-----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, Cwq5lie/4fPKmINmV90O+Xd6dGNm/YEM5QZmEhnDikAtziaIoDGp7CpUqpBJaucb 8kj973Z6z2Q0uTdk9OVMHg== 0000027425-01-500006.txt : 20010702 0000027425-01-500006.hdr.sgml : 20010702 ACCESSION NUMBER: 0000027425-01-500006 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMCAST INDUSTRIAL CORP CENTRAL INDEX KEY: 0000027425 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 310258080 STATE OF INCORPORATION: OH FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-09967 FILM NUMBER: 1671606 BUSINESS ADDRESS: STREET 1: 7887 WASHINGTON VILLAGE DR CITY: DAYTON STATE: OH ZIP: 45459 BUSINESS PHONE: 5132987000 MAIL ADDRESS: STREET 1: 7887 WASHINGTON VILLAGE DRIVE CITY: DAYTON STATE: OH ZIP: 45459 FORMER COMPANY: FORMER CONFORMED NAME: DAYTON MALLEABLE INC DATE OF NAME CHANGE: 19831219 FORMER COMPANY: FORMER CONFORMED NAME: DAYTON MALLEABLE IRON CO DATE OF NAME CHANGE: 19741216 11-K 1 form11kbarg2.txt FORM 11-K FOR THE YEAR ENDED DECEMBER 31, 2000 ================================================================================ 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 Commission Ended December 31, 2000 File Number 1-9967 ----------------------- ------------------ AMCAST INDUSTRIAL CORPORATION 401 (k) SALARY DEFERRAL PLAN FOR BARGAINING UNIT EMPLOYEES - PLAN 2 --------------------------------------------- (Name of Plan) AMCAST INDUSTRIAL CORPORATION 7887 Washington Village Drive Dayton, Ohio 45459 (937) 291-7000 ------------------------------------------------------------------ (Name of Issuer of Securities held pursuant to Plan and address of its principal executive office.) ================================================================================ REQUIRED INFORMATION The Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 (the "Plan") is subject to the Employee Retirement Income Security Act of 1974. Item 4. In lieu of the requirements of Items 1, 2 and 3 of this Form 11-K, the following financial statements of the Plan, notes thereto, and Report of Independent Auditors thereon are being filed as Exhibit 99.1 to this Report: (a) Statement of Net Assets Available for Benefits - December 31, 2000 and 1999 (b) Statement of Changes in Net Assets Available for Benefits - for the year ended December 31, 2000 and the four months ended December 31, 1999 (c) Notes to Financial Statements; and (d) Report of Independent Auditors. The Consent of Independent Auditors to the incorporation by reference of the foregoing financial statements in the Registration Statement on Form S-8 pertaining to the Plan is being filed as Exhibit 23.1 to this Report. SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Pension Committee of Amcast Industrial Corporation which administers the Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. AMCAST INDUSTRIAL CORPORATION 401(k) SALARY DEFERRAL PLAN FOR BARGAINING UNIT EMPLOYEES - PLAN 2 By: /s/ Michael R. Higgins --------------------------------- Michael R. Higgins Authorized Committee Member Dated June 28, 2001 EXHIBITS The following Exhibits are being filed with this Annual Report on Form 11-K: (23) CONSENT OF EXPERTS AND COUNSEL: 23.1 Consent of Battelle & Battelle LLP (99) ADDITIONAL EXHIBITS 99.1 Annual Financial Statements of Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 at December 31, 2000 and 1999, and for the year ended December 31, 2000 and the four months ended December 31, 1999 EX-23 2 auditorsconsent.txt CONSENT OF INDEPENDENT AUDITORS Exhibit 23.1 ------------ CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-38176) pertaining to Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 of our report dated June 8, 2001 with respect to the financial statements and schedules of Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 included in this Annual Report (Form 11-K) for the year ended December 31, 2000. /s/ Battelle & Battelle LLP Dayton, Ohio June 8, 2001 EX-99 3 auditorsreport.txt FINANCIAL STATEMENTS Exhibit 99.1 - Financial Statements ----------------------------------- Financial Statements and Supplemental Schedules Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 December 31, 2000 and 1999, and for the year ended December 31, 2000 and the four months ended December 31, 1999, with Independent Auditors' Report Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 Financial Statements and Supplemental Schedules December 31, 2000 and 1999, and for the year ended December 31, 2000 and the four months ended December 31, 1999 Table of Contents