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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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KENNECOTT CORPORATION SAVINGS PLAN
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FOR HOURLY EMPLOYEES
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Financial Statements and Supplemental Schedule
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As of December 31, 2009 and 2008 and for the
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Year Ended December 31, 2009
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Together with Report of Independent Registered Public
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Accounting Firm
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Page
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Report of Independent Registered Public Accounting Firm
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1
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Financial Statements:
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Statements of Assets Available for Benefits as of
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December 31, 2009 and 2008
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2
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Statement of Changes in Assets Available for Benefits
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for the Year Ended December 31, 2009
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3
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Notes to Financial Statements
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4 - 18
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Supplemental Schedule:
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Schedule H, Part IV, Line 4i -
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Schedule of Assets (Held at End of Year) as of December 31, 2009
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19 - 20
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2009
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2008
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Assets
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Investments, at fair value
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$ | 50,161,012 | $ | 37,320,406 | ||||
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Employer contributions receivable
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- | 882 | ||||||
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Assets available for benefits, at fair value
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50,161,012 | 37,321,288 | ||||||
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Adjustment from fair value to contract value for fully
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benefit-responsive investment contracts
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574,180 | 1,527,210 | ||||||
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Assets available for benefits
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$ | 50,735,192 | $ | 38,848,498 | ||||
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See accompanying notes to financial statements.
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2
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Additions to assets attributed to:
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Contributions:
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Employee
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$ | 2,645,754 | ||
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Employer
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855,001 | |||
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Total contributions
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3,500,755 | |||
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Net investment income:
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Net appreciation in fair value of investments
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10,118,662 | |||
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Interest and dividends
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1,664,977 | |||
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Total investment income, net
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11,783,639 | |||
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Total additions
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15,284,394 | |||
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Deductions from assets attributed to:
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Benefits paid to participants
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3,133,963 | |||
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Transfers to the Rio Tinto America Inc. Savings Plan
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243,445 | |||
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Administrative expenses
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20,292 | |||
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Total deductions
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3,397,700 | |||
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Net increase in assets available for benefits
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11,886,694 | |||
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Assets available for benefits:
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Beginning of year
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38,848,498 | |||
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End of year
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$ | 50,735,192 | ||
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See accompanying notes to financial statements.
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3
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1. Description
of the Plan
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The following brief description of the Kennecott Corporation Savings Plan for Hourly Employees (the Plan) is provided for general information purposes only. Participants should refer to the plan document and the summary plan description for more complete information.
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General
The Plan is a defined contribution plan covering all full-time hourly employees who are represented by or included in a collective bargaining unit of Kennecott Utah Copper Corporation and its affiliates (collectively, the Company or the Employer), as defined in the plan document. Eligible employees can participate in the Plan immediately after completing three months of continuous service. Kennecott Utah Copper Corporation is an indirect wholly owned subsidiary of Rio Tinto America Inc., which is an indirect wholly owned subsidiary of Rio Tinto plc (the Parent). The Plan is intended to be a qualified retirement plan under the Internal Revenue Code (IRC) and is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.
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Contributions
Each year, participants may elect, under a salary reduction agreement, to contribute to the Plan an amount not less than 1% and not more than 19% of their eligible compensation on a before-tax basis through payroll deductions. Contributions are limited by the IRC, which established a maximum contribution of $16,500 ($22,000 for participants over age 50) for the year ended December 31, 2009. Participant contributions are recorded in the period during which the amounts are withheld from participant earnings. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans.
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The Company matches the participants’ contributions to the Plan at 50%, up to the first 6% of their eligible compensation. Matching contributions are recorded on the date the related participant contributions are withheld.
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Participant Accounts
Individual accounts are maintained for each Plan participant. Each participant’s account is credited with the participant’s contributions, the Company’s matching contribution, and an allocation of the Plan’s earnings, and is charged with withdrawals and an allocation of the Plan’s losses and administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
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| 1. |
Description
of the Plan
Continued
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Participant-Directed Options for Investments
Participants direct the investment of their contributions and the Company matching contributions into various investment options offered by the Plan. Investment options include mutual funds, a common collective trust, common stock of the Parent in the form of American Depositary Receipts (ADRs), and a stable value fund consisting of a money market fund, a common collective trust and synthetic guaranteed investment contracts.
