SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF
1934
FOR THE PLAN YEAR ENDED DECEMBER 31, 2009
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ________________ to
COMMISSION FILE NUMBER 1-9334
BALDWIN TECHNOLOGY PROFIT SHARING AND SAVINGS PLAN
--------------------------------------------------
(Full title of the plan)
C/O BALDWIN AMERICAS CORPORATION
--------------------------------
2 TRAP FALLS ROAD, SUITE 402
----------------------------
SHELTON, CT 06484
-----------------
(Address of the plan)
BALDWIN TECHNOLOGY COMPANY, INC.
--------------------------------
2 TRAP FALLS ROAD, SUITE 402
----------------------------
SHELTON, CT 06484
-----------------
(Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office)
BALDWIN TECHNOLOGY PROFIT SHARING AND SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
Page(s)
Report of Independent Registered Public Accounting Firm 1
Financial Statements:
Statements of Net Assets Available for Benefits at
December 31, 2009 and 2008 2
Statement of Changes in Net Assets Available for Benefits
For the year ended December 31, 2009 3
Notes to Financial Statements 4-15
Supplemental Schedules: *
Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets
(Held at End of Year) at December 31, 2009 16
Form 5500, Schedule H, Part IV, Line 4a - Schedule of Delinquent
Participant Contributions 17
Signatures 18
Consent of Independent Registered Public Accounting Firm Exhibit No. 23
* Other schedules required by 29 CFR 2520.103-10 of the Department of Labor
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974 have been omitted because they are either not
required or not applicable.
Report of Independent Registered Public Accounting Firm
To the Trustees of the
Baldwin Technology Profit Sharing and Savings Plan
Shelton, Connecticut
We have audited the accompanying statements of net assets available for benefits
of Baldwin Technology Profit Sharing and Savings Plan (the "Plan") as of
December 31, 2009 and 2008, 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 audits.
We conducted our audits in accordance with 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. 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, 2009 and 2008, and the changes in net assets available for benefits
for the year ended December 31, 2009, in conformity with U.S. generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held at end of year and delinquent participant contributions as of and for the
year ended December 31, 2009, are presented for the purpose of additional
analysis and are not a required part of the basic financial statements, but is
supplementary information required by the United States Department of Labor
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. These supplemental schedules are the
responsibility of the Plan's management. The supplemental schedules have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ McGladrey & Pullen, LLP
--------------------------------
Stamford, Connecticut
June 29, 2010
1
Baldwin Technology Profit Sharing and Savings Plan
Statements of Net Assets Available for Benefits
December 31, December 31,
2009 2008
------------ ------------
Assets:
Investments, participant directed
at fair value $ 10,353,811 $ 9,250,692
Participant loans 71,264 88,111
------------ ------------
10,425,075 9,338,793
------------ ------------
Receivables:
Employer's contributions 2,951 58,542
Participants' contributions 9,842 13,966
------------ ------------
Total receivables 12,793 72,508
------------ ------------
Total Assets 10,437,868 9,411,301
Liabilities:
Excess contribution refundable 32,278 -
------------ ------------
Net assets available for benefits
at fair value 10,405,590 9,411,301
Adjustment from fair value to
contract value for investments in
common collective trust fund
related to fully benefit-responsive
investment contracts 96,504 176,045
------------ ------------
Net assets available for benefits $ 10,502,094 $ 9,587,346
============ ============
The accompanying notes are an integral part of these financial statements
2
Baldwin Technology Profit Sharing and Savings Plan
Statement of Changes in Net Assets Available for Benefits
Year Ended
December 31, 2009
-----------------
Contributions:
Participants' contributions $ 409,455
Employer's contributions 32,057
-----------------
441,512
-----------------
Investment income:
Interest 4,705
Dividends 167,120
Net appreciation in fair value of investments 1,679,979
-----------------
Total investment income 1,851,804
-----------------
Deductions:
Benefits paid to participants 1,377,934
Administrative expenses 634
-----------------
Total deductions 1,378,568
-----------------
Net increase 914,748
Net assets available for benefits:
Beginning of year 9,587,346
-----------------
End of year $ 10,502,094
=================
The accompanying notes are an integral part of these financial statements
3
BALDWIN TECHNOLOGY
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - DESCRIPTION OF THE PLAN
The following brief description of the Baldwin Technology Profit Sharing and
Savings Plan (the "Plan" or the "Baldwin 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 subject to the provisions of the
Employee Retirement Income Security Act of 1974 ("ERISA"), as amended and is
available to substantially all domestic employees of Baldwin Technology Company,
Inc. (the "Company").
