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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
For the fiscal year ended December 31, 2000
Commission file no. 0-22861
FIRST INTERNATIONAL BANCORP, INC.
40l (k) PLAN
Delaware 06-1151731
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
FIRST INTERNATIONAL BANCORP, INC.
280 Trumbull Street
Hartford, CT 06103
(Address of principal executive offices)
Registrant's telephone number, including area code: (860) 727-0700
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TABLE OF CONTENTS
Page
Report of Independent Accountants 3
Financial Statements
Statements of Net Assets Available for Benefits as of the Plan
Years Ended December 31, 2000 and 1999 4
Statements of Changes in Net Assets Available for Benefits for
the Year Ended December 31, 2000 5
Notes to Financial Statements 6 - 11
Supplemental Schedule
Schedule of Assets Held for Investment Purposes 12
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Administrator of
First International Bancorp, Inc. 401(k) Plan
We have audited the accompanying statements of net assets available for benefits
of the First International Bancorp, Inc. 401(k) Plan (the "Plan") as of December
31, 2000 and 1999, and the related statement of changes in net assets available
for benefits for the year ended December 31, 2000. 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.
Except as explained in the following paragraph, 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.
As permitted by 29 CFR 2520.103-8 of the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974, investment assets held by Connecticut General Life
Insurance Company, the trustee of the Plan, and transactions in those assets
were excluded from the scope of our audit of the Plan's 1999 financial
statements, except for comparing the information provided by the trustee, which
is summarized in Note I, with the related information included in the financial
statements.
Because of the significance of the information that we did not audit, we are
unable to, and do not, express an opinion on the Plan's financial statements as
of December 31, 1999. The form and content of the information included in the
1999 financial statements, other than that derived from the information
certified by the trustee, have been audited by us and, in our opinion, are
presented in compliance with the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974.
In our opinion, the financial statements, referred to above, of the First
International Bancorp, Inc. 401(k) Plan as of December 31, 2000, and for the
year then ended present fairly, in all material respects, the financial status
of the First International Bancorp, Inc. 401(k) Plan as of December 31, 2000,
and changes in its financial status for the year then ended in conformity with
accounting principles generally accepted in the United States of America.
Our audit of the Plan's financial statements as of and for the year ended
December 31, 2000, was made for the purpose of forming an opinion on the
financial statements taken as a whole. The supplemental schedule of assets held
at end of year 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.
This supplemental schedule has been subjected to the auditing procedures applied
in the audit of the basic financial statements for the year ended December 31,
2000, and, in our opinion, is fairly stated in all material respects in relation
to the basic financial statements taken as a whole.
/s/ PricewaterhouseCoopers LLP
Hartford, Connecticut
June 18, 2001
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FIRST INTERNATIONAL BANCORP, INC. 401(k) PLAN
Statements of Net Assets Available for Benefits as of
the Plan Years Ended December 31, 2000 and 1999
2000 1999
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Assets:
Investments (see Note C) $5,506,456 $4,883,979
Receivables:
Employer contribution -- 37,069
Participant contributions -- 48,475
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Total receivables -- 85,544
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Net assets available for benefits $5,506,456 $4,969,523
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See accompanying notes to the financial statements
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FIRST INTERNATIONAL BANCORP, INC. 401(k) PLAN
Statement of Changes in Net Assets Available for Benefits
for the Year Ended December 31, 2000
2000
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Additions:
Additions to (deductions from) net assets attributed to:
Investment income:
Net (depreciation) in fair value
of investments (see Note C) $ (536,477)
Interest 34,634
Dividends 2,626
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(499,217)
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Contributions:
Participant withholdings 879,475
Participant rollovers 171,429
Employer match 527,332
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1,578,236
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Total additions 1,079,019
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Deductions:
Deductions from net assets attributed to:
Benefits paid to participants 528,308
Administrative expenses 13,778
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Total deductions 542,086
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Net increase 536,933
Net assets available for benefits:
Beginning of year 4,969,523
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End of year $ 5,506,456
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See accompanying notes to the financial statements
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FIRST INTERNATIONAL BANCORP, INC. 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
A. DESCRIPTION OF PLAN
The following description of the First International Bancorp, Inc.
