11-K 1 form11k.htm FORM 11K


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

ANNUAL REPORT

PURSUANT TO SECTION 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

(Mark One)

(X)

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED].

  For the fiscal year ended March 31, 2005

OR

( )

TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED].

   For the transition period from ____ to ____.

 

Commission File No. 0-23832

 

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

PSS WORLD MEDICAL, INC. SAVINGS PLAN

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

PSS WORLD MEDICAL, INC.

4345 Southpoint Boulevard

Jacksonville, Florida 32216

 

 

REQUIRED INFORMATION

The PSS World Medical, Inc. Savings Plan (the “Plan”) is subject to the requirements of the Employee Retirement Income Security Act of 1974 (“ERISA”). The following financial statements and schedules of the Plan have been prepared in accordance with the financial reporting requirements of ERISA.


PSS WORLD MEDICAL, INC. SAVINGS PLAN

March 31, 2005 and 2004

Table of Contents

  Page
Report of Independent Registered Public Accounting Firm

Financial Statements:

     Statements of Net Assets Available for Benefits
     Statement of Changes in Net Assets Available for Benefits

Notes to Financial Statements 4-8

Schedule H, Line 4i-Schedule of Assets (Held at End of Year) 9-10

Report of Independent Registered Public Accounting Firm

To the Plan Administrator of the PSS World Medical, Inc. Savings Plan:

We have audited the accompanying statements of net assets available for benefits of the PSS World Medical, Inc. Savings Plan as of March 31, 2005 and 2004, and the related statement of changes in net assets available for benefits for the year ended March 31, 2005. 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 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 net assets available for benefits of the PSS World Medical, Inc. Savings Plan as of March 31, 2005 and 2004, and the changes in net assets available for benefits for the year ended March 31, 2005, in conformity with U. S. generally accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule H, Line 4i-Schedule of Assets (Held at End of Year) as of March 31, 2005, is presented for the purpose 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 and has been subjected to the auditing procedures applied in the audit 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.

KPMG LLP

Jacksonville, Florida
August 18, 2005

















-1-


PSS WORLD MEDICAL, INC. SAVINGS PLAN

Statements of Net Assets Available for Benefits

March 31, 2005 and 2004

  2005
2004
Assets:            
   Investments, at fair value   $ 84,941,449   $ 76,338,204  


   Receivables:  
      Employer contribution    16,581    20,551  
      Other    1,474,281    222,969  


               Total receivables    1,490,862    243,520  


               Total assets    86,432,311    76,581,724  
Liabilities:  
   Other:    1,079,788    234,109  


            Net assets available for benefits   $ 85,352,523   $ 76,347,615  






See accompanying notes to financial statements.



















-2-


PSS WORLD MEDICAL, INC. SAVINGS PLAN
Statements of Changes in Net Assets Available for Benefits
Year ended March 31, 2005

Additions to net assets available for benefits:        
      Dividends and interest income   $ 728,872  

      Contributions:  
          Participant    7,835,395  
          Employer    1,393,917  
          Rollovers from qualified plans    1,706,283  

               Total contributions    10,935,595  

      Net appreciation in fair value of investments    2,338,281  

               Total additions    14,002,748  

Deductions from net assets available for benefits:  
     Benefits paid to participants    (4,979,928 )
     Administrative expenses    (17,912 )

               Total deductions    (4,997,840 )

               Net increase    9,004,908  
Net assets available for benefits:  
     Beginning of year    76,347,615  

     End of year   $ 85,352,523  



See accompanying notes to financial statements.




-3-


PSS WORLD MEDICAL, INC. SAVINGS PLAN

Statements of Net Assets Available for Benefits

March 31, 2005 and 2004

(1)   Description of Plan

The following description of the PSS World Medical, Inc. Savings Plan (the “Plan”) provides only general information. Participants should refer to the summary plan document for a more complete description of the Plan’s provisions.

