UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 11-K
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[ X ] Annual Report pursuant to section 15(d) of the Securities
Exchange Act of 1934 for the fiscal year ended December 31,
2000.
or
[ ] Transitional Report pursuant to section 15(d) of the
Securities Exchange Act of 1934 for the transition period from
_________ to __________.
1-5452
(Commission File Number)
ONEIDA SILVERSMITHS 401(K) SAVINGS PLAN
Full title of the plan and the address of
the plan, if different from that of the issuer named below
ONEIDA LTD.
163-181 Kenwood Avenue
Oneida, New York 13421
(315) 361-3636
Name of issuer of the securities held pursuant to
the plan and the address of its principal executive office:
1
ONEIDA SILVERSMITHS 401(k) SAVINGS PLAN
FINANCIAL STATEMENTS
DECEMBER 31, 2000 and 1999
INDEX
Page
Report of Independent Accountants ...................................................................... 3
Financial Statements:
Statements of Net Assets Available for Benefits,
as of December 31, 2000 and 1999 ................................................................. 4
Statements of Changes in Net Assets Available for Benefits,
for the Years Ended December 31, 2000 and 1999 .................................................. 5
Notes to Financial Statements ....................................................................... 6-8
Supplemental Schedule:
Schedule of Assets Held for Investment Purposes,
Schedule H, Item VI(i), as of December 31, 2000 * ................................................ 9-10
Signature Page.......................................................................................... 11
Exhibits:
Exhibit 23 - Consent of Independent Accountants ..................................................... 12
* Refers to item number in Federal Form 5500.
2
Report of Independent Accountants
To the Trustees, Administrative Committee
and Participants of the Oneida Silversmiths
401(k) Savings 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 the Oneida Silversmiths 401(k) Savings Plan (the "Plan") at December 31, 2000
and 1999, and the changes in net assets available for benefits for the years
then ended 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
for investment purposes 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 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.
/s/ PRICEWATERHOUSECOOPERS LLP
June 20, 2001
3
Oneida Silversmiths 401(k) Savings Plan
Statement of Net Assets Available for Benefits
as of December 31, 2000 and 1999
2000 1999
Assets
Investments, at fair value:
Mutual Funds $ 59,985,247 $ 60,871,517
Common Stock 330,851 66,730
---------------- ----------------
Total investments 60,316,098 60,938,247
Participant loans 2,352,292 2,087,305
---------------- ----------------
Net Assets Available for Benefits $ 62,668,390 $ 63,025,552
---------------- ----------------
The accompanying notes are an integral part of the financial statements.
4
ONEIDA SILVERSMITHS 401(k) SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
For the Years Ended December 31, 2000 and 1999
2000 1999
Additions to net assets attributed to:
Investment income:
Interest and dividends $3,483,000 $4,387,384
Net (depreciation) appreciation in fair value of investments (6,405,447) 4,212,201
Contributions:
Participants 5,012,976 4,983,484
Employer 181,338 3,479
Loan interest income 189,012 185,076
---------------- ----------------
Total additions 2,460,879 13,771,624
---------------- ----------------
Deductions from net assets attributed to:
Distributions to participants 2,800,147 7,307,320
Administrative expenses 17,894 16,793
---------------- ----------------
Total deductions 2,818,041 7,324,113
---------------- ----------------
Net (decrease) increase (357,162) 6,447,511
Net assets at beginning of year 63,025,552 56,578,041
---------------- ----------------
Net Assets at End of Year $ 62,668,390 $ 63,025,552
---------------- ----------------
The accompanying notes are an integral part of the financial statements.
5
Oneida Silversmiths 401(k) Savings Plan
Notes to Financial Statements
1. Summary of Significant Accounting Policies
The financial statements for the Oneida Silversmiths 401(k) Savings
Plan (the "Plan") have been prepared on the accrual basis of
accounting. The accounting principles and practices which affect the
more significant elements of the financial statements are:
Investments - Investments are carried at fair value based upon quoted
market prices in active markets at year end. Income from investments is
recorded on an accrual basis. The Plan presents in the statement of
changes in net assets the net appreciation or depreciation in the fair
value of its investments which consists of the realized gains or losses
and the unrealized appreciation or depreciation on those investments.
Loans Receivable - Loans receivable from participants are carried at
cost which approximates fair value.
Contributions - Contributions from Oneida Ltd. (the "Company") to the
Plan are discretionary.
Administrative Costs - Various administrative costs, principally
administrator's fees, are paid by the Company. Investment expenses are
paid by the Plan.
