11-K 1 june200111k.htm SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 11-K

 

 

 

[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended December 31, 2000

OR

[ ] 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 1-9014

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

CHYRON CORPORATION EMPLOYEES' 401(K) PLAN

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

CHYRON CORPORATION
5 Hub Drive
Melville, NY 11747
(631) 845-2000

 

 

 

 

 

REQUIRED INFORMATION

 

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

INDEX

 

 

 

 

 

 

 

Page

   
   

Report of Independent Accountants

1

   

Financial Statements:

 
   

Statements of Net Assets Available for Benefits as of

 

December 31, 2000 and 1999

2

   

Statement of Changes in Net Assets Available for Benefits

 

for the Year Ended December 31, 2000

3

   

Statement of Changes in Net Assets Available for Benefits

 

for the Year Ended December 31, 1999

4

   

Notes to the Financial Statements

5

   

Supplemental Schedule:

 
   

Schedule H, Line 4i - Schedule of Assets (Held at End of Year) as of

 

December 31, 2000

10

   

Signatures

11

   

The following exhibit is filed as part of this report:

 

Consent of Independent Accountants

 

 

REPORT OF INDEPENDENT ACCOUNTANTS

 

 

 

To the Participants and Administrator

of Chyron Corporation Employees' 401(k) Plan

 

In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of Chyron Corporation Employees' 401(k) Plan (the "Plan") at December 31, 2000 and 1999 and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. 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 of these statements in accordance with auditing standards generally accepted in the United States of America, which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule listed in the Index 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 audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

 

 

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

 

Melville, New York

June 27 , 2001

 

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

 

 

 

 

 

 

 

December 31,

 

2000

1999

     

Assets:

   

Investments, at fair value

$3,025,112

$3,089,404

Employee loans

85,280

105,739

Total investments

3,110,392

3,195,143

     

Receivables:

   

Employer contributions

6,268

4,702

Participant contributions

32,207

25,138

Total receivables

38,475

29,840

     

Net assets available for benefits

$3,148,867

$3,224,983

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these financial statements

 

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

FOR THE YEAR ENDED DECEMBER 31, 2000

 

 

 

 

 

 

 

 

   

Contributions

Employee Loans

 
 

Fund Totals

Receivable

Receivable

Total

Additions to net assets attributed to:

       

Contributions:

       

Employee contributions

$494,601

$7,069

 

$501,670

Employer contributions

89,472

1,566

 

91,038

Participant rollovers

39,094

   

39,094

Loan repayments

42,593

$(42,593)

 

665,760

8,635

(42,593)

631,802

         

Investment loss:

       

Interest and dividends

263,945

   

263,945

Net realized and unrealized

       

depreciation in fair

       

value of investments

(392,043)

(392,043)

Total loss

(128,098)

0

0

(128,098)

         

Total additions

537,662

8,635

(42,593)

503,704

         

Deductions from net assets attributed to:

       

Distributions to participants

(555,727)

 

(24,093)

(579,820)

Employee loans

(46,227)

46,227

         

Total deductions

(601,954)

22,134

(579,820)

         

Net (decrease) increase

(64,292)

8,635

(20,459)

(76,116)

         

Net assets available for benefits:

       

Beginning of year

3,089,404

29,840

105,739

3,224,983

       

End of year

$3,025,112

$38,475

$85,280

$3,148,867

         

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these financial statements

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

FOR THE YEAR ENDED DECEMBER 31, 1999

 

 

 

 

 

 

   

Contributions

Employee Loans

 
 

Fund Totals

Receivable

Receivable

Total

Additions to net assets attributed to:

       

Contributions:

       

Employee contributions

$643,746

$(20,416)

 

$623,330

Employer contributions

111,840

(3,165)

 

108,675

Loan repayments

32,969

$(32,969)

 

788,555

(23,581)

(32,969)

732,005

Investment income:

       

Interest and dividends

256,144

   

256,144

Net realized and unrealized

       

appreciation in fair

       

value of investments

197,625

197,625

 

453,769

453,769

Total additions

1,242,324

(23,581)

(32,969)

1,185,774

         

Deductions from net assets attributed to:

       

Distributions to participants

1,241,282

 

52,058

1,293,340

Employee loans

60,200

(60,200)

         

Total deductions

1,301,482

(8,142)

1,293,340

         

Net decrease

(59,158)

(23,581)

(24,827)

(107,566)

         

Net assets available for benefits:

       

Beginning of year

3,148,562

53,421

130,566

3,332,549

       

End of year

$3,089,404

$29,840

$105,739

$3,224,983

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these financial statements

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

NOTES TO THE FINANCIAL STATEMENTS

1. Plan Description and Benefits

The Chyron Corporation Employees' 401(k) Plan (the "Plan") was adopted on January 1, 1994, and amended through March 1, 2000, for the benefit of the employees of Chyron Corporation (the "Company"). The following is a brief description of the Plan. A more complete description of the provisions of the Plan is available in the Plan document and in individual statements of benefits provided to each Plan participant. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended.