        (a)   General

  The Plan is a defined contribution plan covering substantially all employees of PSS World Medical, Inc. and its subsidiaries (the “Company” or “employer”). The Plan was created under the provisions of Section 401(a) of the Internal Revenue Code (the “IRC”) and includes a qualified deferred arrangement, as described in Section 401(k) of the IRC, for the benefit of eligible employees of the Company. The Plan also has the features of an employee stock ownership plan (“ESOP”), whereby employee and employer contributions can be invested in PSS World Medical, Inc. common stock (the “Company’s stock”). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, (“ERISA”), as amended.

        (b)   Plan Administration

  Effective December 31, 2004, the Principal Financial Group purchased ABN AMRO Trust Services Company. All record keeping and trustee responsibilities were transferred from ABN AMRO Trust Services Company to the Principal Financial Group (“Trustee”).

        (c)   Eligibility

  Effective October 1, 2003, any employee of the Company is eligible to participate in the Plan upon completing 30 days of service. Plan entry dates are the first day of each month within the Plan year.

        (d)   Contributions

  The Plan is funded through voluntary employee salary deferrals and employer contributions. Participants can elect to defer up to 85% but not less than 1% of compensation, as defined by the Plan and as limited by requirements of the IRC. Participants who have attained age 50 before the close of the Plan year are eligible to make an additional elective deferral contribution. Participant elective contributions are invested by the Trustee in the investment options (mainly mutual funds and employer securities) as directed by the participant. The Plan was also allows participants to make elective contributions from bonuses.

  The Company may make the following types of contributions: (i) supplemental ESOP matching contributions, (ii) ESOP matching contributions, (iii) non-ESOP matching contributions, (iv) ESOP employer contributions, and (v) qualified nonelective contributions.

  Supplemental ESOP Matching Contributions: If participants direct the investment of their elective contributions to the Unencumbered Company Stock Fund (participant-directed), the Plan may use the elective contributions to make payments on any loans outstanding if the Plan has purchased Company stock with borrowed funds. When loan repayments are made, shares of the Company’s stock are released from a special account within the Plan. The number of shares released is determined under federal laws governing the administration of ESOPs. The number of shares released is not directly related to the current fair market value of the Company’s stock. For that reason, the Company may purchase additional shares of the Company’s stock that are at least equal to the number of shares that would be purchased with the participant’s elective contributions if the shares were acquired at fair market value on the open market (“Supplemental ESOP Matching Contribution”). Any additional shares purchased as a result of the Supplemental ESOP Matching Contribution are allocated only to those participants who have directed their investment of their elective contributions to the Unencumbered Company Stock Fund. For the Plan year ended March 31, 2005, the Company made no Supplemental ESOP Matching Contributions.

-4-


  ESOP Matching Contributions and Non-ESOP Matching Contributions: The Company’s Board of Directors may elect annually to make a discretionary contribution in the form of an ESOP matching contribution (contributions to remain invested in the Company’s stock) or in the form of a non-ESOP matching contribution (contributions to be invested at the direction of the participant). Such contributions are allocated to participants based on the formula established by the Board of Directors. The Board of Directors also determines the percentage of each participant’s elective contributions to be matched as well as the maximum amount to be contributed. A participant must have provided 1,000 hours of service and be employed on the last day of the plan year to be eligible for such contributions. In the event that the elective contributions and ESOP employer contributions used to repay any outstanding ESOP loan are less than that required to meet the minimum loan payment, the Company shall make an ESOP matching contribution sufficient to meet the loan repayment requirement. For the Plan year ended March 31, 2005, the Company made no ESOP Matching Contributions.

  Effective April 1, 2001, the Company made a quarterly Non-ESOP Matching Contribution for each eligible participant equal to the lesser of (i) 25% of a participant’s elective deferral amount up to 4% of a participant’s compensation for the Plan year or (ii) $1,500. Effective April 1, 2004, the Company changed the quarterly Non-ESOP Matching Contribution for each eligible participant equal to the lesser of (i) 50% of a participant’s elective deferral amount up to 6% of a participant’s compensation for the Plan year or (ii) $1,250. This Non-ESOP Matching Contribution is subject to a six-year vesting schedule, as described in Note 1(e), Vesting. The Non-ESOP Matching Contributions for the Plan year ended March 31, 2005 was $1,377,336. Such contributions are invested in the investment options that are selected by each participant.

