FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 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. For the fiscal year ended: December 31, 2000 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- 3208 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Selig Chemical Industries Retirement Plan B. Name of issuer of the securities held pursuant to the plan and the address of the Principal executive office: National Service Industries, Inc. 1420 Peachtree Street, NE Atlanta, Georgia 30309 REQUIRED INFORMATION The following documents are filed as part of this report: 1. Financial Statements Plan financial statements prepared in accordance with the financial reporting requirements of ERISA including the following: Report of Independent Auditors Report of Independent Public Accountants Statements of Net Assets Available for Benefits as of December 31, 2000 and 1999 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2000 Notes to Financial Statements 2. Exhibits The following exhibits are filed with this report: Consent of Arthur Andersen LLP Consent of Ernst & Young LLP SIGNATURES 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 Selig Chemical Industries Retirement Plan Date: June 29, 2001 By: National Service Industries, Inc. Plan Administrator By: /s/JAMES S. BALLOUN Name: James S. Balloun Title: Chairman and Chief Executive OfficerAudited Financial Statements National Service Industries Selected 401(k) and Retirement Plans At December 31, 2000 and 1999 and for the year ended December 31, 2000 National Service Industries Selected 401(k) and Retirement Plans Audited Financial Statements At December 31, 2000 and 1999 and for the year ended December 31, 2000 Contents Report of Independent Auditors.................................................1 Audited Financial Statements Statements of Net Assets Available for Benefits................................2 Statements of Changes in Net Assets Available for Benefits.....................4 Notes to Financial Statements..................................................5 REPORT OF INDEPENDENT AUDITORS To The Plan Administrator of National Service Industries Selected 401(k) and Retirement Plans We have audited the accompanying statements of net assets available for benefits of National Service Industries Retirement and 401(k) Plan, National Linen Service Retirement and 401(k) Plan for Eligible Associates, National Linen Service Retirement and 401(k) Plan for Eligible Management Associates, AECO Employees' 401(k) Retirement and Savings Plan, Zep Manufacturing Company Profit Sharing/401(k) Retirement Plan, Enforcer Products 401(k) Plan, Selig Chemical Industries Retirement Plan, Lithonia Lighting Profit Sharing and Retirement Plan for Salaried Employees, and Lithonia Lighting 401(k) Plan for Hourly Employees (collectively, the "Plans") as of December 31, 2000 and the related statements of changes in net assets available for benefits for the year then ended. These financial statements are the responsibility of the Plans' 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 Plans at December 31, 2000 and the changes in the net assets available for benefits of the Plans for the year then ended in conformity with accounting principles generally accepted in the United States. /s/Ernst & Young LLP June 25, 2001 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Plan Administrator of Selig Chemical Industries Retirement Plan: We have audited the accompanying statements of net assets available for benefits of Selig Chemical Industries Retirement Plan as of December 31, 1999 and 1998 and the related statement of changes in net assets available for benefits for the year ended December 31, 1999. These financial statements are the responsibility of the Plans 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 as of December 31, 1999 and 1998 and the changes in its net assets available for benefits for the year ended December 31, 1999 in conformity with accounting principles generally accepted in the United States. /s/Arthur Andersen LLP Atlanta, Georgia June 8, 2000 National Service Industries Selected 401(k) and Retirement Plans Statements of Net Assets Available for Benefits December 31, 2000 Plan Interest Percentage Employer Participant Plan Interest in Net Assets in NSI DC Plan Contributions Contributions NSI DC Trust Available for Trust No. Plan Name Receivable Receivable (Notes 1,2 & 3) Benefits (Notes 1, 2 & 3) - -------- -------------------------------------- -------------- -------------- ----------------- ------------- -------------- 006 Selig Chemical Industries Retirement Plan $ 182,205 $ - $ 13,315,039 $ 13,497,244 4.72% 007 Zep Manufacturing Company Profit Sharing/401(k) Retirement Plan 2,233,732 69,816 142,289,301 144,592,849 50.46% 033 Lithonia Lighting Profit Sharing and Retirement Plan for Salaried Employees 2,428 8,114 95,723,683 95,734,225 33.95% 060 National Service Industries Retirement and 401(k) Plan - - 2,533,786 2,533,786 0.90% 061 National Linen Service Retirement and 401(k) Plan for Eligible Associates - 19,857 4,309,690 4,329,547 1.53% 062 National Linen Service Retirement and 401(k) Plan for Eligible Management Associates 9,460 47,727 7,678,242 7,735,429 2.72% 064 AECO Employees' 401(k) Retirement and Savings Plan - - 12,060,746 12,060,746 4.28% 067 Lithonia Lighting 401(k) Plan for Hourly Employees - - 256,520 256,520 0.09% 068 Enforcer Products 401(k) Plan 1,036 6,031 3,804,322 3,811,389 1.35% --------------- ---------- --------------- --------------- --------- Total $2,428,861 $151,545 $281,971,329 $284,551,735 100.00% =============== ========== =============== =============== ========= See accompanying notes. 