Use of Estimates - The preparation of financial statements in
conformity with accounting principles generally accepted in the United
States of America requires management to make significant estimates and
assumptions that affect the reported amounts of net assets available
for benefits and disclosures of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
additions to and deductions from net assets 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 mutual funds, or the Company's common
stock. 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 would
materially affect participants' account balances and the amounts
reported in the statement of net assets available for plan benefits and
the statement of changes in net assets available for plan benefits.
6
Oneida Silversmiths 401(k) Savings Plan
Notes to Financial Statements
2. Description of the Plan
The Plan is a defined contribution plan principally comprised of
employee payroll withholdings, deferred bonuses, and employer
contributions. All full-time employees of Oneida Silversmiths, Kenwood
Silver Company, Oneida Distribution Services, Inc. (ODSI), and Buffalo
China, Inc. non-union employees are eligible after six months service,
while non-bargaining unit employees are eligible after 1,000 hours of
service within a calendar year or within the first year of service. The
Plan also has established criteria for redistribution of forfeitures,
normal, early and disability retirement, death benefits and withdrawals
of voluntary contributions under approved financial hardship cases.
After 5 vesting years of service, participants are fully vested in any
employer contributions to their accounts, as well as earnings thereon.
A vesting year of service is any year in which the employee works 1,000
or more hours. Participants are always fully vested in their
contributions to the Plan and any earnings thereon. Forfeited employer
contributions are allocated to participants Employees' Stock Ownership
Plan ("ESOP") accounts according to that Plan's allocation methodology.
Voluntary participant contributions are allowed to a maximum of fifteen
percent (15%) of the participants' gross compensation for the plan year
on a pre-tax basis. Internal Revenue Service regulations permitted a
maximum pre-tax contribution of $10,000 during 2000.
On a yearly basis, the Company will decide if there will be a
discretionary matching contribution or other type of contribution made
by the Company for that year.
The Plan allows participants to borrow amounts up to $50,000 from their
accounts. Participant loans are repayable over one to five years, or up
to 15 years if for a primary residence, and bear interest at prime plus
1%.
While the Company anticipates and believes that the Plan will continue,
the Company reserves the right to discontinue contributions or
terminate the Plan at any time. Upon termination, and after payment of
all expenses, the assets of the Plan will be distributed to
participants based upon amounts standing to their credit as of the date
of liquidation.
Plan assets include accounts of terminated employees who have elected
not to remain in the plan. These assets amounted to approximately
$2,443,395 and $3,925,632 at December 31, 2000 and 1999, respectively.
3. Tax Status
The Internal Revenue Service has determined and informed the Company by
a letter dated September 19, 1995, that the Plan and related trust are
designed in accordance with applicable sections of the Internal Revenue
Code (IRC) and the plan administrator believes that the Plan continues
to qualify and to operate as designed.
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Oneida Silversmiths 401(k) Savings Plan
Notes to Financial Statements
4. Investments
Investments are held within various mutual funds or the Company's
common stock as directed by the participants. While some funds maintain
constant net asset values, neither income nor principal is guaranteed
for any investments. Participants may make transfers between funds at
any time.
Participants may direct funds in any whole percent increment to the
investment vehicles offered by the Plan. The Plan offers 67 mutual
funds and the Company's common stock as investment options. The mutual
funds have varying investment objectives which include generating
capital appreciation on domestic and international common stocks,
interest income from corporate and government bonds and dividend
income.
Fidelity Investments Institutional Operations Company, Inc.
("Fidelity") is the trustee of the Plan. As trustee, Fidelity holds the
Plan's investment assets and executes investment transactions.
