Form 11-K
UNITED STATES OF AMERICA
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
|
|
|
þ ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For the Fiscal Year Ended December 31, 2007
OR
|
|
|
o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
COMMISSION
FILE NUMBER 1-11846
A. Full title of the Plan:
APTARGROUP, INC. 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: |
APTARGROUP, INC.
475 West Terra Cotta Avenue, Suite E
Crystal Lake, Illinois 60014
Telephone: (815) 477-0424
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS AND SCHEDULE
|
|
|
|
|
|
|
Page |
Financial Statements: |
|
|
|
|
|
Report of Independent Registered Public Accounting Firm
|
|
|
1 |
|
|
|
|
|
|
Statements of Net Assets Available for
Benefits, at December 31, 2007 and 2006
|
|
|
2 |
|
|
|
|
|
|
Statement of Changes in Net Assets Available
for Benefits, for the Year Ended December 31, 2007
|
|
|
3 |
|
|
|
|
|
|
Notes to Financial Statements
|
|
4-13 |
|
|
|
|
|
Supplemental Schedule: |
|
|
|
|
|
|
|
|
|
Schedule of Assets (Held at End of Year) at
December 31, 2007 (Schedule H, Line 4i)
|
|
14-16 |
|
|
|
|
|
Signature
|
|
|
17 |
|
Consent of Independent Registered Public Accounting Firm
Note: All other schedules of additional financial information required by Section 2520.103-10 of
the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974 (ERISA) have been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Employee Benefits Administrative Committee
AptarGroup, Inc. Profit Sharing and Savings Plan
Crystal Lake, Illinois
We have audited the accompanying statements of net assets available for benefits of the AptarGroup,
Inc. Profit Sharing and Savings Plan (the Plan) as of December 31, 2007 and 2006, and the related
statement of changes in net assets available for benefits for the year ended December 31, 2007.
These financial statements are the responsibility of the Plans 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, 2007 and 2006, and
the changes in net assets available for benefits for the year ended December 31, 2007 in conformity
with U.S. generally accepted accounting principles.
Our audit was conducted for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule of assets (held at end of year) is not a required part
of the basic financial statements but is supplementary information required by the Department of
Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedule is the responsibility of the Plans management.
The supplemental schedule has been subjected to the auditing procedures applied in the audit of the
basic 2007 financial statements and, in our opinion, is fairly stated in all material respects in
relation to the basic 2007 financial statements taken as a whole.
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Crowe Chizek and Company LLC |
|
|
|
|
|
|
|
|
|
Crowe Chizek and Company LLC
|
|
|
Oak Brook, Illinois
June 27, 2008
1
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE
FOR BENEFITS
AT DECEMBER 31, 2007 AND 2006
|
|
|
|
|
|
|
|
|
|
|
2007 |
|
|
2006 |
|
Assets: |
|
|
|
|
|
|
|
|
Investments, at fair value (Note 7) |
|
$ |
104,322,712 |
|
|
$ |
88,440,304 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions receivable: |
|
|
|
|
|
|
|
|
Participant |
|
|
217,847 |
|
|
|
187,072 |
|
Employer |
|
|
77,249 |
|
|
|
61,481 |
|
|
|
|
|
|
|
|
|
|
Other receivables: unsettled trades |
|
|
40,850 |
|
|
|
787,685 |
|
|
|
|
|
|
|
|
Total receivables |
|
|
335,946 |
|
|
|
1,036,238 |
|
|
|
|
|
|
|
|
|
Total assets |
|
|
104,658,658 |
|
|
|
89,476,542 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits |
|
$ |
104,658,658 |
|
|
$ |
89,476,542 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these statements.
