-----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, VC0ZHvBOE6IToOuDekqUsCl5d0Hld0178RQQB22N9qvhUokc9Rn2xFptyS31DWSH sjj1b3423OrkKraCBCk/LQ== 0000950152-01-502978.txt : 20010702 0000950152-01-502978.hdr.sgml : 20010702 ACCESSION NUMBER: 0000950152-01-502978 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: FRONTSTEP INC CENTRAL INDEX KEY: 0000872443 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 311083175 STATE OF INCORPORATION: OH FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-19024 FILM NUMBER: 1670991 BUSINESS ADDRESS: STREET 1: 2800 CORPORATE EXCHANGE DR STREET 2: N/A CITY: COLUMBUS STATE: OH ZIP: 43231 BUSINESS PHONE: 6145237000 MAIL ADDRESS: STREET 1: 2800 CORPORATE EXCHANGE DR CITY: COLUMBUS STATE: OH ZIP: 43231 FORMER COMPANY: FORMER CONFORMED NAME: SYMIX SYSTEMS INC DATE OF NAME CHANGE: 19930328 11-K 1 l89043ae11-k.txt FRONTSTEP, INC. FORM 11-K 1 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 ended December 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ___________ Commission file number 333-43947 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Frontstep, Inc. 401(K) Plan (fka Symix Systems, Inc. 401(K) Plan as of December 31, 2000) B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Frontstep, Inc. (fka Symix Systems, Inc.) 2800 Corporate Exchange Drive Suite 400 Columbus, Ohio 43231 Exhibit Index on Page 4. Page 1 of 17 Pages. 2 REQUIRED INFORMATION -------------------- The following financial statements and supplemental schedules for the Frontstep, Inc. 401(K) Plan are being filed herewith: Description Page No. - ----------- -------- Table of Contents to Financial Statements Page 6. Audited Financial Statements: - ---------------------------- Report of Independent Auditors Page 7. Report of Independent Auditors Page 8. Statements of Net Assets Available for Page 9. Plan Benefits at December 31, 2000 and 1999 Statements of Changes in Net Assets Available Page 10. for Plan Benefits for the Year Ended December 31, 2000 Notes to Financial Statements for the Year Ended December 31, 2000 Pages 11 through 14. Supplemental Schedules: - ---------------------- Item 27a - Schedule 1: Schedule of Assets Held for Investment Page 15. Purposes at December 31, 2000 The following exhibit is being filed herewith: Exhibit No. Description Page No. - ----------- ----------- -------- 23a Consent of Independent Auditors Page 16. 23b Consent of Independent Auditors Page 17. Page 2 of 17 Pages. 3 SIGNATURES ---------- THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. FRONTSTEP, INC. 401(K) PLAN Date: June 28, 2001 By: /s/ Daniel P. Buettin ----------------------------------- Daniel P. Buettin, Plan Trustee Page 3 of 17 Pages. 4 FRONTSTEP, INC. 401(K) PLAN ANNUAL REPORT ON FORM 11-K FOR FISCAL YEAR ENDED DECEMBER 31, 2000 INDEX TO EXHIBITS ----------------- Exhibit No. Description Page No. - ----------- ----------- -------- 23a Consent of Independent Auditors Page 16. 23b Consent of Independent Auditors Page 17. Page 4 of 17 Pages. 5 SYMIX SYSTEMS, INC. 401(K) PLAN Financial Statements and Supplemental Schedule December 31, 2000 and 1999 (With Independent Auditors' Report Thereon) Page 5 of 17 Pages. 6 SYMIX SYSTEMS, INC. 401(K) PLAN TABLE OF CONTENTS
PAGE Independent Auditors' Report 1 Report of Independent Auditors (Ernst & Young LLP) 2 Statements of Net Assets Available for Plan Benefits, December 31, 2000 and 1999 3 Statement of Changes in Net Assets Available for Plan Benefits, Year ended December 31, 2000 4 Notes to Financial Statements 5 SCHEDULE: 1 Schedule of Assets Held for Investment Purposes at End of Year, December 31, 2000 9
