UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND
SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
| x | Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 |
For the fiscal year ended December 31, 2009
Or
| ¨ | Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 |
For the transition period from to
Commission file number 1-5231
| A. | Full title of the plan and the address of the plan, if different from that of the issuer named below. |
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
| B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office. |
McDonald’s Corporation
McDonald’s Plaza
Oak Brook, Illinois 60523
PROFIT SHARING AND SAVINGS PLAN
Oak Brook, Illinois
FINANCIAL STATEMENTS
December 31, 2009 and 2008
CONTENTS
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
McDonald’s Corporation
Profit Sharing Administrative Committee
Oak Brook, Illinois
We have audited the accompanying statements of net assets available for benefits of McDonald’s Corporation Profit Sharing and Savings Plan (“the Plan”) as of December 31, 2009 and 2008, and the related statement of changes in net assets available for benefits for the year ended December 31, 2009. 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 the standards of the Public Company Accounting Oversight Board (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, the net assets available for benefits of the Plan as of December 31, 2009 and 2008, and the changes in net assets available for benefits for the year ended December 31, 2009, in conformity with U.S. generally accepted accounting principles.
Our audit was conducted for the purpose of expressing an opinion on the basic financial statements taken as a whole. The supplemental Schedule H, Line 4i - 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. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audit 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/ Crowe Horwath LLP
Oak Brook, Illinois
June 21, 2010
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2009
(Amounts in thousands)
| Participant- Directed Investments |
ESOP | Total 2009 | |||||||||||
| Allocated Account |
Unallocated Account |
||||||||||||
| ASSETS |
|||||||||||||
| Investments, at fair value |
|||||||||||||
| Short-term investments |
$ | 34,570 | $ | 4,996 | $ | 3,706 | $ | 43,272 | |||||
| US Treasury bonds |
1,061 | — | — | 1,061 | |||||||||
| Mutual funds |
319,428 | — | — | 319,428 | |||||||||
| American depository receipts, common and preferred stock other than McDonald’s Corporation common stock |
170,477 | — | — | 170,477 | |||||||||
| McDonald’s Corporation common stock |
702,839 | 247,574 | 218,874 | 1,169,287 | |||||||||
| Collective funds |
680,490 | — | — | 680,490 | |||||||||
| Wrapper contracts |
778 | — | — | 778 | |||||||||
| Securities loaned |
66,664 | — | — | 66,664 | |||||||||
| Pooled cash collateral |
68,747 | — | — | 68,747 | |||||||||
| Total investments, at fair value |
2,045,054 | 252,570 | 222,580 | 2,520,204 | |||||||||
| Other investments |
|||||||||||||
| Participant loans |
26,731 | — | — | 26,731 | |||||||||
| Total other investments |
26,731 | — | — | 26,731 | |||||||||
| Receivables |
|||||||||||||
| Company contributions |
22,296 | — | — | 22,296 | |||||||||
| Accrued income |
821 | 1 | — | 822 | |||||||||
| Other |
9 | — | — | 9 | |||||||||
| Interfund receivables |
237 | (237 | ) | — | — | ||||||||
| Total receivables |
23,363 | (236 | ) | — | 23,127 | ||||||||
| Total assets |
2,095,148 | 252,334 | 222,580 | 2,570,062 | |||||||||
| LIABILITIES |
|||||||||||||
| Management expenses payable |
552 | — | — | 552 | |||||||||
| Obligation for collateral received for loaned securities |
68,747 | — | — | 68,747 | |||||||||
| Accrued interest expense |
— | — | 1,818 | 1,818 | |||||||||
| Notes payable |
— | — | 55,678 | 55,678 | |||||||||
| Other liabilities |
1,407 | 18 | — | 1,425 | |||||||||
| Total liabilities |
70,706 | 18 | 57,496 | 128,220 | |||||||||
| Net assets reflecting all investments at fair value |
2,024,442 | 252,316 | 165,084 | 2,441,842 | |||||||||
| Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
9,265 | — | — | 9,265 | |||||||||
| NET ASSETS AVAILABLE FOR BENEFITS |
$ | 2,033,707 | $ | 252,316 | $ | 165,084 | $ | 2,451,107 | |||||
See Accompanying Notes to Financial Statements
2
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2008
(Amounts in thousands)
| Participant- | ESOP | |||||||||||||
| Directed Investments |
Allocated Account |
Unallocated Account |
Total 2008 | |||||||||||
| ASSETS |
||||||||||||||
| Investments, at fair value |
||||||||||||||
| Short-term investments |
$ | 88,805 | $ | 5,985 | $ | 3,659 | $ | 98,449 | ||||||
| US Treasury bonds |
1,950 | — | — | 1,950 | ||||||||||
| Mutual funds |
179,044 | — | — | 179,044 | ||||||||||
| American depository receipts, common and preferred stock other than McDonald’s Corporation common stock |
128,290 | — | — | 128,290 | ||||||||||
| McDonald’s Corporation common stock |
744,122 | 256,541 | 255,816 | 1,256,479 | ||||||||||
| Collective funds |
547,804 | — | — | 547,804 | ||||||||||
| Wrapper contracts |
1,184 | — | — | 1,184 | ||||||||||
| Participant loans |
24,384 | — | — | 24,384 | ||||||||||
| Securities loaned |
31,166 | — | — | 31,166 | ||||||||||
| Pooled cash collateral |
31,506 | — | — | 31,506 | ||||||||||
| Total investments |
1,778,255 | 262,526 | 259,475 | 2,300,256 | ||||||||||
| Receivables |
||||||||||||||
| Company contributions |
29,507 | — | — | 29,507 | ||||||||||
| Accrued income |
793 | 3 | 2 | 798 | ||||||||||
| Dividends |
— | — | 5 | 5 | ||||||||||
| Other |
73 | (72 | ) | (1 | ) | — | ||||||||
| Total receivables |
30,373 | (69 | ) | 6 | 30,310 | |||||||||
| Total assets |
1,808,628 | 262,457 | 259,481 | 2,330,566 | ||||||||||
| LIABILITIES |
||||||||||||||
| Management expenses payable |
421 | — | — | 421 | ||||||||||
| Obligation for collateral received for loaned securities |
31,506 | — | — | 31,506 | ||||||||||
| Accrued interest expense |
— | — | 2,078 | 2,078 | ||||||||||
| Notes payable |
— | — | 63,635 | 63,635 | ||||||||||
| Other liabilities |
659 | 39 | — | 698 | ||||||||||
| Total liabilities |
32,586 | 39 | 65,713 | 98,338 | ||||||||||
| Net assets reflecting all investments at fair value |
1,776,042 | 262,418 | 193,768 | 2,232,228 | ||||||||||
| Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
50,743 | — | — | 50,743 | ||||||||||
| NET ASSETS AVAILABLE FOR BENEFITS |
$ | 1,826,785 | $ | 262,418 | $ | 193,768 | $ | 2,282,971 | ||||||
See Accompanying Notes to Financial Statements
3
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year ended December 31, 2009
(Amounts in thousands)
| Participant- Directed Investments |
ESOP | Total 2009 |
||||||||||||||
| Allocated Account |
Unallocated Account |
|||||||||||||||
| Additions to net assets attributed to: |
||||||||||||||||
| Net appreciation/(depreciation) in fair value of investments |
||||||||||||||||
| Mutual funds |
$ | 58,302 | $ | — | $ | — | $ | 58,302 | ||||||||
| American depository receipts, common and preferred stock other than McDonald’s Corporation common stock |
63,100 | — | — | 63,100 | ||||||||||||
| McDonald’s Corporation common stock |
111 | 1,024 | (3,200 | ) | (2,065 | ) | ||||||||||
| Collective funds |
36,033 | — | — | 36,033 | ||||||||||||
| Participant loan interest income |
1,527 | — | — | 1,527 | ||||||||||||
| Securities lending income |
228 | — | — | 228 | ||||||||||||
| Interest income |
19,248 | 20 | 7 | 19,275 | ||||||||||||
| Dividends |
33,243 | 8,393 | 7,500 | 49,136 | ||||||||||||
| Commission recapture |
44 | — | — | 44 | ||||||||||||
| Total net investment income |
211,836 | 9,437 | 4,307 | 225,580 | ||||||||||||
| Contributions |
||||||||||||||||
| Company |
52,149 | 12,682 | 4,874 | 69,705 | ||||||||||||
| Participant |
49,759 | — | — | 49,759 | ||||||||||||
| Rollovers |
765 | — | — | 765 | ||||||||||||
| Total contributions |
102,673 | 12,682 | 4,874 | 120,229 | ||||||||||||
| Interfund transfers-in |
13,973 | — | — | 13,973 | ||||||||||||
| Other |
102 | — | — | 102 | ||||||||||||
| Total additions |
328,584 | 22,119 | 9,181 | 359,884 | ||||||||||||
| Deductions from net assets attributed to: |
||||||||||||||||
| Benefits paid to terminated participants and withdrawals |
(119,490 | ) | (18,222 | ) | — | (137,712 | ) | |||||||||
| Management and administrative expenses |
(2,079 | ) | (25 | ) | — | (2,104 | ) | |||||||||
| Interfund transfers-out |
— | (13,973 | ) | — | (13,973 | ) | ||||||||||
| Interest expense |
— | (4,123 | ) | (4,123 | ) | |||||||||||
| Company matching with profit sharing forfeitures |
(93 | ) | — | — | (93 | ) | ||||||||||
| Company matching with ESOP shares |
— | — | (33,742 | ) | (33,742 | ) | ||||||||||
| Other |
— | (1 | ) | — | (1 | ) | ||||||||||
| Total deductions |
(121,662 | ) | (32,221 | ) | (37,865 | ) | (191,748 | ) | ||||||||
| Net increase (decrease) |
206,922 | (10,102 | ) | (28,684 | ) | 168,136 | ||||||||||
| Net assets available for benefits |
||||||||||||||||
| Beginning of year |
1,826,785 | 262,418 | 193,768 | 2,282,971 | ||||||||||||
| End of year |
$ | 2,033,707 | $ | 252,316 | $ | 165,084 | $ | 2,451,107 | ||||||||
See Accompanying Notes to Financial Statements
4
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 1 - DESCRIPTION OF PLAN
General: The McDonald’s Corporation Profit Sharing and Savings Plan (the Plan) was last amended and restated in its entirety on July 1, 2008.
The Plan is administered by a committee of individuals (Administrative Committee) appointed by the Chief Executive Officer of McDonald’s Corporation (the Company). Participants should refer to the Summary Plan Description and Prospectus for a more complete description and up-to-date information.
Eligibility: In order to participate in the 401(k) feature of the Plan, all eligible employees must be at least 21 years of age, have a valid Social Security number, and be on the U.S. payroll of the Company or a participating employer. The term “Company” includes all participating employers in describing eligibility and contributions below.
