e11vk
United States Securities and Exchange Commission
Washington, DC 20549
FORM 11-K
(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, 2007
OR
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
Commission file number 001-00815
Savings and Investment Plan
of E. I. du Pont de Nemours and Company
(Full title of Plan)
E. I. du Pont de Nemours and Company
1007 Market Street
Wilmington, Delaware 19898
(Name and address of principal executive office of issuer)
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, E. I. du Pont de Nemours
and Company has duly caused this Annual Report to be signed on its behalf by the undersigned
hereunto duly authorized.
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Savings and Investment Plan
of E. I. du Pont de Nemours and Company |
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Dated: June 27, 2008 |
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/S/ Robert Slone
Robert Slone
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Director of Global Rewards, |
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Policy & Strategy and US Delivery |
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Savings and Investment Plan
of E. I. du Pont de Nemours and Company
Index to Financial Statements and Supplemental Schedule
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Page(s) |
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1 |
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Financial Statements: |
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2 |
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3 |
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4 14 |
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Supplemental Schedule*: |
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15 |
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* |
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Other supplemental schedules required by Section 2520.103-10 of the Department of Labor Rules
and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act
of 1974 have been omitted because they are not applicable. |
Consent of Independent Registered Public Accounting Firm |
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of
Savings and Investment Plan of E. I. du Pont de Nemours and Company
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 Savings and Investment Plan of E. I. du Pont de
Nemours and Company (the Plan) at December 31, 2007 and 2006, 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
Plans 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 the standards of the
Public Company Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement. 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 at End of Year) 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 Labors Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental
schedule is the responsibility of the Plans management. The supplemental schedule has been
subjected to the auditing procedures applied in the audits of the basic financial statements and,
in our opinion, are fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
/S/ PRICEWATERHOUSECOOPERS LLP
Philadelphia, Pennsylvania
June 27, 2008
1
Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Statements of Net Assets Available for Benefits
December 31, 2007 and 2006
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2007 |
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2006 |
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Assets |
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Investments at fair value: |
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Plan
interest in DuPont and Related Companies Defined Contribution Plan Master Trust |
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$ |
5,703,598,332 |
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$ |
5,711,858,709 |
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Company stock funds |
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796,237,195 |
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966,748,960 |
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Mutual funds |
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2,314,926,065 |
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2,242,500,389 |
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Common/collective trust funds |
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728,263,244 |
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757,754,881 |
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Participant loans |
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98,689,350 |
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101,065,482 |
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9,641,714,186 |
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9,779,928,421 |
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Receivables: |
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Accrued interest |
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660,131 |
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495,396 |
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Participants contributions |
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11,345,641 |
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11,220,141 |
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Employers contributions |
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4,412,094 |
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4,377,847 |
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Total Receivables |
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16,417,866 |
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16,093,384 |
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Cash |
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3,520,592 |
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9,500,062 |
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Total assets |
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9,661,652,644 |
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9,805,521,867 |
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Liabilities: |
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Accounts payable |
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105,900 |
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102,000 |
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Net assets available for benefits, at fair value |
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9,661,546,744 |
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9,805,419,867 |
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Adjustment from fair value to contract value for interest in
Master Trust relating to fully benefit-responsive investment
contracts |
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(98,118,719 |
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(49,961,920 |
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Net assets available for benefits |
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$ |
9,563,428,025 |
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$ |
9,755,457,947 |
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The accompanying notes are an integral part of these financial statements.
2
Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Statements of Changes in Net Assets Available for Benefits
For the Years Ended December 31, 2007 and December 31, 2006
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2007 |
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2006 |
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Additions: |
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Investment income: |
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Net appreciation in fair value of investments |
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$ |
7,600,972 |
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$ |
314,250,491 |
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Interest |
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10,564,476 |
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6,251,692 |
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Dividends |
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224,171,453 |
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245,762,012 |
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Total investment income |
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242,336,901 |
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566,264,195 |
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Plan
interest in DuPont and Related Companies Defined Contribution Plan Master Trust investment income |
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301,354,240 |
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313,721,576 |
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Contributions: |
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Employers contributions |
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53,345,602 |
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52,198,749 |
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Participants contributions |
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194,918,066 |
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191,703,331 |
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Rollovers/trust to trust transfers |
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2,663,118 |
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4,513,285 |
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Total contributions |
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250,926,786 |
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248,415,365 |
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Total additions |
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794,617,927 |
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1,128,401,136 |
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Deductions: |
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Benefits paid to participants |
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981,885,368 |
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953,925,494 |
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Distribution of dividends |
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1,246,964 |
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1,438,398 |
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Administrative expenses (net) |
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573,301 |
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394,726 |
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Total deductions |
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983,705,633 |
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955,758,618 |
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Asset transfers out |
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(2,942,216 |
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Net (decrease) increase |
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(192,029,922 |
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172,642,518 |
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Net assets available for benefits: |
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Beginning of period |
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9,755,457,947 |
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9,582,815,429 |
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End of period |
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$ |
9,563,428,025 |
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$ |
9,755,457,947 |
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The accompanying notes are an integral part of these financial statements.
