5. INCOME TAX STATUS
The Plan operates under a non-standardized adoption agreement in connection with a prototype defined contribution plan and trust, sponsored by Merrill Lynch. This prototype plan document received a favorable determination letter, dated March 31, 2014, from the IRS, which states that the Plan qualifies under Section 401(a) of the Internal Revenue Code (“IRC”) and, therefore, has made no provision for federal income taxes under the provisions of Section 501(a). The plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable provisions of the IRC.
GAAP requires plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2020, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The plan administrator believes it is no longer subject to income tax examinations for years prior to 2017.
6. PARTY-IN-INTEREST TRANSACTIONS
The Plan assets were managed by Merrill Lynch. Merrill Lynch was the custodian as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. For the year ended December 31, 2020, fees paid by the Plan and the Company for the daily operational services of the Plan amounted to $4,000 and $12,172, respectively. For the year ended December 31, 2019, fees paid by the Plan and the Company for the daily operational services of the Plan amounted to $27,870 and $14,340, respectively. Additionally, Merrill Lynch may receive indirect compensation related to float income earned on non-interest bearing cash held on deposit pending investment or a participant’s deposit of a benefit payment, which qualifies as party-in-interest transactions.
At December 31, 2020 and 2019, the Plan held 129,881 and 145,216 shares of the Company in the common stock fund with a fair value of $2,814,512 and $4,536,538, respectively. Also, the Company engaged SWBC Investment Company to monitor and provide recommendations for the Plan’s investment fund offerings. For the year ended December 31, 2020 and 2019, the Company recorded expenses on behalf of the Plan of $79,040 and $73,929, respectively.
7. SUBSEQUENT EVENTS
The Plan has evaluated subsequent events through June 23, 2021, which is the date the financial statements were issued.
On April 15, 2021, WRI announced it had entered into a definitive merger agreement (the “Merger Agreement”) with Kimco Realty Corporation (“Kimco”). The Merger Agreement provides that WRI will be merged with and into Kimco (the “Merger”). WRI currently expects the Merger to close in the second half of 2021. The Merger Agreement provides that, unless otherwise requested by Kimco, WRI will take any action as is necessary to terminate the Plan effective as of the day prior to the Merger closing date, but contingent on the occurrence of such closing. The Merger Agreement also provides that upon the distribution of the assets in the accounts under the Plan to its participants, Kimco will permit such participants who are then actively employed by Kimco to make rollover contributions in the form of cash from the Plan to Kimco’s applicable defined contribution plan.
Additionally, the Plan has communicated its intent to terminate its investment in the Common Collective Trust Fund, and the Plan is in the process of merging with Kimco’s applicable defined contribution plan by January 1, 2022.
As of the date of this report, the financial impact, if any, of the termination on the Plan is not reasonably determinable due to the early stages of discussions.