Salaried restaurant management employees and staff employees (including part-time staff employees) are eligible to make nonmatched 401(k) contributions, up to 50% of eligible compensation, beginning the first day of the month after completing one full calendar month of employment. All other employees are eligible to make 401(k) contributions on a matched basis after one year of “eligible service” as defined by the Plan document.
Highly compensated employees under Internal Revenue Service rules will not be able to make 401(k) contributions in their second calendar year of employment until the first of the month on or after they complete one anniversary year with at least 1,000 hours of service under the Plan.
Salaried restaurant management employees, who are not contributing to the Plan, will be enrolled automatically at a 1% contribution level as soon as they have completed one year of service and attained age 21.
Contributions: Each year, participants may contribute up to 50% of their eligible pre-tax annual compensation, as defined by the Plan subject to Internal Revenue Service (the IRS) annual limits. Participants who have attained age 50 before the end of the Plan year are eligible to make catch-up contributions subject to IRS limits and may contribute more than 50% if payroll tax and other withholding requirements are met. In accordance with Plan procedures, participants may roll over money into the Plan if it is from a(n): Qualified Plan, Section 403(b) tax-sheltered annuity plan, Section 457 deferred compensation plan of a state or local government entity, SIMPLE 401(k) plan, Section 403(a) annuity plan, Traditional IRA, SIMPLE IRA with at least two years participation, IRA set up to receive a distribution from an eligible employer plan and Federal thrift plan under section 7701(j).
Participants direct the investment of their contributions and Company contributions into various investment options offered by the Plan. The investment funds under the Plan are Stable Value Fund, Intermediate Bond Fund, Global Bond Fund, Blended Stock/Bond Fund, Real Estate Securities Fund, Diversified Stock Fund, S&P 500 Index Fund, International Stock Fund, Global Themes Fund, Small Cap Index Fund, Aggressive Stock Fund, McDonald’s Common Stock Fund, and the McDonald’s ESOP Stock Fund. No more than 20% of a participant’s future contributions may be invested in the McDonald’s Common Stock Fund. The future contribution company stock limitation applies to a participant’s 401(k) contributions and the Company’s discretionary matching contribution, if any.
The trustees, individuals appointed by the Compensation Committee of the Board of Directors of McDonald’s Corporation (the Board), are authorized to invest certain assets of the Plan in shares of Company stock. The allocated ESOP shares are held by The Northern Trust Company (Northern Trust), the custodian of the Plan. The unallocated ESOP shares are also held at Northern Trust as collateral for loans from the Company to the Plan. The Company is required to make sufficient cash contributions to the Plan to pay the principal and interest on the loans. Other than pass through dividends, proceeds from the ESOP common stock dividends are invested in an interest-bearing account until the note payment is due.
The Company matches (after one year of eligibility service) 300% of the first 1% of eligible compensation (as defined by the Plan) and 100% of the next 4% of eligible compensation that a participant contributes to the Plan. A discretionary profit-sharing match may be contributed at the option of the Board. For the year ended December 31, 2009, the Company made a 3% discretionary profit sharing match to the Plan. The discretionary match is allocated after the end of the year to participants eligible to share in matching contributions based on participant 401(k) contributions up to 1% of eligible compensation.
5
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 1 - DESCRIPTION OF PLAN (Continued)
Participant Accounts: Participants can elect, on a daily basis, to have their account balances, as well as future deferrals and Company contributions, invested in 1% increments in one or any combination of the Plan’s investment funds, including Company stock. For participants who are automatically enrolled, the participant’s 401(k) contributions are invested in the Blended Stock/Bond Fund and after 30 days are managed by Guided Choice, a managed account provider, unless the participant makes an investment election. Company matching contributions are invested in the McDonald’s ESOP Stock Fund for employees who are automatically enrolled in the Plan until the participant elects to direct such amounts to other funds offered.
Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s matching contribution (based on the safe harbor match) and discretionary profit sharing match (if any) and (b) Plan earnings, and charged with an allocated portion of investment expenses. Allocations are based on participant earnings or account balances as defined in the Plan.
Leveraged Employee Stock Ownership Plan (Leveraged ESOP): In September 1989, the Leveraged ESOP borrowed $200 million and used the proceeds of the loan to purchase 27,826,084 shares of McDonald’s Series B Convertible Preferred Stock at an issue price of $7.188 per share. These preferred shares were held exclusively by the Leveraged ESOP and were not traded on the open market.
In 1992 and 1995, the Company redeemed these preferred shares. Prior to each redemption, the Plan’s Trustees converted each share of Preferred Stock into 0.7692 shares of McDonald’s Common Stock. The unallocated shares will be released for allocation to participants as Company contributions are made to the Plan. Released shares are used to make matching allocations.
In April 1991, the Leveraged ESOP borrowed $100 million and used the proceeds of the loan to purchase 12,075,468 shares of McDonald’s Series C Convertible Preferred Stock at an issue price of $8.281 per share. These preferred shares were held exclusively by the Leveraged ESOP and were not traded on the open market. In 1995, the Company redeemed the remaining preferred shares. Prior to each redemption, the Plan’s Trustees converted each share of Preferred Stock into 0.8 shares of McDonald’s Common Stock. The unallocated shares will be released for allocation to participants as Company contributions are made to the Plan. Released shares are used to make matching allocations. Due to the Leveraged ESOP refinancing discussed in Note 6, the last allocation will occur in 2018 when the refinanced loan is completely repaid.
During 2009, 608,101 shares were released from the unallocated ESOP shares with a fair value of approximately $33,742,000.
Vesting: All participants’ accounts under the Plan are 100% vested.
Diversification: Participants can elect to fully diversify all accounts in the Plan, regardless of age.
Loans: Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested balance reduced by the participants’ highest outstanding loan balance during the preceding 12-month period. All loans are subject to a $68 processing fee. Loan terms range from 12 months up to 4.5 years. Participants may not have more than one loan from the Plan outstanding at any time. The loans are secured by the balance in the participant’s account and bear interest based on the prime rate in effect on the first day of the month in which the loan is processed, plus 1%. Principal and interest are paid ratably through payroll deductions.
Payment of Benefits: Participants who terminate their employment with the Company and all other companies or entities that are owned or controlled 80% or more by McDonald’s Corporation are entitled to receive the interest in their Plan accounts within a reasonable time following their termination. A terminated participant with benefits in excess of $1,000 will not receive a distribution from the Plan until age 70 1/2 unless an earlier distribution is elected.
6
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 1 - DESCRIPTION OF PLAN (Continued)
Such accounts will continue to share in the allocation of investment income, and accounts will continue to be invested in accordance with the participant’s investment elections (See Note 1, Contributions). Distributions may be in the form of a lump sum or installment payments or a combination of lump sum and installment payments.
Participants who terminate employment after satisfying the requirements to make deferrals and are subsequently rehired can resume making deferrals as soon as administratively feasible.
Forfeitures: Amounts unclaimed for two years are considered forfeitures. These forfeitures, resulting from unclaimed amounts, will be used to make a portion of the Company match.
In-Service Withdrawals: Participants 59 1/2 or older and terminated participants may withdraw all or any part of their account balances under the Plan at any time. Participants who have been in the Plan for at least 60 months are eligible to withdraw up to 75% of their ESOP and Profit Sharing Accounts while still employed with the Company. Participants may only make one withdrawal in a calendar year, with regard to Profit Sharing and ESOP accounts. Participants can elect to receive all or any part of their Investment Savings and Stock Sharing account balances either while still employed or after termination.
Pass Through Dividend Election: Participants are offered the choice of having dividends earned on shares of McDonald’s common stock paid directly to them in cash or reinvested in their accounts in McDonald’s stock.
Voting: Participants are entitled to direct the Trustees in voting shares of McDonald’s stock credited to their accounts. In addition, participants may direct the vote on unallocated and unvoted shares based on the relative allocated shares credited to their accounts.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting: The financial statements of the Plan are prepared on the accrual method of accounting.
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Administrative Committee 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.
Adoption of New Accounting Standards: FASB Accounting Standards Codification: In June 2009, the Financial Accounting Standards Board (FASB) replaced The Hierarchy of Generally Accepted Accounting Principles, with the FASB Accounting Standards Codification (ASC, or the Codification) as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with GAAP. Rules and interpretive releases of the Securities and Exchange Commission are also sources of authoritative GAAP for SEC registrants. The ASC changes the referencing and organization of accounting guidance, but is not intended to change existing GAAP. Accordingly, the ASC does not have any impact on the Plan’s financial statements and footnotes. The Codification is effective for financial statements issued for periods ending after September 15, 2009.
Fair Value Measurements and Disclosures: In April 2009, the FASB issued guidance that emphasizes that the objective of a fair value measurement does not change even when market activity for the asset or liability has decreased significantly. Fair value is the price that would be received for an asset sold or paid to transfer a liability in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. When observable transactions or quoted prices are not considered orderly, then little, if any, weight should be assigned to the indication of the asset or liability’s fair value.
7
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Adjustments to those transactions or prices should be applied to determine the appropriate fair value. The standard also requires increased disclosures. The guidance was applied prospectively in 2009, and the impact of adoption of this standard was not material to the Plan’s net assets available for benefits.
In September 2009, the FASB issued guidance which provides a practical expedient for measuring the fair values of Plan investments in a limited number of entities that calculate a net asset value per share (such as hedge funds, private equity funds, funds of funds, and certain collective trusts, common trusts and pooled separate accounts). This guidance also provides enhanced disclosure requirements, and it became effective for Plan reporting periods ending after December 15, 2009. The effect of the Plan’s adoption of this standard in 2009 was not material to the Plan’s net assets available for benefits.
Investment Valuation: The Plan’s investments, other than participant loans, are reported at fair value. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
The following are descriptions of the valuation methods and assumptions used for investments of the Plan, including securities loaned and pooled cash collateral.
Fair value is the price that would be received by the Plan for an asset or paid by the Plan to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date in the Plan’s principal or most advantageous market for the asset or liability. Fair value measurements are determined by maximizing the use of observable inputs and minimizing the use of unobservable inputs when measuring fair value. The hierarchy places the highest priority on unadjusted quoted market prices in active markets for identical assets or liabilities (level 1 measurements) and gives the lowest priority to unobservable inputs (level 3 measurements). The three levels of inputs within the fair value hierarchy are defined as follows:
| • | Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the Plan has the ability to access as of the measurement date. |
| • | Level 2: Significant other observable inputs other than level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. |
| • | Level 3: Significant unobservable inputs that reflect the Plan’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. |
In some cases, a valuation technique used to measure fair value may include inputs from multiple levels of the fair value hierarchy. The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy.
Mutual funds, common stocks and American Depository Receipts: The fair values of mutual fund investments and publicly traded common stocks and American Depository Receipts (ADR) are determined by obtaining quoted prices on nationally recognized securities exchanges (level 1 inputs).
