11-K 1 c15983e11vk.htm ANNUAL REPORT e11vk
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINTGON, D.C. 20549
FORM 11 – K

     
ý   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended.............................December 31, 2006.............................
OR
     
o   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................000-14824................[Plexus Corp.]
A.   Full title of the plan and the address of the plan, if different from that of the issuer named below:
PLEXUS CORP. 401(k) SAVINGS PLAN
B.   Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
PLEXUS CORP.
55 JEWELERS PARK DRIVE
NEENAH, WI 54956
 
 

 


Table of Contents

Plexus Corp.
401(k) Savings Plan
Financial Statements and Supplemental Schedule
December 31, 2006 and 2005

 


 

         
    Page(s)  
 
       
    1  
 
       
Financial Statements
       
 
       
    2  
 
       
    3  
 
       
    4-7  
 
       
Supplemental Schedule
       
 
       
    8  
 Consent of Independent Auditors
Note:   Other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.

 


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Report of Independent Registered Public Accounting Firm
Plan Administrator
Plexus Corp. 401(k) Savings Plan
Neenah, Wisconsin
We have audited the accompanying statements of net assets available for benefits of Plexus Corp. 401(k) Savings Plan as of December 31, 2006 and 2005, and the related statement of changes in net assets available for benefits for the year ended December 31, 2006. 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 standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. 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 Plexus Corp. 401(k) Savings Plan as of December 31, 2006 and 2005, and the changes in net assets available for benefits for the year ended December 31, 2006, in conformity with accounting principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2006, 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. 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- WIPFLI LLP
Wipfli LLP
June 13, 2007
Green Bay, Wisconsin

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Plexus Corp. 401(k) Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2006 and 2005
 
                 
    2006     2005  
 
               
Assets
               
Investments (See Note 3)
  $ 126,806,047     $ 106,264,174  
Participant loans
    2,803,755       2,368,313  
 
           
 
    129,609,802       108,632,487  
 
               
Receivables
               
Employer’s contribution
    82,883       76,180  
Participants’ contributions
    277,383       249,857  
 
           
Total receivables
    360,266       326,037  
 
           
Total Assets
    129,970,068       108,958,524  
 
           
 
               
Liabilities
               
Excess contributions payable to participants
    66,143       82,094  
 
           
 
               
Net assets available for benefits
  $ 129,903,925     $ 108,876,430  
 
           
The accompanying notes are an integral part of these financial statements.

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Plexus Corp. 401(k) Savings Plan
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 2006
 
         
Additions
       
Additions to net assets attributed to
       
Investment income
       
Net appreciation in fair value of investments
  $ 13,237,985  
Interest and dividends
    4,009,525  
 
     
Total investment income
    17,247,510  
 
     
 
       
Contributions
       
Employer’s
    2,456,906  
Participants’
    9,395,605  
 
     
Total contributions
    11,852,511  
 
     
Total additions
    29,100,021  
 
       
Deductions
       
Deductions from net assets attributed to
       
Benefits paid to participants
    8,042,587  
Administrative expenses
    29,939  
 
     
Total deductions
    8,072,526  
 
       
Net increase
    21,027,495  
 
       
Net assets available for benefits
       
Beginning of year
    108,876,430  
 
     
End of year
  $ 129,903,925  
 
     
The accompanying notes are an integral part of these financial statements.

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Plexus Corp. 401(k) Savings Plan
Notes to Financial Statements
December 31, 2006 and 2005
 
1.   Description of Plan
 
    The following description of the Plexus Corp. 401(k) Savings 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 contributory defined contribution plan covering substantially all U.S. employees of Plexus Corp. (the “Company” or the “Employer”) and affiliated employers, as defined. Effective April 1, 2004, the Adoption Agreement was amended to allow employees to participate the first day of the month coinciding with or following their date of hire. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended.
 
    Contributions
Employee pre-tax contributions are based on voluntary elections via phone or Internet by the participants, directing the Company to defer a stated amount from the participant’s compensation. Effective January 1, 2005, participants may elect to defer up to 50% of their annual compensation. On a per pay period basis, the Company will make a matching contribution on behalf of a participant equal to 100% of the first 2.5% of the participant’s compensation contributed to the Plan. Participants are eligible for the matching contribution the first day of the plan year quarter coinciding with or following the date in which Plan eligibility requirements are met. Contributions are limited by Section 401(k) of the Internal Revenue Code (the “IRC”).
 
