FORM 11-K
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark one)
     
þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2008
     
o   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission file number                                         
A.   Full title of the plan and the address of the plan, if different from that of the issuer named below:
NORDSON EMPLOYEES’ SAVINGS TRUST PLAN
B.   Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
 
Nordson Corporation, 28601 Clemens Road, Westlake, Ohio 44145
 
 

 


 

INDEX
         
    Page  
 
       
Report of Independent Registered Public Accounting Firm
       
 
       
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 - 13  
 
       
Supplemental Schedules:
       
 
       
Schedule of Assets Held for Investment Purposes at End of Year
    14  
 
       
Schedule of Reportable Transactions
    15  

 


 

REPORT OF INDEPENDENT REGISTERED ACCOUNTING FIRM
The Retirement Committee and Participants
     Nordson Employees’ Savings Trust Plan
We have audited the accompanying Statement of Net Assets Available for Benefits of the NORDSON EMPLOYEES’ SAVINGS TRUST PLAN and the related Statement of Changes in Net Assets Available for Benefits for the years ended December 31, 2008 and 2007. 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. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. 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.
During 2008, the Plan adopted Statement of Accounting Standards (“SFAS”) 157, “Fair Value Measurements.”
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of Nordson Employees’ Savings Trust Plan as of December 31, 2008 and 2007, 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.
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes (at end of year) and reportable transactions as of December 31, 2008, are presented for the purpose of additional analysis and are not a required part of the financial statements but are 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 schedules are the responsibility of the Plan’s management. The supplemental information has been subjected to the auditing procedures applied in our 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/ MEADEN & MOORE, LTD.
Certified Public Accountants
June 25, 2009
Cleveland, Ohio

 


 

STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
Nordson
Employees’ Savings Trust Plan
                 
    December 31  
    2008     2007  
ASSETS
               
Receivables:
               
Employer contributions
  $ 115,990     $ 97,118  
Dividends
    95,719       83,006  
Pending sale receivable
          582,013  
 
           
Total Receivables
    211,709       762,137  
 
               
Investments:
               
Nordson Corporation common stock
    16,935,685       25,767,683  
Hartford Life
    41,897,968       40,286,140  
Mainstay S&P 500 Index Fund I
    21,657,714       35,451,929  
Mainstay Large Cap Growth I
    17,164,068       27,606,204  
KeyBank NA Managed Guaranteed Investment Contract Fund
    12,082,808       8,358,130  
MFS Intl New Discovery A
    14,425,205       31,399,537  
Baron Small Cap Fund
    10,750,148       20,252,057  
Mainstay Balanced Fund I
    10,449,529       15,516,767  
Mainstay Cash Reserves Fund I
    18,437,582       17,304,847  
PIMCO Total Return Fund (Admin)
    18,729,278       14,312,698  
Allianz NFJ Dividend Value A
    2,007,537       2,127,625  
National Western Annuities
    115,516       112,386  
Participant Loans
    5,828,171       5,188,781  
 
           
Total Investments
    190,481,209       243,684,784  
 
           
 
               
TOTAL ASSETS
    190,692,918       244,446,921  
 
               
LIABILITIES AND NET ASSETS
           
 
           
 
               
Net Assets Available for Benefits at Fair Value
    190,692,918       244,446,921  
 
               
Adjustment from fair value to contract value for fully benefit-responsive contracts
    635,646       83,551  
 
           
 
               
NET ASSETS AVAILABLE FOR BENEFITS
  $ 191,328,564     $ 244,530,472  
 
           
See accompanying notes.

