-----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, QFl+LqtVdj3CNKOO6SjEdGYmjZxPlcTVEpE824DwRR+AtomU7XBY8uev6LoEfbZm lytynfILCwE9N5xgDkZ7EQ== 0000950134-98-005546.txt : 19980629 0000950134-98-005546.hdr.sgml : 19980629 ACCESSION NUMBER: 0000950134-98-005546 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980626 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORWOOD PROMOTIONAL PRODUCTS INC CENTRAL INDEX KEY: 0000902793 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 742553074 STATE OF INCORPORATION: TX FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-21800 FILM NUMBER: 98655464 BUSINESS ADDRESS: STREET 1: 106 E 6TH ST STREET 2: STE 300 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 2103419440 11-K 1 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, 1997 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from ________ to ________ Commission file number 0-21800 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Norwood Promotional Products, Inc. Employees 401(k) Plan B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Norwood Promotional Products, Inc. 106 E. Sixth Street, Suite 300 Austin, Texas 78701 2 Financial Statements and Exhibits (A) Financial Statements: Norwood Promotional Products, Inc. Employees 401(k) Plan Audited Financial Statements Report of Independent Accountants Statements of Net Assets Available for Benefits Statements of Changes in Net Assets Available for Benefits Notes to Financial Statements Supplemental Schedules Schedule of Assets Held for Investment Purposes Schedule of Loans or Fixed Income Obligations Schedule of Reportable Transactions (B) Exhibits: 23.1 Consent of Akin, Doherty, Klein & Feuge, P.C. 3 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN AUDITED FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996
Page ---- AUDITED FINANCIAL STATEMENTS Report of Independent Accountants 1 Statements of Net Assets Available for Benefits 2 Statements of Changes in Net Assets Available for Benefits 3 Notes to Financial Statements 4 SUPPLEMENTAL SCHEDULES Schedule of Assets Held for Investment Purposes 11 Schedule of Loans or Fixed Income Obligations 12 Schedule of Reportable Transactions 13
4 REPORT OF INDEPENDENT ACCOUNTANTS To The Retirement Plan Committee Norwood Promotional Products, Inc. Employees 401(k) Plan We have audited the accompanying statements of net assets available for benefits of the Norwood Promotional Products, Inc. Employees 401(k) Plan as of December 31, 1997 and 1996, 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 generally accepted auditing standards. 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 Norwood Promotional Products, Inc. Employees 401(k) Plan as of December 31, 1997 and 1996, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of (1) assets held for investment purposes, (2) loans or fixed income obligations, and (3) reportable transactions are presented for the purpose of additional analysis and are not a required part 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. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. - ------------------------------------------- Akin, Doherty, Klein & Feuge, P.C. San Antonio, Texas June 23, 1998 -1- 5 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1997 AND 1996
1997 1996 ---------- ---------- Investments, at fair value: AIM Limited Maturity Treasury Fund $ 326,852 $ 284,581 PIMCO Low Duration Bond Fund 465,103 402,094 Dodge & Cox Balanced Fund 1,237,322 910,650 AIM Aggressive Growth Fund 1,202,218 944,395 Norwood Promotional Products, Inc. common stock 124,592 86,140 Participant loans 96,702 46,046 Cash equivalents 78,115 8,377 ---------- ---------- 3,530,904 2,682,283 Contributions receivable: Employee 66,249 55,893 Employer 7,041 5,767 ---------- ---------- 73,290 61,660 ---------- ---------- Total assets 3,604,194 2,743,943 ---------- ---------- Net assets available for benefits $3,604,194 $2,743,943 ========== ==========
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. -2- 6 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS YEARS ENDED DECEMBER 31, 1997 AND 1996
