UNITED STATES
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, 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 (File Number)
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
TECHTEAM GLOBAL, INC. 401 (k) RETIREMENT SAVINGS PLAN
(Full title of Plan)
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
TechTeam Global, Inc.
27335 W. 11 Mile Road
Southfield, MI 48034
1
National TechTeam, Inc. 401(k) Retirement Savings Plan
Table of Contents
Financial Statements and Supplemental Schedules
December 31, 2001 and 2000 and
Year ended December 31, 2001
CONTENTS
Report of Independent Auditors...............................................3
Financial Statements
Statements of Assets Available For Benefits..................................4
Statement of Changes in Assets Available For Benefits........................5
Notes to Financial Statements................................................6
Supplemental Schedules
Schedule H, Line 4(i)--Schedule of Assets (Held At End of Year)..............9
Schedule H, Line 4(j)--Schedule of Reportable Transactions..................11
Other Information:
Signatures..................................................................12
Exhibit 23.1 Consent of Independent Auditors................................13
2
Report of Independent Auditors
Plan Administrator
National TechTeam, Inc. 401(k) Retirement Savings Plan
We have audited the accompanying statements of assets available for benefits of
the National TechTeam, Inc. 401(k) Retirement Savings Plan as of December 31,
2001 and 2000 and the related statement of changes in 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. 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, information regarding the Plan's assets available for
benefits at December 31, 2001 and 2000 and the changes in its assets available
for benefits for the year ended December 31, 2001, in conformity with accounting
principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedules of assets
(held at end of year) as of December 31, 2001 and reportable transactions for
the year then ended, are presented for purposes of additional analysis and are
not a required part of the 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 our audits of the financial statements and, in our
opinion, are fairly stated in all material respects in relation to the financial
statements taken as a whole.
Detroit, Michigan /s/Ernst & Young, LLP
June 20, 2002
3
National TechTeam, Inc. 401(k) Retirement Savings Plan
Statements of Assets Available for Benefits
DECEMBER 31
-----------------------------
2001 2000
---------------- -----------
Assets
Investments
Mutual funds........................... $ 6,460,752 $ 6,805,537
TechTeam common stock.................. 1,771,665 1,022,863
Participant loans...................... 183,743 236,294
Cash................................... 149,006 -
------------- -------------
$ 8,565,166 $ 8,064,694
Contributions receivable
Participants........................... 53,544 54,119
Employer............................... 11,096 23,370
Excess deferrals....................... - (12,393)
------------- -------------
Net receivables............................ 64,640 65,096
------------- -------------
Assets available for benefits.............. $ 8,629,806 $ 8,129,790
============= =============
See accompanying notes.
4
National TechTeam, Inc. 401(k) Retirement Savings Plan
Statements of Changes in Assets Available for Benefits
YEAR ENDED
DECEMBER 31,
---------------
2001
ADDITIONS: ---------------
Contributions:
Participants........................................ $ 1,640,294
Employer............................................ 703,212
----------------
2,343,506
Investment income:
Interest and dividends.............................. 125,210
----------------
Total additions 2,468,716
Deductions:
Net depreciation in fair value of investments.......... 224,801
Benefits paid to participants.......................... 1,702,486
Transaction fees....................................... 41,413
----------------
Total deductions........................................... 1,968,700
----------------
Net increase............................................... 500,016
Assets available for benefits at beginning of year......... 8,129,790
----------------
Assets available for benefits at end of year............... $ 8,629,806
================
See accompanying notes.
5
National TechTeam, Inc. 401(k) Retirement Savings Plan
Notes to the Financial Statements
December 31, 2001
1. DESCRIPTION OF THE PLAN (CONTINUED)
LOANS TO PARTICIPANTS
Participants may borrow from their fund accounts a minimum of $1,000 up to a
maximum of the lesser of $50,000 or 50% of their vested account balance. Loan
transactions are treated as a transfer from (to) the investment funds to (from)
the loan fund. Loan terms range from 1-5 years or up to 25 years for the
purchase of a primary residence. The loans are secured by the balance in the
participant's account and bear interest at a rate commensurate with local
prevailing rates as determined quarterly by the Plan administrator. Principal
and interest are paid ratably through monthly payroll deductions.
PAYMENT OF BENEFITS
On termination of service, a participant may receive a lump-sum amount equal to
the value of his or her account, or upon death, disability or retirement, elect
to receive annual installments over a ten-year period. The benefit to which a
participant is entitled is the benefit that can be provided from the vested
value of the participant's account.
PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of termination, the amount
in each participant's account would become 100% vested and be distributed to
each participant in accordance with distribution policies set forth in the Plan.
FEES AND EXPENSES
Transaction fees are paid by the Plan.
2. SUMMARY OF ACCOUNTING POLICIES
USE OF ESTIMATES
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
that affect the amounts reported and disclosed in the financial statements and
accompanying notes. Actual results could differ from those estimates.
6
National TechTeam, Inc. 401(k) Retirement Savings Plan
Notes to the Financial Statements
December 31, 2001
2. SUMMARY OF ACCOUNTING POLICIES (CONTINUED)
INVESTMENTS
Investments are stated at fair value based on quoted market prices as of the
close of business on the last day of the Plan year.
The fair value of shares owned by the Plan in the Circle Trust investment funds
are based on net asset values on the last business day of the year. Circle Trust
serves as the trustee. Each of the mutual funds are intended to qualify as a
regulated investment company and are sponsored and distributed by Essex National
Securities Inc.
Participant loans are valued at their outstanding balances, which approximate
fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest
and dividend income are recorded on the accrual basis.
