UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
(Mark One):
x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2010
OR
o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 001-14097
A. Full title of the plan and the address of the plan, if different from that of the issuer named below:
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Sauer-Danfoss Inc.
2800 E. 13th Street
Ames, Iowa 50010
REQUIRED INFORMATION
The following plan financial statements, schedules, and reports have been prepared in accordance with the financial reporting requirements of ERISA.
1. Financial Statements:
Report of Independent Registered Public Accounting Firm, LWBJ, LLP
Statements of Net Assets Available for Benefits as of December 31, 2010 and 2009
Statements of Changes in Net Assets Available for Benefits for the years ended December 31, 2010 and 2009
Notes to Financial Statements
Supplemental Schedules:
Schedule H Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2010
Schedule H Line 4a - Schedule of Delinquent Participant Contributions as of December 31, 2010
2. Exhibit:
23 Consent of LWBJ, LLP, Independent Registered Public Accounting Firm
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this annual report to be signed on its behalf by the undersigned, hereunto duly authorized.
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Dated: June 24, 2011 |
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN | |
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By: |
Sauer-Danfoss (US) Company, |
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Plan Administrator |
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By: |
/s/ Kenneth D. McCuskey |
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Kenneth D. McCuskey, Vice President |
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Financial Statements
and Supplemental Schedules
December 31, 2010 and 2009
(With Report of Independent Registered Public Accounting Firm)
SAUER-DANFOSS EMPLOYEES’
SAVINGS PLAN
Financial Statements
and Supplemental Schedules
December 31, 2010
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1 | |
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Financial Statements |
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2 | |
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3 | |
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4-13 | |
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Supplemental Schedules |
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14 | |
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15 |
Report of Independent Registered Public Accounting Firm
Employee Benefit Committee
Sauer-Danfoss Employees’ Savings Plan
We have audited the accompanying statements of net assets available for benefits of the Sauer-Danfoss Employees’ Savings Plan as of December 31, 2010 and 2009, and the related statements of changes in net assets available for 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 audit 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 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 Sauer-Danfoss Employees’ Savings Plan as of December 31, 2010 and 2009, and the changes in its 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 are presented for purposes 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 (“ERISA”) of 1974. The supplemental schedules are the responsibility of the Plan’s management. These supplemental schedules have been subjected to the auditing procedures applied in the audit 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/ LWBJ, LLP
West Des Moines, Iowa
June 24, 2011
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Statements of Net Assets Available for Benefits
December 31, 2010 and 2009
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2010 |
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2009 |
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Assets |
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Investments, at fair value |
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$ |
108,867,905 |
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$ |
96,565,279 |
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Receivables: |
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Employer contributions |
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149,370 |
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68,224 |
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Employee contributions |
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225,161 |
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— |
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Notes receivable from participants |
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3,232,539 |
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2,763,966 |
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Total receivables |
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3,607,070 |
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2,832,190 |
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Total assets, at fair value |
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112,474,975 |
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99,397,469 |
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Liabilities |
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Excess contribution payable |
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81,936 |
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166,227 |
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Net assets available for benefits, at fair value |
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112,393,039 |
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99,231,242 |
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Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
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(603,534 |
) |
(427,189 |
) | ||
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Net assets available for benefits, at contract value |
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$ |
111,789,505 |
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$ |
98,804,053 |
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See accompanying notes.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Statements of Changes in Net Assets Available for Benefits
For the years ended December 31, 2010 and 2009
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2010 |
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2009 |
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Additions |
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Contributions: |
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Employees |
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$ |
5,256,899 |
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$ |
5,622,277 |
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Employer |
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2,183,249 |
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2,380,247 |
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Rollovers |
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120,874 |
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229,427 |
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Investment income |
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1,906,772 |
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1,929,079 |
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Other income |
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241,491 |
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16,590 |
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Net realized and unrealized gains on Plan investments |
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13,294,528 |
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17,286,876 |
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Total additions |
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23,003,813 |
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27,464,496 |
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Deductions |
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Benefits paid |
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9,864,262 |
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14,179,898 |
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Fees |
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129,224 |
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115,509 |
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Premiums |
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24,875 |
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28,512 |
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Total deductions |
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10,018,361 |
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14,323,919 |
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Net increase in net assets available for benefits |
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12,985,452 |
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13,140,577 |
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Net assets available for benefits: |
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Beginning of year |
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98,804,053 |
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85,663,476 |
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End of year |
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$ |
111,789,505 |
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$ |
98,804,053 |
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See accompanying notes.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
December 31, 2010
1. Description of the Plan
The following description of the Sauer-Danfoss Employees’ Savings Plan (the “Plan”) provides only general information. Participants should refer to the Plan’s agreement for a more complete description of the Plan’s provisions.