Eligibility
All full time and part time employees of the Company are eligible to participate
on his/her first day of employment.
Plan Amendment
Plan sponsors were required to amend their plans to comply with certain
provisions of the Pension Protection Act of 2006 ("PPA") prior to the end of the
2009 plan year (December 31, 2009). The Baldwin Plan was amended to comply
with the final provisions of the PPA on January 1, 2009. In addition to the
PPA, the Plan was also amended to cover certain provisions of the Heroes
Earnings Assistance and Relief Tax Act of 2008 ("HEART Act") as well as for
other technical corrections, including the elimination of "gap period" earnings
on distributed excess deferrals, excess contributions and excess aggregate
contributions. Finally, the Plan was also amended effective January 1, 2009 to
eliminate the Safe Harbor Matching Contribution and instituted an absolute
Discretionary Matching Contribution, which is to be determined by the Plan
sponsor.
Contributions
Each participant may elect to defer from 1% to 20% of their compensation, up to
the Annual Compensation Limit as defined by the Internal Revenue Code ("IRC"),
on both a tax-deferred and taxable basis into one or a combination of funds.
Pursuant to the Tax Reform Act of 1986 as amended, the maximum tax-deferred
contribution an employee may make for the year ended December 31, 2009 was
$16,500. Pursuant to the Economic Growth and Tax Relief Reconciliation Act of
2001 ("EGTRRA"), participants age 50 and over may make an additional
tax-deferred catch-up contribution of $5,500 for the year ended December 31,
2009.
Effective January 1, 2009, the Company amended its matching contribution formula
from a Safe Harbor Matching Contribution to an absolute Discretionary Matching
Contribution. The Company cash contributions are invested for each participant
based upon the current election in effect at the time the Company contribution
is made.
Upon enrollment into the Plan, a participant may direct employee contributions
in 1% increments into any of sixteen investment options. Employer contributions
are allocated to the investments based on the participant's investment options
at the time of the employer contribution. Participant contributions are remitted
each week to the trustee, whereas Employer Discretionary Matching Contributions,
if any, are remitted quarterly.
4
Vesting
Participants will, at all times, be fully vested in the fair value of their
contributions. Participants vested 100% immediately in the Company's Safe
Harbor Contributions; however, participants become vested in employer
Discretionary Contributions based upon their years of vesting service, as shown
below:
Full years of Percent
Vesting Service Vested
----------------------- --------
Less than 2 years 0%
2 but less than 3 years 20%
3 but less than 4 years 40%
4 but less than 5 years 60%
5 but less than 6 years 80%
6 or more years 100%
Employees who are age 55 or older, or who become disabled or die while employed
by the Company, are automatically 100% vested in the value of the Company
contributions credited to their accounts regardless of their years of service.
Withdrawals and Distributions
Participants may withdraw after-tax contributions from their account balance
while working and, in limited cases (as defined by the Plan's provisions), may
withdraw before-tax contributions. Distributions from the Plan at termination
of employment will be made in the form of a single lump-sum distribution
consisting of the cash value of the participant's interest in the fixed income
funds, mutual funds and stock funds. The amount of the distribution
attributable to the participant's Baldwin Stock Fund account shall be
distributed in the form of shares of the Company's Class A Common Stock.
Notwithstanding the foregoing, a participant may request to receive benefits in
a form other than as above and the Plan Administrator may make available an
alternative form of distribution at the Plan Administrator's sole discretion.
Upon a participant's termination of employment by reason of retirement, total
and permanent disability or death, the entire balance of the participant's
account, as valued on the day coinciding with or following the date of the
termination of employment will be paid to the participant, or in the case of
death, to the participant's designated beneficiary.
Upon termination of employment for reasons other than those set forth above, if
the vested balance is greater than $1,000 but less than $5,000 and the
participant has not requested a distribution, the entire vested balance of the
participant's account, as valued on the day coinciding with or following the
date of termination of employment, shall be paid as a direct rollover to an
individual retirement plan designated by the Plan Administrator. If the vested
balance is greater than $5,000, the participant has the option not to receive a
distribution, and therefore, distributions will not be made until requested by
the participant.
