-----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, Bg3AE/a2Z9yYPLlWdNf6DtLLL3DyOUdbcJxRRKyfPzS8IP8wWHd6VZ3c3fff2gZR 2jE4E/KGiNFF8xP1H9Nr9A== /in/edgar/work/20000628/0000912057-00-030161/0000912057-00-030161.txt : 20000920 0000912057-00-030161.hdr.sgml : 20000920 ACCESSION NUMBER: 0000912057-00-030161 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENN TRAFFIC CO CENTRAL INDEX KEY: 0000077155 STANDARD INDUSTRIAL CLASSIFICATION: [5411 ] IRS NUMBER: 250716800 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-09930 FILM NUMBER: 662961 BUSINESS ADDRESS: STREET 1: 1200 STATE FAIR BLVD CITY: SRYACUSE STATE: NY ZIP: 13221-4737 BUSINESS PHONE: 8145369900 MAIL ADDRESS: STREET 1: 1200 STATE FAIR BLVD CITY: SYRACUSE STATE: NY ZIP: 13221-4737 11-K 1 a11-k.txt 11-K 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 For the Year Ended December 31, 1999 (A) Full title of the plan and the address of the plan, if different from that of the issuer named below: The Penn Traffic Company 401(k) Savings Plan (B) Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: The Penn Traffic Company 1200 State Fair Boulevard Syracuse, NY 13209 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
PAGE Report of Independent Accountants ....................................... 1 Financial Statements: Statements of Net Assets Available for Benefits, December 31, 1999 and 1998 ....................................... 2 Statements of Changes in Net Assets Available for Benefits, Years Ended December 31, 1999 and 1998 ........................... 3 Notes to Financial Statements ....................................... 4-8 Supplemental Schedules: * Schedule I - Schedule of Assets Held for Investment at December 31, 1999 .............................. 9 Schedule II - Schedule of Reportable Transactions for the Year Ended December 31, 1999............ 10
* Other supplemental schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable. REPORT OF INDEPENDENT ACCOUNTANTS To the Participants and Administrator of The Penn Traffic Company 401(k) Savings 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 The Penn Traffic Company 401(k) Savings Plan (the "Plan") at December 31, 1999 and 1998, 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. 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, 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 the opinion expressed above. Our audit was performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of Assets Held for Investment and Reportable Transactions are presented for purposes of additional analysis and are not a required part of the basic financial statements but are 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. These supplemental schedules are the responsibility of the Plan's management. The supplemental schedules have been subjected to the auditing procedures applied in the audit 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. May 7, 2000 1 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1999 AND 1998 - --------------------------------------------------------------------------------
1999 1998 Assets: Investments, at fair value: Cash and cash equivalents $ 7,657,376 $ 998,775 Fixed income funds 23,383,894 16,746,850 Equity funds 62,201,866 55,286,717 Balanced fund 9,420,743 10,733,760 Penn Traffic common stock 15,873 146,433 Participant loans 5,326,382 5,483,268 ------------------- ------------------- 108,006,134 89,395,803 ------------------- ------------------- Investments, at contract value: Guaranteed investment contracts - 6,815,600 ------------------- ------------------- Total investments 108,006,134 96,211,403 Receivables: Accrued income 8,055,522 8,969,608 Employee contributions 176,675 - Employer contributions 20,917 21,149 ------------------- ------------------- Total receivables 8,253,114 8,990,757 ------------------- ------------------- NET ASSETS AVAILABLE FOR BENEFITS $116,259,248 $105,202,160 =================== ===================
The accompanying notes are an integral part of these financial statements. 2 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 - --------------------------------------------------------------------------------