Investments representing 5% or more of the net assets available for
plan benefits at December 31, 2000 consist of the following:
Fair
Units Value
Fidelity Magellan 178,142 $ 21,252,295
Fidelity Managed Income Portfolio 7,019,851 7,019,851
Fidelity Spartan U.S. Equity Index 121,977 5,709,760
Fidelity Equity Income 211,432 11,296,802
Net (depreciation) appreciation in the fair value of investments for
the year ended December 31, 2000 consists of the following:
Mutual Funds $ (6,436,173)
Oneida LTD. Common Stock 30,726
----------------
$ (6,405,447)
----------------
5. Transactions with Parties-in-Interest
As of December 31, 2000 and 1999, the Plan held certain securities
issued by the Company as follows:
December 31, 2000 December 31, 1999
------------------------------ ------------------------------
Number of Fair Number of Fair
Shares Value Shares Value
Oneida LTD. Common Stock 17,826 $ 330,851 2,905 $ 66,730
8
Oneida Silversmiths 401(k) Savings Plan
Schedule of Assets Held for Investment Purposes
Schedule H, Item VI(I) of Form 5500 as of December 31, 2000
Share Balance Price at Market Value at
at 12/31/00 12/31/00 12/31/00
Mutual Funds
Fidelity Mutual Funds
Fidelity Cash Reserves 19,928 $1.00 $ 19,928
Retrmt Money Mkt Portfolio 126,844 $1.00 126,844
Capital & Income 318 $7.73 2,455
GNMA 140 $10.73 1,505
Gov't Securities Fund 303 $9.87 2,990
Institutional Short In Gov't Fund 461 $9.25 4,261
Investment Grade Bond Fund 12,381 $7.16 88,645
US Bond Index Fund 1,679 $10.59 17,780
Balanced Fund 3,982 $15.19 60,492
Convertible Securities 298 $20.78 6,202
Equity Income II 3,446 $23.86 82,236
Fidelity Fund 1,888 $32.76 61,851
Fidelity Asset Manager 834 $16.82 14,029
Freedom Income Fund 368 $11.17 4,116
Freedom 2000 Fund 16,419 $11.81 193,912
Freedom 2010 Fund 56,101 $13.84 776,443
Freedom 2020 Fund 42,013 $14.56 611,712
Growth & Income Portfolio 1,921 $42.10 80,899
Puritan Fund 3,421 $18.83 64,421
Real Estate Investment Fund 1,014 $18.50 18,765
Utilities Fund 1,090 $16.09 17,538
Blue Chip 9,547 $51.53 491,955
Capital Appreciation 2,694 $22.23 59,882
Contrafund 6,194 $49.17 304,559
Disciplined Equity 153 $25.82 3,945
Dividend Growth 11,739 $29.96 351,694
AGGR (Emerging) Growth 52,132 $36.17 1,885,623
Export & Multinational 261 $16.88 4,411
Fidelity Fifty 2,566 $18.50 47,478
Fidelity Asset Manager-Growth 1,518 $15.91 24,148
Fidelity 2030 Fund 16,616 $15.00 249,233
Growth Company 3,657 $71.43 261,232
Large Cap-Stock 201 $17.75 3,560
Low-Priced Stock 1,755 $23.12 40,576
Mid-Cap Stock 6,565 $26.06 171,073
OTC Portfolio 3,765 $41.05 154,535
Independence (Retirement Growth) 1,923 $22.01 42,319
Small-Cap Selector 5,122 $16.23 83,129
Stock Selector 333 $24.84 8,261
Technoquant Growth Fund 1,452 $13.61 19,758
Trend Fund 441 $56.41 24,898
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Oneida Silversmiths 401(k) Savings Plan
Schedule of Assets Held for Investment Purposes
Schedule H, Item VI(I) of Form 5500 as of December 31, 2000
Share Balance Price at Market Value at
at 12/31/00 12/31/00 12/31/00
Mutual Funds (Continued)
Fidelity Mutual Funds (Continued)
Value 155 $46.35 7
Canada 653 $21.00 13,732
Diversified International 1,907 $21.94 41,850
Emerging Markets 3,329 $8.03 26,730
Europe 1,414 $29.77 42,107
Europe Capital Appreciation 4,077 $19.19 78,239
International Growth & Income 39 $22.72 891
AGGR International Value 2,003 $13.31 26,663
Japan 7,766 $13.75 106,781
Latin America 2,913 $13.06 38,050
New Markets Income 1,853 $11.39 21,108
Overseas 228 $34.37 7,844
Pacific Basin 1,457 $17.29 25,186
Southeast Asia 6,572 $11.43 75,119
Worldwide 1,387 $15.63 21,686
Magellan 178,142 $119.30 21,252,295
Retirement Gov't Money Market 2,960,609 $1.00 2,960,609
Managed Income Portfolio 7,019,851 $1.00 7,019,851
Spartan Market Index 1,522 $90.76 138,111
Spartan US Equity Index 121,977 $46.81 5,709,760
Equity Income 211,432 $53.43 11,296,802
Intermediate Bond Fund 222,460 $10.04 2,233,500
Other Mutual Funds
PIMCO Total Return Fund 8,354 $10.39 86,797
Newberger & Berman Genesis Trust 1,656 $26.75 44,301
Janus Worldwide 38,621 $56.86 2,195,962
Templeton Foreign 3,092 $10.34 31,973
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Total Mutual Funds 59,985,247
Oneida LTD Common Stock * 17,826 $18.56 330,851
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Total Investments $ 60,316,098
============
* Denotes party-in-interest
10
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan Administrator has duly caused this annual report to be signed on his
behalf by the undersigned hereunto duly authorized.
ONEIDA SILVERSMITHS 401(K) SAVINGS PLAN
Dated: June 29, 2001 By: /s/ ROBERT J. HOULE
-------------------------------
Robert J. Houle
Vice President, Human Resources
Oneida Ltd.
11