-----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, OG9A2ZlQFXCzD8hjAf92tTs9+BYRY7YnLPeIGsf1stoCPRNNQ/izXuEoM02BGH6q hZbMwp1jkJP8Gn0K8TOTag== 0000897069-02-000439.txt : 20020610 0000897069-02-000439.hdr.sgml : 20020610 20020607171745 ACCESSION NUMBER: 0000897069-02-000439 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20011229 FILED AS OF DATE: 20020607 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SNAP ON INC CENTRAL INDEX KEY: 0000091440 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 390622040 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07724 FILM NUMBER: 02674094 BUSINESS ADDRESS: STREET 1: 10801 CORPORATE DRIVE CITY: KENOSHA STATE: WI ZIP: 53141-1430 BUSINESS PHONE: 4146565200 MAIL ADDRESS: STREET 1: 10801 CORPORATE DRIVE CITY: KENOSHA STATE: WI ZIP: 53141 FORMER COMPANY: FORMER CONFORMED NAME: SNAP ON TOOLS CORP DATE OF NAME CHANGE: 19920703 11-K 1 slp300.txt FORM 11-K ANNUAL REPORT SECURITIES & EXCHANGE COMMISSION Washington, DC 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 29, 2001 or [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to _______________ Commission File Number: 1-7724 A. Full title of the plan and address of the plan, if different from that of the issuer named below: SNAP-ON INCORPORATED 401(k) SAVINGS PLAN (formerly the Snap-on Incorporated 401(k) Personal Savings Plan) SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR COLLECTIVE BARGAINED GROUPS SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR SUBSIDIARIES B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: SNAP-ON INCORPORATED 10801 Corporate Drive Pleasant Prairie, WI 53158-1603 REQUIRED INFORMATION The following financial statements and schedules of the Snap-on Incorporated 401(k) Savings Plan (formerly the Snap-on Incorporated 401(k) Personal Savings Plan), the Snap-on Incorporated 401(k) Personal Savings Plan for Collective Bargained Groups and the Snap-on Incorporated 401(k) Personal Savings Plan for Subsidiaries, prepared in accordance with the financial reporting requirements of the Employee Retirement Income Securities Act of 1974, as amended, are filed herewith. 2 EXHIBIT INDEX FORM 11-K Exhibit No. Exhibit (23.1) Consent of Arthur Andersen LLP (99.1) Financial statements and schedules of the Snap-on Incorporated 401(k) Savings Plan, the Snap-on Incorporated 401(k) Personal Savings Plan for Collective Bargained Groups, and the Snap-on Incorporated 401(k) Personal Savings Plan for Subsidiaries, prepared in accordance with the financial reporting requirements of the Employee Retirement Income Securities Act of 1974, as amended. (99.2) Independent Public Accountants Representations 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator of each Plan has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Kenosha, and State of Wisconsin, on this 7th day of June, 2002. SNAP-ON INCORPORATED 401(k) SAVINGS PLAN By: /s/ Paul C. Prickett --------------------------------- Paul C. Prickett, as Plan Administrator SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR COLLECTIVE BARGAINED GROUPS By: /s/ Paul C. Prickett --------------------------------- Paul C. Prickett, as Plan Administrator SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR SUBSIDIARIES By: /s/ Paul C. Prickett --------------------------------- Paul C. Prickett, as Plan Administrator 4 EX-23.1 3 slp300a.txt CONSENT OF ARTHUR ANDERSEN LLP EXHIBIT 23.1 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation of our reports included in this Form 11-K into the previously filed Snap-on Incorporated Form S-8 Registration Statement (No. 33-57898) for the Snap-on Incorporated 401(k) Savings Plan, Snap-on Incorporated 401(k) Personal Savings Plan for Collective Bargained Groups and Snap-on Incorporated 401(k) Savings Plan for Subsidiaries. /s/ Arthur Andersen LLP Chicago, Illinois June 6, 2002 EX-99.1 4 slp300b.txt FINANCIAL STATEMENTS EXHIBIT 99.1 Snap-on Incorporated 401(k) Savings Plan Financial Statements and Supplemental Schedule As of December 31, 2001 and 2000 Together With Auditors' Report Employer Identification Number 39-0622040 Plan Number 005 SNAP-ON INCORPORATED 401(k) SAVINGS PLAN FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 005) TABLE OF CONTENTS REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS FINANCIAL STATEMENTS: Statements of Net Assets Available for Plan Benefits as of December 31, 2001 and 2000 Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended December 31, 2001 and 2000 NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE SUPPLEMENTAL SCHEDULE: Schedule H, Line 4i--Schedule of Assets (Held at End of Year)-- December 31, 2001 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Administrative Committee of the Snap-on Incorporated 401(k) Savings Plan: We have audited the accompanying statements of net assets available for Plan benefits , witof the SNAP-ON INCORPORATED 401(k) SAVINGS PLAN (the "Plan"), formerly known as the Snap-on Incorporated 401(k) Personal Savings Plan, as of December 31, 2001 and 2000, 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 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 Plan benefits as of December 31, 2001 and 2000, and the changes in its net assets available for Plan benefits for the years then ended, in conformity with accounting principles generally accepted in the United States. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule referred to in the accompanying table of contents is presented for purposes 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/ Arthur Andersen LLP Chicago, Illinois May 14, 2002 SNAP-ON INCORPORATED 401(k) SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS As of December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 005) 2001 2000 ------------- ------------- CASH $ -- $ 1,074 ACCRUED INCOME 2,304 1,684 INVESTMENTS, at fair value (Note 2) 114,992,265 96,696,147 OVERDRAFT (427,246) -- ------------ ------------ NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 114,567,323 $ 96,698,905 ============ ============ The accompanying notes are an integral part of these statements. SNAP-ON INCORPORATED 401(k) SAVINGS PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS For the Years Ended December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 005)
