11-K 1 june200211k.htm SECURITIES AND EXCHANGE COMMISSION

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 (NO FEE REQUIRED)

For the transition period from __________ to __________

Commission file number 1-9014

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

CHYRON CORPORATION EMPLOYEES' 401(K) PLAN

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

CHYRON CORPORATION
5 Hub Drive
Melville, NY 11747
(631) 845-2000

 

 

REQUIRED INFORMATION

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

INDEX






 

Page

   
   

Report of Independent Accountants

1

   

Financial Statements:

 
   

Statements of Net Assets Available for Benefits as of

 

December 31, 2001 and 2000

2

   

Statement of Changes in Net Assets Available for Benefits

 

for the Year Ended December 31, 2001

3

   

Notes to the Financial Statements

4

   

Supplemental Schedule*:

 
   

Schedule I - Schedule H, Line 4i - Schedule of Assets (Held at End of Year)

 

as of December 31, 2001

10

   

Signatures

11

   

The following exhibit is filed as part of this report:

 

Consent of Independent Accountants

 
   

*Other schedules required by 29 CFR 2520.103-10 of the Department of Labor

 

Rules and Regulations for Reporting and Disclosure under ERISA have been

 

omitted because they are not applicable

 

 

REPORT OF INDEPENDENT ACCOUNTANTS

 

 

 

To the Participants and Administrator

of Chyron Corporation Employees' 401(k) Plan

 

In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of Chyron Corporation Employees' 401(k) Plan (the "Plan") at December 31, 2001 and 2000 and the changes in net assets available for benefits for the year then ended in conformity with accounting principles generally accepted in the United States of America. 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 of these statements in accordance with auditing standards generally accepted in the United States of America, which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule listed in the Index is presented for the purpose of additional analysis and is not a required part of the basic 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 the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

 

 

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

 

Melville, New York

June 25, 2002

 

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS




 

December 31,

 

2001

2000

     

Assets:

   

Investments, at fair value

$3,019,782

$3,025,112

Employee loans

102,327

85,280

Total investments

3,122,109

3,110,392

     

Receivables:

   

Employer contributions

4,369

6,268

Participant contributions

23,283

32,207

Total receivables

27,652

38,475

     

Total assets

3,149,761

3,148,867

     

Liabilities:

   

Accrued expenses

12,479

     

Net assets available for benefits

$3,137,282

$3,148,867

     
     
     










The accompanying notes are an integral part of these financial statements

 

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2001






     

Employee Loans

 
 

Fund Totals

Other

Receivable

Total

Additions (deductions) to net assets
attributed to:

       

Contributions:

       

Employee contributions

$578,213

$(8,924)

 

$569,289

Employer contributions

104,112

(1,899)

 

102,213

Participant rollovers

1,012

   

1,012

Loan repayments

30,903

$(30,903)

0

 

714,240

(10,823)

(30,903)

672,514

         

Investment loss:

       

Interest and dividends

125,284

   

125,284

Net realized and unrealized

       

depreciation in fair

       

value of investments

(513,248)

(513,248)

 

(387,964)

0

0

(387,964)

         

Total additions (deductions)

326,276

(10,823)

(30,903)

284,550

         

Deductions from net assets attributed to:

       

Distributions to participants

(283,456)

   

(283,456)

Employee loans

(47,950)

 

47,950

0

Administrative expenses

(200)

(12,479)

(12,679)

Total deductions

(331,606)

(12,479)

47,950

(296,135)

         

Net (decrease) increase

(5,330)

(23,302)

17,047

(11,585)

         

Net assets available for benefits:

       

Beginning of year

3,025,112

38,475

85,280

3,148,867

       

End of year

$3,019,782

$15,173

$102,327

$3,137,282

         







The accompanying notes are an integral part of these financial statements

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
NOTES TO THE FINANCIAL STATEMENTS

1. Plan Description and Benefits

The Chyron Corporation Employees' 401(k) Plan (the "Plan") was adopted on January 1, 1994, and amended through March 1, 2000, for the benefit of the employees of Chyron Corporation (the "Company"). The following is a brief description of the Plan. A more complete description of the provisions of the Plan is available in the Plan document and in individual statements of benefits provided to each Plan participant. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended.

The Plan is a defined contribution plan which provides benefits to participants based upon amounts contributed to the participants' accounts by the employees and employer and investment income or loss. Under the Plan, participants are not provided with any defined benefit. Contributions made to the Plan are credited to participants' individual accounts in the name of each participant. The ultimate benefit received depends on the aggregate amount contributed by the participants and the employer and the income, gains and losses associated with those contributions which are allocated to the participants' individual accounts.