1997 1996 ------------ ------------ ADDITIONS Employee contributions $ 780,485 $ 751,868 Employer contributions 123,223 95,959 Employee contribution rollovers 135,322 114,720 ArtMold Products Corporation - transfer of plan assets 903,939 Investment income 192,944 104,718 Net gain on sale of investments 40,249 215,155 Other transfers 56 ----------- ----------- Total additions 1,272,279 2,186,359 DEDUCTIONS Benefit payments 573,010 179,646 ----------- ----------- Total deductions 573,010 179,646 Net unrealized appreciation (depreciation) in aggregate fair value of investments 160,982 (129,246) ----------- ----------- NET INCREASES 860,251 1,877,467 Net assets available for benefits at beginning of year 2,743,943 866,476 ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $ 3,604,194 $ 2,743,943 =========== ===========
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. -3- 7 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 NOTE A - SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation: The accounting records of the Norwood Promotional Products, Inc. Employees 401(k) Plan (the "Plan") are maintained on the accrual basis. Investments: Investments are stated at aggregate fair value with the net unrealized appreciation (depreciation) in fair value reflected in the statement of changes in net assets available for plan benefits. Mutual fund investments are valued at quoted market prices which represent the net asset value of shares held by the Plan at year end. Participant loans and cash equivalents are valued at cost which approximates fair value. Plan Amendments: The last significant amendment to the Plan was effective January 1, 1996, and allowed certain companies acquired by Norwood Promotional Products, Inc. to join the Plan. NOTE B - DESCRIPTION OF THE PLAN The following description of the Norwood Promotional Products, Inc. Employees 401(k) 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 was established and became effective on January 1, 1994. The Plan Sponsor is Norwood Promotional Products, Inc. (Norwood or Plan Sponsor). Wholly-owned subsidiaries adopting the Plan in 1994 included Radio Cap Company, Inc. and Barlow Promotional Products, Inc. Effective January 1, 1996, ArtMold Products Corporation, Air-Tex Manufacturing Corporation and BTS Group joined the Plan. Effective January 23, 1996, Tee Off Enterprises, Inc. joined the Plan, and effective April 1, 1996, Alpha Products, Inc. joined the Plan. The Plan is a defined contribution 401(k) plan and covers substantially all employees of covered companies who have one year of service and are age twenty-one or older. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Although it has not expressed any intent to do so, the Plan Sponsor 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 termination of the Plan, the net assets of the Plan are to be distributed to participants in accordance with priorities established in the Plan. Contributions: Each year, participants may contribute up to 15% of their pretax annual compensation, subject to certain limitations and as defined in the Plan. Participants may also contribute amounts representing distributions ("rollovers") from other qualified defined benefit or contribution plans. The Plan Sponsor also may contribute a matching contribution determined by the Board of Directors and allocated based on each of the participant's contributions. Participant Accounts: Each participant's account is credited with their contribution and allocations of a) the Plan Sponsor contributions and b) Plan earnings. Allocations are based on the participant's earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. Vesting: Participants are one hundred percent (100%) vested at all times in their voluntary contributions. A participant's interest in the contributions the employer makes to the Plan becomes 100% vested upon attaining the Plan's normal retirement age or if employment is terminated due to death or disability. If employment is terminated prior to normal retirement age for any reason other than death or disability, then the employee's interest in employer contributions becomes vested in accordance with specific vesting schedules based on years of service, with 100% vesting being reached after five years of service. -4- 8 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 NOTE B - DESCRIPTION OF THE PLAN (CONTINUED) Investment Options: Upon enrollment in the Plan, a participant may direct employee and matching employer contributions in any of the five following investment options: AIM Limited Maturity Treasury Fund PIMCO Low Duration Bond Fund Dodge & Cox Balanced Fund AIM Aggressive Growth Fund Norwood Promotional Products, Inc. common stock Participants may change their investment options daily, and participants may borrow from their fund accounts