("Company") 401(k) Plan ("Plan") provides only general information.
Participants should refer to the Plan Agreement for a more complete
description of the Plan provisions.
General. The Plan is a profit sharing and 401(k) plan designed as a
defined contribution plan and covers all active full-time employees of the
Company who have completed a minimum of one month of service. It is
subject to the provisions of the Employee Retirement Income Security Act
(ERISA).
Contributions. Each year, participants may contribute from 1% to 15% of
pretax annual compensation, as defined in the Plan. Participants may also
contribute amounts representing distributions directly from other
qualified defined benefit accounts or through an individual retirement
account (IRA). Participants direct the investment of their contributions
into various investment options offered by the Plan. The Plan currently
offers fifteen mutual funds and an income fund as investment options for
participants as well as the option to invest in First International
Bancorp, Inc. Common Stock. The Company contributes a discretionary
percent of the first 6 percent of base compensation that a participant
contributes to the Plan. During the years ended December 31, 2000 and
1999, the Company's discretionary contribution was 100% up to a maximum of
6% of a participant's compensation. The matching Company contribution is
invested in the same ratio as the employee's contribution. Additional
profit sharing amounts may be contributed at the option of the Company's
Board of Directors. Contributions are subject to certain limitations.
There were no additional amounts contributed for the years ended December
31, 2000 and 1999.
Participant Accounts. Each participant's account is credited with the
participant's contribution and allocations of (a) the Company's
contribution and (b) Plan earnings, and charged with an allocation of
administrative expenses. 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.
Vesting. Participants' are vested immediately in their contributions plus
actual earnings thereon. Participants' elective contributions can begin
after six months of employment with vesting in the Company's contribution
portion of their accounts based on years of continuous service.
Non-elective contributions and Company matching contributions start one
year after employment. A participant is 100 percent vested in the
Company's contribution after five years of credited service in accordance
with the following vesting schedule:
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YEARS OF SERVICE VESTING PERCENTAGE
Less than 1 0% vested
1 but less than 2 20% vested
2 but less than 3 40% vested
3 but less than 4 60% vested
4 but less than 5 80% vested
5 or more 100% vested
Participant Loans. Participants may borrow from their fund accounts a
minimum of $1,000 up to a maximum of $50,000 or 50 percent of the
aggregate of their account balances, whichever is less. Loans are
collateralized by the balance in the participant's account and bear
interest at rates that range from 6 percent to 10 percent, which were
commensurate with local prevailing rates as determined quarterly by the
Plan Administrator. Principal and interest is paid ratably through
bi-weekly payroll deductions.
Forfeitures. Forfeitures of the non-vested employer contribution are taken
immediately and are used as an employer credit against plan expenses. At
December 31, 2000 forfeited non-vested amounts totaled $27,765.
Payment of Benefits. On termination of service due to death, disability,
or retirement, a participant may elect to receive either a lump-sum amount
equal to the value of the participant's vested interest in his or her
account, annual installments over a ten-year period, or Company stock, to
the extent the participant is invested therein. For termination of service
for other reasons, a participant may receive the value of the vested
interest in his of her account as a lump-sum distribution. Participants
who terminate employment and whose account balances never exceeded $3,500
receive an immediate lump-sum cash distribution.
B. SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting. The accounts of the Plan are maintained by the
Trustee on a cash basis during the year. The financial statements included
herein have been prepared on an accrual basis of accounting in conformity
with accounting principles generally accepted in the United States of
America.
Use of Estimates. The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and changes therein, and disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
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Investment Valuation and Income Recognition. The Plan's investments are
stated at fair value except for its guaranteed income account, which is
valued at cost (Note D). Quoted market prices are used to value
investments. Shares of mutual funds are valued at the net asset value of
shares held by the Plan at year end.
