þ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] |
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Financial Statements: |
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Page 2 | ||||||||
Page 3 | ||||||||
Page 4 | ||||||||
Supplemental Schedule: |
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Page 14 | ||||||||
EX-23 |
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December 31, | ||||||||
2010 | 2009 | |||||||
ASSETS |
||||||||
Investments, at fair value (see Note 3) |
$ | 1,479,195,163 | $ | 1,310,695,502 | ||||
Receivables: |
||||||||
Notes receivable from participants |
39,484,978 | 35,664,467 | ||||||
Dividends and interest |
446,885 | 378,636 | ||||||
Employer contributions |
8,882 | 664,151 | ||||||
Participant contributions |
6,484 | 1,283,017 | ||||||
Pending investment transactions |
| 55,002 | ||||||
Total receivables |
39,947,229 | 38,045,273 | ||||||
Total Assets |
1,519,142,392 | 1,348,740,775 | ||||||
LIABILITIES |
||||||||
Pending investment transactions |
83,709 | 53,811 | ||||||
Other |
440,669 | 323,020 | ||||||
Total Liabilities |
524,378 | 376,831 | ||||||
NET ASSETS AVAILABLE FOR BENEFITS
AT FAIR VALUE |
1,518,618,014 | 1,348,363,944 | ||||||
Adjustment from fair value to contract value for
fully benefit-responsive investment contracts |
(1,408,655 | ) | 4,529,567 | |||||
NET ASSETS AVAILABLE FOR BENEFITS |
$ | 1,517,209,359 | $ | 1,352,893,511 | ||||
2
Investment Income: |
||||
Net appreciation in fair value of investments (see Note 4) |
$ | 117,149,707 | ||
Dividends and interest |
34,505,908 | |||
Interest on notes receivable from participants |
1,985,883 | |||
Total Investment Income |
153,641,498 | |||
Contributions: |
||||
Participant contributions |
47,031,116 | |||
Employer contributions |
32,786,877 | |||
Rollover contributions |
1,364,507 | |||
Total Contributions |
81,182,500 | |||
Expenses: |
||||
Benefit payments |
67,433,825 | |||
Administrative expenses |
3,074,325 | |||
Total Expenses |
70,508,150 | |||
INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS |
164,315,848 | |||
NET ASSETS AVAILABLE FOR BENEFITS: |
||||
BEGINNING OF YEAR |
1,352,893,511 | |||
END OF YEAR |
$ | 1,517,209,359 | ||
3
1. | Description of the Plan |
The following description of the CenterPoint Energy Savings Plan (Plan) provides only general information. Participants (as defined below) should refer to the Plan document for a more complete description of the Plans provisions. In the case of any discrepancy between this summary and the Plan document, the Plan document will govern. |
(a) | General |
The Plan is a defined contribution plan established in accordance with Sections 401(a) and 401(k) of the Internal Revenue Code of 1986, as amended (IRC) and is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Effective January 1, 2009, the Plan is a safe harbor 401(k) plan under the IRC, which means it is deemed to satisfy certain deferral and contribution testing requirements. |
Participants include all employees of CenterPoint Energy, Inc. (Company or CenterPoint Energy) and those subsidiaries and affiliates of the Company that have adopted the Plan except (a) employees covered by a collective bargaining agreement unless such agreement provides for participation in the Plan, (b) leased employees, (c) independent contractors or (d) non-resident aliens who receive no United States sourced income (Participants). |
(b) | Contributions |
Participants may contribute, on a pre-tax and after-tax basis, up to 50% and 16% of eligible compensation, respectively, not to exceed the Internal Revenue Service (IRS) compensation limit as defined in the Plan. Active Participants age 50 or over may contribute an additional pre-tax contribution not to exceed the IRS limit ($5,500 for 2010); however, the Company generally does not provide the match on such catch-up contributions, unless a matching contribution is required to meet the safe harbor plan provisions under the IRC. Participants may also contribute amounts representing rollover eligible distributions from other defined benefit or defined contribution plans, IRC Section 403(b) annuity plans, IRC Section 457 governmental plans or conduit Individual Retirement Accounts that have been holding a distribution from a qualified plan. Participants direct their contributions into the various eligible investment options offered by the Plan. |
All new employees are automatically enrolled in the Plan to make pre-tax contributions. An employee who has been automatically enrolled is deemed to have elected to defer pre-tax contributions (Automatic Contribution). The initial pre-tax contribution is three percent of the employees eligible compensation on a payroll-period basis. The contribution percentage is increased by an increment of one percent on April 1 in each of the following years until it reaches six percent of compensation on a payroll-period basis. |
A notice is provided to all employees who have been automatically enrolled in the Plan (Automatic Enrollment Notice). In general, an employee has 30 days after receiving the Automatic Enrollment Notice to elect not to make any pre-tax contributions or choose a different contribution percentage. |
Contributions, including all related employer matching contributions, made under the Automatic Contribution provision of the Plan will be invested in the default investment fund as defined in the Plan. Employees may elect to change the Automatic Contribution percentage and/or direct the contributions to any of the investment options offered under the Plan at any time after the commencement of the Automatic Contribution. The Company matches 100% of the first six percent of eligible compensation. |