Participant Loans
Participants may borrow from their fund accounts a minimum of $1,000, up to a
maximum of $50,000 or 50% of their vested account balance, whichever is less,
and are subject to applicable Department of Labor and Internal Revenue Service
regulations. The loans are collateralized by the balance in the participant's
account and bear interest at rates of prime plus 1%, currently ranging from
4.25% to 9.25%, which are commensurate with local prevailing rates as determined
periodically by the Plan Administrator.
5
Forfeitures
Upon a participant's separation from service, amounts which have not vested will
be forfeited. Should a participant resume employment within 60 months of
termination, the amount of such forfeiture will be restored to his or her
account. Contributions and earnings thereon which have been forfeited will be
available to reduce employer contributions. Accumulated forfeitures totaled
$4,075 and $9,105 at December 31, 2009 and 2008, respectively. During the
plan year ending December 31, 2009, the Company utilized $8,847 in accumulated
forfeitures to reduce the Company contributions.
NOTE 2 - SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements have been prepared on the accrual basis of
accounting.
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
Statement of Net Assets Available for Benefits presents the fair value of the
investment contracts in common collective trusts, as well as the adjustment for
the fully benefit-responsive investment contracts in common collective trusts
from fair value to contract value. The Statement of Changes in Net Assets
Available for Benefits is prepared on a contract value basis for the fully
benefit-responsive investment contracts held by common collective trusts.
New Accounting Pronouncements
The accounting standards initially adopted in the 2009 financial statements
described below affected certain note disclosures but did not impact the
statements of net assets available for benefits or the statement of changes of
net assets available for benefits.
The Financial Accounting Standards Board's (FASB) Accounting Standards
Codification (ASC) became effective on July 1, 2009. At that date, the ASC
became FASB's official source of authoritative U.S. Generally Accepted
Accounting Principles (GAAP) applicable to all public and nonpublic
nongovernmental entities, superseding existing guidance issued by the FASB, the
American Institute of Certified Accountants (AICPA), the Emerging Issues Task
Force (EITF) and other related literature. The FASB also issues Accounting
Standards Updates (ASU). An ASU communicates amendments to the ASC. An ASU
also provides information to help a user of GAAP understand how and why GAAP is
changing and when the changes will be effective.
In 2009, FASB Staff position 157-4, "Disclosure Determining Fair Value When the
Volume and Level of Activity for the Asset or Liability Have Significantly
Decreased and Identifying Transactions That Are Not Orderly (FSP)", was issued
and later codified into ASC 820, which expanded disclosures and required that
major categories for debt and equity securities in the fair value hierarchy
table be determined on the basis of the nature and risks of the investments.
The provisions of this guidance are effective for periods ending after June 15,
2009. The adoption of this guidance did not impact the Plan's financial
statement.
In September 2009, the FASB issued ASU 2009-12, "Fair Value Measurements and
Disclosures (Topic 820) - Investments in Certain Entities that Calculate Net
Asset Value per Share (or its equivalent)". This update provides guidance on
estimating the fair value of a company's investments in investment companies
when the investment entity calculates net asset value per share, but does not
have a readily determinable fair value. This guidance also requires additional
disclosure of the attributes of these investments such as: (i) the nature of any
restrictions on the reporting entity's ability to redeem its investments; (ii)
unfunded commitments; and (iii) investment strategies of the investees. The
guidance is effective for periods ending after December 15, 2009.
6
The FASB issued new guidance on accounting for uncertainty in income taxes. The
Plan adopted this new guidance for the year ended December 31, 2009. Management
evaluated the Plan's tax positions and concluded that the Plan had maintained
its tax exempt status and has no uncertain tax positions that require adjustment
to the financial statements. Therefore, no provision for income taxes has been
included in the financial statements.
In 2009, The FASB issued ASC 855, "Subsequent Events", which establishes
principles and standards related to the accounting for and disclosure of events
that occur after the balance sheet date but before financial statement are
issued. ASC 855 requires an entity to recognize, in financial statements,
subsequent events that provide additional information regarding conditions that
existed at the balance sheet date. See note 10 for further information on
subsequent events.
