UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
FORM 11-K |
(Mark One)
|X| | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2006
OR
|_| | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to Commission file number 333-107872 |
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
Gehl Savings Plan
B. | Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office: |
GEHL COMPANY
143 Water Street
West Bend, Wisconsin 53095
Gehl Savings Plan |
Financial Statements and Supplemental Schedule |
December 31, 2006 and 2005 |
Gehl Savings Plan
Index to Financial Statements
December 31, 2006 and 2005
Page(s) | |
---|---|
Report of Independent Registered Public Accounting Firm | 1 |
Financial Statements | |
Statements of Net Assets Available for Benefits | |
at December 31, 2006 and 2005 | 2 |
Statements of Changes in Net Assets Available for | |
Benefits for the years ended December 31, 2006 and 2005 | 3 |
Notes to Financial Statements | 4-7 |
Supplemental Schedule | |
Schedule I: Schedule of Assets (Held at End of Year) | |
as of December 31, 2006 | 8 |
Note: | Other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable. |
Report of Independent Registered Public Accounting Firm
Participants and Administrator
Gehl Savings Plan
West Bend, Wisconsin
We have audited the accompanying statements of net assets available for benefits of Gehl Savings Plan as of December 31, 2006 and 2005, and the related statements of changes in net assets available for 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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. 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, 2006 and 2005, and the changes in its net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional supplemental schedule 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 and this schedule is the responsibility of the Plan’s management. The supplemental schedule 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.
/s/ Wipfli LLP
Wipfli LLP
June 20, 2007
Milwaukee, Wisconsin
1
Gehl Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2006 and 2005
2006 | 2005 | |||||||
---|---|---|---|---|---|---|---|---|
Assets | ||||||||
Investments | $ | 26,571,137 | $ | 25,538,252 | ||||
Receivables | ||||||||
Participants’ contributions | 12,206 | 14,278 | ||||||
Employer's contribution | 213,916 | 4,917 | ||||||
Interest income | 19,115 | 16,520 | ||||||
Due from broker | -- | 6,300 | ||||||
Total receivables | 245,237 | 42,015 | ||||||
Total Assets | 26,816,374 | 25,580,267 | ||||||
Liabilities | ||||||||
Due to broker | 2,726 | 24,863 | ||||||
Net assets available for benefits | ||||||||
$ | 26,813,648 | $ | 25,555,404 | |||||
The accompanying notes are an integral part of these financial statements.
2
Gehl Savings Plan
Statements of Changes in Net Assets Available for Benefits
For the Years Ended December 31, 2006 and 2005
2006 | 2005 | |||||||
---|---|---|---|---|---|---|---|---|
Additions | ||||||||
Additions to assets attributed to | ||||||||
Investment income | ||||||||
Interest and dividends | $ | 423,329 | $ | 351,309 | ||||
Net appreciation in fair value investments | 2,080,175 | 1,604,195 | ||||||
2,503,504 | 1,955,504 | |||||||
Contributions | ||||||||
Participant | 2,461,601 | 2,594,157 | ||||||
Employer | 1,005,915 | 717,337 | ||||||
3,467,516 | 3,311,494 | |||||||
Total additions | 5,971,020 | 5,266,998 | ||||||
Deductions | ||||||||
Deductions from net assets attributed to | ||||||||
Benefits paid to participants | 4,664,872 | 2,046,668 | ||||||
Administrative expenses | 47,904 | 47,338 | ||||||
Total deductions | 4,712,776 | 2,094,006 | ||||||
Net increase | 1,258,244 | 3,172,992 | ||||||
Net assets available for benefits | ||||||||
Beginning of year | 25,555,404 | 22,382,412 | ||||||
End of year | $ | 26,813,648 | $ | 25,555,404 | ||||
The accompanying notes are an integral part of these financial statements.
