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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
__________
FORM 11-K
__________
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, 2001
OR
[ ] Transition report pursuant to Section 15(d) of the Securities Exchange
Act of 1934
For the transition period from _____ to _____
Commission file number 001-07160
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
COACHMEN INDUSTRIES, INC.
RETIREMENT PLAN AND TRUST
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
Coachmen Industries, Inc.
2831 Dexter Drive
Elkhart, Indiana 46514
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REQUIRED INFORMATION
A. FINANCIAL STATEMENTS AND SCHEDULE: PAGE
Report of Independent Auditors 3
Financial Statements:
Statements of Net Assets Available for
Benefits as of December 31, 2001 and 2000 4
Statements of Changes in Net Assets Available
for Benefits for year ended December 31, 2001 5
Notes to Financial Statements 6-11
Supplemental Schedule:
Schedule H, Line 4i - Schedule of Assets 12
(Held at End of Year)
B. EXHIBITS
23 Consent of Independent Auditors (filed herewith) 13
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REPORT OF INDEPENDENT AUDITORS
Plan Administrator
Coachmen Industries, Inc. Retirement Plan and Trust
Elkhart, Indiana
We have audited the accompanying statements of net assets available for benefits
of the Coachmen Industries, Inc. Retirement Plan and Trust (the "Plan") at
December 31, 2001 and 2000, and the related statement of changes in net assets
available for benefits for the year ended December 31, 2001. 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, 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, 2001 and 2000, and the changes in net assets available for benefits
for the year ended December 31, 2001 in conformity with accounting principles
generally accepted in the United States of America.
Our audit of the Plan's financial statements was conducted for the purpose of
forming an opinion on the basic financial statements taken as a whole. The
supplementary schedule of assets (held at December 31, 2001) 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. The supplementary schedule has been
subjected to the auditing procedures applied in the audit of the 2001 basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the 2001 basic financial statements taken as a whole.
Crowe, Chizek and Company LLP
Elkhart, Indiana
June 28, 2002
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2001 and 2000
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2001 2000
ASSETS
Investments $ 14,315,108 $ 8,437,546
Employee contributions receivable 31,411 159,520
Employer contributions receivable 10,115 43,158
Interest receivable 4,621 3,650
Cash 1,499 -
_____________ _____________
$ 14,362,754 8,643,874
LIABILITIES
Other liabilities, net 4,967 4,525
_____________ _____________
Net assets available for benefits $ 14,357,787 $ 8,639,349
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See accompanying notes to financial statements.
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year ended December 31, 2001
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ADDITIONS TO NET ASSETS ATTRIBUTED TO
Contributions
Employee $ 4,194,699
Employer 1,325,613
Investment income 386,775
____________
Total additions $ 5,907,087
____________
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO
Benefit payments 2,313,847
Net depreciation in fair value of investments 1,614,162
____________
Total deductions 3,928,009
____________
Net increase prior to merger with other plans 1,979,078
Transfer of assets from merged plans (Note 1) 3,739,360
____________
Net increase 5,718,438
Net assets available for benefits at beginning of year 8,639,349
____________
Net assets available for benefits at end of year $ 14,357,787
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See accompanying notes to financial statements.
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2001
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NOTE 1 - PLAN DESCRIPTION
The following description of the Coachmen Industries, Inc. Retirement Plan and
Trust (the "Plan") provides only general information. Participants should refer
to the Plan agreement for a more complete description of the Plan's provisions.
GENERAL: The Plan is a defined contribution plan covering all full-time
employees of Coachmen Industries, Inc. and its subsidiaries (individually and
collectively referred to as the "Company" or "Employer") who have one year of
service and are 21 years of age, except those employees covered under a
collective bargaining agreement. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 ("ERISA").
Effective January 1, 2001, Coachmen Industries, Inc. common stock was added as
an investment option for Plan participants.
Effective January 1, 2001 and April 1, 2001, the assets of two (2) plans
sponsored by two of the Company's wholly-owned subsidiaries, which were acquired
during 2000, were merged with and into the Plan. On the effective dates of the
plan mergers, the participants of the two merged plans became 100% vested in
their participant account balances. The Plan does not allow for participant
loans, however, participant loans of the merged plans, outstanding as of the
effective dates of the mergers, were allowed as investments of the Plan until
paid in full. Participants pay interest on these loans at a fixed rate based on
the prime rate at the time of loan origination, which is credited to the
participant's account. The loans are collateralized by the participant's vested
account balance.
CONTRIBUTIONS: The Company can make matching and discretionary profit sharing
contributions to the Plan as determined by management of the Company.
Participants may contribute up to 20 percent of their annual compensation.
Participant contributions and any matching contribution by the Employer are
invested in various funds available to the Plan as directed by the participants.
Profit sharing contributions are allocated to participants based on
compensation.
