-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A0eJPF1iIQv+RcGw56+fBo/RtJFcO+D1V+LBNhy6ItNWSoGT8+EUMbhPJNyqOhdo xNHttPzRxElnNDXRy63xcA== 0001188112-05-001263.txt : 20050627 0001188112-05-001263.hdr.sgml : 20050627 20050627163032 ACCESSION NUMBER: 0001188112-05-001263 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041231 FILED AS OF DATE: 20050627 DATE AS OF CHANGE: 20050627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LINENS N THINGS INC CENTRAL INDEX KEY: 0001023052 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-HOME FURNITURE, FURNISHINGS & EQUIPMENT STORES [5700] IRS NUMBER: 223463939 STATE OF INCORPORATION: DE FISCAL YEAR END: 0101 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12381 FILM NUMBER: 05917824 BUSINESS ADDRESS: STREET 1: 6 BRIGHTON RD CITY: CLIFTON STATE: NJ ZIP: 07015 BUSINESS PHONE: 9737781300 MAIL ADDRESS: STREET 1: 6 BRIGHTON RD CITY: CLIFTON STATE: NJ ZIP: 07015 11-K 1 t11k-6829.txt 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT 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 [NO FEE REQUIRED]. For the Fiscal year ended December 31, 2004 | | TRANSITION REPORT PURSUANT TO SECTION 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]. For the transition period from ____________ to ____________. Commission file number 1-12381 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: LINENS 'N THINGS, INC. 401(k) PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: LINENS 'N THINGS, INC. 6 BRIGHTON ROAD CLIFTON, NJ 07015 LINENS 'N THINGS, INC. 401(k) PLAN FINANCIAL STATEMENTS December 31, 2004 and 2003 LINENS 'N THINGS, INC. 401(k) PLAN Clifton, New Jersey FINANCIAL STATEMENTS December 31, 2004 and 2003 CONTENTS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ..................... 1 FINANCIAL STATEMENTS STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS - DECEMBER 31, 2004 AND 2003 ........................................... 2 STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS - YEARS ENDED DECEMBER 31, 2004 AND 2003................ 3 NOTES TO FINANCIAL STATEMENTS .......................................... 4 SUPPLEMENTAL SCHEDULE SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) ......... 10 SIGNATURE ................................................................... 17 EXHIBIT EXHIBIT 23.1 - CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - CROWE CHIZEK AND COMPANY LLC REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Plan Administrator Linens 'n Things, Inc. 401(k) Plan Clifton, New Jersey We have audited the accompanying statements of net assets available for benefits of Linens 'n Things, Inc. 401(k) Plan (the Plan) as of December 31, 2004 and 2003, and the related statements of changes in net assets available for benefits for the years then ended. 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, 2004 and 2003, and the changes in net assets available for benefits for the years then ended 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 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. This 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 2004 financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic 2004 financial statements taken as a whole. /s/ Crowe Chizek and Company LLC Oak Brook, Illinois May 26, 2005 - -------------------------------------------------------------------------------- 1. LINENS 'N THINGS, INC. 401(k) PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 2004 and 2003 - -------------------------------------------------------------------------------- 2004 2003 ---- ---- ASSETS Investments (Note 3) $ 48,978,126 $ 42,106,933 Cash 9,393 - Accrued interest 150 81 -------------- -------------- TOTAL ASSETS 48,987,669 42,107,014 -------------- -------------- LIABILITIES Amount due broker 21,104 - -------------- -------------- NET ASSETS AVAILABLE FOR BENEFITS $ 48,966,565 $ 42,107,014 ============== ============== - -------------------------------------------------------------------------------- See accompanying notes to financial statements. 2.
LINENS 'N THINGS, INC. 401(k) PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS Years ended December 31, 2004 and 2003 - ----------------------------------------------------------------------------------------------- 2004 2003 ---- ---- ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income Net appreciation in fair value of investments (Note 3) $ 2,327,204 $ 6,549,855 Interest and dividends 1,408,126 893,793 ------------- ------------- 3,735,330 7,443,648 ------------- ------------- Contributions Employer 1,373,647 1,111,478 Participant 5,071,109 4,295,208 Rollovers 622,379 248,661 ------------- ------------- 7,067,135 5,655,347 ------------- ------------- Total additions 10,802,465 13,098,995 ------------- ------------- DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Benefits and withdrawals paid to participants 3,900,315 2,891,005 Administrative expenses 42,599 31,362 ------------- ------------- Total deductions 3,942,914 2,922,367 ------------- ------------- NET INCREASE 6,859,551 10,176,628 NET ASSETS AVAILABLE FOR BENEFITS Beginning of year 42,107,014 31,930,386 ------------- ------------- End of year $ 48,966,565 $ 42,107,014 ============= ============= - ----------------------------------------------------------------------------------------------- See accompanying notes to financial statements. 3.