Participants may elect to invest all or a portion of their contributions to the Plan in the Company Common Stock Fund. In addition, Participants may elect to have dividends paid on their investment in the Company Common Stock Fund either reinvested in the Company Common Stock Fund or paid to them in cash, and they can transfer all or part of their investment in the Company Common Stock Fund to the other investment options offered by the Plan. Employer contributions are made in the form of cash and are invested in accordance with Participant elections. |
Contributions are subject to certain limitations as set forth under the IRC or the limits set forth in the Plan document. |
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(c) | Investment Options |
The Plan offers the following investment funds (Funds): |
| Company Common Stock Fund | ||
| Large Company Growth Fund | ||
| Large Company Value Fund | ||
| International Equity Fund | ||
| Balanced Fund | ||
| Fixed Income Fund | ||
| Stable Value Fund | ||
| S&P 500 Index Fund | ||
| Small Company Fund | ||
| Vanguard Target Retirement Income Fund | ||
| Vanguard Target Retirement 2055 Fund | ||
| Vanguard Target Retirement 2050 Fund | ||
| Vanguard Target Retirement 2045 Fund | ||
| Vanguard Target Retirement 2040 Fund | ||
| Vanguard Target Retirement 2035 Fund | ||
| Vanguard Target Retirement 2030 Fund | ||
| Vanguard Target Retirement 2025 Fund | ||
| Vanguard Target Retirement 2020 Fund | ||
| Vanguard Target Retirement 2015 Fund | ||
| Vanguard Target Retirement 2010 Fund | ||
| Vanguard Target Retirement 2005 Fund |
Upon enrollment in the Plan, Participants may direct contributions, in one percent increments, in any of the investment options. Participants should refer to the Plan prospectus for a detailed description of each Fund. |
(d) | Participant Accounts |
Individual accounts are maintained for each Participant. Each Participants account is credited with the Participants contributions and with allocations of the Company contributions and Plan earnings. Each Participants account is also charged with an allocation of administrative expenses. Allocations are based on Participant account balances. A Participant is entitled to their vested account balance. |
(e) | Vesting and Forfeitures |
Participants are immediately fully vested in all contributions and actual earnings thereon. As a result, there are no forfeitures. |
(f) | Notes Receivable From Participants |
A Participant may borrow against their vested account balance. The maximum amount that a Participant may borrow is the lesser of (a) $50,000, reduced by the excess, if any, of the highest outstanding balance of loans to the Participant from all plans maintained by the Company or an affiliated entity during the one-year period ending on the day before the date on which such loan is made, over the outstanding balance of loans from the Plan on the date on which such loan is made or (b) 50% of the value of the Participants vested account balance under the Plan. |
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The loans are to be secured by the pledge of a portion of the Participants right, title and value of the Participants vested account balance under the Plan as determined immediately after the loans are made. The minimum loan amount is $500. Loans may be repaid over a period of up to five years and are subject to a $50 origination fee. Interest rates are fixed at the prime rate listed in The Wall Street Journal for the first of each month in which the loan is requested plus one percent. Loan transactions are treated as a transfer to (from) the investment fund from (to) notes receivable from participants. |
(g) | Payment of Benefits |
Upon termination, a Participant whose account exceeds $1,000 may elect, upon written request at any time, to receive a distribution in a single lump-sum payment or fixed monthly, quarterly, semi-annual or annual installments over a period of ten years or less. Such distributions are generally paid in the form of cash; however, if the Participant has investments in the Company Common Stock Fund, the Participant may elect an in-kind distribution of those funds. |
Generally, to the extent a Participant has not requested a distribution by the time he or she reaches age 701/2, required minimum distributions will be made consistent with the terms and conditions of the Plan and the requirements of the IRC. Immediate lump-sum distributions are made for accounts which do not exceed $1,000. |
A Participant who is under age 591/2 may make a withdrawal from amounts attributable to after-tax contributions and, if applicable, rollover contributions in the Plan and associated earnings. A Participant who is under age 591/2 and has less than five years of service withdraws matched after-tax contributions will be suspended from Plan participation for six months. A Participant who is age 591/2 or older may make unlimited withdrawals from pre-tax contributions, after-tax contributions, vested portion of prior Plan accounts, rollover account and any associated earnings. |
(h) | Administration |
The assets of the Plan are held in trust by The Northern Trust Company (Trustee). Aon Hewitt is the recordkeeper for the Plan. The Benefits Committee of CenterPoint Energy, Inc. (Committee), appointed by the Board of Directors of the Company, is the Plan Administrator (Plan Administrator). The Committee retains an independent investment consultant to provide investment advice with respect to the Funds. |
