UNITED STATES
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, 2011.
OR
¨ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 001-00368
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
CHEVRON MINING INC. WESTERN WAGE AGREEMENTS 401(k) PLAN
B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
Chevron Corporation
6001 Bollinger Canyon Road
San Ramon, CA 94583
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
Date June 25, 2012 | /s/ Kari H. Endries | |||
Chevron Mining Inc., Plan Administrator | ||||
By: Kari H. Endries, Vice President and Assistant Secretary, Chevron Mining Inc. |
EXHIBIT INDEX
Exhibit |
Description | |
1 | Consent of Independent Registered Public Accounting Firm, dated June 19, 2012. | |
2 | Financial Statements of the CMI Western Wage Agreements 401(k) Plan for the fiscal year ended December 31, 2011, prepared in accordance with the financial reporting requirements of ERISA. |
Exhibit 1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-162660) of Chevron Corporation filed with the Securities and Exchange Commission, pertaining to the Western Wage Agreements 401(k) Plan of Chevron Mining Inc. of our report dated June 19, 2012, with respect to the financial statements and supplemental schedules of CMI Western Wage Agreements 401(k) Plan included in the Annual Report (Form 11-K) as of December 31, 2011 and for the year then ended.
/s/ Morris, Davis & Chan LLP
Oakland, California
June 19, 2012
Exhibit 2
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULE
TOGETHER WITH REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
DECEMBER 31, 2011 AND 2010
MORRIS, DAVIS & CHAN LLP
Certified Public Accountants
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
TABLE OF CONTENTS
Page | ||||
Report of Independent Registered Public Accounting Firm |
1 | |||
Audited Financial Statements: |
||||
Statements of Net Assets Available for Plan Benefits as of December 31, 2011 and 2010 |
2 | |||
Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended December 31, 2011 and 2010 |
3 | |||
Notes to Financial Statements |
4-13 | |||
Supplemental Schedule* |
||||
Schedule H, Line 4i - Schedule of Assets Held as of December 31, 2011 |
14 |
* | There are no other supplemental schedules required to be filed by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under ERISA. |
i
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To The Plan Administrator
CMI Western Wage Agreements 401(k) Plan
We have audited the accompanying statements of net assets available for benefits of the CMI Western Wage Agreements 401(k) Plan (the Plan) as of December 31, 2011 and 2010, 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 Plans management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits 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 consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plans internal control over financial reporting. Accordingly, we express no such opinion. 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, 2011 and 2010, and the changes in net assets available for benefits for the years then ended in conformity with U.S. 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 schedule of assets held as of December 31, 2011 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 Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plans 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/ Morris, Davis & Chan LLP
Oakland, California
June 19, 2012
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2011 AND 2010
2011 | 2010 | |||||||
ASSETS |
||||||||
Investments, at fair value |
||||||||
Chevron Corporation common stock |
$ | 400,371 | $ | 638,000 | ||||
Collective investment fund |
3,577,722 | 3,283,638 | ||||||
Mutual funds |
5,267,741 | 6,159,126 | ||||||
|
|
|
|
|||||
Total investments |
9,245,834 | 10,080,764 | ||||||
Noninterest-bearing cash |
2,560 | 2,560 | ||||||
Other receivables |
25 | 50 | ||||||
|
|
|
|
|||||
Total assets |
9,248,419 | 10,083,374 | ||||||
|
|
|
|
|||||
LIABILITIES |
||||||||
Administrative expenses payable |
50 | | ||||||
|
|
|
|
|||||
Total liabilities |
50 | | ||||||
|
|
|
|
|||||
NET ASSETS REFLECTING ALL INVESTMENTS AT FAIR VALUE |
9,248,369 | 10,083,374 | ||||||