LINENS 'N THINGS, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2004 and 2003 - -------------------------------------------------------------------------------- NOTE 1 - DESCRIPTION OF PLAN The following description of the Linens 'n Things, Inc. 401(k) Plan (the "Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. GENERAL: The Plan is a participant-directed, defined contribution plan established by Linens 'n Things, Inc. (the "Company" or "Plan Sponsor") as of December 1, 1996. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). The general administration of the Plan and the responsibility for carrying out the provisions of the Plan are maintained by a committee (the "Administrative Committee") appointed by Linens 'n Things, Inc. In accordance with the provisions of the Plan, the Administrative Committee is also the Administrator. Fidelity Management Trust Company ("Fidelity") is the trustee of the Plan. ELIGIBILITY: The Plan allows employees to become eligible to participate at the beginning of the first payroll period of the first month following the completion of eleven months of service with no age requirement or minimum hours worked. CONTRIBUTIONS: Each year, participants may contribute up to 60% of pretax annual eligible compensation, as defined in the Plan, not to exceed the applicable dollar limit established by the Internal Revenue Service (the "IRS") each year. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. In addition, the Plan allows elective deferral contributions in excess of legal limits under Internal Revenue Code Section 414(v) for those participants who have attained age 50 by the close of the Plan year. Participants direct the investment of their contributions into various investment options offered by the Plan, including common stock of the Company. Employer matching contributions are equal to 50% of the first 4% of eligible compensation that a participant contributes to the Plan. Employer matching contributions are subject to certain limitations as specified in the plan document and the Internal Revenue Code (the "IRC"). PARTICIPANT ACCOUNTS: Each participant's account is credited with the participant's contribution, employer matching contribution and allocations of investment income or loss. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. RETIREMENT, DEATH AND DISABILITY: Upon death, disability or meeting the retirement requirements, a participant's account balance will automatically become 100% vested. - -------------------------------------------------------------------------------- (Continued) 4. LINENS 'N THINGS, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2004 and 2003 - -------------------------------------------------------------------------------- NOTE 1 - DESCRIPTION OF PLAN (Continued) VESTING: Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the employer's matching contribution plus earnings thereon is based on years of continuous service, as defined in the Plan. A participant is 100% vested after three years of credited service. FORFEITURES: Upon a participant's termination date, and prior to the time the participant becomes vested in his or her account, the non-vested portion, if any, shall be forfeited. These accounts will be used to restore amounts previously forfeited by participants but required to be reinstated upon resumption of employment, to pay administrative expenses, or to reduce employer contributions. During the years ended December 31, 2004 and 2003, forfeited nonvested accounts of $40,265 and $53,540, respectively, were used to reduce employer contributions. At December 31, 2004, forfeited accounts totaled $42,447, which is available to reduce future employer contributions to the Plan. PAYMENT OF BENEFITS: Upon reaching normal retirement age (age 65 or age 55 with 10 years of credited service, as defined in the Plan) or upon permanent disability, all vested amounts credited to a participant's account become distributable. Distributions will be made as soon as administratively feasible, following a participant's request, and will be made in a lump-sum cash payment. Upon a participant's death, the participant's beneficiary is entitled to 100% of the participant's vested account balance. Upon termination of service, other than for normal retirement or death, the Administrator will direct the