(i) | Termination of the Plan |
Although it has not expressed any intent to do so, the Company may terminate the Plan at any time subject to the provisions of ERISA and must give written notice to the Trustee. |
2. | Summary of Accounting Policies |
(a) | Use of Estimates and Basis of Accounting |
The preparation of financial statements under the accrual basis of accounting in conformity with generally accepted accounting principles requires management to make estimates that affect the financial statements and accompanying notes. Actual results could differ from those estimates. |
(b) | Adoption of Accounting Standards |
In January 2010, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2010-6, Fair Value Measurements and Disclosures (Topic 820) Improving Disclosures about Fair Value Measurements (ASU 2010-6), which requires entities to make disclosures about recurring and nonrecurring fair value measurements. In accordance with ASU 2010-6, the reporting entity should disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and describe the reasons for the transfers. ASU 2010-6 also requires an entity to present separately information about purchases, sales, issuances, and settlements in the reconciliation of fair value measurements using significant unobservable inputs (Level 3). The disclosures in ASU 2010-6 are effective for interim and annual reporting periods beginning after December 15, 2009, except for purchases, sales, issuances, and settlements in the roll forward activity in Level 3 fair value |
6
measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010 and for interim periods within those fiscal years. These additional disclosures were adopted in 2010. |
In September 2010, the FASB issued ASU No. 2010-25, Reporting Loans to Participants by Defined Contribution Pension Plans, which requires participant loans to be classified as notes receivable from participants that are segregated from plan investments and measured at their unpaid principal balance plus any accrued but unpaid interest. As a result of the Plans adoption of this update in 2010, prior year participant loans, as presented in the Statements of Net Assets Available for Benefits and notes to the financial statements, have been reclassified for conformity with the current year presentation. The adoption of FASB ASU No. 2010-25 did not have any effect on the changes in net assets or the financial position of the Plan. |
(c) | Investment Valuation and Income Recognition |
The investments in all Funds of the Plan are reported at fair value. Fair value is 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. Investments are reflected at fair value in the financial statements, except for fully benefit-responsive investment contracts which are stated at contract value. Security transactions are recorded as of the trade date. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. |
Investment contracts held by a defined contribution plan are required to be reported at fair value; however, contract value is the relevant measurement attributed for that portion of the net assets available for benefits, because it represents the amount Participants would receive if they were to initiate permitted transactions under the terms of the Plan. 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 contracts from fair value to contract value. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract-value basis. |
(d) | Notes Receivable From Participants |
Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent participant loans are reclassified as distributions based upon the terms of the Plan. Interest income on notes receivable from participants is recorded when it is earned. |
(e) | Payment of Benefits |
Benefits are recorded when paid. |
(f) | Plan Expenses |
Direct Plan expenses such as trustee, recordkeeping, auditing and investment management fees and certain general administrative expenses are paid from the Plan assets. These expenses are shown as a separate component in the Statement of Changes in Net Assets Available for Plan Benefits. Plan expenses other than the aforementioned items are included as a component of investment gains and losses. These expenses are reported on Schedule C of Form 5500 as indirect compensation. |
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3. | Fair Value Measurements |
FASB Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures establishes a framework for measuring fair value as it relates to financial assets and liabilities and to non-financial assets and liabilities measured at fair value on a recurring basis. That framework provides a three-level valuation hierarchy based upon observable and unobservable inputs, with preference given to observable inputs. The three levels of the fair value hierarchy under FASB ASC 820 are described below: |
Level 1 | Observable inputs such as quoted prices for identical assets or liabilities; | ||
Level 2 | Observable inputs such as (i) quoted prices for similar assets or liabilities in active markets; (ii) quoted prices for identical or similar assets or liabilities in markets that are not active and do not require significant adjustment based on unobservable inputs; or (iii) valuations based on pricing models, discounted cash flow methodologies or similar techniques where significant inputs (e.g. interest rates, yield curves, etc.) are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and | ||
