-----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, OOZ6boT8T8sFsWp+nDkP/hKkpAp2k/qpXfzu+2yIr4mm6N+w0ANUvou6fz/rqyZF NYZ+lG2+ON8yA0IWBRP7vw== 0000856465-06-000005.txt : 20060628 0000856465-06-000005.hdr.sgml : 20060628 20060628112314 ACCESSION NUMBER: 0000856465-06-000005 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051231 FILED AS OF DATE: 20060628 DATE AS OF CHANGE: 20060628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GIANT INDUSTRIES INC CENTRAL INDEX KEY: 0000856465 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 860642718 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10398 FILM NUMBER: 06928844 BUSINESS ADDRESS: STREET 1: 23733 N SCOTTSDALE RD CITY: SCOTTSDALE STATE: AZ ZIP: 85255 BUSINESS PHONE: 4805858888 MAIL ADDRESS: STREET 1: 23733 N SCOTTSDALE RD CITY: SCOTTSDALE STATE: AZ ZIP: 85255 11-K 1 form11k-2005.txt GIANT INDUSTRIES, INC. FORM 11-K 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, 2005 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ______ to ______. Commission File Number: 1-10398 (A) Full title of the plan and address of the plan if different from that of the issuer named below: GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN (B) Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office: GIANT INDUSTRIES, INC. 23733 North Scottsdale Road Scottsdale, Arizona 85255 REQUIRED INFORMATION Giant Industries, Inc. and Affiliated Companies 401(k) Plan (the "Plan") is subject to the Employee Retirement Income Security Act of 1974 ("ERISA"). Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the financial statements and schedules of the Plan for the two fiscal years ended December 31, 2005 and 2004, which have been prepared in accordance with the financial reporting requirements of ERISA, are attached hereto as Appendix 1 and incorporated herein by this reference. EXHIBIT Exhibit 23.1 - Consent of Deloitte & Touche LLP to incorporate report in previously filed Registration Statements. SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan's Administrative Committee has duly caused this annual report to be signed by the undersigned thereunto duly authorized. GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN Date: June 28, 2006 Signature: /s/ NATALIE R. DOPP --------------------------------------- Natalie R. Dopp Administrative Committee Member Date: June 28, 2006 Signature: /s/ MARK B. COX --------------------------------------- Mark B. Cox Administrative Committee Member APPENDIX 1 GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004, SUPPLEMENTAL SCHEDULES AS OF DECEMBER 31, 2005 AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN TABLE OF CONTENTS Page REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 1 FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004: Statements of Net Assets Available for Benefits 2 Statements of Changes in Net Assets Available for Benefits 3 Notes to Financial Statements 4-10 SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2005 - Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2005 11-13 SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2005 - Form 5500, Schedule H, Part IV, Line 4a - Delinquent Participant Contributions for the Year Ended December 31, 2005 14 All 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. REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Administrative Committee and Participants Giant Industries. Inc. and Affiliated Companies 401(k) Plan Scottsdale, Arizona We have audited the accompanying statements of net assets available for benefits of Giant Industries, Inc. and Affiliated Companies 401(k) Plan (the "Plan") as of December 31, 2005 and 2004, and the related statements of changes in net assets available for benefits for the years then ended. 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. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits 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 also 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, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2005 and 2004, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. Our audits were conducted 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, 2005 and the supplemental schedule of delinquent participant contributions for the year ended December 31, 2005, are presented for the purpose of additional analysis and are not required parts 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 schedules are the responsibility of the Plan's management. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 2005 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. /s/ DELOITTE & TOUCHE LLP Phoenix, Arizona June 26, 2006 -1-
GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 2005 AND 2004 2005 2004 ----------- ----------- ASSETS Investments Interest-bearing cash $ 1,409,922 $ 1,220,700 Non-interest bearing cash 142,341 - Participant-Directed Investments 91,350,123 54,048,398 Non Participant-Directed Investments 10,615,228 20,607,504 ------------ ----------- Total Investments 103,517,614 75,876,602 ------------ ----------- Receivables Employer Contribution 1,725,466 1,087,671 Participant Contributions 499,111 381,868 Other Receivable 306,253 - ------------ ----------- Total Receivables 2,530,830 1,469,539 ------------ ----------- NET ASSETS AVAILABLE FOR BENEFITS $106,048,444 $77,346,141 ============ =========== See notes to financial statements.