Trustee or new Trustee to pay to the participant his or her benefit in an immediate lump sum or deferred lump sum if certain criteria are met. LOAN PROVISIONS: Under the terms of the Plan, participants may obtain loans from the Plan, utilizing funds accumulated in their accounts. The minimum amount which may be borrowed is $1,000. Participants can borrow up to a maximum of 50% of their vested account balance but not more than $50,000, less their highest outstanding loan balance during the previous 12 months. The Plan charges a fixed rate of interest, which is 1% above the prime rate, adjusted quarterly. The loans are repaid through after-tax payroll deductions. The loan repayments and interest earned are allocated to each of the investment funds based upon the participant's contribution election percentages. The term of the loan is arrived at by mutual agreement between the Administrative Committee and the participant, but may not exceed five years unless the loan is to be used in conjunction with the purchase of the principal residence of the participant, in which case the loan may not exceed 25 years. - -------------------------------------------------------------------------------- (Continued) 5. LINENS 'N THINGS, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2004 and 2003 - -------------------------------------------------------------------------------- NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES INVESTMENT VALUATION AND INCOME RECOGNITION: The Plan's investments are stated at fair value. Quoted market prices are used to value investments in common stock and mutual funds. Shares of common collective trust funds are valued at the net asset value of shares held by the Plan at year-end. Participant loans are reported at cost which approximates 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. BASIS OF ACCOUNTING: The financial statements are prepared on the accrual basis of accounting and present the net assets available for plan benefits of the Plan and the changes in those net assets in conformity with U.S. generally accepted accounting principles. ESTIMATES: The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures, and actual results may differ from these estimates. RISKS AND UNCERTAINTIES: The Plan offers a number of investment options including Linens 'n Things, Inc. common stock and a variety of investment funds, some of which are mutual funds and common collective trust funds. The funds include U.S. equities, international equities, and fixed income securities. Investment securities, in general, are exposed to various risks, such as interest rate, market volatility and credit risks. 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 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 statement of net assets available for benefits. The Plan's exposure to a concentration of credit risk is limited by the diversification of investments across participant-directed fund elections. Additionally, the investments within each participant-directed fund election are further diversified into varied financial instruments, with the exception of the Linens 'n Things Company Stock Fund, which principally invests in a single security. PAYMENT OF BENEFITS: Benefits paid to participants are recorded when paid. ADMINISTRATIVE EXPENSES: Most administrative expenses are paid by the Plan Sponsor. - -------------------------------------------------------------------------------- (Continued) 6. LINENS 'N THINGS, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2004 and 2003 - -------------------------------------------------------------------------------- NOTE 3 - INVESTMENTS At December 31, 2004 and 2003, the Plan's assets were allocated among various investment funds administered by independent investment managers. The following presents investments that represent 5% or more of the Plan's net assets in 2004 or 2003:
2004 2003 ---- ---- Fidelity Managed Income Portfolio Fund $ 10,286,376 $ 9,941,502 Fidelity Equity-Income II Fund 9,406,952 8,749,906 Fidelity Freedom 2010 Fund 5,307,276 4,994,744 Fidelity Growth Company Fund 4,489,527 3,361,228 Fidelity Diversified International Fund 3,306,465 2,552,931 Fidelity Low Priced Stock 3,106,900 2,197,091 Linens 'n Things Common Stock, 84,112 shares and 74,502 shares at December 31, 2004 and December 31, 2003, respectively 2,085,978 2,241,020
