FORM 10-K/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT TO APPLICATION OR REPORT
FILED PURSUANT TO SECTION 13, OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
ANALYSTS INTERNATIONAL CORPORATION
Amendment No. 1
The undersigned registrant hereby amends the following items, financial
statements, exhibits or other portions of its Annual Report on Form 10-K as set
forth in the pages attached hereto:
The following information relating to the Analysts International Corporation
Savings and Investment Plan and required by Form 11-K for the Plan year ended
June 30, 2000 is included as part of the registrant's annual report on Form
10-K, as permitted by Rule 15d-21.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
Analysts International Corporation
By: /s/ Marti R. Charpentier
-------------------------------------
Marti R. Charpentier
Vice President Finance and Treasurer
ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN
INDEX
Page
----
- -------------------------------------------------------------------------------------------------
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS - Years ended June 30, 2000 and 1999:
Statements of net assets available for plan benefits 2
Statements of changes in net assets available for
plan benefits 3
Supplemental information on changes in net assets available for
plan benefits by type of fund 4
Notes to financial statements 5-7
SUPPLEMENTAL SCHEDULES FURNISHED PURSUANT TO THE
REQUIREMENTS OF FORM 5500:
I. Schedule H, PART IV, Line 4i - Schedule of Assets Held for Investment
Purposes, as of June 30, 2000 9
II. Schedule H, PART IV, Line 4j - Schedule of Reportable
Transactions for the Year Ended June 30, 2000 10
INDEPENDENT AUDITORS' REPORT
Savings and Investment Plan Committee
Analysts International Corporation
Minneapolis, Minnesota
We have audited the accompanying statements of net assets available for plan
benefits of Analysts International Corporation Savings and Investment Plan (the
Plan) as of June 30, 2000 and 1999 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 of America. 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, such financial statements present fairly, in all material
respects, the net assets available for plan benefits as of June 30, 2000 and
1999 and the changes in net assets available for plan benefits for the years
then ended in conformity with accounting principles generally accepted in the
United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information by fund for
the years ended June 30, 2000 and 1999, the supplemental schedules of Assets
Held for Investment Purposes as of June 30, 2000 and Reportable Transactions for
the year ended June 30, 2000 are presented for purposes of additional analysis
of the basic financial statements and for complying with the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974 and are not a required part of the basic
financial statements. This supplemental information is the responsibility of the
Plan's management. The supplemental information and schedules have been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ Deloitte and Touche LLP
Minneapolis, Minnesota
September 14, 2000
1
ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
June 30
------------------------------------------
2000 1999
-------------------- -------------------
ASSET - Investments, stated at market value $115,774,435 $105,099,341
-------------------- -------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $115,774,435 $105,099,341
==================== ===================
See notes to financial statements.
2
ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
Year Ended June 30
---------------------------------------------
2000 1999
--------------------- ----------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year $105,099,341 $104,719,255
ADDITIONS:
Investment income 8,831,721 5,487,972
Contributions by employer 1,388,852 1,439,225
Contributions by participants 14,846,850 15,077,320
Net appreciation (depreciation) in market value
of investments 1,647,451 (11,901,938)
--------------------- ----------------------
26,714,874 10,102,579
DEDUCTIONS:
Distributions to employer 268,052 163,497
Distributions to participants 15,771,728 9,558,996
--------------------- ----------------------
NET ADDITIONS 10,675,094 380,086
--------------------- ----------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $115,774,435 $105,099,341
===================== ======================
See notes to financial statements.
