-----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, EntAaag19mL8Vpt2XUPG6M3MwR5aToYh/b7WBxe4S8s/I5SHwWerIyACGHtEMkMO BCLyrD7+Os4crdRJmXjntg== 0001193125-03-014227.txt : 20030627 0001193125-03-014227.hdr.sgml : 20030627 20030627164012 ACCESSION NUMBER: 0001193125-03-014227 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20021231 FILED AS OF DATE: 20030627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PMI GROUP INC CENTRAL INDEX KEY: 0000935724 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 943199675 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13664 FILM NUMBER: 03761729 BUSINESS ADDRESS: STREET 1: 3003 OAK ROAD CITY: WALNUT CREEK STATE: CA ZIP: 94597-2098 BUSINESS PHONE: 925-658-7878 MAIL ADDRESS: STREET 1: 3003 OAK ROAD CITY: WALNUT CREEK STATE: CA ZIP: 94597-2098 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

 

x   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended December 31, 2002

 

OR

 

¨   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission file number 1-13664

 


 

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

 

PMI Alternate 401(k) Plan

 

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

 

The PMI Group, Inc.

3003 Oak Road

Walnut Creek, California 94597

 



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PMI Alternate 401(k) Plan

 

Financial Statements

and Supplemental Schedule

(Modified Cash Basis)

 

As of December 31, 2002 and 2001 and for the year ended December 31, 2002

 

With Report of Independent Auditors

 

Contents

 

Report of Independent Auditors

   1

Audited Financial Statements

 

    

Statements of Net Assets Available for Benefits (Modified Cash Basis)

   2

Statement of Changes in Net Assets Available for Benefits (Modified Cash Basis)

   3

Notes to Financial Statements (Modified Cash Basis)

   4

Supplemental Schedule

    
Schedule H, Line 4i – Schedule of Assets (Held At End of Year) (Modified Cash Basis)    9


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Report of Independent Auditors

 

The Participants of the PMI Alternate 401(k) Plan

and Board of Directors of The PMI Group, Inc.

 

We have audited the accompanying statements of net assets available for benefits (modified cash basis) of the PMI Alternate 401(k) Plan as of December 31, 2002 and 2001, and the related statement of changes in net assets available for benefits (modified cash basis) for the year ended December 31, 2002. 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 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.

 

As described in Note 2, the financial statements and supplemental schedules were prepared on a modified cash basis of accounting, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United States.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits (modified cash basis) at December 31, 2002 and 2001, and changes therein (modified cash basis) for the year ended December 31, 2002, on the basis of accounting described in Note 2.

 

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental schedule of assets (held at end of year) (modified cash basis) as of December 31, 2002 is presented for the purpose of additional analysis and is not a required part of the 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. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule (modified cash basis) has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.

 

/s/ Ernst & Young LLP

 

June 20, 2003

Los Angeles, California


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PMI Alternate 401(k) Plan

 

Statements of Net Assets Available for Benefits

(Modified Cash Basis)

 

     December 31  
     2002

   2001

 
Assets                

Cash (overdraft)

   $ 61    $ (64 )

Investments, at fair value

     2,557,041      1,767,132  
    

  


Net assets available for benefits    $ 2,557,102      $ 1,767,068  
    

  


 

See accompanying notes.

 

2


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PMI Alternate 401(k) Plan

 

Statement of Changes in Net Assets Available for Benefits

(Modified Cash Basis)

 

Year ended December 31, 2002

 

Additions

        
Investment income (loss):         

Net depreciation in fair value of investments

   $ (327,588 )

Interest and dividends

     27,720  
    


       (299,868 )
Contributions:         

Participants

     1,245,690  

Rollover

     126,601  
    


Total contributions      1,372,291  
    


Total additions

 

     1,072,423  
Deductions         
Benefits paid directly to participants      278,358  
Transfer to The PMI Group, Inc. Savings and Profit-Sharing Plan      4,031  
    


Total deductions

 

     282,389  
Net increase      790,034  

 

Net assets available for benefits:

        

Beginning of year

     1,767,068  
    


End of year

   $ 2,557,102  
    


 

See accompanying notes.

 

3


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PMI Alternate 401(k) Plan

 

Notes to Financial Statements (Modified Cash Basis)

 

December 31, 2002

 

1. Description of the Plan

 

The following description of the PMI Alternate 401(k) Plan (the Plan) provides only general information. Participants should refer to the plan document for a more complete description of the Plan’s provisions.

 

General

 

The Plan is a defined contribution plan covering substantially all temporary full-time and part-time employees of The PMI Group, Inc. (the Company), other than those classes of employees specifically excluded by the plan document. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).