Independent Auditors' Report...............................................1 Audited Financial Statements Statement of Net Assets Available for Benefits.............................2 Statement of Changes in Net Assets Available for Benefits..............3 - 4 Notes to Financial Statements..........................................5 - 9 Supplemental Schedules Schedule H, Part IV, 4i - Schedule of Assets Held for Investment Purposes.........................10 - 11 Schedule H, Part IV, 4j - Schedule of Reportable Conditions...........12 - 13 INDEPENDENT AUDITORS' REPORT Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 We have audited the accompanying statement of net assets available for benefits of the Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 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 and the four months ended December 31, 1999. 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 audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. 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 our audit provides 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 at December 31, 2000 and 1999, and the changes in its net assets available for benefits for the year ended December 31, 2000 and the four months ended December 31, 1999, in conformity with accounting principles generally accepted in the United States of America. Our audit was made for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes as of December 31, 2000 and 1999, and reportable transactions for the year and four months then ended, are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, and are not a required part of the financial statements. The supplemental schedules have been subjected to the auditing procedures applied in our audit of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole. /s/ Battelle & Battelle LLP June 8, 2001 Dayton, Ohio Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 Statement of Net Assets Available for Benefits December 31 --------------------------- 2000 1999 --------------------------- Assets Investments, at fair value Shares of registered investment companies $ 3,003,781 $ 1,879,074 Common/collective trust fund 2,023,817 1,183,148 Amcast Industrial Corporation common stock 91,366 108,481 Loans to participants 372,323 268,967 --------------------------- 5,491,287 3,439,670 Receivables Interest and dividend income 1,283 766 Employer contributions 427 434 Participant contributions 25,982 14,910 --------------------------- 27,692 16,110 Net assets available for benefits $ 5,518,979 $ 3,455,780 =========================== See accompanying notes. Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 Statement of Changes in Net Assets Available for Benefits For the year ended December 31, 2000
Fund Information ------------------------------------------------------------------- Amcast T. Rowe T. Rowe T. Rowe T. Rowe Industrial Price Price Price Price Corporation Stable International New New Common Value Stock Horizons Income Stock Fund Fund Fund Fund ------------------------------------------------------------------- Additions Investment income Interest and dividends $ 4,359 $ 88,701 $ 3,300 $ 13,032 $ 2,579 Net (depreciation) appreciation in fair value of investments (42,291) - (8,564) (23,639) 1,930 Contributions Participant 16,843 199,658 12,556 22,236 28,555 Employer 11,153 - - - - Transfer from other company sponsored plan - 700,184 - - - ------------------------------------------------------------------- (9,936) 988,543 7,292 11,629 33,064 Deductions Benefit payments (5,838) (112,438) (247) (4,275) (2,127) Interfund transfers (909) (31,078) 28,681 83,018 (8,062) ------------------------------------------------------------------- Net increase (decrease) (16,683) 845,027 35,726 90,372 22,875 Net assets available for benefits, December 31, 1999 109,379 1,189,311 6,681 24,503 34,370 ------------------------------------------------------------------- Net assets available for benefits, December 31, 2000 $ 92,696 $ 2,034,338 $ 42,407 $ 114,875 $ 57,245 ==================================================================== T. Rowe T. Rowe T. Rowe Price Price Price Equity Equity Capital Index 500 Income Appreciation Unallocated Fund Fund Fund Funds Total ------------------------------------------------------------------- Additions Investment income Interest and dividends $ 4,783 $ 228,438 $ 9,375 $ 22,540 $ 377,107 Net (depreciation) appreciation in fair value of investments (34,311) (26,354) 7,726 - (125,503) Contributions Participant 