-2-
GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004 2005 2004 ------------ ------------ ADDITIONS: Contributions: Participants $ 5,769,293 $ 5,207,912 Employer 5,117,705 3,499,089 Rollover 767,384 412,700 ------------ ------------ Total contributions 11,654,382 9,119,701 ------------ ------------ Investment Income Net appreciation in fair value of investments 26,095,931 18,613,093 Interest and dividends 1,934,201 852,239 ------------ ------------ Total Investment Income 28,030,132 19,465,332 ------------ ------------ DEDUCTIONS: Distribution to participants - Benefits paid to Participants 10,946,746 6,995,976 Investment management service fees 35,465 31,802 ------------ ------------ Total deductions 10,982,211 7,027,778 ------------ ------------ TRANSFERS IN: Transferred in from Yorktown 401(k) Plan - 5,566,109 INCREASE IN NET ASSETS 28,702,303 27,123,364 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 77,346,141 50,222,777 ------------ ------------ End of year $106,048,444 $ 77,346,141 ============ ============ See notes to financial statements.
-3- GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004 1. DESCRIPTION OF THE PLAN The following description of the Giant Industries, Inc. and Affiliated Companies 401(k) Plan (as amended from time to time, the "Plan") is provided for general information purposes only. Additional information about the Plan can be found in the Summary Plan Description (as amended from time to time, the "SPD"). The following description of the Plan and the description of the Plan in the SPD do not, however, purport to be complete and are qualified in their entirety by reference to the plan documents, as they are amended from time to time. GENERAL - The Plan was established on July 1, 1993. All employees of Giant Industries, Inc. and its affiliated companies ("Giant" or the "Company") are eligible to participate in the Plan. The Plan is subject to the Employee Retirement Income Security Act of 1974 ("ERISA"). In May 2002, Giant acquired the Yorktown refinery in Yorktown, Virginia. As part of the acquisition, Giant adopted the Giant Yorktown 401(k) Retirement Savings Plan (the "Yorktown Plan"). Effective March 1, 2004, the Yorktown Plan was merged into the Plan for administrative convenience and to reduce costs. Assets in the amount of $5,566,109 were transferred from the Yorktown Plan into the Plan. Participants in the Plan that had been participants in the former Yorktown Plan continued with similar benefits under the merged Plan that they had under the Yorktown Plan. CONTRIBUTIONS - Participants may contribute a percentage of their eligible compensation into the Plan. Pre-tax salary amounts contributed to the Plan by the participant can range from 1% to 60% of eligible compensation, subject to certain Internal Revenue Code ("IRC") limitations. Also, participants can make after-tax contributions. After- tax salary contributions are limited to no more than 10% of eligible compensation. Giant may, however, refuse to accept a participant's after- tax contributions if it will have an adverse affect on the Plan's compliance with applicable IRC provisions. Subject to certain IRC limits, Giant matches the pre-tax contributions made by the participants. Effective January 1, 2004, all participants became eligible for the match on their date of hire and the match was made each pay period rather than at the end of the year. This match is at the discretion of Giant and may be discontinued at any time. -4- In 2005 and 2004, the Company made discretionary matching contributions of 100% and 50%, respectively, on pre-tax contributions by non-Yorktown employees up to a maximum of 6% of compensation and of 100% on pre-tax contributions for Yorktown employees up to a maximum of 7% of compensation, which totaled $3,652,703 and $2,527,581, respectively. In addition to the discretionary matching contribution, the Company approved non-matching contributions for 