UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(x) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the fiscal year end December 31, 2000
OR
{ } TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to
Commission file number 0-6890
Mechanical Technology Incorporated MTI Savings and Retirement Plan
(Title of Plan)
Mechanical Technology Incorporated
(Issuer of Securities)
30 South Pearl Street
Albany, New York 12207
(Address of Principal Executive Office)
Item 4: |
Page |
Financial Statements |
|
Mechanical Technology Incorporated MTI Savings and Retirement Plan |
|
Report of Independent Accountants |
4 |
Statements of net assets available for benefits at December 31, 2000 and 1999 |
5 |
Statements of changes in net assets available for benefits for the years ended December 31, 2000 and 1999 |
6 |
Notes to financial statements |
7-13 |
Supplemental schedule of assets held for investment purposes at December 31, 2000 |
14 |
Exhibits |
|
Consent of Independent Accountants |
15 |
REQUIRED INFORMATION
Mechanical Technology Incorporated MTI Savings and Retirement Plan (the "Plan") is subject to the Employee Retirement Income Security Act of 1974 ("ERISA"). Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the financial statements and schedules of the Plan for the two fiscal years ended December 31, 2000 and 1999, which have been prepared in accordance with the financial reporting requirements of ERISA, are attached hereto as Item 4 and incorporated herein by this reference.
SIGNATURES
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.
Mechanical Technology Incorporated MTI Savings and Retirement Plan |
|
DATE: June 15, 2001 |
BY: s/Cynthia A. Scheuer |
Cynthia A. Scheuer |
|
Employer, as Plan Sponsor and Plan Representative |
Report of Independent Accountants
To
the Participants and Administrator ofMechanical Technology Incorporated MTI Savings and Retirement Plan
In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of Mechanical Technology Incorporated MTI Savings and Retirement
(the "Plan") at December 31, 2000 and 1999 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. 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 of these statements in accordance with auditing standards generally accepted in the United States of America, which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets held for investment purposes at December 31, 2000 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
PricewaterhouseCoopers LLP |
Albany, New York
June 8, 2001
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS AND RETIREMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2000 and December 31, 1999
DECEMBER 31, |
||
2000 |
1999 |
|
ASSETS |
||
Investments in common collective fund, at fair value |
$ 5,090,569 |
$ 5,461,800 |
Investments in MTI stock fund, at fair value |
45,278 |
98,979 |
Investments in registered investment companies, at fair value |
6,877,651 |
8,881,370 |
Participant notes receivable |
2,054 |
22,165 |
Total investments |
12,015,552 |
14,464,314 |
Contributions receivable - employer |
1,975 |
2,392 |
Contributions receivable - participants |
5,181 |
6,056 |
Total assets |
12,022,708 |
14,472,762 |
NET ASSETS AVAILABLE FOR BENEFITS |
$12,022,708 |
$ 14,472,762 |
The accompanying notes are an integral part of the financial statements.
MECHANICAL TECHNOLOGY INCORPORTED
MTI SAVINGS AND RETIREMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Years Ended December 31, 2000 and December 31, 1999
DECEMBER 31, |
||
2000 |
1999 |
|
Additions to net assets attributed to: |
||
Investment income: |
||
Interest |
$ 961,436 |
$ 766,345 |
Net depreciation in fair value of MTI stock fund |
(82,696) |
(21,924) |
Net (depreciation) appreciation in fair value of registered investment companies |
(1,680,437) |
2,193,983 |
Net investment (loss) income |
(801,697 ) |
2,938,404 |
Contributions: |
||
Employer |
84,711 |
143,230 |
Participant |
237,742 |
345,008 |
Rollovers |
18,845 |
41,261 |
341,298 |
529,499 |
|
Total additions, net |
(460,399 ) |
3,467,903 |
Deductions from net assets attributed to: |
||
Benefits paid to participants |
1,980,554 |
5,014,302 |
Employee forfeitures |
9,101 |
31,126 |
Total deductions |
1,989,655 |
5,045,428 |
Net decrease |
(2,450,054 ) |
(1,577,525 ) |
Net assets available for benefits: |
||
Beginning of year |
14,472,762 |
16,050,287 |
End of year |
$12,022,708 |
$14,472,762 |
The accompanying notes are an integral part of the financial statements.