During 2004 and 2003, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in value by $2,327,204 and $6,549,855, respectively, as follows: 2004 2003 ---- ---- Mutual funds $ 2,732,405 $ 5,940,085 Linens 'n Things, Inc. Common Stock (405,201) 609,770 ----------- ----------- Net appreciation in fair value of investments $ 2,327,204 $ 6,549,855 =========== =========== NOTE 4 - PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. If the Company were to terminate the Plan, all participants in the Plan would become fully vested. - -------------------------------------------------------------------------------- (Continued) 7. LINENS 'N THINGS, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2004 and 2003 - -------------------------------------------------------------------------------- NOTE 5 - PARTIES-IN-INTEREST Parties-in-interest are defined under Department of Labor regulations as any fiduciary of the Plan, any party rendering services to the Plan, the employer and certain others. Certain investments of the Plan are shares of mutual funds advised by Fidelity Investments, an affiliate of Fidelity Management Trust Company. Fidelity is the Plan trustee and, therefore, these transactions and the Plan's payment of trustee fees to Fidelity qualify as party-in-interest transactions. Another investment in the Plan is an investment fund comprised primarily of shares of common stock issued by Linens 'n Things, Inc., which qualifies as a party-in-interest investment. Participant loan transactions and investments are also party-in-interest transactions. NOTE 6 - INCOME TAX STATUS The IRS has determined and informed the prototype plan sponsor by letter dated December 5, 2001, that the prototype Plan as then designed and related trust was in compliance with applicable sections of the IRC. Although the Plan has been amended since receiving the determination letter, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan's financial statements. NOTE 7 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 The following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2004 and 2003 to the Form 5500:
2004 2003 ---- ---- Net assets available for benefits per the financial statements $ 48,966,565 $ 42,107,014 Market value of deemed distributed participant loans for which there has been no post-default payment activity as of December 31 (4,869) (17,342) --------------- -------------- Net assets available for benefits per the Form 5500 $ 48,961,696 $ 42,089,672 =============== ==============
- -------------------------------------------------------------------------------- (Continued) 8. LINENS 'N THINGS, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2004 and 2003 - -------------------------------------------------------------------------------- NOTE 7 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (Continued) The following is a reconciliation of benefits paid to participants per the financial statements to benefits paid to participants per Form 5500:
2004 2003 ---- ---- Benefits paid to participants per the financial statements $ 3,900,315 $ 2,891,005 Participant loans defaulted and deemed distributed during the indicated period 14,114 52,525 Participant loans previously defaulted in which deemed distribution was cancelled due to - post-default payment activity (14,701) (43,345) recognition of an actual distribution (12,374) (13,370) ------------ ------------ Benefits paid to participants per the Form 5500 $ 3,887,354 $ 2,886,815 ============ ============
- -------------------------------------------------------------------------------- (Continued) 9. SUPPLEMENTAL SCHEDULE LINENS 'N THINGS, INC. 401(k) PLAN SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2004 - -------------------------------------------------------------------------------- Name of Plan Sponsor: Linens 'n Things, Inc. ------------------------- Employer Identification Number: 22-3463939 ------------------------- Three-Digit Plan Number: 001 -------------------------