74,571 144,203 24,284 - 522,906 Employer - - - - 11,153 Transfer from other company sponsored plan - 1,037,102 - - 1,737,286 ------------------------------------------------------------------- 45,043 1,383,389 41,385 22,540 2,522,949 Deductions Benefit payments (14,197) (297,473) (230) (22,925) (459,750) Interfund transfers 228,743 (423,503) 19,370 103,740 - ------------------------------------------------------------------- Net increase (decrease) 259,589 662,413 60,525 103,355 2,063,199 Net assets available for benefits, December 31, 1999 173,663 1,593,625 55,281 268,967 3,455,780 ------------------------------------------------------------------- Net assets available for benefits, December 31, 2000 $ 433,252 $ 2,256,038 $ 115,806 $ 372,322 $ 5,518,979 ====================================================================
See accompanying notes Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 Statement of Changes in Net Assets Available for Benefits For the four months ended December 31, 1999
Fund Information ------------------------------------------------------------------- Amcast T. Rowe T. Rowe T. Rowe T. Rowe Industrial Price Price Price Price Corporation Stable International New New Common Value Stock Horizons Income Stock Fund Fund Fund Fund ------------------------------------------------------------------- Additions Investment income Interest and dividends $ 1,752 $ 22,423 $ 332 $ 2,347 $ 636 Net (depreciation) appreciation in fair value of investments 4,298 - 919 2,877 (483) Contributions Participant 4,027 56,339 1,350 2,238 7,680 Employer 3,758 - - - - ------------------------------------------------------------------- 13,834 78,762 2,600 7,462 7,833 Deductions Benefit payments (549) (11,326) - - - Interfund transfers 380 (24,429) 191 535 (255) ------------------------------------------------------------------- Net increase (decrease) 13,665 43,007 2,791 7,997 7,578 Net assets available for benefits, August 31, 1999 95,714 1,146,304 3,890 16,506 26,792 ------------------------------------------------------------------- Net assets available for benefits, December 31, 1999 $ 109,379 $ 1,189,311 $ 6,681 $ 24,503 $ 34,370 ==================================================================== T. Rowe T. Rowe T. Rowe Price Price Price Equity Equity Capital Index 500 Income Appreciation Unallocated Fund Fund Fund Funds Total ------------------------------------------------------------------- Additions Investment income Interest and dividends $ 1,551 $ 119,129 $ 6,234 $ 6,203 $ 160,605 Net (depreciation) appreciation in fair value of investments 16,092 (163,232) (6,645) - (146,174) Contributions Participant 15,738 50,242 5,189 - 142,803 Employer - - - - 3,758 ------------------------------------------------------------------- 33,381 6,138 4,777 6,203 160,992 Deductions Benefit payments - (8,826) (1,259) - (21,960) Interfund transfers 3,737 (13,931) (167) 33,939 - ------------------------------------------------------------------- Net increase (decrease) 37,118 (16,619) 3,351 40,142 139,032 Net assets available for benefits, August 31, 1999 136,545 1,610,244 51,930 228,825 3,316,748 ------------------------------------------------------------------- Net assets available for benefits, December 31, 1999 $ 173,663 $ 1,593,625 $ 55,281 $ 268,967 $ 3,455,780 ====================================================================
See accompanying notes Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 Notes to Financial Statements December 31, 2000 1. Description of the Plan The following description of Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 (the "Plan") is provided for general information purposes only. Participants should refer to the Summary Plan Description for a more complete description of the Plan's provisions. General The Plan is a contributory defined contribution plan covering certain employees of the Amcast Industrial Corporation who are compensated on an hourly basis and are covered by a collective bargaining agreement. The Plan is subject to the Employee Retirement Income Security Act of 1974 (ERISA). Contributions The Plan allows for employee deferred contributions in participant-directed amounts from 1 percent to 15 percent of their annual compensation, and allows for transfers by participants from any other plan meeting the requirements of Internal Revenue Code (the "IRC") Section 401(a). Employees may also annually contribute no more than two lump sum salary deferral contributions, provided that total contributions do not