===============================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------
FORM 11-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For The Fiscal Year Ended December 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period _____ to _____
COMMISSION FILE NUMBER
0-27222
CFC INTERNATIONAL, INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN
CFC INTERNATIONAL, INC.
500 State Street
Chicago Heights, IL 60411
===============================================================================
REQUIRED INFORMATION
Page
----
(a) Financial Statements - Plan financial statements and 3-14
schedules prepared in accordance with financial
reporting requirements of ERISA.
See accompanying Index to Financial Statements attached
hereto, which is incorporated herein by reference.
(b) Signatures 15
(c) Exhibits 16
23 Consent of Independent Accountants
CFC INTERNATIONAL, INC.
EMPLOYEES' SAVINGS AND INVESTMENT PLAN
REPORT ON AUDITS OF FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
AS OF DECEMBER 31, 1999 AND 1998 AND
FOR THE YEAR ENDED DECEMBER 31, 1999
CFC International, Inc.
Employees' Savings and Investment Plan
Index of Financial Statements and Supplemental Schedules
Page(s)
-------
Report of Independent Accountants 5
Financial Statements:
Statement of Net Assets Available for Plan Benefits,
December 31, 1999 and 1998 6
Statement of Changes in Net Assets Available for
Plan Benefits for the year ended December 31, 1999 7
Notes to Financial Statements 8-11
Supplemental Schedules:
Schedule of Assets Held for Investment Purposes
as of December 31, 1999 Schedule I
Schedule of Non-Exempt Transactions for the year
Ended December 31, 1999 Schedule II
All other schedules of additional information required by Section 2520.103-10 of
the Department of Labor Rules and Regulations for Reporting and Disclosure under
ERISA have been omitted because they are not applicable.
Report of Independent Accountants
To the Participants and Administrator of the
CFC International, Inc. Employees' Savings
and Investment Plan
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of CFC International, Inc. Employees' Savings and Investment Plan (the "Plan")
at December 31, 1999 and 1998, and the changes in net assets available for
benefits for the year ended December 31, 1999 in conformity with accounting
principles generally accepted in the United States. 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 of these statements in accordance with auditing standards
generally accepted in the United States, which 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,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the opinion expressed
above.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of Assets Held
for Investment Purposes at End of Year are presented for the purpose of
additional analysis and are not a required part of the basic financial
statements but are 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. These supplemental schedules are the
responsibility of the Plan's management. The supplemental schedules have been
subjected to the auditing procedures applied in the audits 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.
Chicago, Illinois
June 23, 2000
CFC International, Inc.
Employees' Savings and Investment Plan
Statements of Net Assets Available for Plan Benefits
December 31, 1999 and 1998
1999 1998
---- ----
Assets:
Investments:
Participants directed investments $8,279,473 $7,305,935
Loans to participants 73,744 74,587
---------- ----------
8,353,217 7,380,522
---------- ----------
Receivables:
Employer contributions 10,584 8,685
Employee contributions 34,376 27,858
---------- ----------
44,960 36,543
---------- ----------
Net assets available for plan benefits $8,398,177 $7,417,065
========== ==========
The accompanying notes are an integral part of
these financial statements.
CFC International, Inc.
Employees' Savings and Investment Plan
Statement of Changes in Net Assets Available for Plan Benefits for the year
ended December 31, 1999
Additions:
Investment income:
Net investment gain in mutual funds $1,104,215
Net depreciation in fair value of
equity securities (39,449)
Interest 5,402
-----------
1,070,168
Contributions:
Employer 117,933
Employee 458,437
-----------
576,370
-----------
Total additions 1,646,538
-----------
Deductions:
Benefits paid to participants 665,426
-----------
Total deductions 665,426
-----------
Net increase 981,112
Net assets available for plan benefits,
beginning of year 7,417,065
-----------
Net assets available for plan benefits,
end of year $8,398,177
==========
The accompanying notes are an integral part of
these financial statements.
CFC International, Inc.
Employee's Savings and Investment Plan
Notes to Financial Statements
1. Plan Description:
The following description of the CFC International, Inc. Employees' Savings
and Investment Plan (the Plan) is provided for general information purposes
only. Participants should refer to the Plan for more complete information.