-2-


 

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Nordson
Employees’ Savings Trust Plan
                 
    Year Ended December 31  
    2008     2007  
Additions to Net Assets Attributed to:
               
Contributions:
               
Employer
  $ 3,171,944     $ 3,005,626  
Employee
    9,995,201       9,581,901  
Rollover
    17,894       518,366  
 
           
 
    13,185,039       13,105,893  
 
               
Interest and dividend income
    6,733,827       12,795,545  
Net unrealized/realized appreciation
          6,846,521  
 
           
 
               
Total Additions
    19,918,866       32,747,959  
 
               
Deductions from Net Assets Attributed to:
               
Net unrealized/realized depreciation
    62,970,164        
Benefits paid to participants
    15,033,315       10,651,665  
 
           
 
               
Total Deductions
    78,003,479       10,651,665  
 
           
 
               
Net Increase (Decrease)
    (58,084,613 )     22,096,294  
 
               
Transfers from Another Plan:
               
Nordson Corporation Non-Union Employees Stock Ownership Plan
    118,636       63,586  
TAH Industries, Inc. Retirement Savings Plan for Hourly Employees
    1,536,013        
TAH Industries, Inc. Retirement Savings Plan for Salaried Employees
    3,228,056        
 
               
Net Assets Available for Benefits:
               
Beginning of Year
    244,530,472       222,370,592  
 
           
 
               
End of Year
  $ 191,328,564     $ 244,530,472  
 
           
See accompanying notes.

-3-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
1   Description of Plan
 
    The following description of The Nordson Employees’ Savings Trust Plan provides only general information. Participants should refer to the Plan document for a complete description of the Plan’s provisions.
 
    General:
 
    The Plan, which began March 16, 1962, is a defined contribution plan covering certain salaried, full-time and part-time, domestic employees of Nordson Corporation (the Company). It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
 
    Effective August 1, 2008, the TAH Industries, Inc. Retirement Savings Plan for Hourly Employees and the TAH Industries, Inc. Retirement Savings Plan for Salaried Employees were merged into the Plan and their assets were transferred to the Plan.
 
    Eligibility:
 
    All salaried, full-time and part-time, domestic employees of the Company are eligible on date of hire.
 
    Contributions:
 
    Pre tax employee contribution — Participants may elect between 1% and 16% of their compensation to be contributed to the Plan by the Company.
 
    Post tax employee contribution — Participants may elect between 1% and 16% of their compensation to be contributed to the Plan by the Company.
 
    Employer Contributions — The Company makes contributions equal to 50% of each participant’s contributions which were attributable to the first 6% of compensation, subject to Plan restrictions.
 
    The Company may also make additional discretionary contributions, if authorized by its Board of Directors.
 
    Rollover contributions from other Plans are also accepted, providing certain specified conditions are met.
 
    Contributions are subject to limitations on annual additions and other limitations imposed by the Internal Revenue Code as defined in the Plan agreement.

-4-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
1   Description of Plan, Continued
 
    Participants’ Accounts:
 
    A separate account in each fund is maintained for each participant. The account balances for participants are adjusted periodically, as follows:
  a)   As of the date with respect to which the contribution was earned.
 
  b)   Daily for a pro rata share of each respective Fund’s net investment income, determined by the percentage increase or decrease in the value of the Fund.
 
  c)   Annually for a pro rata share of forfeitures, determined by the ratio that each active participant’s percentage of regular contribution (1 to 6%) for the Plan year bears to the aggregate percentage of employee’s regular contributions for such Plan year of all active participants. However, no forfeitures of a participant’s account shall be allocated prior to the earlier of a five year period commencing from the date on which the participant’s employment was terminated or upon the participant requesting distribution.
    Vesting:
 
    Participants are fully vested in all employee contributions and rollover contributions and the related gains and losses. Participants vest in employer contributions (adjusted for gains and losses) 33 1/3% for each year of service.
 
    Forfeitures:
 
    Forfeitures due to termination from the Plan before a participant is 100% vested shall be allocated to remaining participants. Forfeitures for the years ended December 31, 2008 and 2007 were $91,883 and $106,951, respectively.
 