New Accounting Standards to Be Adopted
In January 2010, the FASB issued ASU No. 2010-06, "Fair Value Measurement and
Disclosures (ASU No. 2010-06)", which amends ASC 820, adding new disclosure
requirements for Levels 1 and 2, separate disclosures of purchases, sales,
issuances, and settlements relating to Level 3 measurements and clarification of
existing fair value disclosures. ASU No. 2010-06 is effective for periods
beginning after December 15, 2009, except for the requirement to provide Level 3
activity of purchases, sales, issuances, and settlements on a gross basis, which
will be effective for fiscal years beginning after December 15, 2010. The Plan
is currently evaluating the impact of ASU No. 2010-06 will have on its financial
statements.
Investment Valuation and Income Recognition
Investment transactions are recorded on a trade-date basis. Interest income is
recorded on an accrual basis. Dividends are recorded on the ex-dividend date.
The net appreciation in the fair value of investments reported in the statement
of changes in net assets available for benefits includes realized gains and
losses on sales during the year and current year changes in unrealized gains or
losses based on the fair value of investments held at year end.
The Plan's investments are stated at fair value. Fair value is the price that
would be received to sell an asset or paid to transfer a liability (an exit
price) in the principal or most advantageous market for the asset or liability
in an orderly transaction between market participants at the measurement date.
FASB ASC 820, "Fair Value Measurement 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.
7
- Level 2 - Inputs to the valuation methodology include (i) quoted prices
for similar assets or liabilities in active markets; (ii) quoted
prices for identical or similar assets or liabilities in inactive
markets; (iii) inputs other than quoted prices that are observable for
the asset or liability; (iv) inputs that are derived principally from
or corroborated by observable market data by correlation or other
means. If the asset or liability has a specific (contractual) term,
the level 2 input must be observable for substantially the full term of
the asset of liability.
- Level 3 - Inputs to the valuation methodology are unobservable and
significant to the fair value measurement.
The asset's 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.
Mutual Funds - Investments in publicly traded mutual funds are valued using the
Net Asset Value (NAV) provided by the administrator of the fund. The NAV is
based on the fair value of the underlying assets owned by the fund, minus its
liabilities, and then divided by the number of shares outstanding. The NAV is a
quoted price in an active market and classified within level 1 of the valuation
hierarchy.
The Baldwin Stock Fund is a unitized fund, which invests solely in the Class A
Common Stock of Baldwin Technology Company, Inc. The fund retains a certain
amount of cash in order to complete a purchase or sale transaction on the same
day as the request is received from a participant. Excess cash is held in a
short-term money market fund within the Baldwin Stock Fund. Excess cash and cash
equivalents at December 31, 2009 and 2008 amounted to $6,251 and $7,646,
respectively. Investments in the Baldwin Stock Fund are classified within level
2 of the valuation hierarchy.
Common/Collective Trust - The common/collective trust account is stated at fair
value ($1/share) as reported by the Plan's trustee. Units in a
common/collective trust account are not traded on securities exchanges but are
redeemable only by the issuer. The value of the Plan's investment in
common/collective trust represents the value of the Plan's interests in the
overall value of the common/collective trust and is classified within level 2 of
the valuation hierarchy.
Loans to Participants - Loans to plan participants are valued at amortized cost
which approximates fair value and are classified within level 3 of the valuation
hierarchy.
The methods described above may produce a fair value calculation that may not be
indicative of net realized value or reflective of future fair value.
Furthermore, while 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.
Administration
The Plan is administered by The Advisory Committee (the "Committee"), which is
appointed by the Board of Directors of Baldwin Americas Corporation.
8
Administrative Expenses
All administrative expenses related to the Plan, are paid by the Company except
for various asset management fees, which are paid by each particular fund.
Use of Estimates
The preparation of the financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets, liabilities and changes therein, and disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
Benefit obligations to participants
Benefits are recorded when paid. Accordingly, benefits payable to terminated
employees are not deducted in arriving at net assets available for benefits.
Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are
exposed to various risks such as interest rate, market volatility, and credit
risks. During the years ended December 31, 2009 and 2008, the fair value of
investments appreciated (depreciated) by $1,679,979 and ($4,034,564),
respectively, due to market volatility related to economic conditions. 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 statement of net assets available for benefit.