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Vesting
Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company’s contribution portion of their accounts is based on years of continuous service. A participant is 100% cliff vested after three years of credited service. Upon death and retirement a participant becomes 100% vested.
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Payment of Benefits
On termination of service due to death, disability, or retirement, participants or their beneficiaries may elect to receive a lump-sum distribution in an amount equal to the value of the participants’ vested interests in their accounts. Under certain circumstances, participants may withdraw their contributions prior to the occurrence of these events.
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Transfers
Along with the Plan, the Company employees also participate in another 401(k) plan that covers employees not represented by a collective bargaining unit (union). If employees change from union to non-union status during the year, their account balances are transferred from the Plan to the non-union plan; namely, the Rio Tinto America Inc. 401(k) Savings Plan and Investment Partnership Plan. For the year ended December 31, 2009, transfers out of the Plan totaled $243,445.
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Forfeited Accounts
Forfeited non-vested participant account balances may be used to reduce future Company contributions to the Plan. During the year ended December 31, 2009, $20,268 in forfeitures was used to pay expenses of the Plan. Forfeitures were $4,251 for the year ended December 31, 2009. Interest and dividends attributable to the forfeitures were $439 for the year ended December 31, 2009. Gains attributable to the forfeitures were $1,976 for the year ended December 31, 2009. As of December 31, 2009 and 2008, the balance of the forfeiture account was $2,627 and $16,229, respectively.
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| 2. |
Summary of
Significant
Accounting
Policies
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Basis of Presentation
The financial statements of the Plan have been prepared on the accrual basis of accounting in accordance with U.S. generally accepted accounting principles.
The Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 962 (formerly known as FASB staff position No. AAG INV-1 and Statement of Position (SOP) 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (the FSP), requires investment contracts held by a defined-contribution plan to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. As required by the FSP, the Statement of Assets Available for Benefits presents the fair value of the investment contract as well as the adjustment of the fully benefit-responsive investment contract from fair value to contracts value. The Statement of Changes in Assets Available for Benefits is prepared on a contract value basis.
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Use of Estimates
The preparation of the Plan’s financial statements in conformity with U.S. generally accepted accounting principles requires Plan management to make estimates and assumptions that affect the reported amounts of assets available for benefits at the date of the financial statements, the changes in assets available for benefits during the reporting period and, when applicable, the disclosures of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.
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Risks and Uncertainties
The Plan provides for investments in securities that are exposed to various risks, such as interest rate, currency exchange rate, credit and overall market fluctuation. Due to the level of risk associated with certain investment securities, it is 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 the amounts reported in the Statements of Assets Available for Benefits.
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| 2. |
Summary of
Significant
Accounting
Policies
Continued
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Investment Valuation and Income Recognition
The Plan’s investments in mutual funds are valued at quoted market prices, which represent the net asset values of units held by the Plan at year end. Plan investments in common stock are stated at fair value based on quoted market prices. Common collective trusts are valued at the asset value per unit as determined by each common collective trust as of the valuation date. The fair value of the Plan’s interest in the Dwight Stable Value Fund (see detail of investments included in this fund in Note 4) is generally based upon the per-share net asset values of the underlying securities.
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Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on an accrual basis. Dividends are recorded on the ex-dividend date.
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The net appreciation in the fair value of investments, which includes realized gains (losses) and unrealized appreciation (depreciation) on those investments, is presented in the Statement of Changes in Assets Available for Benefits of the Plan, and totaled $10,118,662 for the year ended December 31, 2009 (see Note 7).
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Payments of Benefits
Benefits are recorded when paid by the Plan.
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Administrative Expenses
The Company pays the majority of costs and expenses incurred in administering the Plan. The Company provides accounting and other services for the Plan at no cost to the Plan.
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The Plan has several fund managers that manage the investments held by the Plan. Fees for investment fund management services are included as a reduction of the return earned on each fund. In addition, during the year ended December 31, 2009, the Company paid all investment consulting fees related to these investment funds.
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The fees related to transaction costs associated with the purchase or sale of Rio Tinto plc ADRs are paid by the participants.
