11-K 1 d11k.htm FORM 11-K Prepared by R.R. Donnelley Financial -- Form 11-K
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UNITED STATES
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 fiscal year ended December 31, 2001
 
OR
 
¨
 
TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 
Commission File Number 000-25137
 
 
A.  Full title of the plan and the address of the plan, if different from the issuer named below:
 
Concur Technologies, Inc. 401(k) Plan
 
B.  Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office:
 
Concur Technologies Inc.
6222 185th Avenue NE
Redmond, WA 98052
 

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REQUIRED INFORMATION
CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
FINANCIAL STATEMENTS AND
SUPPLEMENTAL SCHEDULE
 
As of December 31, 2001 and 2000, and for the
Year Ended December 31, 2001
 
CONTENTS
 

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REPORT OF INDEPENDENT AUDITORS
 
Retirement Committee
Concur Technologies, Inc. 401(k) Plan
 
We have audited the accompanying statements of net assets available for benefits of Concur Technologies, Inc. 401(k) 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 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 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 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 at December 31, 2001 and 2000, and the changes in its net assets available for benefits for the year ended December 31, 2001, in conformity with accounting principles generally accepted in the United States.
 
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2001 is presented for purposes 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 same auditing procedures applied in our audits 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.
 
Seattle, Washington
June 13, 2002

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
 
    
December 31,
    
2001
   
2000
ASSETS
              
Investments
   
$
5,110,407
   
$
5,741,139
Participant contributions receivable
   
 
31,879
   
 
—  
    
  
Net assets available for benefits
   
$
5,142,286
   
$
5,741,139
    
  
 
 
 
 
 
 
See accompanying notes.
 

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 2001
 
Additions to net assets attributed to:
         
Investment income:
         
Interest and dividend income
   
$
129,366
 
Contributions:
         
Participants
   
 
1,597,671
 
Participants’ rollovers
   
 
182,041
 
    
    
 
1,779,712
 
    
Total additions
   
 
1,909,078
 
    
Deductions from net assets attributed to:
         
Net depreciation in fair value of investments
   
 
680,257
 
Benefits paid to participants
   
 
1,827,674
 
    
Total deductions
   
 
2,507,931
 
    
Net decrease
   
 
(598,853
)
Net assets available for benefits:
         
Beginning of year
   
 
5,741,139
 
    
End of year
   
$
5,142,286
 
    
 
 
 
 
See accompanying notes.
 

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
NOTES TO FINANCIAL STATEMENTS
December 31, 2001
 
1.    Description of the Plan
 
The following description of the Concur Technologies, Inc. 401(k) Plan (the “Plan”) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.
 
General
 
The Plan is a defined contribution plan covering all eligible employees of Concur Technologies, Inc. (the “Company”), except nonresident aliens and those employees subject to a collective bargaining agreement. Employees become eligible to participate in the Plan as of their date of hire. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).
 
The Plan is administered by the Plan administrator, appointed by the Company, and the Trustmark system of Charles Schwab is used to maintain the individual investment accounts of each participant. Participants may change their contribution elections or investment allocations with the Trustmark system via the Internet.
 
Contributions
 
Participants may elect to defer and contribute up to 20% of their pretax annual compensation, as defined in the Plan document (limited to $10,500 for the year ended December 31, 2001). Participants may also contribute amounts representing rollover distributions from other qualified plans. Company contributions are at the discretion of the Company’s Board of Directors. The Company did not contribute to the Plan during 2001. Upon enrollment, a participant may direct employee and Company contributions in whole percentage increments into any of the Plan’s fund options. Participants may change their investment options at any time.
 
Participant Accounts
 
Each participant’s account is credited with the participant’s contributions, rollovers, Company contributions, if any, forfeitures of unvested balances of terminated participants, and an allocation of Plan earnings. Company contributions and forfeitures are allocated to participants’ accounts based on participants’ compensation compared to overall Company compensation. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested individual account. Participants’ accounts are maintained by Kibble & Prentice (the third-party record keeper).

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
NOTES TO FINANCIAL STATEMENTS—(Continued)

 
1.    Description of the Plan (continued)
 
The Plan affords selection from among a spectrum of mutual funds and permits, although it does not encourage, investment in Concur stock. Employees are reminded of the benefits of a diversified portfolio and are encouraged to seek additional information on investment portfolio strategies.
 
