-----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, IibVre4w8LnS1MkoLxsLEW8vf7zwbdObjtlugj76u+9GDmGMS90tYIa79gkyBscS CkUxf477iNMOZBlVYRBqOA== 0001008886-01-500022.txt : 20010628 0001008886-01-500022.hdr.sgml : 20010628 ACCESSION NUMBER: 0001008886-01-500022 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SMITHWAY MOTOR XPRESS CORP CENTRAL INDEX KEY: 0000941914 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 421433844 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-20793 FILM NUMBER: 1668785 BUSINESS ADDRESS: STREET 1: 2031 QUAIL AVENUE CITY: FORT DODGE STATE: IA ZIP: 50501 BUSINESS PHONE: 5155767418 MAIL ADDRESS: STREET 1: 2031 QUAIL AVENUE CITY: FORT DODGE STATE: IA ZIP: 50501 11-K 1 smithway11k.txt SMITHWAY MOTOR XPRESS, INC. 401(k) RETIREMENT SAVINGS AND INVESTMENT PLAN Financial Statements and Schedule December 31, 2000 and 1999 (With Independent Auditors' Report Thereon) SMITHWAY MOTOR XPRESS, INC. 401(k) RETIREMENT SAVINGS AND INVESTMENT PLAN Table of Contents Page Independent Auditors' Report 1 Statements of Net Assets Available for Plan Benefits 2 Statements of Changes in Net Assets Available for Plan Benefits 2 Notes to Financial Statements 3 Schedule 1 Schedules of Assets Held for Investment Purposes 6 Independent Auditors' Report The Plan Trustees Smithway Motor Xpress, Inc. 401(k) Retirement Savings and Investment Plan: We have audited the statements of net assets available for plan benefits of Smithway Motor Xpress, Inc. 401(k) Retirement Savings and Investment Plan as of December 31, 2000 and 1999, and the related statements of changes in net assets available for plan 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 auditing standards generally accepted in the United States of America. 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 plan benefits of Smithway Motor Xpress, Inc. 401(k) Retirement Savings and Investment Plan as of December 31, 2000 and 1999, and the changes in its net assets available for plan benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America. Our audit of the Plan's financial statements as of and for the years ended December 31, 2000 and 1999, was made for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental schedule 1 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. 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/KPMG LLP Des Moines, Iowa June 15, 2001 1 SMITHWAY MOTOR XPRESS, INC. 401(k) RETIREMENT SAVINGS AND INVESTMENT PLAN Statements of Net Assets Available for Plan Benefits December 31, 2000 and 1999
2000 1999 ----------- ----------- Assets: Cash $ 491,713 439,946 ----------- ----------- Investments (note 8): Investment in registered investment companies 8,923,690 9,352,826 Common stock 892,521 1,862,419 Loans to participants 878,602 888,369 ----------- ----------- 10,694,813 12,103,614 Contributions receivable - employees 113,989 144,839 Contributions receivable - employer 172,450 262,998 Other receivables 2,432 413 ----------- ----------- Total assets 11,475,397 12,951,810 Liabilities (note 6) 28,898 55,325 ----------- ----------- Net assets available for benefits (note 2) $ 11,446,499 12,896,485 =========== ===========
Statements of Changes in Net Assets Available for Plan Benefits Years ended December 31, 2000 and 1999
2000 1999 ----------- ----------- Additions to net assets attributed to: Employer contributions (note 3) $ 171,493 263,398 Employee contributions and rollovers (note 3) 1,317,190 1,703,325 Net investment income (notes 2 and 8) - 837,741 Other 4,339 - ----------- ----------- Total additions 1,493,022 2,804,464 ----------- ----------- Deductions from net assets attributed to: Benefits paid to participants (note 5) 1,188,095 1,189,404 Net investment loss (notes 2 and 8) 1,694,276 - Administrative fees 60,637 92,138 Other - 4,683 ----------- ----------- Total deductions 2,943,008 1,286,225 ----------- ----------- Net (decrease) increase in net assets available for benefits (1,449,986) 1,518,239 Net assets available for benefits: Beginning of year 12,896,485 11,378,246 ----------- ----------- End of year $ 11,446,499 12,896,485 =========== ===========