The Plan is a defined contribution plan which provides benefits to participants based upon amounts contributed to the participants' accounts by the employees and employer and investment income or loss. Under the Plan, the participant is not provided with any defined benefit. Contributions made to the Plan are credited to participants' individual accounts in the name of each participant. The ultimate benefit received depends on the aggregate amount contributed by the participants and the employer and the income, gains and losses associated with those contributions which are allocated to the participants' individual accounts.

Participants are entitled to make contributions up to a maximum of 20% of their current compensation subject to limitations of Section 401(k) of the Internal Revenue Code ($10,500 and $10,000 in 2000 and 1999, respectively). The total employee compensation that can be considered for contribution purposes was limited to $170,000 and $160,000 in 2000 and 1999, respectively. Contribution percentages may be increased or decreased at quarterly intervals throughout the Plan year. For purposes of determining contributions, compensation is defined as total wages and salary of an employee, including any overtime pay, bonuses and commissions, but excluding deferred compensation. The Company can elect to make a contribution to the Plan on behalf of those participants who have made salary deferral contributions. The matching contribution is 20% of the first 10% of compensation and is made only in shares of the Company's common stock, which may be subsequently transferred to any of the below listed investment choices.

The participants of the Plan may elect to have their accounts invested in any combination (in 5% increments) of the following investment alternatives:

Aim Global Health Care Fund

Alger Small Capitalization Retirement Fund

Alliance Premier Growth Fund

Alliance Technology Fund

Chyron Corporation Common Stock

Davis Series Financial Fund

Massachusetts Investors Trust

Merrill Lynch Balanced Capital Fund

Merrill Lynch Basic Value Fund

Merrill Lynch Eurofund

Merrill Lynch Global Allocation Fund

Merrill Lynch Global Value Fund

Merrill Lynch Growth Fund

Merrill Lynch Pacific Fund

Merrill Lynch Retirement Preservation Trust

Merrill Lynch S&P 500 Index Fund

Merrill Lynch US Government Mortgage Fund

Oppenheimer Global Growth Income Fund

Pioneer Growth Shares Fund

 

Employees are eligible for participation in the Plan on the first day of the month following the performance of one hour of service. Employees are 100% vested in their salary deferral contributions upon entry into the Plan. All participants in the Plan on June 30, 1998 were 100% vested in their employer matching contributions. Effective July 1, 1998, employees are vested in employer matching contributions in accordance with the following schedule:

Years of Service

Vested Percentage

   

1

33%

2

67%

3

100%

Effective March 1, 2000, after one year of service, employees are 34% vested in employer matching contributions.

The full value of the vested interest of participants in Plan assets is distributable to them or their beneficiaries upon retirement, disability or death. The normal retirement date is the first day of the month following the attainment of age 65. Participants or beneficiaries may elect to have such interest distributed in either one lump sum or in monthly installments. An employee can also withdraw all or a portion of his/her investment under certain special distribution events as defined in the Plan. The special distribution events include in-service distributions, where a participant in the Plan may withdraw all or a portion of his/her account balance upon reaching age 59 and one half and hardship withdrawals, as defined in the Plan. These special distributions may be subject to ordinary income taxes or early distribution penalties. Active participants may also apply to the Plan administrator for a loan from the Plan. Participants may borrow an amount that would not exceed the lesser of 50% of each participant's vested account balance or $50,000 reduced by the highest outstanding balance during the prior 12 months. Loan terms range from one to five years or up to fifteen years for the purchase of a primary residence. All loans must be repaid with interest (currently at rates ranging from 8.23%-8.75%) and are subject to certain requirements as outlined in the Plan.

If a participant leaves the Company for any reason other than retirement, disability or death, the participant may elect to receive distribution of his/her vested benefit. If the participant's balance is less than $5,000, the distribution will be made immediately following the employee's termination. If a participant terminates service prior to being fully vested in the employer matching contribution, amounts are forfeited and will be used to reduce future employer contributions to the Plan. Forfeitures for the Plan years ended December 31, 2000 and 1999 have not been significant.

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

2. Summary of Significant Accounting Policies

Basis of accounting

The Plan's financial statements are prepared under the accrual method of accounting.

Investments

All Plan investments are held by the Plan's custodian, Merrill Lynch, Pierce, Fenner & Smith, Inc. ("Merrill Lynch" or the "Custodian") and are stated at fair value, principally based on the last sales price reported on the last business day of the Plan year. Participant loans are valued at cost, which approximates fair market value.

Investment earnings are automatically reinvested into the fund from which they are derived. Participants can elect to change their current or future investments on a daily basis.

Dividend income is recorded on the ex-dividend date. Interest income is accrued when earned. The Plan presents in the statement of changes in net assets available for Plan benefits the net appreciation (depreciation) in the fair value of its investments which consist of the realized gains or losses and the unrealized appreciation (depreciation) on those investments.