a maximum equal to the lessor of $50,000 or 50% of their vested account balance. Interest rates charged are established by the Retirement Plan Committee. Principal and interest is repaid through payroll deductions. Payment of Benefits: On termination of service, a participant's vested account balance is distributed in a lump sum payment or in installment payments subject to certain limitations which are defined in the Plan agreement. The unvested amount is forfeited and used to reduce the Sponsor's future contributions. Hardship withdrawals are available to the participants upon approval by the Retirement Plan Committee. At December 31, 1997, the vested portion of terminated participants' accounts that had elected to withdraw from the Plan, but had not been paid, was approximately $66,400. Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires estimates and assumptions that affect the reported amounts of net assets available for benefits and disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of changes in net assets available for benefits during the reporting period. Actual results could differ from those estimates. NOTE C - TRANSACTIONS WITH PARTIES-IN-INTEREST Certain administrative fees for 1997 and 1996 have been provided for or paid for by the Plan Sponsor. These fees were based upon customary and reasonable rates for such services. NOTE D - INCOME TAX STATUS The Plan has received a favorable determination letter from the Internal Revenue Service recognizing it as an exempt organization for federal tax purposes under Section 401(k) of the Code. NOTE E - EXCESS DEFERRALS The Plan annually must meet certain requirements of ERISA which deal with nondiscrimination rules and regulations. The two primary tests are the Average Deferral Percentage (ADP) and Average Contribution Percentage (ACP) tests. As a result of these tests, the Plan was required to distribute excess deferrals made by certain highly compensated employees of $0 and $7,497 for the years ended December 31, 1997 and 1996, respectively. The excess deferrals were refunded to the respective participants, as required by ERISA and the Internal Revenue Service, by March 15 of the succeeding year. The excess deferrals are netted against employee contributions in the year of refund. -5- 9 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 NOTE F - INVESTMENTS The Plan's investments are held by a bank-administered trust fund in certain investment funds selected by the Plan Sponsor. Individual investments in excess of 5% of the fair value of net assets available for benefits are as follows at December 31:
Description of Investments 1997 1996 - ---------------------------------- ---------- -------- AIM Limited Maturity Treasury Fund $ 326,852 $284,581 PIMCO Low Duration Bond Fund 465,103 402,094 Dodge & Cox Balanced Fund 1,237,322 910,650 AIM Aggressive Growth Fund 1,202,218 944,395
The Plan's investments, including investments bought, sold, as well as held during the year, appreciated (depreciated) in fair value as follows:
Net Appreciation Fair Value at (Depreciation) End of Year -------------- ------------- Year Ended December 31, 1997 Fair value as determined by quoted market price - AIM Limited Maturity Treasury Fund $ 1,314 $ 326,852 PIMCO Low Duration Bond Fund 5,333 465,103 Dodge & Cox Balanced Fund 90,473 1,237,322 AIM Aggressive Growth Fund 74,034 1,202,218 Norwood Promotional Products, Inc. common stock (10,172) 124,592 Estimated fair value - Participant loans -- 96,702 Cash equivalents -- 78,115 --------- ---------- Total investments $ 160,982 $3,530,904 ========= ========== Year Ended December 31, 1996 Fair value as determined by quoted market price - AIM Limited Maturity Treasury Fund $ 1,547 $ 284,581 PIMCO Low Duration Bond Fund 6,573 402,094 Dodge & Cox Balanced Fund 32,827 910,650 AIM Aggressive Growth Fund (170,312) 944,395 Norwood Promotional Products, Inc. common stock 119 86,140 Estimated fair value - Participant loans -- 46,046 Cash equivalents -- 8,377 --------- ---------- Total investments $(129,246) $2,682,283 ========= ==========
-6- 10 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 NOTE F - INVESTMENTS (CONTINUED) The following schedule details the net assets available for benefits for the year ended December 31, 1997:
AIM Limited PIMCO Dodge & AIM Maturity Low Duration Cox Aggressive Norwood Cash Contri- Treasury Bond Balanced Growth Common Participant Equiva- butions Fund Fund Fund Fund Stock Loans lents Receivable Total --------- --------- ----------- ----------- --------- --------- --------- --------- ---------- Net assets available for benefits January 1, 1997 $ 284,581 $ 402,094 $ 910,650 $ 944,395 $ 86,140 $ 46,046 $ 8,377 $ 61,660 $2,743,943 Employee contributions 80,629 75,272 213,609 288,792 (1,157) 112,984 10,356 780,485 Employer contributions 14,371 13,399 33,223 40,034 (143) 21,065 1,274 123,223 Employee contribution rollovers 8,799 20,861 41,964 45,010 18,688 135,322 Investment income 18,260 28,866 98,135 46,919 16 748 192,944 Net gain (loss) on sale 109 855 33,912 14,834 (9,461) 40,249 Benefit payments (76,435) (59,107) (219,738) (189,807) (24,869) (3,046) (8) (573,010) Unrealized appreciation (depreciation) 1,314 5,333 90,473 74,034 (10,172) 160,982 Other transfers, net (4,776) (22,470) 35,094 (61,993) 84,238 53,702 (83,739) 56 --------- --------- ----------- ----------- --------- --------- --------- --------- ---------- Net assets available for benefits December 31, 1997 $ 326,852 $ 465,103 $ 1,237,322 $ 1,202,218 $ 124,592 $ 96,702 $ 78,115 $ 73,290 $3,604,194 ========= ========= =========== =========== ========= ========= ========= ========= ==========
-7- 11 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 NOTE F - INVESTMENTS (CONTINUED) The following schedule details the net assets available for benefits for the year ended December 31, 1996:
AIM PIMCO Limited Low Dodge AIM Maturity Duration Fidelity & Cox Aggressive Norwood Parti- Cash Contri- Treasury Bond Balanced Balanced Growth Common cipant Equiva- butions Fund Fund Fund Fund Fund Stock Loans lents Receivable Total -------- -------- --------- --------- -------- ------- --------- -------- ------- ---------- Net assets available for benefits at January 1, 1996 $ 49,887 $ 51,550 $ 247,893 $ $440,046 $ $ 7,477 $ 32,096 $37,527 $ 866,476 Employee contributions 75,785 71,340 22,717 203,132 312,804 16,314 28,192 21,584 751,868 Employer contributions 12,403 12,074 1,826 26,906 33,993 2,462 3,052 3,243 95,959 Employee contribution rollovers 32,779 13,947 29,585 32,791 5,618 114,720 ArtMold transfer of plan assets 207,855 238,766 323,353 102,361 31,604 903,939 Investment income 9,919 14,777 30,933 48,624 37 1,122 (694) 104,718 Net gain (loss) on sale 190 (305) 183 30,207 192,087 (7,207) 215,155 Benefit payments (80,132) (5,631) (30,849) (57,171) (6,592) 729 (179,646) Unrealized appreciation (depreciation) 1,547 6,573 32,827 (170,312) 119 (129,246) Other transfers, net (25,652) (997) (272,619) 264,556 9,172 49,403 38,569 (62,432) -------- -------- --------- --------- -------- ------- --------- -------- ------- ---------- Net assets available for benefits December 31, 1996 $284,581 $402,094 $ -0- $ 910,650 $944,395 $86,140 $ 46,046 $ 8,377 $61,660 $2,743,943 ======== ======== ========= ========= ======== ======= ========= ======== ======= ==========
-8- 12 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 NOTE G - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 The following is a reconciliation of net assets available for benefits from the financial statements to the Form 5500 at December 31:
1997 1996 ----------- ----------- Net assets available for benefits per the financial statements $ 3,604,194 $ 2,743,943 Accrual of contributions not received by Plan at year end (73,290) (61,660) Contributions received by Plan but not allocated (70,792) -- ----------- ----------- Net assets available for benefits per the Form 5500 $ 3,460,112 $ 2,682,283 =========== ===========
NOTE H - TRANSFER OF PLAN ASSETS Effective January 1, 1996, $903,939 of net plan assets of the ArtMold Products Corporation 401(k) Plan were transferred to the Plan. NOTE I - SUBSEQUENT EVENT Subsequent to year end, the Plan's Sponsor, Norwood Promotional Products, Inc. announced its Board of Directors had approved a merger agreement, with the results being that each share of its common stock would be converted into the right to receive $20.70 per share in cash (an increase of $4.95 from the December 31, 1997 stock value of $15.75 per share). The Company expects the merger to be consummated in 1998. Participants will be able to invest the cash received for common stock into any of the other investment options allowed by the Plan. -9- 13 SUPPLEMENTAL SCHEDULES -10- 14 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN FORM 5500 - ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES EIN 74-2553074 PLAN NUMBER 001 DECEMBER 31, 1997