  ESOP Employer Contributions: The Company’s Board of Directors may also elect annually to make a discretionary ESOP Employer Contribution. If the Plan has purchased common stock of the Company with borrowed funds, the Plan may use these contributions to make payments due on any outstanding loans. Such contributions are allocated based on the ratio of each eligible participant’s considered compensation to the total considered compensation of all eligible participants during the plan year and will be allocated to participants who have provided 1,000 hours of service and are employed on the last day of the Plan year. There were no ESOP employer contributions for the Plan year ended March 31, 2005.

  Qualified Nonelective Contributions: The Company’s Board of Directors may also elect annually to make qualified nonelective contributions. Such contributions may be allocated to a limited number of nonhighly compensated employees and are only made to eliminate potential discrimination with respect to participant elective contributions or employer matching contributions that would otherwise favor highly compensated employees. The qualified nonelective contributions for the Plan year ended March 31, 2005 amounted to $16,581.

        (e)   Vesting

  Participants are immediately vested in their contributions, all post-August 1, 1999 employer contributions except ESOP employer contributions, and the earnings thereon. Participants are vested in the Company’s discretionary ESOP employer contributions, pre-August 1, 1999 ESOP employer contributions, and earnings thereon based on years of continuous service, as defined in the Plan, according to the following schedule:

Less than two years of service 0%
Two years but less than three years 20%
Three years but less than four years 40%
Four years but less than five years 60%
Five years but less than six years 80%
Six years or more 100%


  In the event of total and permanent disability or death, a participant shall become 100% vested in the participant’s account balance.

        (f)   Forfeited Accounts

  Nonvested portions of the Company’s discretionary contributions are forfeited as of a participant’s termination date and are used to reduce future Company matching contributions. At March 31, 2005 and March 31, 3004, forfeited, nonvested accounts of $133,809 and $66,539, respectively, were reflected in the accompanying statements of net assets available for benefits.

-5-


        (g)   Benefits Paid to Participants

  Upon retirement, death, disability, or other severance of employment, a participant or his/her beneficiary may elect to receive an amount equal to the value of the participant’s vested interest in the participant’s account. Balances in participant accounts are paid in a single lump sum. On December 26, 2003, the Plan was amended to comply with final regulations issued under Code Section 401(a)(9) regarding required minimum distributions.

  Participant account balances are distributed in shares of the Company’s stock (with fractional shares paid in cash) or cash as elected by the participant with payment to the participant at their direction. On March 28, 2005, the Plan was amended to address federally mandated automatic rollovers, where certain distributions may be rolled over to an Individual Retirement Plan.

        (h)   Participant Loans

  The Plan does not permit participant loans.

        (i)   Participant Accounts

  Each participant’s account is credited with the participant’s contributions, allocations of the Company’s contribution, and an allocation of Plan earnings. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

(2)   Summary of Significant Accounting Policies

        (a)  Basis of Accounting

  The accompanying financial statements have been prepared on the accrual basis of accounting.

        (b)  Use of Estimates

  The preparation of the financial statements in conformity with U.S. generally accepted accounting principals requires the Plan’s management to use estimates and assumptions that affect the accompanying financial statements and disclosures. Actual results could differ from these estimates.

        (c)  Income Recognition

  Interest income is recorded as earned on the accrual basis of accounting. Dividend income is recorded on the ex-dividend date. Net appreciation in fair value of investments is allocated on a daily basis to participant accounts. Purchases and sales of investments are recorded on a trade date basis.

        (d)   Investment Valuation

  Investments in mutual funds are stated at fair value, which is based on published market quotations on national exchanges. Investments in common collective trusts are stated at the fair value of the underlying assets determined by the custodian. Money market funds are valued at cost, which approximates fair value. The Company’s common stock as of March 31, 2005 is valued at a unit value determined by the amount of shares of stock and cash held within the unitized stock fund.

        (e)  Payment of Benefits

  Benefits are recorded when paid.

-6-


        (f)  Net Appreciation in Fair Value of Investments

  Net realized gains (losses) from the sales of investments and the changes in the unrealized appreciation (depreciation) on investments held are recorded in the accompanying statement of changes in net assets available for benefits as net appreciation in fair value of investments.