Level 3 | Unobservable inputs, including valuations based on pricing models, discounted cash flow methodologies or similar techniques where at least one significant model assumption or inputs is unobservable. Unobservable inputs are used to the extent that observable inputs are not available and reflect the Plans own assumptions about the assumptions the market participants would use in pricing the assets or liabilities. Unobservable inputs are based on the best information available in the circumstances, which might include the Plans own data. |
Following is a description of the valuation methodologies used for assets measured at fair value: |
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. |
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The following table sets forth by level, within the fair value hierarchy, the Plans assets at fair value as of December 31, 2010: |
Assets at Fair Value as of December 31, 2010 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Mutual funds |
||||||||||||||||
Target Date Retirement Funds |
$ | 182,868,835 | $ | | $ | | $ | 182,868,835 | ||||||||
Fixed Income Fund |
150,799,251 | | | 150,799,251 | ||||||||||||
Large Company Growth Fund |
51,685,677 | | | 51,685,677 | ||||||||||||
Large Company Value Fund |
46,451,896 | | | 46,451,896 | ||||||||||||
International Equity Fund |
35,710,679 | | | 35,710,679 | ||||||||||||
Balanced Fund |
23,961,569 | | | 23,961,569 | ||||||||||||
Total mutual funds |
491,477,907 | | 491,477,907 | |||||||||||||
Common or collective trust funds |
||||||||||||||||
Stable Value Fund |
| 222,001,957 | | 222,001,957 | ||||||||||||
S&P 500 Index Fund |
| 137,651,137 | | 137,651,137 | ||||||||||||
Fixed Income Fund |
| 48,791,630 | | 48,791,630 | ||||||||||||
Balanced Fund |
| 58,310,766 | | 58,310,766 | ||||||||||||
Large Company Growth Fund |
| 45,282,289 | | 45,282,289 | ||||||||||||
International Equity Fund |
| 42,722,112 | | 42,722,112 | ||||||||||||
Large Company Value Fund |
| 41,048,650 | | 41,048,650 | ||||||||||||
Small Company Fund |
| 21,990,073 | | 21,990,073 | ||||||||||||
Short-Term Investment Fund |
| 8,826,773 | | 8,826,773 | ||||||||||||
Total common or collective trust funds |
| 626,625,387 | | 626,625,387 | ||||||||||||
Common stocks |
||||||||||||||||
Company Common Stock Fund |
330,318,213 | | | 330,318,213 | ||||||||||||
Small Company Fund |
18,019,258 | | | 18,019,258 | ||||||||||||
Total common stocks |
348,337,471 | | | 348,337,471 | ||||||||||||
Others |
||||||||||||||||
Stable Value Fund (1) |
| | 12,754,398 | 12,754,398 | ||||||||||||
Total others |
| | 12,754,398 | 12,754,398 | ||||||||||||
Total assets at fair value |
$ | 839,815,378 | $ | 626,625,387 | $ | 12,754,398 | $ | 1,479,195,163 | ||||||||
(1) | Represents the guaranteed investment contracts held by the Stable Value Fund. |
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The following table sets forth by level, within the fair value hierarchy, the Plans assets at fair value as of December 31, 2009: |
Assets at Fair Value as of December 31, 2009 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Mutual funds |
||||||||||||||||
Target Date Retirement Funds |
$ | 144,803,900 | $ | | $ | | $ | 144,803,900 | ||||||||
Fixed Income Fund |
124,020,648 | | | 124,020,648 | ||||||||||||
International Equity Fund |
52,325,732 | | | 52,325,732 | ||||||||||||
U.S. Equity Large Cap Fund |
41,017,291 | | | 41,017,291 | ||||||||||||
Balanced Fund |
27,674,554 | | | 27,674,554 | ||||||||||||
Total mutual funds |
389,842,125 | 389,842,125 | ||||||||||||||
Common or collective trust funds |
||||||||||||||||
U.S. Equity Large Cap Fund |
| 239,238,429 | | 239,238,429 | ||||||||||||
Stable Value Fund |
| 196,346,120 | | 196,346,120 | ||||||||||||
Balanced Fund |
| 45,686,934 | | 45,686,934 | ||||||||||||
Fixed Income Fund |
| 43,508,234 | | 43,508,234 | ||||||||||||
Short-Term Investment Fund |
| 25,580,510 | | 25,580,510 | ||||||||||||
International Equity Fund |
| 20,653,437 | | 20,653,437 | ||||||||||||
U.S. Equity Small Cap Fund |
| 15,861,238 | | 15,861,238 | ||||||||||||
Total common or collective trust funds |
| 586,874,902 | | 586,874,902 | ||||||||||||
Common stocks |
||||||||||||||||
Company Common Stock Fund |
309,359,526 | | | 309,359,526 | ||||||||||||
U.S. Equity Small Cap |
13,672,509 | | | 13,672,509 | ||||||||||||
International Equity |
271,577 | | | 271,577 | ||||||||||||
Total common stocks |
323,303,612 | | | 323,303,612 | ||||||||||||
Others (1) |
||||||||||||||||
Guaranteed investment contracts (2) |
| | 10,674,863 | 10,674,863 | ||||||||||||
Total others |
| | 10,674,863 | 10,674,863 | ||||||||||||
Total assets at fair value |
$ | 713,145,737 | $ | 586,874,902 | $ | 10,674,863 | $ | 1,310,695,502 | ||||||||
(1) | Participant loans, previously listed under this category, have been reclassified to Notes Receivable From Participants in the Statements of Net Assets Available for Benefits in accordance with FASB ASU No. 2010-25 (refer to Note 2 for further discussion). | |
(2) | Investments held by the Stable Value Fund. |
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The following table sets forth a summary of changes in the fair value of the Plans level 3 assets for the year ended December 31, 2010: |
Level 3 Assets | ||||||||
Year Ended December 31, 2010 | ||||||||
Guaranteed | ||||||||
Investment | ||||||||
Contract | Total | |||||||
Balance, beginning of year |
$ | 10,674,863 | $ | 10,674,863 | ||||
Purchases, sales, issuances,
and settlements (net) |
2,079,535 | 2,079,535 | ||||||
Balance, end of year |