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Participant Loans
Loans are not permitted to be made to participants in the Plan.
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Subsequent Events
The Plan has evaluated events occurring between the end of its most recent fiscal year and the date the financial statements were available for issue.
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| 3. |
Recent
Accounting
Pronouncements
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In September 2009, the FASB issued Accounting Standards Update (ASU) No. 2009-12, Fair Value Measurements and Disclosures (Topic 820): Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent), which provides guidance regarding fair value measurement of investments in certain entities that calculate net asset value per share (or its equivalent). This update applies to investments that do not have a readily determinable fair value and are held by an entity that is required to report investment assets at fair value. This update creates a practical expedient to measure the fair value of such investments on the basis of the net asset value per share (or its equivalent) and requires disclosures by major category of investments about the attributes of investments, such as the nature of any restrictions on the investor’s ability to redeem its investments at the measurement date, any unfunded commitments, and the investment strategies of the investees. The Plan’s adoption of this update did not have a material effect on the Plan’s financial statements.
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In January 2010, the FASB issued ASU No. 2010-06, Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements (ASU 2010-06). ASU 2010-06 amends Subtopic 820-10 to require disclosure of the transfers in and out of Levels 1 and 2. The update also requires additional information for Level 3 related to purchases, sales, issuances and settlements, and requires more detailed disclosure regarding valuation techniques and inputs. ASU 2010-06 as it relates to Levels 1 and 2 is effective for fiscal years and interim periods beginning after December 15, 2009. Requirements relating to Level 3 are effective for fiscal years and interim periods beginning after December 15, 2010. The Plan adopted the current effective provisions of ASU 2010-06 during January 2010, and its application is not expected to have a material impact on the Plan’s financial statements.
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| 4. |
Fully Benefit-
Responsive
Investment
Contracts
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The Plan’s investments include the Dwight Stable Value Fund. The Dwight Stable Value Fund is invested in the following:
· A money market fund (TBC Pooled Employee Daily Liquidity Fund);
· A fully benefit-responsive common collective trust (the SEI Stable Asset Fund); and
· Fully benefit-responsive synthetic guaranteed investment contracts (GICs), as follows:
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a.
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Synthetic GIC, Dwight Managed Target 2, no specified maturity date, 2.19%;
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b.
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Synthetic GIC, Dwight Managed Target 5, no specified maturity date, 2.19%; | |
| c. | Synthetic GIC, Dwight Managed Target 5, no specified maturity date, 3.85%; | |
| d. | Synthetic GIC, Dwight Intermediate Core Plus Fund, no specified maturity date, 4.46%; | |
| e. | Synthetic GIC, Dwight Managed Target 2, no specified maturity date, 1.74%; and | |
| f. | Synthetic GIC, Dwight Managed Target 5, no specified maturity date, 1.74% |
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Synthetic GICs provide for a guaranteed return on principal over a specified period of time through fully benefit-responsive wrap contracts, issued by a third party, which are secured by underlying assets. The Plan’s wrap contracts have credit ratings ranging from AA+ to AAA. The assets underlying the wrap contracts include diversified bond portfolios. These bond portfolios include investments in securities with contractual cash flows, such as asset backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by subprime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate value, delinquencies or defaults, or both, and may be adversely affected by shifts in the market’s perception of the issuers and changes in interest rates.
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| 4. |
Fully Benefit-
Responsive
Investment
Contracts
Continued
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Certain events may limit the ability of the Plan to transact at contract value with the issuer of fully benefit-responsive investment contracts. Such events include the following: (1) amendments to the Plan documents (including complete or partial plan termination or merger with another plan), (2) bankruptcy of the Company or other Company events (for example, divestiture or spin-off of a subsidiary) that cause a significant withdrawal from the Plan, or (3) the failure of the trust to qualify for exemption from federal income taxes or any required prohibited transaction exemption under ERISA, as amended. The Plan Administrator does not believe that the occurrence of any such event, which would limit the Plan’s ability to transact at contract value with participants, is probable. The contracts provide that withdrawals associated with certain events which are not in the ordinary course of fund operations, and are determined by the issuer to have a material adverse effect on the issuer’s financial interest, may be paid at other than contract value.