U.S. Treasury securities: Fair values of U.S. Treasury bonds reflect the closing price reported in the active market in which the security is traded (level 1 inputs).
Collective trusts: The fair values of investments in collective trusts are valued as determined by the custodian based on their net asset values and recent transaction prices. The investment objectives and underlying investments of the collective trusts vary, with some holding diversified portfolios of domestic or international stocks, some holding securities of companies in a particular industry sectors, some holding short-term and/or medium-term corporate, government and government agency bonds, some holding a blend of asset back securities and corporate bonds, and others holding a blend of various domestic and international stocks. Each collective trust provides for daily redemptions by the Plan at reported net asset values per share, with no advance notice requirement. Short-term investments consist of a collective trust with principal preservation as its primary objective. The collective trusts invest primarily in securities traded on nationally recognized securities exchanges and active dealer markets and are classified within level 2 of the fair value hierarchy.
8
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Stable value fund: The plan investments include a Stable Value Fund which is a unitized fund managed by JPMorgan solely for the Plan. The Stable Value Fund includes synthetic guaranteed investment contracts which are comprised of collective trusts, U.S. Treasury bonds, and benefit responsive wrapper contracts.
Wrapper contracts: Benefit responsive wrapper contracts with various insurance carriers are utilized to provide market and cash flow risk protection to the Plan for the Stable Value Fund. The fair values of the wrapper contracts associated with the synthetic investment contracts within the Stable Value Fund have been based upon the estimated replacement costs of the wrap contracts projected for the duration of the associated portfolio and discounted back to the financial statement dates (level 3 inputs).
Contract value of the synthetic guaranteed investment contracts represents contributions made under the contracts, plus earnings, less participant withdrawals and administrative expenses.
Commingled funds – securities lending collateral pools: Fair value has been determined to approximate the reported redemption values of $1.00 per unit, based upon recent transaction prices (level 2 inputs). While the collateral pools are managed to seek a constant $1.00 per share net asset value, net asset values per unit can fluctuate over time, and guarantees of principal are not provided. The collateral pools invest primarily in short-term and medium-term debt instruments of high credit quality, with the average maturities being somewhat longer than that of an SEC-registered money market fund.
Participant loans: Participant loans are reported at cost. The fair value of participant loans is not practicable to estimate due to restrictions placed on the transferability of the loans.
9
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Investments measured at fair value on a recurring basis as of December 31, 2009 and 2008 are summarized below (amounts in thousands):
| Fair Value Measurements at December 31, 2009 Using | ||||||||||
| Quoted Prices in Active Markets for Identical Assets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Significant Unobservable Inputs (Level 3) | ||||||||
| Investments: |
||||||||||
| Pending trades, net |
$ | (311 | ) | $ | — | $ | — | |||
| Synthetic GIC wrapper contracts |
— | — | 778 | |||||||
| Collective trusts |
||||||||||
| Short-term investments |
— | 46,074 | — | |||||||
| Bond/fixed income funds |
— | 413,647 | — | |||||||
| Common stock funds |
— | 136,603 | — | |||||||
| Blended funds |
— | 127,438 | ||||||||
| US Treasury securities |
1,061 | — | — | |||||||
| Mutual funds |
||||||||||
| Corporate bond funds |
62,309 | — | — | |||||||
| US common stock |
151,109 | — | — | |||||||
| International common stock |
106,010 | — | — | |||||||
| ADR & common stock, other than |
||||||||||
| McDonald’s Corp. common stock |
||||||||||
| ADR – International large cap |
16,210 | — | — | |||||||
| ADR – International mid cap |
2,342 | — | — | |||||||
| ADR – International small cap |
230 | — | — | |||||||
| Common stocks – US large cap |
133,345 | — | — | |||||||
| Common stocks – US mid cap |
41,046 | — | — | |||||||
| Common stocks – US small cap |
32,166 | — | — | |||||||
| Common stocks – International large cap |
8,587 | — | — | |||||||
| Common stocks – International mid cap |
2,049 | — | — | |||||||
| Common stocks – International small cap |
1,477 | — | — | |||||||
| McDonald’s Corp. common stock |
1,169,287 | — | — | |||||||
| Commingled funds – securities lending collateral pools |
— | 68,747 | — | |||||||
| $ | 1,726,917 | $ | 792,509 | $ | 778 | |||||
| Fair Value Measurements at December 31, 2008 Using | ||||||||||
| Quoted Prices in Active Markets for Identical Assets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Significant Unobservable Inputs (Level 3) | ||||||||
| Investments excluding participant loans |
$ | 1,596,929 | $ | 677,759 | $ | 1,184 | ||||
10
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
The table below presents a reconciliation of Plan investments measured at fair value on a recurring basis using significant unobservable inputs (level 3) for the year ended December 31, 2009 (amounts in thousands):
| Fair Value Measurements Using Significant Unobservable Inputs (Level 3) (Wrapper Contracts) |
||||
| Beginning balance, January 1, 2009 |
$ | 1,184 | ||
| Change in fair value of fully benefit-responsive investment contract* |
(406 | ) | ||
| Ending balance, December 31, 2009 |
$ | 778 | ||
| * | Unrealized appreciation (depreciation) of the fully benefit-responsive investment contract is reported as an increase (decrease) in Plan investments and as an offsetting decrease (increase) in the adjustment from fair value to contract value reported in the 2009 statement of net assets available for benefits, with no effect on the 2009 change in net assets available for benefits. |
Fair Value of Long-Term Debt: The fair value of the Plan’s long-term debt is estimated based on the current rates available to the Plan for debt of the same remaining maturities. As of December 31, 2009, the estimated fair value and carrying value of the Plan’s long-term debt was $62,749,000 and $55,678,000, respectively. As of December 31, 2008, the estimated fair value and carrying value of the Plan’s long-term debt was $74,128,000 and $63,635,000, respectively.
Securities Lending: The Plan may lend its securities to qualified brokers through participation in a securities lending program administered by Northern Trust. The loans are collateralized at all times primarily by an allocation of a collateral pool administered by Northern Trust with a market value at least equal to the market value plus any accrued interest or dividends of the securities on loan. The securities on loan and the collateral received from the borrowers are reflected on the statements of net assets available for benefits at fair value as of the financial statement dates. The obligation to return the collateral is also reflected on the statement of net assets as a liability (see Note 12).
Unallocated Net Assets Available for Benefits: Unallocated net assets available for benefits represents the fair value of shares of McDonald’s common stock purchased through the ESOP which have not been released for allocation to participants’ accounts offset by the balance of the debt issued by the ESOP. Unallocated net assets available for benefits are reduced by the fair value of the shares as they are allocated to participants as Company matching contributions.
Payment of Benefits: Benefits are recorded at the time of payment.
NOTE 3 - INVESTMENTS
The following presents the fair values of investments that represent 5 percent or more of the Plan’s net assets at December 31, 2009 and 2008 (amounts in thousands).
Investments at fair value:
| 2009 | 2008 | ||||||
| McDonald’s Corporation common stock |
$ | 1,169,287 | $ | 1,256,479 | |||
| JP Morgan Chase Bank Intermediate Bond Fund |
227,351 | 218,347 | |||||
| JP Morgan Chase Bank Subadvised Fixed Income PIMCO Fund |
127,438 | 109,894 | * | ||||
| Vanguard Institutional Index Fund |
126,533 | 85,989 | * | ||||
| * | Not above 5% threshold, presented for comparative purposes |
11
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 4 - INVESTMENT CONTRACTS
The Plan investments include a Stable Value Fund, managed by JPMorgan, which is a unitized fund established solely for the investment of assets of the Plan. The account is credited with earnings on the underlying investments and charged for Plan withdrawals and administrative expenses charged by JPMorgan. The Stable Value Fund holds synthetic guaranteed investment contracts, with collective funds, short-term investments, and U.S. Treasury bonds as underlying investments. The underlying investments and wrapper contracts of these synthetic investment contracts are included in the financial statements at fair value.
The wrapper contracts within the Stable Value Fund specify certain conditions under which distributions from the contracts would be payable at amounts below contract value. Such circumstances include the termination of the Plan, a material adverse change to the provisions of the Plan, if the employer elects to withdraw from a wrapper contract in order to switch to a different investment provider, or if the terms of a successor plan (in the event of the spin-off or sale of a division) do not meet the wrapper contract issuer’s underwriting criteria for issuance of a clone wrapper contract. The contracts limit the circumstances under which the issuer may terminate the contracts. Examples of circumstances which would allow the issuer to terminate the contracts include the Plan’s loss of its qualified status, un-cured material breaches of responsibilities, or material and adverse changes to the provisions of the Plan. If one of these events were to occur, the issuer could terminate the contracts at the market value of the underlying investments. Currently, the Plan’s administrator believes that the occurrence of an event that would cause the Plan to transact contract distributions at less than contract value is not probable.
The crediting interest rates of the contracts are based on agreed-upon formulas with the issuers, as defined in the contract agreements, but cannot be less than zero. The interest rates are reviewed on a quarterly basis for resetting. The key factors that influence future interest crediting rates could include the following: the level of market interest rates; the amount and timing of participant contributions; transfers and withdrawals into/out of the contracts; and the duration of the underlying investments backing the contracts.
The Plan’s allocable share of the resulting gains and losses in the fair value of the investment contracts relative to the contract value is reflected as an adjustment from fair value to contract value on the statement of net assets as of December 31, 2009 and 2008.
| 2009 | 2008 | |||||
| Average contract yield, in the aggregate for all contracts: |
||||||
| Based on annualized earnings (1) |
2.92 | % | 3.50 | % | ||
| Based on interest rate credited to participants (2) |
2.47 | % | 3.34 | % |
| (1) | Computed by dividing the annualized one-day actual earnings of the contracts on the last day of the Plan year by the fair value of the contracts’ investments on the same date. |
| (2) | Computed by dividing the annualized one-day earnings credited to participants on the last day of the Plan year by the fair value of the contracts’ investments on the same date. |
NOTE 5 - NONPARTICIPANT-DIRECTED INVESTMENTS
The nonparticipant directed net assets of the Plan and changes therein consist of those reflected in the financial statements as “ESOP – Unallocated Account.”
12
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 6 - NOTES PAYABLE
In September 1989, the Leveraged ESOP issued $200 million of 7.67% Guaranteed ESOP Notes, Series A, for 15 years with a final maturity of September 15, 2004. In April 1991, the Leveraged ESOP issued $100 million of 7.30% Guaranteed ESOP Notes, Series B, for 15 years with a final maturity of June 1, 2006. In November 1999, the Leveraged ESOP paid down $84,740,000 of these notes and refinanced both the Series A and Series B notes. At that time, the Leveraged ESOP issued a $104,672,800, 7.11% ESOP Note, for 19 years with a final maturity of July 15, 2018, and a $28,305,658, 7.11% ESOP Note, for three years with a final maturity of July 15, 2002.