exceed the maximum contribution allowed for each employee. The Company makes matching contributions equal to 15 percent of the first 6 percent of compensation that is deferred by participants to the Plan to certain employees based on their respective collective bargaining agreement. All employer contributions are in Company stock. Vesting Participants are immediately vested in their contributions plus actual earnings thereon. Participants are 50 percent vested in Company contributions made after one year of service with the Company, 75 percent vested after two years of service, and fully vested after three years of service. Vested benefits are paid by several optional methods upon retirement, death, or termination. 1. Description of the Plan (continued) Payment of Benefits On termination of service for any reason, a participant may receive a lump-sum amount equal to the vested value of his or her account, either in cash or stock. Participant Loans Under the Plan, participants may borrow up to 50 percent of their vested balance not to exceed $50,000. The loan term is not to exceed 5 years unless the loan is for the purchase of a principal residence, in which case the term may be as long as 30 years. Interest rates on these loans are one percent above the prime rate of interest on the first business day of the calendar quarter in which a loan application is made to the Company. Participant Accounts Each participant's account is credited with the participant's contributions and allocations of (a) the Company's contributions and (b) the Plan's earnings. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account. Administrative Expenses Substantially all expenses of the Plan are paid by the Company. 2. Summary of Significant Accounting Policies Basis of Accounting The Plan's financial statements are prepared on the accrual basis of accounting. 2. Summary of Significant Accounting Policies (continued) Use of Estimates The preparation of the 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 amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. Investment Valuation The Plan's investments are stated at fair value. The shares of registered investment companies are valued at quoted market prices which represent the net asset values of shares held by the Plan at year-end. Participant loans are valued at their outstanding balances, which approximate fair value. Company common stock and the participation units owed by the Plan in the common/collective trust fund are based on quoted redemption value on the last business day of the Plan year. 3. Investments The fair value of individual investments that represent 5 percent or more of the Plan's net assets at December 31, 2000 and 1999, are as follows: December 31, ----------------------------------- 2000 1999 ------------------ ---------------- Shares of registered investment companies T. Rowe Price Equity Income Fund $2,023,817 $1,588,057 T. Rowe Price Equity Index 500 Fund 429,591 171,936 Common/collective trust fund T. Rowe Price Stable Value Fund 2,248,869 1,183,148 Participant Loans 372,323 268,967 3. Investments (continued) For the year ended December 31, 2000, and the four months ended December 31, 1999, the Plan's investments (including investments bought, sold, and held during the year) depreciated in value by $125,503, and $146,174, respectively as follows: Four Months Year Ended Ended December 31, December 31, 2000 1999 ------------ ------------- Shares of registered investment companies $(83,212) $(150,472) Amcast Industrial Corporation common stock (42,291) 4,298 ------------ ------------- $(125,503) $(146,174) ============ ============= 4. Income Tax Status The Internal Revenue Service (IRS) has not yet determined if the Plan qualifies under Section 401(a) of the Internal Revenue Code (the "IRC"). However, the Plan administrator believes that the Plan is qualified and, therefore, the underlying trust is not subject to income tax under present law. Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The Pension Administration Committee is not aware of any course of action or series of events that have occurred that might adversely affect the Plan's qualified status. 5. Transactions With Parties-In-Interest The Trust is not charged for administrative services performed on its behalf by the Company. The Plan also invests in common stock of the Company which is the Plan Sponsor. 6. 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. In the event of Plan termination, participants will become 100 percent vested in their account. 7. Transfer from Other Company Sponsored Plan Effective August 31, 2000, the Company's Board of Directors voted to terminate the Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees, a separate Company sponsored plan. Participants' and their account balances were transferred into the Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Units - Plan 2 on that date. Supplemental Schedules Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 EIN 31-0258080 / Plan 002 Schedule H, Part IV, Line 4i - Schedule of Assets Held for Investment Purposes December 31, 2000