The following participant-directed investments represent more than 5% of the Plan's net assets. The information was prepared from data certified by the trustee:

 

December 31,

 

2000

1999

     

Alliance Premier Growth Fund

$844,737

 

Merrill Lynch Global Allocation Fund

548,601

$624,086

Merrill Lynch Balanced Capital Fund

500,334

 

Merrill Lynch Retirement Preservation Trust

475,232

387,848

Merrill Lynch US Government Mortgage Fund

164,537

 

Merrill Lynch Capital Fund

 

512,395

During 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 $392,043 as follows:

Mutual Fund

$(369,965)

Common Stock

(22,078)

 

$(392,043)

 

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

Cash equivalents

Cash equivalents consist of investments in highly liquid Merrill Lynch money funds, which are temporary in nature.

Benefit payments to employees

Benefit payments to employees are recorded on a cash basis. Amounts allocated to accounts of persons who have elected to withdraw from the Plan but who have not yet been paid must be reported as a liability on ERISA Form 5500.

Administrative expenses

Expenses related to the administration of the Plan are paid by the Company, at its option. For the years ended December 31, 2000 and 1999, the Company paid all administrative expenses.

Use of estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Statement of Net Assets Available for Benefits and the reported amount of net additions and deductions in the Statement of Changes in Net Assets Available for Benefits. Actual results could differ from those estimates.

Reclassification

Certain prior year amounts have been reclassified to conform to the current year presentation.

3. Tax Status

The Plan obtained its latest determination letter on September 29, 1995 in which the Internal Revenue Service stated that the Plan, as then designed, qualified under Section 401(a) of the Internal Revenue Code (the "Code"). The Plan has been amended since receiving the determination letter. The Plan and related trust must be operated in conformity with the Code to maintain its tax exempt status under Section 501(a) of the code. The Company is not aware of any course of action, series of events or amendments that might adversely affect the qualified status of the Plan.

 

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

4. Termination Priorities

While the Company has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contribution at any time and to terminate the Plan subject to the provisions of ERISA. In the event that the Plan is terminated all participants will remain 100% vested in their total account balances under the Plan.

5. Reconciliation of Financial Statements to Form 5500

Amounts allocated to withdrawing participants are recorded on Form 5500 for benefit claims that have been processed and approved for payment prior to December 31 but not yet paid as of that date. As of December 31, 2000 and 1999, there were no outstanding benefit payments to withdrawing participants and, therefore, the amounts presented as net assets available for benefits were the same in the financial statements as on the Form 5500.

6. Concentration of Credit Risk

The Plan's exposure to a concentration of credit risk is limited by the diversification of investments across eighteen participant-directed fund elections and the Company's common stock. Additionally, the investments within each participant-directed fund election are further diversified into varied financial markets. The Company carries insurance for its employee benefit plans to minimize this risk.

7. Related Party Transactions

Certain Plan investments are shares of mutual funds managed by Merrill Lynch. Merrill Lynch is the trustee as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. In addition, investments of the Plan consist of common stock of the Plan's sponsor, Chyron Corporation.

CHYRON CORPORATION EMPLOYEES' 401(k) PLAN

Schedule of Assets (Held at End of Year)

Schedule H, Line 4i

 

December 31, 2000




(a)

(b)

(c)

(e)

       
 

Identity of Issue

Description

Current Value

       
 

Alliance Premier Growth Fund

Mutual Fund

$844,737

*

Merrill Lynch Global Allocation Fund

Mutual Fund

548,601

*

Merrill Lynch Balanced Capital Fund

Mutual Fund

500,334

*

Merrill Lynch Retirement Preservation Trust

Mutual Fund

475,232

*

Merrill Lynch US Government Mortgage Fund

Mutual Fund

164,537

 

Massachusetts Investors Trust

Mutual Fund

132,343

*

Chyron Corporation Common Stock

Common Stock

128,466

       
 

Oppenheimer Global Growth & Income Fund

Mutual Fund

59,770

*

Merrill Lynch Global Value Fund

Mutual Fund

52,642

 

Alliance Technology Fund

Mutual Fund

30,531

 

Aim Global Health Care Fund

Mutual Fund

23,899

*

Merrill Lynch Growth Fund

Mutual Fund

19,537

*

Merrill Lynch S&P 500 Index Fund

Mutual Fund

15,897

*

Merrill Lynch Pacific Fund

Mutual Fund

13,655

 

Davis Series Financial Fund

Mutual Fund

6,585

*

Merrill Lynch Eurofund

Mutual Fund

4,425

 

Alger Small Capitalization Retirement Portfolio

Mutual Fund

3,921

       
 

Employee loans receivable

Loans issued for terms of

85,280

   

1-10 years, with 8.23%

 
   

to 8.75% interest

 

 

 

 

 

 

 

*=Party in Interest

SIGNATURES

 

 

 

The Plan. 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 by the undersigned thereunto duly authorized.

 

 

 

 

Chyron Corporation Employees' 401(k) Plan

   
   
   
 

/s/ Dawn R. Johnston

 

Dawn R. Johnston

 

Sr. Vice President Finance

   
 

June 29, 2001