Adjustment from fair value to contract value for fully benefit-responsive investment contract |
(90,798 | ) | | |||||
|
|
|
|
|||||
NET ASSETS AVAILABLE FOR BENEFITS |
$ | 9,157,571 | $ | 10,083,374 | ||||
|
|
|
|
See accompanying notes to financial statements
2
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010
2011 | 2010 | |||||||
ADDITIONS |
||||||||
Contributions |
||||||||
Participant |
$ | 799,313 | $ | 761,844 | ||||
Participant rollovers |
2,756 | | ||||||
Employer |
| 132,081 | ||||||
|
|
|
|
|||||
802,069 | 893,925 | |||||||
|
|
|
|
|||||
Investment income |
||||||||
Net (depreciation) appreciation in fair value investments |
(132,662 | ) | 743,346 | |||||
Dividend and interest income |
141,263 | 174,148 | ||||||
|
|
|
|
|||||
8,601 | 917,494 | |||||||
|
|
|
|
|||||
Other income |
2,050 | 16,405 | ||||||
|
|
|
|
|||||
Total additions |
812,720 | 1,827,824 | ||||||
|
|
|
|
|||||
DEDUCTIONS |
||||||||
Distributions to participants |
1,736,335 | 1,533,575 | ||||||
Administrative expenses |
2,188 | 470 | ||||||
|
|
|
|
|||||
Total deductions |
1,738,523 | 1,534,045 | ||||||
|
|
|
|
|||||
NET (DECREASE) INCREASE |
(925,803 | ) | 293,779 | |||||
NET ASSETS AVAILABLE FOR BENEFITS |
||||||||
Beginning of year |
10,083,374 | 9,789,595 | ||||||
|
|
|
|
|||||
End of year |
$ | 9,157,571 | $ | 10,083,374 | ||||
|
|
|
|
See accompanying notes to financial statements
3
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
A. | DESCRIPTION OF PLAN |
The following description of the CMI Western Wage Agreements 401(k) Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a complete description of the Plans provisions.
General
The Plan is a defined contribution plan sponsored by Chevron Mining Inc. (the Company and Plan Sponsor). The original Plan was established effective October 1, 1996 by the Company for the benefit of its employees to qualify under Section 401(k) of the Internal Revenue Code (the Code). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended. The Company is the Plan administrator and has appointed an employee to perform the duties of the Plan administrator. The assets of the Plan are maintained in a trust fund administered under a trust agreement with Merrill Lynch Bank & Trust Co., FSB (Merrill Lynch or the Trustee).
The issuance of shares of Chevron Corporation common stock (Chevron common stock) under the Plan have been registered on a registration statement on Form S-8 filed with the U.S. Securities Exchange Commission (the SEC) on October 26, 2009. On October 27, 2009, Chevron Corporation filed with the SEC a registration statement on Form S-3, as amended on December 1, 2009 and December 15, 2009, offering to rescind the purchase of shares of Chevron common stock by persons who acquired such shares through the Plan from February 21, 2008 through October 23, 2009. The shares subject to the rescission offer may have been deemed not to have been properly registered with the SEC for offer and sale to Plan participants under the Securities Act of 1933, as amended. The Company made additional contribution of $132,081 in 2010 for the rescission of the Chevron common stock by affected participants.
Eligibility
The Plan is a trusteed 401(k) salary deferral plan covering all hourly paid employees represented by the Kemmerer Mine United Workers of America, Local 1307 and McKinley Mine United Workers of America, Local 1332. Employees, who are age 18 or older, are eligible to participate in the Plan on the first date of their employment.
Contributions
Each participant has the option to make before-tax contributions to the Plan subject to Plan and Internal Revenue Service limitations. Participants may change their elective deferral percentages and may terminate their elective deferrals at any time. The Company makes no contributions to the Plan.
4
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
A. | DESCRIPTION OF PLAN (Continued) |
Participant Accounts
Each participants account is credited with the participants contribution and allocation of Plan earnings and losses. Allocation is based on participant account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participants vested account balance.
Vesting
Participants are immediately vested in their contributions.