1999 1998 Additions to net assets: Investment income: Interest and dividends $ 7,045,716 $ 4,389,576 Realized gain on investments 10,650,627 6,832,306 Net depreciation in fair value of investments (582,929) (3,183,683) Interest on loans to participants 443,289 607,139 ------------------- ------------------- Total investment income 17,556,703 8,645,338 Participant contributions 9,773,607 9,853,737 Employer contributions 1,112,149 302,173 ------------------- ------------------- Total additions 28,442,459 18,801,248 ------------------- ------------------- Deductions from net assets: Payments to participants (17,123,095) (20,882,570) Payment of individual insurance contract premiums (42,263) (55,916) Administrative expenses (220,013) (49,207) ------------------- ------------------- Total deductions (17,385,371) (20,987,693) ------------------- ------------------- Increase in net assets 11,057,088 (2,186,445) Net assets available for plan benefits: Beginning of year 105,202,160 107,388,605 ------------------- ------------------- End of Year $116,259,248 $105,202,160 =================== ===================
The accompanying notes are an integral part of the financial statements. 3 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 - -------------------------------------------------------------------------------- 1. DESCRIPTION OF THE PLAN The following brief description of The Penn Traffic Company 401(k) Savings Plan (the "Plan") sponsored by The Penn Traffic Company (the "Company") is provided for general information purposes only. Participants should refer to the Plan agreement, as amended, for a more complete description of the Plan's provisions. GENERAL The Plan is a defined contribution plan established by the Company on May 29, 1987. The Plan is designed to provide benefits to all Company employees who have attained age twenty-one and have completed at least six months of service. Effective January 1, 1999, the length of service requirement was amended from one year to six months. As part of the Plan, the Company has entered into a trust agreement with the US Bancorp Trust Company (the "Bank"), under which the Bank, as trustee, transfers contributions to a separate trust fund in the Bank's trust department. The assets of the Plan are held by the Bank's trust department in a fiduciary capacity and as such are not assets of the Bank. CONTRIBUTIONS Employees in the Plan ("participants") may contribute from 1% to 15% of gross compensation as specified in writing and may change such election once per plan quarter. The Company makes matching contributions to each participant account equal to 50% of the first 3% of the participant's contribution. Participant's are 100% vested in both the Company's matching contributions and their contributions to the Plan. INVESTMENTS Participants have five options to which they can direct their contributions. These options are a stable income fund, two diversified equity funds, one balanced fund and one Company stock fund. The STABLE INCOME FUND consists of a mix of guaranteed investment contracts and three actively managed mutual funds. One of the diversified equity funds, the MAS EQUITY FUND, invests primarily in stocks of large blue chip companies with similar financial characteristics and above-average dividend yields. The other diversified equity fund, the ACORN FUND, invests in stocks of small companies and is aggressively managed with a higher degree of risk. The balanced fund, the DELAWARE FUND, invests in stocks, bonds and money market instruments. The PENN TRAFFIC COMMON STOCK FUND, no longer offered as an investment option, consists of common stock of the Company. A life insurance plan which allows employees to elect to purchase life insurance for themselves and their spouses and children is still effective for those employees purchasing such insurance before January 1, 1989 (Note 3). LOANS Participants may obtain loans of not less than $500 but not more than the lesser of $50,000 or 50% of the participant's individual investment account balance. The period of repayment may not exceed 30 years for home loans or 5 years for all other loans. 4 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 - -------------------------------------------------------------------------------- 1. DESCRIPTION OF THE PLAN (CONTINUED) BENEFIT PAYMENTS Each participant is entitled to a benefit equal to 100% of the participant's vested accrued benefit as of the valuation date upon normal retirement or termination of employment from the Company. In the event of the participant's death, benefits are distributed to a designated beneficiary. Distributions of the Penn Traffic Company common stock are made in either whole shares of the Company's common stock or in cash as specified by the participant. A participant attaining the age of 59 1/2 has the right to withdraw all or a portion of their Plan assets. Benefits are recorded when paid. INVESTMENT INCOME Net investment fund income is allocated quarterly to each participant's investment account in the ratio of their individual investment account to the investment fund in total. RECLASSIFICATIONS Certain amounts from 1998 have been reclassified for comparative purposes. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING The financial statements of the Plan are prepared on the accrual basis of accounting. VALUATION OF INVESTMENTS Interest and dividend income are recognized as earned and expenses are recognized when the related obligation is incurred. Unrealized appreciation or depreciation, and realized gains and losses, for the year is reflected in the statement of changes in net assets available for benefits. Investments, excluding guaranteed investment contracts, are recorded at the closing market prices on December 31, 1999 and 1998. At December 31, 1998, the guaranteed investment contracts were stated at contract value, (which represents contributions made under the contracts, plus earnings, less withdrawals and administrative expenses), because they were fully benefit-responsive. At December 31, 1999 there were no investments in guaranteed investment contracts. The trustee records and reports security transactions as of the trade date. Accordingly, there may be transactions effected but not settled as of year end which are reported by the trustee and which are reflected in the accompanying financial statements as amounts due from securities sold and due for securities purchases. USE OF ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts revenues and expenses during the reporting period. Actual results could differ from those estimates. 5 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 - -------------------------------------------------------------------------------- 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) RISKS AND UNCERTAINTIES The Plan provides for various investment options in any combination of five funds. Investment securities are exposed to various risks, such as interest rate, market and credit. 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 risks in the near term would materially affect participants' account balances and the amounts reported in the statement of net assets available for benefits and the statement of changes in net assets available for benefits. ADMINISTRATIVE COSTS Expenses incurred by the Trustee in connection with investment transactions and payments to participants are paid by the Plan. Professional and administrative fees and other expenses of the Plan are also paid by the Plan. Personnel and facilities of the Company are used by the Plan for its accounting and other activities at no charge to the Plan. 3. INSURANCE PLAN Participants of the Plan are permitted to have a portion of their contributions directed towards the purchase of individual life insurance contracts for themselves, their spouse and their children, for those employees electing this option before January 1, 1989. As a result of these elections, the Plan disburses funds periodically to the First Colony Life Insurance Company for the payment of life insurance premiums. These insurance contracts are allocated on an individual participant basis and, as such, are excluded from Plan assets. For the years ended December 31, 1999 and 1998, Plan assets included $42,263 and $55,916, respectively, of funds to be directed toward the purchase of individual life insurance contracts. 4. INVESTMENTS Investments which exceed 5% of the Plan's net assets at December 31, 1999 include:
FAIR COST VALUE Acorn Fund $32,281,464 $42,602,840 Delaware Fund 10,241,358 9,420,743 MAS Equity Fund 23,907,352 19,599,026 Institutional Investors Stable Asset Fund 17,558,885 20,136,343
6 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 - -------------------------------------------------------------------------------- 5. GUARANTEED INVESTMENT CONTRACTS The following aggregate amounts apply to fully benefit-responsive guaranteed investment contracts reported at contract value and held by the Plan in its Stable Value Asset Fund at December 31, 1998. The guaranteed investment contracts were sold during the year ended December 31, 1999.
DECEMBER 31, DECEMBER 31, 1999 1998 Average yearly yield 6.37% Crediting interest rate 6.79% Fair market value $ - $7,015,681