(a) (b) (c) (d) (e) Description of Investment Including Identity of Issue, Borrower Maturity Date, Rate of Interest, Current Lessor or Similar Party Collateral, Par or Maturity Value Cost Value - --------- --------------------------- ----------------------------------- ---- ------- AIM Limited Maturity Mutual fund investing in $ 324,802 $ 326,852 Treasury Fund U.S. Treasury and similar securities with maturities ranging from 12 to 24 months. PIMCO Low Duration Bond Mutual fund investing in 455,660 465,103 Fund fixed income securities with a portfolio duration of 1 to 3 years Dodge & Cox Mutual fund investing in Balanced Fund common stocks, preferred stocks and bonds 1,107,474 1,237,322 AIM Aggressive Growth Fund Mutual fund with an emphasis on 1,183,940 1,202,218 higher risk stocks Norwood Promotional Products, 8,170 shares of no par value common Inc. common stock stock 141,182 124,592 Participant loans Loans to participants, collateralized by vested interest of account, interest from 8.25% to 9.00% 0 96,702 * Frost National Bank Cash equivalent account 78,115 78,115 ----------- ----------- $ 3,291,173 $ 3,530,904 =========== ===========
* Person known to be a party-in-interest to the Plan. -11- 15 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN FORM 5500 - ITEM 27b - SCHEDULE OF LOANS OR FIXED INCOME OBLIGATIONS EIN 74-2553074 PLAN NUMBER 001 DECEMBER 31, 1997
(a) (b) (c) (d) (e) (f) (g) (h) (i) Description of Loan Amount Received Including Making and Identity and During Reporting Year Maturity Date, Interest, Amount Overdue Address Original Amount --------------------- Unpaid Balance Rate, Collateral, and any -------------- of Obligor of Loan Principal Interest at End of Year Renegotiation Terms Principal Interest - -------- ------------- --------------- --------- -------- -------------- ------------------------- --------- -------- Diane Gilmore $ 1,000 $ 9 $ 2 $ 991 General loan at 8.5% $ 538 $ 34 6014 Alpha Original date 5/15/97 San Antonio Maturity date 6/5/98 Has sufficient balance to cover loan.
* Person known to be a party-in-interest to the Plan. -12- 16 NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(k) PLAN FORM 5500 - ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS EIN 74-2553074 PLAN NUMBER 001 YEAR ENDED DECEMBER 31, 1997
(a) (b) (c) (d) (e) (f) (g) (h) (i) Current Value on Net Identity of Description of Purchase Selling Expense Cost of Transaction Gain Party Involved Asset Price Price Lease Incurred Asset Date (Loss) - -------------- -------------- ---------- ---------- -------- -------- ----------- ----------- ------ N/A Short-Term Prime $ 1,073,617 $ 1,073,617 N/A Short-Term Prime $ 1,110,808 $ 1,110,808 1,110,808 N/A AIM Limited Maturity Treasury Fund 148,080 148,080 N/A AIM Limited Maturity Treasury Fund 107,233 106,814 107,233 $ 419 N/A PIMCO Low Duration Bond Fund 155,866 155,866 N/A PIMCO Low Duration Bond Fund 99,044 97,129 99,044 1,915 N/A Dodge & Cox Balanced Fund 483,460 483,460 N/A Dodge & Cox Balanced Fund 281,174 239,968 281,174 41,206 N/A AIM Aggressive Growth Fund 469,945 469,945 N/A AIM Aggressive Growth Fund 300,990 303,318 300,990 (2,328) N/A Norwood Promotional Products Common Stock 98,455 98,455 N/A Norwood Promotional Products Common Stock 40,370 46,073 40,370 (5,703)
NOTE: ALL TRANSACTIONS REPORTED REPRESENT A SERIES OF TRANSACTIONS. -13- 17 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustees of the Norwood Promotional Products, Inc. Employees 401(k) Plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. NORWOOD PROMOTIONAL PRODUCTS, INC. EMPLOYEES 401(K) PLAN By: Norwood Promotional Products, Inc., Plan Administrator By: /s/ JAMES P. GUNNING, JR. ---------------------------------- James P. Gunning, Jr. Secretary, Treasurer and Chief Financial Officer Dated: June 26, 1998 18 INDEX TO EXHIBIT
EXHIBIT NO. DESCRIPTION ------- ----------- 23.1 Consent of Akin, Doherty, Klein & Feuge, P.C.
EX-23 2 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS 1 EXHIBIT 23.1 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation of our report dated June 23, 1998 on Norwood Promotional Products, Inc. Employees 401(k) Plan financial statements as of and for the years ended December 31, 1996 and 1997 included in this Form 11-K into Norwood Promotional Products, Inc.'s Registration Statement on Form S-8 filed December 29, 1995 (Commission File No. 33-81017). AKIN, DOHERTY, KLEIN & FEUGE, P.C. San Antonio, Texas June 26, 1998 -----END PRIVACY-ENHANCED MESSAGE-----