-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I3kSiFmT0yRknqYxrFhYVDJ4tXoT0UCrR2+aodu3Ajwv6NwBO06yV+QKYi5Z1lvP SyPp2hpqDUETyGkATfv28w== 0000006292-05-000025.txt : 20050629 0000006292-05-000025.hdr.sgml : 20050629 20050629161335 ACCESSION NUMBER: 0000006292-05-000025 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041231 FILED AS OF DATE: 20050629 DATE AS OF CHANGE: 20050629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANALYSTS INTERNATIONAL CORP CENTRAL INDEX KEY: 0000006292 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 410905408 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04090 FILM NUMBER: 05924906 BUSINESS ADDRESS: STREET 1: 3601 WEST 76TH ST CITY: MINNEAPOLIS STATE: MN ZIP: 55435 BUSINESS PHONE: 952-835-5900 MAIL ADDRESS: STREET 1: 3601 WEST 76TH ST CITY: MINNEAPOLIS STATE: MN ZIP: 55435 11-K 1 mainbody.htm ANALYSTS INTERNATIONAL FORM 11K 2004 Analysts International Form 11K 2004

 
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, 2004

OR

[  ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934
For the transition period from ___________ to ___________

Commission file number 0-4090



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

Analysts International Corporation Savings and Investment Plan

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

Analysts International Corporation
3601 West 76th Street
Minneapolis, MN 55435
(952) 835-5900



ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN

INDEX



 



Savings and Investment Plan Committee
Analysts International Corporation
Minneapolis, Minnesota

We have audited the accompanying statements of net assets available for plan benefits of the Analysts International Corporation Savings and Investment Plan (the “Plan”) as of December 31, 2004 and 2003, and the related statements of changes in net assets available for plan benefits for the years then ended. 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 the 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. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the net assets available for plan benefits as of December 31, 2004 and 2003, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of (1) Assets Held at December 31, 2004, and (2) Reportable Transactions for the year ended December 31, 2004, are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are 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. These supplemental schedules are the responsibility of the Plan’s management. Such 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/ Deloitte & Touche LLP
Minneapolis, Minnesota
June 28, 2005

1


SAVINGS AND INVESTMENT PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS



   
December 31,
 
   
2004
 
2003
 
           
Participant directed investments, stated at market value
 
$
79,557,703
 
$
72,026,200
 
(See Notes E and F)
             
               
Non-participant directed investments, stated at market value
   
-
   
3,803,887
 
(See Note F)
             
               
Net assets available for plan benefits
 
$
79,557,703
 
$
75,830,087
 


See notes to financial statements.

2


SAVINGS AND INVESTMENT PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS



   
Year Ended December 31,
 
   
2004
 
2003
 
           
Net assets available for plan benefits, beginning of year
 
$
75,830,087
 
$
63,058,034
 
               
Additions:
             
Investment income
   
1,245,518
   
883,956
 
Contributions by employer
   
476,774
   
440,056
 
Contributions by participants
   
6,605,890
   
7,051,820
 
Net appreciation in market value of investments
   
5,714,329
   
14,616,475
 
     
14,042,511
   
22,992,307
 
Deductions:
             
Distributions to participants
   
10,312,949
   
10,218,554
 
Loan fees
   
1,946
   
1,700
 
     
10,314,895
   
10,220,254
 
               
Net additions
   
3,727,616
   
12,772,053
 
               
Net assets available for plan benefits, end of year
 
$
79,557,703
 
$
75,830,087
 


See notes to financial statements.

3


SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2004 AND 2003

The following description of the Analysts International Corporation (the “Company”) Savings and Investment Plan (the “Plan”) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.

A. Summary of Significant Accounting Policies

Investments are stated at market value using quoted market values. Promissory notes from participants are stated at the outstanding principal balance.

The financial statements have been prepared on the accrual basis of accounting. Dividends are recorded on the ex-dividend date. All security transactions are recorded on their trade date.

Prior to May 1, 2004, the Company designated investment options for the employer matching contributions to the AIC Common Stock Fund. As such, participants did not have complete control of their assets invested in this fund. As of May 1, 2004, participants have control over the allocation of their entire account balances among each of the twenty investment options in the Plan.

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 reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ from those estimates.

The Plan invests in various securities including U.S. Government securities, mutual funds, and corporate stocks. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the participants’ accounts and statements of net assets available for plan benefits.

