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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One):
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the fiscal period from April 1, 2000 (inception date) to
December 31, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from________to________
Commission file number 1-15295
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below: TELEDYNE TECHNOLOGIES INCORPORATED 401(K) PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
TELEDYNE TECHNOLOGIES INCORPORATED
2049 Century Park East, Suite 1500
Los Angeles, California 90067-3101
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Teledyne Technologies Incorporated 401(k) Plan
Audited Financial Statements and Supplemental Schedule
Period from April 1, 2000 (inception) to December 31, 2000
Report of Independent Auditors
Teledyne Technologies Incorporated
We have audited the accompanying statement of net assets available for benefits
of Teledyne Technologies Incorporated 401(k) Plan as of December 31, 2000, and
the related statement of changes in net assets available for benefits for the
period from April 1, 2000 (inception) to December 31, 2000. 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.
We conducted our audit in accordance with auditing standards generally accepted
in the 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. 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 at December 31,
2000, and the changes in its net assets available for benefits for the period
from April 1, 2000 (inception) to December 31, 2000, in conformity with
accounting principles generally accepted in the United States.
Our audit was performed for the purpose of forming an opinion on the financial
statements taken as a whole. The supplemental schedule of assets (held at end of
year) as of December 31, 2000 is presented for the purpose of additional
analysis and is not a required part of the financial statements but is
supplementary 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 our audit of the financial statements and, in our opinion,
is fairly stated in all material respects in relation to the financial
statements taken as a whole.
/s/ ERNST & YOUNG LLP
June 27, 2001
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Teledyne Technologies Incorporated 401(k) Plan
Statement of Net Assets Available for Benefits
December 31, 2000
(In Thousands)
Assets
Investments, at fair value $125,058
Contributions receivable:
Participants 428
Company 95
Other receivables 3
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Total assets 125,584
Liabilities
Due to broker for investment purchases 29
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Net assets available for benefits $125,555
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See accompanying notes.
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Teledyne Technologies Incorporated 401(k) Plan
Statement of Changes in Net Assets Available for Benefits
Period from April 1, 2000 (inception) to December 31, 2000
(In Thousands)
Additions:
Contributions:
Employee $ 11,082
Employer 1,727
Rollover 1,432
Interest and dividend income 6,565
Transfers to plan 126,006
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Total additions 146,812
Deductions:
Distributions to participants 5,513
Net depreciation in fair value of investments 15,707
Administrative and other expenses 37
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Total deductions 21,257
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Net increase 125,555
Net assets available for benefits at beginning of period --
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Net assets available for benefits at end of period $125,555
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See accompanying notes.
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Teledyne Technologies Incorporated 401(k) Plan
Notes to Financial Statements
December 31, 2000
1. SIGNIFICANT ACCOUNTING POLICIES
Basis Of Accounting
The accompanying financial statements of Teledyne Technologies Incorporated
401(k) Plan (the Plan) have been prepared on an accrual basis.
Valuation Of Investments
Mutual funds and common collective trust funds are stated at their unit values
established for each fund by the fund manager, at each valuation date, which
fluctuate with the value of the assets in each fund. Units of the Teledyne
Technologies Incorporated (Teledyne Technologies or the Company), Allegheny
Technologies Incorporated (Allegheny Technologies) and Water Pik Technologies
Incorporated (Water Pik Technologies) stock funds are valued principally on the
basis of the market value of the Teledyne Technologies, Allegheny Technologies,
and Water Pik Technologies common stock, respectively, in which it invests.
Although the performance of the Teledyne Technologies, Allegheny Technologies,
and Water Pik Technologies Stock Funds is based on the performance of the
underlying stock, the value of a fund unit is different from the price of one
share of the stock, which is stated at the quoted market price as listed on the
New York Stock Exchange due to the inclusion of cash amounts for liquidity
purposes. Other common stocks are stated at their quoted market price.
Participant loans and interest-bearing cash accounts are stated at their
outstanding balance which approximates fair value.
Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
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Teledyne Technologies Incorporated 401(k) Plan
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN
General
The Plan is a defined contribution plan available to eligible U.S. domestic
employees of the Company. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA), as amended.
Contributions
Participants can defer between 1% and 15%, subject to Internal Revenue Service
limitations, of their eligible wages and contribute them to the Plan. Employees
become eligible for company matching contributions following 90 days of service.
Qualifying employee contributions are partially matched by the Company up to a
maximum of $1,000 annually for each participant.
Participant Accounts
Separate accounts are maintained by the plan sponsor for each participating
employee. Trustee fees and asset management fees charged for the administration
of all funds are charged against net assets available for benefits of the
respective fund. Certain other expenses of administering the Plan are paid by
the plan sponsor.
Vesting
Participants are 100% vested in their contributions, company contributions and
all earnings thereon.
