e11vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR
PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number: 1-5318
A. Full title of the plan and the address of the plan, if different from that of the issuer named
below:
KENNAMETAL THRIFT PLUS PLAN
B. Name of issuer of the securities held pursuant to the plan and the address of its
principal executive office:
Kennametal Inc.
1600 Technology Way
P.O. Box 231
Latrobe, Pennsylvania 15650
KENNAMETAL THRIFT PLUS PLAN
INDEX TO FINANCIAL STATEMENTS
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Financial Statements: |
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Supplemental Schedule: |
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15 |
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Exhibit 23 Consent of Independent Registered Public Accounting Firm |
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EX-23 |
Note: Other schedules required by Section 2520.103-10 of the Department of Labors Rules and
Regulations for Reporting and Disclosure under ERISA have been omitted because they are not
applicable.
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of
the Kennametal Thrift Plus Plan:
We have audited the accompanying statements of net assets available for benefits of the Kennametal
Thrift Plus Plan (the Plan) as of December 31, 2010 and 2009, and the related statement of changes
in net assets available for benefits for the year ended December 31, 2010. These financial
statements are the responsibility of the Plans 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 audits to obtain
reasonable assurance about whether the financial statements are free of material misstatement. Our
audits included 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 Plans 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.
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, 2010 and 2009, and
the changes in its net assets available for benefits for the year ended December 31, 2010, 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 schedule of assets (held at end of year) as of December
31, 2010 is presented for purposes of additional analysis and is not a required part of the
financial statements, but is supplementary information required by the Department of Labors Rules
and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. Such information is the responsibility of management and was derived from and relates
directly to the underlying accounting and other records used to prepare the financial statements.
The information has been subjected to the auditing procedures applied in the audit of the financial
statements and certain additional procedures, including comparing and reconciling such information
directly to the underlying accounting and other records used to prepare the financial statements or
to the financial statements themselves, and other additional procedures in accordance with auditing
standards generally accepted in the United States of America. In our opinion, the information is
fairly stated in all material respects in relation to the financial statements as a whole.
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/s/ Schneider Downs & Co., Inc.
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Schneider Downs & Co., Inc. |
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Pittsburgh, Pennsylvania
June 24, 2011
2
KENNAMETAL THRIFT PLUS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2010 AND 2009
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2010 |
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2009 |
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ASSETS |
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Receivables: |
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Notes receivable from participants (Note 2) |
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$ |
9,666,591 |
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$ |
10,220,353 |
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Participant contributions |
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753,033 |
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280,854 |
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Employer contributions |
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447,039 |
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96,818 |
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Total receivables |
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10,866,663 |
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10,598,025 |
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Investments at fair value (Note 3): |
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Mutual funds |
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258,442,134 |
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224,802,449 |
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Master trust |
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102,414,233 |
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99,082,473 |
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Kennametal Inc. common stock |
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65,418,828 |
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45,513,708 |
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Total investments at fair value |
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426,275,195 |
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369,398,630 |
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Total assets |
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437,141,858 |
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379,996,655 |
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Adjustment from fair value to contract value for
fully benefit-responsive investment contracts |
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(4,672,663 |
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(2,933,800 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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$ |
432,469,195 |
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$ |
377,062,855 |
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The accompanying notes are an integral part of these financial statements.
3
KENNAMETAL THRIFT PLUS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2010
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2010 |
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ADDITIONS TO NET ASSETS ATTRIBUTED TO: |
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Net appreciation in fair value of investments |
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$ |
59,031,075 |
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Participant contributions |
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14,759,394 |
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Dividends and interest |
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8,538,969 |
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Employer contributions |
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7,986,069 |
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Employer contributions Kennametal common stock |
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4,401,605 |
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Interest notes receivable from participants (Note 2) |
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539,697 |
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Total additions |
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95,256,809 |
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DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: |
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Benefits paid to participants |
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39,747,802 |
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Loan distributions |
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67,936 |
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Administrative fees |
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34,731 |
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Total deductions |
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39,850,469 |
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NET INCREASE |
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55,406,340 |
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NET ASSETS AVAILABLE FOR BENEFITS: |
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Beginning of year |
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377,062,855 |
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End of year |
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$ |
432,469,195 |
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The accompanying notes are an integral part of these financial statements.
