-----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, TjbdfuykN3woebOBmnOPanLwpRtRE1c5h93jj1N7ye01iHgK4Pueq8WPCFzi7pyF K0aoxuG6o8Rgk0atb1J3FA== /in/edgar/work/20000628/0000912057-00-030192/0000912057-00-030192.txt : 20000920 0000912057-00-030192.hdr.sgml : 20000920 ACCESSION NUMBER: 0000912057-00-030192 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANIKA THERAPEUTICS INC CENTRAL INDEX KEY: 0000898437 STANDARD INDUSTRIAL CLASSIFICATION: [2836 ] IRS NUMBER: 043145961 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-14027 FILM NUMBER: 663240 BUSINESS ADDRESS: STREET 1: 236 WEST CUMMINGS PARK CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: 6179326616 MAIL ADDRESS: STREET 1: 236 WEST CUMMINGS PARK CITY: WOBURN STATE: MA ZIP: 01801 FORMER COMPANY: FORMER CONFORMED NAME: ANIKA RESEARCH INC DATE OF NAME CHANGE: 19930309 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 (Mark One:) [x] Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 (no fee required) For the fiscal year ended December 31, 1999 OR [ ] 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: 000-21326 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Anika Therapeutics, Inc. Employee Savings and Retirement Plan B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Anika Therapeutics, Inc. 236 West Cummings Park Woburn, MA 01801 (781) 932-6616 REQUIRED INFORMATION Item 4. Plan financial statements and schedule for the year ended December 31, 1999, prepared in accordance with the financial reporting requirements of ERISA. PAGE NUMBER IN THIS REPORT Statements of Net Assets Available for Benefits as of December 31, 1999 and 1998 F-1 Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 1999 F-2 Notes to Financial Statements. F-3 Supplemental Schedule: Schedule I: Schedule of Assets held for Investment as of December 31, 1999 F-8 Signature THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have duly caused this annual report to be signed on their behalf by the undersigned hereunto duly authorized. Anika Therapeutics, Inc. Employee Savings and Retirement Plan By: /s/ Douglas R. Potter ------------------------------ (Douglas R. Potter, Trustee) Dated: June 28, 2000 ANIKA THERAPEUTICS, INC. EMPLOYEE SAVINGS & RETIREMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1999 AND 1998 1999 1998 ------------ ----------- CASH $ 10,067 $ 8,053 INVESTMENTS (Notes 2, 3, 5) Participant directed, at fair value - Money market fund 139,950 85,703 Employer common stock 402,361 370,565 Mutual funds 1,402,960 944,818 Participant loans 100,232 79,444 ------------ ----------- Total investments 2,045,503 1,480,530 CONTRIBUTIONS RECEIVABLE - 1,920 Less: Participant forfeitures 13,627 10,489 ------------ ----------- NET ASSETS AVAILABLE FOR BENEFITS $ 2,041,943 $ 1,480,014 =========== =========== The accompanying notes are an integral part of these statements. F-1 ANIKA THERAPEUTICS, INC. EMPLOYEE SAVINGS & RETIREMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1999 1999 ----------- Interest & dividends $ 99,884 Contributions by: Employees 237,138 Employer 153,719 Rollover contributions 55,119 ----------- Total contributions 445,976 ----------- Total additions 545,860 Less: Distributions to former participants 244,408 ----------- Net increase (decrease) before realized and unrealized gains and losses 301,452 Net realized and unrealized investment gains and losses 260,477 ----------- Net increase in net assets 561,929 Net assets available for benefits, beginning of year 1,480,014 ----------- Net assets available for benefits, end of year $ 2,041,943 =========== The accompanying notes are an integral part of this statement. F-2 ANIKA THERAPEUTICS, INC. EMPLOYEE SAVINGS & RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS 1. PLAN DESCRIPTION GENERAL The Anika Therapeutics, Inc. Employee Savings and Retirement Plan (the Plan), established July 1, 1993 and as amended and restated effective January 1, 1998, is a defined contribution plan under which substantially all employees who are at least age 21 and are regularly scheduled to perform 1,000 hours of service in a Plan year, are eligible to participate. The Plan is intended to assist Anika Therapeutics, Inc. (the Employer) in its efforts to attract and retain competent employees. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974. BENEFITS PAID Benefits under the Plan are payable upon normal (after age 65) or early (after age 55) retirement, death, disability, severe financial hardship or termination of service, and are based on the balance in the participant's account. Distributions of vested account balances will be made in the form of a single lump-sum payment or in some other optional form of payment, as defined in the Plan. ADMINISTRATION The Plan is administered by the Retirement Committee, which is appointed by the Employer's Board of Directors (the Board). Two members of the Employer's senior management have been appointed by the Board to serve as trustees of the Plan. Information about the Plan agreement, such as provisions for allocations to participants' accounts, vesting, benefits and withdrawals is contained in the Summary Plan Description. Copies of this document are available from the Retirement Committee. Retirement Alliance, Inc. has been appointed as record keeper of the Plan. ADMINISTRATIVE EXPENSES All investment-related expenses for the years ended December 31, 1999 and 1998 were charged against Plan earnings. Substantially all other expenses were paid by the Employer. F-3 CONTRIBUTIONS Participants may elect to defer, subject to certain limitations, from 1 percent to 13 percent of annual compensation as contributions to the Plan. The Employer makes matching contributions of 100% of each contributing participant's deferred contribution up to 5% of each participant's salary. The Plan allows for the Board to authorize additional contributions allocated to participants based on salary. During the year ended December 