Payment of Benefits
Employees over the age of 59 1/2 may elect to withdraw funds from the Plan prior to termination of employment or retirement. On termination of service, a participant may receive the value of his or her account in a lump sum payment, or in monthly installments over various periods or life, provided that the participant is of retirement age as specified by the Internal Revenue Code. Participants with account balances greater than $1,000 have the option of leaving their accounts within the Plan after termination. There were no distributions considered payable as of December 31, 2011 and 2010.
Investment Alternatives
The participants of the Plan may currently choose among 15 investment alternatives that are managed by Merrill Lynch. These investment alternatives consist of 13 mutual funds (the Funds) that include an international hybrid fund, a large capital growth fund, a domestic hybrid fund, an intermediate term bond fund, a large blended equity fund, a domestic stock index fund, a foreign stock growth fund, a mid capital growth fund, a large capital emerging growth fund, a collective investment fund, and effective October 26, 2009 Chevron Corporation common stock. Allocations of earnings and losses are based on the participants account balances in each fund.
B. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Accounting Pronouncements
Accounting Pronouncement Issued and Adopted In January 2010, Accounting Standard Update (ASU) 2010-06, Improving Disclosures about Fair Value Measurements, expanded the required disclosures about fair value measurements. ASU 2010-06 requires separate disclosure of significant transfers into and out of Level 1 and Level 2, along with reasons for such transfers; and presentation of fair value disclosures by nature and risk class for all fair value assets and liabilities effective for 2010 reporting;
5
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
B. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Accounting Pronouncements (Continued)
and presentation of gross purchases, sales, issuances, and settlements separately in the Level 3 reconciliation effective beginning with 2011 reporting. The Plans financial statements are presented to conform to the applicable requirements of ASU 2010-06. See Note D Fair Value Measurements.
Accounting Pronouncement Issued but Not Yet Adopted In May 2011, the Financial Accounting Standards Board issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS, to converge U.S. generally accepted accounting principles (GAAP) and International Financial Reporting Standards on fair value measurements and disclosures. The amended guidance changes several aspects of the fair value measurement guidance in Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures, including information about valuation techniques and unobservable inputs used in Level 3 fair value measurements and a narrative description of the sensitivity of Level 3 measurements to changes in unobservable inputs. The amended guidance must be applied prospectively and is effective beginning after December 15, 2011. ASU 2011-04 will not impact the Plans financial statements as there are no Level 3 investments held.
Basis of Accounting
The financial statements are prepared on the accrual basis of accounting in accordance with GAAP. Revenues are recognized as earned. Distributions to participants are recorded when paid. All other expenses are recorded as incurred.
Use of Estimates
The preparation of financial statements in conformity with GAAP 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.
Investment Valuation and Income Recognition
The Plans investments are reported at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Net appreciation (depreciation) in fair value of investments includes realized gains (losses) and unrealized appreciation (depreciation).
6
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
B. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Fully Benefit-Responsive Contracts The collective investment fund, which invests primarily in guaranteed investment contracts, and has a fully-benefit responsive feature, is recorded at fair value and adjusted to contract value, which represents contributions made under the contract, plus interest earned, less withdrawals and administrative expenses. As described in ASC 962, Defined Contribution Pension Plans, investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. As required by ASC 962, the Statements of Net Assets Available for Benefits present the fair value of the investment contracts from fair value to contract value. The Statements of Changes in Net Assets Available for Benefits are prepared on a contract value basis.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the cash basis, which approximates the accrual basis. Dividends are recorded on the ex-dividend date.
