EX-99.1 3 ex99-1.txt FINANCIAL STATEMENTS 1 FINANCIAL STATEMENTS EXHIBIT 99.1 2 FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES WILMINGTON TRUST THRIFT SAVINGS PLAN YEARS ENDED DECEMBER 31, 1999 AND 1998 WITH REPORT OF INDEPENDENT AUDITORS 3 FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES WILMINGTON TRUST THRIFT SAVINGS PLAN Years ended December 31, 1999 and 1998
FINANCIAL STATEMENTS PAGE -------------------- ---- Report of Independent Auditors ................................................................. 1 Statements of Net Assets Available for Benefits ................................................ 2 Statements of Changes in Net Assets Available for Benefits ..................................... 3 Notes to Financial Statements .................................................................. 4 SUPPLEMENTAL SCHEDULES Schedule of Assets Held for Investment Purposes ................................................ 8
4 [ERNST & YOUNG LLP LETTERHEAD] Report of Independent Auditors Wilmington Trust Benefits Administration Committee We have audited the accompanying statements of net assets available for benefits of the Wilmington Trust Thrift Savings Plan as of December 31, 1999 and 1998, 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 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, 1999 and 1998, 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. 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 for investment purposes as of December 31, 1999, is presented for purposes of additional analyis 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 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. /s/ Ernst & Young LLP Philadelphia, Pennsylvania June 9, 2000 Ernst & Young LLP is a member of Ernst & Young International, Ltd. 5 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS WILMINGTON TRUST THRIFT SAVINGS PLAN
December 31 1999 1998 ---- ---- ASSETS Investments 119,420,486 100,287,807 Cash 278,691 43,248 Accrued income 2,250,656 3,773,766 Contributions receivable 166,509 -- Due from broker 225,815 46,043 ------------ ------------ TOTAL ASSETS 122,342,157 104,150,864 ------------ ------------ LIABILITIES Due to broker 238,673 43,435 ------------ ------------ TOTAL LIABILITIES 238,673 43,435 ------------ ------------ NET ASSETS AVAILABLE FOR BENEFITS $122,103,484 $104,107,429 ============ ============
See notes to financial statements. 6 STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WILMINGTON TRUST THRIFT SAVINGS PLAN
Year Ended December 31 1999 1998 ---- ---- ADDITIONS Investment income: Net realized and unrealized appreciation in fair value of investments $ 14,709,815 $ 3,585,891 Interest 400,855 118,108 Dividends 2,567,603 4,355,888 Participant loan interest 130,596 142,095 ------------ ------------ 17,808,869 8,201,982 Contributions: Employer 2,576,396 2,435,267 Employee 7,202,919 6,845,069 ------------ ------------ 9,779,315 9,280,336 Transfers from other plans: Rollovers from other plans 257,570 202,132 ------------ ------------ 27,845,754 17,684,450 DEDUCTIONS Benefits paid directly to participants 9,849,699 7,776,195 ------------ ------------ NET INCREASE 17,996,055 9,908,255 NET ASSETS AVAILABLE FOR BENEFITS AT BEGINNING OF YEAR 104,107,429 94,199,174 ------------ ------------ NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $122,103,484 $104,107,429 ============ ============
See notes to financial statements. 7 NOTES TO FINANCIAL STATMENTS WILMINGTON TRUST THRIFT SAVINGS PLAN NOTE A - SIGNIFICANT ACCOUNTING POLICIES The accounting records of the Wilmington Trust Thrift Savings Plan (the Plan) are maintained on the accrual basis. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The fair value of shares owned by the Plan in collective and mutual funds are stated at the net asset value at the close of business on the last business day of the Plan year. Loans are carried at the unpaid principal balance, which approximates their fair value. Purchases and sales of securities are recorded on a trade date basis. Dividend income is recorded at the ex-dividend date. Income from other investments is recorded as earned. Amounts described in Form 5500 under the caption net gain (loss) on sale of investments and unrealized appreciation of assets are combined in the financial statements as net realized and unrealized appreciation in fair value of investments. Certain 1998 amounts have been reclassified to conform to 1999 presentation. NOTE B - DESCRIPTION OF THE PLAN The Wilmington Trust Thrift Savings Plan is a defined contribution plan established January 1, 1985, which covers all full-time employees of Wilmington Trust Corporation and its subsidiaries (the Company). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Subject to limitations of the Internal Revenue Code (IRC), employees may contribute 1% to 15% of their base salaries and profit-sharing bonus earnings, with the first 6% pre-tax contribution eligible for matching contributions from the Company of $.50 for each $1.00 contributed by a participant. An employee is eligible to become a participant in the Plan on the next entry date (January 1, April 1, July 1, and October 1) following the date of employment. Participation in the Plan is voluntary and participants have the option to invest in various funds. Participants may change their investment options daily and the level of their investments quarterly. 8 NOTES TO FINANCIAL STATMENTS WILMINGTON TRUST THRIFT SAVINGS PLAN NOTE B - DESCRIPTION OF THE PLAN (CONT.) Each participant's account is credited with the participant's contribution and an allocation of the Company's contribution and Plan earnings. The benefit to which a participant is entitled is that which can be provided from the participant's account. Participants are vested in the Company's matching contribution at the rate of 20% for each year of service and become 100% vested after five years of service. Participant contributions are always 100% vested. A terminating participant will forfeit the unvested portion of his or her account attributable to contributions made by the Company. In accordance with the terms of the Plan, $96,924 and $87,874 of forfeitures were used to reduce employer contributions for the years ended December 31, 1999 and 1998, respectively. Although not required to do so, the Company paid the expenses of the Plan. The Plan permits participants, under certain circumstances, to borrow up to one-half of their vested account balances. All loans are subject to IRS and U.S. Department of Labor guidelines. The loans are secured by the balance in the participants' account. The Corporation has the right under the Plan to discontinue its contributions and to amend or terminate the Plan at any time. Upon termination, the accounts of participants vest and become nonforfeitable. Additional information regarding the Plan and the operation of the Plan is available from the Human Resources Division of Wilmington Trust Company. NOTE C - INVESTMENTS The Plan's investments are held in a trust, for which Wilmington Trust Company (WTC), a wholly owned subsidiary of the plan sponsor, is trustee. The fair value of individual investments that represent 5% or more of the Plan's net assets available for benefits as of December 31 are as follows:
1999 1998 -------------------------------- WTC Short-Term US Government Fund $ - $ 6,103,190 WTC Company Stock Fund 15,954,098 21,435,163 WILMINGTON EQUITY FUNDS: International Equity Portfolio 10,077,957 6,928,803