        (g)  Administrative Expenses

  The Company paid administrative expenses of the Plan, exclusive of distribution fees which were paid by the participants, for the year ended March 31, 2005.

(3)   Investments

  All investment elections are participant-directed funds. The following presents investments that represent 5% or more of the Plan’s net assets as of March 31, 2005 and 2004:

  2005
2004
Description of Asset
Units
Value

Value
PSS World Medical Inc.,
      common stock
2,532,483  $26,350,339  2,846,926  $29,301,473 
ABN AMRO Growth Fund 427,045  9,343,748  423,790  9,336,084 
PIMCO Total Return Fund 795,142  8,408,948  674,280  7,376,718 
Veredus Aggressive Grown Fund 450,899  8,075,608  446,924  7,450,237 
Janus Mid Cap Value Fund 305,703  6,768,272  228,163  4,898,650 
Dreyfus S&P 500 Index 183,525  6,326,104  130,865  4,310,607 
ABN AMRO Income Plus Fund 1,057,933  6,050,670  714,240  3,944,682 


  During the year ended March 31, 2005, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value as follows:

Mutual funds   $1,964,168  
PSS World Medical, Inc. common stock  237,375  
Common collective trusts  136,738  

         Net appreciation in fair value of investments  $2,338,281  











-7-


(4)   Tax Status

  The Internal Revenue Service has determined and informed the Company by a letter dated July 21, 2003, 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 continues to be designed and is currently being operated in compliance with the applicable requirements of the IRC and the Plan document.

(5)  Plan Termination

  Although it has not expressed any intent 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 fully vested in their employer contributions.

(6)  Related Party Transactions

  At March 31, 2005 and 2004, the Plan owned 2,316,497 and 2,618,541 shares of the Company’s common stock, respectively, which represents approximately 3.6% and 4.0% of the outstanding common stock of the Company, respectively.

  The employer contribution receivables at March 31, 2005 and 2004 represent the Qualified Nonelective Contribution of $16,581 and $20,551, respectively.

  The other receivables and other liabilities at March 31, 2005 and 2004 primarily represent pending trades.

  Certain Plan investments are shares of funds managed by affiliates of the Trustee; therefore, these transactions qualify as party-in-interest transactions.

(7)  Risk and Uncertainties

  The Plan invests in various investment securities including the Company’s common stock, as described in Note 3. 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 values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.





-8-


PSS WORLD MEDICAL, INC. SAVINGS PLAN

Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
March 31, 2005

Identity of party involved
Description of investment
Units
Current Value
* PSS World Medical, Inc.   PSS World Medical, Inc. common stock  
            2,316,497 underlying shares   2,532,483 $ 26,350,339
* ABN AMRO Asset Management   ABN AMRO Growth Fund   366,143 8,011,200
        Veredus Aggressive Growth Fund   423,825 7,590,709
        ABN AMRO Income Plus Fund     840,503   4,807,115
Janus Capital Group   Janis Mid Cap Value Fund     258,099   5,714,316
Pacific Investment Management Company   PIMCO Total Return Fund     365,263   3,860,825
Oppenheimer Funds   Oppenheimer Global Fund   54,421 3,169,481
The Dreyfus Family of Funds   Dreyfus S&P 500 Index   86,647 2,986,738
Alliance Capital Management   Alliance Growth & Income   523,014 1,924,692
American Funds Service Company   American Europacific Growth Fund   46,940 1,672,463
Ironwood Capital Management, LLC   ICM Isabelle Small Cap Fund   78,265 1,205,277
Artisan Funds, Inc.   Artisan Mid Cap Fund   41,857 1,199,205
* ABN AMRO Asset Management   PSS World Medical, Inc., Moderate Portfolio, 1,906,408.614 units  
        PIMCO Total Return Fund   370,915 3,924,276
        Dreyfus S&P 500 Index   67,645 2,331,735
                        ABN AMRO Income Plus Fund   183,911 1,051,846
                        Alliance Growth & Income   279,907 1,030,057
                        ABN AMRO Growth Fund  45,742 1,000,845
                        Janus Mid Cap Value Fund   35,623 788,682
                        Artisan Mid Cap Fund   26,569 761,192
                        American Europacific Growth Fund   18,485 658,610
                        Oppenheimer Global Fund   8,706 507,065
                          Veredus Aggressive Growth Fund   20,757 371,759
                          ICM Isabeele Small Cap Fund  24,082 370,867
                          ABN AMRO Investor Money Market Fund   6