Vesting
 
Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company’s contribution portion of their accounts plus actual earnings thereon is based on the number of years of continuous service, as defined by the Plan document. A participant is 100% vested in Company contributions after three years of credited service.
 
Participant Loans
 
Subject to the approval of the Plan administrator, 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 balances. Loan transactions are treated as a transfer from (to) the investment fund to (from) the loan fund. Loan terms range from 1 to 5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participant’s account and bear interest at a fixed rate which is established based on the current prime rate plus 1% at the time of the loan. Principal and interest are paid ratably through monthly payroll deductions and the balance of the loan can be paid in full at any time.
 
Benefit Payments
 
Upon retirement, death, or disability, a Plan participant’s account becomes fully vested and the participant may elect to receive a benefit payment. Benefits are generally payable as a lump sum except in the event of a participant’s death, in which case payment to a beneficiary may be deferred for up to five years or may be paid over the beneficiary’s life expectancy. All benefits must be paid or begin to be distributed when a participant reaches age 70 1/2. A participant may also elect to seek a hardship withdrawal as defined in the Plan document in certain cases of financial need. Upon severance of a participant’s employment for reasons other than death, disability, or retirement, the participant may elect to receive a lump-sum benefit payment. The Plan requires that benefits must be paid regardless of election if a participant’s employment is terminated prior to retirement, death, or disability, and the participant’s vested benefit under the Plan is $5,000 or less.

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
NOTES TO FINANCIAL STATEMENTS—(Continued)

 
1.    Description of the Plan (continued)
 
Administrative Expenses
 
Administrative expenses are paid by the Plan unless the Company elects to pay such costs. The majority of the Plan’s administrative expenses were paid by the Company in 2001.
 
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, participants will become 100% vested in their accounts.
 
2.    Summary of Accounting Policies
 
Basis of Accounting
 
The accompanying financial statements have been prepared using the accrual basis of accounting.
 
Investment Valuation and Income Recognition
 
The Plan’s investments are stated at fair value. The shares of mutual funds are valued based on quoted market prices, which represent the net asset values of shares held by the Plan at year-end. Common stocks traded on a national securities exchange are valued at the last reputed sales price on the last business day of the Plan year. The fair value of the collective trust fund is based on quoted redemption values on the last business day of the Plan year. The shares of money market funds are valued at cost plus accrued interest, which approximates fair value. The participant loans are valued at their outstanding balances, which approximate fair value.
 
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
NOTES TO FINANCIAL STATEMENTS—(Continued)

 
3.    Investments
 
Charles Schwab & Co., Inc. (the “Custodian”) holds the Plan’s investments and executes all investment transactions. During the year ended December 31, 2001, the Plan’s investments appreciated (depreciated) in fair value as determined by quoted market prices as follows:
 
    
Net Realized and Unrealized (Depreciation) Appreciation in Fair Value of Investments
  
Mutual funds
   
$
(727,300
)
Common stock—Concur Technologies, Inc.
   
 
37,235
 
Collective trust fund
   
 
9,808
 
    
    
$
(680,257
)
    
 
Investments that represented 5% or more of the fair value of the Plan’s net assets are as follows:
 
    
December 31, 2001
Vanguard Index Trust 500 Fund
   
$
1,769,600
Baron Asset Fund
   
 
445,548
Columbia International Stock Fund
   
 
399,158
Pimco Total Return Fund
   
 
387,090
Columbia Common Stock Fund
   
 
316,488
Columbia Growth Fund
   
 
294,072
Fremont U.S. Micro Cap Fund
   
 
290,185

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
NOTES TO FINANCIAL STATEMENTS—(Continued)

 
    
December 31, 2000
Vanguard Index Trust 500 Fund
   
$
2,122,061
Baron Asset Fund
   
 
609,728
Columbia International Stock Fund
   
 
544,558
Schwab Government Money Fund
   
 
402,223
Columbia Common Stock Fund
   
 
401,578
Alliance Quasar Fund
   
 
319,893
Columbia Growth Fund
   
 
306,976
Columbia Special Fund
   
 
298,175
 
4.    Differences Between Financial Statements and Form 5500
 
The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500:
 