2005 and 2004 in the amounts of $1,465,002 and $971,508, respectively. These non-matching contributions were made in Company stock and allocated to non-Yorktown participants who had more than one year of service and met other eligibility requirements. The 2005 contribution receivable reflects $1,465,002 of non-matching contributions and $260,464 of unfunded discretionary matching contributions. Non-Yorktown participants must be employed by the Company on the last day of the Plan year to be eligible for Company non-matching contributions. Yorktown employees do not receive non-matching contributions. In March 2006, the Company contributed 25,115 shares of its common stock to fund the $1,465,002 non-matching contribution receivable. In April 2005, the Company contributed 34,196 shares of its common stock to fund the $971,508 discretionary non-matching contribution receivable. SUPPLEMENTAL CONTRIBUTION (NON-MATCHING) - Effective January 1, 2005, non-Yorktown employees will continue to receive a supplemental contribution each year. The supplemental contribution currently is 3% of the participant's eligible annual compensation. This contribution will be made into the plan to an account in the participant's name even if the participant does not make contributions to the plan. Contributions may be made in cash or in Giant stock or a combination of both. These contributions are immediately fully vested. Contributions in Giant stock are, however, restricted, which means that the participant cannot withdraw, sell, or transfer the shares to another fund until the participant satisfies one or more of the diversification provisions described below. Giant reserves the right to modify or discontinue the making of this contribution in the future. The Company also may make additional discretionary non-matching contributions in its sole discretion. VESTING - In general, participants are 100% vested in their own pre- tax, after-tax and rollover contributions (if any), all as adjusted for earnings or losses. To be vested means that the participant has a nonforfeitable right to such amounts. -5- Non-Yorktown participants hired prior to January 1, 2004 are 100% vested in the matching contributions. Non-Yorktown participants hired on or after January 1, 2004 are subject to a three year cliff vesting schedule on matching contributions. Yorktown participants have been subject to a three year cliff vesting schedule since the Yorktown refinery was acquired in May 2002. Cliff vesting means that if the participant terminates employment with the Company within the first three years following their date of hire, then they will forfeit any matching contributions that were made to their account during such time period. Any previous supplemental contributions and any previous discretionary contributions made by Giant will continue to be 100% vested. DIVERSIFICATION - Effective September 30, 2005, to the extent restricted, the restrictions applicable to Giant shares in the Plan will be removed under the following conditions: - All of the restrictions will be removed: - When the participant turns 59 1/2; - When the participant turns 55 and has 10 or more years of service with Giant; - When the participant has 15 or more years of service with Giant; or - When the participant terminates employment with Giant. - When a participant has between 10 and 15 years of service with Giant, the restrictions on half of his or her restricted holdings will be removed. DISTRIBUTIONS - In general, participants may take distributions from the Plan under the following circumstances: (i) at age 59 1/2, (ii) at age 55 with 10 years of service, (iii) upon termination from the Company, and (iv) at retirement, death, or hardship as defined by government regulations and the Plan. A participant may elect to receive a lump-sum amount or installment payments equal to the value of the participant's vested interest in his or her account or rollover