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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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, 2000
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
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REQUIRED INFORMATION
Page
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(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, 2000 and 1999 and for
the Year Ended December 31, 2000
CFC International, Inc.
Employees' Savings and Investment Plan
Index of Financial Statements and Supplemental Schedules
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Page(s)
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Report of Independent Accountants 5
Financial Statements:
Statement of Net Assets Available for Plan Benefits,
December 31, 2000 and 1999 6
Statement of Changes in Net Assets Available for
Plan Benefits for the Year Ended December 31, 2000 7
Notes to Financial Statements 8-11
Supplemental Schedules:
Schedule of Assets Held for Investment Purposes at End of Year
December 31, 2000 Schedule I
Schedule of Non-Exempt Transactions for the Year
Ended December 31, 2000 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 plan
benefits and the related statements of changes in net assets available for plan
benefits present fairly, in all material respects, the net assets available for
plan benefits of CFC International, Inc. Employees' Savings and Investment Plan
(the "Plan") at December 31, 2000 and 1999, and the changes in net assets
available for plan benefits for the year ended December 31, 2000 in conformity
with accounting principles generally accepted in the United States of America.
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 of America, 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 our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules, Schedule of
Assets Held for Investment Purposes at End of Year and Schedule of Non-Exempt
Transactions, 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.
PricewaterhouseCoopers LLP
May 25, 2001
CFC International, Inc.
Employees' Savings and Investment Plan
Statements of Net Assets Available for Plan Benefits
December 31, 2000 and 1999
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2000 1999
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Assets
Investments:
Participant directed investments $7,675,235 $8,279,473
Loans to participants 68,403 73,744
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7,743,638 8,353,217
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Receivables:
Employer contributions 10,675 10,584
Employee contributions 35,478 34,376
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46,153 44,960
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Net assets available for plan benefits $7,789,791 $8,398,177
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The accompanying notes are an integral part of these financial statements.
CFC International, Inc.
Employees' Savings and Investment Plan
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 2000
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Additions:
Investment income (loss):
Net investment loss from mutual fund investments ........ $ (316,773)
Net depreciation in fair value of equity securities ..... (51,096)
Interest income ......................................... 5,630
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Net investment loss ................................ (362,239)
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Contributions:
Employer ................................................ 140,244
Employee ................................................ 464,977
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Total contributions ................................ 605,221
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Total additions .................................... 242,982
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Deductions:
Benefits paid to participants ............................. 851,368
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Total deductions ................................... 851,368
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Net deductions ................................................ (608,386)
Net assets available for plan benefits, beginning of year ..... 8,398,177
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Net assets available for plan benefits, end of year ........... $ 7,789,791
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The accompanying notes are an integral part of these financial statements.
CFC International, Inc.
Employees' Savings and Investment Plan
Notes to Financial Statements
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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. Interested parties should refer to the summary
plan description or plan agreement for more complete details of the
Plan's provisions.
The Plan is a defined contribution plan whose purpose is to provide
retirement benefits for eligible employees of CFC International, Inc.
(the "Employer") who have completed at least one year of service and have
attained age 21. It is subject to the provisions of the Employee
Retirement Income Security Act of 1974 ("ERISA").
LaSalle National Trust, N.A. ("Trustee") is the trustee of the Plan. The
Trustee holds the Plan's investment assets and executes investment
transactions.
Contributions
Eligible employees ("Participants") may contribute between 2% and 18% of
their annual compensation under a salary deferral agreement, subject to
limits imposed by the Internal Revenue Code. Of this amount up to 18% may
be pre-tax contributions and up to 18% may be after-tax contributions.
For each participant's salary deferral contribution up to a maximum of 4%
of annual compensation, as defined, the Employer will make matching
contributions of 50% of such participant's pre-tax contribution. In
addition, the Employer can make a discretionary contribution to the Plan
each year.
Participant Accounts, Vesting and Forfeitures
Participant accounts are credited with each participant's current
contribution and a share of the Plan's earnings. The Employer's matching
contributions are credited annually. The allocation of Plan earnings are
based on the proportion that the balance of each participant's account
invested in an investment fund bears to the total balance of all
participants' accounts invested in that investment fund. Participants
immediately vest in their own contributions and in the Employer's
matching contributions. Participants gradually become vested in the
Employer discretionary contribution, with full vesting after 7 years of
service. Forfeitures of non-vested balances are allocated in a manner
similar to the Employer discretionary contribution and plan earnings.
Payment of Benefits
The benefit to which a participant is entitled is the participant's share
of contributions, plan earnings 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.
CFC International, Inc.
Employees' Savings and Investment Plan
Notes to Financial Statements, Continued
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Participant Loans
The Plan provides that a participant may borrow an amount of at least
$1,000 in multiples of $100 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 at the time of the loan
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 recordkeeping and administrative expenses incurred by the Plan were
paid by the Employer in 2000 and 1999.