Under certain situations specified in the various contracts, the issuer of the contract may elect to limit its guarantee and distribute funds at either contract value or fair market value, whichever is lower. 6. BENEFIT DISTRIBUTIONS PAYABLE At December 31, 1999 and 1998, the amount allocated to participant accounts who have elected to withdraw from the Plan but have not yet been paid was approximately $2,124,000 and $3,349,000, respectively. The $2,124,000 represents the difference in net assets available for benefits between the Form 5500 and the audited financial statements. 7. INCOME TAX STATUS The Internal Revenue Service determined and informed the Company by a letter dated August 14, 1995 that the Plan and related trust meets the requirements of Sections 401(a) and 401(k) of the Internal Revenue Code ("IRC") and that the Plan is exempt from taxation under Section 501(a) of the IRC. The Plan has been amended subsequent to the receipt of the latest determination letter. However, the Plan's administrator believes that the Plan is designed and currently being operated in compliance with the applicable requirements of the IRC. Under present federal income tax laws, a participant will not be subject to federal income taxes on the contributions by the participant or on interest or profits on the sale of securities held by the Plan until the participant's assets are distributed. 8. PLAN TERMINATION Although it has not expressed any intent to do so, the Company expressly reserves the right to terminate the Plan. In the event of termination, participants will become 100% vested in their accounts and all Plan objectives will be satisfied. All unallocated assets will then be allocated to the accrued benefits of the participants' accounts at the date of termination in accordance with the terms of the Plan and Section 4044 of the Employee Retirement Income Security Act of 1974 (ERISA). 7 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 - -------------------------------------------------------------------------------- 9. TRANSACTIONS WITH PARTIES-IN-INTEREST As of December 31, 1999 and 1998, the Plan held the following:
DECEMBER 31, 1999 DECEMBER 31, 1998 -------------------------------------- -------------------------------------- NUMBER OF MARKET NUMBER OF MARKET SHARES COST VALUE SHARES COST VALUE Company common stock 1,716 $ 1,777,420 $ 15,873 260,094 $ 2,683,804 $146,433
10. PLAN SPONSOR On March 1, 1999, the Company filed a petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The petition and the disclosure statement call for, among other things, the conversion of each 100 shares of existing common stock to one share of new common stock upon confirmation of the disclosure statement by the Bankruptcy Court. On June 29, 1999, the Company officially emerged from the Chapter 11 process. The effects of the Company's bankruptcy proceeding on the Plan were to increase administrative expenses for 1999 and reduce the value of the Penn Traffic Company common stock held by the Plan. 8 THE PENN TRAFFIC COMPANY SCHEDULE I 401(k) SAVINGS PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT DECEMBER 31, 1999 - --------------------------------------------------------------------------------
PAR VALUE OR NUMBER OF FAIR SHARES DESCRIPTION OF INVESTMENT COST VALUE 957,415 Institutional Investor Stable Asset Fund $ 17,558,885 $ 20,136,343 179,731 Miller Anderson Sherrard Fixed Income Fund 2,080,247 1,957,275 132,881 Payden Rygel Global Fixed Income Fund 1,345,318 1,290,276 Cash and cash equivalents 7,468,843 7,468,843 ---------------- ---------------- Total Stable Income Fund 28,453,293 30,852,737 2,299,128 Acorn Fund 32,281,464 42,602,840 1,128,001 MAS Equity Fund 23,907,352 19,599,026 500,305 Delaware Fund 10,241,358 9,420,743 1,716 The Penn Traffic Company Common Stock * 1,777,420 15,873 188,533 Cash and cash equivalents 188,533 188,533 Participant Loans (interest rates from 9.25% to 9.75%) 5,326,382 5,326,382 ---------------- ---------------- Total investments $ 102,175,802 $ 108,006,134 ================ ================
* Denotes party-in-interest investment. 9 THE PENN TRAFFIC COMPANY SCHEDULE II 401(k) SAVINGS PLAN SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1999 - -------------------------------------------------------------------------------- SERIES OF TRANSACTIONS IN EXCESS OF 5% OF THE CURRENT VALUE OF PLAN ASSETS:*
NUMBER NUMBER COST OF NET OF PURCHASE OF SELLING INVESTMENTS GAIN/ PURCHASES PRICE SALES PRICE SOLD (LOSS) DESCRIPTION OF INVESTMENT Acorn Fund 11 $10,346,777 5 $7,490,412 $5,558,270 $1,932,142 Provident Federal Funds 264 29,480,728 291 28,484,381 28,484,381 -