3
Gehl Savings Plan
Notes to Financial Statements
December 31, 2006 and 2005
1. | Summary of Significant Accounting Policies |
Basis of presentation |
The accounts of the Gehl Savings Plan (the “Plan”) are maintained on the accrual basis of accounting. |
The financial statements are based on information provided to the Company and certified as complete and accurate by its Custodian, Marshall & Ilsley Trust Company N.A. Certain adjustments have been made to the financial statements provided by the Custodian in order for them to conform to the accrual basis of accounting. |
Use of estimates |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. |
Investment valuation |
Investments, except for the M&I Stable Principal Fund, are stated at fair value based on the quoted asset values on the last business day of the plan year. The M&I Stable Principal Fund (the “Fund”) is a fully benefit-responsive investment contracts valued at market value, which approximates contract value, and which represents the principal balance of the investment contracts, plus accrued interest at the stated contract rate, less payments received and contract charges by the insurance company. The Fund reported an average yield for the year of 4.47% and 4.00% for 2006 and 2005 and a crediting interest rate of 4.63% and 4.18% at December 31, 2006 and 2005, respectively. The Fund is subject to certain restrictions which may impact the Plan’s ability to fully realize the Fund’s value under certain circumstances. |
Income recognition |
Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. |
The Plan presents in the Statements of Changes in Net Assets Available for Benefits, the net increase in fair value of the investments, which consists of realized gains and losses, and the unrealized gains and losses on these investments. |
Purchases and sales of securities are recorded on the trade-date basis. |
Risks and uncertainties |
The Plan’s investments are exposed to various risks, such as interest rate, market, contract and credit risks. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the values of investments, it is at least reasonably possible that changes in risks in the near term would materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits and the statements of changes in net assets available for benefits. |
4
Gehl Savings Plan
Notes to Financial Statements
December 31, 2006 and 2005
Expenses of the Plan |
Trustee fees and other administrative expenses of the Plan are paid by the Plan unless voluntarily paid by Gehl Company (the “Company” or “Employer”), the plan sponsor. |
Benefits paid to participants |
Benefits are recorded when paid. |
2. | Description of the Plan |
The following description of the Plan provides only general information. Participants should refer to the plan document for a more complete description of the Plan’s provisions. |
Participation and administration |
The Plan, a contributory defined contribution plan, was established in 1985 to supplement the retirement benefits of those employees participating in the Company’s Retirement Income Plan B. The Plan is available to all regular part-time and full-time employees of the Company who meet the eligibility requirements of the Plan. However, union employees are not eligible for any Employer contributions. |
Administration of the Plan is performed by the Pension Committee of the Company. Marshall & Ilsley Trust Company N.A. serves as the Plan’s trustee. |
Contributions |
Company contributions to the Plan are equal to 50 percent of the nonunion participants’ basic contributions. The Company’s contribution plus the allocation of forfeitures shall not exceed six percent of defined annual compensation. Company contributions are allocated to the same investment options selected by the participant. |
Each participant has an account established for his/her appropriate share of Company contributions, if applicable, and participant contributions to the Plan. A participant’s basic contribution is made on a pre-tax basis and may be changed at the participant’s discretion on a quarterly basis. |
A participant whose basic contribution is six percent of defined annual compensation may make supplemental contributions of an additional one percent, or any whole multiple thereof, up to a combined total of 25 percent of defined annual compensation, subject to an annual limitation defined by the Internal Revenue Code. Supplemental contributions are also made on a pre-tax basis. |
The Plan allows qualifying rollover distributions, as defined. |
Investment options |
Each participant elects to invest his/her contribution in one or more of the investment funds offered under the Plan. One of the investment funds included is the Gehl Company Stock Fund. There are restrictions on transfers in or out of the Gehl Company Stock Fund. Only new contributions, not a reallocation of an existing investment, can be invested in the Gehl Company Stock Fund and all transfers out must be for the full amount the participant has invested in the Fund at the time of transfer. Such elections may be changed on a daily basis. |
5
Gehl Savings Plan
Notes to Financial Statements
December 31, 2006 and 2005
Vesting |
Participants are fully vested in their contributions, rollover deposits and earnings thereon at all times. |
Participants become vested in Company contributions over 5 years at the rate of 20 percent for each completed year of vesting service. A participant becomes fully vested in the event the Plan is terminated. |
Withdrawals during employment |
Withdrawals during employment are limited to the amount required to meet the need created by a financial hardship of the participant or for participants reaching the age of 59½. These participants are eligible to withdraw all or a portion of employee contributions, and the accumulated earnings thereon prior to December 31, 1988, upon written request to and approval by the Company. In addition, participants who have reached the age of 59½ are allowed only two withdrawals during any twelve month period. |