General
The Plan is a defined contribution plan whose purpose is to provide
retirement benefits for eligible employees of CFC International, Inc. (the
Company).
Contribution policy
Eligible employees may contribute between 2% and 20% of their annual
compensation under a salary deferral agreement. Of this amount up to 18%
may be pre-tax contributions and up to 10% may be after-tax contributions.
For each employee's salary deferral contribution up to a maximum of 4% of
annual compensation, as defined, the Company will contribute 50% of such
employee contribution. In addition, the Company may make a discretionary
contribution to the Plan each year.
Participation and vesting
Employees who have completed one year of service and are at least 21 years
of age are eligible to participate in the Plan. Participants immediately
vest in their own contributions and in the Company's matching
contributions. Participants gradually become vested in the Company
discretionary contribution, with full vesting after 7 years of service.
Forfeitures of non-vested participant balances are allocated in a manner
similar to the Company discretionary contribution.
Withdrawals
The benefit to which a participant is entitled is the individual's share of
contributions, income earned by the plan assets and vested portion of
employer contributions. Upon termination of service, each participant may
elect to receive his or her accumulated benefits either in lump sum or in
installments over periods specified in the Plan. Upon retirement, death or
termination, the participant or beneficiary is entitled to the vested value
of the funds allocated to the participant's account. Based upon the
participant's election with spousal consent, the distribution may be in a
lump sum or in a series of installments over a period of time.
Termination
The Company believes the Plan will continue without interruption, however,
it has the right to amend or terminate the Plan at any time. Should the
Plan be terminated, participant account balances become 100% vested and
Plan assets, after allowances for expenses of administration or
liquidation, shall be allocated proportionately to each participant based
on the net aggregate value of the participants' investments determined as
of the date of Plan discontinuance.
2. Summary of Significant Accounting Policies:
Basis of accounting
The Plan's financial statements have been prepared on the accrual basis of
accounting.
Investments and investment income
Under provisions of the Plan, participants may direct the trustee to invest
his or her contributions, as well as employer contribution, in any of the
investment options in 1% increments.
Investments are in mutual funds and equity securities and are valued at
fair value as determined by the Custodian. Participant loans are carried at
their outstanding principal amount which approximates fair value. Interest
rates on participant loans outstanding at December 31, 1999 were 7.1% to
9.0%.
Purchases and sales of securities, including related gains and losses, are
recorded on a trade-date basis.
The plan presents in the statement of changes in net assets available for
benefits the net appreciation (depreciation) in the fair value of its
investments which consists of the realized gains or losses and the
unrealized appreciation (depreciation) on those investments.
Contributions
Employer discretionary contributions are recognized during the period in
which approved by the Company's board of directors. No discretionary
contributions were made during the year ended December 31, 1999. Employer
matching and employee contributions are recognized during the period in
which the employee's related compensation is earned.
Use of estimates
The preparation of financial statements in accordance with generally
accepted accounting principles requires the use of estimates by management
regarding the reported amounts of assets and liabilities as well as the
revenue and expenses recognized during the reporting period. Actual results
could differ from these estimates.
Participant Loans
Effective January 1, 1998, the Plan provides that a participant may borrow
from the Plan an amount of at least $1,000 in multiples of $100 and not to
exceed the lessor of 50% of the participant's vested account balance or
$50,000 less the excess of the highest outstanding loan balance during the
previous one year period over the outstanding balance as of the date of the
loan. Each participant note carries an interest rate equal to the prime
rate plus 1%. Repayment occurs through payroll withholding over a period
not to exceed 60 months, unless the loan is for the purchase or
construction of a home, in which case the repayment period may extend to
180 months.
Expenses
All fees incurred by the Plan were paid by CFC International in 1999 and
1998.
3. Party-in-Interest Transactions:
Party-in-interest transactions consisted of loans made to participants, and
investments in the CFC International Unitized Stock Fund. In addition,
since all investments, other than loans to participants, are held by
LaSalle National Trust, N.A., who acts as the trustee of the plan, such
investments constitute party-in-interest transactions.