* As of beginning of Plan year. 10 EXHIBITS Exhibit Number Description 23.1 Consent of Independent Public Accountants SIGNATURES THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan has duly caused this Annual Report to be signed by the undersigned thereunto duly authorized. THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN By: /s/ Bernadette Randall-Barber ------------------------------------ Bernadette Randall-Barber Chairperson Administrative Committee Date: May 7, 2000 11 EXHIBIT INDEX The following exhibit is filed as part of the Annual Report: Exhibit Number Description Page Number 23.1 Consent of Independent Accountants 13 12 THE PENN TRAFFIC COMPANY 401(k) SAVINGS PLAN SCHEDULE OF LOANS IN DEFAULT - ------------------------------------------------------------------------------- Net Assets
1999 1998 Assets: Investments, at fair value: Cash and cash equivalents $ 7,657,376 $ 998,775 Fixed income funds 23,383,894 16,746,850 Equity funds 62,201,866 55,286,717 Balanced fund 9,420,743 10,733,760 Penn Traffic common stock 15,873 146,433 Participant loans 5,326,382 5,483,268 ------------ ------------ 108,006,134 89,395,803 ------------ ------------ Investments, at contract value: Guaranteed investment contracts - 6,815,600 ------------ ------------ Total investments 108,006,134 96,211,403 Receivables: Accrued income 8,055,522 8,969,608 Employee contributions 176,675 - Employer contributions 20,917 21,149 ------------ ------------ Total receivables 8,253,114 8,990,757 ------------ ------------ NET ASSETS AVAILABLE FOR BENEFITS $116,259,248 $105,202,160 ============ ============
Changes in net assets 99
1999 1998 Additions to net assets: Investment income: Interest and dividends $ 7,045,716 $ 4,389,576 Realized gain on investments 10,650,627 6,832,306 Net depreciation in fair value of investments (582,929) (3,183,683) Interest on loans to participants 443,289 607,139 ------------ ------------ Total investment income 17,556,703 8,645,338 Participant contributions 9,773,607 9,853,737 Employer contributions 1,112,149 302,173 ------------ ------------ Total additions 28,442,459 18,801,248 ------------ ------------ Deductions from net assets: Payments to participants (17,123,095) (20,882,570) Payment of individual insurance contract premiums (42,263) (55,916) Administrative expenses (220,013) (49,207) ------------ ------------ Total deductions (17,385,371) (20,987,693) ------------ ------------ Increase in net assets 11,057,088 (2,186,445) Net assets available for plan benefits: Beginning of year 105,202,160 107,388,605 ------------ ------------ End of Year $116,259,248 $105,202,160 ============ ============
Changes 99
PARTICIPANT DIRECTED ----------------------------------------------------------------------------------------------- STABLE PENN TRAFFIC MAS 401(k) INCOME ACORN COMMON EQUITY DELAWARE LOAN FUND FUND STOCK FUND FUND FUND INVESTMENT INCOME: Interest and dividends Net appreciation (depreciation) in fair value of investments Interest on loans to participants -------------- -------------- --------------- --------------- --------------- -------------- Total investment income Participant contributions Employer contributions Loan activity Fund transfer activity -------------- -------------- --------------- --------------- --------------- -------------- Total additions -------------- -------------- --------------- --------------- --------------- -------------- Payments to participants Payment of individual insurance contract premiums Administrative expenses Loans to participants -------------- -------------- --------------- --------------- --------------- -------------- Total deductions -------------- -------------- --------------- --------------- --------------- -------------- Net (decrease) increase Net assets available for benefits Beginning of year 30,520,463 37,700,031 158,250 19,924,948 11,415,200 5,483,268 -------------- -------------- --------------- --------------- --------------- -------------- End of year ============== ============== =============== =============== =============== ============== INSURANCE TOTAL INVESTMENT INCOME: Interest and dividends Net appreciation (depreciation) in fair value of investments Interest on loans to participants -------------- -------------- Total investment income Participant contributions Employer contributions Loan activity Fund transfer activity -------------- -------------- Total additions -------------- -------------- Payments to participants Payment of individual insurance contract premiums Administrative expenses Loans to participants -------------- -------------- Total deductions -------------- -------------- Net (decrease) increase Net assets available for benefits Beginning of year - 105,202,160 -------------- -------------- End of year ============== ==============
Changes 98