General
The Plan is a defined contribution plan which generally covers persons regularly employed by Sauer-Danfoss (US) Company and its affiliates (collectively, the “Company”) in the United States.
Excluded from coverage are persons covered by a collective bargaining agreement between employee representatives and the Company where retirement benefits were a subject of the good faith bargaining between the parties.
Administration
The Plan is administered by the Employee Benefit Committee of the Company (the “Plan Administrator”).
Trustee
Bank of America, NA (“Trustee”) has been designated as Trustee of the Plan.
Contributions
The Plan is funded primarily by employee contributions. Participating employees may contribute a percentage of their eligible compensation ranging from 1% to 100%. Annual contributions may not exceed $16,500 as indexed by the Internal Revenue Service (the “IRS”). The Plan also places certain restrictions on contributions from those employees defined as highly compensated.
Participating employees are generally entitled to receive employer contributions into the Plan on their behalf. Employees that continue to accrue a benefit under the final average pay formula in the Sauer-Danfoss Employees’ Retirement Plan, a separate defined benefit pension plan maintained by the Company, are ineligible to receive employer contributions into the Plan.
For employees receiving such contributions, the employer contributions consist of two components:
· A base contribution equal to 2% of the employee’s eligible compensation and
· A matching contribution equal to 50% of the employee’s contribution, subject to a maximum matching contribution of 2% of eligible compensation.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Participant Accounts
Participants have the option to invest contributions in the following funds or collective trusts:
· INVESCO Stable Value Trust
· Merrill Lynch Equity Index Trust XII
· Allianz NFJ Small Cap Value Fund — Institutional Class
· Thornburg International Value Fund — Class R5
· Wells Fargo Small Cap Value (NLD) Fund — Investor Class
· PIMCO Total Return Fund — Administrative Class
· Lord Abbett Mid Cap Value Fund — Class A
· American Growth Fund of America — Class R4
· Eaton Vance Large Cap Value Fund — Class I
· Managers Times Square Mid Cap Growth Fund — Institutional Class
· Dreyfus Bond Market Index Fund — Class N
· Northern Trust Global Investments (NTGI) — QM Collective All Country World ex-US Equity Index Fund — Tier M
· Merrill Lynch Extended Market Index Fund — Tier V
· Schwab Indexed Retirement Trust Target Date Funds 2010
· Schwab Indexed Retirement Trust Target Date Funds 2015
· Schwab Indexed Retirement Trust Target Date Funds 2020
· Schwab Indexed Retirement Trust Target Date Funds 2025
· Schwab Indexed Retirement Trust Target Date Funds 2030
· Schwab Indexed Retirement Trust Target Date Funds 2035
· Schwab Indexed Retirement Trust Target Date Funds 2040
· Schwab Indexed Retirement Trust Target Date Funds 2045
· Schwab Indexed Retirement Trust Target Date Funds 2050
Participants can also invest in the Sauer-Danfoss Inc. Stock Fund, which invests in the common stock of Sauer-Danfoss Inc., the Company’s parent.
Participant accounts are credited for contributions and allocations of Plan earnings or losses. Plan earnings or losses are allocated to participants based upon their relative percentages of each fund’s investment account balance.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Participant Accounts (continued)
In addition, prior to August 30, 1998, participants were able to elect to invest in a life insurance fund which purchased coverage for the participant and/or their families. Life insurance policies purchased prior to August 30, 1998 continue to be maintained under the Plan, but new investments in the life insurance fund are no longer permitted. Assets invested in participant life insurance coverage are generally excluded from Plan assets in the attached financial statements. Balances included in the life insurance fund represent unremitted employee withholdings from participants. They do not represent assets available for benefits but rather premiums, which are subsequently remitted to the life insurance provider.