PARTICIPANT ACCOUNTS: Each participant's account is credited with the
participant's contributions and an allocation of (a) the Company's contribution,
(b) Plan earnings, and (c) forfeitures of terminated participants' nonvested
accounts. Allocations of the Company's contributions and forfeitures of
terminated participants' nonvested accounts are based on annual compensation.
Forfeitures of excess aggregate contribution, as defined, are applied to reduce
the Company's contribution. Allocations of Plan earnings are based on account
balances, as defined. The benefit to which a participant is entitled is the
benefit that can be provided from the participant's account.
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(Continued)
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2001
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NOTE 1 - PLAN DESCRIPTION (Continued)
VESTING: Participants are immediately vested in their voluntary contributions
plus actual earnings therein. Vesting in the remainder of their accounts is
based on years of credited service. A participant is 20 percent vested after the
first year with an additional 20% vesting each year thereafter until fully
vested. Participants become 100% vested in the event of death, disability or
retirement at the normal retirement date.
PAYMENT OF BENEFITS: On termination of service, a participant may elect to
receive a lump-sum amount equal to the value of his or her account (lump-sum or
annual installment distribution election was available prior to January 1,
2001). Benefits payable to participants who are eligible to receive a
distribution from the Plan, but have not yet been paid, aggregated $18,741 and
$5,114 at December 31, 2001 and 2000, respectively.
FORFEITURES: Upon termination, participant nonvested amounts are forfeited to
the Plan and are used to reduce Employer matching contributions. Forfeited
nonvested accounts, which will be used to reduce future Employer matching
contributions, were $84,955 and $30,988 for the years ended December 31, 2001
and 2000, respectively.
NOTE 2 - ACCOUNTING POLICIES
The following is a summary of the significant accounting policies followed in
the preparation of the Plan's financial statements:
VALUATION OF INVESTMENTS: Investments in common and mutual funds are stated at
the aggregate current value as reported by the funds. The cost of investments
sold is determined using the average cost method. Investments in common stocks
are stated at current value based upon quoted redemption values on the last
business day of the Plan's year. Participant loans are valued at cost which
approximates fair value. Purchases and sales of securities are recorded on a
trade-date basis.
The Plan presents in its statement of changes in net assets available for
benefits the net appreciation (depreciation) in the fair value of its
investments which consists of realized gains or losses and unrealized
appreciation (depreciation) on those investments.
CONTRIBUTIONS: Contributions from employees, including any related Employer
matching contributions, are recorded in the period the Employer withholds
payroll deductions from Plan participants.
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(Continued)
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2001
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NOTE 2 - ACCOUNTING POLICIES (Continued)
USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS: 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 and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of additions to and deductions from net
assets available for benefits during the reporting period. Actual results could
differ from those estimates.
RISKS AND UNCERTAINTIES: The Plan provides for various investment options in any
combination of common and mutual funds. The underlying investment securities are
exposed to various risks, such as interest rate, market and credit. Due to the
level of risk associated with certain investment securities and the level of
uncertainty related to changes in the value of investment securities, it is at
least reasonably possible that changes in risks in the near term could
materially affect participants' account balances and the amounts reported in the
statements of net assets available for benefits and the statement of changes in
net assets available for benefits.
NOTE 3 - INVESTMENTS
The following investments, at fair value, were 5% or more of the Plan's net
assets at December 31, 2001 and 2000:
2001 2000
MUTUAL FUNDS
Janus Worldwide Fund $ 896,536 $ 454,189
Janus Twenty Fund, Inc. 1,663,339 1,299,161
Janus Enterprise Fund - 535,762
Janus Balanced Fund 1,677,427 1,043,382
Mas Mid Cap Growth Portfolio 845,219 594,189
Victory Growth Fund 812,832 452,110
Victory Stock Index Fund 1,475,237 1,540,650
Victory Value Fund 961,767 -
Pimco Total Return Fund 1,212,090 710,754
COMMON TRUST FUNDS
Prism MaGIC fund 3,390,384 1,527,566
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(Continued)
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2001
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NOTE 3 - INVESTMENTS (Continued)
During the year ended December 31, 2001, the Plan's investments (including
investments bought, sold, and held during the year) appreciated (depreciated) in
value as follows:
Mutual funds $ (1,830,069)
Common trust funds 164,509
Coachmen Industries, Inc. common stock 51,398
_____________
Net depreciation $ (1,614,162)
NOTE 4 - PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to terminate the Plan subject to the provisions of ERISA. In the
event of Plan termination, participants will become fully vested in their
accounts.
NOTE 5 - TAX STATUS AND REPORTING
The Plan, which the Company has adopted, is a prototype standardized profit
sharing plan offered by the trustee, and the Internal Revenue Service has
determined and informed the trustee by a letter dated March 24, 1995, that the
prototype plan is designed in accordance with applicable sections of the
Internal Revenue Code ("IRC"). The Company has amended the Plan since receiving
the determination letter; however, the Company believes that the Plan is
currently designed and is being operated in compliance with the applicable
requirements of the IRC.