Absent the events described in the preceding paragraph, the synthetic guaranteed investment contracts do not permit the issuers to terminate the agreements prior to the scheduled maturity dates.
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Average duration for all investment contracts was 2.89 and 2.71 years as of December 31, 2009 and 2008, respectively. Average yield data for all fully benefit-responsive investment contracts for the years ended December 31, 2009 and 2008 were as follows:
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Average Yields:
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2009
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2008
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Based on actual earnings
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3.14%
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5.54%
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Based on interest rate credited to participants
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2.33%
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4.06%
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| 5. |
Parties-in-
Interest
Transactions
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Certain Plan investments are managed by Mercer Human Resources, the Plan trustee. Therefore, these transactions are exempt party-in-interest transactions. Fees paid by the Plan for investment management services were included as a reduction of the return earned on each fund.
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Transactions associated with Rio Tinto plc ADRs are considered exempt party-in-interest transactions because Rio Tinto plc is the Parent of the Company. As of December 31, 2009 and 2008, the Plan held 42,780 and 33,728 shares, respectively, of common stock of Rio Tinto plc. During the year ended December 31, 2009, the Plan recorded dividend income of $902,721 related to these shares.
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Global
Securities
Lending
Program
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The Plan participates in the State Street Bank and Trust Company S&P 500 Flagship Securities Lending Series C Fund (the Fund), a common collective trust. The Fund invests in certain collective investment funds that participate in the State Street Global Securities Lending Program (Lending Funds). Under the State Street Global Securities Lending Program, securities held by Lending Funds are loaned by State Street Bank, as agent, to certain brokers and other financial institutions (the Borrowers). The Borrowers provide cash, securities, or letters of credit as collateral against loans in an amount at least equal to 100% of the fair value of the loaned securities.
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The Borrowers are required to maintain the collateral at not less than 100% of the fair value of the loaned securities. Cash collateral provided by the Borrowers may be invested in State Street Bank and Trust Company Collateral Funds (Cash Collateral Funds). The Lending Funds invested cash provided by the Borrowers into the State Street Bank and Trust Company Quality Trust for SSgA Funds.
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Risks and Indemnification
State Street Bank, as lending agent, indemnifies Lending Funds for replacement of any loaned securities (or, in certain circumstances, return of equivalent cash value) due to Borrower default on a security loan. Lending Fund participants, however, bear the risk of loss with respect to the investment of collateral.
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Withdrawal Safeguards
From time to time, the Trustee of the Lending Funds may exercise its rights in order to protect all participants in the State Street Bank securities lending funds. In an effort to better ensure safety of principal and better maintain adequate liquidity, as well as achieve favorable returns for all securities lending program participants, State Street Bank has temporarily implemented withdrawal safeguards on full or partial redemptions from certain securities lending funds.
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The objective of these withdrawal safeguards is to protect the interest of all participants, while providing the maximum level of liquidity that can be prudently made available to all participants. These withdrawal safeguards permit redemptions resulting from ordinary course activity, subject to certain thresholds. Ordinary course activity also may include periodic participant rebalancing of their investment portfolio between Lending Funds and other State Street Bank collective investment funds. Requests for redemptions above these withdrawal safeguards may result in proceeds consisting of cash, units of other State Street Bank collective investment funds, units of Cash Collateral Funds that will be converted into units of a liquidating trust, or a combination thereof. The Trustee continues to monitor market conditions and evaluates the need for withdrawal safeguards, as appropriate.
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Global
Securities
Lending
Program
Continued
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Investment in Cash Collateral Fund Valuation
Management of the Lending Funds regularly reviews the performance of the Cash Collateral Funds and the variation between their per unit fair values and $1.00. The Cash Collateral Funds primarily utilize quotations from independent pricing services, quotations from bond dealers and information with respect to bond and note transactions (pricing service information) to determine the fair value of its investments. Such pricing service information may also consist of quotations derived from valuation models or matrix pricing. As of December 31, 2009, the per unit fair value was $0.98 for the State Street Bank and Trust Company Quality Trust for SSgA Funds.