$ | 12,754,398 | $ | 12,754,398 | ||||
4. | Investments |
The following presents investments that represent five percent or more of the Plans net assets available for benefits. |
December 31, | ||||||||
2010 | 2009 | |||||||
Company Common Stock,
21,012,609 and 21,320,436 shares, respectively |
$ | 330,318,213 | $ | 309,359,526 | ||||
BlackRock Equity Index Fund,
8,499,612 and 8,375,870 shares, respectively |
171,607,159 | 146,745,246 | ||||||
Dwight Target 2 Fund,
7,091,940 and 6,531,619 shares, respectively |
129,138,374 | 114,764,248 | ||||||
PIMCO Total Return Fund,
11,455,220 and 9,131,004 shares, respectively |
124,289,139 | 98,614,843 |
As detailed above, the Plan has significant holdings of Company common stock. As a result, the values of the Plans investments may be materially impacted by the changes in fair value related to this security. |
During 2010 the Plans investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value as follows: |
Common or collective trust funds |
$ | 44,174,122 | ||
Mutual funds |
43,747,441 | |||
Common stocks |
29,228,144 | |||
Total investment appreciation |
$ | 117,149,707 | ||
Stable Value Fund |
The Stable Value Fund (Stable Fund) has investments in synthetic guaranteed investment contracts (Synthetic GICs). A Synthetic GIC, also known as a wrap contract, is an investment contract issued by an insurance company or other financial institution, backed by a portfolio of bonds or other fixed income assets that are owned by the Stable Fund. The assets underlying the wrap contract are maintained separate from the contract issuers general assets, usually by the Stable Funds trustee or a third party custodian. The contracts are obligated to provide an interest rate not less than zero. These contracts provide that realized and unrealized gains and losses on the underlying assets are not reflected immediately in the net assets of the Stable Fund, but rather are amortized, over the duration of the underlying assets or other agreed upon period, through adjustments to the future interest crediting rates. The issuer guarantees that all |
11
qualified participant withdrawals will occur at contract value which represents contributions made under the contract, plus earnings, less withdrawals made under the contract and administrative expenses. | ||
There are no reserves against contract value for credit risk of the contract issuer or otherwise. The crediting rates for Synthetic GICs are reset quarterly and are based on the market value of the underlying portfolio of assets backing these contracts. Inputs used to determine the crediting rate include each contracts portfolio value, current yield to maturity, duration and market value relative to the Synthetic GICs book value. | ||
During 2010 and 2009, the average yields for the Stable Fund were as follows: |
2010 | 2009 | |||||||
Based on actual earnings |
2.14 | % | 3.57 | % | ||||
Based on the interest rate credited to Participants |
2.15 | % | 2.65 | % |
Benefit-responsive investment contracts are designed to preserve capital and provide a stable crediting rate. Such contracts provide Participant initiated withdrawals to be paid at contract value. Such contracts provide that withdrawals associated with certain events not in the ordinary course of fund operations may be paid at market rather than contract value. Examples of such circumstances may include significant plan design changes, complete or partial plan terminations, severance programs, early retirement programs, the closing or sale of a subsidiary, bankruptcy of the plan sponsor or the failure of the trust to qualify for exemption from federal income taxes or any required prohibited transaction exemption under ERISA. The Plan Administrator does not believe the occurrence of the above events that would limit the Plans ability to conduct transactions with Participants at contract value is probable. | ||
Contracts associated with Synthetic GICs are evergreen agreements with termination provisions. Accordingly, such agreements permit the Plans investment manager or issuer to terminate upon notice at any time at market value and provide for automatic termination of the contract if the book value or the market value of the contract equals zero. The issuer is not excused from paying the excess contract value when the market value equals zero. Contracts that permit the issuer to terminate at market value generally provide portfolio guidelines and transition provisions intended to result in the contract value equaling the market value of the portfolio by such termination date. Non-adherence to the guidelines and provisions may result in the settlement of the contract at market value; however, the Plan Administrator does not believe the occurrence of these circumstances is probable. | ||
5. | Risks and Uncertainties | |
The Plan provides for investments in Company common stock, various mutual funds and other investments. Investments, in general, are exposed to various risks, such as interest rate, credit and overall market volatility risk. Due to the level of risk associated with certain investments, it is reasonably possible that changes in the values of investments will occur in the near term and that such changes could materially affect the amounts reported in the Statements of Net Assets Available for Benefits and Participant account balances. Rates of return will vary, and returns will depend on the market value of the Plans investments. | ||
6. | Tax Status | |