NOTE 3 - FAIR VALUE MEASUREMENTS
See "Investment Valuation" in Note 2 for discussions of the methodologies and
assumptions used to determine the fair value of the Plan's investments. Below
are the Plan's financial instruments carried at fair value on a recurring basis,
by the fair value hierarchy levels described in Note 2.
9
The following table sets forth by level, within the fair value hierarchy, the
Plan's assets at fair value as of December 31, 2009:
Assets at Fair Value as of December 31, 2009
Level 1 Level 2 Level 3 Total
------- ------- ------- -----
MFS Total Return Fund/Common Stock & Bonds $ 956,278 $ - $ - $ 956,278
MFS Massachusetts Investors Trust / Common Stock 1,386,893 - - 1,386,893
MFS Emerging Growth Fund / Common Stock 1,317,431 - - 1,317,431
MFS Global Equity Fund / Equities 1,182,595 - - 1,182,595
PIMCO Total Return Fund / Bonds 1,046,996 - - 1,046,996
Van Kampen Strategic Growth Fund / Common Stock 661,372 - - 661,372
MFS Mid-Cap Growth Fund / Common Stock 424,136 - - 424,136
Munder Index 500 Fund / Common Stock 88,799 - - 88,799
Neuberger Berman Genesis Advisor Fund/Common
Stock 701,473 - - 701,473
Van Kampen Common Stock Fund / Common Stock 283,105 - - 283,105
Conservative Allocation Fund / Common Stock 57,105 - - 57,105
Moderate Allocation Fund / Common Stock 202,972 - - 202,972
Growth Allocation Fund / Common Stock 54,287 - - 54,287
Aggressive Growth Allocation Fund / Common Stock 27,536 - - 27,536
Institutional Fixed Fund / Collective Investment
Trust - 1,818,708 - 1,818,708
Baldwin Stock Fund / Common Stock - 144,125 - 144,125
Participant loans - - 71,264 71,264
---------- ---------- ------- -----------
Total assets at fair value $8,390,978 $1,962,833 $71,264 $10,425,075
========== ========== ======= ===========
10
The following table sets forth by level, within the fair value hierarchy, the
Plan's assets at fair value as of December 31, 2008
Assets at Fair Value as of December 31, 2008
Level 1 Level 2 Level 3 Total
------- ------- ------- -----
MFS Total Return Fund/Common Stock & Bonds $ 915,953 $ - $ - $ 915,953
MFS Massachusetts Investors Trust / Common Stock 1,317,490 - - 1,317,490
MFS Emerging Growth Fund / Common Stock 1,094,123 - - 1,094,123
MFS Global Equity Fund / Equities 973,794 - - 973,794
PIMCO Total Return Fund / Bonds 870,539 - - 870,539
Van Kampen Strategic Growth Fund / Common Stock 267,937 - - 267,937
MFS Mid-Cap Growth Fund / Common Stock 295,284 - - 295,284
Munder Index 500 Fund / Common Stock 71,260 - - 71,260
Neuberger Berman Genesis Advisor Fund/Common
Stock 583,303 - - 583,303
Van Kampen Common Stock Fund / Common Stock 241,501 - - 241,501
Conservative Allocation Fund / Common Stock 64,984 - - 64,984
Moderate Allocation Fund / Common Stock 145,424 - - 145,424
Growth Allocation Fund / Common Stock 37,958 - - 37,958
Aggressive Growth Allocation Fund / Common Stock 39,182 - - 39,182
Institutional Fixed Fund / Collective Investment
Trust - 2,136,499 - 2,136,499
Baldwin Stock Fund / Common Stock - 195,451 - 195,451
Participant loans - - 88,111 88,111
---------- ---------- ------- ----------
Total Assets at fair value $6,918,732 $2,331,950 $88,111 $9,338,793
========== ========== ======= ==========
Level 3 Gains and Losses
The table below sets forth a summary of changes in the fair value of the Plan's
level 3 assets for the year ended December 31, 2009.
