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Proc-Type: 2001,MIC-CLEAR
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SECURITIES AND EXCHANGE COMMISSION Form 11-K/A | 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, 2001. | | 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 1-8222 CENTRAL VERMONT PUBLIC SERVICE CORPORATION CENTRAL VERMONT PUBLIC SERVICE CORPORATION 77 Grove Street, Rutland, Vermont 05701 Total Number of Pages in File: 12 Item 4. ERISA Financial Statement for the Plan Index PAGE Report to Independent Public Accountants. n/a Balance Sheet. 6 Statement of Income and Changes in Notes to Financial Statements. 8 Scheduled required under Rule 6A-05 of 12 Consent of Independent Public Accountants
WASHINGTON, D. C. 20549
EMPLOYEE SAVINGS AND INVESTMENT PLAN
(Full title of the Plan)
(Name of Issuer of Securities)
(Address of Issuer's Principal Office) (Zip Code)
Index to Exhibits:
page 2
Participant's Equity.
7
Regulating S-X.
For Audited Financial Statements to be
Included in the 11-K Filings.
n/a
Page 2 of 12
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Employee Savings and Investment Plan ("ESIP") Committee have duly caused this annual report to be signed by the undersigned thereunto duly authorized.
CENTRAL VERMONT PUBLIC SERVICE CORPORATION |
|
By |
/s/ Joseph M. Kraus |
Dated: June 27, 2002
Page 3 of 12
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
EMPLOYEE SAVINGS AND INVESTMENT PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
AS OF DECEMBER 31, 2001 AND 2000
(Unaudited)
This filing includes unaudited financial statements in lieu of audited financial statements because the issuer was unable to have Arthur Andersen LLP audit the financial statements, according to Arthur Andersen Release #4, item 1B4 and Article T, Note 2T.
We are in the process of transitioning to new external auditors (former external auditors were Arthur Andersen). Audited financial statements, reviewed by our new auditors, will be filed with the Securities and Exchange Commission, within 60 days.
No auditors have opined that the unaudited financial statements present fairly, in all material respects, the net assets available for benefits and the related statements of changes in net assets available for benefits, for each of the periods reported, in accordance with generally accepted accounting principles.
Page 4 of 12
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
EMPLOYEE SAVINGS AND INVESTMENT PLAN
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
AS OF DECEMBER 31, 2001 AND 2000
(Unaudited)
Page |
|
Statements of Net Assets Available for Benefits |
|
Statements of Changes in Net Assets Available for |
|
Notes to Financial Statements and Supplemental Schedule |
8 |
Schedule H, Part IV, Line 4i Schedule of Assets (held at end of year) |
|
Page 5 of 12
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
EMPLOYEE SAVINGS AND INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2001 AND 2000
(Unaudited)
2001 |
2000 |
|
Investments at market value |
||
Central Vermont Pubic Service (common stock) |
$ 3,978,846 |
$ 3,232,254 |
Mutual, Income and Fixed Funds |
39,894,990 |
42,557,497 |
Participant Loans |
1,072,228 |
1,061,963 |
Total Investments |
44,946,064 |
46,851,714 |
Employee and Employer Contributions Receivable |
- |
67,298 |
Net Assets Available for Benefits |
$44,946,064 |
$46,919,012 |
The accompanying notes are an integral part of these financial statements.
