-----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, UrNjTrT9vR76t+gKQTu63YuRJUxid+GgHHL55LyQQ7zPyB1a/OpErm0kBTfYPTfV iPAB+r0KTSU4fDj9fRlhYw== 0000891554-01-503187.txt : 20010626 0000891554-01-503187.hdr.sgml : 20010626 ACCESSION NUMBER: 0000891554-01-503187 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010625 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROPER INDUSTRIES INC /DE/ CENTRAL INDEX KEY: 0000882835 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 510263969 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-12273 FILM NUMBER: 1666465 BUSINESS ADDRESS: STREET 1: 160 BEN BURTON RD CITY: BOGART STATE: GA ZIP: 30622 BUSINESS PHONE: 7063697170 MAIL ADDRESS: STREET 1: 160 BEN BURTON ROAD CITY: BOGART STATE: GA ZIP: 30622 11-K 1 d70509_11k.htm 11-K Roper Industries, Inc.


UNITED STATES
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, 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 1-12273


A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Roper Industries, Inc. Employees’ Retirement Savings 004 Plan.

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Roper Industries, Inc., 160 Ben Burton Rd., Bogart, GA 30622.



REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Board of Directors of
Roper Industries, Inc.:

We have audited the accompanying statements of net assets available for benefits of Roper Industries, Inc. Employees’ Retirement Savings 004 Plan (the “Plan”) as of December 31, 2000 and 1999 and the related statement of changes in net assets available for benefits for the years then ended. These financial statements and the schedule referred to below 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 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 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 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 the Plan as of December 31, 2000 and 1999 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.

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, 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 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 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.


Arthur Andersen LLP

May 25, 2001
Atlanta, Georgia


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ROPER INDUSTRIES, INC.
EMPLOYEES’ RETIREMENT SAVINGS 004 PLAN

Statement of Net Assets Available for Benefits

December 31, 2000 and 1999
(In thousands)


2000
1999
  
Investments, at fair value   $17,064   $16,078  

  
Cash  9   2  

  
Contributions receivable: 
   Participant withholdings  265   266  
   Employer matching  96   86  

   361   352  

  
Net assets available for benefits  $17,434   $16,432  



See accompanying notes to financial statements.

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ROPER INDUSTRIES, INC.
EMPLOYEES’ RETIREMENT SAVINGS 004 PLAN

Statements of Changes in Net Assets Available for Benefits

For the years ended December 31, 2000 and 1999
(In thousands)


2000
1999
  
Additions:      
   Investment income: 
     Net appreciation (depreciation) in fair value of investments  $(2,166 ) $  2,693  
     Dividends  614   399  
     Interest  27   19  

       Total investment income (loss)  (1,525 ) 3,111  

  
   Contributions: 
     Participant rollovers  172   1,848  
     Participant withholdings  3,370   2,603  
     Employer matching  1,015   823  

       Total contributions  4,557   5,274  

  
       Total additions  3,032   8,385  

  
Deductions: 
   Benefits paid to participants  2,025   422  
   Other  5   3  

  
       Total deductions  2,030   425  

  
Net increase in net assets available for benefits  1,002   7,960  
  
Net assets available for benefits, beginning of year  16,432   8,472  

  
Net assets available for benefits, end of year  $ 17,434   $16,432  



See accompanying notes to financial statements.

4




ROPERINDUSTRIES, INC.
EMPLOYEES’ RETIREMENT SAVINGS 004 PLAN

Notes to Financial Statements
December 31, 2000 and 1999


1. The Plan

  The following description of the Roper Industries, Inc. Employees’ Retirement Savings 004 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 sponsored by Roper Industries, Inc. (“Roper” or “Employer”). It is a defined contribution retirement savings plan subject to certain provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended. All assets of the Plan are held, administered and invested by its trustee. Effective September 1, 1999, Scudder Kemper Retirement Services (“Scudder”) replaced Merrill Lynch Trust Company (“Merrill Lynch”) as trustee for the Plan.

  Effective January 1, 1999, the Plan adopted Statement of Position (“SOP”) 99-3 — Accounting and Reporting of Certain Defined Contribution Plan Investments and Other Disclosure Matters. SOP 99-3 established new disclosure requirements for defined contribution plans.

  Eligibility

  Employees of certain of Roper’s subsidiaries become eligible to participate in the Plan after six months of continuous service provided the employee has attained 18 years of age. New employees of Roper resulting from certain mergers and acquisitions are credited for service with the prior company for eligibility and vesting purposes.