The IRS has determined and informed the Company by letter dated April 2, 2001 that the Plan is qualified and the trust fund established is tax-exempt under the appropriate sections of the IRC. Although the Plan has been amended and restated since receiving the determination letter, the Plan Administrator and the Plan sponsors counsel believe these amendments have not adversely affected the Plans qualified status and the related trusts tax-exempt status as of the financial statement date. |
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7. | Related Party Transactions | |
During 2010, the Plan purchased and sold shares of the Companys common stock and units of short-term investment funds managed by the Trustee as temporary investments (party-in-interest transactions) as shown below: |
Purchases | Company common stock |
$ | 78,596,594 | |||
Northern Trust collective short-term investment fund |
344,468,799 | |||||
Sales | Company common stock |
$ | 82,325,893 | |||
Northern Trust collective short-term investment fund |
338,955,434 |
8. | Reconciliation of Financial Statements to Form 5500 | |
The following is a reconciliation of Net Assets Available for Benefits per the financial statements to Form 5500: |
2010 | 2009 | |||||||
Net Assets Available for Benefits per the financial statements |
$ | 1,517,209,359 | $ | 1,352,893,511 | ||||
Adjustment from contract value to fair value for
fully benefit-responsive contracts |
1,408,655 | (4,529,567 | ) | |||||
Net Assets Available for Benefits per Form 5500 |
$ | 1,518,618,014 | $ | 1,348,363,944 | ||||
The following is a reconciliation of the Increase in Net Assets Available for Benefits per the financial statements to Form 5500 for the year ended December 31, 2010: |
Increase in Net Assets Available for Benefits
per the financial statements |
$ | 164,315,848 | ||
Adjustment to reverse fair value adjustment for
fully benefit-responsive contracts related to prior year |
4,529,567 | |||
Adjustment from contract value to fair value for
fully benefit-responsive contracts |
1,408,655 | |||
Increase in Net Assets Available for Benefits
per Form 5500 |
$ | 170,254,070 | ||
9. | Subsequent Events | |
The Plan has been amended effective January 1, 2011 to allow participants to take a safe harbor hardship withdrawal, as defined in the IRC, of their pre-tax contributions. Participant will be subject to a mandatory six-month suspension on making any pre-tax and after-tax contributions from the withdrawal date. |
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(c) Description of investment including maturity | ||||||||
date, rate of interest, collateral, par or maturity | (e) Current | |||||||
(a) | (b) Identity of issue, borrower, lessor or similar party | value | value | |||||
COMMON OR COLLECTIVE TRUSTS |
||||||||
BLACKROCK |
EQUITY INDEX FUND | $ | 171,607,159 | |||||
BLACKROCK |
MSCI ACWI EX US INDEX FUND | 7,215,850 | ||||||
BLACKROCK |
RUSSELL 1000 GROWTH INDEX FUND | 45,282,289 | ||||||
BLACKROCK |
RUSSELL 1000 VALUE INDEX FUND | 41,048,650 | ||||||
BLACKROCK |
RUSSELL 2000 INDEX FUND | 21,563,078 | ||||||
DWIGHT ASSET MANAGEMENT |
CORE INTER FUND | 42,305,402 | ||||||
DWIGHT ASSET MANAGEMENT |
TARGET 2 FUND | 129,138,374 | ||||||
DWIGHT ASSET MANAGEMENT |
TARGET 5 FUND | 35,450,523 | ||||||
MELLON BANK |
EB DAILY LIQUIDITY AGGREGATE BOND INDEX FUND | 48,791,630 | ||||||
* | NORTHERN TRUST |
SHORT TERM INVESTMENT FUND | 21,172,271 | |||||
SEI |
STABLE AST FUND CLASS F | 3,189,156 | ||||||
THORNBURG INVESTMENT MANAGEMENT |
INTERNATIONAL EQUITY FUND | 47,116,200 | ||||||
WELLINGTON CAPITAL |
SMALL CAP OPPORTUNITIES PORTFOLIO | 12,744,805 | ||||||
SUBTOTAL |
$ | 626,625,387 | ||||||
COMMON STOCK |
||||||||
ABOVENET INC |
COMMON STOCK | $ | 56,122 | |||||
ACADIA RLTY TRUST |
COMMON STOCK | 74,237 | ||||||
ACORDA THERAPEUTICS INC |
COMMON STOCK | 20,990 | ||||||
ACTUANT CORP |
COMMON STOCK | 70,011 | ||||||
AECOM TECHNOLOGY CORP DELAWARE |
COMMON STOCK | 72,722 | ||||||
AFFILIATED MANAGERS GROUP INC |
COMMON STOCK | 117,080 | ||||||
AIRCASTLE LIMITED |
COMMON STOCK | 129,057 | ||||||
ALASKA AIR GROUP INC |
COMMON STOCK | 103,743 | ||||||
ALBANY INTL CORP |
COMMON STOCK | 163,461 | ||||||
ALBERTO-CULVER CO |
COMMON STOCK | 111,490 | ||||||
ALEXION PHARMACEUTICALS INC |
COMMON STOCK | 86,994 | ||||||
ALLIED NEV GOLD CORP |
COMMON STOCK | 55,777 | ||||||
ALPHA NAT RES INC |
COMMON STOCK | 113,156 | ||||||
AMER GREETINGS CORP |
COMMON STOCK | 45,871 | ||||||
AMERICAN WTR WKS CO INC |
COMMON STOCK | 65,754 | ||||||
AMERIGROUP CORP |
COMMON STOCK | 120,341 | ||||||
AMERON INTL CORP |
COMMON STOCK | 23,675 | ||||||
AMETEK INC |
COMMON STOCK | 79,481 | ||||||
ANWORTH MTG AST CORP |
COMMON STOCK | 68,600 | ||||||
ARIBA INC |
COMMON STOCK | 81,745 | ||||||
ARUBA NETWORKS INC |
COMMON STOCK | 45,518 | ||||||
ARVINMERITOR INC |
COMMON STOCK | 189,400 | ||||||
ARVINMERITOR INC |
COMMON STOCK | 76,950 | ||||||
ASHLAND INC |
COMMON STOCK | 87,988 |
14
(c) Description of investment including maturity | ||||||||
date, rate of interest, collateral, par or maturity | (e) Current | |||||||
(a) | (b) Identity of issue, borrower, lessor or similar party | value | value | |||||
ATHEROSMUNICATIONS INC |
COMMON STOCK | 83,334 | ||||||
ATLAS AIR WORLDWIDE HLDGS INC |
COMMON STOCK | 112,218 | ||||||
AVISTA CORP |
COMMON STOCK | 95,710 | ||||||
B & G FOODS INC |
COMMON STOCK | 129,337 | ||||||
BANK OF THE OZARKS INC |
COMMON STOCK | 86,700 | ||||||
BERRY PETE CO |
COMMON STOCK | 138,529 | ||||||
BIOMED RLTY TR INC |
COMMON STOCK | 96,980 | ||||||
BOSTON PRIVATE FINL HLDGS INC |
COMMON STOCK | 84,691 | ||||||
BRANDYWINE RLTY TR |