Risks and 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, 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 amount reported in the statements of
net assets available for benefits and the statement of changes in net
assets available for benefits.
2. Summary of Significant Accounting Policies
Basis of Accounting
The Plan's financial statements are prepared on the accrual basis of
accounting.
Investment Valuation and Investment Income
Under provisions of the plan, participants may direct the Trustee to
invest their contributions, as well as employer contribution, in any of
the investment options available under the Plan.
Investment options are mutual funds and equity securities, valued at fair
value as determined by the Trustee, using quoted market prices when
available. Loans to participants are carried at the outstanding principal
amount which is estimated to approximate fair value. Interest rates on
participant loans outstanding at December 31, 2000 were 7.1% to 10.5%.
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
plan benefits the net appreciation (depreciation) in the fair value of
its investments which consists of the realized gains or losses and the
unrealized appreciation (deprecation) on those investments.
CFC International, Inc.
Employees' Savings and Investment Plan
Notes to Financial Statements, Continued
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Contributions
Employer discretionary contributions are recognized during the period in
which approved by the Employer's board of directors. No discretionary
contributions were made during the year ended December 31, 2000. Employer
matching and employee contributions are recognized during the period in
which the participant's related compensation is earned.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires the Plan's management to make
significant estimates with respect to net assets available for plan
benefits at the date of the financial statements and the changes in net
assets available for plan benefits during the reporting period and, when
applicable, disclosures of contingent assets and liabilities at the date
of the financial statements. Actual results could differ from those
estimates.
3. Investments
The following table presents individual participant direct investment
options that represent 5% or more of the Plan's net assets as of
December 31:
2000 1999
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LaSalle S&P 500 Index Fund ................... $4,001,792 $4,559,214
ABN AMRO Treasury Money Market Fund .......... 1,053,866 923,180
ABN AMRO International Equity Fund ........... 434,028 710,388
ABN AMRO Small Cap Fund ...................... 478,541 556,745
ABN AMRO Fixed Income Fund ................... 1,512,199 1,297,640
4. 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 the Trustee, such investments constitute party-in interest
transactions.
5. Tax Status
The Plan is intended to meet the requirements of Section 401(a) of the
International Revenue Code and therefore be exempt from federal income
tax under Section 501(a) of the Code. On September 12, 1995, the Plan's
management 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's management believes the Plan continues to satisfy the
requirements of Section 401(a) of the Code.
CFC International, Inc.
Employees' Savings and Investment Plan
Notes to Financial Statements, Continued
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6. Termination of Plan
The Employer 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, are to be allocated proportionately to each participant
based on the net aggregate value of the participants' investments
determined as of the date of Plan discontinuance.
7. Non-Exempt Transactions
During 1999 the Employer did not transfer payroll withholdings for one
period amounting to $27,859 to the Plan's trustee within the required
time period. During 2000 the amount was transferred by the Company with
an incremental amount for interest.
SUPPLEMENTAL SCHEDULES
CFC International, Inc.
Employees' Savings and Investment Plan
Schedule of Assets Held for Investment Purposes at End of Year
December 31, 2000
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(b) (c)
Identity of Issue, Description of Investment Including (e)
Borrower, Lessor, Maturity Date, Rate of Interest, (d) Current
(a) or Similar Party Collateral, Par or Maturity Value Cost Value
* ABN AMRO Treasury ABN AMRO Treasury Money Market Fund $1,053,866
* LaSalle National Trust LaSalle S&P 500 Index Fund 4,001,792
* ABN AMRO Treasury ABN AMRO International Equity Fund 434,028
* ABN AMRO Treasury ABN AMRO Small Cap Fund 478,541
* ABN AMRO Treasury ABN AMRO Fixed Income Fund 1,512,199
* CFC International, Inc. CFC Unitized Stock Fund 194,809
* Participant loans 7.1% to 10.5% interest 68,403
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Total assets $7,743,638
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* Denotes party-in-interest transaction
CFC International, Inc.
Employees' Savings and Investment Plan
Schedule of Non-Exempt Transactions
December 31, 2000
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(a) Identity of Party Involved CFC International, Inc.
(b) Relationship to Plan, Employer or
Other Party-in-Interest Plan Sponsor/Employer
(c) Description of Transactions Including
Maturity Date, Rate of Interest, Collateral, Loan of plan assets to
Par or Maturity Value employer
(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 15, 2001
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 May 25, 2001 relating to the financial statements of the CFC
International, Inc. Employees' Savings and Investment Plan, which appears in
this Form 11-K.
PricewaterhouseCoopers LLP
Chicago, Illinois
June 15, 2001