Purchases and sales of securities are recorded on a trade-date basis.
Dividends are recorded on the ex-dividend date.
Risks and Uncertainties. The Plan provides for various investment options
in any combination of stocks, bonds, fixed income securities, mutual funds
and other investment securities. Investment securities are exposed to
various risks, such as interest rate, market and credit risk. 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 amount reported
in the statement of net assets available for plan benefits.
Payment of Benefits. Benefits are recorded when paid.
C. INVESTMENTS
The following presents investments that represent 5 percent or more of the
Plan's net assets as of December 31, 2000:
2000
SHARES AMOUNT
Chartered Guaranteed Income Fund 14,007 $ 384,599
CIGNA Lifetime 50 32,663 404,994
Chartered Large Company Stock Index - CIGNA 62,519 776,738
Chartered Large Company Growth - Putnam 75,351 969,259
Fidelity Advanced Growth Opportunities 12,622 796,788
Chartered Small Company Stock Growth 31,427 535,120
Chartered Foreign Stock II - Bank of
Ireland 42,290 518,416
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During 2000, the Plan's investments (including gains and losses on
investments bought and sold, as well as held during the year) depreciated
in value by $536,477 as follows:
Charter High Yield Bond - CIGNA $ (11,147)
CIGNA Lifetime 50 (5)
CIGNA Lifetime 40 (3,273)
CIGNA Lifetime 30 (1,257)
CIGNA Lifetime 20 (1,428)
Charter Large Co. Stk Index - CIGNA (81,974)
Charter Large Co. Stk Growth - Putnam (199,952)
Fidelty Adv Growth Opportunities (174,710)
Charter Foreign Stk II - Bank Ireland (49,764)
First International Bancorp Common (36,302)
CIGNA Lifetime 60 216
INVESCO Equity Income Account 2,328
Charter Sm Co Stk Growth - Fiduciary 18,985
Lazard Sm Cap Portfolio 1,762
Templeton Foreign Account 44
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$ (536,477)
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D. INVESTMENT CONTRACT WITH INSURANCE COMPANY
In July 1999, the Plan entered into a benefit-responsive investment
contract with Connecticut General Life Insurance Company ("CIGNA"). CIGNA
maintains the contributions in a general account. The account is credited
with earnings on the underlying investments and charged for participant
withdrawals and administrative expenses. The contract is included in the
financial statements at "contract value," which approximates market value,
as reported to the Plan by CIGNA. "Contract value" represents
contributions made under the contract, plus earnings, less participant
withdrawals and administrative expenses. Participants may ordinarily
direct the withdrawal or transfer of all or a portion of their investment
at value.
E. RELATED-PARTY TRANSACTIONS
In addition to the investment described at Note D, certain Plan
investments are shares of mutual funds managed by Connecticut General Life
Insurance Company who is the trustee as defined by the Plan and,
therefore, these transactions qualify as party-in-interest transactions.
Fees paid by the Plan for the investment management services and the
purchase of employer stock and fees deducted from the net earnings of the
investments and paid to the third party financial advisor for the year
ended December 31, 2000 approximate $75,000.
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F. PLAN TERMINATION
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 100 percent
vested in their employer contributions.
On January 15, 2001, the Company entered into a definitive Agreement and
Plan of Merger with United Parcel Service, Inc. ("UPS"), pursuant to which
a wholly-owned subsidiary of UPS will be merged with and into the Company.
The Merger is expected to close in July 2001 and the Plan would be
terminated at or after such closing.
G. TAX STATUS
The Internal Revenue Service has determined and informed the Company by a
letter dated May 27, 1997, that the Plan and related trust are designed in
accordance with applicable sections of the Internal Revenue Code (IRC).
