EX-99 3 w38456exv99.htm FINANCIAL STATEMENT exv99
 

FINANCIAL STATEMENTS
EXHIBIT 99

 

WILMINGTON TRUST CORPORATION
2004 EMPLOYEE STOCK PURCHASE PLAN
FINANCIAL STATEMENTS
MAY 31, 2007 AND 2006
WITH REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

WILMINGTON TRUST CORPORATION
2004 EMPLOYEE STOCK PURCHASE PLAN
TABLE OF CONTENTS
FINANCIAL STATEMENTS
         
    PAGE  
Report of Independent Registered Public Accounting Firm
     1  
 
        
Statements of Financial Condition as of May 31, 2007 and 2006
     2  
 
        
Statements of Income and Changes In Participants’ Equity for the years ended May 31, 2007, 2006, and 2005
     3  
 
        
Notes to Financial Statements
     4  
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Report of Independent Registered Public Accounting Firm
To the Board of Directors
Wilmington Trust Corporation:
We have audited the accompanying statements of financial condition of the Wilmington Trust Corporation 2004 Employee Stock Purchase Plan as of May 31, 2007 and 2006, and the related statements of income and changes in participants’ equity for each of the years in the three-year period ended May 31, 2007. 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. 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 financial condition of the Plan as of May 31, 2007 and 2006, and the related statements of income and changes in participants’ equity for each of the years in the three-year period ended May 31, 2007 in conformity with U.S. generally accepted accounting principles.
/s/KPMG

Philadelphia, Pennsylvania
August 29, 2007

 

 

WILMINGTON TRUST CORPORATION
2004 EMPLOYEE STOCK PURCHASE PLAN
STATEMENTS OF FINANCIAL CONDITION
                 
    May 31,     May 31,  
    2007     2006  
ASSETS
                
 
                
Cash
   $ 3,411,709     $ 3,130,744  
 
            
 
                
LIABILITIES AND PARTICIPANTS’ EQUITY
                
 
                
Taxes withheld for participants
   $ 1,073     $ 1,066  
Participants’ equity
     3,410,636       3,129,678  
 
            
 
                
Total liabilities and participants’ equity
   $ 3,411,709     $ 3,130,744  
 
            
See notes to financial statements.
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WILMINGTON TRUST CORPORATION
2004 EMPLOYEE STOCK PURCHASE PLAN
STATEMENTS OF INCOME/(LOSS) AND CHANGES IN PARTICIPANTS’ EQUITY
                         
    Years Ended May 31,  
    2007     2006     2005  
INCOME
                        
 
                        
Investment income – interest
   $ 3,981     $ 2,918     $ 2,946  
 
                  
 
                        
OTHER ADDITIONS
                        
 
                        
Contributions from participants (including amounts due back to participants of $1,506, $2,118 and $58,707 at May 31, 2007, 2006 and 2005, respectively)
     3,407,728       3,127,826       3,192,249  
 
                  
 
                        
 
     3,411,709       3,130,744       3,195,195  
 
                  
 
                        
DEDUCTIONS
                        
 
                        
Distributions to participants:
                        
Wilmington Trust Corporation common stock
     3,125,708       3,133,542       —  
Cash
     5,036       61,653       —  
 
                  
 
                        
 
     3,130,744       3,195,195       —  
 
                  
 
                        
NET ADDITIONS/ (DEDUCTIONS)
     280,965       (64,451 )     3,195,195  
 
                        
PLAN BALANCE AT BEGINNING OF YEAR
     3,130,744       3,195,195       —  
 
                  
 