2
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2007
|
|
|
|
|
Additions to net assets attributed to: |
|
|
|
|
|
|
|
|
|
Income from investments: |
|
|
|
|
|
|
|
|
|
Net depreciation in fair value of investments (Note 7) |
|
$ |
4,795,188 |
|
Dividends |
|
|
8,010,994 |
|
Interest |
|
|
163,198 |
|
|
|
|
|
Total investment income |
|
|
12,969,380 |
|
|
|
|
|
|
Contributions: |
|
|
|
|
Participant |
|
|
5,886,378 |
|
Employer |
|
|
1,927,542 |
|
|
|
|
|
Total contributions |
|
|
7,813,920 |
|
|
Total additions |
|
|
20,783,300 |
|
|
Deductions from net assets attributed to: |
|
|
|
|
|
Benefits paid to participants |
|
|
5,548,371 |
|
Administrative expenses |
|
|
52,813 |
|
|
|
|
|
|
Total deductions |
|
|
5,601,184 |
|
|
|
|
|
|
|
|
|
|
Net increase in net assets available
for benefits for the year |
|
|
15,182,116 |
|
|
|
|
|
|
Net assets available for benefits, beginning
of the year |
|
|
89,476,542 |
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits, end
of the year |
|
$ |
104,658,658 |
|
|
|
|
|
The accompanying notes are an integral part of these statements.
3
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
NOTE 1 DESCRIPTION OF THE PLAN
The following description of the AptarGroup, Inc. Profit Sharing and Savings Plan (the Plan)
provides only general information. Participants should refer to the plan document for a more
complete description of the Plans provisions.
The Plan, established on April 22, 1993, is a participant-directed defined contribution plan which
covers eligible full-time and part-time non-union employees of AptarGroup, Inc. and certain of its
subsidiaries (the Company or the Employer). The Plan is administered by a committee appointed
by the Company, consisting of Company employees.
A participant (Participant or Participants) is a full-time employee who becomes eligible to
participate on the first day of the month following 30 days of service, or a part-time employee who
becomes eligible to participate after completion of 1000 hours of service in any consecutive
twelve-month period. If an employee has not enrolled in the Plan within 30 days from the
eligibility date, the employee will be automatically enrolled at 3%, unless the employee elects to
not participate in the Plan. A participant can authorize contributions of salary to the Plan of not
less than 1 percent and not more than 25 percent of earnings (subject to Internal Revenue Code
(IRC) limitations). Participants earnings are generally defined as total compensation for
services rendered to the Employer. Participants may elect to suspend their contributions at any
time. Eligible employees will not share in any Employer contributions for any period in which they
voluntarily suspend their contributions or do not participate in the Plan. Active participation
can be elected again on the next regular enrollment date.
Contributions
The amount of Employer contributions is determined annually by the Employer on a discretionary
basis. Such contributions are computed as a matching percentage of each Participants contribution
within specified limits. The Company matched 50% of Participant contributions up to the first 6%,
for the year ended December 31, 2007.
Plan Investments
Fidelity Management Trust Company (the Trustee) is the trustee for the Plan. Participants may
direct their contributions and the employer matching contribution to any combination of the
following investment options which includes the following investment funds (the Trust) available
to Participants:
Retirement Government Money Market Portfolio Assets included in this fund are invested in U.S.
government securities and repurchase agreements for those securities. The goal of this fund is to
preserve a level of current income as is consistent with the security of principal and liquidity.
4
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
Fidelity
Magellan Fund Assets included in this fund are primarily invested in common stock and
securities of domestic and foreign issuers with the intention of seeking capital appreciation.
Fidelity Managed Income Portfolio Assets included in this fund are primarily invested in
investment contracts issued by insurance companies and other financial institutions, and in fixed
income securities. The goal of this fund is to preserve a principal investment while earning
interest income.
Fidelity Growth and Income Portfolio Assets included in this fund are normally invested in common
stock with a focus on those that pay current dividends and show potential for capital appreciation.
The goal of this fund is to provide high total return through a combination of current income and
capital appreciation. This fund was eliminated October 1, 2007.