their account balance to another eligible retirement plan or IRA. The Plan had no participant benefit distributions payable at December 31, 2005 and 2004. PARTICIPANT ACCOUNTS - Individual accounts are maintained for each Plan participant. Each participant's account is credited with the participant's contribution, the Company's matching contribution, and, if eligible, allocations of Company discretionary non-matching contributions, the supplemental non-matching contribution, and account earnings, and charged with withdrawals and account losses. The benefit to which a participant is entitled is the vested portion of a participant's account. -6- PARTICIPANT LOANS - Participants may borrow from their fund accounts up to 50% of the participant-directed portion of their account balances, with a minimum loan of $1,000 and a maximum of $50,000. The loans are secured by the balance in the participant's account and bear interest at rates that are established at 1% above the prime rate. The loan must be repaid within a period not to exceed five years, unless the loan is used to acquire any dwelling unit as a principal residence of the participant. In such circumstances, the loan's repayment term may not exceed 10 years. PLAN ADMINISTRATION - The Company administers the Plan through a 401(k) Administrative Committee (the "Committee") comprised of five employees who are appointed annually by the Company's Board of Directors. At the Company's option, the Company pays most expenses pertaining to the administration of the Plan. Fidelity Management Trust Company acts as the Plan's trustee, custodian, and recordkeeper. INVESTMENTS - Participants direct the investment of the assets in their 401(k) account into various investment options offered by the Plan, with the exception of certain shares of Company stock contributed to the Plan by Giant. As previously discussed under the heading "DIVERSIFICATION", in September 2005, the Plan was amended to expand the circumstances in which participants may direct the investment of shares of Company stock contributed by the Company into other funds. The shares of Company stock contributed by the Company are those shares that were transferred from the Company's former Employee Stock Ownership Plan, which was merged with the Plan on January 1, 2001, plus any shares that have been contributed as discretionary non-matching contributions or supplemental non-matching contributions. The participant is permitted to direct the disposition of these shares when the participant satisfies the criteria described above under "DIVERSIFICATION". FORFEITED ACCOUNTS - At December 31, 2005 and 2004, forfeited, nonvested accounts totaled $36,823 and $42,056, respectively. These non- vested amounts will be used to reduce future employer contributions or Plan expenses. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING - The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. INVESTMENT VALUATION AND INCOME RECOGNITION - Plan investments are stated at fair value, which is measured by quoted market prices. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex- dividend date. -7- BENEFITS - Benefits are recorded when paid. USE OF ESTIMATES - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires Giant to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates. RISKS AND UNCERTAINTIES - The Plan utilizes various investment instruments. Investment securities, in general, are exposed to various risks, such as interest rate risk, credit risk, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements. 3. INVESTMENTS The Plan's investments that represented 5% or more of the Plan's net assets available for benefits as of December 31, 2005 and 2004 are as follows:
2005 2004 ----------- ----------- Giant Industries, Inc. Stock Fund $33,791,256 $25,560,720 Fidelity Contrafund 14,387,873 11,430,941 Fidelity Retirement Government Money Market Fund 7,366,191 5,051,070