Participants are entitled to make contributions up to a maximum of 20% of their current compensation subject to limitations of Section 401(k) of the Internal Revenue Code ($10,500 in 2001 and 2000). The total employee compensation that can be considered for contribution purposes was limited to $170,000 in 2001 and 2000. Contribution percentages may be increased or decreased at quarterly intervals throughout the Plan year. For purposes of determining contributions, compensation is defined as total wages and salary of an employee, including any overtime pay, bonuses and commissions, but excluding deferred compensation. The Company can elect to make a contribution to the Plan on behalf of those participants who have made salary deferral contributions. The matching contribution is 20% of the first 10% of compensation and is made only in shares of the Company's common stock.

The participants of the Plan may elect to have their accounts invested in any combination (in 1% increments) of the following investment alternatives:

Aim Global Health Care Fund

Alger Small Capitalization Retirement Fund

Alliance Premier Growth Fund

Alliance Technology Fund

Chyron Corporation Common Stock

Davis Series Financial Fund

Massachusetts Investors Trust

Merrill Lynch Balanced Capital Fund

Merrill Lynch Basic Value Fund

Merrill Lynch Eurofund

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
NOTES TO THE FINANCIAL STATEMENTS

 

Merrill Lynch Fundamental Growth Fund

Merrill Lynch Global Allocation Fund

Merrill Lynch Global Value Fund

Merrill Lynch Pacific Fund

Merrill Lynch Retirement Preservation Trust

Merrill Lynch S&P 500 Index Fund

Merrill Lynch US Government Mortgage Fund

Oppenheimer Global Growth & Income Fund

Pioneer Growth Shares Fund

 

Employees are eligible for participation in the Plan on the first day of the month following the performance of one hour of service. Employees are 100% vested in their salary deferral contributions upon entry into the Plan. Effective March 1, 2000, employees are vested in employer matching contributions in accordance with the following schedule:

Years of Service

Vested Percentage

   

1

34%

2

67%

3

100%

 

The full value of the vested interest of participants in Plan assets is distributable to them or their beneficiaries upon retirement, disability or death. The normal retirement date is the first day of the month following the attainment of age 65. Participants or beneficiaries may elect to have such interest distributed in either one lump sum or in monthly installments. An employee can also withdraw all or a portion of his/her investment under certain special distribution events as defined in the Plan. The special distribution events include in-service distributions, where a participant in the Plan may withdraw all or a portion of his/her account balance upon reaching age 59 and one half and hardship withdrawals, as defined in the Plan. These special distributions may be subject to ordinary income taxes or early distribution penalties. Active participants may also apply to the Plan administrator for a loan from the Plan. Participants may borrow an amount that would not exceed the lesser of 50% of each participant's vested account balance or $50,000 reduced by the highest outstanding balance during the prior 12 months. Loan terms range from one to five years or up to fifteen years for the purchase of a primary residence. All loans must be repaid with interest (currently at rates ranging from 8.25%-10.0%) and are subject to certain requirements as outlined in the Plan.

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
NOTES TO THE FINANCIAL STATEMENTS



If a participant leaves the Company for any reason other than retirement, disability or death, the participant may elect to receive distribution of his/her vested benefit. If the participant's balance is less than $5,000, the distribution will be made immediately following the employee's termination. If a participant terminates service prior to being fully vested in the employer matching contribution, amounts are forfeited and will be used to reduce future employer contributions to the Plan. As of December 31, 2001 and 2000 the amount of forfeitures available to offset future contributions were $18,658 and $1,487, respectively.

2. Summary of Significant Accounting Policies

Basis of accounting

The Plan's financial statements are prepared under the accrual method of accounting.

Investments

All Plan investments are held by the Plan's custodian, Merrill Lynch, Pierce, Fenner & Smith, Inc. ("Merrill Lynch" or the "Custodian") and are stated at fair value, principally based on the last sales price reported on the last business day of the Plan year. Participant loans are valued at cost, which approximates fair market value.

Investment earnings are automatically reinvested into the fund from which they are derived. Participants can elect to change their current or future investments on a daily basis. Dividend income is recorded on the ex-dividend date. Interest income is accrued when earned. The Plan presents in the statement of changes in net assets available for Plan benefits the net appreciation (depreciation) in the fair value of its investments which consist of the realized gains or losses and the unrealized appreciation (depreciation) on those investments.

The following participant-directed investments represent more than 5% of the Plan's net assets. The information was prepared from data certified by the trustee:

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
NOTES TO THE FINANCIAL STATEMENTS

 

December 31,

 

2001

2000

     

Merrill Lynch Retirement Preservation Trust

$746,053

$475,232

Alliance Premier Growth Fund

598,040

844,737

Merrill Lynch Global Allocation Fund

506,005

548,601

Merrill Lynch Balanced Capital Fund

442,796

500,334

Merrill Lynch US Government Mortgage Fund

247,925

164,537

During 2001, the Plan's investments, including both realized and unrealized gains and losses, depreciated in value as follows:

Mutual Funds

$(352,084)

Common Stock

(161,164)

 

$(513,248)

Cash equivalents

Cash equivalents consist of investments in highly liquid Merrill Lynch money funds, which are temporary in nature.

Benefit payments to employees

Benefit payments to employees are recorded on a cash basis.

