the Company on behalf of the Plan or from Plan assets as determined by the Committee. | ||
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | ||
The Plans investments are stated at fair value. Shares of mutual funds are valued based on quoted market prices which represent the net asset value of shares held by the Plan at year-end. The fair value of the participation units in the common collective trusts is based on quoted redemption values on the last business day of the Plans year-end. Participant loans are valued at their outstanding balances, which approximate fair value. |
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Note B (continued): | ||
As described in Financial Accounting Standards Board Staff Position (FSP) AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (the FSP), investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Plan invests in investment contracts through a common collective trust, Sensient Technologies Corporation Master Trust (the Master Trust). As required by the FSP, the statement of net assets available for benefits presents the fair value of the investment in the common collective trust as well as the adjustment from fair value to contract value for fully benefit-responsive investment contracts. The fair value of the Plans interest in the Master Trust is based on information reported by the issuer of the common collective trust at year-end. The contract value of the Master Trust represents contributions plus earnings, less participant withdrawals and administrative expenses. | ||
Note C Sensient Technologies Corporation Master Trust: | ||
The Plans investments, except participant loans, are held by the Master Trust, along with the investments of the Sensient Technologies Corporation Retirement Employee Stock Ownership Plan (ESOP). Use of the Master Trust permits the commingling of assets of various employee benefit plans for investment and administrative purposes. Although plan assets are commingled, supporting records are maintained for the purpose of determining changes in each plans undivided and specifically allocated interest in the Master Trust. | ||
Quoted market prices are used to determine the fair value of marketable securities. Shares of registered investment companies or collective trusts are stated at quoted market prices or withdrawal value. Investment income, realized gains and losses, and unrealized appreciation and depreciation of investments in the Master Trust are allocated to each plan participating in the Master Trust based upon the relationship of the individual interest of each plan to the total of the individual interests of all plans participating in the Master Trust. | ||
Purchases and sales of investments are recorded on a trade-date basis. Interest income is accrued when earned. Dividend income is recorded on the ex-dividend date. Capital gain distributions are included in dividend income. | ||
The Master Trust invests in various securities. 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 values of |
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Note C (continued): | ||
investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements. | ||
The fair value of the net assets of the Master Trust as of December 31, 2007 and 2006 is as follows: |
2007 | 2006 | |||||||
Sensient Technologies Corporation common stock* |
$ | 55,532,190 | $ | 53,362,163 | ||||
Fixed income funds |
14,268,598 | 14,493,107 | ||||||
Mutual funds |
79,342,001 | 62,917,336 | ||||||
Net assets in Master Trust |
$ | 149,142,789 | $ | 130,772,606 | ||||
Plans investment in Master Trust |
$ | 103,113,322 | $ | 89,128,282 | ||||
Plans investment in Master Trust as a percent of total |
69.14 | % | 68.16 | % | ||||
* Party-in-interest |
2007 | ||||
Dividends on Sensient Technologies Corporation common stock* |
$ | 1,277,960 | ||
Interest and other dividends |
3,855,157 | |||
Net appreciation of investments based on quoted market prices |
13,239,972 | |||
Net income of Master Trust |
$ | 18,373,089 | ||
Plans equity in net income of the Master Trust |
$ | 12,066,912 | ||
* Party-in-interest |
2007 | ||||
Sensient Technologies Corporation common stock* |
$ | 7,675,599 | ||
Mutual funds |
5,564,373 | |||
Net appreciation in fair value of investments Master Trust |
$ | 13,239,972 | ||
* Party-in-interest |
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Note D Non-participant Directed Investments: | ||
The non-participant directed investments of the Plan held by the Master Trust, are invested in Sensient Technologies Corporation common stock. Participant account balances, which are eligible to be diversified but remain in Sensient Technologies Corporation common stock, cannot be separately determined and are reported as non-participant directed investments. Information about the net assets and the significant components of the changes in net assets relating to non-participant directed net assets of the Plan held by the Master Trust is as follows: |
2007 | 2006 | |||||||
Non-participant directed net assets: |
||||||||
Sensient
Technologies Corporation common stock* |
$ | 16,486,125 | $ | 15,120,336 | ||||
2007 | ||||
Changes in non-participant directed net assets: |
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Contributions |
$ | (5,724 | ) | |
Dividends |
551,612 | |||
Net appreciation |
1,743,303 | |||
Withdrawals and distributions |
(913,791 | ) | ||
Other |
(9,611 | ) | ||
$ | 1,365,789 | |||
* Party-in-interest |
Note E Income Tax Status: | ||
The Plan has received a determination letter from the Internal Revenue Service dated December 18, 2002, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and, therefore, the related trust is exempt from taxation. Subsequent to this determination by the Internal Revenue Service, the Plan was amended and restated. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan, as amended and restated, is qualified and the related trust is tax exempt. | ||
Note F Benefits Payable: | ||
As of December 31, 2007 and 2006, the Plan had no benefits payable to persons who elected to withdraw from participation in the earnings and operations of the Plan but had not yet been paid. |
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Note G Parties-in-Interest: | ||
Certain Plan investments are managed and issued by Fidelity, the custodian of the Plans investment assets and, therefore, some transactions qualify as party-in-interest transactions. The Plan pays fees to Fidelity for investment management, recordkeeping, and other administrative services. Fees paid by the Plan were $52,846 for the year ended December 31, 2007. | ||
Note H New Pronouncements: | ||
In September 2006, the Financial Accounting Standards Board (FASB) issued Statement No. 157 Fair Value Measurements. This statement defines fair value establishes a framework for measuring fair value and expands disclosures about fair value measurements. It also establishes a fair value hierarchy that prioritizes information used in developing assumptions when pricing an asset or liability. Statement No. 157 will be effective for the Company beginning in 2008. The Company does not believe this statement will have a material effect on the Plans financial statements and related disclosures. | ||
Note I Subsequent Event: | ||
Effective January 1, 2008, the Plan was amended to provide for the addition of Roth elective deferrals. As of January 1, 2008, the Plan will accept Roth elective deferrals made on behalf of the participants. The participants Roth elective deferrals will be allocated to a separate account maintained for such deferrals (the Roth Elective Deferral Account). |
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(a) | (b) | (c) | (d) | (e) | ||||||
Identity of Issuer, Borrower, | Description of Investment | Cost | Current | |||||||
Lessor or Similar Party | Value | |||||||||
*
|
Participant Loans | Participant borrowings against their individual account balances, interest rates from 5.50% to 9.75%, and maturing through 2027 (705 loans outstanding) | $ | 4,232,062 | ||||||
Total | $ | 4,232,062 | ||||||||
* Party-in-interest |
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Sensient Technologies Corporation Savings Plan | ||||||
Date: June 24, 2008
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By: | /s/ John L. Hammond | ||||
Name: | ||||||
Title: | Vice President, Secretary and General Counsel |
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