B. The Plan

The Plan became effective January 1, 1985 under Section 401(k) of the Internal Revenue Code for the purpose of providing retirement and other benefits to eligible participants. An employee of the Company becomes eligible for the Plan upon commencement of active service.

The Plan is funded primarily by employee contributions. Eligible employees may contribute up to 50% of their gross annual wages for pre-tax saving contributions. Participants may choose to increase their contributions automatically at pre-designated intervals. Highly-compensated employees’ contributions are limited based on discrimination testing performed. In addition, the Plan allows rollover contributions from certain qualified retirement plans.

Plan participants may choose to invest their pre-tax saving contributions in one or more of twenty investment options offered by the Putnam, Vanguard, Neuberger Berman, Baron, Julius Baer, PIMCO companies and/or the AIC Common Stock Fund. The fund choices include the Putnam Money Market Fund, the Putnam U.S. Government Income Trust, the Putnam High Yield Trust, the Putnam Fund for Growth and Income, the Putnam Voyager Fund, the Neuberger Berman Genesis Trust, Vanguard 500 Index Admiral Shares, Putnam RetirementReady Maturity, Putnam RetirementReady 2010, Putnam RetirementReady 2015, Putnam RetirementReady 2020, Putnam RetirementReady 2025, Putnam RetirementReady 2030, Putnam RetirementReady 2035, Putnam RetirementReady 2040 and Putnam RetirementReady 2045.

4


Effective October 2004, RetirementReady mutual funds replaced commingled trust RetirementReady options previously available in the Plan. Funds added in November 2004 include the Baron Small Cap Fund, the Julius Baer International Equity Fund, and the PIMCO Total Return Fund. Funds discontinued in November 2004 include the Putnam OTC and Emerging Growth Fund, the Putnam Global Equity Fund, the Putnam International Equity Fund, the Putnam Capital Opportunities Fund, the Janus Mercury Fund, and the Janus Growth and Income Fund.

Participant loans are made in compliance with federal regulations in effect at the time of the loan. The loan origination fee is paid directly to the trustee and is withdrawn directly from the participant’s account at the date of the loan issue. Participant loans outstanding, included in investments, amounted to $690,465 at December 31, 2004, and $662,009 at December 31, 2003.

The Plan provides for employer matching contributions where the employer matches 18% on the first 15% of employee's pre-tax saving contributions, provided the employee has been employed by the employer for one year or more and is not a highly compensated employee as defined by federal tax laws. The employer matching contributions are invested in the AIC Common Stock Fund. As of May 1, 2004, participants may move employer matching contributions out of the AIC Common Stock Fund to any of the funds available in the Plan.

A participant's interest in the employer matching contribution vests at a rate of 20% per year after one year of service with 100% vesting after five years. Any non-vested portion of employer matching contributions to the accounts of participants who withdraw from the Plan are forfeited in compliance with federal regulations and used by the employer to reduce future matching contributions. Amounts forfeited by employees that were applied to matching contributions totaled $112,376 in 2004 and $219,707 in 2003.

To receive distributions or withdrawals, participants contact Putnam and fill out a request. For participants who have terminated their employment, balances under $5,000 are automatically distributed within 90 days.

Although the Company has not expressed intent to discontinue the Plan, it may do so at any time, subject to provisions set forth in ERISA. If the Plan is terminated, no further contributions will be made and participants would become 100% vested in their entire account balance. The trustee will continue to hold the funds and make distributions as if the Plan had not terminated.

C. Trustee and Administration of the Plan

Putnam Fiduciary Trust Company has been designated as trustee. Putnam Investor Services, Inc., The Vanguard Group, Neuberger Berman Management Inc., Baron Funds, Julius Baer Funds and PIMCO Funds hold investments of the Plan on behalf of the trustee. Certain Plan investments are shares of mutual funds managed by Putnam Investments. These transactions qualify as exempt party-in-interest transactions. The Company has established a Savings and Investment Plan Committee for the general administration of the Plan. The Company pays the trustee fees on behalf of the Plan.

D. Internal Revenue Service Status

The Internal Revenue Service has determined and informed the Company by a letter dated December 11, 2002, that the Plan was designed in accordance with applicable Internal Revenue Code requirements. The Plan’s sponsor is committed to correcting all operational errors, if any, to maintain the Plan's qualified tax status. Because the trust is considered exempt from income tax, no provisions for tax have been added.

