UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2006
-----------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE TRANSITION PERIOD FROM ____________________ TO ____________________
COMMISSION FILE NUMBER 000-21788
A. Full title of the plan and the address of the plan, if different from that of
the issuer named below:
DELTA AND PINE LAND COMPANY DEFINED CONTRIBUTION PLAN
("DELTA AND PINE LAND COMPANY SAVINGS PLAN")
B. Name of issuer of securities held pursuant to the plan and the address of
principal executive office:
DELTA AND PINE LAND COMPANY
SAVINGS PLAN
One Cotton Row
Scott, Mississippi
Audited Financial Statements
December 31, 2006 and 2005 and
Year Ended December 31, 2006
CONTENTS
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Report of Independent Registered Public Accounting Firm 1
--------------------------------------------------------------------------------------------------- ----------------
Audited Financial Statements
Statements of Net Assets Available for Benefits 2
Statement of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4 - 8
Supplemental Schedules
Schedule of Assets (Held at End of Year) 9 - 10
Schedule of Reportable Transactions 11
--------------------------------------------------------------------------------------------------- ----------------
Note: Supplemental schedule required by the Employee Retirement Income Security
Act of 1974 not included herein are deemed not applicable to Delta and Pine Land
Company Savings Plan.
REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
To Trustees of the
Delta and Pine Land Company Savings Plan
We have audited the accompanying statements of net assets available for benefits
of the Delta and Pine Land Company Savings Plan (the "Plan") as of December 31,
2006 and 2005, and the related statement of changes in net assets available for
benefits for the year ended December 31, 2006. These financial statements and
supplemental schedule 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 auditing 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
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, 2006 and 2005, and the changes in net assets available for benefits
for the year ended December 31, 2006, in conformity with accounting principles
generally accepted in the United States of America.
As discussed in Note 1 to the financial statements, the Plan was merged with the
Monsanto Savings and Investment Plan as of December 31, 2007.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
at end of year, and of reportable transactions as of December 31, 2006, are
presented for the purpose of additional analysis, and are not a required part of
the basic financial statements, but are supplementary information required by
the United States Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. The
supplemental schedules are the responsibility of the Plan's management. The
supplemental schedules have been subjected to the auditing procedures applied in
the audits of the basic financial statements, and in our opinion, are fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
Jackson, Mississippi
------------------------
2
DELTA AND PINE LAND COMPANY SAVINGS PLAN
Statements of Net Assets Available for Benefits
December 31, 2006 and 2005
2006 2005
------------------------------------------------------------------------ --- ----------------- --- -----------------
ASSETS
Investments
Participant directed
Pooled separate accounts $ 9,328,210 $ 7,212,345
Employer securities 2,377,246 1,578,992
--- ----------------- --- -----------------
Total investments 11,705,456 8,791,337
Receivables
Income receivable 2,255 2,042
Pending trade receivable 12,687 9,415
Participants' contributions 30,432 26,747
--- ----------------- --- -----------------
45,374 38,204
--- ----------------- --- -----------------
LIABILITIES
Excess contributions payable 19,209 38,999
--- ----------------- --- -----------------
19,209 38,999
--- ----------------- --- -----------------
Net assets available for plan benefits $ 11,731,621 $ 8,790,542
=== ================= === =================
See accompanying notes to financial statements.
3
DELTA AND PINE LAND COMPANY SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 2006
------------------------------------------------------------------------ --- ---------------- --- -----------------
Additions to net assets attributed to
Investment income
Net appreciation in fair value of investments $ 2,336,790
Interest and dividends 41,866
--- -----------------
Total investment income 2,378,656
Contributions
Employee 934,380
Rollover 5,743
--- -----------------
Total contributions 940,123
--- -----------------
Total additions 3,318,779
--- -----------------
Deductions from net assets attributed to
Benefits paid to participants 377,600
Administrative expenses 100
--- -----------------
Total deductions 377,700
--- -----------------
Net increase in net assets available for plan benefits 2,941,079
Net assets available for plan benefits
Beginning of year 8,790,542
--- -----------------
End of year $ 11,731,621
=== =================
See accompanying notes to financial statements.
4
DELTA AND PINE LAND COMPANY SAVINGS PLAN
December 31, 2006 and 2005 and
Year Ended December 31, 2006
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Note 1. Description of the Plan
The following description of Delta and Pine Land Company Savings Plan (the
"Plan") provides only general information. Participants should refer to the Plan
agreement for a more complete description of the Plan's provisions.