Participant Loans
Active employees can borrow up to 50% of their vested account balances. The loan
amounts are further limited to a minimum of $500 and a maximum of $50,000, and
an employee can have no more than one loan outstanding at any given time.
Interest rates are determined based on commercially accepted criteria, and
payment schedules vary based on the type of the loan. Loans may be paid in full
or in part at any time. Loans are repayable over periods of up to five years
(fifteen years for loans to purchase the participant's primary residence).
Payments are generally made by payroll deductions.
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Teledyne Technologies Incorporated 401(k) Plan
Notes to Financial Statements (continued)
Plan Termination
In the event that the Plan is partially or completely terminated, or the plan
sponsor permanently discontinues making contributions, all amounts credited to
the accounts of affected participants become fully vested and nonforfeitable.
Withdrawals And Distributions
The Plan allows for participants to make withdrawals from the Plan upon reaching
age 59 1/2. Additionally, the value of participant's contributions and the value
of all vested Company contributions are payable to participants upon death,
disability, retirement or upon termination of employment with the Company. At
the participant's election, payment may be made in cash as a single lump sum or
in installments.
Administrative Expenses
The Company pays administrative expenses, which include recordkeeping, trustee
fees and expenses of the Company incurred in administering the Plan.
Participants pay loan origination and servicing fees.
Other
Further information about the Plan, including eligibility, vesting,
contributions, and withdrawals, is contained in the Summary Plan Description.
Copies of this Summary Plan Description are available from the Company.
3. PLAN ASSET TRANSFERS
The Company became an independent public company on November 29, 1999 through a
spin-off from Allegheny Technologies Incorporated. At the time of the spin-off
and through March 31, 2000, the Company's employees participated in the Teledyne
401(k) Plan, a "Multiple Employer Plan", comprised of the Allegheny Technologies
Incorporated Plan, the Teledyne Technologies Incorporated Plan and the Water Pik
Technologies, Inc. Plan. The Company's employees' account balances under that
plan were transferred to the Plan effective April 1, 2000. Assets transferred
from the Teledyne 401(k) Plan totaled approximately $126,006,000.
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Teledyne Technologies Incorporated 401(k) Plan
Notes to Financial Statements (continued)
4. INVESTMENTS
Plan participants can invest their contributions in any or all of the investment
programs managed by the plan trustee listed below:
The Plan's investments were held by Merrill Lynch Trust Company (Merrill Lynch),
the former trustee, from April 1, 2000 to August 31, 2000 and by Fidelity
Management Trust Company (Fidelity), the current trustee, from September 1, 2000
to December 31, 2000. Plan participants may direct their investment balances and
contributions amongst numerous investment options offered by the Plan and
managed by each trustee during the respective periods. One of these investment
options is the Fidelity Brokerage Link Account, which enables a participant to
invest in individual common stocks, mutual funds and other investments as
stipulated by the Plan through a brokerage account provided by Fidelity
Brokerage Services.
The following presents investments that represent 5% or more of the Plan's net
assets at December 31, 2000 (in thousands):
Fidelity Fund $51,375
Fidelity Growth Company Fund 13,562
Fidelity Freedom Fund 2020 13,790
Fidelity Freedom Fund 2030 7,329
During 2000, the Plan's investments (including investments purchased, sold, as
well as held during the period) appreciated (depreciated) in fair value as
follows (in thousands):
Mutual Funds $(16,741)
Common collective trusts 6
Common stock 1,028
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$(15,707)
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5. INCOME TAX STATUS
The Plan has applied for but has not received a determination letter from the
Internal Revenue Service stating that the Plan is qualified under Section 401(a)
of the Internal Revenue Code (the Code). However, the plan administrator
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Teledyne Technologies Incorporated 401(k) Plan
Notes to Financial Statements (continued)
believes that the Plan is qualified and, therefore, the related trust is exempt
from taxation.
6. PARTIES-IN-INTEREST
During 2000, the Plan invested in mutual funds and common collective trust funds
managed by Merrill Lynch or Fidelity. Trustee and investment fees paid during
2000 were based on customary and reasonable rates for such services.
One of the investment options available to participants is the Teledyne
Technologies Incorporated Stock Fund that included 247,209 shares of Teledyne
Technologies Incorporated common stock at December 31, 2000.