    Participants’ Loans:
 
    Loans are permitted under certain circumstances and are subject to limitations. Participants may borrow from their fund accounts up to a maximum equal to the lesser of $50,000 or 50% of their account balance. Loans are repaid over a period not to exceed 5 years with exceptions for the purchase of a primary residence.
 
    The loans are secured by the balance in the participant’s account and bear interest at rates established by the Company. Principal and interest are paid ratably through monthly payroll deductions.

-5-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
1   Description of Plan, Continued
 
    Payment of Benefits:
 
    Upon retirement after age 55, or death or disability if earlier, the balance in the separate account is paid to the participant or his beneficiaries either in a lump sum or in installments. Until distribution, each account shall participate in the allocation of earnings and appreciation of assets.
 
    If the employment of a participant is terminated for any cause other than death or total disability prior to the attainment of the age of 55 years, there shall be a distribution based on the number of years the participant participated in the Plan. The portion of the account to be distributed will be equal to all the employee’s contributions and related earnings, plus 33 1/3% of the remainder of the balance (the employer’s matching contribution, forfeitures and related earnings) in the separate account for each full year of participation in the Plan up to 100%. Any portion not distributed shall be forfeited.
 
    Investment Options:
 
    Each participant may direct that all of his contributions and, when the participant is fully vested or attains age 55, all matching employer contributions, be invested jointly in 10% increments in any of the investment funds offered by the Plan. For participants not fully vested and less than 55 years old, all Company matching contributions are deposited in the Nordson Match Stock Fund. A participant who has completed at least 3 years of service may elect to have his separate account which is attributable to employer matching contributions and which is invested in the Nordson Match Stock Fund transferred to any other investment option.
 
2   Summary of Significant Accounting Policies
 
    Basis of Accounting:
 
    The Plan’s transactions are reported on the accrual basis of accounting.
 
    Investment Valuation:
 
    Investments in equity and debt securities, traded on a national exchange, and mutual funds are valued at the market price on the last business day of the Plan year. Securities traded in the over-the-counter market are valued at the mean between the last reported bid and ask prices. Deposits under group annuity contracts are valued at the fair value as reported by the insurance companies. Guaranteed investment contracts are valued at contract value which represents contributions and reinvested income, less any withdrawals plus accrued interest, because these investments have fully benefit-responsive features. Participant loans are valued at amortized cost, which approximates fair value.

-6-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
2   Summary of Significant Accounting Policies, Continued
 
    Investment Valuation, Continued:
 
    As described in Financial Accounting Standards Board Staff Position, FSP AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined Contribution Health and Welfare and Pension Plans (the FSP), investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. As required by the FSP, the Statement of Net Assets Available for Benefits presents the fair value of the investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The fair value is based on various valuation approaches dependent on the underlying investments of the contract.
 
    Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
 
    Interest is calculated and paid using money market interest rates on late transfers of money between the various funds. This is done to record the proper investment earnings within each fund.
 
    Use of Estimates:
 
    The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
 
    Plan Termination:
 
    Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.

-7-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
2   Summary of Significant Accounting Policies, Continued
 
    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 Statements of Net Assets Available for Benefits.
 
3   Tax Status
 
    On December 12, 2003, 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; however, the Plan Administrator and the Plan’s tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, the Plan’s administrator and tax counsel believe that the Plan was qualified and the related trust was tax-exempt as of the financial statement date.
 
4   Fair Value Measurements
 
    Effective January 1, 2008, the Plan adopted FASB Statement No. 157, Fair Value Measurement. Statement 157 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be reported at fair value, the Plan considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance.

-8-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
4   Fair Value Measurements, Continued
 
    Statement 157 also establishes a fair value hierarchy that requires the Plan to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Statement 157 establishes three levels of inputs that may be used to measure fair value:
    Level 1: quoted prices in active markets for identical assets or liabilities;
 
    Level 2: inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities;
 
    Level 3: unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
    The following is a description of the valuation methodologies used to measure fair value of assets held in the Plan:
 
    Mutual funds: The mutual funds are public investment vehicles valued using the net asset value (NAV) provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund. The NAV is a quoted price in an active market; thus the mutual funds are classified within Level 1 of the hierarchy.
 