    Investment Alternatives
Plan participants may direct their entire account balances in 1% increments to any of the various investment options offered by the Plan. Company contributions are also invested based upon participant allocation elections. Participants may change their investment options on a daily basis.
 
    Participant Accounts and Allocations
Participant recordkeeping is performed by MFS Retirement Services, Inc. (“MFS”). For all investment programs which are mutual funds, MFS maintains participant balances on a share method. Participant investments in the Plexus Unitized Stock Fund and MFS Fixed Fund are accounted for on a unit value method. Units and unit values for these funds as of December 31, 2006 and 2005, were as follows:
                                 
    Units     Unit Value  
    December 31,     December 31,  
    2006     2005     2006     2005  
 
                               
Plexus Unitized Stock Fund
    2,427,342       3,046,470     $ 9.12     $ 8.66  
MFS Fixed Fund
    8,164,187       5,898,086       1.00       1.00  

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Plexus Corp. 401(k) Savings Plan
Notes to Financial Statements
December 31, 2006 and 2005
 
    Each participant’s account is credited with the participant’s contributions and allocations of Company contributions and plan earnings (losses). Allocations of plan earnings (losses) are based on participant account balances in relation to total fund account balances, as defined by the plan document.
 
    Vesting and Distributions
Participants immediately vest in all contributions made to the Plan. Participant accounts are distributable in the form of a lump sum payment or substantially equal installments of cash or in whole shares of Company securities as elected by the participant upon retirement, termination of employment, death, disability, financial hardship, or attainment of age 59-1/2. Prior to March 28, 2005, participant account balances less than $5,000 could be automatically distributed in a lump sum. Effective March 28, 2005, participant account balances less than $1,000 may be automatically distributed in a lump sum. In addition, participant accounts can be rolled over into an individual retirement account (“IRA”) or another qualified defined contribution plan. Participant distributions may not be deferred past April 1 of the calendar year following the year in which the participant attains age 70-1/2. Forfeitures of unclaimed distributions are used to reduce Company matching contributions.
 
    Participant Loans
Participants may borrow from their accounts a minimum of $1,000 up to a maximum amount equal to the lesser of $50,000 or 50% of their vested account balance. Loan terms range up to five years. Loan terms can be extended for the purchase of a primary residence. Loans are collateralized by the balance in the participant’s account and bear interest at the prime rate plus 1% at the time of loan origination. Principal and interest is paid ratably through regular payroll deductions.
 
2.   Summary of Significant Accounting Policies
 
    Accounting Method
The financial statements of the Plan are prepared under the accrual method of accounting.
 
    Use of Estimates
The preparation of the accompanying 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, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
 
    Investment Valuation and Income Recognition
The Plan’s investments are stated at fair value. The share value of mutual funds and the value of Plexus Corp. common stock are based on quoted market prices on the last business day of the plan year. The unit value of unitized funds and common trust funds is computed daily based on share price, dividend information, and the value of the fund’s short-term investments. Participant loans are stated at cost, which approximates fair value.
 
    The Plan presents in the statement of changes in net assets available for benefits, the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. Purchases and sales of investments are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date. Interest is recognized when earned.

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Plexus Corp. 401(k) Savings Plan
Notes to Financial Statements
December 31, 2006 and 2005
 
    Risks and Uncertainties
The Plan provides for various investment options in a combination of different investment securities. The Plan’s investments are exposed to various risks, such as interest rate, market, and credit risks. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the values of investments, 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 statements of net assets available for benefits and the statement of changes in net assets available for benefits.
 
    Payment of Benefits
Benefits are recorded when paid.
 
    Administrative Expenses
Certain expenses incurred in the administration of the Plan are paid by the Company and are not reflected within these financial statements.
 