5


E. Investments

   
December 31,
 
   
2004
 
2003
 
Investments at market value:
         
Putnam Money Market Fund*
 
$
5,243,886
 
$
5,216,568
 
Putnam U.S. Government Income Trust*
   
4,713,480
   
4,988,540
 
Putnam HighYield Trust
   
3,954,265
   
3,753,086
 
Putnam Fund for Growth and Income*
   
13,646,078
   
14,091,502
 
Putnam Voyager Fund*
   
20,288,758
   
17,259,231
 
Putnam OTC and Emerging Growth Fund
   
-
   
4,584,881
 
Putnam Global Equity Fund
   
-
   
3,474,436
 
Putnam International Equity Fund
   
-
   
2,931,130
 
Putnam Capital Opportunities Fund
   
-
   
400,915
 
Putnam RetirementReady Maturity
   
10,295
   
94
 
Putnam RetirementReady 2010
   
144,958
   
1,149
 
Putnam RetirementReady 2015
   
462,555
   
330,853
 
Putnam RetirementReady 2020
   
191,987
   
141,477
 
Putnam RetirementReady 2025
   
160,029
   
58,158
 
Putnam RetirementReady 2030
   
248,845
   
129,700
 
Putnam RetirementReady 2035
   
186,229
   
64,408
 
Putnam RetirementReady 2040
   
118,484
   
5,838
 
Putnam RetirementReady 2045
   
88,051
   
6,336
 
Vanguard 500 Index Admiral Shares*
   
4,778,763
   
3,458,547
 
Janus Mercury Fund
   
-
   
2,821,559
 
Janus Growth & Income Fund
   
-
   
2,793,365
 
Neuberger Berman Genesis Trust*
   
4,172,793
   
1,965,119
 
Baron Small Cap Fund*
   
5,332,299
   
-
 
Julius Baer International Equity Fund*
   
7,426,174
   
-
 
PIMCO Total Return Fund
   
108,408
   
-
 
Pending Account
   
3,642
   
17,622
 
AIC Common Stock Fund*
   
7,587,259
   
6,673,564
 
   
78,867,238
   
75,168,078
 
               
Promissory notes from participants
   
690,465
   
662,009
 
               
   
$
79,557,703
 
$
75,830,087
 
 
* Investments that represent 5% or more of the Plan’s net assets at December 31, 2004.


The Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value as follows:

   
December 31,
 
   
2004
 
2003
 
           
Mutual Funds
 
$
4,547,426
 
$
11,789,871
 
AIC Common Stock Fund
   
1,166,903
   
2,826,604
 
               
   
$
5,714,329
 
$
14,616,475
 

6


F. Non-Participant Directed Investments

Information about the net assets and the significant components of the changes in net assets relating to the non-participant directed investments is as follows:

   
April 30,
 
December 31,
 
   
2004*
 
2003
 
Net assets:
         
AIC Common Stock Fund - total
 
$
5,775,723
 
$
6,673,564
 
Less: AIC Common Stock Fund - participant directed
   
2,430,318
   
2,869,677
 
               
AIC Common Stock Fund - non-participant directed
 
$
3,345,405
 
$
3,803,887
 

       
Year Ended
 
   
April 30,
 
December 31,
 
   
2004*
 
2003
 
Change in net assets:
         
Contributions by employer
 
$
185,277
 
$
597,159
 
Net (depreciation) appreciation
   
(527,139
)
 
1,589,697
 
Benefits paid to participants
   
(141,370
)
 
(256,602
)
Forfeitures
   
24,750
   
60,832
 
Transfers
   
-
   
(186,129
)
               
   
$
(458,482
)
$
1,804,957
 

* Prior to May 1, 2004, the Company designated investment options for the employer matching contributions to the AIC Common Stock Fund. As such, participants did not have complete control of their assets invested in this fund. As of May 1, 2004, participants have control over the allocation of their entire account balances among each of the twenty investment options in the Plan.

G. Reconciliation 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 as of December 31: 

   
2004
 
2003
 
           
Net assets available for benefits per the financial statements
 
$
79,557,703
 
$
75,830,087
 
Less: deemed distribution of loans
   
(57,182
)
 
-
 
               
Net assets available for benefits per Form 5500
 
$
79,500,521
 
$
75,830,087
 

The following is a reconciliation of deemed distributions of loans per the financial statements to the Form 5500 for the year ended December 31, 2004:
 
   
2004
 
       
Deemed distribution of loans per the financial statements
   
-
 
Deemed distribution of loans at December 31, 2004
 
$
(57,182
)
         
Deemed distribution of loans per Form 5500
 
$
(57,182
)
 
Deemed distributions are recorded on the Form 5500 for active participants who defaulted on their loans and deemed to have taken a distribution of their loan amount.