    Money market funds: The money market fund is a public investment vehicle that is valued with a NAV of $1. This NAV is a quoted price in an active market and is classified within Level 1 of the hierarchy.

-9-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
4   Fair Value Measurements, Continued
 
    Common/collective funds: The Key Bank EB Managed Guaranteed Investment Contract Fund is a public investment vehicle valued using the NAV provided by Key Bank, the administrator of the fund. The NAV is based on the value of the assets owned by the plan, less liabilities. This investment is not quoted on an active market. The value of the assets held by the plan is based on Level 2 inputs: quoted prices for similar investments, present-value calculations, etc. Therefore this investment is classified within Level 2 of the hierarchy.
 
    Nordson Corporation stock: The stock is valued at the closing price reported on the NASDAQ stock exchange and is classified within Level 1 of the hierarchy.
 
    Investment contracts: These are investments in group annuity contracts with Hartford Life which guarantee a fixed interest rate each year. The assets are valued at the fair value as reported by Hartford Life. This value is the sum of amounts invested, less withdrawals, plus interest computed at the guaranteed interest rate. These contracts do not hold any specific assets. These investments are classified within Level 3 of the hierarchy.
 
    Annuity: This annuity is invested with National Western Life. The asset is valued at contract value as reported by National Western. This investment is classified within Level 3 of the hierarchy.
 
    Participant loans: These loans are valued at amortized cost, which approximates fair value. These investments are classified within Level 3 of the hierarchy.
 
    Investments measured at fair value on a recurring basis consisted of the following types of instruments as of December 31, 2008:
                                 
    Fair Value Measurements Using Input Type:  
    Level 1     Level 2     Level 3     Total  
 
                               
Money market funds
  $ 18,437,582     $     $     $ 18,437,582  
Mutual funds
    95,183,479                   95,183,479  
Common/collective funds
          12,082,808             12,082,808  
Investment contracts
                41,897,968       41,897,968  
Annuities
                115,516       115,516  
Nordson Corporation common stock
    16,935,685                   16,935,685  
Participant loans
                5,828,171       5,828,171  
 
                       
Total investments at fair value
  $ 130,556,746     $ 12,082,808     $ 47,841,655     $ 190,481,209  
 
                       

-10-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
4   Fair Value Measurements, Continued
 
    The table below sets forth the changes in fair value of the Plan’s Level 3 assets for the year ended December 31, 2008:
                                 
    Investment             Participant        
    Contracts     Annuities     Loans     Total  
Balance, beginning of year
  $ 40,286,140     $ 112,386     $ 5,188,781     $ 45,587,307  
 
                               
Gains and losses included in the statement of changes in net assets:
                               
 
                               
Interest and dividend income
    1,611,828       2,108             1,613,936  
Unrealized gains (losses) relating to investments held at the reporting date
          (2,108 )           (2,108 )
 
                               
Purchases, sales, issuances and settlements (net)
          3,130       639,390       642,520  
 
                       
 
                               
Balance, end of year
  $ 41,897,968     $ 115,516     $ 5,828,171     $ 47,841,655  
 
                       
5   Investments
 
    The Plan’s funds are invested in the common stock of the Company, mutual funds, annuity contracts and guaranteed investment contracts. Investments which constitute more than 5% of the Plan’s net assets are:
                 