4
KENNAMETAL THRIFT PLUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2010 AND 2009
NOTE 1 DESCRIPTION OF PLAN
The following general description of the Kennametal Thrift Plus Plan, as amended (the Plan), is
provided for general information purposes only. Participants should refer to the plan document for
complete information.
The Plan is a defined contribution plan, established to encourage investment and savings for
certain salaried, hourly and union employees of Kennametal Inc. and certain of its subsidiaries
(Kennametal or the Company) and to provide a method to supplement their retirement income. The Plan
provides these employees the opportunity to defer a portion of their annual compensation for
federal income tax purposes in accordance with Section 401(k) of the Internal Revenue Code, as
amended (IRC). The Plan also provides for Company contributions. The Plan is subject to certain
provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). Kennametal
Inc. is the Plan sponsor.
ADMINISTRATION OF THE PLAN The management of the Company has the authority and responsibility
for the general administration of the Plan. Fidelity Management Trust Company functions as the
trustee, and Fidelity Investments Institutional Operations Company functions as the record keeper.
ELIGIBILITY All employees become eligible to participate in the Plan on the first day of the
first payroll period subsequent to their employment date. Under present federal income tax law,
employer contributions and all earnings of the Plan do not constitute taxable income to the
participants until withdrawn from the Plan by the participants.
VESTING Employee contributions are fully vested. All Employer contributions (Basic, Matching and
Discretionary) cliff vest after the third anniversary of the participants employment date. At
December 31, 2010 and 2009, forfeited nonvested accounts totaled $462,077 and $528,156,
respectively. These amounts will be used to reduce future employer contributions.
PARTICIPANT ACCOUNTS A separate account is maintained for each participant in the Plan,
reflecting investments, contributions, investment gains and losses, distributions, loans,
withdrawals and transfers.
CONTRIBUTIONS The Plan allows participants to elect a contribution rate (either pre-tax,
after-tax, or a combination of both) of 1% to 50% of the employees eligible wages, which include
base salary, overtime, shift differential pay and incentive compensation. Highly compensated
employees are limited to contributing 9% pre-tax and 4% after-tax of their eligible wages. Newly
hired non-union employees are automatically enrolled at 3%. Employees who are age 50 or older and
who exceed the annual dollar limit under the law or the Plan are eligible to make catch-up
contributions.
Unless otherwise amended, the Plan provides for employer matching contributions of 50% of employee
contributions up to 6%. As such, the maximum employer matching contribution is 3%. Under the Plan,
the Company has the discretion to make its employer matching contributions in Kennametal common
stock.
5
The participants can elect to have their contributions (pre-tax, after-tax, catch-up and rollover
amounts) invested in the different investment funds available under the Plan. Currently, the Plan
offers 25 mutual funds, Kennametal Inc. common stock and a Master Trust. During January and
February 2009, employer matching contributions were invested in the same investment fund elections
that the employee elected for their pre-tax or after-tax contributions. As a result of an amendment
to the Plan, effective March 1, 2009, the union employees employer contribution was changed from
cash to Kennametal common stock and for non-union employees the employer contributions were
temporarily suspended to enable the Company to control its costs during a period of adverse
business conditions. Employer matching contributions were reinstated for non-union employees
effective March 1, 2010.
In connection with certain changes to the Kennametal Inc. Retirement Income Plan, a
Company-sponsored defined benefit pension plan, certain employees are no longer eligible to
participate in that plan. These employees are eligible to participate in the Plan and receive a
fixed basic contribution equal to 3% of the employees eligible compensation and an additional
discretionary contribution from 0% up to 3% depending on the Companys fiscal year performance.