All other schedules required by 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 there is nothing to report. Page 6 of 17 Pages. 7 [KPMG LOGO] Two Nationwide Plaza Telephone 614 249 2300 Columbus, OH 43215-2577 Fax 614 249 2348 INDEPENDENT AUDITORS' REPORT The Board of Directors Frontstep, Inc.: We have audited the accompanying statement of net assets available for plan benefits of Symix Systems, Inc. 401(K) Plan (Plan) as of December 31, 2000, and the related statement of changes in net assets available for plan benefits for the year 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 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 that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above presented fairly, in all material respects, the net assets available for plan benefits of the Plan as of December 31, 2000, and the changes in net assets available for plan benefits for the year then ended in conformity with accounting principles generally accepted in the United States of America. Our audit was performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets held for investment purposes at end of year as of December 31, 2000, 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 is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audit 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. KPMG, LLP Columbus, Ohio June 8, 2001 Page 7 of 17 Pages. 8 REPORT OF INDEPENDENT AUDITORS Board of Trustees Symix 401(k) Profit Sharing Plan We have audited the accompanying statement of net assets available for plan benefits of the Symix 401(k) Profit Sharing Plan as of December 31, 1999. This financial statement is the responsibility of the Plan's management. Our responsibility is to express an opinion on this financial statement based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement. 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 audit provides a reasonable basis for our opinion. In our opinion, the financial statement referred to above presents fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 1999, in conformity with accounting principles generally accepted in the United States. /s/ Ernst & Young LLP ------------------------------- Columbus, Ohio May 18, 2000 2 Page 8 of 17 Pages. 9 SYMIX SYSTEMS, INC. 401(K) PLAN Statements of Net Assets Available for Plan Benefits December 31, 2000 and 1999 2000 1999 ----------- ----------- Assets: Cash $ 5,413 1,138 Investments, at fair value 18,321,925 19,191,845 Investment income receivable 5,380 -- Contributions receivable -- 104,737 ----------- ----------- Net assets available for plan benefits $18,332,718 19,297,720 =========== =========== See accompanying notes to the financial statements. 3 Page 9 of 17 Pages. 10 SYMIX SYSTEMS, INC. 401(K) PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended December 31, 2000 Additions: Additions to net assets attributed to: Investment income: Interest and dividends $ 1,379,570 Net depreciation in fair value of investments (5,069,788) ----------- (3,690,218) ----------- Contributions: Participant 2,793,582 Employer 796,679 Rollover 255,826 ----------- 3,846,087 ----------- Total additions 155,869 ----------- Deductions: Deductions from net assets attributed to: Benefits paid to participants or beneficiaries 1,120,871 ----------- Total deductions 1,120,871 ----------- Net decrease (965,002) ----------- Net assets available for plan benefits: Beginning of year 19,297,720 ----------- End of year $18,332,718 =========== See accompanying notes to the financial statements. 4 Page 10 of 17 Pages. 11 SYMIX SYSTEMS, INC. 401(K) PLAN Notes to Financial Statements December 31, 2000 and 1999 (1) PLAN DESCRIPTION The following description of the Symix Systems, Inc. 401(k) Plan (the Plan) provides only general information. Participants should refer to the Summary Plan Description for a complete description of the Plan's provisions. The Plan is a defined contribution plan established October 1, 1989 covering substantially all employees of Frontstep, Inc. and subsidiaries (the employer or Plan Sponsor). All employees who have reached the age of 21 are eligible to participate in the Plan. Plan enrollment is the first day of each quarter of the Plan year. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Merrill Lynch serves as both Trustee and recordkeeper for the Plan. (a) CONTRIBUTIONS Each year, participants may contribute the lesser of 18% of their annual compensation, as defined in the Plan, or the maximum permitted by the Internal Revenue Code (IRC). The employer contributes an amount equal to 50% of the first 5% of deferred compensation the participant contributes to the Plan. Upon enrollment, participants may direct their contributions into any of the Plan's investment options, including the employer's common stock. The employer matching contribution is allocated according to the participant's elected investment option allocation percentages. (b) DISTRIBUTIONS On termination of service, due to death, disability, or retirement, or upon attaining age 59 1/2, a participant may elect to receive a lump-sum amount equal to the value of the participant's vested interest in their account or annual installments over a period not to exceed the participants lifetime, or the joint lifetime of the participant and their spouse. For termination of service due to other reasons, a participant may receive the value of the vested interest in the participant's account as a lump-sum distribution. (c) VESTING Amounts contributed by participants and earnings thereon become immediately vested. Vesting of the employer's contribution and related earnings becomes 100% vested after five years of continuous service (20% per year of service with the employer). (d) PARTICIPANT LOANS Under the Plan, employees may borrow from their fund accounts up to the lesser of $50,000 or 50% of their vested account balance. Loan terms range from 1-5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participant's account and bear interest at prime interest rate plus one percent. Principal and interest is paid ratably through monthly payroll deductions. 5 (Continued) Page 11 of 17 Pages. 12 SYMIX SYSTEMS, INC. 401(K) PLAN Notes to Financial Statements December 31, 2000 and 1999 (e) PARTICIPANTS ACCOUNTS Each participant's account is credited with the participant's contributions and allocations of (a) the employer's contributions and (b) Plan earnings. Earnings of the Plan are allocated to individual participant's accounts based on the ratio of the participant's account balance in the appropriate fund as of the preceding valuation date to the total fund balance as of the preceding valuation date. Upon termination of employment, a participant's nonvested portion of employer contributions and related earnings are forfeited. At December 31, 2000 forfeited nonvested accounts totaled $265,566. These amounts are used to reduce future employer contributions. (f) PLAN TERMINATION Although it has not expressed any intent to do so, the employer 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 would become 100% vested in their employer contributions. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) BASIS OF PRESENTATION The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and present the net assets available for plan benefits and changes in those net assets. (b) INVESTMENTS Plan investments are stated at fair value. The shares of the employer's common stock are valued at its quoted market price. The shares of registered investment companies are valued at quoted market prices which represent the net asset value of shares held by the Plan at year end. The participant loans are valued at their outstanding balances, which approximate fair value. The investment in the common/collective trust, which holds guaranteed investment contracts, is stated at contract value, which approximates fair value. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis and is recognized when earned. Dividends are recorded on the ex-dividend date. (c) CONTRIBUTIONS Employee contributions are recognized when withheld and employer contributions are recognized when due. Rollovers are recognized when approved by the Plan Sponsor and received by the Plan. 6 (Continued) Page 12 of 17 Pages. 13 SYMIX SYSTEMS, INC. 401(K) PLAN Notes to Financial Statements December 31, 2000 and 1999 (d) DISTRIBUTIONS Benefit distributions are recognized when paid. (e) TRUSTEE AND ADMINISTRATIVE FEES All costs and expenses of administering the Plan are borne by the employer. (f) USE OF ESTIMATES The preparation of financial statements 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 of additions and deductions to net assets available for plan benefits during the reporting period. Actual results could differ significantly from those estimates. (3) INVESTMENTS The following presents investments that represent 5% or more of the Plan's net assets: 2000 1999 Frontstep, Inc. Common Stock $ -- 2,657,620 Merrill Lynch Retirement Preservation Trust 1,444,461 1,528,879 Merrill Lynch Fundamental Growth Fund 5,268,145 5,111,866 GAM International Fund 1,159,313 1,511,051 Merrill Lynch Balanced Capital Fund 1,466,857 1,343,697 Merrill Lynch Growth Fund 1,502,607 1,610,166 Merrill Lynch S&P 500 Index Fund 926,850 -- MFS Massachusetts Investors Trust 3,000,759 2,985,079 Davis New York Venture Fund 1,115,841 -- During 2000, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value as follows: Mutual funds $(2,397,667) Common stock (2,672,121) ----------- $(5,069,788) =========== 7 (Continued) Page 13 of 17 Pages. 