    2008   2007
Nordson Corporation common stock
  $ 16,935,685     $ 25,767,683  
Hartford Life
  $ 41,897,968     $ 40,286,140  
Mainstay S&P 500 Index Fund I
  $ 21,657,714     $ 35,451,929  
Mainstay Large Cap Growth I
  $ 17,164,068     $ 27,606,204  
KeyBank NA Managed Guaranteed Investment Contract Fund
  $ 12,082,808     NA  
MFS Intl New Discovery A
  $ 14,425,205     $ 31,399,537  
Baron Small Cap Fund
  $ 10,750,148     $ 20,252,057  
Mainstay Balanced Fund I
  $ 10,449,529     $ 15,516,767  
Mainstay Cash Reserves Fund I
  $ 18,437,582     $ 17,304,847  
PIMCO Total Return Fund (Admin)
  $ 18,729,278     $ 14,312,698  

-11-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
5   Investments, Continued
 
    During 2008 and 2007, the Plan’s investments changed in fair value as follows:
                 
    2008     2007  
Mutual funds
  $ (52,589,697 )   $ 2,401,209  
Common/collective funds
    452,741       461,797  
Annuities
    (2,108 )     (1,985 )
Nordson Corporation common stock
    (10,831,100 )     3,985,500  
 
           
 
  $ (62,970,164 )   $ 6,846,521  
 
           
6   Guaranteed Investment Contracts
 
    Guaranteed investment contracts are valued at contract value because the investments are fully benefit-responsive. For example, participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value. However, withdrawals influenced by Company-initiated events, such as in connection with the sale of a business, may result in distributions at other than contract value. There are no reserves against contract value for credit risk of contract issuers or otherwise. The fair value of the investment contracts at December 31, 2008 and 2007 was $12,082,808 and $8,358,130. The average yield was approximately 3.93% for 2008 and 4.49% for 2007 and the crediting interest rate was approximately 3.71% for 2008 and 4.54% for 2007. The crediting rate for this investment contract is reset annually by the issuer but cannot be less than zero.
 
7   Nonparticipant-Directed Investments
 
    Information about the net assets and the significant components of changes in net assets related to nonparticipant-directed investments, which are included within the Nordson Corporation Stock Fund and the Mainstay Cash Reserves Fund I, is as follows:
 
    Nordson Match Stock Fund
                 
    2008     2007  
Net Assets:
               
Nordson Corporation common stock
  $ 4,665,449     $ 8,736,421  
Mainstay Cash Reserves Fund I
    253,531       224,734  
Dividends receivable
    26,369       28,143  
Pending sale receivable
          197,329  
 
           
 
  $ 4,945,349     $ 9,186,627  
 
           

-12-


 

NOTES TO FINANCIAL STATEMENTS
Nordson
Employees’ Savings Trust Plan
7   Nonparticipant-Directed Investments, Continued
                 
Changes in Net Assets:
               
Contributions
  $ 530,874     $ 434,004  
Interest and dividend income
    107,062       133,964  
Net realized and unrealized gains
    (3,526,897 )     1,203,671  
Distributions to participants
    (244,907 )     (414,767 )
Net transfers to participant-directed funds
    (1,107,410 )     (1,017,267 )
 
           
 
  $ (4,241,278 )   $ 339,605  
 
           
8   Party-in-Interest Transactions
 
    Certain legal, accounting and administrative expenses are paid by the Company.
 
9   Diversification
 
    An employee who has participated under the Nordson Corporation Non-Union Employees Stock Ownership Plan for ten or more years and who has attained age 55 may elect, within the 90 day election period following the close of each Plan year during his qualified period, to transfer up to 25% of the aggregate balance of his separate account from the Nordson Corporation Non-Union Employees Stock Ownership Plan to the Nordson Employees’ Savings Trust Plan. For the last Plan year in his qualified period he may elect to transfer up to 50% of the aggregate balance of his separate account. The qualified period is the six Plan year period beginning with the Plan year following the Plan year in which the participant attains age 55 or completes ten years as a participant, whichever is later.
 
10   Subsequent Event
 
    Effective January 1, 2009, the Plan was amended to allow for automatic enrollment. New employees shall become active participants in the Plan effective beginning with the first payroll period 30 days after completion of one hour of service.

