11-K 1 d11k.htm FORM 11-K Form 11-K
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UNITED STATES

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.

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 from              to             

Commission file number 0-25160

 

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

Alabama National BanCorporation Employee Capital Accumulation Plan

 

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Alabama National BanCorporation

1927 First Avenue North

Birmingham, Alabama 35203

 



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Alabama National BanCorporation

Employee Capital Accumulation Plan

Financial Statements and Supplemental Schedule

December 31, 2005


Table of Contents

Alabama National BanCorporation

Employee Capital Accumulation Plan

Index

December 31, 2005


 

     Page

Report of Independent Registered Public Accounting Firm

   1

Financial Statements

  

Statements of Net Assets Available for Benefits as of December 31, 2005 and 2004

   2

Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2005

   3

Notes to Financial Statements

   4

Supplemental Schedule

  

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

   9

 

Note:

  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.


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Report of Independent Registered Public Accounting Firm

To the Participants and Administrator of

Alabama National BanCorporation Employee Capital Accumulation Plan

In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Alabama National BanCorporation Employee Capital Accumulation Plan (the “Plan”) at December 31, 2005 and 2004 and the changes in net assets available for benefits for the year ended December 31, 2005, in conformity with accounting principles generally accepted in the United States of America. 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 of these statements in accordance with the 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. An audit 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, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

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) 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. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits 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.

/s/ PricewaterhouseCoopers LLP

Birmingham, Alabama

June 28, 2006

 

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Alabama National BanCorporation

Employee Capital Accumulation Plan

Statements of Net Assets Available for Benefits

December 31, 2005 and 2004


 

     2005    2004

Assets

     

Investments, at fair value (Note 3)

   $ 39,026,811    $ 33,281,216

Dividend and interest receivable

     196,180      61,900

Employer contributions receivable

     218,844      151,946

Employee contributions receivable

     167,391      122,125
             

Total assets

   $ 39,609,226    $ 33,617,187
             

Net Assets Available for Benefits

     

Net assets available for benefits

   $ 39,609,226    $ 33,617,187
             

The accompanying notes are an integral part of these financial statements.

 

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Alabama National BanCorporation

Employee Capital Accumulation Plan

Statement of Changes in Net Assets Available for Benefits

Year Ended December 31, 2005


 

Additions

  

Investment income

  

Cash dividends on Alabama National BanCorporation common stock

   $ 199,505

Dividend and interest income

     979,451

Net appreciation in fair value of investments (Note 3)

     1,038,908
      

Net investment income

     2,217,864
      

Employer contributions

     2,729,680

Employee contributions

     4,054,383

Rollover contributions

     381,686
      

Total additions

     9,383,613
      

Deductions

  

Payments to participants

     3,391,574
      

Total deductions

     3,391,574
      

Net additions

     5,992,039

Net Assets Available for Benefits

  

Beginning of year

     33,617,187
      

End of year

   $ 39,609,226
      

The accompanying notes are an integral part of these financial statements.

 

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Alabama National BanCorporation

Employee Capital Accumulation Plan

Notes to Financial Statements

December 31, 2005


 

1. Plan Description

The following description of the Alabama National BanCorporation Employee Capital Accumulation 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 was established by Alabama National BanCorporation (the “Employer”) to provide retirement benefits for eligible employees of the Employer. The Plan is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”). Employees are eligible to participate in the Plan after completing one year of service, as defined in the Plan agreement, and the employee’s attainment of age 21.

 

   Contributions

Contributions to the Plan may consist of employee elective deferral contributions, employee in-service contributions, rollover contributions, and employer matching contributions. Employee elective deferral contributions are made by payroll deduction in amounts not less than 1% nor more than 15% of their compensation. The Employer contributes an equal amount not to exceed 5.5% of the participant’s compensation. The Employer has the discretion to increase the employer matching contribution percentage. Effective January 1, 2006, the Employer elected to increase the employer matching contribution percentage to 6%.

During the year ended December 31, 2005, the Employer elected to change the Plan Trustee from First American Bank (a subsidiary of the Employer) to Fidelity Management Trust Company (“Fidelity”). In addition to acting as Plan Trustee, Fidelity also acts as the recordkeeper of the Plan. Accordingly, all investment transactions involving funds sponsored and/or managed by the Trustee or its affiliates qualify as party-in-interest transactions.