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
1. DESCRIPTION OF PLAN
The following brief description of the Mechanical Technology Incorporated MTI Savings and Retirement Plan (Plan) provides only general information. Participants should refer to the Plan agreement for more complete information.
The Plan is a defined contribution plan covering substantially all employees of Mechanical Technology Incorporated (Plan Sponsor). Effective July 1, 1998, employees are eligible to participate in the Plan after completing 6 months of service and attaining the age of 21. Prior to July 1, 1998, employees were eligible to participate upon the first day of the month following completion of at least one thousand hours of service during any consecutive twelve-month period commencing with the employee's date of hire and the attainment of age 21. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.
Participant contributions:
The Plan permits pre-tax (basic) participant contributions through compensation deferrals not to exceed the greater of 15% of compensation or the maximum permitted by the Internal Revenue Code. Such contributions are excluded from the participant's taxable income for federal income tax purposes until received as a withdrawal or distribution from the Plan. Participants may also elect to make after-tax (voluntary) contributions to the Plan not exceeding 9% of compensation. Participants may also contribute amounts representing distributions from other qualified defined benefit or contribution plans.
Plan Sponsor contributions:
The Plan Sponsor matches, on a discretionary basis, participant basic contributions. Matching contributions have, in the past, been as much as 4% of credited compensation, as defined in the Plan agreement.
The Plan Sponsor may also make additional discretionary profit sharing contributions for the benefit of plan participants employed on the last day of the Plan's fiscal year. Profit sharing contributions, if any, are allocated to plan participants based on the ratio of participant compensation to the total compensation of all eligible plan participants.
Each participant's account is credited with the participant's contribution and allocations of (a) the Plan Sponsor's contribution and, (b) Plan earnings, and may be charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account.
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS & RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - Continued
Participants are immediately vested in their contributions plus actual earnings thereon. As of July 1, 1998, a participant is fully vested in the Plan Sponsor matching and discretionary contribution portion of their accounts plus actual earnings thereon upon the earliest of completing five years of credited service, previously seven years; the event of death, disability or retirement; MTI terminates or freezes the Plan.
Participants may direct the investment of contributions in multiples of 5% in any of the investment options identified below, as selected by the Plan's trustees. Changes to the investment fund designations may be made daily through the Plan's third party record-keeper. The fund's investment strategies are subject to change and future performance cannot be guaranteed.
Investment Options Available |
Number of Participants as of December 31, 2000 |
|
12 |
|
6 |
|
45 |
|
68 |
|
47 |
|
41 |
|
112 |
|
78 |
|
43 |
MTI Stock Fund
The fund is a unitized fund which invests in Mechanical Technology Incorporated common stock and maintains a portion of the fund in money market investments.
MFS/F&C International Growth Fund
The fund's foreign growth securities may include securities of more-established companies which represent opportunities for long-term growth. The fund invests at least 65% of its total assets in foreign (including emerging market) securities. The fund may also invest in derivative securities.
MFS Global Growth Fund
The fund invests primarily in securities in three market sectors: U.S. emerging growth companies, foreign growth companies, and emerging market securities. The fund invests, under normal market conditions, at least 65% of its total assets in common stocks and related equity securities. The fund may also invest in derivative securities.
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS & RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - Continued
MFS Emerging Growth Fund
The fund invests primarily in emerging growth companies that display the potential to become major enterprises or are major enterprises whose rates of earnings growth are expected to accelerate. The fund may invest, under normal market conditions, at least 65% of its total assets in common stocks or related securities. The fund may also invest in foreign securities (including emerging market securities) and may have exposure to foreign currencies. The fund may also invest in debt and derivative securities.
MFS Total Return Fund
The fund is a "balanced" fund and invests in a combination of equity and fixed income securities. Under normal market conditions, the fund invests at least 25% of its net assets in non-convertible fixed-income securities, and at least 40% but no more than 75% of net assets in common stocks and related securities. The fund may also invest in derivative securities.
MFS Bond Fund
The fund invests, under normal market conditions, at least 65% of its total assets in fixed income securities including, corporate bonds (domestic and foreign (including emerging market)), U.S. government securities and mortgage-backed and asset-backed securities. The fund may also invest in derivative securities.
MFS Fixed Fund
The fund strives to maintain a stable $1 unit value by investing primarily in stable-value investment contracts issued by major insurance companies, and major banks.