2 National Service Industries Selected 401(k) and Retirement Plans Statements of Net Assets Available for Benefits December 31, 1999 Plan Interest Percentage Employer Participant Plan Interest in Net Assets in NSI DC Plan Contributions Contributions NSI DC Trust Available for Trust No. Plan Name Receivable Receivable (Notes 1, 2 & 3) Benefits (Notes 1, 2 & 3) - -------- ------------------------------------- ------------- -------------- ---------------- --------------- -------------- 006 Selig Chemical Industries Retirement Plan $ 181,433 $ - $ 14,751,974 $ 14,933,407 4.95% 007 Zep Manufacturing Company Profit Sharing/401(k) Retirement Plan 2,326,528 - 153,316,275 155,642,803 51.40% 033 Lithonia Lighting Profit Sharing and Retirement Plan for Salaried Employees 18,335 54,118 101,350,350 101,422,803 33.98% 060 National Service Industries Retirement and 401(k) Plan - - 2,264,925 2,264,925 0.76% 061 National Linen Service Retirement and 401(k) Plan for Eligible Associates - 11,158 4,212,076 4,223,234 1.41% 062 National Linen Service Retirement and 401(k) Plan for Eligible Management Associates 184 131 7,259,014 7,259,329 2.43% 064 AECO Employees' 401(k) Retirement and Savings Plan - - 11,230,480 11,230,480 3.76% 067 Lithonia Lighting 401(k) Plan for Hourly Employees - 1,566 94,343 95,909 0.03% 068 Enforcer Products 401(k) Plan - - 3,813,784 3,813,784 1.28% ------------- --------- --------------- --------------- -------------- Total $2,526,480 $66,973 $298,293,221 $300,886,674 100.00% ============= ========= =============== =============== ============== See accompanying notes. 3 National Service Industries Selected 401(k) and Retirement Plans Statements of Changes in Net Assets Available for Benefits For The Year Ended December 31, 2000 Net Assets Net Net Assets Available for Investment Available for Benefits at Plan Loss from NSI Benefits at Plan December 31 Employer Participant Benefit Transfers, DC Trust December 31, No. Plan Name 1999 Contributions Contributions Payments net (Notes 1, 2 & 3) 2000 - -------- ------------------------------- ------------- -------------- ------------- ---------- -------- --------------- ------------ 006 Selig Chemical Industries Retirement Plan $ 14,933,407 $ 182,205 $ 566,841 ($ 1,559,940) $ - ($ 625,269) $ 13,497,244 007 Zep Manufacturing Company Profit Sharing/401(k) Retirement Plan 155,642,803 2,252,471 4,840,268 (12,278,763) - (5,863,930) 144,592,849 033 Lithonia Lighting Profit Sharing and Retirement Plan for Salaried Employees 101,422,803 2,442,838 5,198,629 (9,299,725) 4,122 (4,034,442) 95,734,225 060 National Service Industries Retirement and 401(k) Plan 2,264,925 150,715 406,711 (185,752) (9,943) (92,870) 2,533,786 061 National Linen Service Retirement and 401(k) Plan for Eligible Associates 4,223,234 - 797,596 (399,181) (140,437) (151,665) 4,329,547 062 National Linen Service Retirement and 401(k)Plan for Eligible Management Associates 7,259,329 294,478 1,305,057 (935,232) 140,437 (328,640) 7,735,429 064 AECO Employees' 401(k) Retirement and Savings Plan 11,230,480 435,913 2,291,974 (1,528,696) 9,943 (378,868) 12,060,746 067 Lithonia Lighting 401(k) Plan for Hourly Employees 95,909 - 181,027 (9,583) - (10,833) 256,520 068 Enforcer Products 401(k) Plan 3,813,784 79,522 484,326 (417,148) - (149,095) 3,811,389 ------------- ---------- ----------- ------------- -------- ------------ ------------ Total $300,886,674 $5,838,142 $16,072,429 ($26,614,020) $4,122 ($11,635,612) $284,551,735 ============= ========== =========== ============= ======== ============ ============ See accompanying notes 4 National Service Industries Selected 401(k) and Retirement Plans Notes to Financial Statements December 31, 2000 1. Description of the Plans General The accompanying financial statements of those National Service Industries (the "Company" or "NSI") 401(k) and Retirement Plans listed in the accompanying financial statements (the "Plans") are commingled in the National Service Industries, Inc. Defined Contribution Plans Master Trust (the "NSI DC Trust"). The Plans are subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). Refer to the respective summary plan description or plan agreement for additional information about the Plans' funding, allocation, vesting, and benefit provisions. Eligibility Each of the Plans is a defined contribution plan. The Plans cover substantially all salaried, commissioned, union and nonunion hourly employees of the Company with at