  Participant Contributions

  Participants may make contributions in 1% increments of their eligible compensation, as defined by the Plan, within the range of 1% to 20%, for each payroll period in the form of before-tax contributions. Total participant contributions during the Plan’s fiscal year may not exceed the ceiling established by the Internal Revenue Service ($10,500 for 2000 and $10,000 for 1999). Participants may change their rate of contributions up to four times per year.

  Employer Contributions

  The Plan allows each participating subsidiary of Roper to choose its own matching policy among several options. The options consist of no employer matching, 50% employer matching of the first 6% of participant contributions and 50% employer matching of the first 8% of participant contributions. Employer contributions are also limited by guidelines established by the Internal Revenue Service. Employer contributions can only be based on the first $170,000 and $160,000 of participant compensation in 2000 and 1999, respectively.

  Participant Accounts

  The Plan’s trust consists of contributions by the participants and Roper and net earnings from investments. Investment appreciation or depreciation and investment earnings are credited to or deducted from participant accounts based on the ratio of each participant’s account to the aggregate of all participant accounts within each fund on a daily basis.

5



ROPERINDUSTRIES, INC.
EMPLOYEES’ RETIREMENT SAVINGS 004 PLAN

Notes to Financial Statements
December 31, 2000 and 1999


  Investment Options

  Each participant may elect to have contributions invested in any of the investment funds offered by the Plan. Effective September 1, 1999, these investment choices consisted of Roper common stock, Scudder Balanced Fund, Scudder Growth and Income Fund, Scudder International Fund, Scudder Large Company Growth Fund, Scudder Stable Value Fund, Scudder Stock Index Fund, INVESCO Dynamics Fund, Janus Worldwide Fund, Managers Special Equity Fund and PIMCO Total Return Fund. From January 1, 1998 through August 31, 1999, these investment choices consisted of Roper Industries, Inc. common stock, Merrill Lynch Retirement Preservation Trust, Merrill Lynch Equity Index Trust, MFS Emerging Growth Fund, AIM Value Fund, Templeton Foreign Fund, Merrill Lynch Capital Fund, Merrill Lynch Basic Value Fund and Merrill Lynch Corporate Bond Fund.

  Benefit Payments

  Upon separation of service, as defined by the Plan, participants may generally elect to receive their vested account balances in either a lump-sum payment or several forms of periodic installments. If vested account balances are less than $5,000, participants will automatically receive a lump-sum distribution.

  Vesting

  Participants are immediately vested in their contributions plus investment performance thereon. Employer contributions become vested to participants 20% after the first year of participation and an additional 20% after each additional year of participation, up to 100%.

  Termination

  Roper may terminate, or partially terminate, the Plan or discontinue employer contributions to the Plan at any time, in which case all employer contributions and allocated earnings to each participant’s account would become fully vested and nonforfeitable.

  Forfeitures

  All forfeitures by participants, as defined by the Plan, are retained in the Plan and are used to pay Plan expenses and reduce Employer contributions. The Plan applied forfeited nonvested amounts of $85,000 and $6,000 against Employer contributions during the years ended December 31, 2000 and 1999, respectively.

  Participant Loans

  Participants may borrow up to the lesser of 50% of their vested account balance, 100% of the participant-contributed portion of their total account balance or $50,000. Generally, loans must be repaid within five years. The interest rate on such loans is 1½ percentage points higher than the prime interest rate at the inception of the loan. A participant may have only one loan outstanding at any time. There is generally a 30-day waiting period between loans.

6



ROPERINDUSTRIES, INC.
EMPLOYEES’ RETIREMENT SAVINGS 004 PLAN

Notes to Financial Statements
December 31, 2000 and 1999


2. Summary of Significant Accounting Policies

  Basis of Presentation

  The accompanying financial statements have been prepared on the accrual basis of accounting.

  Use of Estimates

  Management of the Plan has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these financial statements in conformity with generally accepted accounting principles. Actual results could differ from these estimates.

  Investments

  Investments are stated at fair value. Fair values for investments in mutual funds, common trust funds and Roper common stock were determined using the closing prices as published by financial sources believed to be reliable. Participant loans are stated at the unpaid balances on individual participant accounts, which approximate fair value. Purchases and sales of investments are recorded on a trade-date basis.

  In the statement of changes in net assets available for benefits, net appreciation (depreciation) in fair value of investments includes realized gains or losses and the unrealized appreciation or depreciation of those investments.

  In-kind distributions of Plan assets are recorded at cost.

  Roper has multiple plans, including the Plan, covering its employees. Each subsidiary’s employees generally participate in only a single plan. Participants transferring between companies and between plans are reported as a distribution by one plan and a rollover contribution by the other plan. Such transactions affecting the Plan during the years ended December 31, 2000 and 1999 included rollovers of $32,000 and $61,000, respectively, and distributions of $27,000 and none, respectively.