Participants may also elect to borrow up to amounts defined in the Plan. Participant loans amounting to $3,232,539 and $2,763,965 at December 31, 2010 and 2009, respectively, are recorded as notes receivable from participants. The interest rates on participant loans are fixed as of the date the loans are taken out at the current prime borrowing rate plus 150 basis points (1.5%).
Vesting
Participants are immediately vested in their own voluntary contributions and earnings thereon.
The interests of participants in the employer contributions and earnings thereon vest as follows:
· Upon termination of employment at or after age sixty-five - 100%
· Upon death or disability - 100%
· Upon any other termination of employment, the following vesting schedule is applicable:
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Years of Service |
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Vesting Percentage |
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Less than 3 |
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0 |
% |
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3 or more |
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100 |
% |
Payment of Benefits
While still employed, a participant may, for certain documented hardship reasons, make a withdrawal from his or her Participant’s Contribution Account at any time. While still employed, a participant may also withdraw all or any portion of his or her vested Plan benefit upon attaining age 59 1/2 or becoming disabled.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Payment of Benefits (continued)
On termination of service for any reason other than death, a participant may elect to receive an amount equal to the value of the participant’s vested interest in his or her account in either a lump-sum payment or in quarterly, semi-annual, or annual installments over a fixed period of time that is not less than two years and not more than the joint life expectancy of the participant and his or her beneficiary. On termination of service by reason of death, the participant’s beneficiary(ies) may elect to receive an amount equal to the value of the participant’s vested interest in his or her account in either a lump-sum payment or in quarterly, semi-annual, or annual installments over a fixed period of time that is not less than two years and not more than five years.
Distributions are generally payable in cash. A participant may elect to receive amounts distributed from the Sauer-Danfoss Inc. Stock Fund in whole shares, with any fractional shares paid in cash.
Plan Expenses
Administrative expenses of the Plan are paid by the Company, except for mutual fund investment fees, collective trust investment fees and commissions with respect to activity in the Sauer-Danfoss Inc. Stock Fund, which are paid for by the Plan. A portion of the mutual fund and collective trust investment fees are used to cover recordkeeping service fees which would otherwise be chargeable to the Plan.
Forfeitures
Forfeited nonvested accounts will be used to reduce future employer contributions. Employer contributions were reduced by $341,190 and $0 from forfeited nonvested accounts in 2010 and 2009, respectively.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared on an accrual basis and present the net assets available for benefits and changes in those net assets. The Plan’s assets consist of the assets of the Sauer-Danfoss Employees’ Savings Plan Trust (the “Trust”).
The Plan Administrator has made certain estimates and assumptions relating to the reporting of assets, and changes thereto, in preparing these financial statements in conformity with U.S. generally accepted accounting principles. Actual results could differ from these estimates.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
Basis of Presentation (continued)
As described in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 962, Plan Accounting — Defined Contribution Pension Plans, the statement of net assets available for benefits presents the fair value of the Plan’s investments, as well as the adjustment from fair value to contract value for the fully benefit-responsive investment contracts. The statement of changes in net assets available for benefits is prepared on a contract value basis for the fully benefit-responsive contracts.
Fully benefit-responsive investment contracts held by a defined contribution plan are required by ASC Topic 962 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. Contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Plan invests in investment contracts through participation in the INVESCO Stable Value Trust, a collective trust fund. As required by ASC Topic 962, investments in the accompanying statements of net assets available for benefits presents the fair value of the INVESCO Stable Value Trust, as well as the adjustment of the portion of the INVESCO Stable Value Trust related to fully benefit-responsive investment contracts from fair value to contract value.
Valuation of Investments
Investments are valued at quoted market prices, if available. Investments not having an established market are valued at fair value as determined by the Trustee using the net asset value per share as permitted under an ASC update adopted by the Plan for the year ended December 31, 2009. The investments in the fully benefit-responsive investment contracts are stated at contract value which is equal to principal balance plus accrued interest.
Purchases and sales of securities are recorded on a trade-date basis. Realized gains and losses from security transactions are reported on the average-cost method.
Notes Receivable from Participants
Notes receivable from participants are stated at their unpaid balance.
Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the value of investment balances will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statement of net assets available for benefits.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
Federal Income Taxes
The IRS has determined and informed the Company, by a letter dated February 22, 2001, that the Plan and related Trust are designed in accordance with applicable sections of the Internal Revenue Code (the “IRC”). Continued qualification of the Plan will depend on the operation of the Plan in compliance with the IRC. The Plan Administrator believes the Plan is currently designed and being operated in compliance with applicable requirements of the IRC.