7


SUPPLEMENTAL SCHEDULES FURNISHED PURSUANT TO
THE REQUIREMENTS OF FORM 5500


SAVINGS AND INVESTMENT PLAN
EIN 41-0905408, PLAN# 001

SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)

   
Number of
     
Current
 
   
Shares
 
Cost
 
Value
 
Mutual Funds:
             
Putnam Money Market Fund *
   
5,243,886
 
$
5,243,886
 
$
5,243,886
 
Putnam U.S. Government Income Trust *
   
355,734
   
4,791,919
   
4,713,480
 
Putnam High Yield Trust *
   
479,887
   
5,855,056
   
3,954,265
 
Putnam Fund for Growth and Income *
   
703,406
   
11,062,183
   
13,646,078
 
Putnam Voyager Fund *
   
1,221,479
   
17,974,258
   
20,288,758
 
Putnam RetirementReady Maturity *
   
181
   
10,109
   
10,295
 
Putnam RetirementReady 2010 *
   
2,482
   
140,142
   
144,958
 
Putnam RetirementReady 2015 *
   
7,057
   
421,530
   
462,555
 
Putnam RetirementReady 2020 *
   
2,989
   
169,670
   
191,987
 
Putnam RetirementReady 2025 *
   
2,280
   
144,256
   
160,029
 
Putnam RetirementReady 2030 *
   
3,736
   
219,513
   
248,845
 
Putnam RetirementReady 2035 *
   
2,764
   
169,182
   
186,229
 
Putnam RetirementReady 2040 *
   
1,728
   
107,660
   
118,484
 
Putnam RetirementReady 2045 *
   
1,286
   
82,471
   
88,051
 
Vanguard 500 Index Admiral Shares
   
42,805
   
4,488,390
   
4,778,763
 
Neuberger Berman Genesis Trust
   
97,792
   
3,523,834
   
4,172,793
 
Baron Small Cap Fund
   
241,499
   
4,836,868
   
5,332,299
 
Julius Baer International Equity Fund
   
234,931
   
6,847,551
   
7,426,174
 
PIMCO Total Return Fund
   
10,160
   
110,356
   
108,408
 
Pending Account
   
-
   
3,642
   
3,642
 
AIC Common Stock Fund *
   
1,896,815
   
17,077,485
   
7,587,259
 
                     
Promissory notes from participants*
         
690,465
   
690,465
 
Interest rates ranging from 4.5% to 7.0% with maturity dates through April 2008
                   
         
$
83,970,426
 
$
79,557,703
 


* Known to be a party-in-interest.

8


SAVINGS AND INVESTMENT PLAN

SCHEDULE H, PART IV, LINE 4j
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 2004


Identity of Party Involved
 
Description of Transaction
 
Purchase Price
 
Selling Price
 
Cost of Asset
 
Current Value of Assets on Transaction Date
 
Net Loss
 
                           
Putnam Fiduciary Trust Company*
  Purchases of AIC Stock  
$
846,229
       
$
846,229
 
$
846,229
       
                                       
Putnam Fiduciary Trust Company*
  Sales of AIC Stock        
$
1,099,437
 
$
1,159,448
 
$
1,099,437
 
$
(60,011
)

*Known to be a party-in-interest.

9



PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed by the undersigned thereunto duly authorized.


   
ANALYSTS INTERNATIONAL CORPORATION
   
SAVINGS AND INVESTMENT PLAN
     
Date: June 29, 2005
By:
/s/ David J. Steichen
   
David J. Steichen, Chief Financial Officer

10




Exhibit No.
 
Description
     
23
 
Consent of Independent Registered Public Accounting Firm

 
 
11

EX-23 2 exhibit23.htm AUDITOR'S CONSENT Auditor's Consent

EXHIBIT 23



CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in Registration Statement Nos. 33-89896, 33-25244, 33-87626, 333-36188, and 333-118663 of Analysts International Corporation on Form S-8 of our report dated June 28, 2005, appearing in this Annual Report on Form 11-K of the Analysts International Corporation Savings and Investment Plan for the year ended December 31, 2004.



/s/ Deloitte & Touche LLP
Minneapolis, Minnesota
June 28, 2005

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