2001 2000 ------------- ------------- ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income (loss)- Net depreciation in fair value of investments (Note 3) $ (10,401,167) $ (12,610,324) Interest and dividends 4,948,605 9,254,802 Other (loss) income (2,181) 22,456 ------------ ------------ Total investment loss (5,454,743) (3,333,066) ------------ ------------ Contributions- Participant 10,584,999 9,467,762 Company matching 431,476 -- Rollovers 449,128 143,320 ------------ ------------ Total contributions 11,465,603 9,611,082 ------------ ------------ Total additions 6,010,860 6,278,016 ------------ ------------ DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Benefits paid to participants 5,442,163 6,527,120 Administrative expense 11,381 23,520 ------------ ------------ Total deductions 5,453,544 6,550,640 ------------ ------------ TRANSFERS FROM (TO) AFFILIATED PLANS, net 17,311,102 (3,281,479) ------------ ------------ Net increase (decrease) 17,868,418 (3,554,103) NET ASSETS AVAILABLE FOR PLAN BENEFITS: Beginning of year 96,698,905 100,253,008 ------------ ------------ End of year $ 114,567,323 $ 96,698,905 ============ ============
The accompanying notes are an integral part of these statements. SNAP-ON INCORPORATED 401(k) SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE December 31, 2001 and 2000 1. DESCRIPTION OF PLAN General The following brief description of the Snap-on Incorporated 401(k) Savings Plan (the "Plan") is provided for general information purposes only. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended. Participants should refer to the Plan document for more complete information. The Plan was adopted effective January 1, 1992, and was amended and restated January 1, 2001. Effective August 1, 2001, the name of the Plan was changed from the Snap-on Incorporated 401(k) Personal Savings Plan to the Snap-on Incorporated 401(k) Savings Plan. The purpose of the Plan is to provide eligible employees an opportunity to accumulate savings on a tax-advantage basis. Effective August 1, 2001, assets in the amount of $17,641,954 from the Snap-on Tools Company 401(k) Matching Plan merged into the Plan. Eligibility All regular and full-time employees of Snap-on Incorporated and participating subsidiaries (the "Company") who have attained age 21 and who do not participate in a collective bargaining group are eligible to participate in the Plan after a three-month period of employment during which at least 250 hours of service are completed. Effective January 1, 2001, each eligible employee, other than a temporary employee, who has attained age 18 shall become a participant on the date he or she performs an hour of service as defined in the Plan document. Effective July 1, 1995, employees of the Company classified as temporary who have attained age 21 and who do not participate in a collective bargaining group are eligible to participate in the Plan on the first January 1 or July 1 after a 12-month period of employment in which at least 1,000 hours of service is completed. Contributions Eligible employees are able to make contributions to the Plan via salary deferral agreements. The annual contribution per participant is limited to the lesser of (a) the maximum 401(k) contribution allowed under the Internal Revenue Code ("IRC") or (b) 15% of the participant's compensation (10% for highly compensated participants). Participants have the option to allocate their account balances between nine investment options: BGI Midcap Equity Index Fund, BGI Alpha Stock Fund, BGI International Equity Fund, BGI Asset Allocation Fund, BGI S&P 500 Stock Fund, BGI Bond Index Fund, BGI Money Market Fund, MFS Emerging Growth Fund Class A and Snap-on Incorporated Stock. -2- Prior to July 1, 2001, matching Company contributions were neither required nor permitted. Effective July 1, 2001, participants meeting certain criteria as defined in the Plan document, are eligible for a matching contribution ("Company Stock Match") in amounts determined at the discretion of their respective employers. Matching contributions for each eligible participant are made each calendar quarter in an amount equal to no greater than 50% of the eligible participant's 401(k) pretax contributions for that quarter, not to exceed a maximum of 6% (5% for participants at the East Troy, Elkhorn, Lincolnshire and EquiServ Field locations) of the eligible participant's pay for that calendar quarter, provided the eligible participant is an active employee on the last day of that calendar quarter or has retired, suffered a disability or died during that calendar quarter. The Company Stock Match is invested directly in Snap-on Incorporated common stock. A participant, prior to attaining age 55, shall not be eligible to direct the investment of his or her Company Stock Match account. Participant Accounts Each participant's account is credited with the participant's contributions and allocations of (a) the Company Stock Match, when applicable and (b) Plan earnings, and charged with an allocation of administrative expenses. Allocations are based on the proportion that each participant's account balance bears to the total of all participant account balances. Vesting Participants are 100% vested in their pretax contributions and actual earnings thereon. Participants become fully vested in the Company Stock Match as follows: Vested Years of Service Percentage ---------------- ------------ Less than 1 0% 1 25 2 50 3 75 4 or more 100 ========= Participants at the East Troy, Elkhorn, Lincolnshire and EquiServ Field locations are fully vested in the Company Stock Match. Participant Loans Participant loans are limited to 50% of the participant's vested account balance, not to exceed $50,000. The minimum loan amount is $1,000, and participants can only have one loan at any particular time. The loans bear interest at fixed