                        
PLAN BALANCE AT END OF YEAR
   $ 3,411,709     $ 3,130,744     $ 3,195,195  
 
                  
See notes to financial statements.
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WILMINGTON TRUST CORPORATION
2004 EMPLOYEE STOCK PURCHASE PLAN
NOTES TO FINANCIAL STATEMENTS
MAY 31, 2007 AND 2006
NOTE A — SIGNIFICANT ACCOUNTING POLICIES
Investments consist of interest-bearing savings accounts held by Wilmington Trust Company, a related party. Those accounts are carried at fair market value.
The administrative costs of the 2004 Employee Stock Purchase Plan (the “Plan”) of Wilmington Trust Corporation (the “Corporation”) are paid by the Corporation.
The accounting records of the Plan are maintained on the accrual basis. The preparation of the 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 amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
NOTE B — DESCRIPTION OF PLAN
The Board of Directors of the Corporation approved the Plan on February 26, 2004. The Corporation’s stockholders approved the Plan on April 15, 2004, to commence on June 1, 2004. The Board of Directors has the authority to amend or terminate the new plan at any time; however, the new plan will terminate automatically on May 31, 2008. The Plan replaced the Corporation’s 2000 Employee Stock Purchase Plan, which terminated on May 31, 2004 and contained substantially similar provisions. The Plan provides for the purchase of up to 800,000 shares of the Corporation’s common stock by eligible employees. For any annual offering period, each eligible employee may elect to have up to the lesser of 10% of his or her annual base salary or $21,250 deducted from his or her pay and accumulated with interest until the end of the offering period. The minimum contribution must be an amount equal to the offering price of five shares. The annual offering periods that are the subject of these financial statements began July 5, 2004, and ended May 31, 2007, 2006 and 2005.
Eligibility
Employees of the Company and those of its subsidiaries who have completed at least one month of continuous service and are scheduled to work more than 15 hours per week and more than five months per calendar year are eligible to participate in the plan as of the first day of the offering period beginning at least one month after the employee’s first day of employment.
Participant Accounts
The Plan is a defined contribution plan under which a separate individual account is established for each participant. At the end of each annual offering period, the balance in each participant’s payroll deduction account is applied to the purchase of the largest number of full shares of the Corporation’s common stock possible without exceeding the maximum number of shares the participant elected. For the most recent plan year, the price at which the shares are deemed to have been purchased is equal to 85% of the last sale price of the Corporation’s common stock on the New York Stock Exchange at the beginning of the offering period. Any unused balance in a participant’s account at the end of an offering period is refunded to the participant, with interest. Shares to be purchased under the Plan are authorized common shares of the Corporation.
Shares to be delivered to an employee will be registered in the employee’s name.
The Plan had 1,128 participants at May 31, 2007 and 1,104 participants at May 31, 2006.
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WILMINGTON TRUST CORPORATION
2004 EMPLOYEE STOCK PURCHASE PLAN
NOTES TO FINANCIAL STATEMENTS
MAY 31, 2007 AND 2006
NOTE C — RELATED PARTY TRANSACTIONS
The Corporation administers the plan as well as issues its common stock to participants.
The Corporation issued 91,911 shares of its common stock at $37.06 per share for the annual offering period ended May 31, 2007 and 102,348 shares of its common stock at $30.54 per share for the annual offering period ended May 31, 2006. The Plan disbursed $3,406,222 and $3,125,708 from the Plan to purchase those shares in June 2007 and 2006, respectively.
Plan investments consist of interest-bearing savings accounts held by Wilmington Trust Company, a related party.
NOTE D— INCOME TAX STATUS
It is the intention of the Corporation to have the Plan qualify as an “employee stock purchase plan” within the meaning of Section 423 of the Internal Revenue Code of 1986, as amended (the “Code”). Accordingly, the provisions of the Plan are construed so as to extend and limit participation in a manner consistent with the requirements of Section 423 of the Code. At the time of issuance to the individual, the difference between the purchase price and the fair market value of the stock purchased under the Plan is not includable in the participant’s gross income for federal income tax purposes.
NOTE E — AMENDMENT OR TERMINATION
The Board of Directors may amend or terminate the Plan at any time. Any options previously granted will not be effected by a termination or amendment. No amendment may be made without prior approval of the Corporation’s shareholders if it would permit the issuance of more than 800,000 shares of common stock, permit payroll deduction at a rate in excess of 10% of an employee’s base salary, or is otherwise required by law.
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