þ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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Consent of Independent Registered Public Accounting Firm |
Note: | Other schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act (ERISA) of 1974 have been omitted because they are not applicable. |
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December 31, | ||||||||
2006 | 2005 | |||||||
ASSETS |
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Investments, at fair value: |
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Equity mutual funds (cost of
$18,470,182 and $13,756,024
for 2006 and 2005,
respectively) |
$ | 20,778,722 | $ | 15,203,321 | ||||
Fixed income mutual funds
(cost of $4,725,805 and
$3,891,414 for 2006 and 2005,
respectively) |
4,688,811 | 3,851,120 | ||||||
Cash America International,
Inc. common stock (cost of
$6,148,244 and $4,755,776 for
2006 and 2005, respectively) |
11,364,446 | 6,434,065 | ||||||
Participant loans |
2,138,191 | 1,754,163 | ||||||
Total investments |
38,970,170 | 27,242,669 | ||||||
Non-interest bearing cash |
275,469 | 183,178 | ||||||
NET ASSETS AVAILABLE FOR BENEFITS |
$ | 39,245,639 | $ | 27,425,847 | ||||
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Year Ended | ||||||||
December 31, | ||||||||
2006 | 2005 | |||||||
Additions to net assets attributed to: |
||||||||
Dividend income |
$ | 1,397,528 | $ | 866,139 | ||||
Interest income |
149,574 | 98,780 | ||||||
Net appreciation (depreciation) in fair value of investments |
7,379,240 | (1,373,581 | ) | |||||
Total investment income (loss) |
8,926,342 | (408,662 | ) | |||||
Contributions: |
||||||||
Company |
1,512,086 | 1,020,056 | ||||||
Participants |
4,052,872 | 2,841,427 | ||||||
Rollovers |
147,487 | 1,042,767 | ||||||
Total contributions |
5,712,445 | 4,904,250 | ||||||
Total additions |
14,638,787 | 4,495,588 | ||||||
Deductions from net assets attributed to: |
||||||||
Participant withdrawals |
2,733,784 | 1,713,774 | ||||||
Administrative expenses |
85,211 | 27,305 | ||||||
Total deductions |
2,818,995 | 1,741,079 | ||||||
Net increase |
11,819,792 | 2,754,509 | ||||||
Net assets available for benefits at beginning of year |
27,425,847 | 24,671,338 | ||||||
Net assets available for benefits at end of year |
$ | 39,245,639 | $ | 27,425,847 | ||||
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1. | Description of Plan and Summary of Significant Accounting Policies | |
The following brief description of the Cash America International, Inc. 401(k) Savings Plan (the Plan) is provided as general information only. The Plan is sponsored by Cash America International, Inc. (the Plan Sponsor or the Company). Participants should refer to the Plan document for complete information regarding the Plans definitions, benefits, eligibility and other matters. | ||
General The Plan is a contributory plan. Beginning January 1, 2006, all employees of Cash America International, Inc. (the Company) are eligible to participate in the Plan on the first day of the month following 30 days of employment. Prior to 2006, the Plan was available to all full-time employees who had reached the age of 21 on the first day of the month following completion of six months of service and all part-time employees who had reached the age of 21 on the first day of the month following completion of one year of service. Employee contributions to the Plan are voluntary. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA) and is intended to qualify under Sections 401(a) and 401(k) of the Internal Revenue Code (the Code). |
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Contributions Participants may contribute a percentage of their annual compensation (up to 50%) to the Plan on a pre-tax basis, subject to Internal Revenue Service (IRS) limitations, which are adjusted each year to take into account any cost of living increase provided for the year. Unless they elect otherwise, employees hired on or after January 1, 2006 are automatically enrolled and contribute 3% of their compensation. Contributions designated by the participant are withheld by the employer and remitted directly to the trustee. |
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Company matching contributions are made in cash and are allocated among a participants account in the same percentage to which the employee directs his or her contributions. The Company matches 50% of a participants contribution up to 5% of compensation. | ||