reasonable rate determined from time to time by the Plan administrator and are commensurate with local prevailing rates in effect at the time the loans are issued, with a maximum loan term of 5 years (personal loans) or 15 years (mortgage loans). Payment of Benefits The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. On termination of service due death, disability or retirement, a -3- participant shall be paid in the form of a single lump sum. A participant who is an employee at the time he or she is required by law to commence distribution, or anytime thereafter, may instead elect to receive annual installments not to exceed the life or the joint and last survivor life expectancy of the participant or his or her beneficiary. In-service and hardship withdrawals are also available. Forfeited Accounts At December 31, 2001, forfeited nonvested accounts totaled $1,586. These accounts will be used to reduce future Company contributions. Plan Administration The Plan's assets are held by Merrill Lynch Trust Company, FSB, the Trustee of the Plan. Contributions and Snap-on stock are remitted to the Trustee, which invests cash received, interest and dividend income and makes distributions to participants. The Company is the Plan administrator. Investment management fees and other transaction-based fees are paid by the Plan. Loan fees are paid by the participant. Administrative fees for accounts of separated employees and beneficiaries are paid by the former employees or beneficiaries. All other expenses are paid by the Company. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Financial Statements The financial statements have been prepared on the accrual basis of accounting. Use of Estimates 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, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Investment Valuation and Income Recognition All investments are stated at fair value based upon quoted market prices. Dividend income is recorded on the record date. Interest earned on investments is recorded on the accrual basis. Net Depreciation in Fair Value of Investments The net depreciation in fair value of investments consists of realized gains or losses and unrealized appreciation (depreciation) in the fair value of such investments. Distributions Benefits paid to participants are based upon the fair value of each participant's investment account as of the date of distribution. -4- 3. INVESTMENTS The following presents investments that represent 5% or more of the Plan's net assets at December 31: 2001 2000 ---------- ---------- S&P Midcap Stock Fund $ -- $11,215,267 BGI Alpha Stock Fund -- 5,034,022 BGI Midcap Equity Index Fund 16,133,342 -- BGI Bond Index Fund 7,764,496 -- BGI Asset Allocation Fund 27,897,627 25,129,492 BGI S&P 500 Stock Fund 32,344,254 32,043,475 BGI Money Market Fund 10,870,909 5,725,472 ========== ========== During 2001 and 2000, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value as follows: 2001 2000 ----------- ----------- Mutual funds $(11,854,169) $(13,073,533) Common stock 1,128,489 463,209 Common collective trusts 324,513 -- ----------- ----------- $(10,401,167) $(12,610,324) =========== =========== The Plan provides for investments in common stock, mutual funds and common collective trusts that, in general, are exposed to various risks such as interest rate, credit and overall market volatility risks. 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 statements of net assets available for Plan benefits. -5- 4. NONPARTICIPANT-DIRECTED INVESTMENTS Effective July 1, 2001, a nonparticipant-directed Company matching contribution to the Snap-on stock fund was established. Information about the net assets and the significant components of the changes in net assets relating to the Snap-on stock fund is as follows: 2001 2000 ---------- ---------- Net assets- Snap-on Incorporated common stock $ 5,325,646* $ 3,577,421 ========== ========== Changes in net assets- Contributions $ 1,265,508 $ -- Earnings 1,207,613 -- Distributions (158,703) -- Transfers, net (566,193) -- ---------- ---------- $ 1,748,225 $ -- ========== ========== *Includes some shares that are participant directed. 5. PLAN TERMINATION Although it has not expressed any intention to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants would become 100% vested in their Company Stock Match. 6. TAX STATUS The Internal Revenue Service has determined and informed the Company by a letter dated March 29, 1996, that the Plan and related trust are designed in accordance with applicable sections of the IRC. Although the Plan has been amended since receiving the determination letter, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. 7. RELATED-PARTY TRANSACTIONS The Plan's trustee fees, as well as most administrative fees, are borne by the Company. The Plan also invests in Snap-on Incorporated common stock. These transactions are not considered prohibited transactions by statutory exemptions under ERISA regulations. 8. PRIOR-YEAR RECLASSIFICATIONS Certain prior-year amounts have been reclassified to conform to the current-year presentation. SNAP-ON INCORPORATED 401(k) SAVINGS PLAN SCHEDULE H, LINE 4i--SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2001 (Employer Identification Number 39-0622040, Plan Number 005)
Current Description of Investment Cost (a) Value - ---------------------------------------------------------- -------------- -------------- *SNAP-ON INCORPORATED COMMON STOCK, 156,457 shares $ 4,474,359 $ 5,325,646 ========== *BARCLAY GLOBAL INVESTORS: Common collective trusts- BGI Midcap Equity Index Fund 16,133,342 BGI Alpha Stock Fund 5,491,549 BGI International Equity Fund 1,894,789 Mutual funds- BGI Asset Allocation Fund 27,897,627 MFS Emerging Growth Fund Class A 4,096,772 BGI S&P 500 Stock Fund 32,344,254 BGI Bond Index Fund 7,764,496 BGI Money Market Fund 10,870,909 *LOANS TO PARTICIPANTS (interest rates ranging from 8.25% to 10%) 3,172,881 ----------- $114,992,265 =========== *Represents a party in interest. (a) Cost information required only for nonparticipant-directed investments.