General
The Plan is a defined contribution plan established by Delta and Pine Land
Company (the "Company") effective April 1, 1994, under the provisions of Section
401(a) of the Internal Revenue Code ("IRC"), which includes a qualified cash or
deferred arrangement as described in Section 401(k) of the IRC, for the benefit
of eligible employees of the Company. All employees of the Company who have
completed one year of eligible service and who are age 21 or older are eligible
to participate, unless they are in an excluded class. Leased employees are an
excluded class. A year of eligible service is defined as a 12-month period in
which an employee completes at least 1,000 hours of service, adjusted for the
employee's initial year of service. Participants may enter the Plan on the first
day of the month after the date they meet the eligibility requirements.
Substantially, all administrative expenses of the Plan are paid by the Company.
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974 ("ERISA").
Contributions
The Company, at its option, may elect to make matching contributions to the
Plan. Matching contributions, if made, are allocated to participants based on
their pre-tax contributions. In no case are the matching contributions to exceed
6 percent of any participant's eligible compensation as defined. Participants
are allowed to make pre-tax contributions of up to 80 percent of their eligible
compensation, not to exceed $15,000 and $14,000 in 2006 and 2005, respectively.
The Company made no matching contributions in 2006 or 2005.
At December 31, 2006 and 2005, certain participants had excess contributions
totaling $19,209 and $38,999, respectively, which are reflected on the
statements of net assets available for plan benefits as excess contributions
payable. These amounts were refunded to participants subsequent to December 31,
2006 and 2005, respectively.
Participant Accounts
Each participant's account is credited with the participant's contribution and
allocation of:
(a) Company contributions, if any, and (b) Plan earnings, gains, losses or
expenses. Investment earnings or losses are allocated by fund based on the
performance of the fund. A particular fund's gains or losses are equal to the
change in the share value multiplied by the number of
5
DELTA AND PINE LAND COMPANY SAVINGS PLAN
December 31, 2006 and 2005 and
Year Ended December 31, 2006
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Note 1. Continued
shares in each participant's account. Forfeitures of unvested matching
contributions, if any, are treated as contributions and are used to reduce the
employer's contribution for the Plan year. There were no forfeitures in 2006 or
2005.
Investment Options
Participants direct contributions, including employer cash matching
contributions, if any, into any of the investment options offered by the Plan.
Participants may change their investment options at any time.
Vesting
Participants are fully vested in their contributions and the earnings or losses
thereon. Vesting in Company contributions and earnings or losses thereon is
based on the participant's years of service as follows:
Years of Vested
Service Percentage
--------------------------------------------------------------------------------
Less than 3 -0-%
3 or more 100%
Payment of Benefits
Upon termination of service, participants may elect to (a) receive a lump sum
equal to the value of their accounts, or (b) receive installments over a period
of time in amounts selected by them. Participants with vested account balances
of $5,000 or less may only receive such payment in a lump sum amount.
Plan Merger
On June 1, 2007, Monsanto Company acquired the Plan's sponsor. Effective August
5, 2007, the Plan was frozen. No additional contributions were deducted from
compensation earned after this date. However, participants continued to accrue
earnings and losses. The Plan was merged with the Monsanto Savings and
Investment Plan as of December 31, 2007.
6
DELTA AND PINE LAND COMPANY SAVINGS PLAN
December 31, 2006 and 2005 and
Year Ended December 31, 2006
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Note 2. Summary of Significant Accounting Policies
Basis of Accounting
The accompanying financial statements of the Plan have been prepared on the
accrual basis of accounting in accordance with accounting principles generally
accepted in the United States of America.
Use of Estimates
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 and changes therein, and disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
Investment Valuation and Income Recognition
All Plan investments as of December 31, 2006 and 2005, are held by Wells Fargo
Bank, the Plan trustee. Investments in pooled separate accounts are reported at
the value reported to the Plan by Wells Fargo Bank, which approximates fair
value. Investments in the Company's common stock is reported at quoted market
values.
Investment security transactions are accounted for on the date the securities
are purchased or sold (trade date). Interest income is recorded as it is earned.
Dividends are recorded on the ex-dividend date.
Payment of Benefits
Benefits are recorded when paid.
Administrative Expenses
The Company pays substantially all administrative expenses of the Plan. Plan
expenses not paid by the Company are required to be paid by the Plan.