(B) (C) (E) IDENTITY OF DESCRIPTION OF INVESTMENT INCLUDING CURRENT ISSUE OR MATURITY DATE, RATE OF INTEREST, PAR OR NUMBER (D) VALUE (A) BORROWER MATURITY VALUE OF UNITS COST ($) --- -------- -------------- -------- ---- --- * Fidelity Aggressive Growth Fund 5,862 # 97,313 * Fidelity Aggressive International Fund 666 # 11,129 * Fidelity Asset Manager Fund 1,166 # 18,907 * Fidelity Asset Manager Income Fund 131 # 1,663 * Fidelity Asset Manager: Aggressive Fund 1,175 # 13,287 * Fidelity Asset Manager: Growth Fund 1,968 # 29,164 * Fidelity Balanced Fund 2,608 # 46,473 * Fidelity Blue Chip Growth Fund 1,881 # 78,453 * Fidelity Blue Chip Value Fund 559 # 7,021 * Fidelity Canada Fund 1,467 # 49,680 * Fidelity Cap Apprec Fund 5,210 # 135,609 * Fidelity Capital and Income Fund 10,341 # 87,590 * Fidelity Contrafund 586 # 33,277 * Fidelity Conv Sec Fund 787 # 16,991 * Fidelity Disciplined Equity Fund 87 # 2,200 * Fidelity Diversified International Fund 115,449 # 3,306,465 * Fidelity Dividend Growth Fund 3,241 # 92,331 * Fidelity Emerging Markets Fund 1,970 # 25,474 * Fidelity Equity-Income Fund 1,706 # 90,053 * Fidelity Equity-Income Fund II 391,793 # 9,406,952 * Fidelity Europe Capital Appreciation Fund 190 # 4,088 * Fidelity Europe Fund 141 # 4,810 * Fidelity Export and Multinational Fund 4,351 # 85,456 * Fidelity Fidelity Fund 1,577 # 47,129 * Fidelity Fifty Fund 4,897 # 101,026
- -------------------------------------------------------------------------------- * Party-in-interest as defined by ERISA. # All investments are participant directed; therefore, cost information is not required. (Continued) 10. LINENS 'N THINGS, INC. 401(k) PLAN SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2004 - -------------------------------------------------------------------------------- Name of Plan Sponsor: Linens 'n Things, Inc. ------------------------- Employer Identification Number: 22-3463939 ------------------------- Three-Digit Plan Number: 001 -------------------------
(B) (C) (E) IDENTITY OF DESCRIPTION OF INVESTMENT INCLUDING CURRENT ISSUE OR MATURITY DATE, RATE OF INTEREST, PAR OR NUMBER (D) VALUE (A) BORROWER MATURITY VALUE OF UNITS COST ($) --- -------- -------------- -------- ---- --- * Fidelity Focused Stock Fund 1 # 13 * Fidelity Freedom 2000 Fund 8,039 # 97,106 * Fidelity Freedom 2010 Fund 389,668 # 5,307,276 * Fidelity Freedom 2020 Fund 58,319 # 814,131 * Fidelity Freedom 2025 Fund 193 # 2,180 * Fidelity Freedom 2030 Fund 42,986 # 605,248 * Fidelity Freedom 2035 Fund 172 # 1,973 * Fidelity Freedom 2040 Fund 26,712 # 220,908 * Fidelity Freedom Income Fund 10,760 # 121,264 * Fidelity Ginnie Mae Fund 5,114 # 56,663 * Fidelity Global Balance Fund 22 # 471 * Fidelity Government Income Fund 5,884 # 60,252 * Fidelity Growth Company Fund 80,070 # 4,489,527 * Fidelity Independence Fund 2,099 # 37,427 * Fidelity Inflation-Protected Bond Fund 871 # 9,933 * Fidelity Institutional Short Intermediate Government Fund 2,191 # 21,165 * Fidelity Intermediate Bond Fund 5,216 # 54,874 * Fidelity Intermediate Government Income Fund 18 # 185 * Fidelity Int'l Discovery Fund 532 # 15,013 * Fidelity Intl Small Cap Fund 5,346 # 124,445 * Fidelity Investment Grade Bond Fund 1,811 # 13,638 * Fidelity Japan Fund 47 # 595 * Fidelity Large-Cap Stock Fund 4,431 # 64,787 * Fidelity Latin America Fund 606 # 12,822 * Fidelity Leveraged Company Stock Fund 1,656 # 37,555 * Fidelity Low Priced Stock Fund 77,190 # 3,106,900 * Fidelity Managed Income Portfolio 10,286,376 # 10,286,376
- -------------------------------------------------------------------------------- * Party-in-interest as defined by ERISA. # All investments are participant directed; therefore, cost information is not required. (Continued) 11. LINENS 'N THINGS, INC. 401(k) PLAN SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2004 - -------------------------------------------------------------------------------- Name of Plan Sponsor: Linens 'n Things, Inc. ------------------------- Employer Identification Number: 22-3463939 ------------------------- Three-Digit Plan Number: 001 -------------------------