Allianz NFJ Dividend Value Fund Administrative Class This fund invests most of its assets in
equity securities that pay or are expected to pay dividends. The goal of this fund is to provide
current income and provide long-term growth. This fund was added October 1, 2007.
Vanguard 500 Index Fund Investor Shares This fund invests in all 500 stocks in the S&P 500 Index.
This fund seeks to match the performance and risk of the S&P 500 Index. This fund was added
October 1, 2007.
Baron Asset Fund This fund invests in small and mid-cap companies before the growth prospects and
assets of these companies have been properly valued by other investors. The goal of this fund is
to provide long-term capital appreciation. This fund was added October 1, 2007.
Fidelity Diversified International Fund The fund primarily invests in common stock of foreign
securities. Foreign investments involve greater risk and may offer greater potential returns than
U.S. investments. The goal of this fund is to provide capital growth.
Fidelity Asset Manager 50% Fund Assets included in this fund are invested in all basic types of
U.S. and foreign investments including, but not limited to: stocks, bonds, and short-term and money
market instruments. The goal of this fund is to provide high total return with reduced risk over
the long term. This fund was eliminated on October 1, 2007.
Fidelity Small Cap Independence Fund The fund normally invests at least 80% of total assets in
securities of companies with small market capitalizations. The fund may invest in securities of
domestic and foreign issuers. The goal of the fund is to provide capital appreciation.
PIMCO Total Return Fund Administrative Class The fund invests in all types of bonds, including
U.S. government, corporate, mortgage and foreign. While the fund maintains an average portfolio
duration of three to six years, investments may also include short-and long-maturity bonds. The
goal of this fund is to provide high total return that exceeds general bond market indices.
5
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
AptarGroup,
Inc. Stock Fund Assets included in this fund are invested in the common stock of the
Employer or its affiliate. Performance of this fund is directly tied to the performance of the
Company as well as to that of the stock market as a whole. The goal of the fund is to increase the
value of the investment over the long term by investing in the stock of the Employer or its
affiliate.
Fidelity Freedom Income Fund The fund primarily invests in short-term mutual funds (40%), in
investment grade fixed income funds (35%), in domestic equity funds (20%) and in high yield fixed
income funds (5%). The goal of the fund is to provide high current income and, as a secondary
objective, some capital appreciation for those already in retirement.
Fidelity Freedom 2000 Fund The fund primarily invests in Fidelity short-term mutual funds (38%),
in domestic equity funds (25%), in investment grade fixed income funds (31%), in high yield fixed
income funds (5%), and in international equity funds (1%). The goal of the fund is to provide high
total return until its target retirement date. Thereafter the funds objective will be to seek
high current income and, as a secondary objective, capital appreciation.
Fidelity Freedom 2005 Fund The fund primarily invests in domestic equity funds (39%), in
investment grade fixed income funds (34%), in Fidelity short-term mutual funds (12%), in
international equity funds (9%) and in high yield fixed income funds (5%). The goal of the fund is
to provide high total return until its target retirement date. Thereafter the funds objective
will be to seek high current income and, as a secondary objective, capital appreciation.
Fidelity Freedom 2010 Fund The fund primarily invests in domestic equity funds (40%), in
investment grade fixed income funds (35%), in Fidelity short-term mutual funds (10%), in
international equity funds (10%) and in high yield fixed income funds (5%). The goal of the fund
is to provide high total return until its target retirement date. Thereafter the funds objective
will be to seek high current income and, as a secondary objective, capital appreciation.
Fidelity Freedom 2015 Fund The fund primarily invests in domestic equity funds (45%), in
investment grade fixed income funds (32%), in international equity funds (11%), in high yield fixed
income funds (6%) and in Fidelity short-term mutual funds (3%). The goal of the fund is to provide
high total return until its target retirement date. Thereafter the funds objective will be to
seek high current income and, as a secondary objective, capital appreciation.