  Expenses

  Roper pays substantially all administrative expenses of the Plan.

  Reclassifications

  Certain reclassifications have been made to the information presented for the year ended December 31, 1999 to be consistent with the presentation of information presented for the year ended December 31, 2000.

7



ROPERINDUSTRIES, INC.
EMPLOYEES’ RETIREMENT SAVINGS 004 PLAN

Notes to Financial Statements
December 31, 2000 and 1999


3. Investments

  Investments that represented at least 5% of the Plan’s net assets available for benefits at December 31, 2000 or 1999 were as follows (in thousands):

2000
1999
  
    Scudder Stock Index Fund   $3,111   $3,508  
   Scudder Large Company Growth Fund  2,893   3,292  
   INVESCO Dynamics Fund  2,767   2,315  
   Scudder Stable Value Fund  2,445   2,402  
   Roper Industries, Inc. common stock  1,247   1,057  
   Scudder Growth and Income Fund  1,192   947  
   Scudder Balanced Fund  1,178   1,132  
   Janus Worldwide Fund  972   NA  

  The Plan’s investments (including gains and losses on investments bought and sold as well as held during the year) appreciated (depreciated) as follows for the years ended December 31, 2000 and 1999 (in thousands):

2000
1999
  
    Mutual funds   $(1,743 ) $1,620  
   Common trust funds  (317 ) 525  
   Common stock  (106 ) 548  

  
      $(2,166 ) $2,693  


4. Income Tax Status

  The Plan was issued a favorable determination letter by the Internal Revenue Service dated October 20, 1999 in which the Internal Revenue Service found that the Plan was in compliance with the applicable requirements of the Internal Revenue Code with respect to qualified plans. Roper has administered the Plan since the application for a determination letter was submitted such that Roper believes the Plan continues to be exempt under the Internal Revenue Code.

5. Related Party Transactions

  Certain Plan investments are, or were, shares of mutual funds or common trust funds managed by Scudder or Merrill Lynch. Scudder, and previously Merrill Lynch, is, or was, the trustee as defined by the Plan, and therefore, these transactions qualify as party-in-interest.

  Certain Plan investments are shares of Roper common stock. Roper is the sponsor of the Plan.


8




Schedule 1

ROPER INDUSTRIES, INC.
EMPLOYEES’ RETIREMENT SAVINGS 004 PLAN

Schedule H, 4i — Schedule of Assets (Held at End of Year)

December 31, 2000
(In thousands)


(a)
(b)
Identity of issuer, borrower
or similar party

(c)
Description of investment
including maturity date, rate of
interest, collateral, par
or maturity value

(d)
Cost

(e)
Current
value

    Mutual funds:          
*     Scudder Balanced Fund  61 shares  (1 ) $  1,178  
*     Scudder Growth and Income Fund  49 shares  (1 ) 1,192  
*     Scudder International Fund  8 shares  (1 ) 402  
*     Scudder Large Company Growth Fund  87 shares  (1 ) 2,893  
      INVESCO Dynamics Fund  116 shares  (1 ) 2,767  
      Janus Worldwide Fund  17 shares  (1 ) 972  
      Managers Special Equity Fund  2 shares  (1 ) 156  
      PIMCO Total Return Fund  33 shares  (1 ) 346  
   
    Common trust funds: 
*     Scudder Stable Value Fund  2,445 units  (1 ) 2,445  
*     Scudder Stock Index Fund  84 units  (1 ) 3,111  
   
    Common stock: 
*     Roper  38 shares  (1 ) 1,247  
   
    Other: 
*     Various Plan participants  Unsecured fixed-rate loans
issued at prime plus 1 ½%
  (1)   355  

                $17,064  


* Parties-in-interest to the Plan.
(1) Participant-directed.



See accompanying independent auditors’ report.

9




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.


Roper Industries, Inc. Employees’ Retirement Savings 003 Plan
——————————————————————————
(Name of Plan)

    By: Roper Industries, Inc., Plan Administrator

    By: /s/ Martin S. Headley
           ————————————————————————                                                 (Signature)

           Martin S. Headley                                          June 22, 2001
           Vice President and Chief Financial Officer

10




CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

As independent public accountants, we hereby consent to the incorporation by reference of our report dated May 25, 2001, included in this annual report of the Roper Industries, Inc. Employees’ Retirement Savings 004 Plan on Form 11-K for the year ended December 31, 2000, into the Plan’s previously filed Registration Statement No. 333-36897.


Arthur Andersen LLP

Atlanta, Georgia
June 21, 2001



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