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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, 2001
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
(a) Financial Statements - Plan financial statements and 3-13
schedules prepared in accordance with financial
reporting requirements of ERISA.
See accompanying Index of Financial Statements and
Supplemental Schedules attached hereto, which is
incorporated herein by reference.
(b) Signatures 14
(c) Exhibits 15
23 Consent of Independent Accountants
CFC International, Inc.
Employees' Savings and Investment Plan
Report on Audits of Financial Statements
and Supplemental Schedule
As of December 31, 2001 and 2000 and
for the Year Ended December 31, 2001
CFC International, Inc.
Employees' Savings and Investment Plan
Index of Financial Statements and Supplemental Schedule
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Page(s)
Report of Independent Accountants 5
Financial Statements:
Statement of Net Assets Available for Plan Benefits,
December 31, 2001 and 2000 6
Statement of Changes in Net Assets Available for
Plan Benefits for the Year Ended December 31, 2001 7
Notes to Financial Statements 8-11
Supplemental Schedule:
Schedule of Assets (Held at End of Year)
December 31, 2001 I
Schedules of additional information required by Section 2520.103-10 of the
Department of Labor's 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 the CFC International, Inc. Employees' Savings and Investment
Plan (the "Plan") at December 31, 2001 and 2000, and the changes in net assets
available for plan benefits for the year ended December 31, 2001 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 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. The
supplemental schedule has been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
May 3, 2002
CFC International, Inc.
Employees' Savings and Investment Plan
Statements of Net Assets Available for Plan Benefits
December 31, 2001 and 2000
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2001 2000
Assets
Investments:
Participant directed investments $7,466,623 $7,675,235
Loans to participants 69,486 68,403
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7,536,109 7,743,638
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Receivables:
Employer contributions 9,469 10,675
Employee contributions 32,138 35,478
Interest from participant loans 448 -
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42,055 46,153
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Net assets available for plan benefits $7,578,164 $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
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 2001
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Additions:
Investment income (loss):
Net depreciation in fair value of investments (see note 3) $ (500,851)
Interest income 6,544
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Net investment loss (494,307)
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Contributions:
Employer 141,770
Employee 472,384
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Total contributions 614,154
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Total additions 119,847
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Deductions:
Benefits paid to participants 331,474
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Total deductions 331,474
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Net decrease (211,627)
Net assets available for plan benefits, beginning of year 7,789,791
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Net assets available for plan benefits, end of year $7,578,164
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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").
Through November 27, 2001, LaSalle National Trust, N.A. was the trustee
of the Plan. On November 27, 2001, all assets were transferred to the
Chicago Trust Company ("Trustee"), a related company to LaSalle National
Trust, N.A. 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. There were no Employer discretionary contributions in 2001 or
2000. Forfeitures of non-vested balances are used to reduce the
Employer's contribution for the Plan year. Forfeitures were $2,939 and
$667 in 2001 and 2000, respectively.
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 2001 and 2000.
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, 2001 were 6.5% 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 matching and employee contributions are recognized during the
period in which the participant's related compensation is earned.
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 years ended December 31, 2001 and
2000.
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, liabilities, and
changes therein, and disclosure of contingent assets and liabilities.
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:
2001 2000
LaSalle S&P 500 Index Fund $ - $4,001,792
ABN AMRO Treasury Money Market Fund - 1,053,866
ABN AMRO International Equity Fund - 434,028
ABN AMRO Small Cap Fund - 478,541
ABN AMRO Fixed Income Fund - 1,512,199
ABN AMRO Chicago Capital Money Market Fund 1,228,769 -
ABN AMRO S&P 500 Index Fund 4,133,732 -
ABN AMRO Income Plus Fund 1,081,726 -
Veredus Aggressive Growth Fund 490,651 -
During 2001, the Plan's investments (including gains and losses on
investments bought and sold, as well as held during the year) depreciated
in value by $500,851 as follows:
2001
Money market fund $ 36,601
Mutual funds (48,548)
Common stock (19,847)
Collective trusts (469,057)
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$(500,851)
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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.
CFC International, Inc.
Employees' Savings and Investment Plan
Notes to Financial Statements, Continued
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5. Tax Status
The Internal Revenue Service has determined and informed the Company by a
letter dated September 12, 1995 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.
6. Termination of Plan and Amendments
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.
The Plan was amended in 2002 to eliminate the age and service
requirements. Effective January 1, 2002, all active employees are
eligible to participate in the Plan. Employer matching contributions vest
after one year of service.
7. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of benefits paid to participants per
the financial statements for the year ended December 31, 2001, to the
Form 5500:
2001
Benefits paid to participants per the
financial statements $331,474
Add: Amounts allocated to withdrawing participants
at December 31, 2001 293,144
Less: Amounts allocated to withdrawing participants
at December 31, 2000 -
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Benefits paid to participants per the Form 5500 $624,618
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Amounts allocated to withdrawing participants are recorded on the Form
5500 for benefit claims that have been processed and approved for payment
prior to December 31, 2001, but not yet paid as of that date.
SUPPLEMENTAL SCHEDULE
Schedule I
CFC International, Inc.
Employees' Savings and Investment Plan
Schedule of Assets (Held at End of Year)
December 31, 2001
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(c)
Description of
(b) Investment Including
Identity of Issue, Maturity Date, Rate of (e)
Borrower, Lesor, Interest, Collateral, (d) Current
(a) or Similar Party Par or Maturity Value Cost Value
* ABN AMRO Treasury ABN AMRO Chicago Capital
Money Market Fund $1,228,769
* ABN AMRO Treasury ABN AMRO S&P 500 Index
Collective Fund 4,133,732
* ABN AMRO Treasury ABN AMRO Stated Principal
Value Collective Fund 1,081,726
* ABN AMRO Treasury Veredus Aggressive Growth Fund 490,651
* ABN AMRO Treasury American Century International
Growth Fund 344,358
* ABN AMRO Treasury Artisan Mid-Cap Growth Fund 14,974
* CFC International, Inc. CFC Unitized Stock Fund 172,413
* Participant loans 6.5% to 10.5% interest per annum
with maturity dates between
January 2002 and March 2016 69,486
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Total assets $7,536,109
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* Indicates a party-in-interest
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 25, 2002
EXHIBIT 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statements on Form S-8 (No. 222-2978 and 333-32481) of CFC International, Inc.
of our report dated May 3, 2002 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 24, 2002