 

Employees are eligible on the first day of the next payroll period after their date of employment and must be at least 18 to participate in the Plan.

 

Contributions

 

Each year, participants may contribute up to 17% of their annual pretax compensation, as defined in the Plan, subject to annual limitations defined by the Internal Revenue Code (the Code). The Company does not match employee contributions.

 

Upon enrollment, participants may direct all contributions to any of the Plan’s investment options. Participants may change their investment elections at any time during the year.

 

4


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PMI Alternate 401(k) Plan

 

Notes to Financial Statements (Modified Cash Basis)—(Continued)

 

1. Description of the Plan (continued)

 

Participant Accounts

 

Each participant’s account is credited with the participant’s contributions and allocations of Plan earnings and may be charged with an allocation of administrative expenses, if any. Allocations are based on participant earnings or account balances, as defined in the Plan. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s account.

 

Vesting

 

Participants are immediately vested in their contributions plus actual earnings thereon.

 

Payment of Benefits

 

Upon termination of employment, death, disability, or retirement participants may elect to receive a lump-sum benefit equal to their account balance. In-service withdrawals may be available upon hardship or upon attainment of age 59 1/2 in accordance with the Plan’s provisions.

 

Participant Loans

 

Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their account balance. Loan terms shall not exceed five years. The loans are secured by the balance in the participant’s account and bear interest rate at a rate equal to the prime rate published in the Wall Street Journal plus 1%. Principal and interest are paid ratably through payroll deductions.

 

5


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PMI Alternate 401(k) Plan

 

Notes to Financial Statements (Modified Cash Basis)—(Continued)

 

1. Description of the Plan (continued)

 

Administrative Expenses

 

The Company pays substantially all administrative expenses of the Plan.

 

Plan Termination

 

Although it has not expressed any intention to do so, the Company has the right under the Plan to terminate the Plan subject to the provisions of ERISA. In the event of the Plan’s termination, participants will remain fully vested in their accounts.

 

2. Summary of Accounting Policies

 

Basis of Accounting

 

The financial statements and supplemental schedule of the Plan are prepared on the modified cash basis, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United States. Under this basis, investment assets are reported at fair value, net realized and unrealized appreciation in fair value of investments is recognized, contributions are recognized when received rather than as earned, and benefits and expenses are recognized when paid rather than as incurred.

 

Investments Valuation and Income Recognition

 

The Plan’s investments are stated at fair value which equals the quoted market price on the last day of the plan year. The shares of registered investment companies are valued at quoted market prices which represent the net asset values of shares held by the Plan at year-end. Common collective trust funds are valued based on the quoted redemption values on the last business day of the plan year. Money market funds are valued at historical cost plus accrued interest, which approximates fair value. Participant loans are valued at their outstanding balances, which approximate fair value.

 

Purchases and sales of securities are recorded on a trade-date basis. Interest income and dividends are recorded when received.

 

6


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PMI Alternate 401(k) Plan

 

Notes to Financial Statements (Modified Cash Basis)—(Continued)

 

2. Summary of Accounting Policies (continued)

 

Use of Estimates

 

The preparation of financial statements in conformity with the modified cash basis of accounting requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

 

3. Investments

 

During 2002, the Plan’s investments (including investments purchased, sold as well as held during the year) depreciated in fair value as determined by quoted market prices as follows:

 

    

Net Realized and
Unrealized 

Depreciation in
Fair Value of
Investments


Registered investment companies

   $(177,174)

Common collective trust funds

   (130,998)

Common stock

   (19,416)
    

Total

   $(327,588)
    

 

7


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PMI Alternate 401(k) Plan

 

Notes to Financial Statements (Modified Cash Basis)—(Continued)

 

3. Investments (continued)

 

Investments that represent 5% or more of the fair value of the Plan’s net assets are as follows:

 

     December 31
     2002

   2001

Davis New York Venture Fund

   $ 330,729    $ 256,861

Merrill Lynch Retirement Reserves

     582,812      490,110

Merrill Lynch Fundamental Growth Fund

     215,503      211,615

BGI LifePath 2010 Fund

     *      188,936

BGI LifePath 2020 Fund

     199,279      *

BGI S&P 500 Stock Fund

     *      368,560

PIMCO Total Return Fund

     247,799      89,263

Van Kampen American Value Fund

     135,197      91,543

Merrill Lynch Equity Index Trust

     387,602      *

 

*   Fair value of these investments does not exceed 5% of the Plan’s net assets for year indicated.