Page 6 of 12
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
EMPLOYEE SAVINGS AND INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999
(Unaudited)
2001 |
2000 |
1999 |
|
CONTRIBUTIONS |
|||
Employee |
$ 2,893,546 |
$ 2,656,236 |
$ 2,290,573 |
Employer |
1,039,076 |
1,012,005 |
956,175 |
Total Contributions |
3,932,622 |
3,668,241 |
3,246,748 |
INVESTMENT (LOSS) INCOME |
|||
Interest and Dividend Income (Net) |
472,433 |
2,864,413 |
1,917,234 |
Net Realized and Unrealized (Loss) Gains |
|
|
|
Net Investment (Loss) Income |
(3,339,744) |
(2,699,990) |
7,765,260 |
BENEFIT DISTRIBUTIONS |
(2,565,826) |
(1,946,543) |
(4,345,648) |
NET (DECREASE) INCREASE |
(1,972,948) |
(978,292) |
6,666,360 |
NET ASSETS AVAILABLE FOR BENEFITS |
|||
Beginning of Year |
46,919,012 |
47,897,304 |
41,230,944 |
End of Year |
$44,946,064 |
$46,919,012 |
$47,897,304 |
The accompanying notes are an integral part of these financial statements.
Page 7 of 12
NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
DECEMBER 31, 2001
(Unaudited)
Note 1 - Description of the Plan
The purpose of the Central Vermont Public Service Corporation Employee Savings and Investment Plan (the Plan), a defined contribution plan, is to encourage savings and investments by eligible employees of Central Vermont Public Service Corporation (the Company) and to afford additional security for their retirement. The Plan became effective January 1, 1985. More complete information regarding the Plan's provisions may be found in the plan document.
Eligible employees are able to join the Plan on the first day of the quarter following their hire date. Employees electing to participate in the Plan make pre-tax contributions of at least 1%, but not more than 15%, of their compensation as defined by the Plan. The maximum pre-tax contribution for 2001 is $10,500. Employees can make post-tax contributions of at least 1%, but not more than 10%. Total pre-tax and post-tax contributions cannot exceed 21% of compensation. Eligible employees are at all times 100% vested in their pre-tax and post-tax contribution account and in their matching employer contribution account.
The Company's matching contribution is 100% of the first 4% of compensation contributed to the Plan by each participant. Participants are eligible for the matching contribution in the first quarter following their first anniversary date.
Note 2 - Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared on the accrual basis of accounting. Contributions made by the Company are recognized by the Plan in the year the related participant's contribution is made. Administrative costs are recognized when incurred. Benefit distributions are recognized when made.
Investments
Mutual Funds and Common Stock are stated at fair value. Participant loans are stated at cost, which approximates fair value.
Expenses
Brokerage commissions, registration charges and other expenses in connection with the purchase, sale or distribution of securities and other administrative costs for each investment fund (excluding a portion related to the Central Vermont Public Service Corporation Common Stock Fund) will be paid out of the Plan's accounts to which such expenses are attributable. These expenses are netted against investment income in the accompanying Statements of Changes in Net Assets Available for Benefits. Administrative expenses related to the Central Vermont Public Service Corporation Common Stock Fund and to the Plan in total are paid by the Company.
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the accompanying financial statements and disclosures. Actual results could differ from those estimates.
Market Risk
The Plan provides for investments in various investment securities that, in general, are exposed to various risks, such as interest rate, credit and overall market volatility risks. Due to the level of risk associated with
Page 8 of 12
certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the Statements of Net Assets Available for Benefits.
Note 3 - Benefit Distributions
Participants (or their beneficiaries) will be entitled to distribution of the full value of their Plan account (including their contributions, matching company contributions and investment earnings) upon retirement, death or other termination of employment with the Company or upon attainment of age 59 1/2. Any participant may withdraw from his or her account amounts contributed by the participant on an after-tax basis or amounts necessary to meet certain financial hardships. In addition, once per plan year, any person who has been a participant in the Plan for at least 60 months may withdraw all or a portion of his or her account attributable to employer matching contributions. Benefit distributions are made either as (a) a single lump-sum payment, (b) an annuity contract purchased from an insurance company, (c) quarterly or annual installments over a period not to exceed 10 years or (d) with respect to the Central Vermont Public Service Corporation Common Stock Fund, shares of the Company's common stock.
Note 4 - Plan Termination
Although the Company has not expressed any intent to terminate the Plan, it has the right to do so at any time. Contributions to the Plan in future years are subject to the applicable tax regulations and the discretion of the Company.