        12,796,940

* ABN AMRO Asset Management  Moderate Aggressive Portfolio, 273,520.752 units  
                        Dreyfus S&P 500 Index   16,594 571,991
                        PIMCO Total Return Fund   24,075 254,711
                        Alliance Growth & Income   48,800 179,583
                        ABN AMRO Growth Fund   8.138 178,068
                        Janus Mid Cap Value Fund   6,018 133,242
                        Artisan Mid Cap Fund   4,516 129,397
                          American Europacific Growth Fund  2,798 99,676
                        Oppenheimer Global Fund   1,662 96,777
                        ABN AMRO Income Plus Fund   12,437 71,131
                        veredus Aggressive Growth Fund  3,525 63,129
                        ICM Isabelle Small Cap Fund   3,717 57,236
                       ABN AMRO Investor Money Market Fund   11

        1,834,952

* ABN AMRO Asset Management  PSS World Medical Inc., Aggressive Portfolio, 159,762.691 units  
                        Dreyfus S&P 500 Index   10,872 374,763
                        Alliance Growth & Income   44,347 163,197
                        ABN AMRO Growth Fund   5,899 129,061
                        Janus Mid Cap Value Fund   4,788 105,998
                        Artisan Mid Cap Fund   3,571 102,319
                          American Europacific Growth Fund  2,383 84,909
                        Oppenheimer Global Fund   1,228 71,540
                        Veredus Aggressive Growth Fund  2,792 50,012
                        ICM Isabelle Small Cap Fund   3,237 49,854
                          7

                          1,131,660

-9-


PSS WORLD MEDICAL, INC. SAVINGS PLAN

Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
March 31, 2005

Identity of party involved
Description of investment
Units
Current Value
* ABN AMRO Asset Management   PSS World Medical, Inc., Moderate Conservative Portfolio, 64,213.95 units  
        PIMCO Total Return Fund   20,350 215,306
                        ABN AMRO Income Plus Fund   8,539 48,835
        Dreyfus S&P 500 Index   1,237 42,645
                        Alliance Growth & Income   5,348 19,679
                        ABN AMRO Growth Fund  854 18,686
                        Janus Mid Cap Value Fund   752 16,658
                        Artisan Mid Cap Fund   566 16,206
                        American Europacific Growth Fund   281 10,025
                        Oppenheimer Global Fund   165 9,635
                          ABN AMRO Investor Money Market Fund   4

                          397,679

* ABN AMRO Asset Management   PSS World Medical, Inc., Conservative Portfolio, 50,295.511 units  
        PIMCO Total Return Fund   14,540 153,830
                        ABN AMRO Income Plus Fund   12,544 71,743
        Dreyfus S&P 500 Index   529 18,231
                        Janus Mid Cap Value Fund   423 9,376
                        Alliance Growth & Income   2,497 9,189
                        Artisan Mid Cap Fund   316 9,052
                        Oppenheimer Global Fund   155 9,038
                        ABN AMRO Growth Fund   269 5,888
                          ABN AMRO Investor Money Market Fund   2

                            286,349

* ABN AMRO Asset Management       Liquidity Fund   1,509

        $ 84,941,449

* Party-in-interest

See accompanying independent auditors’ report.

-10-


SIGNATURES

The Plan.   Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned, hereunto duly authorized.

Date: August 26, 2005

  PSS WORLD MEDICAL, INC. SAVINGS PLAN
   
  By:   PSS World Medical, Inc., as Plan Administrator
   
   
  By:   /s/ David M. Bronson
          David M. Bronson
          Executive Vice President and Chief Financial         Officer (Duly Authorized Officer and Principal         Financial and Accounting Officer)





















-11-


EXHIBIT INDEX

Exhibit
Number

  Description
23 Consent of Independent Registered Public Accounting Firm


















-12-