Reclassifications
Certain items in the 2009 financial statements have been reclassified to conform to the current year presentation.
3. Fair Value Measurements
ASC Topic 820, Fair Value Measurements and Disclosures, establishes a three-tier fair value hierarchy, which categorizes the inputs used in measuring fair value. These categories include (in descending order of priority): Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
The asset’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.
The 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, 2010 and 2009.
· Common/collective trusts: These investments are public investment securities valued at net asset value. The inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally or corroborated by observable market data. Common/collective trusts are classified as Level 2 because their value is based on other significant inputs.
· Mutual funds: Valued based on quoted prices of identical assets in active markets and classified as Level 1.
· Life insurance fund: Valued at the amount of life insurance premiums held by the Plan unremitted to the insurance company on behalf of the participant, at year-end. The life insurance fund is classified as Level 1 because it is cash.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
3. Fair Value Measurements (continued)
· Sauer-Danfoss Inc. Stock Fund: Valued based on quoted prices of the Sauer-Danfoss Inc. stock, which is traded in active markets and classified as Level 1.
· Cash: Stated at fair value due to the short-term nature of the investment.
The preceding methods described may produce a fair value calculation that may not be indicative of the net realizable value or reflective of future fair values. Furthermore, although 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.
The following table shows assets measured at fair value as of December 31, 2010 and 2009 on the Plan’s statement of net assets available for benefits and the input categories associated with those assets:
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Fair Value at |
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Description |
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Level 1 |
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Level 2 |
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Level 3 |
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2010 |
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Investments: |
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Common/collective trusts: |
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Stable value fund |
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$ |
— |
|
$ |
21,693,215 |
|
$ |
— |
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$ |
21,693,215 |
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Target date funds |
|
— |
|
14,502,644 |
|
— |
|
14,502,644 |
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Passively-managed funds |
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— |
|
8,073,986 |
|
— |
|
8,073,986 |
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Mutual funds: |
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|
|
|
|
|
|
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Actively-managed funds |
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57,088,989 |
|
— |
|
— |
|
57,088,989 |
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Passively-managed funds |
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336,566 |
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— |
|
— |
|
336,566 |
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Sauer-Danfoss Inc. Stock Fund |
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7,085,609 |
|
— |
|
— |
|
7,085,609 |
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Cash |
|
86,896 |
|
— |
|
— |
|
86,896 |
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|
|
|
|
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|
|
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Fair Value at |
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Description |
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Level 1 |