C. | INVESTMENTS |
The following broad range of investment options were available to participants:
Core Funds:
Fund Name |
Fund Type | |
Chevron Corporation Common Stock |
Company Stock | |
Wells Fargo Stable Value Fund effective February 2011 |
Stable Value | |
Bank of America N.A. Retirement Preservation Trust prior to its termination and redemption in February 2011 |
Stable Value | |
Ivy Balanced Fund |
Balanced | |
BlackRock Global Allocation Fund |
Large Cap Blend | |
BlackRock Capital Appreciation Fund (formerly BlackRock Fundamental Growth Fund) |
Large Cap Growth | |
Invesco Van Kampen American Franchise Fund (formerly Invesco Van Kampen Capital Growth Fund)* |
Large Cap Growth | |
Victory Diversified Stock Fund |
Large Cap Growth |
7
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
C. | INVESTMENTS (Continued) |
Fund Name |
Fund Type | |
American Funds Washington Mutual Investor Fund |
Large Cap Value | |
BlackRock S&P 500 Index Fund |
Large Cap Stock | |
Invesco International Growth Fund* |
International Equity | |
Dreyfus Opportunistic Midcap Value Fund |
Mid-Cap Value | |
MFS New Discovery Fund |
Small Cap Growth | |
Victory Small Company Opportunity Fund |
Small Cap Value | |
MFS Government Securities Fund |
Fixed Income | |
PIMCO Total Return Fund |
Fixed Income |
* | As a result of Invescos June 1, 2010 acquisition of Morgan Stanleys retail asset management business, Invesco was added to Van Kampen fund names and AIM funds replaced the AIM name with Invesco. |
The fair value of investments that represent 5% or more of the Plans net assets as of December 31, 2011 and 2010 are as follows:
2011 | 2010 | |||||||
Common stock: |
||||||||
Chevron Corporation |
$ | | (1) | $ | 638,000 | |||
Collective investment fund: |
||||||||
Wells Fargo Stable Value Fund at contract value |
3,486,924 | | (4) | |||||
Bank of America N.A. Retirement Preservation |
||||||||
Trust at contract value |
| (2) | 3,283,638 | |||||
Mutual funds: |
||||||||
BlackRock Global Allocation Fund |
1,368,005 | 1,614,902 | ||||||
BlackRock Capital Appreciation Fund (formerly BlackRock Fundamental Growth Fund) |
1,175,836 | 1,442,757 | ||||||
PIMCO Total Return Fund |
579,638 | 685,675 | ||||||
BlackRock Balanced Capital Fund |
| (3) | 596,469 | |||||
Ivy Balanced Fund |
534,331 | | (4) |
(1) | Investment was below 5% of the Plans net asset at year-end. |
(2) | Investment was terminated in February 2011 and the Plans units of participation were redeemed at the net asset value per unit of $1.00. |
(3) | Investment was discontinued in 2011. |
(4) | Not an investment option in 2010. |
8
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
C. | INVESTMENTS (Continued) |
For the years ended December 31, 2011 and 2010, the Plans investments (including gains and losses on investment bought and sold, as well as held during the year) (depreciated) appreciated in value by $(132,662) and $743,346, respectively, as follows.
2011 | 2010 | |||||||
Common stock |
$ | 106,842 | $ | 118,851 | ||||
Collective investment fund |
(295,058 | ) | | |||||
Mutual funds |
55,554 | 624,495 | ||||||
|
|
|
|
|||||
Net (depreciation) appreciation in fair value of investments |
$ | (132,662 | ) | $ | 743,346 | |||
|
|
|
|
D. | FAIR VALUE MEASUREMENTS |
ASC 820 establishes a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are described below:
Level 1: | Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access. | |
Level 2: | Inputs to the valuation methodology include: | |
Quoted prices for similar assets or liabilities in active markets; | ||
Quoted prices for identical or similar assets or liabilities in inactive markets; | ||
Inputs other than quoted prices that are observable for the asset or liability; and | ||
Inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
Level 3: | Inputs to the valuation methodology are unobservable and significant to the fair value measurement. |
9
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
D. | FAIR VALUE MEASUREMENTS (Continued) |
The assets or liabilitys fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.