There are differences between the accompanying financial statements and the
related Form 5500, Annual Return/Report of Employee Benefit Plan. These
differences are primarily other liabilities which are reflected in the
accompanying financial statements but not in the related Form 5500 and accrued
benefits payable which are reflected in the Form 5500 but not in the
accompanying financial statements.
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(Continued)
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2001
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NOTE 5 - TAX STATUS AND REPORTING (Continued)
The following is a reconciliation of net assets available for benefits per the
financial statements at December 31, 2001 and 2000 to Form 5500:
2001 2000
Net assets available for benefits per the $ 14,357,787 $ 8,639,349
financial statements
Other liabilities - 4,525
Amounts allocated to withdrawing
participants (18,741) (5,114)
______________ _____________
Net assets available for benefits per the
Form 5500 $ 14,339,046 $ 8,638,760
______________ _____________
The following is a reconciliation of benefits paid to participants per the
financial statements for the year ended December 31, 2001, to From 5500:
Benefits paid to participants per the
financial statements $ 2,313,847
Add:
Other liabilities at December 31, 2000 4,525
Amounts allocated to withdrawing
participants at December 31, 2001 18,741
Less:
Other liabilities at December 31, 2001 -
Amounts allocated to withdrawing
participants at December 31, 2000 (5,114)
______________
Benefits paid to participants per Form 5500 $ 2,331,999
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(Continued)
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2001
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NOTE 6 - PARTIES-IN-INTEREST TRANSACTIONS
The Company provides certain accounting, recordkeeping and administrative
services to the Plan for which it receives no compensation.
During the year ended December 31, 2001: the Plan acquired 14,584 shares of
Coachmen Industries, Inc. common stock at an aggregate cost of $153,743; the
Plan received 31,088 shares of Coachmen Industries, Inc. common stock, at an
aggregate cost of $328,611, from the Plan sponsor as employer contributions in
accordance with Plan provisions; and the Plan sold 7,856 shares of Coachmen
Industries, Inc. common stock to the Company (total proceeds were $79,960 with
resulting losses of $2,735). Investments in Coachmen Industries, Inc. common
stock at December 31, 2001 are $453,792 (none at December 31, 2000).
The above transactions are statutorily exempt from the prohibitions against
party-in-interest transactions under ERISA.
Certain plan investments are in common and mutual funds managed by the trustee
as follows:
2001 2000
Victory Funds Victory Grown Fund $ 812,832 $ 452,110
Victory Funds Victory Stock Index Fund 1,475,237 1,540,650
Victory Funds Victory Value Funds 961,767 279,783
KeyTrust Company
of Indiana, N.A.-
Trustee Prism MaGIC Fund 3,390,384 1,527,566
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COACHMEN INDUSTRIES, INC. RETIREMENT PLAN AND TRUST
SUPPLEMENTARY SCHEDULE
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
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Name of Plan Sponsor: Coachmen Industries, Inc. Retirement Plan and Trust
---------------------------------------------------------
Employer Identification Number: 35-1101097
-----------------------------------------------
Three-Digit Plan Number: 001
------------------------------------------------------
(c)
Description of Investment
Including Maturity Date,
(a) (b) Rate of Interest (e)
Identity of Issue, Borrower Collateral, Par or (d) Fair
LESSOR, OR SIMILAR PARTY MATURITY VALUE COST VALUE
MUTUAL FUNDS
American Funds Growth Fund of America (9,580 units) $ 227,143
Janus Janus Worldwide Fund (20,450 units) 896,536
Janus Janus Twenty Fund (43,249 units) 1,663,339
Janus Janus Enterprise Fund (20,901 units) 668,847
Janus Janus Balanced Fund (85,452 units) 1,677,427
MAS Funds Mid Cap Growth Portfolio (49,169 units) 845,219
* Victory Funds Victory Growth Fund (44,417 units) 812,832
* Victory Funds Victory Stock Index Fund (86,728 units) 1,475,237
* Victory Funds Victory Value Fund (76,696 units) 961,767
Pimco Funds Pimco Total Return Fund (115,879 units) 1,212,090
__________
Total mutual funds 10,440,437
COMMON TRUST FUND
* KeyTrust Company of Prism MaGIC Fund (222,297 units) 3,390,384
Indiana, N.A. - Trustee
COMMON STOCKS
* Coachmen Industries, Inc. Coachmen Industries, Inc. (37,816 shares) 453,792
PARTICIPANT LOANS
Participant loans $30,495 principal amount, interest rates
ranging from 6.94% to 10.50% with various
maturity dates through June 2028
(16 loans) 30,495
__________
Total investments $14,315,108
*-Party-in-interest
Note: Form 5500 does not require cost information for participant-directed investments
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SIGNATURES
THE PLAN. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the retirement plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
COACHMEN INDUSTRIES, INC.
RETIREMENT PLAN AND TRUST
July 1, 2002 By:/S/ THOMAS J. MARTINI
Thomas J. Martini, Member of Retirement
Plan and Trust Committee, Administrator
of the Plan
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