9 NOTE C - INVESTMENTS (CONT.)
1999 1998 ------------------------------ Large Cap Value Portfolio 15,649,344 17,528,095 Small Cap Core Portfolio 16,299,042 13,568,279 Large Cap Growth Portfolio 44,570,200 27,026,318
During 1999 and 1998, the Plan's investments (including investments purchased, sold as well as held during the year) appreciated/(depreciated) in fair value as determined by quoted market prices as follows:
Year Ended December 31 1999 1998 ----------------------------------- Mutual Funds $ 18,578,713 $ 3,384,753 Collective Funds (3,868,898) 201,138 ----------------------------------- $ 14,709,815 $ 3,585,891 ===================================
NOTE D - INCOME TAX STATUS The Plan has received a determination letter from the Internal Revenue Service dated September 12, 1995, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and, therefore, the related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt. 10 NOTES TO FINANCIAL STATMENTS WILMINGTON TRUST THRIFT SAVINGS PLAN NOTE E - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500:
December 31 1999 1998 --------------- -------------- Net assets available for benefits per the financial statements $ 122,103,484 $ 104,107,429 Amounts allocated to withdrawn participants (1,695,125) (1,121,485) ------------- ------------- Net assets available for benefits per the Form 5500 $ 120,408,359 $ 102,985,944 ============= =============
The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500:
YEAR ENDED DECEMBER 31, 1999 ----------------- Benefits paid to participants per the financial statements $ 9,849,699 Add: Amounts allocated on Form 5500 to withdrawn participants at December 31, 1999 1,695,125 Less: Amounts allocated to withdrawn participants at December 31, 1998 (1,121,485) ------------- Benefits paid to participants per the Form 5500 $10,423,339 =============
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. 11 Wilmington Trust Company Thrift Savings Plan Form 5500 Attachment Schedule of Assets Held for Investment Purposes As of December 31, 1999 EIN #: 51-0291463
Description of Investment Identity of Issue, Borrower, Lessor Shares / Par Current Value ----------------------------------- ------------------------- ------------- General Investments Interest-Bearing Cash (Including Money Market Funds) 823992202 WTC Employee Benefits Money Market Fund 2,886,630.290 2,886,630 Total Interest-Bearing Cash (Including Money Market Funds) 2,886,630 Corporate Debt Instruments: All Other 743914012 Wilmington Intermediate (Institutional Class) Bond Fund 468,324.690 4,369,470 775754001 WTC Savings Account FBO Ethel Deleski #9830-0937 10,151.450 10,151 Total Corporate Debt Instruments: All Other 4,379,621 Corporate Stocks: Common 743914004 Wilmington Int'l (Institutional Class) Multi-Manager Fund 774,036.670 10,077,957 743914011 Wilmington Large Cap (Institutional Class) Core Portfolio 66,940.870 1,618,630 743914007 Wilmington Large Cap (Institutional Class) Growth Fund 1,311,659.800 44,570,200 743914006 Wilmington Large Cap (Institutional Class) Value Fund 1,668,373.510 15,649,344 743914005 Wilmington Small Cap (Institutional Class) Core Fund 1,434,774.860 16,299,042 Savings Plan - Company Stock Fund SBI 775394001 Wilmington Trust 1,853,726.650 Company 401(K) Thrift 15,954,098 Total Corporate Stocks: Common 104,169,271 Other Loans 890041247 WTC Thrift Savings Plan Loans 2,126,381.400 2,126,381 Total Other Loans 2,126,381 Value of Interest in Pooled Separate Accounts 638870001 Short-Term U.S. Government Fund 435,582.370 5,858,583 Total Value of Interest in Pooled Separate Accounts 5,858,583 Total General Investments 119,420,486