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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, 2004
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ________to______
Commission File number 1-5674
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
THE ANGELICA CORPORATION
RETIREMENT SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
ANGELICA CORPORATION
424 South Woods Mill Road
Chesterfield, Missouri 63017-3406
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THE ANGELICA CORPORATION
RETIREMENT SAVINGS PLAN
FINANCIAL STATEMENTS
DECEMBER 31, 2004
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CONTENTS
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PAGE
REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.................................................1
FINANCIAL STATEMENTS
Statement Of Net Assets Available For Benefits......................2
Statement Of Changes In Net Assets Available For
Benefits........................................................3
Notes To Financial Statements ..................................4 - 7
SUPPLEMENTARY INFORMATION
Report Of Independent Registered Public Accounting
Firm On Supplementary Information...............................8
Schedule Of Assets Held At End Of Year..............................9
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Retirement Savings Plan Administrator Committee
We have audited the accompanying statement of net assets available for
benefits of The Angelica Corporation Retirement Savings Plan ("the Plan") as
of December 31, 2004 and 2003, and the related statement of changes in net
assets available for 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 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 Company's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also 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, 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, 2004 and 2003, and the changes in net assets available
for benefits for the years then ended, in conformity with accounting
principles generally accepted in the United States of America.
/s/ Rubin, Brown, Gornstein & Co. LLP
St. Louis, Missouri
July 12, 2005
THE ANGELICA CORPORATION RETIREMENT SAVINGS PLAN
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STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31,
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2004 2003
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ASSETS
INVESTMENTS, AT FAIR VALUE (NOTE 3) $ 28,708,247 $ 31,112,864
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RECEIVABLES
Participant contributions 51,052 55,195
Employer contributions 8,066 12,250
Interest 49,993 7,055
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TOTAL RECEIVABLES 109,111 74,500
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CASH 39,786 --
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NET ASSETS AVAILABLE FOR BENEFITS $ 28,857,144 $ 31,187,364
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See the accompanying notes to financial statements. Page 2
THE ANGELICA CORPORATION RETIREMENT SAVINGS PLAN
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STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS
ENDED DECEMBER 31,
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2004 2003
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ADDITIONS TO NET ASSETS ATTRIBUTED TO:
INVESTMENT INCOME
Net appreciation in fair value of
investments (Note 3) $ 1,956,670 $ 3,615,677
Interest and dividends 146,995 108,138
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NET INVESTMENT INCOME 2,103,665 3,723,815
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CONTRIBUTIONS
Participant 1,434,424 1,729,471
Employer 316,098 397,809
Participant rollovers 267,267 3,099
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TOTAL CONTRIBUTIONS 2,017,789 2,130,379
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OTHER INCOME 5,980 3,007
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TOTAL ADDITIONS 4,127,434 5,857,201
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DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Benefits paid directly to participants 6,450,655 6,050,271
Other expenses 6,999 14,655
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TOTAL DEDUCTIONS 6,457,654 6,064,926
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NET DECREASE (2,330,220) (207,725)
NET ASSETS AVAILABLE FOR BENEFITS -
BEGINNING OF YEAR 31,187,364 31,395,089
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NET ASSETS AVAILABLE FOR BENEFITS -
END OF YEAR $ 28,857,144 $ 31,187,364
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See the accompanying notes to financial statements. Page 3
THE ANGELICA CORPORATION RETIREMENT SAVINGS PLAN
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NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003
1. DESCRIPTION OF THE PLAN
The following description of The Angelica Corporation Retirement
Savings Plan (the "Plan") provides only general information.
Participants should refer to the Plan documents for a more complete
description of the Plan's provisions.
GENERAL
The Plan, as amended and restated, was adopted by the Board of
Directors of Angelica Corporation (the "Company") and is a defined
contribution profit sharing plan that includes a 401(k) provision.
The Company is the Plan Administrator and the assets of the Plan
are held in trust by Marshall & Ilsley Trust Company N.A. (the
"Custodian").
ELIGIBLE PARTICIPANTS
All employees who have either (i) completed six months of service
with the Company and are age 21 or older or (ii) completed two
years of service, are eligible to participate in the Plan, except
for certain classifications of employees who are excluded from Plan
eligibility (as defined by the Plan).
CONTRIBUTIONS
Eligible employees may contribute up to 12% of their annual
compensation to the Plan through payroll deferrals, subject to
Internal Revenue Code limitations. The Company provides a matching
contribution in an amount equal to 30% of the compensation deferred
up to, but not exceeding 6% of annual compensation.
PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's
contribution and an allocation of the Company's contribution and
Plan earnings. Earnings allocations are based on the performance of
the investment choices of each participant. The benefit to which a
participant is entitled is the benefit that can be provided from
the participant's vested account.
VESTING
The deferred compensation and Company matching contributions of
each participant's account and earnings thereon are fully vested
and nonforfeitable at all times.
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THE ANGELICA CORPORATION RETIREMENT SAVINGS PLAN
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Notes To Financial Statements (Continued)
PAYMENT OF BENEFITS
Participants are entitled to receive the balance of their accounts
upon death, retirement or other termination of employment, or upon
request after reaching age 59-1/2. Participants who have suffered a
hardship (as defined by the Plan) may also withdraw a portion of
their account balances.