least one year of service, as defined, and who have attained the specified minimum age requirements. Administration The responsibility for administration of the Plans rests with the Plan's retirement committee, which is appointed by the board of directors of NSI. All administrative expenses of the Plans were paid by the Company during the year ended December 31, 2000. Plan Termination Although the Company intends for the Plans to be permanent, the Plans provide that the Company has the right to discontinue contributions or to terminate the Plans at any time. In the event of the plan termination, each participant shall be 100% vested in the balance of his/her account and his/her proportionate share of any future adjustments or forfeitures. Investment in NSI Common Stock As of December 31, 2000 and 1999, approximately 5.0% and 3.7%, respectively, of the NSI DC Trust's net assets were invested in the common stock of NSI, a party in interest to the Plans. 5 1. Description of the Plans (continued) Funding Policy The basis for determining participant (pre-tax) and employer contributions is as follows: Participant Plan Name Contributions Employer Contributions - ------------------------------------- --------------------- ------------------------------------------------ Selig Chemical Industries 2% to 15% of 5% of net profits allocated on up to $40,000 Retirement Plan compensation of compensation to participants making elective deferrals Zep Manufacturing Company Profit 1% to 15% of 5% of net profits plus an amount which Sharing/401(k) Retirement Plan compensation represents the same percentage of total annual compensation of all hourly paid Plan participants as the 5% of net profits bears to total annual compensation of salaried and commissioned Plan participants. This amount is multiplied by a fraction representing the relationship between annual compensation of all salaried, commissioned, and nonunion hourly or union qualifying participants to the annual compensation of all qualifying participants. Contribution applies to up to $40,000 of qualifying participant compensation. Additional discretionary contributions are permitted Lithonia Lighting Profit Sharing 1% to 15% of 50% of participant contribution up to 6% of and Retirement Plan for compensation compensation; Profit sharing contribution of Salaried Employees 2% of net profits less the matching contribution made if net profits exceed $6 million National Service Industries 1% to 15% of 50% of participant contribution up to 6% of Retirement and 401(k) Plan compensation compensation; additional discretionary profit sharing permitted National Linen Service Retirement 1% to 15% of Not applicable and 401(k) Plan for Eligible compensation Associates National Linen Service Retirement 1% to 15% of 50% of participant contribution up to 4% of and 401(k) Plan for Eligible compensation compensation; additional discretionary profit Management Associates sharing contribution permitted AECO Employees' 401(k) Retirement 1% to 15% of 50% of participant contribution up to 4% of and Savings Plan compensation compensation Lithonia Lighting 401(k) Plan for 1% to 15% of Not applicable Hourly Employees compensation Enforcer Products 401(k) Plan 1% to 15% of Discretionary match and profit sharing compensation contribution 2. Significant Accounting Policies Basis of Accounting The accounts of the Plans are maintained by the trustee, AMVESCAP National Trust Company, on the cash basis of accounting. The accompanying financial statements have been prepared using the accrual method of accounting by application of memorandum entries. 6 Investments The investments in the NSI DC Trust are subject to certain administrative guidelines and limitations as to the type and amount of securities held. Certain fund assets are allocated to selected independent investment managers to invest under these guidelines. Investments of the NSI DC Trust, except for the guaranteed investment contracts ("GICs"), are stated at fair value, as determined by the trustee from quoted market prices. Securities traded on a national exchange are valued at the last reported sales price on the last business day of the plan year; investments traded in the over-the-counter market and listed securities for which no sale was reported on the last day of the plan year are valued at the last reported bid price. GICs are subject to credit risk based on the ability of the issuers to meet interest or principal payments, or both, as they become due. Certain GICs included in the NSI DC Trust are synthetic; that is, the NSI DC Trust owns certain fixed income securities and the contract issuer provides a "wrapper" that guarantees a fixed rate of return and provides benefit responsiveness. At December 31, 2000 and 1999, the fair values of the underlying assets of the synthetic GICs (as determined from quoted market prices) were $36,352,000 and $38,326,000 respectively, and the values of the related wrapper contracts were $(556,000) and $712,000. GICs included in the NSI DC Trust are fully benefit-responsive and are