Principal and interest payments are made according to the applicable loan schedules. Dividends on the converted common stock and Company contributions are used to repay the loans.
The Series A/B Notes are collateralized by unallocated shares of McDonald’s common stock, valued at $218,874,429 at December 31, 2009. All Notes are guaranteed by McDonald’s Corporation. Holders of the Notes have no recourse against the assets of the ESOP, except for such collateralized shares, cash contributions to the ESOP, and earnings attributable to such collateralized shares or contributions. The unallocated shares of McDonald’s common stock may be released from collateral under certain circumstances without the consent of the holders of the Notes.
Following are maturities of the Notes for each of the next five years and beyond (amounts in thousands):
| Series A Notes |
Series B Notes |
Total | |||||||
| 2010 |
$ | 5,318 | $ | 2,679 | $ | 7,997 | |||
| 2011 |
5,363 | 2,702 | 8,065 | ||||||
| 2012 |
5,425 | 2,733 | 8,158 | ||||||
| 2013 |
5,506 | 2,773 | 8,279 | ||||||
| 2014 |
4,793 | 2,415 | 7,208 | ||||||
| Beyond 2014 |
10,621 | 5,350 | 15,971 | ||||||
| Total over remaining life of notes |
$ | 37,026 | $ | 18,652 | $ | 55,678 | |||
NOTE 7 - PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right under the Plan to allow an employer to discontinue its contributions at any time and the Company may terminate the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
NOTE 8 - ADMINISTRATIVE FEES
The investment managers’ fees applicable to each investment fund are netted against the related investment income before investment income is allocated to participants’ accounts. Fees for managed account services provided by an independent third-party are charged directly to participant accounts only for individuals that use this service. All administrative expenses associated with the Plan are paid by the Company.
13
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 9 - INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Company by letter dated March 4, 2010, that the Plan and related trust are designed, including amendments adopted through February 13, 2009, in accordance with applicable sections of the Internal Revenue Code (IRC). On March 22, 2010 the Plan was amended to adopt the proposed amendment submitted to the Internal Revenue as part of the determination letter process.
NOTE 10 - TRANSACTIONS WITH PARTIES IN INTEREST
During 2009, the Plan received $40,535,303 in common stock dividends from the Company. In connection with the Leveraged ESOP refinancing discussed in Note 6, $132,978,458 of debt, at an interest rate of 7.11%, was issued directly by the Company to the Plan in 1999. This loan is intended to be an exempt loan under Section 408(b)(3) of ERISA and Section 4975(d)(3) of the IRC.
During 2009, fees totaling $2,104,000 were paid by the Plan to the managers of the investments held in the Plan. These transactions qualify as party-in-interest transactions.
Certain Plan assets are invested in participant loans or investments managed by Northern Trust, therefore these transactions qualify as party-in-interest. A portion of the Plan’s assets are also invested in Company stock (see Note 3).
NOTE 11 - RISKS AND UNCERTAINTIES
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, liquidity and credit risks. Due to the level of risk associated with certain investment securities, 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 the amounts reported in the statements of net assets available for benefits.
NOTE 12 - SECURITIES LENDING
The Plan lends securities, through the asset custodian, to independent third parties to increase its investment income. When the Plan lends securities, it is subject to a risk of failure by the borrower to return the loaned securities, a delay in delivery of the securities, or potential loss from declines in the value of investment collateral, in which case the Plan may incur a loss. To limit this risk, such loans are contractually required to be continuously secured by the collateral consisting of cash, cash equivalents, or U.S. Treasury bonds in an amount at least equal to the market value of the securities loaned. As of December 31, 2009, $66,663,833 of the Plan’s securities on loan were secured by cash collateral with a fair value of $68,747,384 and non-cash collateral with a fair value of $75,832. As of December 31, 2008, $31,165,702 of the Plan’s securities on loan were secured by cash collateral with a fair value of $31,505,594.
Effective September 19, 2008, Northern Trust declared a collateral deficiency under its Securities Lending Authorization Agreement (“Lending Agreements”) with respect to five of its commingled cash collateral investment pools. As a consequence of the collateral deficiency, Northern Trust has allocated a portion of the collateral deficiency to each participating client, including the Plan, with the Plan’s allocation being $847,300.
On October 29, 2008, Northern Trust made cash payment of $100,240 to reduce the Plan’s allocated portion of the collateral deficiency. On December 3, 2009, Northern Trust made a reversal adjustment of $553,789 to reduce the collateral deficiency. On December 15, 2009 the Plan made a payment of $128,094 to reduce the liability of the collateral deficiency. The $128,094 was made up of the $100,240 cash payment from Northern Trust and $27,854 from securities lending income. Effective January 1, 2009 through December 31, 2009, all security lending income earned during the Plan year was used to reduce the collateral deficiency. As of December 31, 2009, the Plan has not exited the Lending Agreements. The remaining collateral deficiency in the Plan is $165,418.
14
McDONALD’S CORPORATION PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
NOTE 13 - FORM 5500 RECONCILIATION
Following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2009 and 2008 to net assets per the Form 5500 (amounts in thousands):
| 2009 | 2008 | |||||||
| Net assets available for benefits per the financial statements |
$ | 2,451,107 | $ | 2,282,971 | ||||
| Adjustment from fair value to contract value for fully benefit responsive investment contracts |
(9,265 | ) | (50,743 | ) | ||||
| Net assets per the Form 5500 |
$ | 2,441,842 | $ | 2,232,228 | ||||
Following is a reconciliation of the increase in net assets available for benefits per the financial statements for the year ended December 31, 2009, to the net income per the Form 5500 (amounts in thousands):
| Increase in net assets available for benefits per the financial statements |
$ | 168,136 | |
| Change in the adjustment from fair value to contract value for fully benefit responsive investment contracts at December 31, 2009 |
41,478 | ||
| Net income per the Form 5500 |
$ | 209,614 | |
NOTE 14 - SUBSEQUENT EVENTS
Effective January 1, 2010, the loan processing fee increased from $68 to $70, and will increase to $75 effective April 1, 2010.
Effective January 1, 2010, all security lending income earned by the Plan is allocated to participants.
Effective March 15, 2010 the remaining collateral deficiency amount of $165,418 was reversed by Northern Trust.
15
MCDONALD’S CORPORATION, EIN 36-2361282
MCDONALD’S CORPORATION PROFIT SHARING and SAVINGS PLAN, PLAN NUMBER 001
PLAN YEAR END DECEMBER 31, 2009
FORM 5500, SCHEDULE H, LINE 4I - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
| (a) | (b) (c) IDENTITY OF ISSUER/DESCRIPTION |
(d) COST** |
(e) MARKET VALUE |
||||
| PENDING TRADES |
|||||||
| United States dollar - Pending Trade Purchases |
(209,752.99 | ) | |||||
| United States dollar - Pending Trade Purchases |
(8,558.06 | ) | |||||
| United States dollar - Pending Trade Purchases |
