Attached files
file | filename |
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EX-21.1 - Symmetry Medical Inc. | v176252_ex21-1.htm |
EX-24.1 - Symmetry Medical Inc. | v176252_ex24-1.htm |
EX-23.2 - Symmetry Medical Inc. | v176252_ex23-2.htm |
EX-23.1 - Symmetry Medical Inc. | v176252_ex23-1.htm |
EX-32.1 - Symmetry Medical Inc. | v176252_ex32-1.htm |
EX-31.1 - Symmetry Medical Inc. | v176252_ex31-1.htm |
EX-31.2 - Symmetry Medical Inc. | v176252_ex31-2.htm |
10-K - Symmetry Medical Inc. | v176252_10k.htm |
Symmetry
Medical Inc. 2004 Employee Stock
Report of
Independent Registered Public Accounting Firm and Financial
Statements
December 31,
2009 and 2008
Report
of Independent Registered Public Accounting Firm
Audit and
Compensation Committees
Symmetry
Medical Inc.
Warsaw,
Indiana
We have
audited the accompanying statements of financial condition of Symmetry Medical
Inc. 2004 Employee Stock Purchase Plan (Plan) as of December 31, 2009 and 2008,
and the related statements of income and changes in plan equity for each of the
years in the three-year period ended December 31, 2009. The
Plan's management is responsible for these financial statements. 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 Public Company
Accounting Oversight Board (United States). Those standards require
that we plan and perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement. Our
audits also included 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.
In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Symmetry Medical Inc. 2004 Employee
Stock Purchase Plan as of December 31, 2009 and 2008, and the results of
its operations for each of the years in the three-year period ended
December 31, 2009, in conformity with accounting principles generally
accepted in the United States of America.
/s/ BKD,
LLP
Fort
Wayne, Indiana
March 5,
2010
Symmetry
Medical Inc. 2004 Employee Stock Purchase Plan
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Statements
of Financial Condition
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December
31, 2009 and 2008
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2009
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2008
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Assets
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Cash
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$ | 623 | $ | 515 | ||||
Plan
Equity
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$ | 623 | $ | 515 |
See
Notes to Financial Statements
Symmetry
Medical Inc. 2004 Employee Stock Purchase Plan
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Statements
of Income and Changes in Plan Equity
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Years
Ended December 31, 2009, 2008 and 2007
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2009
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2008
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2007
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Additions
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Participant
contributions
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$ | 200,658 | $ | 213,627 | $ | 188,776 | ||||||
Reductions
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Withdrawals
and terminations paid-in cash
|
— | (337 | ) | (1,002 | ) | |||||||
Purchase
and distribution of stock (24,318,
21,250,
and 11,859 shares)
|
(200,550 | ) | (214,362 | ) | (188,227 | ) | ||||||
(200,550 | ) | (214,699 | ) | (189,229 | ) | |||||||
Changes
in Plan Equity for the Year
|
108 | (1,072 | ) | (453 | ) | |||||||
Plan
Equity, Beginning of Year
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515 | 1,587 | 2,040 | |||||||||
Plan
Equity, End of Year
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$ | 623 | $ | 515 | $ | 1,587 |
See
Notes to Financial Statements
Symmetry
Medical Inc. 2004 Employee Stock Purchase Plan
Notes
to Financial Statements
December 31,
2009, 2008 and 2007
Note
1:
|
Summary
of Significant Accounting Policies
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Plan
Administration
The
Compensation Committee (Committee) of the Board of Directors of Symmetry Medical
Inc. (Company) administers the Symmetry Medical Inc. 2004 Employee Stock
Purchase Plan (Plan). The Committee has the authority to interpret
the Plan, to prescribe, amend and rescind rules and regulations relating to the
Plan, and to make all other determinations necessary or advisable for the
administration of the Plan. The administration, interpretation or
application of the Plan by the Committee will be final, conclusive and binding
upon all persons. The Company will bear the expenses of administering
the Plan, except that any stamp duties or transfer taxes applicable to
participation in the Plan may be charged to the accounts of the
participants.
The
purpose of the Plan is to provide eligible employees of the Company the
opportunity to purchase the Company’s common stock through semiannual offerings
financed by payroll deductions. Participants may elect to have up to
10% of compensation deducted from their pay annually to purchase
shares. Participant contributions for any Plan year may not, in the
aggregate, exceed an amount that allows the participant to purchase Company
stock with an aggregate fair market value of more than $25,000 on the date of
the grant to purchase Company stock or allow for purchase of more than 750
shares of Company stock per exercise period.
Organization
The Plan
was originally adopted by the Board of Directors on December 2,
2004. A total of 600,000 shares of common stock have been reserved
for issuance under the Plan. The number of shares reserved for
issuance will be increased each year until 2014 by the lowest of 100,000 shares,
1% of all shares outstanding at the end of the previous year or a lower amount
determined by the Board of Directors. The shares of common stock
issued under the Plan may be newly issued shares or shares reacquired in private
transactions or open market purchases. In 2005, all shares issued
under the Plan were newly issued. Shares are issued to participants
in their name, and the shares are not included in Plan assets.
The Plan
began enrolling participants on March 28, 2005, in an initial enrollment period
that ended April 8, 2005. During the initial enrollment period,
participants were permitted to purchase shares with a lump sum contribution not
to exceed 10% of eligible compensation participants have received or expected to
receive during the six-month period ended June 30, 2005. Participants
enrolled prior to June 30, 2005, were able to purchase stock at 85% of the lower
of the Company’s initial public offering price of $15 per share or the closing
price at June 30, 2005, as quoted on the New York Stock
Exchange. Subsequent to June 30, 2005, participants can purchase
shares at 95% of the closing price on the last day of each exercise
period.
In 2007,
the Company issued 6,038 shares at $15.21 per share and 5,821 shares at $16.56
per share in June and December, respectively, to participants in the
Plan. As of December 31, 2007, the Plan had 159
participants.
In 2008,
the Company issued 6,821 shares at $15.41 per share and 14,429 shares at $7.57
per share in June and December, respectively, to participants in the
Plan. As of December 31, 2008, the Plan had 149
participants.
In 2009,
the Company issued 11,986 shares at $8.85 per share and 12,332 shares at $7.66
per share in June and December, respectively, to participants in the
Plan. As of December 31, 2009, the Plan had 187
participants.
Note
2:
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Income
Tax Status
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The Plan
is not and will not be qualified under Section 401(a) of the Internal Revenue
Code of 1986, as amended (Code). The Plan is intended to qualify as
an employee stock purchase plan under Section 423 of the
Code. Consequently, the difference between the purchase price and the
fair market value of the stock purchase under the Plan is not includable in the
participant’s gross income for federal income tax purposes, unless a
disqualifying distribution occurs.