14 SYMIX SYSTEMS, INC. 401(K) PLAN Notes to Financial Statements December 31, 2000 and 1999 (4) TAX STATUS The Internal Revenue Service has determined and informed the Plan Sponsor by a letter dated October 30, 1996, that the Plan and related trust are designed in accordance with applicable sections of the IRC. Although the Plan has been amended since receiving the determination letter, the Plan Sponsor 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. (5) RELATED-PARTY TRANSACTIONS Certain plan investments are shares of mutual funds managed by Merrill Lynch. Merrill Lynch is the trustee as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. 8 Page 14 of 17 Pages. 15 SCHEDULE 1 SYMIX SYSTEMS, INC. 401(K) PLAN Schedule of Assets Held for Investment Purposes at End of Year Plan number: 001 EIN: 31-1093175 December 31, 2000
(a) (b) (c) (e) - ----- ---------------- ------------------------------------------------- ------------ IDENTITY OF DESCRIPTION OF INVESTMENT ISSUE, BORROWER, INCLUDING MATURITY DATE, LESSOR, OR RATE OF INTEREST, COLLATERAL, CURRENT SIMILAR PARTY PAR, OR MATURITY VALUE VALUE - ----- ---------------- ------------------------------------------------- ------------ (*) Frontstep, Inc. Frontstep, Inc. common stock, 256,521 shares $ 881,663 (*) Merrill Lynch Retirement Preservation Trust, 1,444,461 1,444,461 Munder Future Technology Fund A, 5,904 shares 51,897 (*) Merrill Lynch Fundamental Growth Fund, 237,090 shares 5,268,145 GAM International Fund, 57,908 shares 1,159,313 Munder Micro Cap Equity Fund, 3,985 shares 88,676 (*) Merrill Lynch Balanced Capital Fund, 48,395 shares 1,466,857 (*) Merrill Lynch Corporate Bond Fund, 40,037 shares 436,407 (*) Merrill Lynch Growth Fund, 72,871 shares 1,502,607 Van Kampen Aggressive Growth Fund, 10,010 shares 222,512 (*) Merrill Lynch S&P 500 Index Fund, 57,284 shares 926,850 Van Kampen Emerging Growth Fund, 2,844 shares 178,522 Alliance Capital Premier Growth Fund, 2,279 shares 60,860 AIM Value Fund, 7,213 shares 90,240 MFS Massachusetts Investors Trust, 149,888 shares 3,000,759 Davis New York Venture Fund, 38,825 shares 1,115,841 (*) Merrill Lynch Pending Steelment Fund, 400 shares 400 (*) Various Participant loans at various rates and due dates 362,032 (*) Merrill Lynch RCMA Option 63,883 ----------- $18,321,925 ===========
* Indicates party-in-interest to the Plan. See accompanying independent auditors' report. 9 Page 15 of 17 Pages. EX-23.A 2 l89043aex23-a.txt EXHIBIT 23(A) 1 Exhibit 23a Plan Administrator Symix Systems, Inc. 401(k) Plan: We consent to incorporation by reference in the Registration Statement No. 333-43947 on Form S-8 of Frontstep, Inc., of our report dated June 8, 2001, relating to the statement of net assets available for benefits of the Symix Systems, Inc. 401(k) Plan as of December 31, 2000, and the related statement of changes in net assets available for benefits for the year ended December 31, 2000, and the related supplemental schedule, which report appears in the December 31, 2000 annual report on Form 11-K of Symix Systems, Inc. 401(k) Plan. KPMG, LLP Columbus, Ohio June 28, 2001 Page 16 of 17 Pages. EX-23.B 3 l89043aex23-b.txt EXHIBIT 23(B) 1 EXHIBIT 23b CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-43947) pertaining to the Symix Systems, Inc. 401(K) Plan of our report dated May 18, 2000, with respect to the Statement of Net Assets Available for Plan Benefits at December 31, 1999 of the Symix Systems, Inc. 401(K) Profit Sharing Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2000. /s/ Ernst & Young LLP ------------------------------ Columbus, Ohio June 27, 2001 Page 17 of 17 Pages. -----END PRIVACY-ENHANCED MESSAGE-----