Under the Plan, the Company has the right to make its basic and discretionary contributions in
Kennametal common stock. In August 2010, the Company made a discretionary contribution of 2% of
participants eligible compensation. For the period March 1, 2009 to July 31, 2010, the Company
elected to make its employer contributions in Kennametal common stock. For the period August 1
through December 31, 2010, employer contributions were made in cash.
DISTRIBUTIONS Distributions to participants due to disability, retirement or death are payable
in either a lump sum or periodic payments for a period not to exceed ten (10) years at the
participants election. If a participants vested interest in his or her account exceeds $1,000, a
participant may elect to defer distribution to a future date as more fully described in the plan
document.
In addition, while still employed, participants may withdraw after-tax employee contributions,
rollover contributions and pre-tax employee contributions if over age 59.5, at any time. Vested
Company contributions and pre-tax employee contributions may be withdrawn by participants under age
59.5 only for specific hardship reasons.
NOTES RECEIVABLE FROM PARTICIPANTS A participant may borrow up to the lesser of $50,000 or 50%
of his or her vested account balance, with a minimum note amount of $1,000. Principal and interest
are paid ratably through payroll deductions. The maximum term permissible for a general-purpose
note is 5 years and 30 years for a residential note. The interest rate is determined by the plan
administrator based on existing market conditions and is fixed over the life of the note. Interest
rates on notes receivable from participants ranged from 4.25% to 10.5% at December 31, 2010 and
2009, respectively. Notes receivable from participants outstanding at December 31, 2010 have
maturity dates ranging from 2011 to 2040.
INVESTMENTS Participants direct their contributions and Company cash contributions by electing
that such contributions be placed in a single investment fund or allocated to any combination of
investment funds available under the Plan. Earnings derived from the assets of any investment fund
are reinvested in the fund to which they relate. Participants may elect at any time to transfer all
or a portion of the value of their accounts among the investment funds.
For Company contributions made in Kennametal common stock, participants have the ability to
exchange the Kennametal common stock for a single investment fund or for any combination of
investment funds under the Plan.
6
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING The financial statements of the Plan are prepared under the accrual method
of accounting.
As described in the guidance on 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, 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 this standard, the statements of net
assets available for benefits present the fair value of the investment contract as well as the
adjustment of the fully benefit-responsive investment contract from fair value to contract value.
The statements of net assets available for benefits are prepared on a contract value basis.
RECENT ACCOUNTING PRONOUNCEMENTS
As of December 31, 2010, the Plan adopted new guidance which clarifies the classification and
measurement of participant loans by defined contribution pension plans. That guidance requires that
participant loans be classified as notes receivable from participants and measured at their unpaid
principal balance, plus any accrued but unpaid interest. The Plan adopted this new guidance in its
December 31, 2010 financial statements and has reclassified participant loans of $10,220,353 for
the year ended December 31, 2009 from investments to notes receivable from participants. Net assets
of the Plan were not affected by the adoption of the new guidance.
As of December 31, 2010, the Plan adopted new guidance on fair value measurements and disclosures.
This guidance requires new disclosures for fair value measurements and provides clarification for
existing disclosures requirements. More specifically, this guidance requires (1) an entity to
disclose separately the amounts of significant transfers in and out of Levels 1 and 2 fair value
measurements and to describe the reasons for the transfers, and (2) information about purchases,
sales, issuances and settlements to be presented separately (i.e. present the activity on a gross
basis rather than net) in the reconciliation for fair value measurements using significant
unobservable inputs (Level 3 inputs). This guidance clarifies existing disclosure requirements for
the level of disaggregation used for classes of assets and liabilities measured at fair value and
requires disclosures about the valuation techniques and inputs used to measure fair value for both
recurring and nonrecurring fair value measurements using Level 2 and Level 3 inputs. The new
disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in
Level 3 fair value measurements are effective for the Plan beginning
January 1, 2011. See Note 3 for required disclosures.