therefore carried at contract value (cost plus accrued interest) by the NSI DC Trust in accordance with SOP 94-4, "Reporting of Investment Contracts held by Health and Welfare Benefit plans and Defined-Contribution Pension Plans." At December 31, 2000 and 1999, contract value approximated fair value. At December 31, 2000 and 1999, the weighted average crediting interest rates, which are reset periodically during the year, were 6.25% and 6.18%, respectively. For the years ended December 31, 2000 and 1999, the annual yields on the GICs held by the NSI DC Trust were 6.48% and 6.40%, respectively. For certain of the GICs held by the NSI DC Trust, crediting interest rates may be changed if certain events occur, such as early retirements and plant closings, but in no case are adjusted to a rate less than 0%. During June 1999, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133". SFAS 137 defers the effective date of SFAS 133 to years beginning after June 15, 2000. SFAS 133 will require the Plans to recognize all derivatives at fair value on the Statement of Net Assets Available for Benefits. Management of the Plans is evaluating SFAS 133 and, due to the Plans' minimal use of derivatives, does not believe that the adoption of SFAS 133 will have a material impact on the financial statements. 7 Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. There was no impact on the Plans' net assets available for benefits. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. 3. NSI DC Trust The NSI DC Trust is a collective investment of the assets of participating employee benefit plans of the Company. Fund assets are allocated among participating plans by assigning to each plan those transactions (primarily contributions and benefit payments) which can be specifically identified and allocating among all plans, in proportion to the fair value of the assets assigned to each plan, income and expenses resulting from the collective investment of the assets of the Fund. The following table presents the fair value of net assets of the NSI DC Trust: December 31 -------------------------------------------- 2000 1999 -------------------- ------------------- Mutual Funds $142,891,385 $150,101,844 Common/collective trusts 50,678,595 61,734,231 Guaranteed investment contracts 25,441,721 23,360,507 NSI common stock 14,092,908 11,026,746 Loans receivable from participants 7,767,946 7,942,464 Cash equivalents 5,357,101 4,873,957 Accrued investment income 21,854 23,712 Adjustments for pending trades 109,351 219,969 Accrued expenses and other (26,727) (28,248) Corporate debt instruments 8,932,327 7,837,797 U.S. Government securities 6,745,890 8,011,683 103-12 Investment entities 20,515,124 19,132,772 Other - 3,343,500 Synthetic guaranteed investment contract wrappers (556,146) 712,287 -------------------- ------------------- Net Assets $281,971,329 $298,293,221 ==================== =================== 8 3. NSI DC Trust (continued) Investment results of the NSI DC Trust for the year ended December 31, 2000 are as follows: Interest income $ 4,412,830 Dividends on NSI common stock 595,417 Net depreciation in fair value of NSI common stock (815,719) Net loss from common/collective trusts (1,167,483) Net loss from mutual funds (14,660,657) -------------------- Investment results ($11,635,612) ===================== 4. Income Tax Status All of the Plans, except for Plan Nos. 067 and 068 (see below), have individually received determination letters from the Internal Revenue Service (the "IRS") stating that the Plans are qualified under Section 401(a) of the Internal Revenue Code (the "Code") and, therefore, the related trust is exempt from taxation. Once qualified, the Plans are required to operate in conformity with the Code to maintain their qualification. The Plan Sponsor has indicated that it will take the necessary steps, if any, to maintain the Plans' qualified status. Plan Nos. 067 and 068, Lithonia Lighting 401(k) Plan for Hourly Employees and Enforcer Products 401(k) Plan, respectively, have not received a determination letter from the IRS stating that the Plans are qualified under Section 401(a) of the Code. The Plan Sponsor has indicated that it will take the necessary steps, if any, to maintain the Plans' qualified status. 5. Nonparticipant-Directed Fund Information Certain Plans in the NSI DC Trust provide for nonparticipant-directed funds. Such funds are invested in NSI common stock. The following represents the net assets available for benefits of the nonparticipant-directed portion of the Plans as of December 31, 2000 and 1999 and the changes in net assets available for benefits for the year ended December 31, 2000: 9 5. Nonparticipant-Directed Fund Information (continued) Plan No. --------------------------------------------------------------- 060 062 064 068 --------------- ----------- ------------ ---------- Net Assets, December 31, 1999 $ 306,761 $ 688,573 $ 886,704 $ 5,431 Employer contributions, net of forfeitures 150,714 294,275 435,910 79,522 Net investment income 12,848 6,459 21,994 17,766 Plan transfers 