Massachusetts Investors Growth Stock Fund
The fund emphasis is placed on companies that the fund advisor believes offers better than average prospects for long-term growth. The fund may invest in foreign securities through which it may have exposure to foreign currencies. The fund invests its assets in common stocks and securities convertible into common stocks of companies. The fund may also invest in derivative securities.
Massachusetts Investors Trust Fund
The fund invests, under normal market conditions, at least 65% of its total assets in common stocks and related securities. The fund generally focuses on companies with larger capitalizations that its fund advisor believes have sustainable growth prospects and attractive valuations based on current and expected earnings or cash flow. The fund will also seek to provide income equal to approximately 90% of the dividend yield on the Standard & Poor's 500 Index. The fund may invest in foreign securities through which it may have exposure to foreign currencies. The fund may also invest in derivative securities.
Plan participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50 percent of their account balance. Loan transactions are treated as a transfer to (from) the investment funds from (to) the participant notes fund. Loan terms range from 1 to 5 years. The loans are collateralized by the balance in the participant's account and bear interest at the Prime interest rate plus 2 percent on the date the loan is made. Interest rates range from 8 to 10.5 percent. Principal and interest is paid ratably through monthly payroll deductions.
Normal retirement age is 65. The Plan permits early retirement at age 55 with five years of service. Upon retirement, disability or death, a participant or beneficiary may elect to receive his or her vested individual account balance of more than $5,000 in the form of an annuity, a lump-sum payment or monthly installments over the recipient's life expectancy, not exceeding ten years. A participant or beneficiary with a vested individual account balance under $5,000 will receive a lump-sum payment.
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS & RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - Continued
A terminated participant is entitled to a lump-sum payment of the vested interest in his or her account. A terminated participant with five or less years of service forfeits the right to receive a portion of the accumulated benefit attributable to Plan Sponsor contributions.
At December 31, 2000, forfeited non-vested accounts totaling $83,584 were available to the Plan Sponsor and were excluded from plan assets. These amounts will be used to first pay Plan administrative expenses, then to reduce future employer contributions. Plan administrative expenses and employer contributions paid from the forfeiture account totaled $9,154 and $29,909, respectively, in 2000 and $11,644 and $0, respectively, in 1999.
The Company pays both the annual trustee fees and annual audit fees of the Plan.
The financial statements of the Plan are prepared on the accrual basis of accounting.
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, liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
The Plan provides for various investment options in any combination of stocks, fixed income securities, mutual funds and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participant's account balances and the amounts reported in the statement of net assets available for plan benefits and the statement of changes in net assets available for plan benefits.
The Plan's investments are stated at fair value. Shares of registered investment companies are valued at quoted market prices, which represent the net asset value of shares, or units held by the Plan at year-end. Participant notes receivable are valued at cost, which approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis. Gains or losses on sales of securities are based on average cost. Interest income is recorded on the accrual basis.
The Plan presents in the Statements of Changes in Net Assets Available for Benefits the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses (computed on average cost) and the unrealized appreciation (depreciation) on those investments.
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS & RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - Continued
Benefits are recorded when paid.
The Plan's investments are held by an investment company. The following table presents the fair values of investments, which includes investments that represent 5 percent or more of total plan assets.