Description of Fair Identity of Issue Investment Cost Value - --------------------------------------------------------------------------------------------------------------- Shares of registered investment companies * T. Rowe Price International Stock Fund 2,868 shares 48,495 41,639 * T. Rowe Price New Horizons Fund 4,748 shares 133,374 113,435 * T. Rowe Price New Income Fund 6,566 shares 55,165 55,811 * T. Rowe Price Capital Appreciation Fund 8,203 shares 114,133 114,436 * T. Rowe Price Equity Index 500 Fund 12,101 shares 438,815 429,591 * T. Rowe Price Equity Income Fund 91,158 shares 2,323,140 2,248,869 --------------------------- 3,113,122 3,003,781 Common/collective trust fund * T. Rowe Price Stable Value Fund 2,023,817 units 2,023,817 2,023,817 Common stock * Amcast Industrial Corporation common stock 9,194 shares 143,670 91,366 Loans to participants Rates ranging from Participant loans 8.75% to 10.50% - 372,323 --------------------------- $ 5,280,609 $ 5,491,287 ===========================
* Indicates party-in-interest to the Plan. Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 EIN 31-0258080 / Plan 002 Schedule H, Part IV, Line 4i - Schedule of Assets Held for Investment Purposes December 31, 1999
Description of Fair Identity of Issue Investment Cost Value - -------------------------------------------------------------------------------------------------------------- Shares of registered investment companies * T. Rowe Price International Stock Fund 344 shares 5,388 6,545 * T. Rowe Price New Horizons Fund 882 shares 20,498 24,292 * T. Rowe Price New Income Fund 4,112 shares 35,524 33,555 * T. Rowe Price Capital Appreciation Fund 4,372 shares 62,317 54,689 * T. Rowe Price Equity Index 500 Fund 4,346 shares 142,104 171,936 * T. Rowe Price Equity Income Fund 64,009 shares 1,715,244 1,588,057 --------------------------- 1,981,075 1,879,074 Common/collective trust fund * T. Rowe Price Stable Value Fund 1,183,148 units 1,183,148 1,183,148 Common stock * Amcast Industrial Corporation common stock 6,625 shares 126,903 108,481 Loans to participants Rates ranging from Participant loans 8.75% to 9.75% - 268,967 --------------------------- $ 3,291,126 $ 3,439,670 ===========================
* Indicates party-in-interest to the Plan Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 EIN 31-0258080 / Plan 002 Schedule H, Part IV, Line 4j - Schedule of Reportable Transactions For the year ended December 31, 2000
Fair Value of Description Cost Asset at Net of Purchase Selling of Date of Gain Identity of Party Involved Investment Price Price Asset Transaction (Loss) - ------------------------------------------------------------------------------------------------------------------------------- --No Reportable Transactions--
There were no category (i) (ii) or (iv) transactions during the year. Note: Expense incurred with transaction and rental expense are not applicable. Amcast Industrial Corporation 401(k) Salary Deferral Plan for Bargaining Unit Employees - Plan 2 EIN 31-0258080 / Plan 002 Schedule H, Part IV, Line 4j - Schedule of Reportable Transactions For the four months ended December 31, 1999
Fair Value of Description Cost Asset at Net of Purchase Selling of Date of Gain Identity of Party Involved Investment Price Price Asset Transaction (Loss) - ------------------------------------------------------------------------------------------------------------------------------- Category (iii)-Series of Transactions in Excess of 5 Percent of Net Assets - -------------------------------------------------------------------------- T. Rowe Price Equity Income Fund Mutual Fund $ 170,618 $ - $ - $ 170,618 $ - T. Rowe Price Equity Income Fund Mutual Fund $ - $ 27,039 $ 27,342 $ 27,039 $ (303)
There were no category (i) (ii) or (iv) transactions during the year. Note: Expense incurred with transaction and rental expense are not applicable. -----END PRIVACY-ENHANCED MESSAGE-----