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.
INVESTMENTS Investment transactions are recorded on a trade date basis. INVESCO Institutional,
Inc. reported that all the investment contracts held in the Master Trust under the Stable Value
Fund (see Note 5) are fully benefit-responsive. Fully benefit-responsive investment contracts are
reported at fair value under investments with a corresponding adjustment to contract value for
purposes of reporting net assets available for investments. Shares of mutual funds are valued at
the net asset value of shares held by
7
the Plan at year-end. Investments in Kennametal common stock are valued at their quoted market
price at year-end.
NOTES RECEIVABLE FROM PARTICIPANTS Notes receivable from participants are measured at their
unpaid principal balance plus any accrued but unpaid interest. Interest income is recorded in the
period earned.
PAYMENT OF BENEFITS Benefit payments are recorded when paid to participants /
beneficiaries.
INVESTMENT INCOME Interest and dividend income are recorded in the period earned.
NET APPRECIATION Net appreciation in fair value of investments is composed of unrealized gains
and losses, which represent the change in market value compared to the cost of investments in each
year, and realized gains or losses on security transactions, which represent the difference between
proceeds received and average cost. Net appreciation in fair value of investments for the year
ended
December 31, 2010 was as follows:
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2010 |
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Mutual Funds |
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$ |
34,908,199 |
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Kennametal Inc. Common Stock |
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24,122,876 |
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Total |
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$ |
59,031,075 |
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PLAN EXPENSES Investment management fees and all costs incurred in connection with the purchase
and sale of securities are equitably apportioned among the respective investment funds. These
expenses are included as a deduction from net assets in the statement of changes in net assets
available for benefits. Other administrative fees are paid by the Company.
NOTE 3 FAIR VALUE MEASUREMENTS
Fair value is defined as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date. The fair
value hierarchy consists of three levels to prioritize the inputs used in valuations, as defined
below:
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for
identical, unrestricted assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset
or liability, either directly or indirectly, including quoted prices for similar assets or
liabilities in active markets; quoted prices for identical or similar assets or liabilities in
markets that are not active; inputs other than quoted prices that are observable for the asset or
liability (e.g., interest rates); and inputs that are derived principally from or corroborated by
observable market data by correlation or other means.
Level 3: Inputs that are unobservable.
The following sections describe the valuation methodologies used by the Plan to measure investments
at fair value, including an indication of the level in the fair value hierarchy in which each major
category of
investments is generally classified. Where appropriate, the description includes details of the
valuation models and any significant assumptions.
Mutual Funds Investments in mutual funds are valued at quoted net asset values at year end.
8
Master Trust The plan has an undivided interest in the underlying assets of the Master Trust.
Assets of the Master Trust are held in a stable value fund by INVESCO. The Master Trust primarily
invests in wrapper contracts, or synthetic guaranteed investment contracts. See Note 5 for
additional disclosures on the Master Trust. The fair value of the underlying assets of the Master
Trust were determined using a present value model and the principal inputs are discount rate, fee
periods, fee invoice schedule, contract value, replacement cost and actual cost.
Common Stock Investments in common stock are valued at their quoted market price at year-end.