3
ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN
SUPPLEMENTAL INFORMATION ON CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS BY TYPE OF FUND
YEARS ENDED JUNE 30, 2000 AND 1999
OTC
Money U.S. Govt. High Yield Growth & Voyager Global Emerging
Market Trust Trust Income Fund Growth Growth
------ ----- ----- ------ ---- ------ ------
NET ASSETS AVAILABLE FOR PLAN BENEFITS
as of June 30, 1998 $3,828,111 $3,298,529 $5,168,028 $19,887,665 $23,922,073 $4,658,078 $6,826,042
ADDITIONS:
Investment Income 221,020 229,355 501,566 1,816,110 1,738,104 147,411 207,840
Contributions by employer
Contributions by participants 612,230 560,536 716,863 3,121,309 3,487,951 1,097,431 1,968,225
Loan payments 58,850 42,022 42,248 146,931 218,161 47,654 78,642
Net (depreciation) appreciation in
market value of investments (130,312) (872,619) 1,271,879 3,597,064 596,287 621,854
-----------------------------------------------------------------------------------------
892,100 701,601 388,058 6,356,229 9,041,280 1,888,783 2,876,561
DEDUCTIONS:
Distributions to employer
Distributions to participants 614,769 372,254 472,702 2,145,928 2,156,805 735,760 1,112,635
Loan withdrawals 27,177 84,905 54,350 181,511 207,698 40,282 64,428
-----------------------------------------------------------------------------------------
641,946 457,159 527,052 2,327,439 2,364,503 776,042 1,177,063
INTERFUND TRANSFERS 1,085,219 336,788 (332,841) (1,121,262) (125,092) (61,842) (334,659)
-----------------------------------------------------------------------------------------
NET ADDITIONS (DEDUCTIONS) 1,335,373 581,230 (471,835) 2,907,528 6,551,685 1,050,899 1,364,839
-----------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS
as of June 30, 1999 $5,163,484 $3,879,759 $4,696,193 $22,795,193 $30,473,758 $5,708,977 $8,190,881
ADDITIONS:
Investment Income 378,091 244,930 454,950 2,026,012 3,407,382 759,172 788,062
Contributions by employer
Contributions by participants 735,514 433,489 553,419 2,736,563 3,776,737 1,441,810 2,289,793
Loan payments 26,509 28,547 30,445 123,526 184,069 58,097 93,791
Net (depreciation) appreciation in
market value of investments (79,866) (436,387) (4,533,582) 7,614,849 1,236,214 4,762,527
-----------------------------------------------------------------------------------------
1,140,114 627,100 602,427 352,519 14,983,037 3,495,293 7,934,173
DEDUCTIONS:
Distributions to employer
Distributions to participants 1,357,669 406,848 508,218 3,043,538 4,758,299 1,129,114 1,910,058
Loan withdrawals 62,435 34,106 21,706 162,216 169,239 68,039 144,912
-----------------------------------------------------------------------------------------
1,420,104 440,954 529,924 3,205,754 4,927,538 1,197,153 2,054,970
INTERFUND TRANSFERS 1,858,345 (336,771) (906,005) (2,980,603) (1,495,288) 355,009 1,752,663
-----------------------------------------------------------------------------------------
NET ADDITIONS (DEDUCTIONS) 1,578,355 (150,625) (833,502) (5,833,838) 8,560,211 2,653,149 7,631,866
-----------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS
as of June 30, 2000 $6,741,839 $3,729,134 $3,862,691 $16,961,355 $39,033,969 $8,362,126 $15,822,747
=========================================================================================
International Vanguard Janus Janus Loan AiC
Growth 500 Mercury G & I Fund Stock
------ --- ------- ----- ---- -----
NET ASSETS AVAILABLE FOR PLAN BENEFITS
as of June 30, 1998 $1,017,526 $1,262,516 $34,850,687
ADDITIONS:
Investment Income 32,092 87,117 507,357
Contributions by employer 1,439,225
Contributions by participants 630,016 2,882,759
Loan payments 13,232 (893,137) 245,397
Net (depreciation) appreciation in
market value of investments 123,388 (17,109,479)
---------------------------------------------------------------------------------
798,728 (806,020) (12,034,741)
DEDUCTIONS:
Distributions to employer 163,497
Distributions to participants 286,188 163,453 1,498,502
Loan withdrawals 6,356 (788,370) 121,663
---------------------------------------------------------------------------------
292,544 (624,917) 1,783,662
INTERFUND TRANSFERS (90,630) 644,319
---------------------------------------------------------------------------------
NET ADDITIONS (DEDUCTIONS) 415,554 (181,103) (13,174,084)
---------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS
as of June 30, 1999 $1,433,080 - - - $1,081,413 $21,676,603
ADDITIONS:
Investment Income 95,470 723 637 71,468 604,824
Contributions by employer 1,388,852
Contributions by participants 899,963 37,803 97,422 49,174 1,795,163
Loan payments 19,298 1,234 2,823 1,668 (673,096) 103,089
Net (depreciation) appreciation in
market value of investments 664,335 (1,379) (68,284) (12,967) (7,498,009)
---------------------------------------------------------------------------------
1,679,066 38,381 31,961 38,512 (601,628) (3,606,081)
DEDUCTIONS:
Distributions to employer 268,052
Distributions to participants 475,339 69 28,771 29,757 241,453 1,882,595
Loan withdrawals 17,367 (785,850) 105,830
---------------------------------------------------------------------------------
492,706 69 28,771 29,757 (544,397) 2,256,477
INTERFUND TRANSFERS 559,629 284,008 1,561,206 895,148 (1,547,341)
---------------------------------------------------------------------------------
NET ADDITIONS (DEDUCTIONS) 1,745,989 322,320 1,564,396 903,903 (57,231) (7,409,899)
---------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS
as of June 30, 2000 $3,179,069 $322,320 $1,564,396 $903,903 $1,024,182 $14,266,704
=================================================================================
4
ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED JUNE 30, 2000 AND 1999
A. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Investments are stated at market value using quoted market values. Promissory
notes from participants are stated at the outstanding principal balance.