 

4. Income Tax Status

 

The Plan has not applied for nor received a determination letter from the Internal Revenue Service stating that the Plan is qualified under Section 401(a) of the Code. However, the plan administrator believes that the Plan is qualified and, therefore, the related trust is exempt from taxation.

 

5. Transactions with Parties-in-Interest

 

Transactions in shares of the Company’s common stock qualify as party-in-interest transactions under the provisions of ERISA. During 2002, the Plan made purchases of $131,932 and sales of $15,742 of the Plan Sponsor’s common stock.

 

8


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Supplemental Schedule

 

PMI Alternate 401(k) Plan

 

EIN: 94-3199675, Plan Number: 004

 

Schedule H, Line 4i – Schedule of Assets (Held At End of Year)

 

Year ended December 31, 2002

 

(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

    Registered investment companies:             
*  

Merrill Lynch Mid Cap Index Trust Fund

  6,275.4395 shares      $ 53,781
   

Van Kampen American Value Fund

  8,947.4930 shares        135,197
*  

Merrill Lynch Fundamental Growth Fund

  16,692.7520 shares        215,503
   

ING Emerging Countries Fund

  2,560.2649 shares        32,183
   

Van Kampen Aggressive Growth Fund

  4,818.9860 shares        42,696
   

PIMCO Total Return Fund

  23,223.9061 shares        247,799
*  

Merrill Lynch Small Cap Index Fund

  488.4957 shares        4,044
   

Templeton Foreign Fund

  10,314.5355 shares        85,715
   

Davis NY Venture Fund

  15,794.1232 shares        330,729
    Common collective trust funds:             
   

International Equity Fund

  704.5558 units        8,067
   

BGI Lifepath Income Fund

  880.6334 units        14,090
   

BGI Lifepath 2010 Fund

  603.0812 units        10,451
   

BGI Lifepath 2020 Fund

  11,374.3578 units        199,279
   

BGI Lifepath 2030 Fund

  536.1278 units        9,478
   

BGI Lifepath 2040 Fund

  178.2867 units        3,218
*  

Merrill Lynch Equity Index Trust Fund

  6,186.7867 units        387,602
*  

Merrill Lynch Retirement Preservation Trust Fund

  33,171.9700 units        33,172
   

Money market fund:

            
*  

Merrill Lynch Retirement Reserves

  582,812.0700 shares        582,812
   

Common stock:

            
*  

The PMI Group, Inc.

  3,623.0000 shares        108,835
*  

Participant loans

  Interest rate of 5.75%, maturing through 2007        52,390
              

   

Total investments

         $ 2,557,041
              

 

* Indicates a party-in-interest to the Plan.

Note: Cost information has been omitted as these investments are entirely participant-directed.

 

9


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SIGNATURE

 

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.

 

 
   

/s/    CHARLES F. BROOM        


   

Charles F. Broom

Plan Administrator

Date: June 27, 2003

 

10


Table of Contents

PMI ALTERNATE 401(k) PLAN

 

EXHIBIT INDEX

 

Exhibit Number:

  

Description:


23   

Consent of Ernst & Young LLP, independent auditors

99    Certification Pursuant to Section 906 of Sarbanes-Oxley Act of 2002
EX-23 3 dex23.htm CONSENT OF INDEPENDENT AUDITORS Consent of Independent Auditors

Exhibit 23

 

CONSENT OF INDEPENDENT AUDITORS

 

We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-76742) pertaining to The PMI Group, Inc. Savings and Profit-Sharing Plan and The PMI Group, Inc. Alternate 401(k) Plan of PMI Group, Inc. of our report dated June 20, 2003, with respect to the financial statements and schedules of the PMI Alternate 401(k) Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2002.

 

/s/    Ernst & Young LLP

 

June 24, 2003

Los Angeles, California

EX-99 4 dex99.htm CERTIFICATION Certification

Exhibit 99

 

CERTIFICATION

 

Pursuant to 18 U.S.C. Section 1350, I, Charles F. Broom, Plan Administrator of the PMI Alternate 401(k) Plan (the “Plan”), hereby certify, to my knowledge, that the Annual Report on Form 11-K of the Plan for the year ended December 31, 2002 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, and that information contained in the Report fairly presents, in all material respects the net assets available for benefits and changes in net assets available for benefits of the Plan.

 

Dated: June 27, 2003

 

/s/    Charles F. Broom    


Charles F. Broom

Plan Administrator

 

 

The foregoing Certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

 

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Plan and will be retained by the Plan and furnished to the Securities and Exchange Commission or its staff upon request.

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