7
DELTA AND PINE LAND COMPANY SAVINGS PLAN
December 31, 2006 and 2005 and
Year Ended December 31, 2006
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Note 3. Investments
The following table presents the fair value of the Plan's investments that
represent 5 percent or more of the Plan's net assets as of December 31, 2006 and
2005:
2006 2005
---------------------------------------------------------------------------- -- ---------------- --- ---------------
Pooled separate accounts
Wells Fargo Advantage Index Funds $ 2,242,050 $ 1,958,124
Wells Fargo Advantage Discovery Fund 1,246,958 1,376,629
Janus Advisor International Growth Fund 1,756,809 882,538
Wells Fargo Stable Return Fund 804,687 636,237
Dreyfus Intermediate Term Income Fund - 509,012
American Balanced Fund 592,264 498,764
Employer securities
Delta and Pine Land Company Stock $ 2,377,246 $ 1,578,992
The Plan's investments (including gains and losses on investments bought and
sold, as well as held during the year) appreciated $2,336,790 during the year
ended December 31, 2006, as follows:
---------------------------------------------------------------------------- -- ---------------- --- ---------------
Pooled separate accounts $ 1,317,287
Employer securities
Delta and Pine Land Company common stock 1,019,503
--- ---------------
Net appreciation in fair value of investments $ 2,336,790
=== ===============
Note 4. Tax Status of Plan
The trust established under the Plan to hold the Plan's assets is qualified
pursuant to the appropriate section of the IRC, and accordingly, the trust's net
investment income is exempt from income taxes. The Plan has obtained a favorable
tax determination letter from the Internal Revenue Service. Although the Plan
has been amended since receiving the determination letter, the Plan's
administrator believes that the Plan is currently designed and being operated in
compliance with the applicable requirements of the IRC.
8
DELTA AND PINE LAND COMPANY SAVINGS PLAN
December 31, 2006 and 2005 and
Year Ended December 31, 2006
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Note 5. Related-Party Transactions
The investment in pooled separate accounts is managed by Wells Fargo Bank. Wells
Fargo Bank is the trustee of the Plan assets as defined by the Plan, and
therefore, transactions in these investments, as well as investments in employer
securities, qualify as party-in-interest transactions. Fees paid by the Company
for the investment management services totaled $43,882 for the year ended
December 31, 2006.
Note 6. 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 investment securities will
occur in the near term and that such changes could materially affect
participants' account balances and the amounts reported in the statement of net
assets available for benefits.
9
Page 1 of 2
DELTA AND PINE LAND COMPANY SAVINGS PLAN
Employee Identification Number 62-1040440
Plan Number 002
Schedule H, line 4(i)
Schedule of Assets (Held at End of Year)
December 31, 2006
(c) Description of Investment,
(b) Identity of Issue, Including Maturity Date,
Borrower, Lessor, Rate of Interest, Collateral, (e) Current
or Similar Party Par or Maturity Value (d) Cost Value
--------------------------------------- --------------------------------------------- ---------- --- --------------
Pooled separate accounts
*Wells Fargo Advantage Index Fund
40,223.363 shares $ 2,242,050
*Wells Fargo Advantage Discovery Fund
56,731.504 shares 1,246,958
*Wells Fargo Stable Return Fund
20,288.815 shares 804,687
*Wells Fargo Advantage Large Company Growth Fund
5,450.648 shares 274,386
*Wells Fargo LifePath 2010 Fund Class A
10,748.053 shares 135,748
*Wells Fargo LifePath 2020 Fund Class A
12,801.648 shares 181,655
*Wells Fargo LifePath 2030 Fund Class A
4,793.135 shares 72,280
*Wells Fargo LifePath 2040 Fund Class A
6,530.908 shares 113,638
*Wells Fargo Short-term Investment Fund
95,188.500 shares 95,189
Janus Advisor International Growth Fund
32,318.038 shares 1,756,809
Dreyfus Intermediate Term Income Fund
40,940.529 shares 513,804
American American Balanced Fund
31,171.778 shares 592,264
American Growth Fund of America
11,890.000 shares 388,327
Davis NY Venture Fund
7,386.882 shares 284,543
Hartford International Cap Appreciation
19,333.297 shares 272,599
10
DELTA AND PINE LAND COMPANY SAVINGS PLAN
Employee Identification Number 62-1040440
Plan Number 002
Schedule H, line 4(i)
Schedule of Assets (Held at End of Year)
December 31, 2006
(c) Description of Investment,
(b) Identity of Issue, Including Maturity Date,
Borrower, Lessor, Rate of Interest, Collateral, (e) Current
or Similar Party Par or Maturity Value (d) Cost Value
----------------------------------------- --------------------------------------------- ---------- --- ---------------
Pooled separate accounts - continued
T. Rowe Price Equity Income Fund
10,759.430 shares $ 317,403
RS Investment Partners Partners Fund Class A
1,023.366 shares 35,870
--- ---------------
Total pooled separate accounts 9,328,210
Delta and Pine Land Company Stock 58,770.000 shares 2,377,246
--- ---------------
Total investments $ 11,705,456
=== ===============
* Party-in-interest
(d) Cost information is omitted due to transactions being participant or
beneficiary directed under an individual account plan.