4. Tax Status:
The Plan is intended to meet the requirements of Section 401(a) of the
Internal Revenue Code and therefore be exempt from federal income tax under
section 501(a) of the Code. On September 12, 1995, the Plan received a
favorable determination letter from the Internal Revenue Service indicating
the Plan, as then designed, was in compliance with section 401(a) of the
Code. The Plan has been subsequently amended. The Plan sponsor believes the
Plan continues to satisfy the requirements of section 401(a) of the code
and operate as designed.
5. Risks & Uncertainties
The Plan provides for investment in various mutual funds, money market
funds and certain equity securities. Such investments are exposed to
various risks, such as interest rate, market and credit. Due to the level
of risk associated with such investments and the level of uncertainty
related to changes in risks in the near term would materially affect
participants' account balances and the amounts report in the statements of
net assets available for benefits and the statement of changes in net
assets available for benefits.
6. Investments
The following table presents individual participant directed investment
options that represent 5% or more of the Plan's net assets as of December
31, 1999 and 1998 are as follows:
1999 1998
---- ----
LaSalle S&P 500 Index Fund $4,559,214 $4,112,314
ABN AMRO Treasury Money Market Fund 923,180 1,047,136
ABN AMRO International Equity Fund 710,388 585,554
ABN AMRO Small Cap Fund 556,745 548,662
ABN AMRO Fixed Income Fund 1,297,640 780,341
7. Non-Exempt Transactions:
During 1999, a payroll withholding deposit for one period was not deposited
with the trustee on a timely basis. The effect on the 1999 financial
statements is insignificant.
The accompanying notes are an integral part of
these financial statements.
SUPPLEMENTAL SCHEDULES
CFC International, Inc.
Employees' Savings and Investment Plan
Schedule of Assets Held for Investment
as of December 31, 1999
(c)
Description of
(b) Investment Including
Identity of Issue, Maturity Date, Rate of (e)
Borrower, Lessor Interest, Collateral (d) Current
(a) or Similar Party Par or Maturity Value Cost Value
- --- ---------------- --------------------- ---- -----
* ABN AMRO Treasury ABN AMRO Treasury Money
Market Fund $ 923,180
* LaSalle National Trust LaSalle S&P 500 Index Fund 4,559,214
* ABN AMRO Treasury ABN AMRO International
Equity Fund 710,388
* ABN AMRO Treasury ABN AMRO Small Cap Fund 556,745
* ABN AMRO Treasury ABN AMRO Fixed Income Fund 1,297,640
* CFC International, Inc. CFC Utilized Stock Fund 232,306
* Participant Loans 7.1% to 9.0% Interest 73,744
----------
Total assets $8,353,217
==========
* Denotes party in interest transaction.
CFC International, Inc.
Employees' Savings and Investment Plan
Schedule of Non-Exempt Transactions
for the year ended December 31, 1999
(a) Identity of Party Involved CFC International, Inc.
(b) Relationship to Plan, Employer Plan Sponsor/Employer
or Other Party-in-Interest
(c) Description of Transactions Loan of plan assets to
Including Maturity Date, employer
Rate of Interest, Collateral,
Par of Maturity Value
(d) Purchase Price
(e) Selling Price
(f) Lease Rental
(g) Expenses Incurred in Connection
With Transaction
(h) Cost of Asset $27,859
(i) Current Value of Asset $27,859
(j) Net Gain or (Loss) on Each $ -
Transaction
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the Plan have duly caused this annual
report to be signed on its behalf by the undersigned hereunto duly authorized.
CFC INTERNATIONAL, INC. EMPLOYEES
SAVINGS AND INVESTMENT PLAN
BY: /s/ Dennis W. Lakomy
Dennis W. Lakomy
Plan Administrator
Date: June 30, 2000
EXHIBIT 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statements on Form S-8 (No. 333-2978 and 333-32481) of CFC International, Inc.
of our report dated June 23, 2000 appearing on page 5 of this Form 11-K.
PricewaterhouseCoopers LLP
Chicago, Illinois
June 30, 2000