As of December 31, 2010, the fair values of the Plans investments measured on a recurring basis
are categorized as follows:
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Level 1 |
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Level 2 |
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Level 3 |
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Total |
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Mutual funds: |
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Growth funds |
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$ |
101,149,586 |
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$ |
101,149,586 |
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Balanced funds |
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85,506,774 |
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85,506,774 |
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Value funds |
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41,239,503 |
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41,239,503 |
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Fixed income funds |
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17,314,393 |
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17,314,393 |
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Index funds |
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13,231,878 |
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13,231,878 |
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Plans interest in Kennametal |
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Inc. Master Trust: |
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Synthetic guaranteed |
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investment contracts |
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$ |
97,608,218 |
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97,608,218 |
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Money market fund |
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4,806,015 |
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4,806,015 |
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Kennametal Inc. common stock |
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65,418,828 |
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65,418,828 |
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Total investments |
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$ |
323,860,962 |
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$ |
102,414,233 |
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$ |
426,275,195 |
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As of December 31, 2009, the fair values of the Plans investments measured on a recurring basis
are categorized as follows:
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Level 1 |
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Level 2 |
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Level 3 |
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Total |
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Mutual funds: |
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Growth funds |
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$ |
89,210,966 |
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$ |
89,210,966 |
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Balanced funds |
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|
76,033,101 |
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76,033,101 |
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Value funds |
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33,130,553 |
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33,130,553 |
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Fixed income funds |
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14,414,584 |
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14,414,584 |
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Index funds |
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12,013,245 |
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12,013,245 |
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Plans interest in Kennametal |
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Inc. Master Trust: |
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Synthetic guaranteed |
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investment contracts |
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$ |
96,780,062 |
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96,780,062 |
|
Money market fund |
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|
2,302,411 |
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|
2,302,411 |
|
Kennametal Inc. common stock |
|
|
45,513,708 |
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45,513,708 |
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Total investments |
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$ |
270,316,157 |
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$ |
99,082,473 |
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$ |
369,398,630 |
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9
NOTE 4 INVESTMENTS EXCEEDING FIVE PERCENT OF NET ASSETS
The fair values of individual investments that represent five percent or more of the Plans total
net assets as of December 31 were as follows:
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2010 |
|
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2009 |
|
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Stable Value Fund |
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$ |
102,414,233 |
|
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$ |
99,082,473 |
|
Kennametal Inc. Common Stock |
|
|
65,418,828 |
|
|
|
45,513,708 |
|
MSIFT MidCap Growth Portfolio |
|
|
40,229,128 |
|
|
|
32,663,283 |
|
Fidelity Capital Appreciation Fund |
|
|
29,755,749 |
|
|
|
26,056,484 |
|
American Funds EuroPacific Growth Fund |
|
|
23,101,514 |
|
|
|
23,879,809 |
|
Fidelity Freedom 2015 Fund (a) |
|
|
N/A |
|
|
|
19,104,644 |
|
|
|
|
(a) |
|
The fair value of the investment in Fidelity Freedom 2015
Fund is $19,464,646 as of December 31, 2010. The fair value of this investment is not five percent or more of the Plans
total net assets available for benefits. |
NOTE 5 MASTER TRUST
A portion of the Plans investments are held in a Master Trust that was established for the
investment of assets of the Plan and two other Company-sponsored defined contribution plans. Each
plan has an undivided interest in the underlying assets of the Master Trust. The assets of the
Master Trust are held in a stable value fund by INVESCO. Investment income relating to the Master
Trust is allocated to the individual plans based upon average monthly balances invested by each
plan. The underlying assets of the Master Trust include benefit-responsive investment contracts
(the contracts).
The Master Trusts key objectives are to provide preservation of principal, maintain a stable
interest rate, and provide daily liquidity at contract value for participant withdrawals and
transfers in accordance with the provisions of the Plan.
To accomplish the objectives described above, the Master Trust primarily invests in wrapper
contracts, or synthetic guaranteed investment contracts (GICs). In wrapper contracts, the
investments are owned and held by the Master Trust for Plan participants. The Trust purchases a
wrapper contract from an insurance company or bank. The wrapper contract amortizes the realized and
unrealized gains and losses on the underlying fixed-income investments, typically over the duration
of the investments, through adjustments to the future interest-crediting rate, the rate earned by
participants in the Master Trust for the underlying investments. The issuer of the wrapper contract
provides assurance that the adjustment to the
interest-crediting rate will not result in a future interest-crediting rate that is less than zero.
An
interest-crediting rate less than zero would result in a loss of principal or accrued interest.