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For the purposes of determining transaction price for issuances and redemptions of Lending Fund units, management of the Lending Funds also evaluates additional inputs to the fair value of the Lending Funds’ investments in the Cash Collateral Funds, including among other things current market conditions, credit quality, liquidity of the Cash Collateral Funds and the assessed probability of incurring a realized loss on Cash Collateral Fund Assets. Additionally, management of the Lending Funds evaluates the qualitative aspects of the State Street Global Securities Lending Program, including the historical performance of State Street Bank as lending agent, the Cash Collateral Funds’ investment strategy and past performance, and the expected continuing transactions price of the Cash Collateral Funds at $1.00 per unit.
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Accordingly, for purposes of calculating the transaction price of the Lending Funds, management of the Lending Funds has valued its investments in Cash Collateral Funds at their per unit transaction price of $1.00. Management of the Lending Funds will continue to review the Lending Funds participation in the State Street Global Securities Lending Program, including the appropriateness of the fair value of the Lending Funds’ investments in the Cash Collateral Funds at $1.00 per unit for transaction purposes or, alternatively, at a lower per unit fair value.
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| 7. |
Investments
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The Plan’s investments, stated at fair value, that represented five percent or more of the Plan’s assets available for benefits as of December 31, 2009 and 2008 are as follows:
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2009
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2008
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Assets of the Dwight Stable
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Value Fund:
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TBC Pooled Employee
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Daily Liquidity Fund
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$ | 504,221 | $ | 285,827 | ||||
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State Street Bank & Trust
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Synthetic GICs
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8,045,368 | 7,459,595 | ||||||
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Monumental Life Insurance
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Company Synthetic GICs
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5,724,167 | 5,324,778 | ||||||
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SEI Stable Asset Fund
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3,437,063 | 4,543,520 | ||||||
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Total Dwight Stable Value
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Fund Assets
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17,710,819 | 17,613,720 | ||||||
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Dodge and Cox Stock Fund
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4,672,099 | 3,507,307 | ||||||
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Rio Tinto plc ADRs
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9,214,333 | 2,998,791 | ||||||
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State Street Bank and Trust
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Company S&P 500 Flagship
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Securities Lending Series C Fund
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3,176,667 | 2,456,173 | ||||||
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Harbor Capital Appreciation Fund
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3,290,389 | 2,315,901 | ||||||
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PIMCO Total Return Fund
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3,341,518 | 2,406,318 | ||||||
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American Funds Europacific Growth Fund
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2,928,997 | 2,085,841 | ||||||
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During the year ended December 31, 2009, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value as follows:
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Common stock
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$ | 4,891,865 | ||
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Mutual funds
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4,562,701 | |||
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Common collective trusts
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664,096 | |||
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Net appreciation
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$ | 10,118,662 |
| 7. |
Investments
Continued
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Authoritative guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are market inputs participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability. The guidance establishes three levels of inputs that may be used to measure fair value:
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Level 1: Quoted prices in active markets for identical assets or liabilities.
Level 2: Observable inputs other than Level 1 that can be corroborated by observable market data.
Level 3: Unobservable inputs supported by little or no market activity, requiring significant management judgment or estimation for the determination of fair value.