PARTICIPANT LOANS
The Plan allows participants to borrow from their account, subject
to certain limitations. Loans bear interest at the prime rate plus
0.5% at the time the loan is made. All loans are secured by the
participant's account. Principal and interest are paid ratably
through payroll deductions. The outstanding participant loans at
December 31, 2004 bear interest at rates ranging from 4.5% to 10%
and are due at various dates through December 2009.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ESTIMATES AND ASSUMPTIONS
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 assets and liabilities, 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.
BASIS OF ACCOUNTING
The financial statements of the Plan are prepared under the accrual
method of accounting.
INVESTMENT VALUATION AND INCOME RECOGNITION
Investments in mutual funds are valued at reported net asset value
at December 31 as determined by the fund manager.
Investment income is recorded as earned on the accrual basis.
PAYMENT OF BENEFITS
Benefits are recorded when paid.
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THE ANGELICA CORPORATION RETIREMENT SAVINGS PLAN
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Notes To Financial Statements (Continued)
3. INVESTMENTS
The Custodian of the Plan holds the Plan's investments and executes
related investment transactions.
The fair value of individual assets that represent 5% or more of
the Plan's net assets as of the beginning of the Plan year are as
follows:
DECEMBER 31,
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2004 2003
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American Balanced Fund $ 2,580,747 $ 2,627,722
Washington Mutual Investors Fund 8,120,777 9,112,714
M&I Stable Principal Fund 12,829,884 14,731,452
The net appreciation in fair value of investments is:
FOR THE YEARS
ENDED DECEMBER 31,
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2004 2003
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Mutual funds $ 1,896,046 $ 3,607,632
Common stock 60,624 8,045
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$ 1,956,670 $ 3,615,677
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4. TAX STATUS
The Plan obtained its latest determination letter on June 17, 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. The Plan has been amended since receiving
the determination letter. The Plan Administrator is addressing
certain possible Plan operational issues to ensure compliance with
the applicable requirements of the Internal Revenue Code, the
effects of which the Plan Administrator believes are not material
to the financial statements taken as a whole. The Plan
Administrator believes the Plan will be treated as qualified and
the related trust will be treated as tax exempt.
5. PLAN TERMINATION
Although it has not expressed intent to do so, the Company has the
right to terminate the Plan, subject to the provisions of the
Employee Retirement Income Security Act of 1974 ("ERISA").
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THE ANGELICA CORPORATION RETIREMENT SAVINGS PLAN
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Notes To Financial Statements (Continued)
6. RELATED PARTY TRANSACTIONS
Due to its affiliation with the Plan, transactions involving
Angelica Corporation common stock qualify as party-in-interest
transactions. Marshall & Ilsley Trust Company N.A. is the custodian
of the Plan and, as such, is a party-in-interest. Therefore, the
purchase by the Plan of certain proprietary funds sponsored by M&I
constitute party-in-interest transactions. These are allowable
transactions under the Department of Labor regulations.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
ON SUPPLEMENTARY INFORMATION
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 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 schedule has been subjected to
the auditing procedures applied in the audit 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/ Rubin, Brown, Gornstein & Co. LLP
July 12, 2005
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THE ANGELICA CORPORATION RETIREMENT SAVINGS PLAN
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EIN: 43-0905260 PLAN NO: 003
SCHEDULE OF ASSETS HELD AT END OF YEAR
DECEMBER 31, 2004
CURRENT
IDENTITY OF ISSUER DESCRIPTION OF INVESTMENT VALUE
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COMMON STOCK
Angelica Corporation * Common Stock $ 1,179,245
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MUTUAL FUNDS
American Funds Balanced Fund 2,580,747
American Funds Washington Mutual Investors Fund 8,120,777
American Funds EuroPacific Growth Fund 601,502
Federated Max Cap Fund 993,650
Fidelity Advisor Strategic Income Fund 484,447
Fidelity Aggressive Growth Fund 458,723
Managers Investments Managers Special Equity Fund 552,907
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TOTAL MUTUAL FUNDS 13,792,753
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MONEY MARKET AND SECURITIES
DUE IN 1 YEAR
Marshall & Ilsley* M&I Stable Principal Fund 12,829,884
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PARTICIPANT LOANS Interest rates ranging from 4.5% - 10%, due at various
dates through December 2009 906,365
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$ 28,708,247
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* Represents a party-in-interest.
The above information is a required disclosure for IRS Form 5500, Schedule H, Part IV, line 4i.
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SIGNATURE
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Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this report
on Form 11-K to be signed on its behalf by the undersigned, thereunto duly
authorized.
THE ANGELICA CORPORATION
RETIREMENT SAVINGS PLAN
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(Registrant)
By: /s/ James W. Shaffer
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James W. Shaffer, Member of the
Retirement Savings Plan Administrator
Committee
By: /s/ Alan VanDyke
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Alan VanDyke, Member of the Retirement
Savings Plan Administrator Committee
July 14, 2005
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EXHIBIT INDEX
Exhibit No. Description
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23.1 Consent of Rubin, Brown, Gornstein & Co. LLP, Independent
Registered Public Accounting Firm
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