10
The key factors that influence future interest-crediting rates for a wrapper contract include the
level of market interest rates, the amount and timing of participant activity within the wrapper
contract, the investment returns and the duration of the underlying investments. Most wrapper
contracts use a formula based on the characteristics of the underlying fixed-income portfolio to
determine a crediting rate. Over time, the crediting rate formula amortizes the Master Trusts
realized and unrealized market value gains and losses over the duration of the investments. The
wrapper contracts interest-crediting rates are typically reset on a monthly or quarterly basis.
The average yield earned by the Plan based on actual earnings was 2.20% and 3.10% for the years
ended December 31, 2010 and 2009, respectively. The average yield earned by the Plan based on the
interest rate credited to participants was 3.84% and 4.07% for the years ended December 31, 2010
and 2009, respectively.
In certain circumstances, the amount withdrawn from the wrapper contract would be payable at fair
value rather than at contract value. These events include termination of the Plan, a material
adverse change to the provisions of the Plan, if the employer elects to withdraw from a contract in
order to switch to a different investment provider, or if the terms of a successor plan do not meet
the wrapper contract issuers underwriting criteria for issuance of a clone wrapper contract.
Management believes that the events described above could result in the payment of benefits at fair
value rather than contract value and are not probable of occurring in the foreseeable future.
Investments held by the Master Trust at December 31, 2010 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuer |
|
|
Investments at |
|
|
Adjustments to |
|
|
Investments at |
|
Security |
|
Rating |
|
|
Fair Value |
|
|
Contract Value |
|
|
Contract Value |
|
|
Wrapped Portfolios |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Collective Trusts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NATIXIS IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term Bond Fund |
|
A+/Aa3 |
|
$ |
21,001,687 |
|
|
$ |
(846,444 |
) |
|
$ |
20,155,243 |
|
ING IGT INVESCO Multi-Mgr A or |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Better Interm. G/C Fund |
|
|
A/A2 |
|
|
|
21,111,206 |
|
|
|
(1,236,191 |
) |
|
|
19,875,015 |
|
Pacific Life IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Multi-Mgr A or Better Interm. G/C |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund |
|
|
A+/A1 |
|
|
|
21,155,488 |
|
|
|
(1,290,450 |
) |
|
|
19,865,038 |
|
Monumental IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Multi-Mgr A or Better Core Fund |
|
AA-/A1 |
|
|
18,519,297 |
|
|
|
(757,955 |
) |
|
|
17,761,342 |
|
JP Morgan Chase IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term Bond Fund |
|
AA-/Aa1 |
|
|
15,457,065 |
|
|
|
(618,435 |
) |
|
|
14,838,630 |
|
State Street IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term Bond Fund |
|
AA-/Aa2 |
|
|
14,848,896 |
|
|
|
(616,130 |
) |
|
|
14,232,766 |
|
Pacific Life Wrapper contracts |
|
|
A+/A1 |
|
|
|
58,152 |
|
|
|
(3,547 |
) |
|
|
54,605 |
|
Monumental Wrapper contracts |
|
AA-/A1 |
|
|
38,168 |
|
|
|
(1,562 |
) |
|
|
36,606 |
|
Short-Term Investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fidelity Money Market |
|
|
N/A |
|
|
|
5,523,988 |
|
|
|
|
|
|
|
5,523,988 |
|
|
Total |
|
|
|
|
|
$ |
117,713,947 |
|
|
$ |
(5,370,714 |
) |
|
$ |
112,343,233 |
|
|
11
At December 31, 2010, the Plans interest in the Master Trust was approximately 87 percent.
Total investment income for the Master Trust was $4,297,357 for the year ended December 31, 2010.
The investment income for the Master Trust is recorded in dividends and interest in the statement
of changes in net assets available for benefits.