Fidelity Freedom 2020 Fund The fund primarily invests in domestic equity funds (59%), in
investment grade fixed income funds (23%), in international equity funds (10%) and in high yield
fixed income funds (8%). The goal of the fund is to provide high total return until its target
retirement date. Thereafter the funds objective will be to seek high current income and, as a
secondary objective, capital appreciation.
6
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
Fidelity Freedom 2025 Fund The fund primarily invests in domestic equity funds (57%), in
investment grade fixed income funds (14%), in international equity funds (22%) and in high yield
fixed income funds (8%). The goal of the fund is to provide high total return until its target
retirement date. Thereafter the funds objective will be to seek high current income and, as a
secondary objective, capital appreciation.
Fidelity Freedom 2030 Fund The fund primarily invests in domestic equity funds (65%), in
international equity funds (16%), in investment grade fixed income funds (11%) and in high yield
fixed income funds (8%). The goal of the fund is to provide high total return until its target
retirement date. Thereafter the funds objective will be to seek high current income and, as a
secondary objective, capital appreciation.
Fidelity Freedom 2035 Fund The fund primarily invests in domestic equity funds (66%), in
international equity funds (17%), in investment grade fixed income funds (10%) and in high yield
fixed income funds (8%). The goal of the fund is to provide high total return until its target
retirement date. Thereafter the funds objective will be to seek high current income and, as a
secondary objective, capital appreciation.
Fidelity Freedom 2040 Fund The fund primarily invests in domestic equity funds (68%), in
international equity funds (17%), in high yield fixed income funds (10%) and in investment grade
fixed income funds (5%). The goal of the fund is to provide high total return until its target
retirement date. Thereafter the funds objective will be to seek high current income and, as a
secondary objective, capital appreciation.
Fidelity
Freedom 2045 Fund The fund primarily invests in domestic equity funds (68%), in
international equity funds (18%), in high yield fixed income funds (10%), and in investment grade
fixed income funds (4%). The goal of the fund is to provide high total return until its target
retirement date. Thereafter, the funds objective will be to seek high current income and, as a
secondary objective, capital appreciation.
Fidelity Freedom 2050 Fund The fund primarily invests in domestic equity funds (70%), in
international equity funds (20%), and in high yield fixed income funds (10%). The goal of the fund
is to provide high total return until its target retirement date. Thereafter, the funds objective
will be to seek high current income and, as a secondary objective, capital appreciation.
Participant Accounts
A Participant may elect to transfer certain portions of his or her account in the Plan from one
fund to another up to twelve times per year subject to certain restrictions between the Retirement
Government Money Market Fund and Managed Income Fund. Each participants account is credited with
contributions and an allocation of plan earnings, and reduced for benefit payments and certain
administrative expenses. Plan earnings are determined and credited to each participants account
on a daily basis in accordance with the proportion of a participants account to all accounts.
7
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
Vesting
Each Participant is fully vested in his or her contributions and related earnings at all times.
Vesting of the Employer contribution account occurs at the rate of 20 percent per year of service
on a cumulative basis for each year of service with a participating Employer. Participants may
elect to receive vested benefits in the form of a lump-sum distribution, installment payments (for
account portion attributable to Pittway Blue Chip Plan), or a combination of these forms, (for
account portion attributable to Pittway Blue Chip Plan), or a direct transfer to an eligible
retirement plan. While employed, in the event of hardship, participants may withdraw a portion of
their vested account balances as defined by the Plan. Upon withdrawal from the Plan, the
Participant will receive the amount of his or her contributions plus the vested portion of his or
her Employer contributions. When a Participant terminates employment for any reason other than
retirement after age 65, death or disability, the nonvested amounts of the Employer contributions
will be forfeited and used to reduce administrative expenses of the Plan and then used to reduce
future contributions of the Employer. The amount of such forfeitures available to reduce future
contributions of the Employer was $48,553 and $64,728 as of December 31, 2007 and 2006,
respectively.