The accompanying notes are an integral part of this schedule. Snap-on Incorporated 401(k) Personal Savings Plan for Collective Bargained Groups Financial Statements and Supplemental Schedule As of December 31, 2001 and 2000 Together With Auditors' Report Employer Identification Number 39-0622040 Plan Number 006 SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR COLLECTIVE BARGAINED GROUPS FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 006) TABLE OF CONTENTS REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS FINANCIAL STATEMENTS: Statements of Net Assets Available for Plan Benefits as of December 31, 2001 and 2000 Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended December 31, 2001 and 2000 NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE SUPPLEMENTAL SCHEDULE: Schedule H, Line 4i--Schedule of Assets (Held at End of Year)-- December 31, 2001 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Administrative Committee of the Snap-on Incorporated 401(k) Personal Savings Plan for Collective Bargained Groups: We have audited the accompanying statements of net assets available for Plan benefits of the SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR COLLECTIVE BARGAINED GROUPS (the "Plan") as of December 31, 2001 and 2000, 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 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 Plan benefits as of December 31, 2001 and 2000, and the changes in its net assets available for Plan benefits for the years then ended, in conformity with accounting principles generally accepted in the United States. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule referred to in the accompanying table of contents is presented for purposes 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/ Arthur Andersen LLP Chicago, Illinois May 14, 2002 SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR COLLECTIVE BARGAINED GROUPS STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS As of December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 006) 2001 2000 ----------- ----------- CASH $ 121 $ 88 ACCRUED INCOME 889 730 INVESTMENTS, at fair value (Note 3) 15,457,222 15,669,800 ---------- ----------- NET ASSETS AVAILABLE FOR PLAN BENEFITS $15,458,232 $15,670,618 ========== =========== The accompanying notes are an integral part of these statements. SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR COLLECTIVE BARGAINED GROUPS STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS For the Years Ended December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 006)
2001 2000 ------------ ------------ ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income (loss)- Net depreciation in fair value of investments (Note 3) $ (1,802,448) $ (1,506,371) Interest and dividend income 804,177 1,629,042 Other income (loss) 622 (2,741) ------------ ------------ Total investment (loss) income (997,649) 119,930 ------------ ------------ Contributions- Participant 1,418,894 1,272,518 Rollovers 598 -- ------------ ------------ Total contributions 1,419,492 1,272,518 ------------ ------------ Total additions 421,843 1,392,448 ------------ ------------ DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Benefits paid to participants 592,326 898,498 Administrative expenses 3,989 5,527 ------------ ------------ Total deductions 596,315 904,025 ------------ ------------ TRANSFERS (TO) FROM AFFILIATED PLANS, net (37,914) 2,531,589 ------------ ------------ Net (decrease) increase (212,386) 3,020,012 NET ASSETS AVAILABLE FOR PLAN BENEFITS: Beginning of year 15,670,618 12,650,606 ------------ ------------ End of year $ 15,458,232 $ 15,670,618 ============ ============
The accompanying notes are an integral part of these statements. SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR COLLECTIVE BARGAINED GROUPS NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE December 31, 2001 and 2000 9. DESCRIPTION OF PLAN General The following brief description of the Snap-on Incorporated 401(k) Personal Savings Plan for Collective Bargained Groups (the "Plan") is provided for general information purposes only. The Plan is subject to the provisions of the Employee Retirement Income Security Act ("ERISA") of 1974, as amended. Participants should refer to the Plan document for more complete information. The Plan was adopted effective June 1, 1992, and was amended and restated January 1, 2001. The purpose of the Plan is to provide eligible employees an opportunity to accumulate savings on a tax-advantage basis. Eligibility All regular and full-time union employees of Snap-on Incorporated (the "Company") whose conditions of employment are covered by a collective bargaining agreement are eligible to participate on the first day of the next month after the date he or she attains age 21 and completes a three-month eligibility period in which he or she is credited with at least 250 hours of service. Effective July 1, 1995, employees of the Company classified as temporary whose conditions of employment are covered by a collective bargaining agreement are eligible to participate on the first January 1 or July 1 after the date he or she attains age 21 and completes a 12-month eligibility period in which he or she is credited with at least 1,000 hours of service. Contributions Eligible employees are able to make contributions to the Plan via salary deferral agreements. The annual maximum contribution per participant is limited to the lesser of (a) the maximum 401(k) contribution allowed under the Internal Revenue Code ("IRC") or (b) 15% of the participant's compensation (6% for highly compensated employees). Participants have the option to allocate their account balances between nine investment options: BGI Midcap Equity Index Fund, BGI Alpha Stock Fund, BGI International Equity Fund, BGI Asset Allocation Fund, BGI S&P 500 Stock Fund, BGI Bond Index Fund, BGI Money Market Fund, MFS Emerging Growth Fund Class A and Snap-on Incorporated Stock. The Company makes no contributions to the Plan. -2- Participant Accounts Individual accounts are maintained for each of the Plan's participants to reflect the participant's contributions as well as the participant's share of the Plan's income and any related administrative expenses. Allocations are based on the proportion that each participant's account balance bears to the total of all participant account balances. Vesting Participants are 100% vested in their contributions including the earnings attributable to them. Participant Loans Participant loans are limited to 50% of the participant's account balance, not to exceed $50,000. The minimum loan amount is $1,000, and participants can only have one loan at any particular time. The loans bear interest at a fixed reasonable rate determined from time to time by the Plan administrator and are commensurate with local prevailing rates in effect at the time the loans are issued, with a maximum loan term of 5 years (personal loans) or 15 years (mortgage loans). Payment of Benefits The benefit to which a participant is entitled is the benefit that can be provided from the participant's account. On termination of service due death, disability or retirement, a participant shall be paid in the form of a single lump sum. A participant who is an employee at the time he or she is required by law to commence distribution, or anytime thereafter, may instead elect to receive annual installments not to exceed the life or the joint and last survivor life expectancy of the participant or his or her beneficiary. In-service and hardship withdrawals are also available. Rollovers Rollovers represent amounts transferred to the Plan by new participants from other qualified plans. Plan Administration The Plan's assets are held by Merrill Lynch Trust Company, FSB, the Trustee of the Plan. Contributions and Snap-on stock are remitted to the Trustee, which invests cash received, interest and dividend income and makes distributions to participants. The Company is the Plan administrator. Investment management fees and other transaction-based fees are paid by the Plan. Loan fees are paid by the participants. Administrative fees for accounts of separated employees and beneficiaries are paid by the former employees or beneficiaries. All other expenses are paid by the Company. -3- 10. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Financial Statements The financial statements have been prepared on the accrual basis of accounting. Use of Estimates 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, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Investment Valuation and Income Recognition All investments are stated at fair value based upon quoted market prices. Dividend income is recorded on the record date. Interest earned on investments is recorded on the accrual basis. Net Depreciation in Fair Value of Investments The net depreciation in fair value of investments consists of realized gains or losses and unrealized appreciation (depreciation) in the fair value of such investments. Distributions Benefits paid to participants are based upon the fair value of each participant's investment account as of the date of distribution. 11. INVESTMENTS The following presents investments that represent 5% or more of the Plan's net assets at December 31: 2001 2000 ---------- ---------- S&P Midcap Stock Fund $ -- $1,426,386 BGI Asset Allocation Fund 5,036,221 5,062,946 BGI S&P 500 Stock Fund 4,832,717 5,405,554 BGI Midcap Equity Index Fund 1,623,174 -- BGI Money Market Fund 1,122,509 885,944 BGI Bond Index Fund 903,569 -- ========== ========== -4- During 2001 and 2000, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value as follows: 2001 2000 ----------- ----------- Mutual funds $(1,759,888) $(1,816,058) Common stock 75,331 46,257 Common collective trusts (117,891) 263,430 ----------- ----------- $(1,802,448) $(1,506,371) =========== =========== The Plan provides for investments in common stock, common collective trusts and mutual funds that, in general, are exposed to various risks such as interest rate, credit and overall market volatility risks. 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 statements of net assets available for Plan benefits. 12. PLAN TERMINATION Although it has not expressed any intention to do so, the Company reserves the right to terminate the Plan at any time. If the Plan is terminated, all accounts will automatically become payable as determined by the Plan administrator. 13. TAX STATUS The Internal Revenue Service has determined and informed the Company by a letter dated April 3, 1995, that the Plan and related trust are designed in accordance with applicable sections of the IRC. Although the Plan has been amended since receiving the determination letter, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. 14. RELATED-PARTY TRANSACTIONS The Plan's trustee fees, as well as most administrative fees, are borne by the Company. The Plan also invests in Snap-on Incorporated common stock. These transactions are not considered prohibited transactions by statutory exemption under the ERISA regulations. 15. PRIOR-YEAR RECLASSIFICATIONS Certain prior-year amounts have been reclassified to conform to the current-year presentation. SNAP-ON INCORPORATED 401(k) PERSONAL SAVINGS PLAN FOR COLLECTIVE BARGAINED GROUPS SCHEDULE H, LINE 4i--SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2001 (Employer Identification Number 39-0622040, Plan Number 006)