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The following table summarizes the assets or liabilities carried at fair value by fair value hierarchy level, as described above, as of December 31:
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2009
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Description
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Level 1
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Level 2
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Level 3
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Total
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Money market fund
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$ | 593,979 | $ | - | $ | - | $ | 593,979 | ||||||||
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Common collective trusts
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- | 6,613,730 | - | 6,613,730 | ||||||||||||
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Mutual funds
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19,969,435 | - | - | 19,969,435 | ||||||||||||
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Synthetic guaranteed
investment contracts
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- | 13,769,535 | - | 13,769,535 | ||||||||||||
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Common stock
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9,214,333 | - | - | 9,214,333 | ||||||||||||
| $ | 29,777,747 | $ | 20,383,265 | $ | - | $ | 50,161,012 | |||||||||
| 7. |
Investments
Continued
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| 2008 | ||||||||||||||||
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Description
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Level 1
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Level 2
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Level 3
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Total
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Money market fund
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$ | 285,827 | $ | - | $ | - | $ | 285,827 | ||||||||
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Common collective trusts
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- | 6,999,693 | - | 6,999,693 | ||||||||||||
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Mutual funds
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14,251,722 | - | - | 14,251,722 | ||||||||||||
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Synthetic guaranteed
investment contracts
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- | 12,784,373 | - | 12,784,373 | ||||||||||||
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Common stock
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2,998,791 | - | - | 2,998,791 | ||||||||||||
| $ | 17,536,340 | $ | 19,784,066 | $ | - | $ | 37,320,406 | |||||||||
| 8. |
Plan
Termination
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The terms of the Plan may be amended, modified or discontinued after the effective date of the Savings Plan Agreement. Such amendment, modification or discontinuance may occur pursuant to negotiations for employees at Kennecott Utah Copper Corporation who are represented by the labor organizations that are jointly referred to as the Union, or as required by law, or to gain Internal Revenue Service approval. No change, however, shall make it possible for any part of the funds of the Plan to be used for or diverted for purposes other than for the exclusive benefit of participants and/or their beneficiaries. In addition, no change shall adversely affect the rights of any participant with respect to contributions made prior to the date of the change.
If the Plan is terminated in accordance with the terms described in the preceding paragraph, each participant’s account shall become fully vested and nonforfeitable and distribution of Plan assets shall be made as directed by the Plan Administrator.
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| 9. |
Income Tax
Status
|
The Internal Revenue Service has determined and informed the Company by a letter dated December 9, 2002, that the Plan and related trust were designed in accordance with the applicable requirements of the Internal Revenue Code. The Plan has been amended since receiving the determination letter; however, the Plan Administrator and the Plan’s legal counsel believe that the Plan is currently designed and is being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan’s financial statements.
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| 10. |
Reconciliation
of Financial
Statements to
Form 5500
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The following is a reconciliation of assets available for benefits as presented in the financial statements as of December 31, 2009 and 2008 to the Form 5500:
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2009
|
2008
|
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Assets available for benefits as
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|
presented in the financial statements
|
$ | 50,735,192 | $ | 38,848,498 | ||||
|
Adjustment from contract value
|
||||||||
|
to fair value
|
(574,180 | ) | (1,527,210 | ) | ||||
|
Assets available for benefits as
|
||||||||
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presented in the 5500
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$ | 50,161,012 | $ | 37,321,288 | ||||
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The following is a reconciliation of changes in net assets available for benefits reported in the financial statements to the Form 5500 for the year ended December 31, 2009:
|
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2009
|
||||
|
Increase in assets available for benefits
reported in the financial statements
|
$ | 11,886,694 | ||
|
Add adjustment from contract value to fair value
for fully benefit-responsive investment contracts
for 2008
|
1,527,210 | |||
|
Subtract adjustment from contract value to fair
value for fully benefit-responsive investment
contracts for 2009
|
(574,180 | ) | ||
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Increase in assets available for benefits
reported in the Form 5500
|
$ | 12,839,724 | ||
| 11. |
Subsequent
Event
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Effective October 1, 2009, the collective bargaining agreement changed certain provisions of Kennecott Corporation Savings Plan for hourly employees. Generally, the agreement added an automatic enrollment provision for new hires after January 1, 2010. New hires will be enrolled automatically in the Plan at a before-tax contribution rate of 4% of eligible compensation with a Company matching contribution at the rate of 2% of eligible compensation. This is usually effective the first of the month following five months of employment.