(399,498.22 | ) | |||||
| United States dollar - Pending Trade Purchases |
(604,986.20 | ) | |||||
| United States dollar - Pending Trade Sales |
186,798.40 | ||||||
| United States dollar - Pending Trade Sales |
8,822.10 | ||||||
| United States dollar - Pending Trade Sales |
713,414.96 | ||||||
| United States dollar - Pending Trade Sales |
1,789.81 | ||||||
| TOTAL PENDING TRADES |
(311,970.20 | ) | |||||
| CORPORATE COMMON STOCKS & AMERICAN DEPOSITORY RECEIPTS |
|||||||
| #REORG/ENERGY XXI (BRMUDA) REV STK SPLITENERGY XXI BERMUDA LTD 2057798 1/29/10 |
186,821.25 | ||||||
| 1ST HORIZON NATL CORP COM |
505,948.15 | ||||||
| 1ST NIAGARA FINL GROUP INC NEW COM |
67,602.60 | ||||||
| 1ST UTD BANCORP INC FLA COM STK |
88,428.90 | ||||||
| 3COM CORP COMMON STOCK |
567,300.00 | ||||||
| 5TH 3RD BANCORP COM |
135,037.50 | ||||||
| ABBOTT LAB COM |
1,133,790.00 | ||||||
| ABM INDS INC COM |
145,219.14 | ||||||
| ACCENTURE PLC SHS CL A NEW |
1,162,000.00 | ||||||
| ACCO BRANDS CORP COM |
229,887.84 | ||||||
| ACE LTD COM STK |
652,680.00 | ||||||
| ACTUANT CORP CL A NEW |
116,831.65 | ||||||
| ADOBE SYS INC COM |
1,743,372.00 | ||||||
| ADR 51JOB INC SPONSORED ADR REPSTG COM |
44,246.84 | ||||||
| ADR ABB LTD SPONSORED ADR |
84,383.80 | ||||||
| ADR ALCATEL-LUCENT |
130,509.20 | ||||||
| ADR ASML HOLDING NV NY REGISTERED SHS |
220,903.20 | ||||||
| ADR AXA SA SPONSORED ADR |
55,056.00 | ||||||
| ADR BAE SYS PLC SPONSORED ADR |
75,335.00 | ||||||
| ADR BAIDU INC SPONSORED ADR |
628,359.44 | ||||||
| ADR BASF AKTIENGESELLSCHAFT - LEVEL I |
156,802.50 | ||||||
16
| ADR BHP BILLITON LTD SPONSORED ADR |
384,431.60 | |||||
| ADR BP P L C SPONSORED ADR |
585,497.00 | |||||
| ADR BRIT AMERN TOB PLC SPONSORED COM STK |
126,087.00 | |||||
| ADR CADBURY PLC SPONSORED ADR ADR |
304,794.09 | |||||
| ADR CHINA GRENTECH CORP LTD |
185,543.64 | |||||
| ADR CONCORD MED SVCS HLDGS LTD SPONSORED ADR |
1,296.00 | |||||
| ADR FIBRIA CELULOSE S A SPONSORED ADR REPSTG COM SHS |
3,060.56 | |||||
| ADR FOCUS MEDIA HLDG LTD SPONSORED ADR |
1,732,943.90 | |||||
| ADR NESTLE S A SPONSORED ADR REPSTG REG SH |
205,487.50 | |||||
| ADR NOVARTIS AG |
839,582.75 | |||||
| ADR PETROLEO BRASILEIRO SA PETROBRAS SPONSORED ADR |
982,208.00 | |||||
| ADR RANDGOLD RES LTD ADR |
1,306,271.20 | |||||
| ADR RIO TINTO PLC SPONSORED ADR |
327,177.41 | |||||
| ADR ROCHE HLDG LTD SPONSORED ADR ISIN #US771195104 |
1,017,020.00 | |||||
| ADR RWE AKTIENGESELLSCHAF |
58,140.00 | |||||
| ADR SANOFI-AVENTIS SPONSORED ADR |
2,271,769.50 | |||||
| ADR TENARIS S A SPONSORED ADR |
135,413.75 | |||||
| ADR TENCENT HLDGS LTD ADR |
549,516.00 | |||||
| ADR TEVA PHARMACEUTICAL INDS |
1,314,612.00 | |||||
| ADR UNILEVER N V NEW YORK SHS NEW |
163,266.50 | |||||
| ADR UNILEVER PLC SPONSORED ADR NEW |
851,730.00 | |||||
| ADR VALE S A ADR |
267,801.75 | |||||
| ADR VODAFONE GROUP PLC NEW SPONSORED ADRNEW ADR |
2,140,443.00 | |||||
| ADR WUXI PHARMATECH CAYMAN INC SPONSORED ADR REPSTG ORD SHS ADR |
608,634.60 | |||||
| ADR YARA INTL ASA SPONSORED ADR |
17,081.25 | |||||
| AEGEAN MARINE PETROLEUM NETWORK INC COM STK USD0.01 |
599,118.96 | |||||
| AES CORP COM |
176,756.80 | |||||
| AFFILIATED MANAGERS GROUP INC COM STK |
187,233.00 | |||||
| AFFYMAX INC COM |
78,747.42 | |||||
| AGILENT TECHNOLOGIES INC COM |
717,623.79 | |||||
| AGNICO EAGLE MINES LTD COM |
255,420.00 | |||||
| AGRIUM INC COM |
115,312.50 | |||||
| AIRGAS INC COM |
109,480.00 | |||||
| AIRTRAN HLDGS INC COM |
273,893.40 | |||||
| ALCOA INC COM STK |
253,970.60 | |||||
| ALCON INC COM CHF0.20 |
1,824,285.00 | |||||
| ALEXION PHARMACEUTICALS INC COM |
209,926.00 | |||||
| ALIGN TECHNOLOGY INC COM |
655,544.34 | |||||
| ALLIED HEALTHCARE PRODS INC COM |
400,536.72 |
17
| ALLIED NEV GOLD CORP COM STK |
71,795.88 | |||||
| ALTISOURCE PORTFOLIO COMM STK |
74,241.63 | |||||
| AMAZON COM INC COM |
2,824,920.00 | |||||
| AMER GREETINGS CORP CL A COM |
362,694.55 | |||||
| AMERICAN OIL & GAS INC NEV NEW COM |
48,795.60 | |||||
| AMERICAN SUPERCONDUCTOR CORP SHS |
47,853.00 | |||||
| AMERIGON INC COM |
95,375.28 | |||||
| AMERISOURCEBERGEN CORP COM |
234,369.30 | |||||
| AMERN AXLE & MFG HOLDINGS INC |
90,112.72 | |||||
| AMERN RIV BANKSHARES |
70,740.00 | |||||
| ANALOG DEVICES INC COM |
795,816.00 | |||||
| ANNALY CAP MGMT INC COM |
503,288.80 | |||||
| ANWORTH MTG AST CORP COM |
632,030.00 | |||||
| AON CORP COM |
1,232,631.00 | |||||
| APPLE INC |
3,353,095.72 | |||||
| ARCSIGHT INC STK |
91,448.50 | |||||
| ARTIO GLOBAL INVS INC COM CL A COM CL A |
77,489.60 | |||||
| ATHEROS COMMUNICATIONS INC COM |
333,497.60 | |||||
| ATP OIL & GAS CORP COM |
554,176.48 | |||||
| AVON PRODUCTS INC COM USD0.25 |
330,435.00 | |||||
| BAKERS FOOTWEAR GROUP INC COM |
59,571.57 | |||||
| BANCORP INC DEL COM STK |
69,457.50 | |||||
| BANK AMER CORP COM EQUIVALENT SEC |
461,028.00 | |||||
| BANK OF AMERICA CORP |
195,780.00 | |||||
| BARE ESCENTUALS INC COM |
360,723.85 | |||||
| BAXTER INTL INC COM |
1,420,056.00 | |||||
| BB&T CORP COM |
1,296,407.00 | |||||
| BCE INC COM NEW |
1,252,113.50 | |||||
| BE AEROSPACE INC COM |
888,464.50 | |||||
| BECKMAN COULTER INC COM |
88,344.00 | |||||
| BED BATH BEYOND INC COM |
227,144.40 | |||||
| BELO CORP |
30,692.48 | |||||
| BERRY PETE CO CL A CL A |
692,079.30 | |||||
| BIG 5 SPORTING GOODS CORP COM |
62,260.32 | |||||
| BIGBAND NETWORKS INC COM CDT-COM |
121,741.60 | |||||
| BIO-REFERENCE LABS INC COM PAR $0.01 NEW |
80,613.83 | |||||
| BIOSCRIP INC COM |
66,353.32 | |||||
| BK HAW CORP COM |
400,480.60 | |||||
| BON-TON STORES INC COM |
9,270.45 | |||||
| BOTTOMLINE TECHNOLOGIES DEL INC COM |
34,964.30 | |||||
| BRIGGS & STRATTON CORP CAP |
300,763.25 | |||||
| BRIGHAM EXPL CO COM |
205,404.45 | |||||
| BROADCOM CORP CL A |
253,487.00 |
18
| BROCADE COMMUNICATIONS SYS INC COM NEW STK |
322,825.30 | |||||
| BROOKDALE SR LIVING INC COM STK |
720,178.48 | |||||
| BROOKFIELD ASSET MGMT INC VOTING SHS CL A VOTING SHS CL A |
51,014.00 | |||||
| BROWN & BROWN INC COM |
279,882.75 | |||||
| CABLEVISION NY GROUP CL A COM |
163,182.40 | |||||
| CAMERON INTL CORP COM STK |
249,128.00 | |||||
| CANADIAN NATL RY CO COM |
150,849.00 | |||||
| CAP 1 FNCL COM |
1,104,192.00 | |||||
| CAPSTEAD MTG CORP COM NO PAR COM NO PAR |
424,856.25 | |||||
| CARDTRONICS INC COM STK |
54,707.94 | |||||
| CARRIZO OIL & GAS INC COM |
690,435.36 | |||||
| CASELLA WASTE SYS INC CL A COM STK |
277,581.00 | |||||
| CATERPILLAR INC COM |
1,832,228.50 | |||||
| CAVCO INDS INC DEL COM STK |
336,211.20 | |||||
| CB RICHARD ELLIS GROUP INC CL A CL A |
195,000.90 | |||||
| CDN NAT RES LTD COM CDN NAT RES COM STK |
578,262.15 | |||||
| CDN PAC RY LTD COM CDN PAC RY LTD |
159,300.00 | |||||
| CELGENE CORP COM |
1,152,576.00 | |||||
| CENTERRA GOLD INC COM 144A |
51,509.51 | |||||
| CENTERRA GOLD INC COM NPV |
38,838.17 | |||||
| CENTURY CASINOS INC COM |
194,468.17 | |||||
| CENTY ALUM CO COM |
932,883.99 | |||||
| CERAGON NETWORKS LTDSEDOL 2616148 |
120,358.48 | |||||
| CERNER CORP COM |
234,129.60 | |||||
| CF INDS HLDGS INC COM |
188,822.40 | |||||
| CHARLES RIV LABORATORIES INTL INC COM |
143,519.40 | |||||
| CHEVRON CORP COM |
2,221,161.50 | |||||
| CHIMERA INVT CORP COM STK |
1,065,257.88 | |||||
| CHINA AUTOMOTIVE SYS INC COM |
68,740.54 | |||||
| CHINDEX INTL INC COM |
34,420.68 | |||||
| CIGNA CORP COM |
149,897.50 | |||||
| CIN BELL INC NEW COM STK |
108,916.50 | |||||
| CIRRUS LOGIC INC COM |
57,022.02 | |||||
| CISCO SYSTEMS INC |
1,953,504.00 | |||||
| CITY NATL CORP COM |
122,208.00 | |||||
| CLARUS CORP DEL COM |
62,071.25 | |||||
| CLEAN ENERGY FUELS CORP COM |
59,066.53 | |||||
| CMNTY HLTH SYS INC NEW COM |
99,680.00 | |||||
| COACH INC COM |
687,859.90 | |||||