Note 5 - Income Taxes
The Plan is subject to the Employee Retirement Income Security Act of 1974 (ERISA) and certain provisions of the Internal Revenue Code (IRC). The Plan is intended to qualify under Section 401(a) of the IRC and the Internal Revenue Service has issued a favorable determination letter, dated March 26, 1992, ruling that the Plan was designed in accordance with applicable IRC requirements as of the date of their letter. The Plan has been amended since receiving the determination letter. However, management believes that the Plan is designed and is currently being operated in accordance with applicable IRC requirements. As a result, the Plan has not provided for federal income taxes. The Plan Sponsor represents that the Plan will take all steps necessary to maintain its tax status.
Note 6 - Investment Options
In addition to the Central Vermont Public Service Corporation Common Stock Fund (CVPS Common Stock Fund), participants can direct investment of their Plan accounts in seven funds of American Express Trust Company (the trustee), as well as three other unrelated funds. These funds include the American Express Trust Income Fund II (Income Fund), the American Express Trust Blue Chip Advantage Fund II (Equity Fund), the American Express Trust Mutual Fund (Balanced Mutual Fund), the American Express Trust S&P 500 Index Fund, the American Express Trust NASDAQ 100 Index Fund, the American Express Trust New Dimensions Fund (Growth Equity Fund), the American Express Trust Federal Income Fund (Fixed Fund), the AIM Constellation Fund, the Templeton Foreign Fund and the Davis New York Venture Fund.
Participating employees direct investment of their Plan accounts in one or more of the following funds:
Income Fund - Consisting of a combination of Guaranteed Investment Contracts (GICs) and high quality money market investments, together with all income thereon. The GICs are issued for a fixed period of time, usually two to five years, with the insurance company promising to pay a stated rate of interest over the life of the contract. The money market investments consist primarily of short-term, interest-bearing obligations (bank certificates of deposit and U.S. government obligations).
Balanced Mutual Fund - Consisting of common stock, securities convertible into common stock and other equity investments, together with all income thereon. The Balanced Mutual Fund also consists of temporary investments that are primarily money market investments of a short-term nature. These are a result of the trustee receiving contributions from the Company and participants and investing in short-term obligations before purchasing equity investments.
Page 9 of 12
CVPS Common Stock Fund - Consisting of common stock of Central Vermont Public Service Corporation purchased on the open market. Units provide full voting rights and other rights of ownership for the member. Any units held in this fund that are not voted by the members are voted by the trustee in the same proportion as those units that are voted by the members. Dividend income of this fund is automatically reinvested in new units at prevailing market prices.
Growth Equity Fund - Consisting primarily of common stock of domestic companies that show potential for significant growth based on projected economic trends and technological changes. Net income is automatically reinvested in new units at prevailing market prices.
Equity Fund - Consisting of common stocks which are intended to reflect the weighting and performance of the Standard & Poor's 500 index. Net income is automatically reinvested in new units at prevailing market prices.
Fixed Fund - Consisting primarily of securities guaranteed as to principal and interest by the U.S. government or a government agency. Net income is automatically reinvested in new units at prevailing market prices.
American Express Trust S&P 500 Index Fund - Consisting primarily of common stock from large capitalization companies which are intended to reflect the weightings in roughly the same proportions as the S&P 500.
American Express Trust Nasdaq 100 Index Fund - Consisting primarily of common stock included in the Nasdaq 100 Index in roughly the same proportions as their weightings in the index.
Davis New York Venture Fund - Consisting primarily of common stock from U.S. companies with market capitalizations of at least $5 billion.
AIM Constellation Fund - Consisting primarily of investments in common stocks with emphasis on medium-sized and smaller emerging growth companies.
Templeton Foreign Fund - Consisting primarily of equity and debt securities of companies and governments outside the United States.