31, 1999, there were no additional contributions authorized. VESTING Participants employed prior to October 1, 1996 are 100 percent vested in their entire account balance at all times. Participants employed on or after October 1, 1996 are immediately vested in their voluntary contributions plus actual earnings thereon. Vesting in the employer matching contributions and profit sharing contributions are based on years of credited service and are subject to the following vesting schedule: Years of Credited Vested Service Interest 1 20% 2 40% 3 60% 4 80% 5 100% The nonvested portion of a participant's account at the time of termination is used to offset future Employer contributions. PLAN TERMINATION Although it has not expressed any intent to do so, the Employer may terminate the Plan at any time, either wholly or partially, by notice in writing to the participants. Upon termination, participant accounts will become 100 percent vested. The Employer may temporarily discontinue contributions to the Plan, either wholly or partially, without terminating the Plan. F-4 2. USE OF ESTIMATES AND SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles 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 to and deductions from the net assets available for benefits during the reporting period. Actual results could differ from those estimates. BASIS OF ACCOUNTING The accompanying financial statements of the Plan are presented on the accrual basis of accounting. VALUATION OF INVESTMENTS MUTUAL FUNDS - The fair value of the participation units in mutual funds is based on the quoted redemption value on the last business day of the year. EMPLOYER COMMON STOCK - This investment consists of the Employer's common stock, which is valued at the last reported sale price during the year as reported on Nasdaq. The fair value of individual investments that represent 5 percent or more of the Plan's net assets available for benefits as of December 31, 1999 or 1998, are summarized as follows: 1999 1998 ----------------- ----------------- Employer common stock $402,361 $370,565 Baron Asset Fund 123,858 135,108 Invesco Industrial Income Fund 117,014 57,660 GAM International Fund 311,356 89,675 Janus Fund 334,571 177,102 Neuberger& Berman Guardian Fund 102,938 250,975 20th Century Ultra Fund 162,727 74,918 Schwab S&P 500 Index Fund 163,675 95,255 Schwab Retirement Money Market Fund 139,950 85,703 F-5 During the year ended December 31, 1999, the Plan's investments appreciated in fair value as follows: Amount --------- Mutual funds $186,081 Employer common stock 74,396 --------- Total realized and unrealized appreciation in value of investments $260,477 --------- --------- 3. INVESTMENT PROGRAMS FUND OPTIONS As of December 31, 1999 and 1998, contributions to the Plan are invested in one or more of 11 separate investment options at the direction of each participant. The investment options are: (1) Chas. Schwab Retirement Money Market Fund, (2) Strong Short Term Bond Fund, (3) Founders Balanced Fund, (4) Invesco Industrial Income Fund, (5) Schwab S&P 500 Index Fund, (6) Janus Fund, (7) 20th Century Ultra Fund, (8) Baron Asset Fund, (9) GAM International Fund, (10) Neuberger and Berman Guardian Fund and (11) Anika Therapeutics, Inc. common stock. In the accompanying statements of net assets available for benefits as of December 31, 1999 and 1998, all of the mutual funds are aggregated for presentation purposes and the Employer stock and money market fund are shown individually. INVESTMENT INCOME AND EXPENSES Each participant's account shall be allocated the investment income and expenses of each fund based on the value of each participant's accounts in each fund, in proportion to the total value of all accounts in each fund, taking into account any contributions to or disbursements from the participant's account. General expenses of the Plan not attributable to any particular fund shall be allocated among participants' accounts in proportion to the value of each account, taking into consideration the participant's contributions and distributions. F-6 PARTICIPANT LOANS A participant may, with the approval of the trustees, borrow from his or her own account a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50 percent of the participant's vested account balance. Participants may not have more than one loan outstanding at any time. Loans, which are repayable biweekly over periods generally up to five years, are collateralized by notes and by a security interest in the borrower's vested account balance. The loans bear interest at the rate of prime plus 2 percent, determined at the time the loan is approved. 4. FEDERAL INCOME TAX STATUS The Plan obtained its latest determination letter on July 10, 1995, in which the Internal Revenue Service stated that the Plan was in compliance with the applicable sections of the Internal Revenue Code (IRC). The Plan has been amended and restated since receiving the determination letter. However, the Plan's management believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. F-7 5. SUPPLEMENTAL SCHEDULE The following supplemental schedule of assets held for investment is included as a required schedule under ERISA. SCHEDULE I Identity and Description of Issues: Value ---------------------------------------------------- ----------- Participant directed Chas. Schwab Retirement Money Market Fund $139,950 Mutual funds - Strong Short Term Bond Fund 55,135 Founders Balance Fund 31,686 Invesco Industrial Income Fund 117,014 Schwab S&P 500 Index Fund 163,675 Neuberger& Berman Guardian Fund 102,938 Janus Fund 334,571 20th Century Ultra Fund 162,727 Baron Asset Fund 123,858 GAM International Fund 311,356 ----------- Total mutual funds 1,402,960 Employer common stock 402,361 Participant loans (bearing interest at rates ranging between 9.75 and 10.5 percent) 100,232 ----------- Total investments $2,045,503 ----------- ----------- F-8 -----END PRIVACY-ENHANCED MESSAGE-----