Current Description of Investment Value - ------------------------------------------------------------- ------------ *BARCLAY GLOBAL INVESTORS: Common collective trusts- BGI Alpha Stock Fund $ 343,233 BGI International Equity Fund 204,482 BGI Midcap Equity Index Fund 1,623,174 Mutual funds- BGI Asset Allocation Fund 5,036,221 BGI S&P 500 Stock Fund 4,832,717 BGI Bond Index Fund 903,569 BGI Money Market Fund 1,122,509 MSF Emerging Growth Fund Class A 372,664 *SNAP-ON INCORPORATED COMMON STOCK 344,968 *LOANS TO PARTICIPANTS (interest rates ranging from 8.75% to 10.0%) 673,685 ----------- $15,457,222 ===========
*Represents a party in interest. The accompanying notes are an integral part of this schedule. Snap-on Incorporated 401(k) Savings Plan for Subsidiaries Financial Statements and Supplemental Schedule As of December 31, 2001 and 2000 Together With Auditors' Report Employer Identification Number 39-0622040 Plan Number 007 SNAP-ON INCORPORATED 401(k) SAVINGS PLAN FOR SUBSIDIARIES FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 007) TABLE OF CONTENTS REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS FINANCIAL STATEMENTS: Statements of Net Assets Available for Plan Benefits as of December 31, 2001 and 2000 Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended December 31, 2001 and 2000 NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE SUPPLEMENTAL SCHEDULE: Schedule H, Line 4i--Schedule of Assets (Held at End of Year)-- December 31, 2001 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Administrative Committee of the Snap-on Incorporated 401(k) Savings Plan for Subsidiaries: We have audited the accompanying statements of net assets available for Plan benefits of the SNAP-ON INCORPORATED 401(k) SAVINGS PLAN FOR SUBSIDIARIES (the "Plan") as of December 31, 2001 and 2000, 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 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 Plan benefits as of December 31, 2001 and 2000, and the changes in its net assets available for Plan benefits for the years then ended, in conformity with accounting principles generally accepted in the United States. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule referred to in the accompanying table of contents is presented for purposes 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/ Arthur Andersen LLP Chicago, Illinois May 14, 2002 SNAP-ON INCORPORATED 401(k) SAVINGS PLAN FOR SUBSIDIARIES STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS As of December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 007) 2001 2000 ----------- ----------- CASH $ -- $ 410 ACCRUED INCOME 1,066 1,162 EMPLOYER CONTRIBUTION RECEIVABLE 218,750 -- INVESTMENTS, at fair value (Note 3) 24,100,596 23,834,532 ----------- ----------- NET ASSETS AVAILABLE FOR PLAN BENEFITS $24,320,412 $23,836,104 =========== =========== The accompanying notes are an integral part of these statements. SNAP-ON INCORPORATED 401(k) SAVINGS PLAN FOR SUBSIDIARIES STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS For the Years Ended December 31, 2001 and 2000 (Employer Identification Number 39-0622040, Plan Number 007)
2001 2000 ------------ ------------ ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income (loss)- Net depreciation in fair value of investments (Note 3) $ (2,454,283) $ (1,506,039) Interest and dividends 838,042 1,829,867 Other (loss) income (12,445) 68,383 ------------ ------------ Total investment (loss) income (1,628,686) 392,211 ------------ ------------ Contributions- Participant 1,807,499 1,939,832 Employer 1,026,040 605,713 Rollovers 430,882 359,583 ------------ ------------ Total contributions 3,264,421 2,905,128 ------------ ------------ Total additions 1,635,735 3,297,339 ------------ ------------ DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Benefits paid to participants 1,149,281 1,972,212 Administrative expenses 2,551 3,215 ------------ ------------ Total deductions 1,151,832 1,975,427 ------------ ------------ TRANSFERS FROM AFFILIATED PLANS, net 405 13,729,142 ------------ ------------ Net increase 484,308 15,051,054 NET ASSETS AVAILABLE FOR PLAN BENEFITS: Beginning of year 23,836,104 8,785,050 ------------ ------------ End of year $ 24,320,412 $ 23,836,104 ============ ============