Loan Fund - Participants may borrow from their plan account balance. The maximum borrowings shall not exceed the lesser of $50,000 (reduced by the highest outstanding loan balance in the previous 12 months) or 50% of the value of the participants account, subject to certain limitations. Participants may repay the loan through payroll deduction over a period of up to five years--or up to 30 years if the loan is to purchase the participant's primary residence. The interest rates charged on loans outstanding as of December 31, 2001 and 2000 range from 7.5% to 10.0%.
Note 7 - Investments
The fair market value of individual investments that represent 5% or more of the Plan's net assets available for benefits as of December 31, 2001 and 2000 are as follows:
2001 |
2000 |
|
Income Fund |
$ 7,964,428 |
$ 6,616,048 |
Balanced Mutual Fund |
4,124,599 |
4,586,345 |
CVPS Common Stock Fund |
3,978,846 |
3,232,254 |
Growth Equity Fund (New Dimensions Fund) |
12,782,101 |
15,716,331 |
Equity Fund (Blue Chip Advantage Fund II) |
8,579,022 |
10,447,488 |
AIM Constellation Fund |
2,410,861 |
3,104,054 |
Page 10 of 12
During 2001 and 2000, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value by $3,812,177 and $5,564,403, respectively. Categories for 2000 have been restated to conform with 2001.
2001 |
2000 |
|
Mutual Equity Funds * |
$(4,844,020) |
$(5,619,479) |
CVPS Common Stock Fund |
1,264,069 |
373,830 |
Income Fund |
416,799 |
380,297 |
Fixed Fund |
11,577 |
(16,995) |
Balanced Mutual Fund |
(660,602) |
(682,056) |
$(3,812,177) |
$(5,564,403) |
* Includes American Express Trust Blue Chip Advantage Fund II, American Express Trust S&P 500 Index Fund, American Express Trust NASDAQ 100 Index Fund, American Express Trust New Dimensions Fund, Davis New York Venture Fund, AIM Constellation Fund and Templeton Foreign Fund.
Note 8 - Party-in-Interest and Reportable Transactions
Central Vermont Public Service Corporation and American Express Trust Company are "parties-in-interest", as that term is defined in Section 3(14) of ERISA, and the purchases and sales of the Company's common stock by the Plan may be considered "reportable transactions", as described in Section 103(b) of ERISA.
These transactions, involving the acquisition and distribution of securities, are made at the direction of plan participants, as more fully described in Note 6.
Page 11 of 12
Plan No. 005
EIN 03-0111290
CENTRAL VERMONT PUBLIC SERVICE CORPORATION
EMPLOYEE SAVINGS AND INVESTMENT PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 2001
|
|
|
Quoted |
|
INCOME FUND |
(1) (2) |
|
|
|
BALANCED MUTUAL FUND |
(1) (2) |
|
|
|
COMMON STOCK FUND - Common Stock |
(1) (2) |
|
|
|
GROWTH EQUITY FUND |
(1) (2) |
|
|
|
EQUITY FUND |
(1) (2) |
|
|
|
FIXED FUND |
(1) |
|
|
|
AMERICAN EXPRESS S&P 500 INDEX FUND (CLASS E) |
(1) |
43,071.485 |
191,237 |
0.44% |
AMERICAN EXPRESS NASDAQ 100 INDEX FUND (CLASS E) |
(1) |
98,857.852 |
315,357 |
0.72% |
DAVIS NEW YORK VENTURE FUND (CLASS A) |
25,704.200 |
653,658 |
1.49% |
|
AIM CONSTELLATION FUND |
(2) |
109,088.752 |
2,410,861 |
5.49% |
TEMPLETON FOREIGN FUND |
91,240.865 |
843,978 |
1.93% |
|
Fund Totals |
$43,873,836 |
100.00% |
||
LOANS TO PARTICIPANTS |
(1) (3) |
1,072,228 |
||
TOTAL INVESTMENTS |
$44,946,064 |
|||
Notes: |
||||
The accompanying notes are an integral part of this schedule. |
Page 12 of 12
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