Nonvested amounts for Participants who terminate employment for any reason other than retirement
after age 65, death or disability, will be reinstated if reemployment by the Employer occurs prior
to incurring five consecutive one year breaks in service as defined by the Plan agreement.
Participant Loans
The Plan provides that a Participant may, for specified reasons, borrow from the Plan an amount not
to exceed the lesser of 50 percent of the Participants vested account balance or $50,000. Each
Participant loan is evidenced by a note and is considered an investment to that Participants
respective account. Each Participant note carries an interest rate equal to the prime rate plus
one percent (loans opened during the year ended December 31, 2006 had interest rates on outstanding
notes ranging from 8.25% to 9.25%) charged by the Trustee on the date of the loan, and repayment
occurs through payroll withholding over a period not to exceed 60 months.
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements of the Plan have been prepared on the accrual basis of accounting.
8
Valuation of Investments
The Plans investments are stated at fair value. Investments in mutual funds and common stock are
stated at current market prices in actively traded markets. Participant loans are valued at cost,
which approximates fair market value. The fair value of the Fidelity Managed Income Portfolio is
determined by the Trustee. This common trust fund invests in short-term and long-term conventional
and synthetic investment contracts issued by insurance companies and other institutions that meet
the high credit quality standards established by the Trustee. The investment contracts are recorded
at contract value (which represents contributions received, plus interest, less plan withdrawals),
which approximates fair value at December 31, 2007 and 2006.
While Plan investments are presented at fair value in the statement of net assets available for
benefits, any material difference between the fair value of the Plans direct and indirect
interests in fully benefit-responsive investment contracts and their contract value is presented as
an adjustment line in the statement of net assets available for benefits, because contract value is
the relevant measurement attribute for that portion of the Plans net assets available for
benefits. Contract value represents contributions made to a contract, plus earnings, less
participant withdrawals and administrative expenses. Participants in fully benefit-responsive
contracts may ordinarily direct the withdrawal or transfer of all or a portion of their investment
at contract value. The Plan holds an indirect interest in such contracts through its investment in
the common trust fund.
Effect of Newly Issued But Not Yet Effective Accounting Standards
In September 2006, the FASB issued Statement No. 157, Fair Value Measurements. This Statement
defines fair value, establishes a framework for measuring fair value and expands disclosures about
fair value measurements. This Statement establishes a fair value hierarchy about the assumptions
used to measure fair value and clarifies assumptions about risk and the effect of a restriction on
the sale or use of an asset. The standard is effective for fiscal years beginning after November
15, 2007. In February 2008, the FASB issued Staff Position (FSP) 157-2, Effective Date of FASB
Statement No. 157. This FSP delays the effective date of FAS 157 for all nonfinancial assets and
nonfinancial liabilities, except those that are recognized or disclosed at fair value on a
recurring basis (at least annually) to fiscal years beginning after November 15, 2008, and interim
periods within those fiscal years. The impact of adoption of FASB Statement No. 157 on the Plans
net assets available for benefits and changes in net assets available for benefit is not
anticipated to be material.
In February 2007, the FASB issued Statement No. 159, The Fair Value Option for Financial Assets and
Financial Liabilities. The standard provides reporting entities with an option to report selected
financial assets and liabilities at fair value and establishes presentation and disclosure
requirements designed to facilitate comparisons between reporting entities that choose different
measurement attributes for similar types of assets and liabilities. The new standard is effective
for the Plan on January 1, 2008. The Plan did not elect the fair value option for any financial
assets or financial liabilities as of January 1, 2008.
9
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
Contributions
Employer and employee contributions are invested directly in appropriate funds based upon employee
elections made at the date of enrollment or through authorized changes in elections.
Plan Transfers
Participant contributions included in the Statement of Changes in Net Assets in the amount of
$376,400 were transferred to the Plan as a result of the employee rollover provision of the Plan
during 2007.
Payment of Benefits
Benefits are recorded when paid.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting
principles requires management to make estimates and assumptions that affect the reported amounts
of net assets and changes thereto. Actual amounts could differ from those estimates.