| COCA COLA CO COM |
1,533,300.00 | |||||
| COINSTAR INC COM |
486,150.00 | |||||
| COLGATE-PALMOLIVE CO COM |
952,940.00 |
19
| COLUMBIA BKG SYS INC COM |
123,615.20 | |||||
| COMMUNITY BANKERS TR CORP COM STK |
81,125.10 | |||||
| COMPANHIA BRASILEIRA DE DISTRIBUICAO S.ACLASS A PREFERRED SHARES |
117,187.20 | |||||
| COMPUTER PROGRAMS & SYS INC COM |
115,078.95 | |||||
| COMSTOCK RES INC COM NEW COM NEW |
680,156.05 | |||||
| COMVERGE INC COM |
41,374.44 | |||||
| CONCHO RES INC COM STK |
146,823.00 | |||||
| CONSOL ENERGY INC COM |
244,518.00 | |||||
| CONTL AIRL INC CL B |
218,086.40 | |||||
| CON-WAY INC COM STK |
456,273.70 | |||||
| COOPER INDUSTRIES PLC NEW IRELAND COM STK |
156,702.00 | |||||
| COOPER TIRE & RUBBER CO COM, NO PAR |
280,780.20 | |||||
| COPA HOLDINGS SA COM STK |
644,706.92 | |||||
| CORE LABORATORIES NV NLG0.03 |
76,778.00 | |||||
| CORNING INC COM |
1,167,289.50 | |||||
| COSTCO WHOLESALE CORP NEW COM |
1,360,910.00 | |||||
| COVIDIEN PLC USD0.20 |
1,865,315.50 | |||||
| CRAWFORD & CO CL A CL A |
209,885.60 | |||||
| CRAY INC COM NEW STK |
161,873.88 | |||||
| CREE INC COM |
450,960.00 | |||||
| CROSS CTRY HEALTHCARE INC COM |
137,699.45 | |||||
| CSX CORP COM |
2,046,278.00 | |||||
| CUMMINS INC |
1,309,761.60 | |||||
| CURIS INC COM |
47,736.00 | |||||
| CYBERSOURCE CORP DEL COM |
799,553.49 | |||||
| CYPRESS BIOSCIENCES INC COM PAR $.02 |
559,889.28 | |||||
| D R HORTON INC COM |
157,397.60 | |||||
| DAVITA INC COM |
616,182.60 | |||||
| DELCATH SYS INC COM STOCK |
91,836.38 | |||||
| DELIA*S INC NEW COM |
100,974.39 | |||||
| DEXCOM INC COM |
20,111.12 | |||||
| DIAGEO PLC SPONSORED ADR NEW |
126,673.25 | |||||
| DIAMONDROCK HOSPITALITY CO COM STK |
167,240.15 | |||||
| DIGITAL RLTY TR INC COM |
183,522.00 | |||||
| DISCOVERY COMMUNICATIONS INC NEW COM SERA STK |
82,839.67 | |||||
| DISCOVERY COMMUNICATIONS INC NEW COM SERC COM SER C |
83,378.88 | |||||
| DOLLAR GEN CORP NEW COM |
132,337.00 | |||||
| DRAGONWAVE INC COM |
67,510.86 | |||||
| DSW INC CL A CL A |
1,294,284.68 | |||||
| DU PONT E I DE NEMOURS & CO COM STK |
1,786,193.50 | |||||
| DYCOM INDS INC COM |
364,080.20 |
20
| EAGLE BANCORP INC MD COM |
14,815.05 | |||||
| EAST WEST BANCORP INC COM |
1,134,961.40 | |||||
| ECOLAB INC COM |
149,343.00 | |||||
| EL PASO CORP COM |
86,159.95 | |||||
| ELECTRO RENT CORP COM |
218,175.24 | |||||
| EMCORE CORP COM |
52,440.70 | |||||
| EMPIRE RESORTS INC COM STOCK |
112,557.95 | |||||
| ENCORE CAP GROUP INC COM |
45,535.80 | |||||
| ENERGIZER HLDGS INC COM |
246,958.40 | |||||
| ENERNOC INC COM |
82,296.12 | |||||
| ENSIGN GROUP INC COM STK |
197,120.25 | |||||
| ENTRAVISION COMMUNICATIONS CORP CL A |
221,095.20 | |||||
| EVANS & SUTHERLAND COMPUTER CORP COM |
7,027.00 | |||||
| EXCO RES INC COM |
59,337.85 | |||||
| EXPRESS SCRIPTS INC COM |
250,705.00 | |||||
| EZCORP INC CL A NON VTG |
299,454.00 | |||||
| F5 NETWORKS INC COM STK |
445,561.80 | |||||
| FASTENAL CO COM |
201,954.00 | |||||
| FBR CAP MKTS CORP COM |
92,440.44 | |||||
| FIRST ACCEP CORP COM STK |
118,636.05 | |||||
| FIRST SEC GROUP INC COM |
69,831.58 | |||||
| FISERV INC COM |
125,078.40 | |||||
| FREDS INC CL A |
258,978.00 | |||||
| FREEPORT-MCMORAN COPPER & GOLD INC |
75,874.05 | |||||
| FRESH DEL MONTE PRODUCE INC COM STK |
482,443.00 | |||||
| GASCO ENERGY INC COM |
32,634.22 | |||||
| GENTEX CORP COM |
488,893.65 | |||||
| GENWORTH FINL INC COM CL A COM CL A |
191,134.00 | |||||
| GEO GROUP INC COM STK |
509,935.28 | |||||
| GILEAD SCIENCES INC |
1,519,128.00 | |||||
| GIVEN IMAGING COM STK ISL1 |
174,879.36 | |||||
| GLOBAL INDS LTD COM |
399,351.30 | |||||
| GLOBAL PMTS INC COM |
268,761.40 | |||||
| GLOBECOMM SYS INC COM |
170,867.00 | |||||
| GOLDCORP INC NEW COM |
233,561.58 | |||||
| GOLDMAN SACHS GROUP INC COM |
1,806,588.00 | |||||
| GOODRICH PETE CORP COM NEW |
157,788.00 | |||||
| GOOGLE INC CL A CL A |
3,465,688.20 | |||||
| GREEN MTN COFFEE ROASTERS |
192,269.20 | |||||
| GREENBRIER COS INC COM STK |
193,535.10 | |||||
| GUESS INC COM |
276,642.00 | |||||
| HAEMONETICS CORP MASS COM |
105,612.25 | |||||
| HALLIBURTON CO COM |
1,838,499.00 |
21
| HANSEN NAT CORP COM |
169,344.00 | |||||
| HARBIN ELEC INC COM STK |
50,364.08 | |||||
| HARLEY DAVIDSON INC COM |
152,712.00 | |||||
| HARSCO CORP COM |
170,657.85 | |||||
| HATTERAS FINL CORP COM REIT |
274,287.60 | |||||
| HCC INS HLDGS INC COM |
330,745.25 | |||||
| HEALTHCARE SVCS GROUP INC COM |
125,648.30 | |||||
| HEIDRICK & STRUGGLES INTL INC COM ISIN #954228191023 |
101,873.64 | |||||
| HELIX ENERGY SOLUTIONS GROUP INC COM STK |
766,229.25 | |||||
| HELMERICH & PAYNE INC COM |
163,906.80 | |||||
| HENRY JACK & ASSOC INC COM |
85,659.60 | |||||
| HEWLETT PACKARD CO COM |
3,955,968.00 | |||||
| HILL INTL INC COM |
601,504.80 | |||||
| HILLTOP HLDGS INC COM STK |
153,880.80 | |||||
| HI-TECH PHARMACAL INC COM |
82,579.20 | |||||
| HLTH MGMT ASSOC INC NEW CL A COM |
100,616.80 | |||||
| HONEYWELL INTL INC COM STK |
2,173,640.00 | |||||
| HORSEHEAD HLDG CORP COM STK |
898,785.75 | |||||
| HUMAN GENOME SCIENCES INC COM |
85,068.00 | |||||
| IBERIABANK CORP COM |
529,759.45 | |||||
| ILLUMINA INC COM |
393,239.50 | |||||
| IMAX CORP COM |
48,957.30 | |||||
| IMMUNOGEN INC COM |
33,735.12 | |||||
| IMPERIAL SUGAR CO NEW COM NEW COM NEW |
30,799.04 | |||||
| IMS HLTH INC COM STK |
152,137.44 | |||||
| INGERSOLL-RAND PLC COM STK |
106,326.50 | |||||
| INSPIRE PHARMACEUTICALS INC COM |
44,286.96 | |||||
| INSULET CORP COM STK |
214,842.60 | |||||
| INTEGRA LIFESCIENCES HLDG CORP COM DESP |
262,241.40 | |||||
| INTEGRATED ELECTRICAL SVCS INC COM NEW STK |
72,838.35 | |||||
| INTEGRATED SILICON SOLUTION INC COM |
29,984.55 | |||||
| INTEL CORP COM |
2,751,960.00 | |||||
| INTERCLICK INC COM NEW COM NEW |
14,268.52 | |||||
| INTERCONTINENTALEXCHANGE INC COM |
253,798.00 | |||||
| INTERMEC INC COM |
351,566.68 | |||||
| INTERNATIONAL BUSINESS MACHS CORP COM |
706,860.00 | |||||
| INTEROIL CORP COM |
1,854,577.45 | |||||
| INTERPUBLIC GROUP COMPANIES INC COM |
129,260.70 | |||||
| INTERTAPE POLYMER GROUP INC COM |
263,877.05 | |||||
| INTL FLAVORS & FRAGRANCES INC COM |
330,971.30 | |||||
| INTUITIVE SURGICAL INC COM NEW STK |
257,822.00 | |||||
| INVACARE CORP COM |
221,866.24 |
22
| IPC THE HOSPITALIST CO INC STK |
62,077.75 | |||||
| ISILON SYS INC COM |
23,015.30 | |||||
| JOHNSON CTL INC COM |
1,634,400.00 | |||||
| JOY GLOBAL INC COM |
213,066.70 | |||||
| JPMORGAN CHASE & CO COM |
2,735,635.50 | |||||
| JUNIPER NETWORKS INC COM |
726,490.80 | |||||
| KAYDON CORP COM |
269,988.00 | |||||
| KENNAMETAL INC CAP |
506,088.00 | |||||
| KEY ENERGY SVCS INC |
245,284.95 | |||||
| KHD HUMBOLDT WEDAG INTL LTD COM |
93,609.58 | |||||
| KIRKLANDS INC COM |
51,328.35 | |||||
| KKR FINL HLDGS LLC COM STK |
809,616.20 | |||||
| KNIGHT CAP GROUP INC COM |
543,158.00 | |||||
| KODIAK OIL & GAS CORP COM |
21,007.86 | |||||
| KOHLS CORP COM |
830,522.00 | |||||
| KORN / FERRY INTL COM NEW |
733,375.50 | |||||
| KULICKE & SOFFA INDS INC COM |
28,604.73 | |||||
| LAM RESH CORP COM |
284,664.60 | |||||
| LATTICE SEMICONDUCTOR CORP COM |
63,458.10 | |||||
| LIFE TECHNOLOGIES CORP COM STK |
157,734.60 | |||||
| LIVEPERSON INC COM STK ISIN# US5381461012 |
35,526.09 | |||||
| LO JACK CORP COM |
179,679.00 | |||||
| LOCKHEED MARTIN CORP COM |
599,032.50 | |||||
| LOGMEIN INC COM |
22,064.70 | |||||
| LOOPNET INC COM STK |
26,808.18 | |||||
| LOWES COS INC COM |
2,467,645.00 | |||||
| LTX-CREDENCE CORP COM |
179,792.46 | |||||
| MACQUARIE INFRASTRUCTURE CO LLC MEMBERSHIP INT COM STK |
341,789.24 | |||||
| MANITOWOC INC COM |
827,948.68 | |||||
| MANULIFE FINL CORP COM |
35,763.00 | |||||
| MARATHON OIL CORP COM |
1,593,156.60 | |||||
| MARINEMAX INC COM |