December 31, 2000 |
||||
Number of Shares |
Net Asset Value Per Share |
Cost |
Fair Value |
|
Investments at Fair Value as Determined by Quoted Market Prices |
||||
MTI Stock Fund |
6,056 |
$ 7.48 |
$ 127,960 |
$ 45,278 |
Common Collective Fund: |
||||
MFS Fixed Fund |
5,090,569 |
1.00 |
$ 5,090,569 |
$ 5,090,569 |
Registered investment companies: |
||||
MFS/F&C International Growth Fund |
598 |
$16.84 |
$ 14,199 |
$ 10,075 |
MFS Global Growth Fund |
17,484 |
19.76 |
498,599 |
345,484 |
MFS Emerging Growth Fund |
54,835 |
44.78 |
2,636,314 |
2,455,523 |
MFS Total Return Fund |
36,783 |
15.41 |
576,321 |
566,827 |
MFS Bond Fund |
12,337 |
12.33 |
156,541 |
152,111 |
Massachusetts Investors Growth Stock Fund |
153,945 |
17.14 |
2,654,377 |
2,638,625 |
Massachusetts Investors Trust Fund |
35,415 |
20.02 |
714,198 |
709,006 |
$ 7,250,549 |
$ 6,877,651 |
|||
Investments at Estimated Fair Value |
||||
Participant notes receivable |
$ 2,054 |
$ 2,054 |
||
Total |
$12,471,132 |
$12,015,552 |
Net (depreciation) appreciation in fair value of investments: |
Year Ended December 31, 2000 |
Investments at fair value as determined by quoted market prices: |
|
MTI stock fund |
($ 82,696) |
Common collective fund |
- |
Registered investment companies |
( 1,680,437 ) |
($1,763,133 ) |
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS & RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - Continued
December 31, 1999 |
||||
Number of Shares |
Net Asset Value Per Share |
Cost |
Fair Value |
|
Investments at Fair Value as Determined by Quoted Market Prices |
||||
MTI Stock Fund |
8,987 |
$11.01 |
$ 98,965 |
$ 98,979 |
Common Collective Fund: |
||||
MFS Fixed Fund |
5,461,800 |
1.00 |
$ 5,461,800 |
$ 5,461,800 |
Registered investment companies: |
||||
MFS/F&C International Growth Fund |
894 |
$20.59 |
$ 21,119 |
$ 18,410 |
MFS Global Growth Fund |
12,866 |
29.76 |
396,244 |
382,889 |
MFS Emerging Growth Fund |
61,324 |
66.59 |
3,155,094 |
4,083,557 |
MFS Total Return Fund |
37,566 |
13.88 |
2,513,874 |
521,414 |
MFS Bond Fund |
12,955 |
12.18 |
163,807 |
157,790 |
Massachusetts Investors Growth Stock Fund |
145,024 |
20.33 |
2,513,874 |
2,948,330 |
Massachusetts Investors Trust Fund |
36,705 |
20.95 |
739,726 |
768,980 |
$ 9,503,738 |
$ 8,881,370 |
|||
Investments at Estimated Fair Value |
||||
Participant notes receivable |
$ 22,165 |
$ 22,165 |
||
Total |
$15,086,668 |
$14,464,314 |
Net (depreciation) appreciation in fair value of investments: |
Year Ended December 31, 1999 |
Investments at fair value as determined by quoted market prices: |
|
MTI stock fund |
$ (21,924) |
Common collective fund |
- |
Registered investment companies |
2,193,983 |
$ 2,172,059 |
Although it has not expressed any intent to do so, the Plan Sponsor 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 fully vested in their accounts.
The Internal Revenue Service has determined and informed the Plan Sponsor by a letter dated February 7, 2000, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code. The Plan was amended and restated in 1998, when the Plan changed record-keepers and trustees.
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS & RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - Continued
The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500: |
|
December 31, 2000 |
|
Total deductions per the financial statements |
$1,989,655 |
Plus: Amounts allocated to participant notes receivable in prior year |
33,509 |
Total expenses per Form 5500 |
$2,023,164 |
Certain calendar year 1999 amounts have been reclassified to conform with the calendar 2000 presentation.
MECHANICAL TECHNOLOGY INCORPORATED
MTI SAVINGS & RETIREMENT PLAN
Line 4i - Schedule of Assets Held for Investment Purposes at December 31, 2000
(a) |
(b) Identity of issue, borrower, lessor, or similar party |
including maturity date, rate of interest, collateral, par, or maturity value |
(d) Cost* |
value |
Mechanical Technology Incorporated |
Common Stock |
$ 45,278 |
||
MFS |
F&C International Growth Fund |
10,075 |
||
MFS |
Global Growth Fund |
345,484 |
||
MFS |
Emerging Growth Fund |
2,455,523 |
||
MFS |
MA Investors Growth Fund |
2,638,625 |
||
MFS |
MA Investors Trust Fund |
709,006 |
||
MFS |
Total Return Fund |
566,827 |
||
MFS |
Bond Fund |
152,111 |
||
MFS |
Fixed Fund |
5,090,569 |
||
Participant Notes |
10.25 - 10.50% |
2,054 |
||
Total investments |
$12,015,552 |
|||
* Column (d) has been omitted, as the Plan is 100% participant directed. |