Security Transactions and Investment Income
Purchases and sales of securities, including related gains and losses, are recorded as of the trade
date. Unsettled security investments represent transactions entered into prior to the end of the
accounting period for which cash settlement is made in a subsequent period. Interest income is
recorded when earned. Dividend income is recorded on the ex-dividend date. In accordance with the
policy of stating investments at current value, net appreciation or depreciation is reflected in
the Statement of Changes in Net Assets Available for Benefits. This net appreciation or
depreciation consists of realized and unrealized gains and losses. Realized losses and gains are
calculated as the difference between proceeds from a sales transaction and cost determined on an
average basis. Unrealized losses and gains are calculated as the change in the fair value between
the beginning of the year (or purchase date if later) and the end of the year.
Trustee and Administrative Expenses
Expenses incurred in the administration of the Plan and Marquette Investment Manager fees are paid
by the Plan through Plan forfeitures, except for loan service fees, which are paid by the
Participants. Certain other costs of plan administration were paid by the Company.
10
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
NOTE
3 PARTY-IN-INTEREST TRANSACTIONS
Parties-in-interest are defined under Department of Labor regulations as any fiduciary of the Plan,
any party rendering services to the Plan, the Company, and certain others. Party-in-interest
transactions included investments in the AptarGroup Stock Fund. At December 31, 2007 and 2006, the
Plan had $16,825,534 and $11,397,212, respectively, invested in Employer Stock through a unitized
investment fund managed by the Trustee. The Plan held 411,282 and 193,042 shares of Employer stock
as of December 31, 2007 and 2006, respectively. Dividends were paid on these shares in the amount
of $208,684 during the year ended December 31, 2007. These transactions also qualify as
party-in-interest transactions.
Additionally, certain Plan investments are shares of mutual funds managed by the Trustee and
participant loans, therefore, these transactions qualify as party-in-interest. Fees paid by the
Plan to the Trustee for loan services amounted to $19,963 for the year ended December 31, 2007.
Fees paid by the Plan through Plan forfeitures to the Trustee and Marquette Investment Manager for
trustee and investment management fees amounted to $11,350 and $21,500, respectively, for the year
ended December 31, 2007. These transactions are not prohibited transactions as defined under the
Employee Retirement Income Security Act of 1974 (ERISA).
NOTE
4 FEDERAL INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Company by a letter dated April 4,
2002 that the Plan is designed in accordance with applicable sections of the IRC. The Plan has
been amended since receiving the determination letter. However, the Plan administrator believes
that the Plan is designed and continues to be operated in compliance with the applicable
requirements of the IRC. Therefore, no provision for income taxes has been included in the Plans
financial statements.
NOTE
5 RISKS AND UNCERTAINTIES
Investment securities are exposed to various risks, such as interest rate, market and credit. Due
to the level of risk associated with certain investment securities and the level of uncertainty
related to changes in the value of investment securities, it is at least reasonably possible that
changes in risks in the near term would materially affect Participants account balances and the
amounts reported in the Statements of Net Assets Available for Benefits and the Statement of
Changes in Net Assets Available for Benefits.
11
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
NOTE
6 AMENDMENT AND TERMINATION OF PLAN
The Plan may be amended at any time by the Company. However, no amendment may adversely affect the
current rights of the Participants in the Plan with respect to contributions made prior to the date
of the amendment.
Although it has not expressed any intent to do so, the Company reserves the right to discontinue
Employer contributions or to terminate its participation in the Plan at any time. In the event of
a partial or complete termination of the Plan, all Participants with respect to whom the Plan is
being terminated shall be fully vested in their accounts as of the date of the termination of the
Plan. If a Participant remains an employee of the Company or its affiliates following the
termination of the Plan, his benefits shall remain in the Trust until his severance from service
and then shall be paid to him in accordance with the provisions of the Plan.