185 (5,440) (3,104) - Benefits paid to participants (14,764) (64,384) (78,390) (1,369) --------------- ----------- ------------ ---------- Net increase 148,983 230,910 376,410 95,919 --------------- ----------- ------------ ---------- Net Assets, December 31, 2000 $ 455,744 $ 919,483 $ 1,263,114 $ 101,350 =============== =========== ============ ========== 6. Benefits Payable The following plans had benefit payments that were approved for payment prior to December 31, 2000, but were not paid until 2001: Benefits Payable Plan No. Plan Name - ------------------ ---------------------------------------------------------------- -------------------- 006 Selig Chemical Industries Retirement Plan $ 59,629 007 Zep Manufacturing Company Profit Sharing/401(k) Retirement Plan 6,177 033 Lithonia Lighting Profit Sharing and Retirement Plan for Salaried Employees 342,600 061 National Linen Service Retirement and 401(k) Plan for Eligible Associates 3,161 062 National Linen Service Retirement and 401(k) Plan for Eligible Management Associates 32,503 064 AECO Employees' 401(k) Retirement and Savings Plan 16,633 10 7. Subsequent Events Effective March 19, 2001, two additional defined contribution plans sponsored by the Company began participating in the NSI DC Trust. Plan amendments effective in Plan year 2001 are as follows: Plan Effective No. Plan Name Date Description of Amendment - ----- ------------------------------------ ------------- ---------------------------------------------------------------------- 006 Selig Chemical Industries Retirement 1/1/2001 - Ceases profit sharing contributions. Plan - Changes matching contribution to 50% of participant's elective deferrals up to 6% of participant's annual compensation. - Changes matching contribution from participant directed to non-participant directed (invested in the NSI Stock Fund). Upon attaining the age of 55, participant may direct all or a portion of the matching contribution account. 007 Zep Manufacturing Company Profit 1/1/2001 - Ceases profit sharing contributions for non-union employees. Sharing/401(k) Retirement Plan - Changes matching contribution to 50% of participant's elective deferrals up to 6% of participant's annual compensation. - Changes matching contribution from participant directed to non-participant directed (invested in the NSI Stock Fund). Upon attaining the age of 55, participant may direct all or a portion of the matching contribution account. 033 Lithonia Lighting Profit Sharing and 1/1/2001 - Amends employee eligibility requirements from six months of Retirement Plan for Salaried service to an hour of service. Employees - Provides that inactive participant account balances less than $5,000 automatically be distributed. 3/1/2001 - Merges and transfers the assets and liabilities of Salaried Portion of Metal Optics Division 401(k)Profit Sharing Plan and Salaried Portion of Holophane Division Thrift and Retirement Plan. 11 7. Subsequent Events (continued) Plan Effective No. Plan Name Date Description of Amendment - ----- ------------------------------------- ------------- ------------------------------------------------------------------- 060 National Service Industries Retirement 1/1/2001 - Amends employee eligibility requirements from six months of and 401(k) Plan service to an hour of service. - Modifies matching contribution to allow participant to direct all or a portion of the matching contribution account (currently invested in the NSI Stock Fund) upon attaining the age of 55. 2/1/2001 - Provides for automatic enrollment of any employee hired on or after January 1, 2001 (unless an election to defer is filed by the employee) at a deferral rate equal to 3% of the employee's annual compensation. 062 National Linen Service Retirement and 1/1/2001 - Modifies matching contribution to allow participant to 401(k) Plan for Eligible direct all or a portion of the matching contribution account Management Associates (currently invested in the NSI Stock Fund)upon attaining the age of 55. 064 AECO Employees' 401(k) Retirement and 1/1/2001 - Amends employee eligibility requirements from one year of Savings Plan service and attaining the age of 21 to three months of service and attaining the age of 18. - Modifies matching contribution to allow participant to direct all or a portion of the matching contribution account (currently invested in the NSI Stock Fund) upon attaining the age of 55. 067 Lithonia Lighting 401(k) Plan for 1/1/2001 - Amends employee eligibility requirements from six months of Hourly Employees service to an hour of service. 068 Enforcer Products 401(k) Plan 1/1/2001 - Amends employee eligibility requirements from one year of service to an hour of service. - Modifies matching contribution to allow participant to direct all or a portion of the matching contribution account (currently invested in the NSI Stock Fund) upon attaining the age of 55. 12
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11-K Filing
National Service Industries Inactive 11-KAnnual report of employee stock purchases
Filed: 29 Jun 01, 12:00am