In addition, rollover contributions from other qualified plans can be added to the Plan by eligible participants. | ||
Participant Accounts Each participants account is credited with his or her contributions and allocations of (a) the Companys matching contributions and (b) Plan earnings. The benefit to which a participant is entitled is the benefit that can be provided from the participants vested account. |
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Investment Options A participant may direct contributions in any combination of the following ten investment options: |
| Cash America International, Inc. Common Stock Funds are invested in shares of Cash America International, Inc. common stock. The number of participants in this fund as of December 31, 2006 was 929. | ||
| Schwab Retirement Money Mutual Fund Funds are invested in high-quality, short-term debt securities such as bank CDs, high-rated commercial paper, and short-term obligations of, or guaranteed by, the U.S. or Canadian Governments. The number of participants in this fund as of December 31, 2006 was 521. |
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| PIMCO Total Return Institutional Shares Mutual Fund Funds are invested primarily in debt securities, including U.S. Government securities, corporate bonds, and mortgage-backed securities. Funds are also invested in debt securities denominated in foreign currencies. The number of participants in this fund as of December 31, 2006 was 791. | ||
| Dodge & Cox Balanced Mutual Fund Funds are invested primarily in common stocks and convertible securities. Funds are also invested in investment-grade debt securities. The number of participants in this fund as of December 31, 2006 was 2,982. | ||
| T. Rowe Price Equity Income Mutual Fund Funds are invested primarily in income-producing common stocks. Funds are also invested in fixed-income and foreign securities. The number of participants in this fund as of December 31, 2006 was 893. | ||
| Schwab S&P 500 Mutual Fund Funds are invested primarily in common stocks of companies that comprise the S&P 500 Index. The number of participants in this fund as of December 31, 2006 was 861. | ||
| Baron Asset Mutual Fund Funds are invested primarily in companies with market capitalization between $100 million and $2 billion that have undervalued assets or favorable growth prospects. The number of participants in the fund as of December 31, 2006 was 845. | ||
| American Beacon International Equity Fund Funds are invested primarily in equity securities of large-cap foreign companies. The number of participants in this fund as of December 31, 2006 was 745. | ||
| Transamerica Premier Equity Fund Funds are invested primarily in equity securities of United States companies. The number of participants in this fund as of December 31, 2006 was 576. | ||
| Royce Low-Priced Stock Fund Funds are invested primarily in small and micro-cap companies trading at less than $20 per share at the time of investment. The number of participants in this fund as of December 31, 2006 was 722. |
The allocation of a participants contributions among investment funds is determined by the participant and may be changed at any time. These investment options are exposed to various risks, such as interest rate, market, and credit risks. Due to the level of risk associated with these investments, it is at least reasonably possible that changes in the values of such investments 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. |
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Years of Service | Vested Percentage | |
Less than 1 |
0% | |
1 |
20% | |
2 |
40% | |
3 |
60% | |
4 |
80% | |
5 or more |
100% |
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2. | Investments in Excess of 5% of Net Assets Available for Benefits | |
The fair value of investments that comprised 5% or more of the net assets available for benefits at December 31, 2006 and 2005, were as follows: |
2006 | 2005 | |||||||
Mutual funds: |
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Baron Asset Mutual Fund |
$ | 3,535,295 | $ | 3,118,407 | ||||
Dodge & Cox Balanced Mutual Fund |
6,667,321 | 4,735,589 | ||||||
PIMCO Total Return Institutional Shares Mutual Fund |
2,269,798 | 2,125,034 | ||||||
Schwab Retirement Money Mutual Fund |
2,419,013 | 1,726,086 | ||||||
T. Rowe Price Equity Income Mutual Fund |
4,052,640 | 2,882,129 | ||||||