The Plan is subject to the provisions of ERISA applicable to defined contribution plans. Since the
Plan provides for an individual account for each Participant and for benefits based solely on the
amount contributed to the Participants account and any income, expenses, gains and losses
attributed thereto, its benefits are not insured by the Pension Benefit Guaranty Corporation
pursuant to Title IV of ERISA.
12
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2007 AND 2006
NOTE
7 INVESTMENTS
The fair values of individual investments that represent 5% or more of the Plans net assets are as
follows:
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2007 |
|
|
2006 |
|
Money Market Fund |
|
|
|
|
|
|
|
|
Fidelity Retirement Government
|
|
|
|
|
|
|
|
|
Money Market Portfolio |
|
$ |
12,043,149 |
|
|
$ |
10,534,139 |
|
|
|
|
|
|
|
|
|
|
Common Stock Fund |
|
|
|
|
|
|
|
|
AptarGroup, Inc. Common Stock |
|
|
16,825,534 |
|
|
|
11,397,212 |
|
|
|
|
|
|
|
|
|
|
Mutual Funds |
|
|
|
|
|
|
|
|
Fidelity Magellan Fund |
|
|
25,204,289 |
|
|
|
22,771,233 |
|
|
|
|
|
|
|
|
|
|
Fidelity Growth and Income Portfolio |
|
|
|
|
|
|
15,119,196 |
|
|
|
|
|
|
|
|
|
|
Fidelity Diversified International Fund |
|
|
11,635,488 |
|
|
|
9,640,198 |
|
|
|
|
|
|
|
|
|
|
Allianz NFJ Dividend Fund |
|
|
13,762,561 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Trust Fund |
|
|
|
|
|
|
|
|
Fidelity Managed Income Portfolio(1) |
|
|
4,917,871 |
|
|
|
5,325,135 |
|
|
|
|
(1) |
|
The 2007 balance is less than 5% of the total net assets but is disclosed for
comparative purposes as the 2006 balance was greater than 5% of total net assets. |
During 2007, the Plans investments (bought, sold and held during the year) depreciated in value by
$4,795,188. Mutual funds accounted for $116,627 of the depreciation and AptarGroup, Inc. common
stock accounted for $4,911,815 of the appreciation, respectively.
13
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
SCHEDULE H, LINE 4i SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AT DECEMBER 31, 2007
|
|
|
|
|
Name of plan sponsor:
|
|
AptarGroup, Inc.
|
|
|
Employer identification number:
|
36-3853103
|
|
|
Three-digit plan number:
|
|
002
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description |
|
|
|
|
|
|
Issuer |
|
Identity of Issue |
|
of Investment |
|
Cost** |
|
Fair Value |
|
|
|
|
|
Common Stock
|
|
|
|
|
|
|
* |
|
AptarGroup, Inc. |
|
Common Stock Fund |
|
Common Stock Fund |
|
|
|
$ |
16,825,534 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mutual Funds
|
|
|
|
|
|
|
* |
|
Fidelity |
|
Magellan Fund |
|
Mutual Fund |
|
|
|
|
25,204,289 |
|
* |
|
Fidelity |
|
Baron Asset Fund |
|
Mutual Fund |
|
|
|
|
298,925 |
|
* |
|
Fidelity |
|
Diversified International Fund |
|
Mutual Fund |
|
|
|
|
11,635,488 |
|
* |
|
Allianz |
|
NFJ Dividend Fund |
|
|
|
|
|
|
|
|
|
|
|
|
Administrative Class |
|
Mutual Fund |
|
|
|
|
13,762,561 |
|
* |
|
Fidelity |
|
Small Cap |
|
|
|
|
|
|
|
|
|
|
|
|
Independence Fund |
|
Mutual Fund |
|
|
|
|
4,354,974 |