See accompanying notes to financial statements. 2 (Continued) SMITHWAY MOTOR XPRESS, INC. 401(k) RETIREMENT SAVINGS AND INVESTMENT PLAN Notes to Financial Statements December 31, 2000 and 1999 (1) Summary of Significant Accounting Policies Plan Information and Basis of Presentation The accompanying financial statements of Smithway Motor Xpress, Inc. 401(k) Retirement Savings and Investment Plan (the Plan) have been prepared on the accrual basis of accounting and are subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The Plan is sponsored by Smithway Motor Xpress Corp. (the Company) and has two entry dates per year. Full-time employees are eligible for participation in the Plan on the next entry date after completing one year of service. Participants should refer to the Plan agreement for more complete information. Investments Investments, other than loans, are reported at fair value, as determined by using available market information. Purchases and sales of securities are recorded on a trade-date basis. Loans to participants are valued at their unpaid principal balance, representing estimated fair value. Net investment income includes investment income, realized gains (losses), and unrealized appreciation (depreciation) on investments held. Administrative Fees Certain administrative fees are paid by the Company. Income Taxes The Internal Revenue Service has issued a determination letter that the Plan is qualified, and the trust established under the Plan is tax-exempt, under Sections 401(a) and 501(a) of the Internal Revenue Code. The Plan has been amended since receiving the determination letter. An updated determination letter has not been requested; however, UMB Bank (the Plan Administrator) and the Plan's tax counsel believe the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, they believe the Plan was qualified and the related trust was tax-exempt as of December 31, 2000 and 1999. Future qualification of the Plan will depend on continuing operation in compliance with the Internal Revenue Code. Use of Estimates The Plan Administrator has made a number of estimates and assumptions relating to the reporting of assets, liabilities, and changes therein to prepare these financial statements in conformity with accounting principles generally accepted in the United States of America. Actual results could differ from those estimates. 3 (Continued) SMITHWAY MOTOR XPRESS, INC. 401(k) RETIREMENT SAVINGS AND INVESTMENT PLAN Notes to Financial Statements December 31, 2000 and 1999 (2) Net Assets Available for Benefits The Plan Administrator maintains funds received from the Plan primarily in registered investment companies or in the Company's common stock. (3) Contributions Under the terms of the Plan agreement, the Company may, at its discretion, make annual contributions to the Plan, which shall be allocated to eligible participants based on a percentage of the total deferred compensation contributed during the Plan year. Forfeitures, if any, are used to reduce future employer contributions. Employees may make voluntary contributions to the Plan up to 15% of their compensation, subject to certain limitations as specified in the Plan agreement. (4) Participant Accounts Each participant's account is credited with the participant's contribution, the employer's contribution, and an allocation of Plan earnings. Each participant will be permitted to direct the Plan Administrator to invest their individual accounts into various approved investments permitted under the Plan. Participants are immediately vested in their voluntary contributions and the earnings thereon. Vesting in the remainder of their accounts is based on years of service in which the participant has completed at least 1,000 hours of service. A participant is 100% vested after six years of service. (5) Benefits Under the terms of the Plan agreement, participants or their beneficiaries are eligible for benefits upon retirement, death, or disability. Benefits shall be distributed through one of several options selected by the participants, as defined in the Plan agreement. (6) Liabilities Liabilities include refunds payable for excess contributions received by