3.   Investments
 
    The following presents investments that represent 5% or more of the Plan’s net assets:
                 
    2006     2005  
 
               
Plexus Corp. Common Stock, 2,427,342 and 3,046,470 units, respectively
  $ 22,137,604     $ 26,372,069  
MFS Capital Opportunities Fund, 605,313 and 635,354 shares, respectively
    9,364,198       8,589,985  
Munder Index 500 Fund, 426,433 and 415,380 shares, respectively
    12,575,500       10,783,252  
MFS Value Fund, 334,923 and 310,249 shares, respectively
    8,965,889       7,182,270  
American Capital World Growth and Income Fund, 169,064 and 0 shares, respectively
    7,088,845        
MFS Fixed Fund, 8,164,187 and 5,898,086 units, respectively
    8,164,187       5,898,086  
American Europacific Growth Fund, 294,076 and 236,184 shares, respectively
    13,692,166       9,707,181  
Columbia Acorn Fund, 401,067 and 309,481 shares, respectively
    11,638,977       8,532,381  
Thornburg Core Growth Fund, 549,377 and 480,885 shares, respectively
    9,817,372       7,275,797  

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Plexus Corp. 401(k) Savings Plan
Notes to Financial Statements
December 31, 2006 and 2005
 
During 2006, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value by $13,237,985, as follows:
         
Mutual funds
  $ 8,757,921  
Common stock
    4,480,064  
 
     
 
  $ 13,237,985  
 
     
4.   Amounts Allocated to Withdrawn Participants
 
    Approximately $27,806,000 and $25,041,000 of plan assets have been allocated to the accounts of persons who are no longer active participants of the Plan as of December 31, 2006 and 2005, respectively, but who have not yet received distributions as of that date.
 
5.   Tax Status
 
    The Internal Revenue Service has determined and informed the Company by a letter dated November 8, 2004, that the Plan is designed in accordance with applicable sections of the IRC. Although the Plan has been amended since receiving the determination letter, the Plan’s administrator and the Plan’s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan’s financial statements.
 
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.
 
7.   Related-Party Transactions
 
    Certain plan investments represent shares of funds managed by MFS Heritage Trust Company (the trustee of the Plan), employer securities, and participant loans. Transactions involving these investments are considered party-in-interest transactions. These transactions are not, however, considered prohibited transactions under 29 CFR 408(b) of the ERISA regulations.

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Plexus Corp. 401(k) Savings Plan
EIN: 39-1344447, PN: 001
Schedule of Assets (Held at End of Year)
December 31, 2006   Schedule H, line 4i
 
                 
    Identity of Issuer,        
    Borrower, Lessor   Description    
    or Similar Party   of Investment   Current Value **
 
               
*
  Plexus Corp. Common Stock   Common Stock   $ 22,137,604  
*
  MFS Money Market Fund   Mutual Fund     1,822  
*
  MFS Capital Opportunities Fund   Mutual Fund     9,364,198  
 
  Allianz RCM Technology Fund   Mutual Fund     2,173,017  
*
  MFS Value Fund   Mutual Fund     8,965,889  
 
  Thornburg Core Growth Fund   Mutual Fund     9,817,372  
*
  MFS Fixed Fund   Common Trust Fund     8,164,187  
 
  American EuroPacific Growth Fund   Mutual Fund     13,692,166  
 
  Columbia Acorn Fund   Mutual Fund     11,638,977  
 
  Munder Index 500 Fund   Mutual Fund     12,575,500  
*
  MFS Growth Allocation Fund   Mutual Fund     802,217  
 
  American Balanced Fund   Mutual Fund     4,714,993  
 
  Calvert Income Fund   Mutual Fund     3,819,229  
*
  MFS Conservative Allocation Fund   Mutual Fund     2,808,599  
*
  MFS Moderate Allocation Fund   Mutual Fund     3,447,705  
*
  MFS Aggressive Growth Allocation Fund   Mutual Fund     5,593,727  
 
  Capital World Growth and Income Fund   Mutual Fund     7,088,845  
 
               
 
          $ 126,806,047  
 
               
 
               
*
  Participant Loans   Interest rates ranging from 5.0% to 9.25%; maturity dates ranging from 2007 to 2012   $ 2,803,755  
 
               
 
*   Party-in-interest
 
**   Related cost information is not required for participant-directed investments.

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SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  PLEXUS CORP. 401(k) SAVINGS PLAN

 
Date: June 18, 2007
  /s/ Angelo M. Ninivaggi    
  Angelo M. Ninivaggi   
  Employee Stock Savings Plan Fiduciary
Committee Member