7. RECONCILIATION OF FORM 5500 TO FINANCIAL STATEMENTS
The following is a reconciliation of net assets available for benefits from the
financial statements to the Form 5500 at December 31, 2000 (in thousands):
DECEMBER 31
2000
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Net assets available for benefits per the financial statements $125,555
Less: benefits payable at year-end 180
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Net assets available for benefits on Form 5500 $125,375
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Supplemental Schedule
Teledyne Technologies Incorporated 401(k) Plan
EIN: 25-1843385
Schedule H, Line 4(i) -- Schedule of Assets (Held at End of Year)
December 31, 2000
(In thousands, except for unit/share information)
DESCRIPTION CURRENT
IDENTITY OF ISSUE OF ASSET VALUE
----------------- ---------------------- --------
Fidelity Retirement Money Market Portfolio* 5,822,868 shares $ 5,823
Income Accumulation Fund* 5,072,524 shares 5,073
Fidelity Capital and Income Fund* 2,304 shares 18
Fidelity U.S. Bond Index Fund* 424,733 shares 4,498
Fidelity Fund* 1,568,243 shares 51,375
Fidelity Capital Appreciation Fund* 2,270 shares 50
Fidelity Growth Company Fund* 189,864 shares 13,562
Fidelity Large Cap Stock Fund* 12,963 shares 230
Fidelity Mid-Cap Stock Fund* 98,182 shares 2,559
Fidelity Value Fund* 3,418 shares 158
Fidelity Diversified International Fund* 129,015 shares 2,831
Fidelity Brokerage Link* See following page 313
Teledyne Technologies Incorporated
Common Stock* 247,209 shares 5,840
Allegheny Technologies Common Stock 88,061 shares 1,398
Water Pik Technologies Common Stock 7,986 shares 56
Fidelity Freedom Income Fund* 90,102 shares 1,006
Fidelity Freedom Fund 2000* 19,165 shares 226
Fidelity Freedom Fund 2010* 288,055 shares 3,987
Fidelity Freedom Fund 2020* 947,089 shares 13,790
Fidelity Freedom Fund 2030* 488,616 shares 7,329
Fidelity Freedom Fund 2040* 11,870 shares 104
Colchester Street Trust Money Market Portfolio Interest-bearing cash 146
Participant Loans Various maturities 4,686
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$125,058
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* Party-in-interest
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Teledyne Technologies Incorporated 401(k) Plan
EIN: 25-1843385
Schedule H, Line 4(i) -- Schedule of Assets (Held at End of Year) (continued)
December 31, 2000
DESCRIPTION CURRENT
IDENTITY OF ISSUE OF ASSET VALUE
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Global Crossing Ltd. Com 400 shares $ 5,725
AT&T Corp Com 100 shares 1,725
Applied Materials Inc. 160 shares 6,110
Armstrong Holdings Inc. 500 shares 1,031
Atmel Corp. Com 400 shares 4,650
B2B Internet Holders TR Depositary Rcpt 200 shares 3,563
Borders Group Inc. Com 500 shares 5,844
Cisco Sys. Inc. Com 300 shares 11,475
Covad Communications Group I Com 640 shares 1,060
Ericsson L M Tel Co. ADR CL B SEK 10 160 shares 1,790
Federal Mogul Corp. Com 3,500 shares 8,095
Fidelity Cash Reserves 112,908 shares 112,908
Fidelity Growth & Income Fund 59 shares 2,481
Fidelity Dividend Growth Fund 83 shares 2,472
General Motors Corp CL H 1,607 shares 36,961
JDS Uniphase Corp Com 75 shares 3,127
Juno Online Svcs Inc. Com 2,400 shares 1,574
Lucent Technologies Inc. Com 100 shares 1,352
Microsoft Corp Com 80 shares 3,470
Oplink Communications Inc. OC-Com 325 shares 5,870
Putnam Invt Fds Classic Equity C 2,415 shares 31,344
Putnam Invt Fds Growth Opptns C 437 shares 9,462
Putnam Intl Growth Fd CL C 471 shares 11,568
Putnam Voyager Fd II CL C 250 shares 6,103
Silicon Storage Techn Inc. Com 100 shares 1,181
Strong Income Fds Inc. ST High-growth Yld 122 shares 1,197
Trans World Airls Inc. Com 100 shares 105
Triquint Semiconductor Inc. Com 500 shares 21,844
Tut Sys Inc. 400 shares 3,300
Wink Communications Inc. Com 350 shares 2,100
Xerox Corp. Com 300 shares 1,387
Yahoo Inc. Com 60 shares 1,804
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$312,678
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ITEM 4 Financial Statements and Exhibits
(a) Financial Statements
Financial statements and supplemental schedule prepared in
accordance with the financial reporting requirements of
ERISA filed hereunder are listed on page 3 hereof in the
Contents, in lieu of the requirements of Items 1 to 3
above.
(b) Exhibits:
23 Consent of Independent Auditors
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Plan Administrative Committee that administers the Plan has duly caused this
Annual Report to be signed on its behalf by the undersigned hereunto duly
authorized.
Date: June 29, 2001
TELEDYNE TECHNOLOGIES INCORPORATED
401(K) PLAN
By: /s/ ROBYN E. CHOI
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Robyn E. Choi, Vice President
Administration