The financial statements have been prepared on the accrual basis of accounting.
All security transactions are recorded on their trade date.
Participants have control over the allocation of their account balances among
each of the eleven non-AIC Common Stock Funds. However, because Analysts
International Corporation (AIC) designates the investment option for the
employer matching contributions in the AIC Common Stock Fund, participants do
not have complete control of their assets invested in this fund.
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 and liabilities and
disclosure of contingent assets and liabilities at the date of financial
statements and the reported amounts of additions and deductions during the
reporting period. Actual results could differ from those estimates.
B. THE PLAN:
The Plan was established January 1, 1985 under Section 401(k) of the Internal
Revenue Code for the purpose of providing retirement and other benefits to
eligible participants. An employee of AIC becomes eligible for the Plan upon
commencement of active service.
The Plan is funded primarily by employee contributions. Eligible employees may
contribute up to 15% of their gross annual wages for pre-tax saving
contributions. In addition, the Plan allows rollover contributions from certain
qualified retirement plans.
Plan participants may choose to have their share of the Plan funds invested in
one or more of eleven investment funds offered by the Putnam, Vanguard and Janus
Companies and/or the AiC Common Stock Fund. The eleven funds include the Putnam
Money Market Fund, the Putnam U.S. Government Income Trust, the Putnam High
Yield Trust, the Putnam Fund for Growth and Income, the Putnam Voyager Fund, the
Putnam Global Growth Fund, the Putnam OTC Emerging Growth Fund, the Putnam
International Growth Fund, the Vanguard 500 Index Fund,
5
the Janus Mercury Fund and the Janus Growth and Income Fund. Effective April 3,
2000 the Plan was amended adding the Vanguard 500 Index Fund, the Janus Mercury
Fund and the Janus Growth and Income Fund. A participant's account (consisting
of employee contributions and investment income) is fully vested.
Participant loans are made in compliance with federal regulations in effect at
the time of the loan. Participant loans outstanding, included in investments,
amounted to $1,024,182 at June 30, 2000 and $1,081,413 at June 30, 1999.
The Plan provides for employer matching contributions where the employer matches
18% of the employee's pre-tax saving contributions, provided the employee has
been employed by the employer for one year or more and is not a highly
compensated employee as defined by federal tax laws. The employer matching
contributions are invested in the AIC Common Stock Fund.
A participant's interest in the employer matching contribution vests at the
rate of 20% per year after three years of service with 100% vesting after
seven years. Any nonvested portion of employer matching contributions to the
accounts of participants who withdraw from the Plan are forfeited in
compliance with federal regulations and used by the employer to reduce future
matching contributions.
Although the Company has not expressed an intent to discontinue the Plan, it may
do so at any time, subject to provisions set forth in the Employee Retirement
Income Security Act of 1974. If the Plan is terminated, no further contributions
will be made. The trustee will continue to hold the funds and make distributions
as if the Plan had not terminated.
C. TRUSTEE AND ADMINISTRATION OF THE PLAN:
Putnam Fiduciary Trust Company has been designated as trustee. Investments of
the Plan are held by Putnam Investor Services, Inc. on behalf of the trustee.
The Company has established a Savings and Investment Plan Committee for the
general administration of the Plan.
The Company pays the trustee fees on behalf of the Plan.