The accompanying notes are an integral part of these statements. SNAP-ON INCORPORATED 401(k) SAVINGS PLAN FOR SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE December 31, 2001 and 2000 16. DESCRIPTION OF PLAN General The following brief description of the Snap-on Incorporated 401(k) Savings Plan for Subsidiaries (the "Plan") is provided for general information purposes only. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended. Participants should refer to the Plan document for more complete information. The Plan was adopted effective April 1, 1998, and was amended and restated January 1, 2001. The purpose of the Plan is to provide eligible employees an opportunity to accumulate savings on a tax-advantage basis. Effective July 1, 1999, the assets of Edge Diagnostic Systems 401(k) Savings Plan were merged into the Plan. Effective August 1, 1999, the assets of Sioux Tools, Inc. 401(k) Plan were merged into the Plan. Effective February 1, 2000, the assets of the Thomson Holding Inc. Savings Plan and Snap-on Incorporated 401(k) Savings Plan (for Snap-on Diagnostics, San Jose, CA) merged into the Plan. Eligibility The Plan covers the employees of J. H. Williams, a division of Snap-on Tools Company (the "Company"). Employees of Computer Aided Service, Inc. (a subsidiary of the Company) are covered only to the extent that certain assets from the Computer Aided Service, Inc. 401(k) Plan (the "CAS Plan") have been transferred to the Plan. Any employee satisfying the above requirements with at least three months service is eligible to participate in the Plan for purpose of pretax contributions, unless he or she is covered by a collective bargaining agreement, is leased from another company, is a nonresident alien who receives no income from U.S. sources subject to U.S. income taxes or is employed in a U.S. territory. Effective January 1, 2001, each eligible employee, other than a temporary employee, who has attained age 18 shall become a participant on the date he or she first performs an hour of service. Effective January 1, 2001, each eligible employee who is a temporary employee shall become a participant on the first January 1 or July 1 after the date he or she attains age 21 and completes a year of service. Contributions Eligible employees are able to make contributions to the Plan via salary deferral agreements. The annual contribution per participant is limited to the lesser of (a) the maximum 401(k) contribution allowed under the Internal Revenue Code ("IRC") or (b) 15% of the participant's -2- compensation. Participants have the option to allocate their account balances between nine investment options: BGI Midcap Equity Index Fund, BGI Alpha Stock Fund, BGI International Equity Fund, BGI Asset Allocation Fund, BGI S&P 500 Stock Fund, BGI Bond Index Fund, BGI Money Market Fund, MFS Emerging Growth Fund Class A and Snap-on Incorporated Stock. For employees of J.H. Williams, for each pretax dollar contributed (up to the first 12% of eligible pay), the employer will contribute 25%. For employees of Sioux Tools, Inc., Snap-On Diagnostics, San Jose, and Mitchell Repair Information Company, for each pretax dollar contributed (up to the first 6% of eligible pay), the employer will contribute 50%. Participant Accounts Individual accounts are maintained for each of the Plan's participants to reflect the participant's contributions and related employer contributions as well as the participant's share of the Plan's income and any related administrative expenses. Allocations are based on the proportion that each participant's account balance bears to the total of all participant account balances. Vesting Participants are 100% vested in their pretax contributions and actual earning thereon. Participants become fully vested in the employer contribution as follows: Vested Years of Service Percentage ----------------- ------------- Less than 1 0% 1 25 2 50 3 75 4 or more 100 ======= Participant Loans Participant loans are limited to 50% of the participant's account balance, not to exceed $50,000. The minimum loan amount is $1,000, and participants can only have one loan at any particular time. The loans bear interest at fixed reasonable rate determined from time to time by the Plan administrator and are commensurate with local prevailing rates in effect at the time the loans are issued, with a maximum loan term of 5 years (personal loans) or 15 years (mortgage loans). Payment of Benefits The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. On termination of service due death, disability or retirement, a participant may elect to be paid in the form of a single lump sum or annual installments not to -3- exceed the life or the joint and last survivor life expectancy of the participant or his or her beneficiary. In-service and hardship withdrawals are also available. Forfeited Accounts At December 31, 2001, forfeited nonvested accounts totaled $4,768. These accounts will be used to reduce future employer contributions. Also, in 2001, employer contributions were reduced by $5,888 from forfeited accounts from previous years. Rollovers Rollovers represent amounts transferred to the Plan by new participants from other qualified plans. Plan Administration The Plan's assets are held by Merrill Lynch Trust Company, FSB, the Trustee of the Plan. Contributions and Snap-on stock are remitted to the Trustee, which invests cash received, interest and dividend income and makes distributions to participants. The Company is the Plan administrator. Investment management fees and other transaction-based fees are paid by the Plan. Loan fees are paid by the participant. Administrative fees for accounts of separated employees and beneficiaries are paid by the former employees or beneficiaries. All other expenses are paid by the Company. 