 

   Participants’ Accounts/Benefits

An account is maintained for each participant in the Plan. The accounts are credited with the employees’ elective deferral contributions, employee in-service contributions, rollover contributions, and their allocated portion of the employer matching contributions and investment earnings. Distributions, withdrawals, and allocated expenses are subtracted from the account balances. Participants’ vested account balances represent the benefits available to the participants upon retirement, disability, death, or termination of service.

 

   Vesting

Employee elective deferral contributions, employee in-service contributions, and rollover contributions become fully vested upon receipt. Employer matching contributions that have not vested at the time a covered employee ceases to participate in the Plan are forfeited and are used to reduce subsequent employer contributions to the Plan. For the year ending December 31, 2005, unused forfeitures amounted to $10,848. A participant’s account becomes fully vested upon the participant’s death, total disability, attaining normal retirement age, or according to the following schedule for years of service as a plan member:

 

Years of Service

   Vesting  

Less than 1

   0 %

1

   20 %

2

   40 %

3

   60 %

4

   80 %

5

   100 %

 

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Alabama National BanCorporation

Employee Capital Accumulation Plan

Notes to Financial Statements

December 31, 2005


The employees of the Millennium Bank 401(k) Profit Sharing Plan and Trust (the “Millennium Plan”) who were participants on or before June 19, 2003 will retain the vesting schedule of the Millennium Plan, but only to the extent that the vesting schedule of the Millennium Plan is more favorable than the Plan’s vesting schedule. Thus, the Plan’s vesting schedule shall apply in any event in which it is more favorable. The Millennium Plan’s vesting schedule is as follows:

 

Years of Service

   Vesting  

1

   0 %

2

   0 %

3

   100 %

The employees of the Coquina Bank 401(k) Retirement Savings Plan (the “Coquina Plan”) who were participants on or before July 8, 2004 will retain the immediate 100% vesting provision of the Coquina Plan.

 

   Investment Options

The Plan provides for separate investment programs which allow participants to direct their investing among different investment options. The Plan offers twenty-four investment options, including one money market fund, twenty-two mutual funds, and Employer’s common stock.

 

2. Summary of Significant Accounting Policies

 

   Basis of Financial Statements

The financial statements of the Plan are maintained on the accrual basis and have been prepared in conformity with accounting principles generally accepted in the United States of America.

 

   Investments

Employer’s common stock is valued at fair value based on quoted market prices. Quoted market prices are based on the last reported sales price on the last business day of the year as reported by the principal securities exchange on which the security is traded. Mutual funds are reported at fair value based on the quoted net asset value of shares of the fund. The money market fund is valued based on historical cost, which approximates fair value.

 

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Alabama National BanCorporation

Employee Capital Accumulation Plan

Notes to Financial Statements

December 31, 2005


The Plan presents in the statement of changes in net assets available for benefits, the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments.

Purchases and sales of investments are reflected as of the settlement date. There were no material unsettled trades at December 31, 2005 or 2004. Dividend income is recorded on the ex-dividend date. Investment income is recorded when earned.

 

   Contributions

Contributions to the Plan from employee elective deferral contributions and employer matching contributions are recorded in the period in which the Employer makes the deductions from the participants’ pay. Contributions receivable from elective deferrals of salary are accrued based on unremitted deductions from participating employees’ pay.

 

   Payment of Benefits

Benefits are recorded when paid.

 

   Administrative Fees

The Employer provides certain administrative and accounting services to the Plan at no cost and also pays other administrative expenses on behalf of the Plan.

 

   Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management 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 provides for various investment options which, in turn, invest in any combination of stocks, mutual funds, and other investment securities. Generally, all investments are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the value of investments, it is at least reasonably possible that changes in risks in the near term could materially affect participants’ account balances, the amounts reported in the statements of net assets available for benefits, and the amounts reported in the statement of changes in net assets available for benefits.

 

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Alabama National BanCorporation

Employee Capital Accumulation Plan

Notes to Financial Statements

December 31, 2005


 

3. Investments

Investments held by the Plan at December 31, 2005 and 2004 are summarized as follows:

 

     Fair Value
     2005    2004

Employer common stock

   $ 10,599,859    $ 9,047,674

Money market fund

     6,685,470      6,710,120

Mutual funds

     21,741,482      17,523,422
             
   $ 39,026,811    $ 33,281,216
             

The Plan’s investments (including investments bought and sold, as well as those held during the year) had net appreciation in fair value of $1,038,908 during the year ended December 31, 2005 as follows:

 