(B) (C) (E) IDENTITY OF DESCRIPTION OF INVESTMENT INCLUDING CURRENT ISSUE OR MATURITY DATE, RATE OF INTEREST, PAR OR NUMBER (D) VALUE (A) BORROWER MATURITY VALUE OF UNITS COST ($) --- -------- -------------- -------- ---- --- * Fidelity Mid-Cap Stock Fund 3,827 # 89,747 * Fidelity Mortgage Securities Fund 166 # 1,869 * Fidelity NASDAQ Composite Index Fund 85 # 2,514 * Fidelity New Markets Income Fund 8,567 # 122,758 * Fidelity OTC Portfolio Fund 24,548 # 851,577 * Fidelity Overseas Fund 240 # 8,478 * Fidelity Pacific Basin Fund 740 # 14,620 * Fidelity Puritan Fund 1,353 # 25,634 * Fidelity Real Estate Fund 13,144 # 388,280 * Fidelity Real Estate Income Fund 67 # 792 * Fidelity Retirement Government Money Market Portfolio 49,736 # 49,736 * Fidelity Retirement Money Market Portfolio 225,475 # 225,475 * Fidelity SE Asia Fund 215 # 3,532 * Fidelity Short Term Bond Fund 624 # 5,599 * Fidelity Small-Cap Independent Fund 1,698 # 33,489 * Fidelity Small-Cap Retirement Portfolio 2,955 # 46,932 * Fidelity Small-Cap Stock Fund 8,691 # 157,832 * Fidelity Strategic Income Fund 1,061 # 11,429 * Fidelity Strong Large Cap Growth Fund 1,058 # 10,852 * Fidelity Strong Large Cap Value Fund 2,425 # 29,630 * Fidelity Strong Mid Cap Growth Fund 489 # 5,784 * Fidelity Strong Mid Cap Value Fund 1,428 # 20,493 * Fidelity Total Bond Fund 887 # 9,431 * Fidelity Trend Fund 177 # 9,478 * Fidelity U.S. Bond Index Fund 4,142 # 46,142 * Fidelity Utilities Fund 294 # 3,996 * Fidelity Value Fund 3,269 # 233,042 * Fidelity Value Strategies Fund 23 # 851
- -------------------------------------------------------------------------------- * Party-in-interest as defined by ERISA. # All investments are participant directed; therefore, cost information is not required. (Continued) 12. LINENS 'N THINGS, INC. 401(k) PLAN SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2004 - -------------------------------------------------------------------------------- Name of Plan Sponsor: Linens 'n Things, Inc. ------------------------- Employer Identification Number: 22-3463939 ------------------------- Three-Digit Plan Number: 001 -------------------------
(B) (C) (E) IDENTITY OF DESCRIPTION OF INVESTMENT INCLUDING CURRENT ISSUE OR MATURITY DATE, RATE OF INTEREST, PAR OR NUMBER (D) VALUE (A) BORROWER MATURITY VALUE OF UNITS COST ($) --- -------- -------------- -------- ---- --- * Fidelity Worldwide Fund 402 # 7,343 * Spartan Spartan Total Market Index Fund 866 # 28,637 * Spartan Spartan U.S. Equity Index Fund 49,513 # 2,122,129 * Spartan Total Market Index Fund 3 # 89 AIM Balanced Fund A 56 # 1,414 AIM Basic Value Fund A 26 # 836 AIM Blue Chip Fund A 15 # 174 AIM Constellation Fund A 46 # 1,054 AIM Core Stock Fund 115 # 1,240 AIM Dynamics Fund 43 # 712 AIM Global Aggressive Growth Fund A 684 # 13,076 AIM Mid Cap Core Equity Fund A 23 # 665 Allianz NFJ Small-Cap Value Fund Admin 82 # 2,368 American Beacon International Equity Fund PlanAhead Class 0 # 5 American Century Large Company Value Fund 86 # 558 American Century Ultra Investor Fund 3 # 75 Ariel Appreciation Fund 2,988 # 142,419 Ariel Fund 2,255 # 119,874 Ariel Premier Bond Fund Investor Class 1,144 # 11,774 Artisan International Fund 175 # 3,884 Artisan Mid Cap Fund 1 # 36 Baron Asset Fund 18 # 956 Baron Growth Fund 1,254 # 56,267 Columbia Acorn Select Fund Z 9 # 191 Columbia High Yield Fund Z 383 # 3,370 CS Global Fixed Income Com Fund 1,657 # 17,063 CS Large Cap Value Fund A 4 # 86
- -------------------------------------------------------------------------------- * Party-in-interest as defined by ERISA. # All investments are participant directed; therefore, cost information is not required. (Continued) 13. LINENS 'N THINGS, INC. 401(k) PLAN SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2004 - -------------------------------------------------------------------------------- Name of Plan Sponsor: Linens 'n Things, Inc. ------------------------- Employer Identification Number: 22-3463939 ------------------------- Three-Digit Plan Number: 001 -------------------------
(B) (C) (E) IDENTITY OF DESCRIPTION OF INVESTMENT INCLUDING CURRENT ISSUE OR MATURITY DATE, RATE OF INTEREST, PAR OR NUMBER (D) VALUE (A) BORROWER MATURITY VALUE OF UNITS COST ($) --- -------- -------------- -------- ---- --- Domini Social Equity Fund 3 # 78 Dreyfus Founders Balanced Fund F 587 # 4,965 Dreyfus Founders Growth Fund F 501 # 5,303 FMA Small Company IS 8 # 175 Franklin Small-Mid Cap Growth Fund A 7 # 233 Legg Mason Value Trust Fixed Income Fund 6 # 422 Lord Abbett Mid-Cap Value Fund P 116 # 2,567 Managers Bond Fund 1,143 # 28,116 Managers Capital Appreciation Fund 53 # 1,406 Managers Special Equity Fund 210 # 19,004 Managers Value Fund 4,965 # 147,623 MSI Emerging Markets Fund B 14 # 258 MSI Equity Growth Fund B 210 # 3,507 MSI Intl Equity Fund B 4 # 83 MSI Small Co Growth Fund B 216 # 2,601 MSIFT Cap Fixed Income Adviser Fund 217 # 2,497 MSIFT High Yield Adviser Fund 5,002 # 27,711 MSIFT Value Adviser Fund 178 # 3,184 Mutual Discovery Fund A 207 # 4,989 Mutual Shares Fund - Class A 251 # 5,747 Neuberger Berman Focus Trust Fund 3 # 93 Neuberger Berman Guardian Trust Fund 249 # 3,244 Neuberger Berman Socially Responsive Trust Fund 418 # 6,326 Oakmark Equity and Income Fund I 4,915 # 115,497 Oakmark Fund I 331 # 13,826 PIMCO CCM Capital Appreciation Fund - Administrative Class 736 # 13,073