PARTICIPANT DIRECTED ----------------------------------------------------------------------------------------------- STABLE PENN TRAFFIC MAS 401(k) INCOME ACORN COMMON EQUITY DELAWARE LOAN FUND FUND STOCK FUND FUND FUND INVESTMENT INCOME: Interest and dividends $ 1,221,691 $ 82,339 $ 614 $ 229,311 $ 181,629 $ - Net appreciation (depreciation) in fair value of investments 783,051 2,254,913 (1,451,358) 3,179,762 1,556,247 - Interest on loans to participants - - - - 607,139 ----------- ----------- ---------- ----------- ----------- ----------- Total investment income 2,004,742 2,337,252 (1,450,744) 3,409,073 1,737,876 607,139 Participant contributions 2,518,908 3,849,294 175,148 2,006,435 1,248,036 - Employer contributions 65,471 119,590 4,311 70,076 42,725 - Loan activity 1,171,447 1,256,599 79,071 532,871 268,629 (3,308,617) Fund transfer activity (761,660) (160,262) (4,297) 356,954 569,265 - ----------- ----------- ---------- ----------- ----------- ----------- Total additions 4,998,908 7,402,473 (1,196,511) 6,375,409 3,866,531 (2,701,478) ----------- ----------- ---------- ----------- ----------- ----------- Payments to participants (7,092,466) (7,799,318) (348,117) (2,565,556) (2,376,385) (700,728) Payment of individual insurance contract premiums - - - - - - Administrative expenses (13,229) (23,387) (374) (8,010) (4,207) - Loans to participants (1,218,885) (1,173,108) (30,941) (441,977) (210,524) 3,075,435 ----------- ----------- ---------- ----------- ----------- ----------- Total deductions (8,324,580) (8,995,813) (379,432) (3,015,543) (2,591,116) 2,374,707 ----------- ----------- ---------- ----------- ----------- ----------- Net (decrease) increase (3,325,672) (1,593,340) (1,575,943) 3,359,866 1,275,415 (326,771) Net assets available for benefits Beginning of year 33,846,135 39,293,371 1,734,193 16,565,082 10,139,785 5,810,039 ----------- ----------- ---------- ----------- ----------- ----------- End of year $30,520,463 $37,700,031 $ 158,250 $19,924,948 $11,415,200 $ 5,483,268 =========== =========== ========== =========== =========== =========== INSURANCE TOTAL INVESTMENT INCOME: Interest and dividends $ - $ 1,715,584 Net appreciation (depreciation) in fair value of investments - 6,322,615 Interest on loans to participants - 607,139 --------- ------------ Total investment income - 8,645,338 Participant contributions 55,916 9,853,737 Employer contributions - 302,173 Loan activity - - Fund transfer activity - - --------- ------------ Total additions 55,916 18,801,248 --------- ------------ Payments to participants - (20,882,570) Payment of individual insurance contract premiums (55,916) (55,916) Administrative expenses - (49,207) Loans to participants - - --------- ------------ Total deductions (55,916) (20,987,693) --------- ------------ Net (decrease) increase - (2,186,445) Net assets available for benefits Beginning of year - 107,388,605 --------- ------------ End of year $ - $105,202,160 ========= ============
Note 4
FAIR COST VALUE Acorn Fund $32,281,464 $42,602,840 Delaware Fund 10,241,358 9,420,743 MAS Equity Fund 23,907,352 19,599,026 Institutional Investors Stable Asset Fund 17,558,885 20,136,343
Note 5
DECEMBER 31, DECEMBER 31, 1999 1998 Average yearly yield 6.37% Crediting interest rate 6.79% Fair market value $ - $7,015,681
Note 15
STABLE PENN TRAFFIC MAS 401(k) INCOME ACORN COMMON EQUITY DELAWARE LOAN FUND FUND STOCK FUND FUND FUND ASSETS Investments at market: Cash and equivalents $ 67,381 $ 98,263 $ - $ 47,966 $ 26,045 $ 128 Mutual funds (cost of $68,001,561) 18,131,880 39,127,364 - 11,933,773 8,948,689 - Equities (cost of $2,930,792) - - 1,744,949 - - - Participants' loans (cost of $5,790,087) - - - - - 5,790,087 ------------ ------------ ------------ ------------ ------------ ------------ 18,199,261 39,225,627 1,744,949 11,981,739 8,974,734 5,790,215 Investments at contract value: Guaranteed investment contracts 13,928,172 - - - - - ------------ ------------ ------------ ------------ ------------ ------------ Total investments 32,127,433 39,225,627 1,744,949 11,981,739 8,974,734 5,790,215 ------------ ------------ ------------ ------------ ------------ ------------ Receivables: Securities sold 1,341,631 - - - - - Accrued income 325,193 - - 4,549,267 1,144,654 19,824 Employee contribution 51,878 67,744 5,456 34,076 20,397 - ------------ ------------ ------------ ------------ ------------ ------------ Total receivables 1,718,702 67,744 5,456 4,583,343 1,165,051 19,824 ------------ ------------ ------------ ------------ ------------ ------------ Securities purchased - - (16,212) - - - Net assets available for benefits $ 33,846,135 $ 39,293,371 $ 1,734,193 $ 16,565,082 $ 10,139,785 $ 5,810,039 ============ ============ ============ ============ ============ ============ INSURANCE TOTAL ASSETS Investments at market: Cash and equivalents $ - $ 239,783 Mutual funds (cost of $68,001,561) - 78,141,706 Equities (cost of $2,930,792) - 1,744,949 Participants' loans (cost of $5,790,087) - 5,790,087 --------- ------------ - 85,916,525 Investments at contract value: Guaranteed investment contracts - 13,928,172 --------- ------------ Total investments - 99,844,697 --------- ------------ Receivables: Securities sold - 1,341,631 Accrued income - 6,038,938 Employee contribution - 179,551 --------- ------------ Total receivables - 7,560,120 --------- ------------ Securities purchased - (16,212) Net assets available for benefits $ - $107,388,605 ========= ============
Note 13
STABLE PENN TRAFFIC MAS 401(k) INCOME ACORN COMMON EQUITY DELAWARE LOAN FUND FUND STOCK FUND FUND FUND ASSETS Investments at market: Cash and equivalents $ 259,085 $ 385,065 $ 11,817 $ 198,626 $ 138,897 $ - Mutual funds (cost of $ ) 16,746,851 35,565,287 - 19,721,430 10,733,760 - Equities (cost of $2,693,804) - - 146,433 - - - Participants' loans (cost of $ ) - - - - - - ----------- ----------- ----------- ----------- ----------- --------- 17,005,936 35,950,892 158,250 19,920,056 10,872,657 - Investments at contract value: Guaranteed investment contracts - - - - - ----------- ----------- ----------- ----------- ----------- --------- Total investments 158,250 ----------- ----------- ----------- ----------- ----------- --------- Receivables: Accrued income 1,735,981 Employee contribution 4,924 8,413 - 5,892 2,920 - ----------- ----------- ----------- ----------- ----------- --------- Total receivables 1,740,905 ----------- ----------- ----------- ----------- ----------- --------- Net assets available for benefits $37,691,257 =========== =========== =========== =========== =========== ========= INSURANCE TOTAL ASSETS Investments at market: Cash and equivalents $ - Mutual funds (cost of $ ) - Equities (cost of $2,693,804) - Participants' loans (cost of $ ) - ---------- ---------- - Investments at contract value: Guaranteed investment contracts - ---------- ---------- Total investments ---------- ---------- Receivables: Accrued income Employee contribution - 21,148 ---------- ---------- Total receivables ---------- ---------- Net assets available for benefits ========== ==========
Sch I
PAR VALUE OR NUMBER OF FAIR SHARES DESCRIPTION OF INVESTMENT COST VALUE 957,415 Institutional Investor Stable Asset Fund $ 17,558,885 $ 20,136,343 179,731 Miller Anderson Sherrard Fixed Income Fund 2,080,247 1,957,275 132,881 Payden Rygel Global Fixed Income Fund 1,345,318 1,290,276 Cash and cash equivalents 7,468,843 7,468,843 ------------- ------------- Total Stable Income Fund 28,453,293 30,852,737 2,299,128 Acorn Fund 32,281,464 42,602,840 1,128,001 MAS Equity Fund 23,907,352 19,599,026 500,305 Delaware Fund 10,241,358 9,420,743 1,716 The Penn Traffic Company Common Stock * 1,777,420 15,873 188,533 Cash and cash equivalents 188,533 188,533 Participant Loans (interest rates from 9.25% to 9.75%) 5,326,382 5,326,382 ------------- ------------- Total investments $ 102,175,802 $ 108,006,134 ============= =============
Sch II
NUMBER NUMBER COST OF NET OF PURCHASE OF SELLING INVESTMENTS GAIN/ PURCHASES PRICE SALES PRICE SOLD (LOSS) DESCRIPTION OF INVESTMENT Acorn Fund 11 $10,346,777 5 $ 7,490,412 $ 5,558,270 $1,932,142 Provident Federal Funds 264 29,480,728 291 28,484,381 28,484,381 -
Loans in default
DETAILED DESCRIPTION OF LOAN INCLUDING DATES OF MAKING AND MATURITY, INTEREST RATE, THE TYPE AND VALUE OF COLLATERAL, ANY RE- PRINCIPAL INTEREST NEGOTIATION OF THE ORIGINAL RECEIVED RECEIVED UNPAID LOAN AND TERMS OF IDENTITY AND ADDRESS OF AMOUNT OF DURING THE DURING THE BALANCE AT THE RENEGOTIATION AND PRINCIPAL INTEREST OBLIGATOR LOAN YEAR YEAR YEAR-END OTHER MATERIAL ITEMS OVERDUE OVERDUE
Loan in default(a)
DETAILED DESCRIPTION OF LOAN INCLUDING DATES OF MAKING AND MATURITY, INTEREST RATE, THE TYPE AND VALUE OF COLLATERAL, ANY RE- PRINCIPAL INTEREST NEGOTIATION OF THE ORIGINAL RECEIVED RECEIVED UNPAID LOAN AND TERMS OF IDENTITY AND ADDRESS OF AMOUNT OF DURING THE DURING THE BALANCE AT THE RENEGOTIATION AND PRINCIPAL INTEREST OBLIGATOR LOAN YEAR YEAR YEAR-END OTHER MATERIAL ITEMS OVERDUE OVERDUE
EX-23.1 2 ex-23_1.txt EXHIBIT 23.1 Exhibit 23.1 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 33-88275) of The Penn Traffic Company of our report dated May 7, 2000, relating to the financial statements of The Penn Traffic Company 401(k) Savings Plan, which appears in this Form 11-K. PricewaterhouseCoopers LLP June 23, 2000 -----END PRIVACY-ENHANCED MESSAGE-----