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Level 2 |
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Level 3 |
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2009 |
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Investments: |
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|
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Common/collective trusts: |
|
|
|
|
|
|
|
|
| ||||
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Stable value fund |
|
$ |
— |
|
$ |
21,763,545 |
|
$ |
— |
|
$ |
21,763,545 |
|
|
Target date funds |
|
— |
|
12,242,944 |
|
— |
|
12,242,944 |
| ||||
|
Passively-managed funds |
|
— |
|
6,513,075 |
|
— |
|
6,513,075 |
| ||||
|
Mutual funds: |
|
|
|
|
|
|
|
|
| ||||
|
Actively-managed funds |
|
51,056,996 |
|
— |
|
— |
|
51,056,996 |
| ||||
|
Passively-managed funds |
|
119,196 |
|
— |
|
— |
|
119,196 |
| ||||
|
Sauer-Danfoss Inc. Stock Fund |
|
4,782,192 |
|
— |
|
— |
|
4,782,192 |
| ||||
|
Cash |
|
87,331 |
|
— |
|
— |
|
87,331 |
| ||||
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
4. The Trust
The fair value of investments of the Trust at December 31, 2010 and 2009 were as follows:
|
|
|
2010 |
|
2009- |
| ||
|
|
|
|
|
|
| ||
|
INVESCO Stable Value Trust (2) (3) |
|
$ |
21,693,215 |
|
$ |
21,763,545 |
|
|
Merrill Lynch Equity Index Trust XII (1) (2) (3) |
|
7,451,251 |
|
6,513,075 |
| ||
|
Allianz NFJ Small Cap Value Fund - Institutional Class |
|
4,008,986 |
|
2,701,678 |
| ||
|
Thornburg International Value Fund - Class R5 (2) (3) |
|
6,563,992 |
|
6,315,897 |
| ||
|
Wells Fargo Small Cap Value (NLD) Fund - Investor Class (2) (3) |
|
6,537,227 |
|
5,313,218 |
| ||
|
PIMCO Total Return Fund - Administrative Class (2) (3) |
|
6,686,061 |
|
5,598,098 |
| ||
|
Lord Abbett Mid Cap Value Fund - Class A |
|
3,198,160 |
|
2,425,460 |
| ||
|
American Growth Fund of America - Class R4 (2) (3) |
|
11,749,665 |
|
11,386,038 |
| ||
|
NTGI International Large Cap Core Funds |
|
93,063 |
|
21,303 |
| ||
|
Dreyfus Bond Market Index Fund - Class N |
|
336,566 |
|
54,451 |
| ||
|
Eaton Vance Large Cap Value Fund - Class I (2) (3) |
|
12,586,506 |
|
12,298,174 |
| ||
|
Managers Times Square Mid Cap Growth Fund - Institutional Class (2) (3) |
|
5,758,392 |
|
5,018,433 |
| ||
|
Merrill Lynch Extended Market Index Fund - Tier V (1) |
|
529,672 |
|
43,442 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2010 |
|
1,009,007 |
|
1,067,371 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2015 |
|
1,450,535 |
|
1,491,492 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2020 |
|
2,791,553 |
|
2,370,242 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2025 |
|
2,736,061 |
|
2,207,280 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2030 |
|
2,299,351 |
|
1,829,277 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2035 |
|
1,743,024 |
|
1,389,322 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2040 |
|
1,199,846 |
|
957,486 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2045 |
|
870,549 |
|
650,944 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2050 |
|
402,718 |
|
279,530 |
| ||
|
Sauer-Danfoss Inc. Unitized Stock Fund (1) (2) |
|
7,085,609 |
|
4,782,192 |
| ||
|
Cash |
|
86,896 |
|
87,331 |
| ||
|
|
|
$ |
108,867,905 |
|
$ |
96,565,279 |
|
(1) Party-in-interest of the Plan.
(2) Investments representing more than 5% of net assets available for benefits at December 31, 2010.
(3) Investments representing more than 5% of net assets available for benefits at December 31, 2009.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
4. The Trust (continued)
Investment income and net realized and unrealized appreciation (depreciation) in the fair value of investments for 2010 and 2009 were as follows:
|
|
|
2010 |
|
2009 |
| ||
|
|
|
|
|
|
| ||
|
Interest |
|
$ |
163,426 |
|
$ |
204,283 |
|
|
Dividends |
|
1,743,346 |
|
1,724,796 |
| ||
|
Net realized and unrealized appreciation (depreciation): |
|
|
|
|
| ||
|
Merrill Lynch Equity Index Trust XII (1) |
|
975,175 |
|
1,398,522 |
| ||
|
Allianz NFJ Small Cap Value Fund - Institutional Class |
|
671,529 |
|
496,011 |
| ||
|
Thornburg International Value Fund - Class R5 |
|
766,311 |
|
1,364,923 |
| ||
|
Wells Fargo Small Cap Value (NLD) Fund - Investor Class |