Investments held by the Master Trust at December 31, 2009 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuer |
|
|
Investments at |
|
|
Adjustments to |
|
|
Investments at |
|
Security |
|
Rating |
|
|
Fair Value |
|
|
Contract Value |
|
|
Contract Value |
|
| | | | |
Wrapped Portfolios |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Collective Trusts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NATIXIS IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term Bond Fund |
|
A+/Aa3 |
|
$ |
21,911,322 |
|
|
$ |
(528,132 |
) |
|
$ |
21,383,190 |
|
Pacific Life IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Multi-Mgr A or Better Interm. G/C |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund |
|
AA-/A1 |
|
|
20,455,173 |
|
|
|
(871,925 |
) |
|
|
19,583,248 |
|
ING IGT INVESCO Multi-Mgr A or |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Better Interm. G/C Fund |
|
|
A+/A2 |
|
|
|
20,413,406 |
|
|
|
(854,223 |
) |
|
|
19,559,183 |
|
Monumental IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Multi-Mgr A or Better Core Fund |
|
AA-/A1 |
|
|
17,799,101 |
|
|
|
(372,217 |
) |
|
|
17,426,884 |
|
JP Morgan Chase IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term Bond Fund |
|
AA-/Aa1 |
|
|
16,214,023 |
|
|
|
(404,935 |
) |
|
|
15,809,088 |
|
State Street IGT INVESCO |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term Bond Fund |
|
AA-/Aa2 |
|
|
15,628,716 |
|
|
|
(376,358 |
) |
|
|
15,252,358 |
|
JP Morgan Chase Wrapper contracts |
|
AA-/Aa1 |
|
|
29,797 |
|
|
|
(744 |
) |
|
|
29,053 |
|
Pacific Life Wrapper contracts |
|
AA-/A1 |
|
|
20,625 |
|
|
|
(879 |
) |
|
|
19,746 |
|
Short-Term Investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fidelity Money Market |
|
|
N/A |
|
|
|
2,675,666 |
|
|
|
|
|
|
|
2,675,666 |
|
|
Total |
|
|
|
|
|
$ |
115,147,829 |
|
|
$ |
(3,409,413 |
) |
|
$ |
111,738,416 |
|
|
At December 31, 2009, the Plans interest in the Master Trust was approximately 86 percent.
NOTE 6 TAX STATUS
The Internal Revenue Service has determined and informed the plan sponsor by a letter dated
December 16, 2005, that the Plan and related trust are designed in accordance with applicable
sections of the IRC. The Plan has been amended since receiving the determination letter. However,
the Plan administrator and the Plans tax counsel believe that the Plan is designed and is
currently being operated in compliance with the applicable requirements of the IRC. Therefore, no
provision for income taxes has been included in the Plans financial statements. The Plan is
subject to routine audits by taxing jurisdictions; however there are currently no audits for any
tax periods in progress. The plan administrator believes it is no longer subject to income tax
examinations for years prior to 2007.
NOTE 7 PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right to suspend or
terminate the Plan at any time, subject to the provisions of ERISA. In the event of Plan
termination, the accounts of all participants will become fully vested and non-forfeitable.
12
NOTE 8 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 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.
NOTE 9 RELATED PARTY TRANSACTIONS
Certain investments of the Plan are mutual funds managed by Fidelity Investments. The trustee of
the Plan is Fidelity Management Trust Company and, therefore, these transactions qualify as
party-in-interest transactions.
One of the investment fund options available to participants is common stock of Kennametal
Inc., the Plan sponsor. The Plan held 1,656,205 and 1,754,661 shares of Kennametal common stock, or
$65,418,828 and $45,513,708 at December 31, 2010 and 2009, respectively. As a result, transactions
related to this investment fund qualify as party-in-interest transactions.