- -------------------------------------------------------------------------------- # All investments are participant directed; therefore, cost information is not required. (Continued) 14. LINENS 'N THINGS, INC. 401(k) PLAN SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2004 - -------------------------------------------------------------------------------- Name of Plan Sponsor: Linens 'n Things, Inc. ------------------------- Employer Identification Number: 22-3463939 ------------------------- Three-Digit Plan Number: 001 -------------------------
(B) (C) (E) IDENTITY OF DESCRIPTION OF INVESTMENT INCLUDING CURRENT ISSUE OR MATURITY DATE, RATE OF INTEREST, PAR OR NUMBER (D) VALUE (A) BORROWER MATURITY VALUE OF UNITS COST ($) --- -------- -------------- -------- ---- --- PIMCO CCM Mid Cap Fund - Administrative Class 23 # 557 PIMCO Global Bond Fund (Unhedged) - Administrative Class 4,002 # 41,937 PIMCO High Yield Fund - Administrative Class 4,394 # 43,803 PIMCO Long-Term U.S. Government Fund - Administrative Class 6,582 # 71,547 PIMCO Low Duration Fund - Administrative Class 1,212 # 12,360 PIMCO Total Return Fund - Administrative Class 6,237 # 66,547 Royce Royce Low Priced Stock Fund 5,967 # 91,478 RS Emerging Growth Fund 68 # 2,189 RS Smaller Company Growth Fund 142 # 3,202 Scudder Global Discovery Fund 11 # 373 TCW Galileo Aggressive Growth Fund N 29 # 369 TCW Galileo Select Equity Fund N 108 # 2,083 Templeton Developing Markets Trust A 3 # 51 Templeton Foreign Fund A 1,408 # 17,323 Templeton Foreign Small Co Fund A 6 # 119 Templeton Global Bond Fund A 6,567 # 73,086 Templeton Growth Fund A 610 # 13,959 Templeton World Fund A 1,880 # 33,365 Van Kampen Growth & Income Fund A 31 # 621
- -------------------------------------------------------------------------------- # All investments are participant directed; therefore, cost information is not required. (Continued) 15. LINENS 'N THINGS, INC. 401(k) PLAN SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) December 31, 2004 - -------------------------------------------------------------------------------- Name of Plan Sponsor: Linens 'n Things, Inc. ------------------------- Employer Identification Number: 22-3463939 ------------------------- Three-Digit Plan Number: 001 -------------------------
(B) (C) (E) IDENTITY OF DESCRIPTION OF INVESTMENT INCLUDING CURRENT ISSUE OR MATURITY DATE, RATE OF INTEREST, PAR OR NUMBER (D) VALUE (A) BORROWER MATURITY VALUE OF UNITS COST ($) --- -------- -------------- -------- ---- --- Western Western Asset Core Fixed Income Fund 1 # 11 Linens 'n * Things, Inc. Common Stock 84,112 # 2,085,978 * Fidelity Inst Cash Port: MM Fund Class I Shares 104,925 # 104,925 Participant * Loans (1) 1,598,160 -------------- TOTAL INVESTMENTS $48,978,126 ==============
(1) 291 loans to participants with interest rates of 5.0% to 10.5%. - -------------------------------------------------------------------------------- * Party-in-interest as defined by ERISA. # All investments are participant directed; therefore, cost information is not required. 16. SIGNATURE Pursuant to the requirements of the Securities and 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. LINENS 'N THINGS, INC. 401(K) PLAN Dated: June 27, 2005 By: /s/ William T. Giles -------------------- William T. Giles Executive Vice President, Chief Financial Officer and member of the Investment Committee - -------------------------------------------------------------------------------- 17. EX-23.1 2 tex23_1-6829.txt EX-23.1 EXHIBIT 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-71903 on Form S-8 of Linens 'n Things, Inc., of our report dated May 26, 2005, appearing in this Annual Report on Form 11-K of the Linens `n Things, Inc. 401(k) Plan (the "Plan") as of December 31, 2004. /s/Crowe Chizek and Company LLC Oak Brook, Illinois June 27, 2005 -----END PRIVACY-ENHANCED MESSAGE-----