Administrative expenses

Expenses related to the administration of the Plan are paid by the Plan or the Company, at its option.

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 included in the Statement of Net Assets Available for Benefits and the reported amount of net additions and deductions in the Statement of Changes in Net Assets Available for Benefits. Actual results could differ from those estimates.

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
NOTES TO THE FINANCIAL STATEMENTS

 

Risks and Uncertainties

The Plan provides for various investment options which may result in any combination of stocks and bonds, fixed income securities, mutual funds and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants' account balances and the amounts reported in the statement of net assets available for benefits and the statement of changes in net assets available for benefits.

3. Non Participant-Directed Investments

Participants in the Plan may elect to invest in Chyron Corporation Common Stock. In addition, the Company's matching contribution is made exclusively in shares of the Company's stock.

As of December 31, 2001 and 2000, the net assets invested in Company stock, including contribution receivables, were $65,766 and $128,466, respectively. The components of the changes in net assets invested in Company stock for the year ended December 31, 2001 are as follows:

Changes in net assets:

 

Contributions

$110,074

Net realized and unrealized depreciation

(161,164)

Interfund transfers

(7,358)

Distributions to participants

(3,920)

Other, net

(332)

 

$(62,700)

The per share price at which the Plan purchased the Company's stock ranged from $0.27 to $1.99 for the year ended December 31, 2001.

4. Tax Status

The Plan obtained its latest determination letter on September 29, 1995 in which the Internal Revenue Service stated that the Plan, as then designed, qualified under Section 401(a) of the Internal Revenue Code (the "Code"). The Plan has been amended since receiving the determination letter. The Plan and related trust must be operated in conformity with the Code to maintain its tax exempt status under Section 501(a) of the code. The Company is not aware of any course of action, series of events or amendments that might adversely affect the qualified status of the Plan.

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
NOTES TO THE FINANCIAL STATEMENTS




5. Termination Priorities

While the Company has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contribution at any time and to terminate the Plan subject to the provisions of ERISA. In the event that the Plan is terminated, all participants will become 100% vested in their total account balances under the Plan.

6. Concentration of Credit Risk

The Plan's exposure to a concentration of credit risk is limited by the diversification of investments across eighteen participant-directed fund elections and the Company's common stock. Additionally, the investments within each participant-directed fund are further diversified into varied financial markets. The Company also carries insurance for its employee benefit plans to minimize this risk.

7. Related Party Transactions

Certain Plan investments are shares of mutual funds managed by Merrill Lynch. Merrill Lynch was the trustee as defined by the Plan through July 6, 2001 and, therefore, transactions through such date qualify as party-in-interest transactions. In addition, one of the investment options of the Plan consists of common stock of the Plan's sponsor, Chyron Corporation.

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN
Schedule of Assets (Held at End of Year)
Schedule H, Line 4i

December 31, 2001




(a)

(b)

(c)

(d)

(e)

         
 

Identity of Issue

Description

Cost

Current Value

         

*

Merrill Lynch Retirement Preservation Trust

Mutual Fund

 

$746,053

 

Alliance Premier Growth Fund

Mutual Fund

 

598,040

*

Merrill Lynch Global Allocation Fund

Mutual Fund

 

506,005

*

Merrill Lynch Balanced Capital Fund

Mutual Fund

 

442,796

*

Merrill Lynch US Government Mortgage Fund

Mutual Fund

 

247,925

 

Massachusetts Investors Trust

Mutual Fund

 

113,690

 

Aim Global Health Care Fund

Mutual Fund

 

68,242

*

Chyron Corporation Common Stock

Common Stock

$277,584

65,766

 

Alliance Technology Fund

Mutual Fund

 

55,476

*

Merrill Lynch Global Value Fund

Mutual Fund

 

39,019

 

Davis Series Financial Fund

Mutual Fund

 

36,144

 

Oppenheimer Global Growth & Income Fund

Mutual Fund

 

33,334

*

Merrill Lynch S&P 500 Index Fund

Mutual Fund

 

19,931

*

Merrill Lynch Fundamental Growth Fund

Mutual Fund

 

17,861

*

Merrill Lynch Pacific Fund

Mutual Fund

 

15,606

*

Merrill Lynch Eurofund

Mutual Fund

 

5,050

*

Merrill Lynch Basic Value Fund

Mutual Fund

 

4,712

 

Alger Small Capitalization Retirement Fund

Mutual Fund

 

2,770

*

Merrill Lynch CMA Money Fund

Mutual Fund

 

1,362

       

$3,019,782

         
 

Employee loans receivable

Loans issued for

 

$102,327

   

terms of 1-5 years,

   
   

with 8.25% to

   
   

10.0% interest

   






*=Party in Interest

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 by the undersigned thereunto duly authorized.

 

Chyron Corporation Employees' 401(k) Plan

   
   
   
 

/s/ Jerry Kieliszak

 

Jerry Kieliszak

 

Chief Financial Officer and Sr. Vice President

   
 

June 28, 2002