the Plan which are reimbursable to the participants, benefit claims payables, and other miscellaneous operating payables. (7) Plan Termination Although the Company has not expressed any intent to terminate its participation in the Plan, it may do so at any time, subject to the provisions set forth in ERISA. Should the Plan be terminated at some future time, all participants become 100% vested in benefits earned as of the termination date. 4 (Continued) SMITHWAY MOTOR XPRESS, INC. 401(k) RETIREMENT SAVINGS AND INVESTMENT PLAN Notes to Financial Statements December 31, 2000 and 1999 (8) Investments The fair values of the investments of the Plan at December 31, 2000 and 1999 were as follows: 2000 1999 --------------- -------------- Fidelity Asset Manager $ 1,548,635 1,508,986 Fidelity Magellan Fund 3,148,804 3,436,326 Capital Preservation Fund 1,007,370 860,617 PBHG Growth Fund 1,565,529 2,002,400 Putnam Vista Fund 861,865 841,936 Strong Government Securities 791,487 702,561 Smithway Motor Xpress Corp. common stock * 892,521 1,862,419 Participant Loans 878,602 888,369 --------------- -------------- $ 10,694,813 12,103,614 =============== ============== Included in net investment (loss) income for the years ended December 31, 2000 and 1999 was (depreciation) appreciation of investments(including gains and losses on investments bought and sold, as well as held during the year) of ($1,811,605) and $752,545, respectively, as follows: 2000 1999 --------------- -------------- Registered investment companies $ (650,540) 2,098,834 Common stock * (1,161,065) (1,346,289) --------------- -------------- $ (1,811,605) 752,545 =============== ============== *Party-in-interest 5 (Continued) Schedule 1 SMITHWAY MOTOR XPRESS, INC. 401(k) RETIREMENT SAVINGS AND INVESTMENT PLAN Schedules of Assets Held for Investment Purposes December 31, 2000 and 1999
2000 ------------------------------ Fair Description Cost value - --------------------------------------------------------- ------------- --------------- Fidelity Asset Manager $ 1,607,102 1,548,635 Fidelity Magellan Fund 2,404,187 3,148,804 Capital Preservation Fund 1,007,370 1,007,370 PBHG Growth Fund 1,380,947 1,565,529 Putnam Vista Fund 955,945 861,865 Strong Government Securities 799,624 791,487 Smithway Motor Xpress Corp. common stock * 690,471 892,521 ------------- --------------- 8,845,646 9,816,211 Loans to participants 878,602 878,602 ------------- --------------- $ 9,724,248 10,694,813 ============= =============== 1999 ------------------------------ Fair Description Cost value - --------------------------------------------------------- ------------- --------------- Fidelity Asset Manager $ 1,420,645 1,508,986 Fidelity Magellan Fund 2,051,716 3,436,326 Capital Preservation Fund 860,617 860,617 PBHG Growth Fund 905,998 2,002,400 Putnam Vista Fund 648,424 841,936 Strong Government Securities 755,142 702,561 Smithway Motor Xpress Corp. common stock * 534,659 1,862,419 ------------- --------------- 7,177,201 11,215,245 Loans to participants 888,369 888,369 ------------- --------------- $ 8,065,570 12,103,614 ============= ===============
*Party-in-interest See accompanying independent auditors' report. 6 (Continued) Signatures 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. SMITHWAY MOTOR XPRESS, INC. 401 (K) RETIREMENT SAVINGS AND INVESTMENT PLAN Date: June 27, 2000 /s/ Tom Nelson By: Tom Nelson, Administrator 7 EX-23 2 consentexhibit.txt Consent of Independent Auditors The Board of Directors Smithway Motor Xpress Corp: We consent to incorporation by reference in the registration statement (No. 333-21253) on Form S-8 of Smithway Motor Xpress Corp. of our report dated June 15, 2001, relating to the statements of net assets available for plan benefits of Smithway Motor Xpress, Inc. 401 (k) Retirement Savings and Investment Plan as of December 31, 2000 and 1999, the related statements of changes in net assets available for plan benefits for the years then ended, and related schedule, which report appears in the December 31, 2000 Form 11-K of Smithway Motor Xpress Corp. /s/KPMG LLP KPMG LLP Des Moines, Iowa June 27, 2001 -----END PRIVACY-ENHANCED MESSAGE-----