12,673.01 | |||||
| MARRIOTT INTL INC NEW COM STK CL A |
661,684.50 | |||||
| MARVELL TECH GROUP COM USD0.002 |
318,512.50 | |||||
| MASCO CORP COM |
524,089.50 | |||||
| MASTERCARD INC CL A |
1,791,860.00 | |||||
| MAXWELL TECHNOLOGIES INC COM |
26,474.56 | |||||
| MCAFEE INC COM |
264,922.10 | |||||
| MCDERMOTT INTL INC COM STK $1 PAR |
198,562.70 | |||||
| MCMORAN EXPL CO COM |
372,480.88 | |||||
| MEDCO HEALTH SOLUTIONS INC COM |
1,731,961.00 | |||||
| MEDICIS PHARMACEUTICAL CORP CL A NEW |
719,827.55 |
23
| MELLANOX TECHNOLOGIES LTD |
16,012.14 | |||||
| MERCADOLIBRE INC COM STK |
127,081.50 | |||||
| MERCK & CO INC NEW COM |
1,981,856.52 | |||||
| MERCURY GEN CORP NEW COM |
212,553.64 | |||||
| MERGE HEALTHCARE INC COM STK |
85,730.40 | |||||
| METALICO INC COM |
59,217.12 | |||||
| MFA FINL INC |
437,839.50 | |||||
| MFC PENN WEST ENERGY TR TR UNIT |
131,384.00 | |||||
| MICRON TECH INC COM |
850,037.76 | |||||
| MICROSOFT CORP COM |
2,430,053.00 | |||||
| MICROSTRATEGY INC CL A NEW |
935,028.90 | |||||
| MIDSOUTH BANCORP INC COM |
46,565.00 | |||||
| MILLICOM INTERNATIONAL CELLULAR COM USD1.50 (POST-SUBD) |
106,228.80 | |||||
| MINERA ANDES INC COM |
100,507.50 | |||||
| MODINE MFG CO COM STK |
93,832.00 | |||||
| MOLSON COORS BREWING CO CL B CL B |
921,264.00 | |||||
| MOMENTA PHARMACEUTICALS INC COM STK |
36,896.86 | |||||
| MORGAN STANLEY COM STK USD0.01 |
245,680.00 | |||||
| MRV COMMUNICATIONS INC COM |
191,574.33 | |||||
| MSCI INC CL A CL A |
143,736.00 | |||||
| MULTIMEDIA GAMES INC COM |
41,294.71 | |||||
| MYLAN INC |
517,883.00 | |||||
| NABORS INDUSTRIES COM USD0.10 |
464,177.45 | |||||
| NANOMETRICS INC COM DELAWARE |
63,527.31 | |||||
| NARA BANCORP INC COM |
62,868.96 | |||||
| NEKTAR THERAPEUTICS COM |
1,081,427.56 | |||||
| NEO MATL TECHNOLOGIES INC COM STK |
54,601.78 | |||||
| NETAPP INC COM STK |
1,565,776.70 | |||||
| NETLIST INC COM STK |
21,663.06 | |||||
| NETLOGIC MICROSYSTEMS INC COM |
133,228.80 | |||||
| NETSCOUT SYS INC COM |
140,910.00 | |||||
| NEW YORK TIMES CO CL A ISIN #US6501111073 |
1,091,350.92 | |||||
| NEWFIELD EXPLORATION |
178,692.15 | |||||
| NEWMONT MINING CORP NEW COM |
2,062,526.76 | |||||
| NEWPARK RES INC COM PAR $0.01 NEW COM PAR $0.01 NEW |
290,871.72 | |||||
| NIKE INC CL B CL B |
1,362,363.40 | |||||
| NOBLE CORPORATION (SWITZERLAND) COM USD0.10 |
351,648.00 | |||||
| NORDSTROM INC COM |
173,619.60 | |||||
| NORTHERN OIL & GAS INC NEV COM STK |
55,423.04 | |||||
| NORTHWEST BANCSHARES INC MD COM |
15,848.00 | |||||
| NUTRI SYS INC NEW COM |
1,641,131.67 |
24
| OCCIDENTAL PETROLEUM CORP |
2,924,532.50 | |||||
| OFFICEMAX INC DEL COM |
691,351.20 | |||||
| OLYMPIC STL INC COM |
63,596.16 | |||||
| ON ASSIGNMENT INC COM |
259,187.50 | |||||
| ON SEMICONDUCTOR CORP COM |
700,280.47 | |||||
| ONCOGENEX PHARMACEUTICALS INC COM STK |
28,607.52 | |||||
| ORASURE TECHNOLOGIES INC COM |
286,847.28 | |||||
| ORBITAL SCI CORP COM |
156,643.90 | |||||
| ORBITZ WORLDWIDE INC COM |
69,509.80 | |||||
| OREXIGEN THERAPEUTICS INC COM |
24,306.48 | |||||
| ORIGEN FINL INC COM |
131,877.50 | |||||
| ORTHOFIX INTL N.V COM STK USD0.10 |
80,398.12 | |||||
| OSI SYS INC COM |
239,491.12 | |||||
| OUTDOOR CHANNEL HLDGS INC COM NEW COM NEW |
92,829.00 | |||||
| PAC PREMIER BANCORP COM |
118,191.84 | |||||
| PALM HBR HOMES INC COM |
68,955.84 | |||||
| PAN AMERN SILVER CORP COM |
835,754.81 | |||||
| PARKER-HANNIFIN CORP COM |
170,260.80 | |||||
| PARTNERRE HLDG LTD COM STK |
78,393.00 | |||||
| PATRICK INDS INC COM |
44,442.27 | |||||
| PEETS COFFEE & TEA INC COM |
40,162.65 | |||||
| PEPSICO INC COM |
3,839,520.00 | |||||
| PETAQUILLA RES LTD COM |
75,083.63 | |||||
| PETROHAWK ENERGY CORP COM |
198,397.30 | |||||
| PETROQUEST ENERGY INC COM |
60,460.19 | |||||
| PFIZER INC COM STK $.11 1/9 PAR |
3,137,775.00 | |||||
| PIER 1 IMPORTS INC COM |
894,531.87 | |||||
| PIONEER DRILLING CO COM STK |
32,745.50 | |||||
| PIONEER NAT RES CO COM STK |
185,213.65 | |||||
| PMC SIERRA INC COM |
166,185.40 | |||||
| POTASH CORP SASK INC COM |
187,813.50 | |||||
| POWER-ONE INC COM |
398,590.50 | |||||
| PRAXAIR INC COM |
682,635.00 | |||||
| PRECISION CASTPARTS CORP COM |
779,071.00 | |||||
| PREMIERE GLOBAL SVCS INC COM |
250,511.25 | |||||
| PRICE T ROWE GROUP INC COM |
297,135.00 | |||||
| PRICELINE COM INC COM NEW STK |
303,715.00 | |||||
| PRIDE INTL INC DEL COM |
117,013.97 | |||||
| PRIMORIS SVCS CORP COM |
297,591.83 | |||||
| PULTE HOMES INC COM |
236,500.00 | |||||
| QUALCOMM INC COM |
2,456,406.00 | |||||
| QUESTAR CORP COM |
127,204.20 |
25
| RANGE RES CORP COM |
590,273.85 | |||||
| RAYMOND JAMES FNCL INC COM STK |
488,830.05 | |||||
| REDWOOD TR INC COM |
95,797.50 | |||||
| REGAL ENTMT GROUP CL A CL A |
206,925.20 | |||||
| REHABCARE GROUP INC COM |
41,263.08 | |||||
| REVLON INC CL A NEW COM STK |
79,964.01 | |||||
| REX ENERGY CORP COM STK |
105,912.00 | |||||
| RICHARDSON ELECTRS LTD COM |
102,795.44 | |||||
| RINO INTL CORP COM STK |
29,557.85 | |||||
| ROBERT HALF INTL INC COM |
130,709.70 | |||||
| ROYAL GOLD INC COM STK USD0.01 |
259,992.00 | |||||
| RPM INTL INC |
252,803.55 | |||||
| SAIC INC COM STK USD0.0001 |
147,258.50 | |||||
| SALESFORCE COM INC COM STK |
1,268,106.30 | |||||
| SAN GOLD CORP COM STK |
155,281.60 | |||||
| SANDRIDGE ENERGY INC COM |
136,829.30 | |||||
| SANDSTORM RES LTD COM NPV |
76,533.60 | |||||
| SANDSTORM RES LTD COM |
134,130.78 | |||||
| SANDSTORM RES LTD R1933 |
67,065.39 | |||||
| SANDVINE CORP COM |
193,087.90 | |||||
| SCHLUMBERGER LTD COM STK |
1,371,771.75 | |||||
| SCHOLASTIC CORP COM |
409,267.60 | |||||
| SCHWAB CHARLES CORP COM NEW |
1,230,828.00 | |||||
| SCRIPPS NETWORKS INTERACTIVE INC CL A COM STK |
152,595.50 | |||||
| SEAHAWK DRILLING INC COM STK |
6,243.58 | |||||
| SELECT COMFORT CORP OC-CAP STK OC-CAP STK |
75,547.24 | |||||
| SENSIENT TECHNOLOGIES CORP COM |
319,545.00 | |||||
| SHIRE PLC ADR |
762,513.00 | |||||
| SHOE CARNIVAL INC COM |
63,149.95 | |||||
| SHUFFLE MASTER INC COM |
640,627.04 | |||||
| SILVER STD RES INC COM |
73,920.60 | |||||
| SINCLAIR BROADCAST GROUP INC CL A |
168,151.75 | |||||
| SMART MODULAR TECHNOLOGIES COM STK USD0.00016667 |
46,011.35 | |||||
| SMITH INTL INC COM |
56,649.45 | |||||
| SOLARWINDS INC COM |
361,257.00 | |||||
| SONIC CORP COM |
164,493.45 | |||||
| SONIC SOLUTIONS COM |
163,526.09 | |||||
| SOTHEBYS HLDGS INC CL A (DE) |
948,678.48 | |||||
| SOURCEFIRE INC COM |
133,402.25 | |||||
| SOUTHWESTERN ENERGY CO COM |
804,940.00 | |||||
| SPARTAN STORES INC COM |
244,001.75 | |||||
| SPDR KBW REGL BKG ETF |
173,616.75 |
26
| STANDARD PKG CORP COM |
121,402.60 | |||||
| STAPLES INC COM |
277,867.00 | |||||
| STARWOOD HOTELS & RESORTS WORLDWIDE INC COM STK |
359,848.80 | |||||
| STEC INC COM STK |
147,386.80 | |||||
| STONE ENERGY CORP COM |
841,166.10 | |||||
| STRYKER CORP |
97,717.80 | |||||
| SUN COMMUNITIES INC COM |
254,972.50 | |||||
| SUN TR BANKS INC COM |
47,174.25 | |||||
| SUNCOR ENERGY INC NEW COM STK |
268,356.00 | |||||
| SXC HEALTH SOLUTIONS CORP COM |
115,884.60 | |||||
| SYMYX TECHNOLOGIES INC COM |
277,530.00 | |||||
| SYNOVUS FINL CORP COM |
200,900.00 | |||||
| TALISMAN ENERGY INC COM |
26,096.00 | |||||
| TARGACEPT INC COM |
25,668.84 | |||||
| TARGET CORP COM STK |
880,334.00 | |||||
| TASEKO MINES LTD COM |
603,426.24 | |||||
| TD AMERITRADE HLDG CORP COM STK |
198,257.40 | |||||
| TECHWELL INC COM STK |
75,451.20 | |||||
| TECK RESOURCES LIMITED |
17,485.00 | |||||
| TEREX CORP NEW COM |
87,956.40 | |||||
| TEXAS INSTRUMENTS INC COM |
2,104,345.00 | |||||
| TEXTRON INC COM |
445,797.00 | |||||
| THOMPSON CREEK METALS CO INC COM STK |
152,360.00 | |||||
| T-HQ INC COM NEW |
184,640.40 | |||||
| TIDEWATER INC COM |