-13-


 

SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
Form 5500, Schedule H, Part IV, Line 4i
Nordson
Employees’ Savings Trust Plan
EIN 34-0590250
Plan Number 002
December 31, 2008
                     
    (b)   (c)          
    Identity of Issue,   Description of Investment Including       (e)  
    Borrower, Lessor,   Maturity Date, Rate of Interest,   (d)   Current  
(a)   or Similar Party   Collateral, Par or Maturity Value   Cost**   Value  
 
*
  Nordson Corporation common stock   380,001 shares, Common Stock   N/A   $ 12,270,236  
*
  Nordson Corporation common stock   144,486 shares, Common Stock   $5,222,485     4,665,449  
 
  Hartford Life   GA #2374-A, 4.0%, Group Annuity Contract   N/A     41,897,968  
 
  Mainstay S&P 500 Index Fund I   1,047,278 shares, Mutual Fund   N/A     21,657,714  
 
  Mainstay Large Cap Growth I   3,831,265 shares, Mutual Fund   N/A     17,164,068  
^^
  KeyBank NA Managed Guaranteed Investment
Contract Fund
  576,790 shares, Guaranteed Investment Contract   N/A     12,718,454  
 
  MFS Intl New Discovery A   1,160,515 shares, International Stock Fund   N/A     14,425,205  
 
  Baron Small Cap Fund   754,926 shares, Mutual Fund   N/A     10,750,148  
 
  Mainstay Balanced Fund I   544,530 shares, Mutual Fund   N/A     10,449,529  
 
  Mainstay Cash Reserves Fund I   18,184,051 shares, Money Market Fund   N/A     18,184,051  
 
  Mainstay Cash Reserves Fund I   253,531 shares, Money Market Fund   $253,531     253,531  
 
  PIMCO Total Return Fund (Admin)   1,847,069 shares, Bond Fund   N/A     18,729,278  
 
  Allianz NFJ Dividend Value A   207,605 shares, Mutual Fund   N/A     2,007,537  
 
  National Western Annuities   112,386 shares, Group Annuity Contract   N/A     115,516  
*
  Participant Loans   Notes receivable (interest ranging from 3.25% to 10%)   N/A     5,828,171  
 
                 
 
              $ 191,116,855  
 
                 
 
*   Party-in-interest to the Plan.
 
**   Historical cost provided only for nonparticipant-directed investments.
 
^^   Amount reported at contract value.

-14-


 

SCHEDULE OF REPORTABLE TRANSACTIONS
Form 5500, Schedule H, Part IV, Line 4j
Nordson
Employees’ Savings Trust Plan
EIN 34-0590250
Plan Number 002
December 31, 2008
                                                             
                                                (h) Current        
(a)                               (f) Expense             Value of        
Identity                               Incurred             Asset on        
of Party       (c) Purchase     (d) Selling     (e) Lease     with     (g) Cost of     Transaction     (i) Net Gain  
Involved   (b) Description of Asset   Price     Price     Rental     Transaction     Asset     Date     (Loss)  
 
                                                           
New York Life Trust Company
  Mainstay Cash Reserves Fund I   $ 16,229,409     $     $     $     $ 16,229,409     $ 16,229,409     $  
 
                                             
 
                                                           
New York Life Trust Company
  Mainstay Cash Reserves Fund I   $     $ 14,887,827     $     $     $ 14,887,827     $ 14,887,827     $  
 
                                             

-15-


 

Exhibits
The following exhibit is filed herewith:
Exhibit No.
23-a          Consent of Independent Registered Public Accounting Firm
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.
         
  NORDSON EMPLOYEES’ SAVINGS TRUST PLAN    
Date: June 26, 2009
         
     
  By   /s/ Gregory A. Thaxton  
    Gregory A. Thaxton    
    Vice President, Chief Financial Officer
Nordson Corporation