During the Plan years ended December 31, 2005 and 2004, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value by $26,095,931 and $18,613,093, respectively, as follows:
2005 2004 ----------- ----------- Giant Industries, Inc. common stock $23,181,800 $15,338,753 Mutual funds 2,914,131 3,274,340 ----------- ----------- Net appreciation in fair value of investments $26,095,931 $18,613,093 =========== ===========
-8- 4. NONPARTICIPANT-DIRECTED INVESTMENTS Information about the net assets and the significant components of the changes in net assets relating to investments that are not directed by the participants is as follows as of and for the years ended December 31:
2005 2004 ----------- ----------- Net Assets: Giant Industries, Inc. Stock Fund $10,615,228 $20,607,504 =========== =========== Change in net assets: Net appreciation in fair value $ 8,073,774 $10,892,857 Employer contributions 971,508 900,000 Distributions to participants (3,456,012) (1,602,833) Transfers to participant-directed investments (15,568,206) (419,728) Fees (13,340) (17,524) ----------- ----------- Net (decrease) increase (9,992,276) 9,752,772 ----------- ----------- Giant Industries, Inc. Stock Fund - beginning of year 20,607,504 10,854,732 ----------- ----------- Giant Industries, Inc. Stock Fund - end of year $10,615,228 $20,607,504 =========== ===========
5. FEDERAL INCOME TAX STATUS The Plan obtained its latest determination letter dated September 24, 2003 in which the Internal Revenue Service ("IRS") stated that the Plan, as then designed, was in compliance with the applicable requirements of the IRC. The Plan has been amended several times since issuance of the determination letter. The Plan administrator and the Plan's tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the IRC, and accordingly, no provision for income taxes has been included in Giant's financial statements. 6. EXEMPT PARTY-IN-INTEREST TRANSACTIONS Certain Plan investments are shares of mutual funds managed by Fidelity Investments. Fidelity Investments is an affiliate of the Plan's trustee as defined by the Plan, and therefore, these transactions qualify as party-in-interest transactions. Fees paid by the Plan for the investment management services amounted to $35,465 and $31,802 for the years ended December 31, 2005 and 2004, respectively. -9- At December 31, 2005 and 2004, the Plan held 620,365 and 918,069 shares, respectively, of common stock of the Company, the sponsoring employer. The cost basis of these shares at December 31, 2005 and 2004 were $8,288,157 and $5,692,139, respectively. 7. PLAN TERMINATION Although it has not expressed any intention 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 set forth in ERISA. In the event that the Plan is terminated, participants would become 100% vested in their accounts. 8. PROHIBITED TRANSACTION - LATE REMITTANCE During 2005 the Plan inadvertently engaged in a prohibited transaction by late remittance of participant deferrals which is an operational deficiency in the Plan's compliance with the applicable qualification sections of the Internal Revenue Code. The effects of the transaction have been corrected in accordance with the procedures prescribed by the Internal Revenue Service, and management does not believe there will be any effect on the Plan's financial position. In addition, participant accounts were credited with the amount of investment income that would have been earned had the participant contribution been remitted on a timely basis. ******* -10-
GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN FORM 5500, SCHEDULE H, PART IV, LINE 4i SCHEDULE OF ASSETS (HELD AT END OF YEAR) DECEMBER 31, 2005 Identity of Issuer, Description of Investment Including Borrower, Lessor or Maturity Date, Rate of Interest, Current Similar Party Collateral, Par or Maturity Value Cost Value - ---------------------------------------- ------------------------------------------- ---------- ----------- *Fidelity Retirement Government Money Market Fund Money Market Fund $ ** $ 7,366,191 *Fidelity Retirement Money Market Fund Money Market Fund ** 1,685,228 Lord Abbett Middle Capital Value A Mutual Fund ** 410,449 Baron Growth Mutual Fund ** 1,362,045 *Fidelity Fund Mutual Fund ** 2,036 *Fidelity Fund ABF Small Capital Value Mutual Fund ** 120,258 *Fidelity Government Income Fund Mutual Fund ** 3,228,950 *Fidelity Independence Fund Mutual Fund ** 408 *Fidelity Asset Manager Portfolio Fund Mutual Fund ** 3,505,512 *Fidelity Asset Manager Growth Fund Mutual Fund ** 4,545,899 *Fidelity Contrafund Mutual Fund ** 14,387,873 *Fidelity Growth Company Fund Mutual Fund ** 56,850 *Fidelity Aggressive Growth Fund Mutual Fund ** 3,237,469 *Fidelity Diversified International Fund Mutual Fund ** 3,719,118 *Fidelity Freedom Income Mutual Fund ** 127,792 *Fidelity Freedom 2000 Mutual Fund ** 473,324 *Fidelity Freedom 2010 Mutual Fund ** 1,960,696 *Fidelity Freedom 2020 Mutual Fund ** 1,655,499 *Fidelity Freedom 2030 Mutual Fund ** 926,041 *Fidelity Freedom 2040 Mutual Fund ** 552,703 *Fidelity Spartan U.S. Equity Index Fund Mutual Fund ** 2,268,323 *Fidelity Puritan Mutual Fund ** 49,814 *Fidelity Trend Fund Mutual Fund ** 2,828 *Fidelity Ginnie Mae Fund Mutual Fund ** 77,090 *Fidelity Equity Income Fund Mutual Fund ** 59,089 *Fidelity Investment Grade Bond Fund Mutual Fund ** 35,403 *Fidelity Growth & Income Fund Mutual Fund ** 14,782 *Fidelity Europe Fund Mutual Fund ** 117,696 *Fidelity Intermediate Bond Fund Mutual Fund ** 14,938 *Fidelity Capital & Income Mutual Fund ** 65,417 *Fidelity Value Fund Mutual Fund ** 253,776 *Fidelity Mortgage Security Fund Mutual Fund ** 6,054 *Fidelity OTC Portfolio Mutual Fund ** 5,711 *Fidelity Overseas Fund Mutual Fund ** 114,393 *Fidelity International Discovery Fund Mutual Fund ** 153,607 (Continued) -11-
GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN FORM 5500, SCHEDULE H, PART IV, LINE 4i SCHEDULE OF ASSETS (HELD AT END OF YEAR) DECEMBER 31, 2005 Identity of Issuer, Description of Investment Including Borrower, Lessor or Maturity Date, Rate of Interest, Current Similar Party Collateral, Par or Maturity Value Cost Value - ---------------------------------------- ------------------------------------------- ---------- ----------- *Fidelity Pac Basin Mutual Fund ** $ 200,391 *Fidelity Real Estate Fund Mutual Fund ** 357,994 *Fidelity Balanced Fund Mutual Fund ** 235,053 *Fidelity Value Strategic Fund Mutual Fund ** 18,786 *Fidelity Cap Appreciation Fund Mutual Fund ** 146,292 *Fidelity Conv Security Fund Mutual Fund ** 10,436 *Fidelity Canada Fund Mutual Fund ** 752,386 *Fidelity Utilities Fund Mutual Fund ** 41,690 *Fidelity Blue Chip Fund Mutual Fund ** 99,182 *Fidelity Disciplined Equity Fund Mutual Fund ** 121,507 *Fidelity Low Priced Stock Fund Mutual Fund ** 2,720,236 *Fidelity Worldwide Fund Mutual Fund ** 50,134 *Fidelity Equity Income II Fund Mutual Fund ** 728,890 *Fidelity Leveraged Company Stock Fund Mutual Fund ** 431,079 *Fidelity Stock Selector Fund Mutual Fund ** 2,203 *Fidelity Asset Manager Income Fund Mutual Fund ** 124,659 *Fidelity Dividend Growth Fund Mutual Fund ** 744,025 *Fidelity Emerging Markets Fund Mutual Fund ** 278,435 *Fidelity New Market Income Fund Mutual Fund ** 245,847 *Fidelity Export and Multinational Fund Mutual Fund ** 145,912 *Fidelity Growth and Income II Fund Mutual Fund ** 168 *Fidelity Japan Fund Mutual Fund ** 147,173 *Spartan Total Market Index Fund Mutual Fund ** 4,257 *Fidelity Short Term Bond Fund Mutual Fund ** 15,678 *Fidelity Managed Income Portfolio Common/Collective Trust ** 541,710 *Fidelity Institutional Short Interim Government Fund Mutual Fund ** 2,963 *Fidelity Aggressive International Fund Mutual Fund ** 34,002 *Fidelity Small Cap Independence Mutual Fund ** 57,426 *Fidelity Structured Mid Cap Stock Fund Mutual Fund ** 1,458,428 *Fidelity Large Cap Stock Fund Mutual Fund ** 8,290 *Fidelity Asset Manager Aggressive Mutual Fund ** 12,983 *Fidelity Southeast Asia Mutual Fund ** 175,384 *Fidelity Intermediate Government Income Fund Mutual Fund ** 4,508 *Fidelity Inflation Protected Bond Mutual Fund ** 38,634 *Fidelity Ultrashort Bond Fund Mutual Fund ** 16,371 *Fidelity Large Cap Growth Fund Mutual Fund ** 108,660 *Fidelity Total Bond Fund Mutual Fund ** 21,892 (Continued) -12-
GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN FORM 5500, SCHEDULE H, PART IV, LINE 4i SCHEDULE OF ASSETS (HELD AT END OF YEAR) DECEMBER 31, 2005 Identity of Issuer, Description of Investment Including Borrower, Lessor or Maturity Date, Rate of Interest, Current Similar Party Collateral, Par or Maturity Value Cost Value - ---------------------------------------- ------------------------------------------- ---------- ----------- *Fidelity Small Cap Retirement Mutual Fund ** $ 22,295 *Fidelity Fifty Fund Mutual Fund ** 87,012 *Fidelity US Bond Index Fund Mutual Fund ** 10,331 *Fidelity Structured Large Cap Value Fund Mutual Fund ** 105,553 *Fidelity Structured Mid Cap Value Fund Mutual Fund ** 95,621 *Fidelity Focused Stock Fund Mutual Fund ** 38,714 *Fidelity Small Cap Stock Fund Mutual Fund ** 37,857 *Fidelity Europe Capital Appreciation Fund Mutual Fund ** 10,264 *Fidelity Latin America Fund Mutual Fund ** 785,746 *Fidelity Strategic Income Fund Mutual Fund ** 327,845 *Fidelity Real Estate Income Fund Mutual Fund ** 3,040 *Fidelity Blue Chip Value Fund Mutual Fund ** 16,965 *Fidelity NASDAQ Composite Index Mutual Fund ** 7,713 *Fidelity Freedom 2005 Mutual Fund ** 799,074 *Fidelity Freedom 2015 Mutual Fund ** 311,550 *Fidelity Freedom 2025 Mutual Fund ** 667,902 *Fidelity Freedom 2035 Mutual Fund ** 15,814 *Fidelity Mid Cap Growth Fund Mutual Fund ** 22,448 *Fidelity International Real Estate Fund Mutual Fund ** 3,229 *Fidelity Small Cap Growth Fund Mutual Fund ** 107 *Fidelity Small Cap Value Fund Mutual Fund ** 25,742 *Participant-directed - Giant Industries, Inc. Stock Fund Stock Fund ** 23,176,028 *Non participant-directed - Giant Industries, Inc. Stock Fund Stock Fund $ 2,020,978 10,615,228 Participant notes receivable Participant loans, interest at prime plus 1.00% (5.75% to 7.75% at December 31, 2005, maturing from 2006 to 2015) ** 3,664,610 ----------- $103,517,614 =========== *Permitted party-in-interest **Cost information is not required for participant-directed investments and therefore is not included. (Concluded) -13-
GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES 401(k) PLAN FORM 5500, SCHEDULE H, PART IV, LINE 4a- DELINQUENT PARTICIPANT CONTRIBUTIONS FOR THE YEAR ENDED DECEMBER 31, 2005 Question 4a "Did the employer fail to transmit to the plan any participant contributions within the time period described in 29 CFR 2510.3-102," was answered "yes." Relationship to Plan, Identity of Employer or Other Party Involved Party-in-Interest Description of Transactions Amount - ---------------------- --------------------- --------------------------------------- -------- Giant Industries, Inc. Employer/Plan Sponsor Participant contributions for employees $638 were not funded within the time period prescribed by D.O.L. Regulation 2510.3-102. The June 1, 2005 participant contribution of $96 was deposited on June 26, 2005. The August 8, 2005 participant contribution of $178 was deposited on September 7, 2005. The December 23, 2005 participant contribution of $364 was deposited on January 18, 2006. -14-
EX-23 2 exhibit23-1.txt GIANT INDUSTRIES, INC. FORM 11-K EXHIBIT 23.1 EXHIBIT 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-113590 on Form S-3 and Nos. 33-35357, 333-104249, and 333- 80577, all on Form S-8, of our report dated June 26, 2006, appearing in this Annual Report on Form 11-K of Giant Industries, Inc. and Affiliated Companies 401(k) Plan for the year ended December 31, 2005. /s/ DELOITTE & TOUCHE LLP Phoenix, Arizona June 26, 2006 -----END PRIVACY-ENHANCED MESSAGE-----