D. INTERNAL REVENUE SERVICE STATUS:
The IRS has issued determinations that the Plan, as originally adopted January
1, 1985, and as amended through January 17, 1994, is a qualified plan for tax
purposes under Sections 401(a) and 401(k) of the Internal Revenue Code, and that
the trust established in connection therewith is exempt from income tax under
Section 501(a) of the Code. The Company believes the Plan as presently
constituted and operated continues to meet the requirements of Sections 401(a)
and 401(k) of the Code and that the related trust is exempt from income tax
under Section 501(a) of the Code.
6
E. INVESTMENTS:
Year Ended June 30
------------------------------------------
Investments at market value: 2000 1999
-------------------- -------------------
Putnam Money Market Fund $6,741,839 $5,163,484
Putnam U.S. Government Income Trust 3,729,134 3,879,759
Putnam High Yield Trust 3,862,691 4,696,193
Putnam Fund for Growth and Income 16,961,355 22,795,193
Putnam Voyager Fund 39,033,969 30,473,758
Putnam Global Growth Fund 8,362,126 5,708,977
Putnam OTC Emerging Growth Fund 15,822,747 8,190,881
Putnam International Growth Fund 3,179,069 1,433,080
Vanguard 500 Index Fund 322,320
Janus Mercury Fund 1,564,396
Janus Growth & Income Fund 903,903
AIC Common Stock Fund 14,266,704 21,676,603
-------------------- -------------------
114,750,253 104,017,928
Promissory notes from participants 1,024,182 1,081,413
-------------------- -------------------
$115,774,435 $105,099,341
==================== ===================
F. BENEFITS PAYABLE:
As of June 30, 2000 and 1999, net assets available for plan benefits included
benefits of $1,571,569 and $1,325,156 respectively, due to participants who have
withdrawn from participation in the plan. These amounts will be reported on
Schedule H, Line 1g, of the plan's annual report on Form 5500 when filed.
7
SUPPLEMENTAL SCHEDULES FURNISHED PURSUANT TO
THE REQUIREMENTS OF FORM 5500
8
ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN
SCHEDULE H
PART IV
LINE 4i
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT JUNE 30, 2000
Number of Fair
Shares Cost Value
------------------- ------------------ -------------------
MUTUAL FUNDS:
Putnam Money Market Fund * 6,741,839 6,741,839 6,741,839
Putnam U.S. Government Income Trust * 300,252 4,091,898 3,729,134
Putnam High Yield Trust * 398,216 5,201,846 3,862,691
Putnam Fund for Growth and Income * 943,346 14,726,097 16,961,355
Putnam Voyager Fund * 1,249,487 16,715,224 39,033,969
Putnam Global Growth Fund * 504,046 5,831,332 8,362,126
Putnam OTC Emerging Growth Fund * 486,255 8,854,625 15,822,747
Putnam International Growth Fund * 106,252 2,297,890 3,179,069
Vanguard 500 Index Fund * 2,403 323,699 322,320
Janus Mercury Fund * 37,001 1,632,680 1,564,396
Janus Growth & Income Fund * 21,578 916,870 903,903
AIC COMMON STOCK FUND * 1,531,995 15,202,151 14,266,704
PROMISSORY NOTES FROM PARTICIPANTS 1,024,182 1,024,182
Interest rates ranging from 7.75% to 8.75% --------- ---------
with maturity dates through July, 2003
$83,560,333 $115,774,435
============ =============
* Known to be a party-in-interest.
9
ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN
SCHEDULE H
PART IV
LINE 4j
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED JUNE 30, 2000
Current Value
Identity of Description of Purchase Selling Cost of of Assets on Net Gain
Party Involved Transaction Price Price Asset Transaction Date (Loss)
-------------- ----------- ----- ----- ----- ---------------- ------
Putnam Fiduciary Purchases Of $3,891,928 $3,891,928 $3,891,928
Trust Company* AiC Stock
Putnam Fiduciary Sales of AiC $3,803,817 4,446,664 $3,803,817 ($642,847)
Trust Company* Stock
*Known to be a party-in-interest.
10
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1934, the
trustees (or other persons who administer the Plan) have duly caused this annual
report to be signed by the undersigned thereunto duly authorized.
Date: 10/25/00
ANALYSTS INTERNATIONAL CORPORATION
SAVINGS AND INVESTMENT PLAN
By /s/ Marti R. Charpentier
--------------------------------------
Marti R. Charpentier
Vice President Finance and Treasurer
EXHIBIT INDEX
No. Exhibit
- --- -------
24. Independent Auditors' Consent