|
1,012,848 |
|
1,610,289 |
| ||
|
Fidelity Equity Income Fund |
|
— |
|
2,683,455 |
| ||
|
PIMCO Total Return Fund - Administrative Class |
|
(19,694 |
) |
311,657 |
| ||
|
Lord Abbett Mid Cap Value Fund - Class A |
|
630,728 |
|
485,127 |
| ||
|
American Balanced Fund - Class R4 |
|
— |
|
1,604,254 |
| ||
|
American Growth Fund of America - Class R4 |
|
1,204,336 |
|
2,716,778 |
| ||
|
NTGI-QM Collective All Country World ex-US Equity - Tier M |
|
3,299 |
|
203 |
| ||
|
Dreyfus Bond Market Index Fund - Class N |
|
1,800 |
|
(255 |
) | ||
|
Eaton Vance Large Cap Value Fund - Class I |
|
1,033,002 |
|
(16,625 |
) | ||
|
Managers Times Square Mid Cap Growth Fund, Institutional Class |
|
900,210 |
|
91,737 |
| ||
|
Merrill Lynch Extended Market Index Fund - Tier V (1) |
|
27,603 |
|
1,754 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2010 |
|
97,226 |
|
(943 |
) | ||
|
Schwab Indexed Retirement Trust Target Date Funds 2015 |
|
147,060 |
|
455 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2020 |
|
291,819 |
|
4,507 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2025 |
|
297,465 |
|
7,988 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2030 |
|
278,183 |
|
8,374 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2035 |
|
199,406 |
|
5,889 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2040 |
|
147,621 |
|
5,665 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2045 |
|
104,198 |
|
3,925 |
| ||
|
Schwab Indexed Retirement Trust Target Date Funds 2050 |
|
42,616 |
|
1,962 |
| ||
|
Fidelity Advisor Mid Cap Fund - Class T |
|
— |
|
1,521,223 |
| ||
|
Sauer-Danfoss Inc. Stock Fund (1) |
|
4,481,787 |
|
2,980,001 |
| ||
|
|
|
$ |
15,201,300 |
|
$ |
19,215,955 |
|
(1) Party-in-interest of the Plan.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
Notes to Financial Statements (continued)
5. Plan Termination
While the Company has not expressed any intent to terminate the Plan, it is free to do so at any time. Upon termination of the Plan, each participant’s account shall be fully vested and nonforfeitable.
6. Party-In-Interest Transactions
Transactions resulting in Plan assets being transferred to or used by a related party are prohibited under ERISA unless a specific exemption applies. Sauer-Danfoss Inc., the Company’s parent, is a party-in-interest because Plan participants are able to invest in the Sauer-Danfoss Inc. Stock Fund. The Trustee of the Plan is a party-in-interest because Plan participants are able to invest in certain funds offered by affiliates of the Trustee. These transactions are exempt and are not prohibited by ERISA.
7. Reductions in Workforce
During late 2008 and the first half of 2009, the Company experienced a series of layoffs at all locations and all business areas. No facilities were closed during the first half of 2009. On September 21, 2009, the Company announced the closing of its Lawrence, Kansas location (to occur in 2010). In connection with these activities, effective beginning January 1, 2009, a partial plan termination occurred and continued through July 31, 2010 when the closing of the above-referenced location was complete. Active participants in the Plan terminated during this period became fully vested in their employer contributions upon the partial plan termination.
8. Correction of Delinquent Remittance of Participant Funds
Subsequent to year-end, the Company determined one payroll had unintentionally not been remitted to the Plan’s Trust in a timely manner as required by the Department of Labor (“DOL”). Upon discovery, the Company immediately took the corrective action of contributing lost earnings of $254 to the accounts of the affected participants using the DOL remediation process on February 1, 2011.
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
EIN: 42-1345015
PN: 003
Schedule H, Line 4i
Schedule of Assets (Held at End of Year)
December 31, 2010
|
|
|
|
|
(c) |
|
|
|
|
| ||
|
|
|
(b) |
|
Description of Investment, |
|
|
|
|
| ||
|
|
|
Identity of Issue, |
|
Including Maturity Date, |
|
|
|
(e) |
| ||
|
|
|
Borrower, Lessor |
|
Rate of Interest, Collateral, |
|
(d) |
|
Current |
| ||
|
(a) |
|
or Similar Party |
|