Following is a description of the valuation methodologies used for assets and liabilities measured at fair value. There have been no changes in the methodologies used at December 31, 2011 and 2010.
| Common stocks are valued at the closing price reported on the active market on which the individual securities are traded. |
| Collective investment fund is valued at the net asset value of units of participation held by the Plan. The value of the underlying assets of the collective investment fund is calculated based on quoted market prices or other observable inputs. |
| Mutual funds are valued at the net asset value of shares held by the Plan. |
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
The following tables set forth by level, within the fair value hierarchy, the Plans investment at fair value as of December 31, 2011 and 2010:
Investments at Fair Value as of December 31, 2011 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Common stock |
$ | 400,371 | $ | | $ | | $ | 400,371 | ||||||||
Collective investment fund |
| 3,577,722 | | 3,577,722 | ||||||||||||
Mutual funds: |
||||||||||||||||
Equity funds |
3,198,418 | | | 3,198,418 | ||||||||||||
Fixed income funds |
701,318 | | | 701,318 | ||||||||||||
Allocation fund |
1,368,005 | | | 1,368,005 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Investments, at fair value |
$ | 5,668,112 | $ | 3,577,722 | $ | | $ | 9,245,834 | ||||||||
|
|
|
|
|
|
|
|
10
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
D. | FAIR VALUE MEASUREMENTS (Continued) |
Investments at Fair Value as of December 31, 2010 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Common stock |
$ | 638,000 | $ | | $ | | $ | 638,000 | ||||||||
Collective investment fund |
| 3,283,638 | | 3,283,638 | ||||||||||||
Mutual funds: |
||||||||||||||||
Equity funds |
3,748,412 | | | 3,748,412 | ||||||||||||
Fixed income funds |
795,812 | | | 795,812 | ||||||||||||
Allocation fund |
1,614,902 | | | 1,614,902 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Investments, at fair value |
$ | 6,797,126 | $ | 3,283,638 | $ | | $ | 10,080,764 | ||||||||
|
|
|
|
|
|
|
|
E. | TRUSTEE AND ADMINISTRATIVE SERVICES |
Certain trustee administrative and recordkeeping fees are paid by the Plan. The Plan incurred $2,188 and $470 for trustee fees during 2011 and 2010, respectively. These fees are included in the accompanying financial statements. The Company, at its election, pays other Plan administrative and accounting fees. The Company incurred $14,155 and $14,332 for other administrative and accounting fees during the years ended December 31, 2011 and 2010, respectively. These fees are not reflected in the accompanying financial statements.
F. | PLAN TERMINATION |
Although it does not intend to do so, the Company has the right under the Plan to terminate the Plan subject to the provisions of ERISA.
G. | TAX STATUS |
The Plan obtained its latest determination letter on July 8, 2010, in which the Internal Revenue Service (IRS) stated that the Plan, as then designed, was in compliance with the applicable requirements of the Code. The IRS audit of the Plans annual report and records for plan year 2008 is still ongoing. To date, no issues have been asserted since the IRS audit started in March 2010. The Plan administrator and the Plans tax counsel believe that the Plan, is currently designed and being operated in compliance with the applicable requirements of the Code. Therefore, no provision for income taxes has been included in the Plans financial statements.
11
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
G. | TAX STATUS (Continued) |
GAAP requires Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain tax position that would not meet the more likely than not standard and be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2011, there are no uncertain tax positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions. The Plan administrator believes it is no longer subject to income tax examinations for years prior to 2008.
H. | RISKS AND UNCERTAINTIES |
The Plan invests in various investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investments will occur in the near term and that such changes could materially affect participants account balances and the amounts reported in the Statements of Net Assets Available for Benefits.
I. | RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 |
The Plan files its Form 5500 on the cash basis. The following is a reconciliation of the financial statements to the Form 5500 as of and for the years ended December 31, 2011 and 2010:
Net Assets | Change in Net Assets |
|||||||
As of and for the year ended December 31, 2011: |
||||||||
Per financial statements |
$ | 9,157,571 | $ | (925,803 | ) | |||
Adjustment from contract value to fair value for fully benefit-responsive investment contract |
90,798 | 90,798 | ||||||
Other receivable |
(25 | ) | 25 | |||||
Administrative expenses payable |
50 | 50 | ||||||
|
|
|
|
|||||
Per Form 5500 |
$ | 9,248,394 | $ | (834,930 | ) | |||
|
|
|
|
12
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2011 AND 2010
I. | RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (Continued) |
Net Assets | Change in Net Assets |
|||||||
As of and for the year ended December 31, 2010: |
||||||||
Per financial statements |
$ | 10,083,374 | $ | 293,779 | ||||
Adjustment from contract value to fair value for fully benefit-responsive investment contract |
| 239,612 | ||||||
Contributions receivable |
| 31,862 | ||||||
Other receivable |
(50 | ) | (50 | ) | ||||
Other payable |
| (8,626 | ) | |||||
Administrative expenses payable |
| (2,824 | ) | |||||
|
|
|
|
|||||
Per Form 5500 |
$ | 10,083,324 | $ | 553,753 | ||||
|
|
|
|
J. | SUBSEQUENT EVENTS |
The Plans financial statements have been evaluated for subsequent events or transactions. The Company determined that there are no subsequent events or transactions that require disclosure to or adjustment in the financial statements except as noted below:
| Effective February 1, 2012, the Company finalized the sale of the Kemmerer Mine to Westmoreland Coal Company. Former employees of the Company represented by Kemmerer Mine United Workers of America, Local 1307 became employees of Westmoreland Coal Company. Due to the ongoing IRS audit of the Plans annual report and records for the year ended December 31, 2008, the Company has retained the Plan until the IRS completes the audit and issues a determination letter regarding the outcome of the audit. |
13
CMI WESTERN WAGE AGREEMENTS 401(k) PLAN
EIN 44-0658937 PLAN NO. 004
SCHEDULE OF ASSETS HELD
DECEMBER 31, 2011
( a ) |
( b ) Identity of Issue, Borrower, Lessor, or Similar Party |
( c ) Description of Investment Including Maturity Date, Rate of Interest, Collateral, Par, or Maturity Value |
( e ) Current Value |
|||||
* | Chevron Corporation Common Stock | Common stock | $ | 400,371 | ||||
Wells Fargo Stable Value Fund | Collective Investment Fund | 3,577,722 | ||||||
BlackRock Global Allocation Fund | Mutual Fund | 1,368,005 | ||||||
BlackRock Capital Appreciation Fund (formerly BlackRock Fundamental Growth Fund) |
Mutual Fund | 1,175,836 | ||||||
PIMCO Total Return Fund | Mutual Fund | 579,638 | ||||||
Ivy Balanced Fund | Mutual Fund | 534,331 | ||||||
American Funds Washington Mutual Investor Fund | Mutual Fund | 356,011 | ||||||
Invesco International Growth Fund | Mutual Fund | 344,308 | ||||||
Victory Diversified Stock Fund | Mutual Fund | 224,596 | ||||||
Invesco Van Kampen American Franchise Fund (formerly Invesco Van Kampen Capital Growth Fund) |
Mutual Fund | 157,805 | ||||||
BlackRock S&P 500 Index Fund | Mutual Fund | 135,891 | ||||||
MFS Government Securities Fund | Mutual Fund | 121,680 | ||||||
Victory Small Company Opportunity Fund | Mutual Fund | 94,233 | ||||||
MFS New Discovery Fund | Mutual Fund | 92,654 | ||||||
Dreyfus Opportunistic Midcap Value Fund | Mutual Fund | 82,753 | ||||||
|
|
|||||||
$ | 9,245,834 | |||||||
|
|
* | Investment with parties-in-interest as defined under ERISA. |
Column (d) was omitted as all investments are participant-directed.
14