Distributions upon termination of employment |
Participants are entitled to receive, in a lump sum or in substantially equal installments over a period ranging from 5-10 years at the participants discretion, the entire value of their vested account balance upon normal retirement at age 65, upon early retirement under a Company-sponsored, qualified defined benefit plan or upon disability or death. Participants who terminate for any other reason are entitled to receive the vested portion of their account in a lump sum cash distribution. |
Forfeitures |
The Plan provides that, upon termination of employment, a participant’s nonvested funds are provisionally forfeited, and allocated with the Company’s matching contribution as soon as practicable following each calendar month. After a six-year break in service, the forfeiture is final. However, if a participant resumes employment with the Company prior to expiration of the six-year break in service, any conditionally forfeited amount shall be reinstated from current forfeitures, if available, or a special Company contribution. Plan forfeitures were $33,558 and $18,430 in 2006 and 2005, respectively. |
Participant Loans |
Under the provisions of the Plan, participant loans are not allowed. |
Termination of the Plan |
The Company anticipates and believes that the Plan will continue without interruption but reserves the right, by action of the Board of Directors, to terminate the Plan, in whole or in part. In the event of such termination, the accounts of all affected participants thereby become fully vested and will be distributed in accordance with the provisions of the Plan. |
6
Gehl Savings Plan
Notes to Financial Statements
December 31, 2006 and 2005
3. | Investments |
The following presents investments that represent five percent or more of the Plan’s net assets. |
2006 | 2005 | |||||||
---|---|---|---|---|---|---|---|---|
Aim Basic Balanced Fund Class A 201,693 and 191,571 | ||||||||
shares, respectively | $ | 2,674,451 | $ | 2,346,744 | ||||
Vanguard Index Fund, 37,136 and 44,055 shares, | ||||||||
respectively | 4,812,445 | 5,022,725 | ||||||
Marshall MidCap Growth Fund 115,140 and 126,042 shares, | ||||||||
respectively | 1,768,557 | 1,775,938 | ||||||
M&I Stable Principal Fund 3,582,509 and 3,232,938 shares, | ||||||||
respectively | 3,582,509 | 3,232,938 | ||||||
Marshall Intermediate Bond Fund 138,473 shares | * | 1,282,262 | ||||||
Fidelity Equity Income Fund 58,783 and 49,740 shares, | ||||||||
respectively | 1,856,354 | 1,409,618 | ||||||
Legg Mason Value Fund 58,810 and 71,309 shares, | ||||||||
respectively | 4,276,659 | 4,898,948 | ||||||
Templeton Funds Income Foreign Funds Class A 135,623 | ||||||||
and 123,101 shares, respectively | 1,849,903 | 1,560,917 | ||||||
Wells Fargo Advantage Small Cap Value Fund 46,126 shares | * | 1,391,611 | ||||||
*Investment less than 5% as of December 31 |
During 2006 and 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: |
2006 | 2005 | |||||||
---|---|---|---|---|---|---|---|---|
Gehl Stock Fund | $ | 59,462 | $ | 557,859 | ||||
Mutual Funds | 2,020,713 | 1,046,336 | ||||||
$ | 2,080,175 | $ | 1,604,195 | |||||
4. | Tax Status of the Plan |
The Internal Revenue Service has determined and informed the Company by a letter dated March 25, 2002 that the Plan is designed in accordance with applicable sections of the Internal Revenue Code (“IRC”). The Plan has been amended since receiving the determination letter. However, the plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan’s financial statements. |
5. | Party-in-Interest Transactions |
Transactions involving the Gehl Stock Fund and the funds administered by Marshall & Ilsley Trust Company N.A., trustee of the Plan, are considered party-in-interest transactions. These transactions are not, however, considered prohibited transactions under 29 CFR 408(b) of the ERISA regulations. Fees paid to Marshall & Ilsley Trust Company N.A. related to the Plan during 2006 and 2005 are $40,672 and $39,140, respectively. |
7
Gehl Savings Plan | ||
Schedule of Assets (Held at End of Year) | ||
EIN # 39-0300430 | Plan # 004 | |
As of December 31, 2006 | Schedule I | |
Equity Instruments | Cost | Current Value | |
---|---|---|---|
** | |||
* | Gehl Company Stock Fund: 46,505 shares | ** | $1,280,283 |
Aim Basic Balanced Fund: 201,693 shares | ** | 2,674,451 | |
Vanguard Index Fund: 37,136 shares | ** | 4,812,445 | |
* | Marshall MidCap Growth Fund: 115,140 shares | ** | 1,768,557 |
* | Marshall MidCap Value Fund: 85,547 shares | ** | 1,298,598 |
* | Marshall Prime Money Market Fund: 11,347 shares | ** | 11,347 |
Legg Mason Value Trust Fund: 58,810 shares | ** | 4,276,659 | |
American Growth Fund of America: 20,210 shares | ** | 655,824 | |
Templeton Foreign Fund: 135,623 shares | ** | 1,849,903 | |
Fidelity Equity Income Fund: 58,783 shares | ** | 1,856,354 | |
Wells Fargo Advantage Small Cap Value Fund: 37,980 shares | ** | 1,182,326 | |
21,666,747 | |||
Fixed Income Instruments | |||
* | Marshall Intermediate Bond Fund: 143,371 shares | ** | 1,321,881 |
* | M&I Stable Principle Fund: 3,582,509 shares | ** | 3,582,509 |
4,904,390 | |||
$26,571,137 | |||
* | Denotes party-in-interest. | ||
** | Cost information not required for participant-directed investments. |
See Report of Independent Registered Public Accounting Firm
8
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustee of the Gehl Savings Plan has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized, in the City of Milwaukee and the State of Wisconsin, this 20th day of June, 2007.
GEHL SAVINGS PLAN | |
By: Marshall & Ilsley Trust Company, Trustee | |
/s/ William P. Grow | |
Typed Name: William P. Grow | |
Title: Vice President |
9
EXHIBIT INDEX
GEHL SAVINGS PLAN
FORM 11-K
Exhibit No. | Exhibit |
(23) | Consent of Wipfli LLP |