3. INVESTMENTS
Investments that represent 5% or more of fair value of the Plan's assets
available for benefits are as follows:
DECEMBER 31
2001 2000
--------------------------------
CCTC Stable Value Pension Fund $ 1,256,866 $ 1,097,530
Fidelity Spartan US Equity Index 848,725 1,168,502
Fundamental Investors Fund 1,174,299 1,596,248
Strong Opportunity Fund 1,277,785 1,515,610
National TechTeam Stock Fund * 1,771,665 1,022,863
*Denotes non-participant directed investments.
During 2001, the Plan's investments appreciated (depreciated) in fair value as
determined by quoted market prices:
Mutual Funds $ (677,584)
National Tech Team Stock Fund 452,783
----------
$ (224,801)
==========
7
National TechTeam, Inc. 401(k) Retirement Savings Plan
Notes to the Financial Statements
December 31, 2001
4. NONPARTICIPANT-DIRECTED INVESTMENT
Information about the significant components of changes in assets relating to
the nonparticipant-directed investment is as follows:
2001
-----------------
Employer contributions $ 703,212
Participant contributions 72,260
Net appreciation in fair value 452,783
Benefits paid to participants (339,681)
Transfers (141,059)
Other 1,287
5. TAX STATUS
The Plan has received a determination letter from the Internal Revenue Service
dated February 3, 1993, stating that the Plan is qualified under Section 401(a)
of the Internal Revenue Code (the "Code") and, therefore, the related trust is
exempt from taxation. The Plan has been amended subsequent to receipt of this
letter. Once qualified, the Plan is required to operate in conformity with the
Code to maintain its qualification. The Plan Administrator believes the Plan is
being operated in compliance with the applicable requirements of the Code and,
therefore, believes that the Plan, as amended, is qualified and the related
trust is tax exempt.
8
National TechTeam, Inc. 401(k) Retirement Savings Plan
EIN 38-2774613 PLAN-001
Schedule H, Line 4(i) -- Schedule of Assets (Held At End of Year)
December 31, 2001
IDENTITY OF ISSUE, DESCRIPTION OF INVESTMENT COST CURRENT
BORROWER INCLUDING MATURITY DATE, VALUE
OR SIMILAR PARTY RATE OF INTEREST, COLLATERAL,
PAR OR MATURITY VALUE
American Funds American Balanced Fund -- 2,472.551 units ** $ 39,190
American Europacific Growth Fund -- 2,692.196 units ** 72,339
Investment Company of America -- 738.719 units ** 21,076
American Funds - New Perspective Fund -- 4,177.577 ** 90,612
units
Calvert Funds Calvert Income Fund Class A -- 15,600.648 units ** 260,375
* Circle Trust CCTC Stable Value Pension Fund -- 105,054.388 units ** 1,256,866
Company Funds
Fidelity Funds Fidelity Blue Chip Growth Fund -- 5,354.196 units ** 229,909
Fidelity Growth Company -- 6,838.651 units ** 363,953
Fidelity Overseas Fund -- 1,393.380 units ** 38,206
Fidelity Spartan US Equity Index -- 20,883.982 ** 848,725
units
Fundamental Investors Fund -- 42,779.570 units ** 1,174,299
Invesco Funds Invesco High Yield Fund -- 11,334.790 units ** 41,372
Janus Funds Janus Enterprise Fund -- 6,797.790 units ** 217,529
Janus Investment Fund -- 10,164.502 units ** 250,047
Legg Mason Funds Legg Mason Value Fund -- 2,141.511 units ** 107,204
Strong Funds Strong Opportunity Fund -- 32,521.879 units ** 1,277,785
Van Kampen Funds Van Kampen Emerging Growth A Fund -- 4,046.892 ** 171,265
units
* Participants Loans to participants at interest rates ranging $ -- 183,743
from 8% to 11%, various maturity dates
9
* Cash -- 149,006
* National TechTeam, Inc. National TechTeam Stock Fund 1,769,408 1,771,665
--------------------------------
Total $ 8,565,166
===========
* Party-in-interest.
** Cost is not required for participant-directed investments.
There were no investment assets reportable as both acquired and disposed of
within the plan year.
10
National TechTeam, Inc. 401(k) Retirement Savings Plan
EIN 38-2774613 PLAN-001
Schedule H, Line 4(j) = Schedule of Reportable Transactions
COST OF
ASSET ON
IDENTITY OF ISSUE, BORROWER PURCHASE SELLING COST TRANSACTION NET GAIN
OR SIMILAR PARTY DESCRIPTION OF ASSET PRICE PRICE OF ASSET DATE (LOSS)
- ------------------------------------- ----------------------- ------------ ------------ ------------ -------------- ------------
Category iii) A series of
transactions in excess of 5% of
Plan assets:
*National TechTeam Inc. National TechTeam
Stock Fund
Purchases $ 70,541 $ 70,541 $ 70,541
Sales $ 370,381 $ 492,817 $ 492,817 $ (122,436)
* Party-in-interest
11
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the Trustee of the National TechTeam, Inc. 401(k) Retirement Savings
Plan has duly caused this annual Report to be signed on its behalf by the
undersigned hereunto duly authorized, in the City of Southfield and the State of
Michigan, this 28th day of June 2002.
NATIONAL TECHTEAM, INC.
By: /s/ Heidi K. Hagle
-------------------------------
Vice President, Human Resources
Typed Name: Heidi K. Hagle
12
Exhibit Index
Exhibit No. Description
- ----------- -----------
23.1 Consent of Independent Auditors