Level 3 Assets
Year Ended December 31, 2009
Participant Loans
-----------------
Balance, beginning of year $88,111
Loan repayments 29,951
Loan disbursements (46,798)
-----------------
Balance, end of year $71,264
=================
11
NOTE 4 - FAIR VALUE OF INVESTMENTS IN CERTAIN ENTITIES THAT CALCULATE NET ASSET
VALUE PER SHARE (OR ITS EQUIVALENT)
The following table sets forth additional disclosures of Plan's investments
whose fair value is estimated using net asset value per share (or its
equivalent) as of December 31, 2009:
Fair Unfunded Redemption Redemption
Investment Value Commitment Frequency Notice Period
--------------------------------- ---------- ---------- ---------- -------------
MFS Institutional Fixed Fund (a) $1,818,708 $0 Daily None
Baldwin Stock Fund (b) $144,125 $0 Daily None
(a) see Note 5
(b) see Note 2
NOTE 5 - COMMON/COLLECTIVE TRUSTS
The plan invests in the MFS Institutional Fixed Fund which is a stable value
fund that is a common collective trust.
The beneficial interest of each participant is represented by units. Units are
issued and redeemed daily at the Fund's constant net asset value (NAV) of $1 per
unit. Distribution to the Fund's unit holders are declared daily from the net
investment income and automatically reinvested in the Fund on a monthly basis,
when paid. It is the policy of the Fund to use its best efforts to maintain a
stable net asset value of $1 per unit, although there is no guarantee that the
Fund will be able to maintain this value.
Participants ordinarily may direct the withdrawal or transfer of all or a
portion of their investment at contract value. Contract value represents
contributions made to the Fund, plus earnings, less participant withdrawals and
administrative expenses. The Fund imposes certain restrictions on the Plan, and
the Fund itself may be subject to circumstances that impact its ability to
transact at contract value. Plan management believes that the occurrence of
events that would cause the Fund to transact at less than contract value is not
probable.
In accordance with ASC 962 "Plan Accounting - Defined Contribution Pension
Plans" (formerly FASB Staff Position AAG INV-1 and SOP 94-4-1, Reporting of
Fully Benefit Responsive Contracts Held by Certain Investment Companies Subject
to the AICPA Investment Company Guide and Defined-Contribution, Health and
Welfare and Pension Plans), the stable value fund is included at fair value in
the statements of net assets available for benefits, and an additional line item
is presented representing the adjustment from fair value to contract value. The
statement of changes in net assets available for benefits is presented on a
contract value basis.
12
All investment contracts and fixed income securities purchased for the pools
must satisfy the credit quality standards of MFS and the Plan. The average
yields for the MFS Institutional Fixed Fund are as follows:
2009 2008
------ -----
Based on annualized earnings (1) 3.49% 3.42%
Based on interest rate credited to participants (2) 1.93% 2.83%
(1) Computed by dividing the annualized one-day actual earnings of the contract
on the last day of the plan year by the fair value of the investments on the
same date.
(2) Computed by dividing the annualized one-day earnings credited to
participants on the last day of the plan year by the fair value of the
investments on the same date.
NOTE 6 - RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by Massachusetts
Financial Services ("MFS") which is an affiliate of Sun Life Retirement
Services, Inc. ("Sun Life"). Sun Life is the administrative services provider
and record keeper, as defined by the Plan, and therefore, these transactions
qualify as party-in-interest transactions. Fees paid by the Plan to MFS during
the year ended December 31, 2009 were $634. In addition, the Company pays
certain costs on behalf of the Plan.
At December 31, 2009 and 2008, the Plan held 106,072 and 109,189 shares,
respectively, of the Baldwin Technology Company, Inc. Class A Common Stock with
a fair value of $137,874 and $187,805, respectively.
NOTE 7 - INVESTMENTS
The following investments represented 5 percent or more of the Plan's net assets
at either December 31, 2009 or 2008:
December 31,
------------
Investments, at fair value: 2009 2008
---- ----
MFS Institutional Fixed Fund $1,818,708 $2,136,499
MFS Total Return Fund 956,278 915,953
MFS Massachusetts Investors Trust 1,386,893 1,317,490
MFS Emerging Growth Fund 1,317,431 1,094,123
MFS Global Equity Fund 1,182,595 973,794
Neuberger Berman Genesis Advisor Fund 701,473 583,303
Van Kampen Strategic Growth Fund 661,372 267,937*
Pimco Total Return Fund 1,046,996 870,539
* Represents less than 5% of net assets available for plan benefits as of this
date
13
During the year ended December 31, 2009, the Plan's investments (including gains
and losses on investments bought, sold as well as held during the year)
appreciated in value by $1,679,979 as follows:
Year Ended
December 31, 2009
-----------------
Mutual Funds $ 1,722,829
Baldwin Stock Fund (42,850)
-----------------
$ 1,679,979
=================
NOTE 8 - FEDERAL INCOME TAXES
The Internal Revenue Service has determined and informed the Company by a letter
dated March 31, 2008, that the Plan and the related trust are designed in
accordance with applicable sections of the Internal Revenue Code ("IRC"). 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 designed
and is currently being operated in compliance with the applicable requirements
of the IRC. Therefore, no provision for income tax has been included in the
Plan's financial statements.