13
KENNAMETAL THRIFT PLUS PLAN
PLAN NUMBER: 002
EIN: 25-0900168
SCHEDULE H, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2010
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
(b) Issuer |
|
(c) Description |
|
(d) Cost |
|
(e) Fair Value |
|
|
|
|
|
Mutual Funds |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan Stanley
|
|
MSIFT MidCap Growth Portfolio
|
|
N/A
|
|
$ |
40,229,128 |
|
*
|
|
Fidelity
|
|
Fidelity Capital Appreciation Fund
|
|
N/A
|
|
|
29,755,749 |
|
|
|
American Funds
|
|
American Funds EuroPacific Growth
Fund
|
|
N/A
|
|
|
23,101,514 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2015 Fund
|
|
N/A
|
|
|
19,464,646 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2025 Fund
|
|
N/A
|
|
|
16,842,798 |
|
|
|
Lord Abbett
|
|
Lord Abbett SmallCap Value Fund
|
|
N/A
|
|
|
16,206,801 |
|
|
|
Hotchkis & Wiley
|
|
H&W LargeCap Value Fund
|
|
N/A
|
|
|
15,756,019 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2020 Fund
|
|
N/A
|
|
|
13,913,494 |
|
|
|
Vanguard
|
|
Vanguard Institutional Index Fund
|
|
N/A
|
|
|
12,570,175 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2030 Fund
|
|
N/A
|
|
|
9,198,106 |
|
|
|
Vanguard
|
|
Vanguard Total Bond Market Index
Signal
|
|
N/A
|
|
|
8,825,933 |
|
|
|
Hotchkis & Wiley
|
|
H&W MidCap Value Fund
|
|
N/A
|
|
|
8,597,835 |
|
|
|
Pimco
|
|
Pimco Total Return Fund
|
|
N/A
|
|
|
8,488,460 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2035 Fund
|
|
N/A
|
|
|
6,902,143 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom Income Fund
|
|
N/A
|
|
|
6,799,312 |
|
|
|
Morgan Stanley
|
|
MSIF Small Company Growth
Portfolio
|
|
N/A
|
|
|
6,773,795 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2040 Fund
|
|
N/A
|
|
|
6,244,810 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2010 Fund
|
|
N/A
|
|
|
4,316,226 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2050 Fund
|
|
N/A
|
|
|
1,059,807 |
|
|
|
Vanguard
|
|
Vanguard Total International Stock
|
|
N/A
|
|
|
985,575 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2045 Fund
|
|
N/A
|
|
|
765,432 |
|
|
|
Vanguard
|
|
Vanguard Mid Capitalization Index
Signal
|
|
N/A
|
|
|
661,703 |
|
|
|
Allianz
|
|
Allianz NFJ Dividend Value Fund
|
|
N/A
|
|
|
445,701 |
|
|
|
Lord Abbett
|
|
Lord Abbett SmallCap Blend Fund
|
|
N/A
|
|
|
303,825 |
|
|
|
Columbia
|
|
Columbia MidCap Value Fund
|
|
N/A
|
|
|
233,147 |
|
|
|
|
|
|
|
|
Total Mutual Funds
|
|
|
|
|
258,442,134 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Trust |
|
|
|
|
|
|
|
|
INVESCO
|
|
Stable Value Fund
|
|
N/A
|
|
|
102,414,233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Kennametal Inc. Common Stock |
|
|
|
|
|
|
*
|
|
Kennametal Inc.
|
|
Kennametal Inc. Common Stock
|
|
N/A
|
|
|
65,418,828 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments
|
|
|
|
|
426,275,195 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Notes receivable
from participants
|
|
Maturities from 2011 to 2040,
interest rates from 4.25% to
10.5%
|
|
N/A
|
|
|
9,666,591 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
$ |
435,941,786 |
|
|
|
|
|
|
|
* |
|
Party-in-interest, for which a statutory exemption exists. |
14
SIGNATURES
THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the plan
administrator of the Kennametal Thrift Plus Plan has duly caused this annual report to be signed by
the undersigned hereunto duly authorized.
|
|
|
|
|
|
KENNAMETAL THRIFT PLUS PLAN
|
|
Date: June 24, 2011 |
By: |
/s/ John Bielinski
|
|
|
|
John Bielinski |
|
|
|
Plan Administrator |
|
15