COMMON STOCK | 39,494 | ||||||
BRIGHAM EXPL CO |
COMMON STOCK | 98,609 | ||||||
BROWN & BROWN INC |
COMMON STOCK | 83,790 | ||||||
BRUKER CORP |
COMMON STOCK | 57,768 | ||||||
CABOT CORP |
COMMON STOCK | 90,736 | ||||||
CARDTRONICS INC |
COMMON STOCK | 173,460 | ||||||
CAVIUM NETWORKS INC |
COMMON STOCK | 112,663 | ||||||
CB RICHARD ELLIS GROUP INC |
COMMON STOCK | 73,933 | ||||||
* | CENTERPOINT ENERGY INC |
COMMON STOCK | 330,318,213 | |||||
CEPHEID INC |
COMMON STOCK | 47,775 | ||||||
CIENA CORP |
COMMON STOCK | 36,627 | ||||||
CIMAREX ENERGY CO |
COMMON STOCK | 64,627 | ||||||
CLECO CORP |
COMMON STOCK | 109,198 | ||||||
CNO FINL GROUP INC |
COMMON STOCK | 122,515 | ||||||
COEUR D ALENE MINES CORP |
COMMON STOCK | 126,765 | ||||||
COHERENT INC |
COMMON STOCK | 111,947 | ||||||
COMPLETE PRODTN SVCS INC |
COMMON STOCK | 117,904 | ||||||
COMPUWARE CORP |
COMMON STOCK | 131,171 | ||||||
CORE LAB |
COMMON STOCK ADR | 108,641 | ||||||
COVANTA HLDG CORP |
COMMON STOCK | 54,149 | ||||||
CROCS INC |
COMMON STOCK | 37,835 | ||||||
CROWN HLDGS INC |
COMMON STOCK | 123,840 | ||||||
DECKERS OUTDOOR CORP |
COMMON STOCK | 57,413 | ||||||
DIAMONDROCK HOSPITALITY CO |
COMMON STOCK | 146,880 | ||||||
DIGITAL RLTY TR INC |
COMMON STOCK | 70,094 | ||||||
DINEEQUITY INC |
COMMON STOCK | 64,194 | ||||||
EARTHLINK INC |
COMMON STOCK | 88,236 | ||||||
EAST WEST BANCORP INC |
COMMON STOCK | 45,747 | ||||||
EATON VANCE CORP |
COMMON STOCK | 79,807 | ||||||
EMERGENCY MED SVCS CORP |
COMMON STOCK | 47,165 | ||||||
ENERGEN CORP |
COMMON STOCK | 71,907 | ||||||
ENERGY XXI |
COMMON STOCK | 73,049 | ||||||
ENERNOC INC |
COMMON STOCK | 61,210 | ||||||
ENTEGRIS INC |
COMMON STOCK | 69,097 |
15
(c) Description of investment including maturity | ||||||||
date, rate of interest, collateral, par or maturity | (e) Current | |||||||
(a) | (b) Identity of issue, borrower, lessor or similar party | value | value | |||||
EQUIFAX INC |
COMMON STOCK | 104,308 | ||||||
ESTERLINE TECHNOLOGIES CORP |
COMMON STOCK | 135,808 | ||||||
EVERCORE PARTNERS INC |
COMMON STOCK | 150,620 | ||||||
FERRO CORP |
COMMON STOCK | 117,706 | ||||||
FINISH LINE INC |
COMMON STOCK | 123,424 | ||||||
FIRST REP BK SAN FRANCISCO CALIF |
COMMON STOCK | 60,861 | ||||||
FOSTER WHEELER LTD |
COMMON STOCK | 113,571 | ||||||
GATX CORP |
COMMON STOCK | 92,434 | ||||||
GAYLORD ENTMT CO |
COMMON STOCK | 62,895 | ||||||
GENESEE & WYO INC |
COMMON STOCK | 203,857 | ||||||
GLOBE SPECIALTY METALS INC |
COMMON STOCK | 170,387 | ||||||
GOVERNMENT PPTYS INCOME TRUST |
COMMON STOCK | 97,248 | ||||||
GREEN MTN COFFEE ROASTERS |
COMMON STOCK | 82,643 | ||||||
GREENHILL & CO INC |
COMMON STOCK | 54,726 | ||||||
GUESS INC |
COMMON STOCK | 126,818 | ||||||
HEALTHSOUTH CORP |
COMMON STOCK | 86,361 | ||||||
HENRY JACK & ASSOC INC |
COMMON STOCK | 114,268 | ||||||
HERCULES TECHNOLOGY GROWTH CAP INC |
COMMON STOCK | 126,910 | ||||||
HHGREGG INC |
COMMON STOCK | 45,671 | ||||||
HORACE MANN EDUCATORS CORP |
COMMON STOCK | 65,124 | ||||||
HUB GROUP INC |
COMMON STOCK | 56,575 | ||||||
INCYTE CORP |
COMMON STOCK | 46,699 | ||||||
INFORMATICA CORP |
COMMON STOCK | 82,776 | ||||||
ITC HLDGS CORP |
COMMON STOCK | 98,548 | ||||||
JAKKS PAC INC |
COMMON STOCK | 85,270 | ||||||
KAISER ALUM CORP |
COMMON STOCK | 55,099 | ||||||
KEY ENERGY SVCS INC |
COMMON STOCK | 53,867 | ||||||
KILROY RLTY CORP |
COMMON STOCK | 132,386 | ||||||
KINETIC CONCEPTS INC |
COMMON STOCK | 56,119 | ||||||
KNIGHT CAP GROUP INC |
COMMON STOCK | 92,945 | ||||||
KNIGHT TRANSN INC |
COMMON STOCK | 73,720 | ||||||
KRATON PERFORMANCE POLYMERS INC |
COMMON STOCK | 82,636 | ||||||
KRONOS WORLDWIDE INC |
COMMON STOCK | 91,778 | ||||||
LADISH INC |
COMMON STOCK | 69,026 | ||||||
LAM RESH CORP |
COMMON STOCK | 140,324 | ||||||
LASALLE HOTEL PPTYS |
COMMON STOCK | 139,920 | ||||||
LIBBEY INC |
COMMON STOCK | 127,782 | ||||||
LOUISIANA-PACIFIC CORP |
COMMON STOCK | 103,209 | ||||||
LPL INVT HLDGS INC |
COMMON STOCK | 77,468 | ||||||
MAGELLAN HLTH SVCS INC |
COMMON STOCK | 55,318 | ||||||
MANPOWER INC |
COMMON STOCK | 99,788 | ||||||
MARKETAXESS HLDGS INC |
COMMON STOCK | 49,944 |
16
(c) Description of investment including maturity | ||||||||
date, rate of interest, collateral, par or maturity | (e) Current | |||||||
(a) | (b) Identity of issue, borrower, lessor or similar party | value | value | |||||
MEDICIS PHARMACEUTICAL CORP |
COMMON STOCK | 106,088 | ||||||
MENS WEARHOUSE INC |
COMMON STOCK | 62,450 | ||||||
MENTOR GRAPHICS CORP |
COMMON STOCK | 155,760 | ||||||
METROPCS COMMUNICATIONS INC |
COMMON STOCK | 85,126 | ||||||
MF GLOBAL HLDGS LTD |
COMMON STOCK | 65,459 | ||||||
MID-AMER APT CMNTYS INC |
COMMON STOCK | 151,106 | ||||||
MINERALS TECHNOLOGIES INC |
COMMON STOCK | 90,920 | ||||||
MSCI INC |
COMMON STOCK | 80,258 | ||||||
NATIONAL PENN BANCSHARES INC |
COMMON STOCK | 144,139 | ||||||
NATL FINL PARTNERS CORP |
COMMON STOCK | 60,568 | ||||||
NATL FUEL GAS CO |
COMMON STOCK | 70,213 | ||||||
NAVISTAR INTL CORP |
COMMON STOCK | 44,591 | ||||||
NELNET INC |
COMMON STOCK | 138,113 | ||||||
NETLOGIC MICROSYSTEMS INC |
COMMON STOCK | 79,467 | ||||||
NORTHWESTERN CORP |
COMMON STOCK | 101,193 | ||||||
NOVAGOLD RES INC |
COMMON STOCK ADR | 86,191 | ||||||
OASIS PETE INC |
COMMON STOCK | 94,649 | ||||||
OMNIVISION TECHNOLOGIES INC |
COMMON STOCK | 116,367 | ||||||
ONYX PHARMACEUTICALS INC |
COMMON STOCK | 64,891 | ||||||
OWENS CORNING |
COMMON STOCK | 37,380 | ||||||
PAR PHARMACEUTICAL COS INC |
COMMON STOCK | 112,449 | ||||||
PAREXEL INTL CORP |
COMMON STOCK | 46,706 | ||||||
PATRIOT COAL CORP |