689,281.25 | |||||
| TIER TECHNOLOGIES INC CL B DELAWARE |
492,944.00 | |||||
| TIFFANY & CO COM |
473,000.00 | |||||
| TRANSOCEAN LTD |
328,302.00 | |||||
| TRICO MARINE SVCS INC COM NEW |
62,220.70 | |||||
| TRIDENT MICROSYSTEMS INC COM |
97,445.40 | |||||
| TRILOGY ENERGY TST TRUST UNITS |
312,348.74 | |||||
| TW TELECOM INC CL A STK |
415,130.80 | |||||
| TX CAP BANCSHARES INC COM |
400,372.80 | |||||
| U M H PPTYS INC COM STK |
224,720.00 | |||||
| U S HOME SYS INC COM |
27,571.70 | |||||
| UBS AG SHS COM |
114,386.25 | |||||
| ULTRA CLEAN HLDGS INC COM |
57,597.60 | |||||
| ULTRATECH INC EFF 06-10-03 |
82,874.22 | |||||
| UNION PAC CORP COM |
722,070.00 | |||||
| UNITED CMNTY BK BLAIRSVILLE GA CDT-CAP STK CDT-CAP STK |
241,568.01 | |||||
| UNITED STS STL CORP NEW COM |
274,497.60 | |||||
| UNITED TECHNOLOGIES CORP COM |
687,853.10 |
27
| UNIVEST CORP PA COM |
67,402.85 | |||||
| UQM TECHNOLOGIES INC COM |
101,112.85 | |||||
| URANIUM ONE INC COM |
408,461.50 | |||||
| URBAN OUTFITTERS INC COM |
322,957.70 | |||||
| US BANCORP |
2,137,324.50 | |||||
| UTD THERAPEUTICS CORP DEL COM STK |
199,017.00 | |||||
| VALASSIS COMMUNICATIONS INC COM |
167,718.10 | |||||
| VALUEVISION MEDIA |
66,748.80 | |||||
| VARIAN SEMICONDUCTOR EQUIPTMENT ASSOCS INC COM |
270,606.96 | |||||
| VEECO INSTRS INC DEL COM |
919,007.60 | |||||
| VERISIGN INC COM |
174,043.20 | |||||
| VERISK ANALYTICS INC CL A CL A |
43,149.00 | |||||
| VERTEX PHARMACEUTICALS INC COM |
607,613.00 | |||||
| VIACOM INC NEW CL B |
2,051,370.00 | |||||
| VISA INC COM CL A STK |
2,081,548.00 | |||||
| VISTA GOLD CORP REORGANIZATION SHS COM STK |
52,858.75 | |||||
| VISTAPRINT NV COM USD0.001 |
107,087.40 | |||||
| VITAMIN SHOPPE INC COM |
37,808.00 | |||||
| VMWARE INC CL A COM CL A COM |
254,280.00 | |||||
| VOLTERRA SEMICONDUCTOR CORP COM |
64,453.52 | |||||
| WA BKG CO OAK HBR WASH COM |
84,296.40 | |||||
| WALT DISNEY CO |
1,544,775.00 | |||||
| WARNACO GROUP INC COM NEW COM NEW |
99,146.50 | |||||
| WATERS CORP COM |
161,096.00 | |||||
| WATSON PHARMACEUTICALS INC COM |
235,679.50 | |||||
| WD 40 CO COM STK |
163,579.80 | |||||
| WEATHERFORD INTL LTD |
562,374.00 | |||||
| WELLS FARGO & CO NEW COM STK |
2,086,327.00 | |||||
| WESTERN UNION CO |
132,327.00 | |||||
| WESTN LIBERTY BANCORP COM STK |
71,229.60 | |||||
| WESTPORT INNOVATIONS INC COM STK |
122,215.32 | |||||
| WHITNEY HLDG CORP COM |
174,046.55 | |||||
| WHOLE FOODS MKT INC COM |
259,677.00 | |||||
| WILEY JOHN & SONS INC CL A |
362,890.20 | |||||
| WILLBROS GROUP INC COM |
1,113,909.23 | |||||
| WILMINGTON TR CORP NEW COM |
404,505.20 | |||||
| WMS INDS INC COM STK |
212,400.00 | |||||
| WONDER AUTO TECHNOLOGY INC COM STK\ |
40,101.60 | |||||
| WRIGHT MED GROUP INC COM |
106,783.25 | |||||
| WYNN RESORTS LTD COM |
224,185.50 | |||||
| XYRATEX (BERMUDA) LTD COM NPV |
64,899.56 | |||||
| YAMANA GOLD INC COM STK |
77,668.50 |
28
| YRC WORLDWIDE INC COM |
7,801.74 | |||||
| ZENITH NATL INS CORP COM |
11,308.80 | |||||
| ZOLL MED CORP COM |
797,298.08 | |||||
| TOTAL CORPORATE COMMON STOCKS (other than employer securities) & AMERICAN |
237,452,399.77 | |||||
| DEPOSITORY RECEIPTS*** |
||||||
| McDONALD’S CORPORATION COMMON STOCK |
||||||
| * |
MC DONALDS CORP COM |
55,391,104.71 | 218,874,428.64 | |||
| * |
MC DONALDS CORP COM |
702,839,500.72 | ||||
| * |
MC DONALDS CORP COM |
247,573,913.16 | ||||
| TOTAL McDONALD’S CORPORATION COMMON STOCK |
55,391,104.71 | 1,169,287,842.52 | ||||
| INTEREST IN REGISTERED INVESTMENT CO. |
||||||
| MFO PIMCO FDS PAC INVT MGMT SER FOR FUTURE I DIVERSIFIED INC FD INSTL CL |
27,183,223.50 | |||||
| MFO PIMCO FDS PAC INVT MGMT SER MODERATEDURATION FD INSTL CL |
35,125,811.91 | |||||
| MFO FIRST AMERN INVT FDS INC REAL ESTATESECS FD CL Y |
24,575,550.71 | |||||
| MFO VANGUARD INSTL INDEX FD SH BEN INT |
126,533,366.65 | |||||
| MFO ARTISAN FDS INC INTL FD INV SHS |
32,463,103.25 | |||||
| MFO DRIEHAUS MUT FDS INTERNATIONAL DISCOVERY FD |
23,292,586.22 | |||||
| MFO MANNING & NAPIER FD INC NEW OVERSEASSER |
50,254,449.49 | |||||
| TOTAL INTEREST IN REGISTERED INVESTMENT CO. |
319,428,091.73 | |||||
| McDONALD’S LOAN ASSETS |
||||||
| * |
PARTICIPANT LOANS (Varying maturity dates and interest rates ranging from 4.25% - 9.25%) |
26,731,239.19 | ||||
| TOTAL McDONALD’S LOAN ASSETS |
26,731,239.19 | |||||
| INTEREST BEARING CASH |
||||||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
2,421,347.29 | ||||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
123,104.03 | ||||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
15,379,863.52 | ||||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
3,484,597.80 | ||||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
1,732,256.08 | ||||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
11,428,487.39 | ||||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
124.86 | 124.86 | |||
29
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
23,341.67 | 23,341.67 | |||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
3,682,045.51 | 3,682,045.51 | |||
| * |
The Northern Trust Company COLTV SHORT TERM INVT FD - Short Term Investment Funds |
4,996,619.96 | ||||
| TOTAL INTEREST BEARING CASH |
3,705,512.04 | 43,271,788.11 | ||||
| WRAPPER CONTRACTS |
||||||
| GIC BANK OF AMERICA CONTRACT # 07-072 RATE 3.25% MAT 12/31/2064 |
388,700.00 | |||||
| GIC STATE STREET CONT 107103 RATE 3.25% MT 12/31/2064 |
389,166.00 | |||||
| TOTAL WRAPPER CONTRACTS |
777,866.00 | |||||
| COLLECTIVE TRUSTS |
||||||
| JPMCB Intermediate Bond Fund |
227,351,000.00 | |||||
| JPMCB Liquidity Fund |
2,534,570.00 | |||||
| JPMCB Emerging Markets FI Fund |
2,968,648.00 | |||||
| JPMCB Corporate HY Opportunity Fund |
8,946,457.00 | |||||
| JPMCB Subadvised Fixed Income PIMCO Fund |
127,437,951.00 | |||||
| JPMCB Subadvised Fixed Income WAMCO Fund |
121,707,571.00 | |||||
| US Dollar |
266,905.00 | |||||
| MFO ACADIAN GLOBAL W OPPORTUNISTIC SHORTING FD |
5,723,552.32 | |||||
| MFO MELLON EB DAILY LIQUIDITY SMALL CAP FD |
23,795,821.24 | |||||
| MFO WELLINGTON TR COLTV CORE BD PLUS |
39,244,834.24 | |||||
| MFO WELLINGTON TR COLTV SMALL CAP OPPORTUNITIES |
7,878,986.78 | |||||
| MFO WTC CIF II INFLATION PROTECTED CORE BD SER 1 |
13,428,768.75 | |||||
| MFO WTC CIF II INTL EQTY SER 1 |
21,912,214.34 | |||||
| MFO WTC CIF II LARGE CAP RESH EQTY SER 1 |
43,904,839.20 | |||||
| MFO WTC CIF II UNCONSTRAINED THEMES SER |
21,211,461.40 | |||||
| MFO UNCONSTRAINED THEMES SER 1 WTC-CIF II |
12,176,314.07 | |||||
| TOTAL COMMON COLLECTIVE TRUST |
680,489,894.34 | |||||
| UNITED STATES TREASURY BONDS |
||||||
| UNITED STATES OF AMER TREAS BONDS 2% NTS30/09/2010 USD1000 2% DUE 09-30-2010 REG |
136,603.13 | |||||
| UNITED STATES TREAS NTS NT 2.625% DUE 05-31-2010 REG |
25,247.08 | |||||
| UNITED STATES TREAS NTS US TREASURY T-NOTE 2.875% DUE 06-30-2010 REG |
298,860.37 | |||||
| US TREAS BILLS 01-14-2010 DTD 01/15/2009 |
599,996.40 | |||||
| TOTAL UNITED STATES TREASURY BONDS*** |
1,060,706.98 | |||||
30
| POOLED CASH COLLATERAL POOL |
||||||
| USA CORE POLLATERAL POOL |
68,747,383.88 | |||||
| TOTAL POOLED CASH COLLATERAL |
68,747,383.88 | |||||
| TOTAL ASSETS |
59,096,616.75 | 2,546,935,242.32 | ||||
| * | Party in Interest |
| ** | Historical cost is disclosed only for nonparticipant-directed investments |
| *** | Includes securities loaned |
31
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
| McDonald’s Corporation Profit Sharing and Savings Plan | ||||
| Dated: June 21, 2010 | By: | /s/ Michael D. Richard | ||
| Michael D. Richard | ||||
| Chair of the Administrative Committee | ||||
| Exhibit |
Description of Exhibit | |
| 23.1 | Consent of Crowe Horwath LLP Independent Registered Public Accounting Firm | |