11
DELTA AND PINE LAND COMPANY SAVINGS PLAN
Employer Identification Number 62-1040440
Plan Number 002
Schedule H, Line 4(j)
Schedule of Reportable Transactions
Year Ended December 31, 2006
(a) (b) Description of Asset (f) Expense
Identity (Including Interest Rate Incurred
of Party and Maturity in (c) Purchase (d) Selling (e) Lease With
Involved Case of a Loan) Price Price Rental Transaction
------------------------- ---------------------------------------- --------------- ------------ ------------ ---------------
*Wells Fargo Stable Return Fund
fund - 52 purchases $ 297,555 $ - $ - $ -
*Wells Fargo Stable Return Fund
fund - 20 sales - 159,299 - -
*Wells Fargo Short-term Investment Fund
fund - 74 purchases 664,906 - - -
*Wells Fargo Short-term Investment Fund
fund - 38 sales - 635,643 - -
*Delta and Pine Land Delta and Pine Land Company stock
fund - 3 purchases 166,473 - - -
*Delta and Pine Land Delta and Pine Land Company stock
fund - 9 sales - 625,139 - -
American Growth Fund of America
fund - 1 reinvestment 15,617 - - -
American Growth Fund of America
fund - 71 purchases 358,692 - - -
American Growth Fund of America
fund - 15 sales - 165,695 - -
Janus Advisor International Growth Fund
fund - 1 reinvestment 12,422 - - -
Janus Advisor International Growth Fund
fund - 72 purchases 508,566 - - -
Janus Advisor International Growth Fund
fund - 13 sales - 114,657 - -
*Wells Fargo Advantage Index Fund
fund - 2 reinvestments 81,425 - - -
*Wells Fargo Advantage Index Fund
fund - 40 purchases 2,152,120 - - -
*Wells Fargo Advantage Index Fund
fund - 18 sales - 99,249 - -
*Wells Fargo Advantage Discovery Fund
fund - 1 reinvestment 62,587 - - -
*Wells Fargo Advantage Discovery Fund
fund - 52 purchases 222,620 - - -
fund - 31 sales - 510,241 - -
*Wells Fargo S&P 500 Index Fund
fund - 18 purchases 49,800 - - -
*Wells Fargo S&P 500 Index Fund
fund - 13 sales - 2,113,290 - -
* Represents a party-in-interest transaction.
11 continued
DELTA AND PINE LAND COMPANY SAVINGS PLAN
Employer Identification Number 62-1040440
Plan Number 002
Schedule H, Line 4(j)
Schedule of Reportable Transactions
Year Ended December 31, 2006
(a) (b) Description of Asset (h) Current (i) Net
Identity (Including Interest Rate Value of Asset Gain
of Party and Maturity in (g) Cost of on Transaction or
Involved Case of a Loan) Asset Date (Loss)
------------------------- ---------------------------------------- -------------- ------------------ ----------------
*Wells Fargo Stable Return Fund
fund - 52 purchases $ 297,555 $ - $ -
*Wells Fargo Stable Return Fund
fund - 20 sales 142,726 - 16,573
*Wells Fargo Short-term Investment Fund
fund - 74 purchases 664,906 - -
*Wells Fargo Short-term Investment Fund
fund - 38 sales 635,643 - -
*Delta and Pine Land Delta and Pine Land Company stock
fund - 3 purchases 166,473 - -
*Delta and Pine Land Delta and Pine Land Company stock
fund - 9 sales 488,276 - 136,863
American Growth Fund of America
fund - 1 reinvestment 15,617 - -
American Growth Fund of America
fund - 71 purchases 358,692 - -
American Growth Fund of America
fund - 15 sales 156,935 - 8,760
Janus Advisor International Growth Fund
fund - 1 reinvestment 12,422 - -
Janus Advisor International Growth Fund
fund - 72 purchases 508,566 - -
Janus Advisor International Growth Fund
fund - 13 sales 85,135 - 29,522
*Wells Fargo Advantage Index Fund
fund - 2 reinvestments 81,425 - -
*Wells Fargo Advantage Index Fund
fund - 40 purchases 2,152,120 - -
*Wells Fargo Advantage Index Fund
fund - 18 sales 101,834 - (2,585)
*Wells Fargo Advantage Discovery Fund
fund - 1 reinvestment 62,587 - -
*Wells Fargo Advantage Discovery Fund
fund - 52 purchases 222,620 - -
fund - 31 sales 446,019 - 64,222
*Wells Fargo S&P 500 Index Fund
fund - 18 purchases 49,800 - -
*Wells Fargo S&P 500 Index Fund
fund - 13 sales 1,832,625 - 280,665
* Represents a party-in-interest transaction.
SIGNATURE
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.
DELTA AND PINE LAND COMPANY
SAVINGS PLAN
By:
/s/ WILMA K. SCHOPP
--------------------------------------------------
Wilma K. Schopp, Chairperson of the
Monsanto Company Employee Benefits Plan Committee,
Administrator of the Plan