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(a)
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(e)
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|||||||||
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Party in
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(b)
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(c)
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Number of
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(d)
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Current
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|||||
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Interest
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Identity of Issue
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Description of Investment
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Units
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Cost
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Value
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|||||
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Money Market Fund:
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||||||||||
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Mellon Bank
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TBC Pooled Employee Daily Liquidity Fund
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504,221
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**
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$ 504,221
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||||||
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Common Collective Trusts:
|
||||||||||
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SEI Investments
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SEI Stable Asset Fund
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3,437,063
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**
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3,437,063
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||||||
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State Street Bank and Trust Company
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State Street Bank and Trust Company S&P 500 Flagship Securities
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|||||||||
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Lending Series C Fund
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151,284
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**
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3,176,667
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|||||||
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Total Common Collective Trusts
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6,613,730
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|||||||||
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Mutual Funds:
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||||||||||
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Dodge and Cox
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Dodge and Cox Stock Fund
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48,597
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**
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4,672,099
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||||||
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PIMCO
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PIMCO Total Return Fund
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309,400
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**
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3,341,518
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||||||
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Harbor
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Harbor Capital Appreciation Fund
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99,800
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**
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3,290,389
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||||||
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American Funds
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American Funds Europacific Growth Fund
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76,515
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**
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2,928,997
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||||||
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Artisan
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Artisan Mid Cap Fund
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87,939
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**
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2,247,711
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||||||
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Dodge and Cox
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Dodge and Cox International Fund
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32,247
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**
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1,027,054
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||||||
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JP Morgan
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UAM/ICM Small Company Fund
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36,496
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**
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903,634
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||||||
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Blackrock
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Blackrock Small Cap Growth Equity
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39,593
|
**
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772,457
|
||||||
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Wells Fargo
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Wells Fargo Advantage C&B Mid Cap Fund
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47,442
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**
|
640,461
|
||||||
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JP Morgan
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JP Morgan Investor Balanced Fund
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12,808
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145,115
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|||||||
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Total Mutual Funds
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19,969,435
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|||||||||
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* Denotes a party-in-interest as defined by ERISA
|
||||||||||
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** Not required as investments are participant directed
|
||||||||||
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See report of independent registered public accounting firm.
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19
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(a)
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(e)
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|||||||||
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Party in
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(b)
|
(c)
|
Number of
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(d)
|
Current
|
|||||
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Interest
|
Identity of Issue
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Description of Investment
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Units
|
Cost
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Value
|
|||||
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Continued
|
||||||||||
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Synthetic Guaranteed Investment Contracts:
|
||||||||||
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Monumental Life Insurance Company
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Synthetic GIC, Dwight Managed Target 2, no specified maturity date, 2.19%
|
143,905
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**
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$ 2,528,497
|
||||||
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Monumental Life Insurance Company
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Synthetic GIC, Dwight Managed Target 5, no specified maturity date, 2.19%
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54,666
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**
|
1,036,442
|
||||||
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Monumental Life Insurance Company
|
Synthetic GIC, Dwight Managed Target 5, no specified maturity date, 3.85%
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113,886
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**
|
2,159,228
|
||||||
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5,724,167
|
||||||||||
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State Street Bank and Trust Company
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Synthetic GIC, Dwight Intermediate Core Plus Fund,
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|||||||||
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no specified maturity date, 4.46%
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136,428
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**
|
2,209,578
|
|||||||
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State Street Bank and Trust Company
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Synthetic GIC, Dwight Managed Target 2, no specified maturity date, 1.74%
|
295,334
|
**
|
5,186,190
|
||||||
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State Street Bank and Trust Company
|
Synthetic GIC, Dwight Managed Target 5, no specified maturity date, 1.74%
|
34,262
|
**
|
649,600
|
||||||
|
8,045,368
|
||||||||||
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Total Synthetic Guaranteed Investment Contracts
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13,769,535
|
|||||||||
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*
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Rio Tinto plc ADRs
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Common Stock
|
42,780
|
**
|
9,214,333
|
|||||
|
*
|
Putnam
|
Pending Account
|
**
|
89,758
|
||||||
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Total Investments at fair value
|
$ 50,161,012
|
|||||||||
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* Denotes a party-in-interest as defined by ERISA
|
||||||||||
|
** Not required as investments are participant directed
|
||||||||||
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See report of independent registered public accounting firm.
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20
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KENNECOTT CORPORATION SAVINGS PLAN FOR HOURLY EMPLOYEES
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|||
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By:
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/s/ Patrick Keenan | ||
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Name: Patrick Keenan
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|||
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Chief Financial Officer, Kennecott Utah Copper LLC
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|||
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Chair, Rio Tinto America Benefit Governance Committee
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|||
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Exhibit
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||
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Number
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Document
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23.1
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Consent of Independent Registered Public Accounting Firm
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