Par, or Maturity Value |
|
Cost |
|
Value |
| ||
|
|
|
|
|
|
|
|
|
|
| ||
|
|
|
INVESCO |
|
Stable Value Trust |
|
$ |
21,089,681 |
|
$ |
21,089,681 |
|
|
* |
|
Merrill Lynch |
|
Equity Index Trust XII |
|
6,811,444 |
|
7,451,251 |
| ||
|
* |
|
Merrill Lynch |
|
Extended Market Index Fund - Tier V |
|
477,914 |
|
529,672 |
| ||
|
|
|
Allianz NFJ |
|
Small Cap Value Fund - Institutional Class |
|
3,555,925 |
|
4,008,986 |
| ||
|
|
|
Northern Trust Global Investments |
|
International Large Cap Core Funds |
|
83,507 |
|
93,063 |
| ||
|
|
|
American Funds |
|
Growth Fund of America - Class R4 |
|
10,603,854 |
|
11,749,665 |
| ||
|
|
|
Dreyfus |
|
Bond Market Index Fund - Class N |
|
335,603 |
|
336,566 |
| ||
|
|
|
Eaton Vance |
|
Large Cap Value Fund - Class I |
|
11,586,649 |
|
12,586,506 |
| ||
|
|
|
Managers Times Square |
|
Mid Cap Growth Fund - Institutional Class |
|
4,834,815 |
|
5,758,392 |
| ||
|
|
|
Thornburg |
|
International Value Fund - Class R5 |
|
5,882,045 |
|
6,563,992 |
| ||
|
|
|
PIMCO |
|
Total Return Fund - Administrative Class |
|
6,626,790 |
|
6,686,061 |
| ||
|
|
|
Wells Fargo |
|
Small Cap Value (NLD) Fund - Investor Class |
|
5,219,845 |
|
6,537,227 |
| ||
|
|
|
Lord Abbett Family of Funds |
|
Mid Cap Value Fund - Class A |
|
3,213,133 |
|
3,198,160 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2010 |
|
930,739 |
|
1,009,007 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2015 |
|
1,310,043 |
|
1,450,535 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2020 |
|
2,499,340 |
|
2,791,553 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2025 |
|
2,433,923 |
|
2,736,061 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2030 |
|
2,032,589 |
|
2,299,351 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2035 |
|
1,538,340 |
|
1,743,024 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2040 |
|
1,055,467 |
|
1,199,846 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2045 |
|
765,139 |
|
870,549 |
| ||
|
|
|
Schwab |
|
Indexed Retirement Trust Target Funds 2050 |
|
361,040 |
|
402,718 |
| ||
|
* |
|
Sauer-Danfoss Inc. |
|
Sauer-Danfoss Inc. Unitized Stock Fund |
|
2,557,802 |
|
7,085,609 |
| ||
|
|
|
Cash |
|
|
|
86,896 |
|
86,896 |
| ||
|
* |
|
Participants |
|
Participant Loans (4.75% to 9.75%) |
|
— |
|
3,232,539 |
| ||
|
|
|
|
|
|
|
$ |
95,892,523 |
|
$ |
111,496,910 |
|
|
* |
|
Party-in-interest |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes. |
|
|
|
|
|
|
|
SAUER-DANFOSS EMPLOYEES’ SAVINGS PLAN
EIN: 42-1345015
PN: 003
Schedule H, Line 4a
Schedule of Delinquent Participant Contributions
December 31, 2010
|
|
|
Relationship to Plan, |
|
|
|
|
|
|
| ||
|
|
|
Employer, or Other |
|
Description of Transaction |
|
Amount on |
|
|
| ||
|
Identity of Party Involved |
|
Party-In-Interest |
|
including Rate of Interest |
|
Line 4(a) |
|
Interest |
| ||
|
|
|
|
|
|
|
|
|
|
| ||
|
Sauer-Danfoss (US) Company |
|
Plan Sponsor |
|
2010 participant contributions not deposited to the Plan in a timely manner. |
|
$ |
225,161 |
|
$ |
254 |
|
|
|
|
|
|
|
|
|
|
|
| ||
|
|
|
|
|
|
|
$ |
225,161 |
|
$ |
254 |
|
Due to unintentional delays by the Plan Sponsor, participant contributions totaling $225,161 failed to be remitted to the Plan in a timely manner. The Plan Sponsor has remitted these amounts to the Plan.
See accompanying notes.
Exhibit 23
Consent of Independent Registered Public Accounting Firm
The Board of Directors of Sauer-Danfoss Inc.
Employee Benefit Committee
Employee Savings Plan
We consent to the incorporation by reference in the Registration Statement No. 333-93745 on Form S-8 of Sauer-Danfoss Inc. of our report dated June 24, 2011, with respect to the statement of net assets available for benefits of the Sauer-Danfoss Employees’ Savings Plan as of December 31, 2010 and 2009, the related statement of changes in net assets available for benefits for the years then ended, and the related supplemental schedules of assets held at the end of year as of December 31, 2010 and Delinquent Participant Contributions, which report appears in the December 31, 2010 Annual Report on Form 11-K of the Sauer-Danfoss Employees’ Savings Plan.
/s/ LWBJ, LLP
West Des Moines, Iowa
June 24, 2011