Employer common stock

   $ 51,689

Mutual funds

     987,219
      
   $ 1,038,908
      

The following individual investments represent 5% or more of the net assets available for benefits at December 31, 2005 and 2004:

 

     Fair Value
     2005    2004

Alabama National BanCorporation Common Stock

   $ 10,599,859    $ 9,047,674

FA Retirement Money Market Fund

   $ 6,685,470      *

FA Equity Income Fund

   $ 4,466,420      *

FA Mid Cap II Fund

   $ 3,088,385      *

FA New Insights Fund

   $ 2,774,724      *

FA Diversified International Fund

   $ 2,400,149      *

Federated Cash Management Trust Fund

     *    $ 6,710,120

Federated Stock Trust Fund

     *    $ 3,009,882

Federated MidCap Growth Strategies Fund

     *    $ 2,642,445

Federated Max Cap Fund

     *    $ 1,889,921

Janus Fund

     *    $ 1,689,282

Federated Kaufmann Fund

     *    $ 2,225,822

*     -During 2005 the plan trustee and investment options changed.

 

4. Income Tax Status

The Plan obtained its latest determination letter on February 5, 2002, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code (“IRC”) and was, therefore, exempt from federal income taxes. The Plan has been amended since receiving the determination letter. However, 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. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

 

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Alabama National BanCorporation

Employee Capital Accumulation Plan

Notes to Financial Statements

December 31, 2005


 

5. Termination Priorities

The Employer expects to continue the Plan indefinitely. However, the Employer retains the right to amend or terminate the Plan at any time. Should the Plan be terminated, all accounts would become fully vested and the net assets available for benefits would be distributed to the participants.

 

6. Related Party Transactions

Plan investments include certain shares of investment funds managed by Fidelity Management and Research Company, an affiliated company of Fidelity. Plan investments also include shares of the Employer’s common stock.

 

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Alabama National BanCorporation

Employee Capital Accumulation Plan

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

December 31, 2005


 

      (c) Description of investment including   
   (b) Identity of issue, borrower, lessor    maturity date, rate of interest, collateral,      (e) Current

(a)

  

or similar party

  

par, or maturity value

   Value

*

   Alabama National BanCorporation    Common stock    $ 10,599,859

*

   FA Retirement Money Market Fund    Money market fund      6,685,470
   Dreyfus Appreciation Fund    Mutual fund      1,872,552
   American Century Ultra Fund    Mutual fund      1,892,529
   AllianceBernstein Balanced Shares Fund    Mutual fund      54,537

*

   FA Equity Income Fund    Mutual fund      4,466,420

*

   FA Small Cap Fund    Mutual fund      1,077,834

*

   FA High Income Advisor Fund    Mutual fund      125,742

*

   FA Government Fund    Mutual fund      1,427,834

*

   FA Diversified International Fund    Mutual fund      2,400,149

*

   FA Real Estate Fund    Mutual fund      169,693

*

   FA Freedom Income Fund    Mutual fund      84,068

*

   FA Value Fund    Mutual fund      134,635

*

   FA Mid Cap II Fund    Mutual fund      3,088,385

*

   FA Small Cap Value Fund    Mutual fund      166,005

*

   FA New Insights Fund    Mutual fund      2,774,724

*

   FA Freedom 2005 Fund    Mutual fund      295

*

   FA Freedom 2010 Fund    Mutual fund      505,270

*

   FA Freedom 2015 Fund    Mutual fund      124,972

*

   FA Freedom 2020 Fund    Mutual fund      683,633

*

   FA Freedom 2025 Fund    Mutual fund      147,862

*

   FA Freedom 2030 Fund    Mutual fund      258,862

*

   FA Freedom 2035 Fund    Mutual fund      100,160

*

   FA Freedom 2040 Fund    Mutual fund      185,321
            
         $ 39,026,811
            
* Denotes party-in-interest to the Plan.

Note: Information for Column (d) is not required due to all investments being participant-directed.

 

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SIGNATURE

The Plan. 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.

Dated: June 29, 2006

 

ALABAMA NATIONAL BANCORPORATION
EMPLOYEE CAPITAL ACCUMULATION PLAN

By:

  ALABAMA NATIONAL BANCORPORATION,
  PLAN ADMINISTRATOR

By:

 

/s/ William E. Matthews, V

 

William E. Matthews, V

Its Executive Vice President and
Chief Financial Officer


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Exhibit Index

 

Exhibit 23    Consent of Independent Registered Public Accounting Firm