17. BASIS OF ACCOUNTING Financial Statements The financial statements have been prepared on the accrual basis of accounting. Accounting Estimates 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, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Investment Valuation and Income Recognition All investments are stated at fair value based upon quoted market prices. Dividend income is recorded on the record date. Interest earned on investments is recorded on the accrual basis. Net Depreciation in Fair Value of Investments The net depreciation in fair value of investments consists of realized gains or losses and unrealized appreciation (depreciation) in the fair value of such investments. -4- Distributions Benefits paid to participants are based upon the fair value of each participant's investment account as of the date of distribution. 18. INVESTMENTS The following presents investments that represent 5% or more of the Plan's net assets at December 31: 2001 2000 ----------- ---------- BGI Midcap Equity Index Fund $ 5,826,971 $ - S&P Midcap Stock Fund - 5,702,666 MFS Emerging Growth Fund Class A 2,035,468 2,703,449 BGI Asset Allocation Fund 2,443,523 2,700,890 BGI S&P 500 Stock Fund 5,555,043 6,302,193 BGI Money Market Fund 4,854,206 3,637,485 =========== ========== During 2001 and 2000, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value as follows: 2001 2000 ----------- ----------- Mutual funds $(2,205,338) $(2,479,440) Common stock 26,975 5,754 Common collective trusts (275,920) 967,647 ----------- ----------- $(2,454,283) $(1,506,039) =========== =========== The Plan provides for investments in common stock, mutual funds and common collective trusts that, in general, are exposed to various risks such as interest rate, credit and overall market volatility risks. 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 statements of net assets available for benefits. 4. PLAN TERMINATION Although it has not expressed any intention to do so, the Company reserves the right to terminate the Plan at any time. If the Plan is terminated, all accounts will automatically become payable as determined by the Plan administrator. -5- 5. TAX STATUS The Plan administrator has applied for a determination letter from the Internal Revenue Service but believes the Plan is currently designed and is being operated in compliance with the applicable requirements of the IRC. Therefore, the Plan administrator believes that the Plan was qualified and the related trust was tax-exempt as of the financial statement date. 6. RELATED-PARTY TRANSACTIONS The Plan's trustee fees, as well as most administrative fees, are borne by the Company. The Plan also invests in Snap-on Incorporated common stock. These transactions are not considered prohibited transactions by statutory exemptions under ERISA regulations. 7. PRIOR-YEAR RECLASSIFICATIONS Certain prior-year amounts have been reclassified to conform to the current-year presentation. 8. RECONCILIATION TO FORM 5500 The following table is a reconciliation of net assets available for plan benefits per the financial statements to the Form 5500 as filed by the Company for the Plan year ended December 31, 2001: Net assets available for benefits per Form 5500 $24,101,662 Employer contribution receivable 218,750 ----------- Net assets available per financial statements $24,320,412 =========== The following is a reconciliation of Employer contributions per the financial statements to the Form 5500 for the year ended December 31, 2000: Employer contributions per Form 5500 $ 807,290 Employer contributions receivable 218,750 ----------- Participant contributions per financial statements $ 1,026,040 =========== Employer contributions per the Plan's Form 5500 are different than the amount reported in the financial statements due to a difference in the timing of recognizing such amounts. -6- SNAP-ON INCORPORATED 401(k) SAVINGS PLAN FOR SUBSIDIARIES SCHEDULE H, LINE 4i--SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2001 Current Description of Investment Value - ------------------------------------------------------------- ------------ *BARCLAY GLOBAL INVESTORS: Common collective trusts- BGI Midcap Equity Index Fund $ 5,826,971 BGI Alpha Stock Fund 760,934 BGI International Equity Fund 471,453 Mutual funds- BGI Asset Allocation Fund 2,443,523 BGI S&P 500 Stock Fund 5,555,043 BGI Bond Index Fund 1,085,558 BGI Money Market Fund 4,854,206 MFS Emerging Growth Fund Class A 2,035,468 *SNAP-ON INCORPORATED COMMON STOCK 137,700 *LOANS TO PARTICIPANTS (interest rates ranging from 7.0% to 10.5%) 929,740 ----------- $24,100,596 =========== *Represents a party in interest. The accompanying notes are an integral part of this schedule. EX-99.2 5 slp300c.txt INDEPENDENT PUBLIC ACCOUNTANTS REPRESENTATIONS Exhibit 99.2 June 7, 2002 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street N.W. Washington, D.C. 20549 Arthur Andersen LLP has represented to the Snap-on Incorporated 401(k) Savings Plan, the Snap-on Incorporated 401(k) Personal Savings Plan for Collective Bargained Groups and the Snap-on Incorporated 401(k) Personal Savings Plan for Subsidiaries that its audit was subject to Andersen's quality control system for the U.S. accounting and auditing practice to provide reasonable assurance that the engagement was conducted in compliance with professional standards and that there was appropriate continuity of Andersen personnel working on the audit and availability of national office consultation. Snap-on Incorporated 401(k) Savings Plan Snap-on Incorporated 401(k) Personal Savings Plan for Collective Bargained Groups Snap-on Incorporated 401(k) Personal Savings Plan for Subsidiaries By: /s/ Paul C. Prickett ------------------------------------------ Paul C. Prickett, as Plan Administrator -----END PRIVACY-ENHANCED MESSAGE-----