-----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, HW7rAeg8Re8EXgtbTAY+cWpKPQy4eAu9DIRgmEKtMdoZ+x8I+c3d2s/8VEqJN96j p5YCFS5452NkNG0A0F1QgQ== 0001125282-01-501088.txt : 20010702 0001125282-01-501088.hdr.sgml : 20010702 ACCESSION NUMBER: 0001125282-01-501088 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DATASCOPE CORP CENTRAL INDEX KEY: 0000027096 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 132529596 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-06516 FILM NUMBER: 1670843 BUSINESS ADDRESS: STREET 1: 14 PHILLIPS PKWY CITY: MONTVALE STATE: NJ ZIP: 07645-9998 BUSINESS PHONE: 2013918100 MAIL ADDRESS: STREET 1: 14 PHILIPS PARKWAY CITY: MONTVALE STATE: NJ ZIP: 07645 11-K 1 b312305_11-k.txt FINANCIAL REPORT As filed with the Securities and Exchange Commission on June 29, 2001. ---------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----- FORM 11-K (Mark One) [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 For the transition period from ________ to ________ ------ Commission file number 0-6516 ------ A. Full title of the plan and the address of the plan, if different from that of the issuer named below: DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN B. Name of issuer of securities held pursuant to the plan and the address of its principal executive office: DATASCOPE CORP. 14 Philips Parkway Montvale, New Jersey 07645 REQUIRED INFORMATION Item 1. See Item 4. Item 2. See Item 4. Item 3. See Item 4. Item 4. In lieu of the requirements of Items 1-3 above, the Datascope Corp. 401(k) Savings and Supplemental Retirement Plan (the "Plan"), which is subject to the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), hereby files financial statements and schedules for the Plan for the fiscal period ended December 31, 2000. The Plan's financial statements and schedules are prepared in accordance with the financial reporting requirements of ERISA. DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN FINANCIAL REPORT DECEMBER 31, 2000 AND 1999 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN DECEMBER 31, 2000 AND 1999 CONTENTS
Page ---- Independent Auditor's Report 1 Statements of Net Assets Available for Benefits 2 Statement of Changes in Net Assets Available for Benefits 3 Notes to Financial Statements 4 Schedule H, line 4i - Schedule of Assets (Held at End of Year) 8 Schedule H, line 4i - Schedule of Assets (Acquired and Disposed of Within Year) 9
To the Plan Administrator of the Datascope Corp. 401(k) Savings and Supplemental Retirement Plan We have audited the accompanying statements of net assets available for benefits of the Datascope Corp. 401(k) Savings and Supplemental Retirement Plan as of December 31, 2000 and 1999 and the related statement of changes in net assets available for benefits for the year ended December 31, 2000. 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 generally accepted auditing standards. 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, 2000 and 1999, and the changes in net assets available for benefits for the year ended December 31, 2000 in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental schedules of assets (held at end of year) and assets (acquired and disposed of within year) are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor Rules and Regulations for Reporting and Disclosure Under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan's management. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. - ----------------------------------------- Milgrom Galuskin Balmuth & Company Certified Public Accountants, P.C. Edison, New Jersey June 4, 2001 F-1 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 2000 AND 1999
2000 1999 ---- ---- Investments $56,574,426 $ 61,904,409 ----------- ------------ Receivables: Participants' contributions 292,950 256,957 Employer's contributions 99,727 77,115 Due from employer - Participant loan repayments 71,614 58,745 ----------- ----------- Total Receivables 464,291 392,817 ----------- ----------- Net Assets Available for Benefits $57,038,717 $62,297,226 =========== ===========
See accompanying independent auditor's report and notes to financial statements. F-2 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 2000 Investment Income (Loss): Net investment loss $ (8,469,979) Interest 734,596 ------------ (7,735,383) ------------ Contributions: Participants 4,908,860 Employer 1,416,448 Employee Rollover 466,945 ------------ 6,792,253 ------------ Benefits paid to participants (4,268,399) Fees and expenses (46,980) ------------ (4,315,379) ------------ Net Decrease in Net Assets Available for Benefits (5,258,509) Net Assets Available for Benefits: Beginning of Year 62,297,226 ------------ End of Year $ 57,038,717 ============ See accompanying independent auditor's report and notes to financial statements. F-3 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2000 AND 1999 Note A - Description of the Plan: The following description of the Datascope Corp. 401(k) Savings and Supplemental Retirement 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 Defined Contribution Plan that covers all eligible employees. The Plan was established by Datascope Corp. (the "Company") to provide retirement income to its employees. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Contributions Each participant may authorize the Company to reduce their compensation by any whole percentage ranging from 1% to 15%. For the year ended December 31, 2000, the Company matched 50% of participating employee contributions up to a maximum of 6% of compensation. Matching contributions for each plan year is at the sole discretion of the Board of Directors. Contributions are subject to certain limitations. Participant Accounts Each participant's account is credited with the participant's contribution and allocations of (a) the Company's contribution and, (b) plan earnings. Forfeited balances of terminated participants' non-vested accounts are used to reduce future Company contributions. Such forfeited amounts that were used to reduce company contributions during 2000 were $191,280. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. The participant directs the investment of his or her entire account. Vesting Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company's matching contribution portion of their accounts plus actual earnings thereon is based on years of continuous service as follows: Years of Service Vested Percentage - ---------------- ----------------- Less than 2 years 0% After 2 years, but less than 3 25% After 3 years, but less than 4 50% After 4 years, but less than 5 75% After 5 or more years 100% F-4 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2000 AND 1999 Note A - Description of Plan (Cont'd): Participant Loans A participant may borrow from his or her vested accrued benefit. The minimum loan amount is $500 and the maximum loan permissible is one-half of the vested accrued benefit up to $50,000. Loans must be repaid in equal installments consisting of principal and interest over a period not to exceed five years, unless the loan is used to purchase a primary residence, in which case the maximum term is fifteen years. The loans are secured by the participant's vested accrued benefit. Loans that exceed five years bear interest at a rate equal to the rate then being charged for FHA residential mortgages; interest for loans of less than five years are based on a rate of 1% above the prime commercial lending rate. Outstanding loans as of December 31, 1999 bear interest at rates of 7% to 10% and mature between January 2000 and November 2014. Outstanding loans as of December 31, 2000 bear interest at rates of 7% to 10.5% and mature between January 2001 and March 2015. Payment of Benefits Upon termination of service, a participant with a balance below $5,000 will receive a lump sum amount equal to the value of his or her account. For balances that exceed $5,000, the participant may choose to either withdraw his or her balance or continue to maintain the balance in the Plan. Note B - Significant Accounting Policies: Basis of Accounting The financial statements of the Plan are prepared using the accrual method of accounting. Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates. Investment Valuation The Plan's investments are stated at fair value as reported to the Plan by the Plan's trustee, New York Life Insurance Company ("New York Life"). Shares of mutual funds and the pooled separate account are valued at quoted market prices which represent the net asset value of shares held by the Plan at year-end. The Company stock is valued at its quoted market price. Purchases and sales of securities are recorded on a trade-date basis. F-5 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2000 AND 1999 Note B - Significant Accounting Policies (Cont'd): Payments of Benefits Benefits are recorded when paid. Payment of Administrative Expenses It is expected that the Company will provide direct payment of all administrative expenses of the Plan. Note C - Investments: The following presents investments at December 31, 2000 and 1999 that represent 5% or more of the Plan's net assets.
2000 1999 ---- ---- MainStay Institutional Indexed Equity Fund (Institutional Class) $ 4,663,144 $ 5,386,831 American Century Income & Growth Fund (Investor Class) 7,704,225 8,708,288 Fidelity Magellan Fund 15,025,263 18,663,329 Janus Twenty Fund 8,547,970 9,543,551 Datascope Corp. Stock Fund 3,185,657 3,871,427 Franklin Small Cap Growth Fund I (Class A) 3,777,436 -- New York Life Insurance Company Anchor Account 10,001,630 10,015,201
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 $8,469,979 as follows: Mutual funds $(7,975,537) Common Stock $ (494,442) On January 3, 2001, two of the Plan's investments, the MainStay Institutional Indexed Bond Fund (Institutional Class) and the MainStay Institutional Indexed Equity Fund (Institutional Fund) were renamed to the Eclipse Indexed Bond Fund and the Eclipse Indexed Equity Fund, respectively. Note D - 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. In the event of Plan termination, participants will become 100% vested in their accounts. F-6 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2000 AND 1999 Note E - Reconciliation of Financial Statements to Schedule H of Form 5500: The following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2000 and 1999 to Schedule H of Form 5500:
2000 1999 ---- ---- Net assets available for benefits per the financial statements $ 57,038,717 $ 62,297,226 Less: Participants' and employer's contributions receivable (392,677) (334,072) ------------ ------------ Net Assets Available for Benefits per Schedule H of Form 5500 $ 56,646,040 $ 61,963,154 ============ ============
The following is a reconciliation of additions to assets attributed to contributions per the financial statements to Schedule H of Form 5500, for the year ended December 31, 2000. Additions to net assets attributed to contributions per the financial statements $ 6,792,253 Less: Contributions receivable at December 31, 2000 (392,677) Add: Contributions receivable at December 31, 1999 334,072 ----------- Total Contributions Income per Schedule H of Form 5500 $ 6,733,648 =========== Note F - Income Tax Status: The Internal Revenue Service has determined and informed the Company by a letter dated March 11, 1997 that the Plan qualifies under Section 401(a) of the Internal Revenue Code and is, therefore, not subject to tax under present Federal income tax laws. The Plan sponsor believes that the Plan continues to qualify and to operate as designed. F-7 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN SCHEDULE H, line 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) DECEMBER 31, 2000 Employer Identification Number 13-2529596 Plan Number 002
(b)Identity of Issue, Borrower, Lessor, or Similar Party and (c)Description of Investment Including Maturity Date, Rate (e) Current (a) of Interest, Collateral, Par or Maturity Value Value - -------- --------------------------------------------------------------------- --------------------- * New York Life Insurance Company Anchor Account $10,001,630 * MainStay Institutional Indexed Bond Fund (Institutional Class) 1,394,910 * MainStay Institutional Indexed Equity Fund (Institutional Class) 4,663,144 American Century Income & Growth Fund (Investor Class) 7,704,225 Fidelity Magellan Fund 15,025,263 Janus Twenty Fund 8,547,970 Franklin Small Cap Growth Fund I (Class A) 3,777,436 GAM International Fund (Class A) 703,883 * Datascope Corp. Stock Fund 3,185,657 Participants' Loans, maturing January 2001 through March 2015; interest rates from 7% to 10.5% 1,570,308 --------- Totals $56,574,426 ===========
Information with respect to column (d) "Cost" is not included because the investments are participant directed under an individual account plan. * Indicates party-in-interest to the Plan See accompanying independent auditor's report and notes to financial statements. F-8 DATASCOPE CORP. 401(k) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN SCHEDULE H, line 4i - SCHEDULE OF ASSETS (ACQUIRED AND DISPOSED OF WITHIN YEAR) DECEMBER 31, 2000 Employer Identification Number 13-2529596 Plan Number 002
(b) Description of Investment (a) Identify of Issue, Including Maturity Date, Rate Borrower, Lessor, of Interest, Collateral, Par, (c) Cost of (d) Proceeds of or Similar Party or Maturity Value Acquisitions Dispositions ---------------- ----------------- ------------ ------------ Participants Loans Lowest and highest rate of interest $ 0 $ 0 charged - 7.00% - 10.5%
See accompanying independent auditor's report and note to financial statements. F-9 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Datascope Corp. Benefits Committee, which administers the Datascope Corp. 401(k) Savings and Supplemental Retirement Plan, has caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. DATASCOPE CORP. 401(K) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN June 22, 2001 /s/ Murray Pitkowsky ---------------------------------------------- Murray Pitkowsky Member, Datascope Corp. Benefits Committee June 22, 2001 /s/ James Cooper ---------------------------------------------- James Cooper Member, Datascope Corp. Benefits Committee June 22, 2001 /s/ Leonard S. Goodman ---------------------------------------------- Leonard S. Goodman Member, Datascope Corp. Benefits Committee June 22, 2001 /s/ Phyllis Payne ---------------------------------------------- Phyllis Payne Member, Datascope Corp. Benefits Committee DATASCOPE CORP. 401(K) SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN ANNUAL REPORT ON FORM 11-K EXHIBIT INDEX ------------- Exhibit ------- 1 Consent of Milgrom Galuskin Balmuth & Company INDEPENDENT AUDITOR'S CONSENT We consent to the incorporation by reference in the Registration Statement of Datascope Corp. 401(k) Savings and Supplemental Retirement Plan on Form S-8 under the Securities Act of 1933 of our report dated June 4, 2001 appearing in the Annual Report on Form 11-K of Datascope Corp. 401(k) Savings and Supplemental Retirement Plan for the fiscal period ended December 31, 2000. /s/ Milgrom Galuskin Balmuth & Company - --------------------------------------- Milgrom Galuskin Balmuth & Company Certified Public Accountants, P.C. Edison, New Jersey June 19, 2001 -----END PRIVACY-ENHANCED MESSAGE-----