NOTE 9 - PLAN TERMINATION
Although it has not expressed any intent to do so, the Committee reserves the
right to terminate the Plan at any time, subject to the provisions of ERISA. In
the event the Plan is terminated, participants will become 100% vested in their
accounts, no new funds will be contributed and the Plan's assets will be
administered and distributed.
NOTE 10 - SUBSEQUENT EVENT
The Plan has evaluated subsequent events though the date the financial
statements were issued.
NOTE 11 - RECONCILIATION BETWEEN FINACIAL STATEMENTS AND FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements to Form 5500 follows for the respective years ended
December 31st
2009 2008
------------ ------------
Net assets available for benefits per
financial statements $ 10,502,094 $ 9,587,346
Adjustment between fair value and
contract value related to fully benefit-
responsive investment contracts held by
common collective trust funds (96,504) (176,045)
------------- ------------
Net assets available for benefits per
Form 5500 $ 10,405,590 $ 9,411,301
============= ============
14
A reconciliation of net investment income per the financial statements for the
year ended December 31, 2009 to Form 5500 follows:
Net investment income per the
financial statements $ 1,851,804
Adjustment between fair value and
contract value related to fully benefit-
responsive investment contracts held by
common collective trust funds 79,541
-------------
Net investment income per Form 5500 $ 1,931,345
=============
15
BALDWIN TECHNOLOGY
PROFIT SHARING AND SAVINGS PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AT DECEMBER 31, 2009
--------------------------------------------------------------------------------
Identity Of Issue/
Description Of Investment Current Value
------------------------- -------------
*MFS Institutional Fixed Fund / Collective Investment Trust $ 1,818,708
*MFS Total Return Fund / Common Stock & Bonds 956,278
*MFS Massachusetts Investors Trust / Common Stock 1,386,893
*MFS Emerging Growth Fund / Common Stock 1,317,431
*MFS Global Equity Fund / Equities 1,182,595
PIMCO Total Return Fund / Bonds 1,046,996
Van Kampen Strategic Growth Fund / Common Stock 661,372
*Baldwin Stock Fund / Common Stock 144,125
*MFS Mid-Cap Growth Fund / Common Stock 424,136
Munder Index 500 Fund / Common Stock 88,799
Neuberger Berman Genesis Advisor Fund / Common Stock 701,473
Van Kampen Common Stock Fund / Common Stock 283,105
Conservative Allocation Fund / Common Stock 57,105
Moderate Allocation Fund / Common Stock 202,972
Growth Allocation Fund / Common Stock 54,287
Aggressive Growth Allocation Fund / Common Stock 27,536
*Participant loans (interest rates ranging from 4.25% to 9.25%) 71,264
-----------
Total Assets (Held at End of Year) $10,425,075
===========
*These represent party-in-interest investments.
Note: Cost omitted for participant-directed investments
16
BALDWIN TECHNOLOGY
PROFIT SHARING AND SAVINGS PLAN
SCHEDULE H, PART IV, LINE 4a - SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
AT DECEMBER 31, 2009
------------------------------------------------------------------------------------------
Contributions Total fully
Contributions pending corrected under
Contributions not corrected correction in VFCP and
Plan Year corrected outside of VFCP VFCP PTE 2002-51
-------------- ------------------ ---------------- ------------------ --------------------
2009 (a) - $214,542 - -
Participant contributions transferred late into
the plan $214,542
Total that constitute prohibited non-exempt
transactions $214,542
(a) 2009 transactions will be corrected in 2010
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has duly caused this annual report to be signed by the undersigned
thereunto duly authorized.
Baldwin Technology Profit Sharing and Savings Plan
June 29, 2010
/s/ John D. Lawlor
---------------------------
John D. Lawlor, Plan Administrator
Baldwin Americas Corporation
18