COMMON STOCK | 51,137 | ||||||
PETRO DEV CORP |
COMMON STOCK | 188,679 | ||||||
PHARMASSET INC |
COMMON STOCK | 40,805 | ||||||
PIER 1 IMPORTS INC |
COMMON STOCK | 127,365 | ||||||
PLATINUM UNDERWRITERS HLDGS INC |
COMMON STOCK | 131,312 | ||||||
PMC SIERRA INC |
COMMON STOCK | 43,208 | ||||||
POLARIS INDS INC |
COMMON STOCK | 56,955 | ||||||
PRIMERICA INC |
COMMON STOCK | 36,375 | ||||||
PROASSURANCE CORP |
COMMON STOCK | 113,322 | ||||||
PULTE HOMES INC |
COMMON STOCK | 60,558 | ||||||
RACKSPACE HOSTING INC |
COMMON STOCK | 46,173 | ||||||
RADIANT SYS INC |
COMMON STOCK | 32,878 | ||||||
RC2 CORP |
COMMON STOCK | 73,583 | ||||||
RIVERBED TECHNOLOGY INC |
COMMON STOCK | 113,951 | ||||||
ROBBINS & MYERS INC |
COMMON STOCK | 108,771 | ||||||
ROCK-TENN CO |
COMMON STOCK | 107,900 | ||||||
ROCKWOOD HLDGS INC |
COMMON STOCK | 132,226 | ||||||
RUBY TUESDAY INC |
COMMON STOCK | 117,932 | ||||||
SALLY BEAUTY HLDGS INC |
COMMON STOCK | 149,950 | ||||||
SAPIENT CORP |
COMMON STOCK | 58,927 |
17
(c) Description of investment including maturity | ||||||||
date, rate of interest, collateral, par or maturity | (e) Current | |||||||
(a) | (b) Identity of issue, borrower, lessor or similar party | value | value | |||||
SIGNATURE BK NY N Y |
COMMON STOCK | 195,000 | ||||||
SOTHEBYS HLDGS INC |
COMMON STOCK | 49,950 | ||||||
STERLING BANCSHARES INC |
COMMON STOCK | 138,856 | ||||||
STILLWATER MNG CO |
COMMON STOCK | 86,254 | ||||||
SUCCESSFACTORS INC |
COMMON STOCK | 116,709 | ||||||
SUNSTONE HOTEL INVS INC |
COMMON STOCK | 72,930 | ||||||
SUSQUEHANNA BANCSHARES INC |
COMMON STOCK | 73,858 | ||||||
SVB FINL GROUP |
COMMON STOCK | 150,131 | ||||||
TAL INTL GROUP INC |
COMMON STOCK | 142,002 | ||||||
TALEO CORP |
COMMON STOCK | 83,503 | ||||||
TANGER FACTORY OUTLET CTRS INC |
COMMON STOCK | 103,404 | ||||||
TAUBMAN CTRS INC |
COMMON STOCK | 60,071 | ||||||
TENNECO INC |
COMMON STOCK | 76,146 | ||||||
TERADYNE INC |
COMMON STOCK | 171,148 | ||||||
TEREX CORP |
COMMON STOCK | 89,395 | ||||||
TEXAS ROADHOUSE INC |
COMMON STOCK | 97,354 | ||||||
THOMPSON CREEK METALS CO INC |
COMMON STOCK ADR | 68,154 | ||||||
TIBCO SOFTWARE INC |
COMMON STOCK | 160,439 | ||||||
TITAN INTL INC |
COMMON STOCK | 172,538 | ||||||
TOWER GROUP INC |
COMMON STOCK | 88,251 | ||||||
TRIUMPH GROUP INC |
COMMON STOCK | 147,526 | ||||||
TRUE RELIGION APPAREL INC |
COMMON STOCK | 67,670 | ||||||
TUTOR PERINI CORP |
COMMON STOCK | 46,032 | ||||||
TW TELECOM INC |
COMMON STOCK | 54,560 | ||||||
ULTA SALON COSMETICS & FRAGRANCE INC |
COMMON STOCK | 112,880 | ||||||
UNITED CONTL HLDGS INC |
COMMON STOCK | 85,156 | ||||||
UNITED NAT FOODS INC |
COMMON STOCK | 60,889 | ||||||
UNVL HEALTH SERVICES INC |
COMMON STOCK | 100,734 | ||||||
UTD THERAPEUTICS CORP DEL |
COMMON STOCK | 92,301 | ||||||
VALEANT PHARMACEUTICALS
INTERNATIONAL INC |
COMMON STOCK ADR | 72,139 | ||||||
VALUECLICK INC |
COMMON STOCK | 148,438 | ||||||
VARIAN SEMI EQUIPTMENT ASSOCS INC |
COMMON STOCK | 108,581 | ||||||
VERIFONE HLDGS INC |
COMMON STOCK | 112,595 | ||||||
VIROPHARMA INC |
COMMON STOCK | 116,564 | ||||||
VITAMIN SHOPPE INC |
COMMON STOCK | 58,870 | ||||||
WA REAL ESTATE INVT TR |
COMMON STOCK | 96,379 | ||||||
WABASH NATL CORP |
COMMON STOCK | 152,746 | ||||||
WALTER ENERGY INC |
COMMON STOCK | 100,994 | ||||||
WEBSTER FNCL CORP WATERBURY CONN |
COMMON STOCK | 133,960 | ||||||
WESCO INTL INC |
COMMON STOCK | 127,776 | ||||||
WESTERN ALLIANCE BANCORPORATION |
COMMON STOCK | 112,461 |
18
(c) Description of investment including maturity | ||||||||
date, rate of interest, collateral, par or maturity | (e) Current | |||||||
(a) | (b) Identity of issue, borrower, lessor or similar party | value | value | |||||
WMS INDS INC |
COMMON STOCK | 88,218 | ||||||
WOODWARD GOVERNOR CO |
COMMON STOCK | 146,860 | ||||||
SUBTOTAL |
$ | 348,337,471 | ||||||
GUARANTEED INVESTMENT CONTRACTS |
||||||||
METROPOLITAN |
CONTRACT #31832 INTEREST RATE 5.700% | $ | 12,754,398 | |||||
SUBTOTAL |
$ | 12,754,398 | ||||||
MUTUAL FUND |
||||||||
THE ADVISORS INNER CIRCLE |
LSV VALUE EQUITY FUND | $ | 46,451,896 | |||||
LOOMIS SAYLES |
FIXED INCOME FUND | 50,471,682 | ||||||
PIMCO |
TOTAL RETURN FUND | 124,289,139 | ||||||
T ROWE PRICE |
LARGE CAP GROWTH FUND | 51,685,677 | ||||||
TEMPLETON INVESTMENTS |
INSTITUTIONAL FOREIGN EQUITY SERIES | 35,710,678 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2005 | 4,607,833 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2010 | 3,870,583 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2015 | 22,266,655 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2020 | 8,336,744 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2025 | 32,718,888 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2030 | 6,286,056 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2035 | 40,939,846 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2040 | 10,194,157 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2045 | 36,887,536 | ||||||
VANGUARD |
TARGET RETIREMENT FUND 2050 | 10,779,413 | ||||||
VANGUARD |
TARGET RETIREMENT INCOME FUND | 5,981,124 | ||||||
SUBTOTAL |
$ | 491,477,907 | ||||||
TOTAL PLAN INVESTMENTS AT FAIR VALUE |
$ | 1,479,195,163 | ||||||
* | PARTICIPANT LOANS |
|||||||
CENTERPOINT ENERGY SAVINGS PLAN |
LOANS ISSUED AT INTEREST RATES BETWEEN | |||||||
4.25% 9.25% WITH VARIOUS MATURITIES | $ | 39,484,978 |
* | PARTY-IN-INTEREST |
19
CENTERPOINT ENERGY SAVINGS PLAN |
||||
By | /s/ Marc Kilbride | |||
(Marc Kilbride, Chairman of the Benefits Committee | ||||
of CenterPoint Energy, Inc., Plan Administrator) | ||||
20