|
|
|
PIMCO |
|
Total Return Fund |
|
|
|
|
|
|
|
|
|
|
|
|
Administrative Class |
|
Mutual Fund |
|
|
|
|
1,432,872 |
|
* |
|
Fidelity |
|
Vanguard 500 Index |
|
Mutual Fund |
|
|
|
|
304,305 |
|
* |
|
Fidelity |
|
Freedom Income Fund |
|
Mutual Fund |
|
|
|
|
832,065 |
|
* |
|
Fidelity |
|
Freedom 2000 Fund |
|
Mutual Fund |
|
|
|
|
13,874 |
|
* |
|
Fidelity |
|
Freedom 2010 Fund |
|
Mutual Fund |
|
|
|
|
2,327,973 |
|
* |
|
Fidelity |
|
Freedom 2020 Fund |
|
Mutual Fund |
|
|
|
|
2,105,932 |
|
* |
|
Fidelity |
|
Freedom 2030 Fund |
|
Mutual Fund |
|
|
|
|
905,243 |
|
* |
|
Fidelity |
|
Freedom 2040 Fund |
|
Mutual Fund |
|
|
|
|
751,329 |
|
* |
|
Fidelity |
|
Freedom 2005 Fund |
|
Mutual Fund |
|
|
|
|
80,064 |
|
* |
|
Fidelity |
|
Freedom 2015 Fund |
|
Mutual Fund |
|
|
|
|
2,082,124 |
|
* |
|
Fidelity |
|
Freedom 2025 Fund |
|
Mutual Fund |
|
|
|
|
1,216,955 |
|
* |
|
Fidelity |
|
Freedom 2035 Fund |
|
Mutual Fund |
|
|
|
|
694,113 |
|
* |
|
Fidelity |
|
Freedom 2045 Fund |
|
Mutual Fund |
|
|
|
|
17,548 |
|
* |
|
Fidelity |
|
Freedom 2050 Fund |
|
Mutual Fund |
|
|
|
|
27,914 |
|
15
APTARGROUP, INC.
PROFIT SHARING AND SAVINGS PLAN
SCHEDULE H, LINE 4i SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AT DECEMBER 31, 2007
|
|
|
|
|
Name of plan sponsor: |
|
AptarGroup, Inc.
|
|
|
Employer identification number: |
|
36-3853103
|
|
|
Three-digit plan number:
|
|
002
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description |
|
|
|
|
|
|
Issuer |
|
|
Identity of Issue |
|
of Investment |
|
Cost** |
|
Fair Value |
|
|
|
|
|
|
Money Market Funds
|
|
|
|
|
|
|
* |
|
Fidelity |
|
|
Retirement Government |
|
|
|
|
|
|
|
|
|
|
|
|
|
Money Market Portfolio |
|
Money Market Fund |
|
|
|
$ |
12,043,149 |
|
* |
|
AptarGroup, Inc. |
|
|
Common Stock Fund |
|
Money Market Fund |
|
|
|
|
1,110 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Trust Funds
|
|
|
|
|
|
|
* |
|
Fidelity |
|
|
Managed Income Portfolio |
|
Common Trust Fund |
|
|
|
|
4,917,871 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Investments
|
|
|
|
|
|
|
* |
|
Plan participants |
|
Participant Loans Range of interest rates 5.00-9.25% |
|
|
2,486,500 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
104,322,712 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Party-in-interest |
|
** |
|
Investments are participant-directed. Cost is not required to be presented. |
16
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, AptarGroup, Inc., as plan
administrator, has duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
|
|
|
|
|
|
|
|
|
AptarGroup, Inc. Profit Sharing and Savings Plan |
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
AptarGroup, Inc., as Plan Administrator |
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Lawrence Lowrimore |
|
|
|
|
|
|
|
|
|
|
|
|
|
Lawrence Lowrimore
Vice President-Human Resources |
|
|
June 27, 2008
17
INDEX OF EXHIBITS
|
|
|
Exhibit |
|
|
Number |
|
Description |
|
23.1*
|
|
Consent of Independent Registered Public Accounting Firm. |
18