Schwab S&P500 Mutual Fund |
2,810,378 | 2,103,376 | ||||||
Cash America International, Inc. Common Stock |
11,364,446 | 6,434,065 | ||||||
Participant loans |
2,138,191 | 1,754,163 |
2006 | 2005 | |||||||
Equity mutual funds |
$ | 1,562,688 | $ | 298,818 | ||||
Fixed income mutual funds |
(30,550 | ) | (35,047 | ) | ||||
Cash America International, Inc. common stock |
5,847,102 | (1,637,352 | ) | |||||
Net appreciation (depreciation) in fair
value of investments |
$ | 7,379,240 | $ | (1,373,581 | ) | |||
3. | Plan Termination | |
The Plan has been established with the intention that it will continue and be a permanent plan. However, the Plan may be terminated by resolution of the Companys board of directors at any time, subject to the provisions of ERISA. In the event the Plan terminates, the participants will become 100% vested in their accounts. | ||
4. | Party-in-Interest Transactions | |
The Plan offers participants the option to invest in shares of Cash America International, Inc. Common Stock (common stock of the Plan Sponsor). Therefore, this investment is considered a party-in-interest transaction. The Plan recorded purchases of $4,744,573 and sales of $5,584,534 of the Companys stock during the year ended December 31, 2006. The Plan recorded purchases of $2,969,569 and sales of $3,004,450 of the Companys stock during the year ended December 31, 2005. | ||
Certain plan investments are shares of mutual funds managed by Charles Schwab Trust Company or its affiliates. This institution serves as trustee to the Plan and, therefore, these investments qualify as party-in-interest transactions. |
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5. | Federal Income Tax Status | |
The Plan obtained a determination letter dated October 6, 2003 from the IRS which stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended subsequent to the date of the determination letter; however, the Plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code. Accordingly, no provision for federal income taxes has been recorded in the accompanying financial statements. | ||
6. | Reconciliation of Financial Statements to Form 5500 | |
The following is a reconciliation of net assets available for benefits per the financial statements to amount reported on the Form 5500: |
2006 | 2005 | |||||||
Net assets available for benefits per the financial statements |
$ | 39,245,639 | $ | 27,425,847 | ||||
Withdrawals in process |
(4,080 | ) | (7,280 | ) | ||||
Net assets available for benefits per the Form 5500 |
$ | 39,241,559 | $ | 27,418,567 | ||||
2006 | 2005 | |||||||
Participant withdrawals per the financial statements |
$ | 2,733,784 | $ | 1,713,774 | ||||
Add: Amounts allocated to withdrawing participants
at end of year |
4,080 | 7,280 | ||||||
Less: Amounts allocated to withdrawing participants
at beginning of year |
(7,280 | ) | (4,434 | ) | ||||
Participant withdrawals per the Form 5500 |
$ | 2,730,584 | $ | 1,716,620 | ||||
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(e) Current | ||||||||||
(a) | (b) Identity of Issue and (c) Description of Investment | (d) Cost | Value | |||||||
Baron Asset Mutual Fund | $ | 3,069,506 | $ | 3,535,295 | ||||||
Dodge & Cox Balanced Mutual Fund | 6,028,850 | 6,667,321 | ||||||||
* |
Schwab S&P500 Mutual Fund | 2,387,274 | 2,810,378 | |||||||
PIMCO Total Return Institutional Shares Mutual Fund | 2,306,793 | 2,269,798 | ||||||||
* |
Schwab Retirement Money Mutual Fund | 2,419,013 | 2,419,013 | |||||||
T. Rowe Price Equity Income Mutual Fund | 3,513,728 | 4,052,640 | ||||||||
Royce Low-Priced Stock Fund | 1,323,937 | 1,394,519 | ||||||||
American Beacon International Equity Fund | 1,677,069 | 1,862,446 | ||||||||
* |
Cash America International, Inc. Common Stock | 6,148,244 | 11,364,446 | |||||||
Transamerica Premier Equity Investment | 469,817 | 456,123 | ||||||||
* |
Participant loans at 5.0% to 9.25% due through 2015 | 2,138,191 | 2,138,191 | |||||||
$ | 31,482,422 | $ | 38,970,170 | |||||||
* | Denotes an investment held by an entity known to be a party-in-interest to the Plan. |
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CASH AMERICA INTERNATIONAL, INC. 401(k) SAVINGS PLAN |
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Date: June 26, 2007 | By: | /s/ Robert D. Brockman | ||
Robert D. Brockman | ||||
Cash America International, Inc. 401(k) Savings Plan Administrative Committee |
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