    
December 31,
  
    
2001
     
2000
  
Net assets available for benefits per the financial statements
   
$
5,142,286
 
   
$
5,741,139
 
Less: amounts allocated to withdrawn participants
   
 
(66,337
)
   
 
(313,825
)
    
  
Net assets available for benefits per the Form 5500
   
$
5,075,949
 
   
$
5,427,314
 
    
  

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
 
NOTES TO FINANCIAL STATEMENTS—(Continued)

 
The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500:
 
    
Year Ended December 31, 2001
  
Benefits paid to participants per the financial statements
   
$
1,827,674
 
Add: Amounts allocated on Form 5500 to withdrawn participants at December 31, 2001
   
 
66,337
 
Less: Amounts allocated on Form 5500 to withdrawn participants at December 31, 2000
   
 
(313,825
)
    
Benefits paid to participants per Form 5500
   
$
1,580,186
 
    
 
Amounts allocated to withdrawn participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to year-end but not yet paid.
 
5.    Income Tax Status
 
The Plan 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 believes that the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes the Plan is qualified and the related trust is exempt from taxation.
 
6.    Transactions with Party-in-Interest
 
Included in investments at December 31, 2001 and 2000 are participant-directed investments in common stock of the Company with an aggregate fair value of $114,006 and $27,696, respectively. Purchases and sales of the common stock of the Company during the year ended December 31, 2001 totaled $66,769 and $15,843, respectively.
 
Certain Plan investments are shares of mutual funds managed by Charles Schwab. Charles Schwab is the custodian as defined by the Plan, and, therefore, these transactions qualify as party-in-interest transactions.

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CONCUR TECHNOLOGIES, INC. 401(k) PLAN
EIN: 91–1608052, Plan: 001
 
SUPPLEMENTAL SCHEDULE
 
SCHEDULE H; LINE 4I—SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2001
(a)
   
(b)
Identity of Issue, Borrower,
Lessor, or Similar Party
   
(c)
Description of Investment,
Including Maturity Date, Rate of
Interest, Par, or Maturity Value
   
(d)
Cost
   
(e)
Current Value
*
   
Schwab Government Money Fund
   
Money market fund
   
(1)
   
$
167,813
    
Baron Asset Fund
   
Mutual fund
   
(1)
   
 
445,548
    
Columbia Balanced Fund
   
Mutual fund
   
(1)
   
 
214,823
    
Columbia Common Stock Fund
   
Mutual fund
   
(1)
   
 
316,488
    
Columbia Fixed Income Fund
   
Mutual fund
   
(1)
   
 
149,440
    
Columbia Growth Fund
   
Mutual fund
   
(1)
   
 
294,072
    
Columbia International Stock Fund
   
Mutual fund
   
(1)
   
 
399,158
    
Columbia Special Fund
   
Mutual fund
   
(1)
   
 
201,720
    
Fremont U.S. Micro Cap Fund
   
Mutual fund
   
(1)
   
 
290,185
    
Pimco Total Return Fund
   
Mutual fund
   
(1)
   
 
387,090
    
Vanguard Index Trust 500 Fund
   
Mutual fund
   
(1)
   
 
1,769,600
    
Weitz Partner Value Fund
   
Mutual fund
   
(1)
   
 
78,747
*
   
Concur Technologies, Inc.
   
Common stock
   
(1)
   
 
114,006
    
Morley Stable Value Fund
   
Collective trust fund
   
(1)
   
 
214,719
*
   
Participant Loans
   
Interest rates ranging from 8% to 10%
   
—  
   
 
66,998
                   
                   
$
5,110,407
                   
(1)
 
Historical cost information is not required because investments are participant-directed.
*
 
Indicates party-in-interest to the Plan.
 

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SIGNATURES
 
The Plan.    Pursuant to the requirements of the Securities 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.
 
CONCUR TECHNOLOGIES INC. 401(K) PLAN
(Name of Plan)
 
By:
  
/s/    JOHN F. ADAIR        
   
(Signature)
John F. Adair
Plan Trustee
 
Date: July 1, 2002

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INDEX TO EXHIBITS
 
Exhibit 23.1
   
Consent of Ernst & Young LLP