Although the Plan has been amended since receiving the determination
letter, the Plan administrator and the Plan's tax counsel believe that the
Plan is designed and is currently being operated in compliance with the
applicable requirements of the IRC.
H. ADOPTION OF RECENT ACCOUNTING PRONOUNCEMENT
In 1999, the Plan adopted AICPA Statement of Position 99-3, "Accounting
for and Reporting Certain Defined Contribution Plan Investments and Other
Disclosure Matters" ("SOP 99-3"). SOP 99-3 eliminates previous disclosure
and reporting requirements regarding participant directed plan
investments. SOP 99-3 did not have an effect on the results of operations
of the Plan or on the value of the net assets of the Plan.
I. INFORMATION CERTIFIED BY THE TRUSTEE
The following is a summary of the information regarding the Plan, included
in the Plan's financial statements as of December 31, 1999, that was
prepared and certified as complete and accurate by the trustees of the
Plan, and furnished to the plan administrator:
- Employer and Employee contributions receivable by the Plan;
- Investments held by the Plan, by fund and in the aggregate, at cost
and fair value; and
- Accrued interest and dividends.
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J. RECONCILIATION OF FINANCIAL STATEMENT TO FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements to the Form 5500:
2000
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Net assets available for benefits, per the
financial statements $5,506,456
Benefits payable 3,376
Net assets available for plan benefits, per -----------
the Form 5500 $5,503,080
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The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500:
2000
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Benefits paid to participants per the financial
statements $ 528,308
Add: Benefits payable at December 31, 2000 3,376
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Benefits paid to participants per the Form 5500 $ 531,684
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SUPPLEMENTAL SCHEDULE
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2000
(c) Description of
(b) Identity of Investment (including
Issuer, Borrower, maturity date, rate of
Lessor, or Similar interest, collateral,
(a) Party par, or maturity value) (d) Cost (e) Current Value
* Connecticut General Life Insurance Co. Chtr Guaranteed Income Fund $384,599 $384,599
* Connecticut General Life Insurance Co. Chtr High Yield Bond - Cigna $87,899 $79,137
* Connecticut General Life Insurance Co. Cigna Lifetime 60 $8,427 $8,722
* Connecticut General Life Insurance Co. Cigna Lifetime 50 $375,557 $404,994
* Connecticut General Life Insurance Co. Cigna Lifetime 40 $174,145 $173,433
* Connecticut General Life Insurance Co. Cigna Lifetime 30 $137,734 $139,574
* Connecticut General Life Insurance Co. Cigna Lifetime 20 $77,433 $78,691
* Connecticut General Life Insurance Co. INVESCO Equity Income Account $81,701 $87,356
* Connecticut General Life Insurance Co. Chtr Large Co Stk Index - Cigna $799,153 $776,738
* Connecticut General Life Insurance Co. Chtr Large Co Stk Growth - Putnam $1,041,373 $969,258
* Connecticut General Life Insurance Co. Fid Adv Growth Opportunities $959,541 $796,788
* Connecticut General Life Insurance Co. Chtr Sm Co Stk Growth - Fiduciary $469,402 $535,120
* Connecticut General Life Insurance Co. Lazard Sm Cap Portfolio $14,544 $15,953
* Connecticut General Life Insurance Co. Chtr Forgn Stk II - Bank Ireland $487,923 $518,416
* Connecticut General Life Insurance Co. Templeton Foreign Account $84,911 $88,268
* First International Bancorp, Inc. Common Stock $253,569 $187,669
* Connecticut General Life Insurance Co. Cash Transaction Account (GST) $3,172 $3,172
--- Participant Loans Outstanding $258,568 $258,568
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$5,699,651 $5,506,456
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* Represents a party-in-interest
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
June 28, 2001 FIRST INTERNATIONAL BANCORP, INC.
40l(k) PLAN
By: /s/ Leslie A. Galbraith
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Plan Administrator
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INDEX TO EXHIBITS
Number Description Method of Filing
23 Consent of Independent Accountants Filed herewith
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