3
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
NOTE 1 DESCRIPTION OF THE PLAN
The following description of the Savings and Investment Plan of E. I. du Pont de Nemours and
Company (the Plan) provides only general information. Participants should refer to the Plan
document for a more comprehensive description of the Plans provisions.
General
The Plan is a defined contribution plan which was established by the Board of Directors of E. I. du
Pont de Nemours and Company (DuPont or the Company) and became effective September 1, 1955. The
Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA)
and the Internal Revenue Code.
The purpose of the Plan is to encourage and assist employees in following a systematic savings
program suited to their individual financial objectives, and to provide an opportunity for
employees to become stockholders of the Company. The Plan is a tax qualified contributory profit
sharing Plan. Any employee of the Company or employee of the Companys subsidiaries or general
partnerships, which have adopted the Plan, who was hired before January 1, 2007 is eligible to
participate in the Plan. Effective, January 1, 2007, new hires are no longer eligible for this Plan
but instead are eligible to participate in the Retirement Savings Plan (RSP), which was adopted
by the Company in 2006.
Contributions
Eligible employees may participate in the Plan by authorizing the Company to make payroll
deductions (participants savings). The amount deducted can be deposited into a Before-tax
account, After-tax account or some combination thereof. A participant may elect the maximum savings
rate of 100% of eligible compensation, as defined. The Company will contribute an amount equal to
50% of a participants savings during a month except that no Company contribution will be made for
participants savings in excess of 6% of eligible monthly compensation. All of the above
participants savings and elections are subject to regulatory and Plan limitations. Participants
direct the investment of their contributions into various investment options offered by the Plan.
The Plan currently offers 21 mutual funds, 4 common/collective trust funds, 1 company stock fund, a
stable value fund and 3 asset allocation funds as investment options for participants. Companys
contributions are fully and immediately vested.
The Plan contains an Employee Stock Ownership Plan (ESOP) feature. Participants have the ability
to elect to have dividends from the DuPont Company Stock Fund paid out to them in cash instead of
being reinvested in their Plan account. For the years ended December 31, 2007 and December 31,
2006, $1,246,964 and $1,438,398 in dividends were paid to participants in cash, respectively.
Participant Accounts
Each participants account is credited with the participants contribution and allocations of (a)
the Companys contribution and (b) Plan earnings, and 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
participants vested account.
4
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
Payment of Benefits
Company contributions will be suspended for six months if a participant withdraws, while
in-service, any matched before-tax or after-tax savings contributed or Company contributions made
to the account during the last two years. A participant who terminates from active service may
elect to make an account withdrawal at any time. On termination of service due to retirement, a
participant also may elect to receive the value of their account balance in installment payments.
Required minimum distributions will begin in March of the calendar year following the later of the
year in which the participant attains age 701/2 or the year following retirement or termination of
employment.
Participant Loans
Participants may borrow up to one-half of their non-forfeitable account balances subject to a
$1,000 minimum and required regulatory loan maximum limitations. The loans are executed by
promissory notes and have a minimum term of 1 year and a maximum term of 5 years, except for
qualified residential loans, which have a maximum term of 10 years. The loans bear an interest rate
equal to the average rate charged by selected major banks to prime customers for secured loans. The
loans are repaid over the term in installments of principal and interest by deduction from pay or
pension checks or through ACH account debit. A participant also has the right to repay the loan in
full, at any time, without penalty. At December 31, 2007, loan interest rates ranged from 4.00
percent to 10.74 percent.
Forfeited Accounts
At December 31, 2007 and 2006 forfeited non-vested accounts totaled $10,650 and $8,208,
respectively. These accounts will be used to reduce future employer contributions or to pay
administrative expenses. For the years ended December 31, 2007 and December 31, 2006, employer
contributions were reduced by $14,420 and $39,642 from forfeited non-vested accounts, respectively.
Administration
The designated trustee of the Plan is Merrill Lynch Trust Company of America (Merrill Lynch). The
administration of the Plan is vested in the Company, which may designate one or more persons to
operate and administer the Plan. The Company has the responsibility of appointing the trustees and
the authority to designate the Plans investment options.
To address the issue of market timing, the Company has implemented certain controls on trading
activity for certain funds. At the current time, the funds listed below have a holding period
requirement:
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Blackrock Global Growth Fund (Class I Shares) |
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Blackrock International Value Fund (Class I Shares) |
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Merrill Lynch International Index Trust |
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Templeton Foreign Fund (Class A Shares) |
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Templeton Growth Fund (Class A Shares) |
Plan participants who purchase an interest (invest) in any of these funds must hold that interest
for at least 15 trading days. Plan participants who sell an interest in any of these funds (e.g.,
transfer assets to another fund) may not purchase any additional interest in that same fund for 15
trading days.
5
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
In addition, the Fidelity Low-Priced Stock Fund and the ConocoPhillips Stock Fund are both closed
to new investments by Plan participants. Plan participants may not invest additional contributions
or request a fund transfer into these funds. However, they may transfer out of these funds at any
time.
These changes have been communicated to all Plan participants. DuPont will continue to monitor the
situation and will make changes to the investment restrictions as appropriate.
Reasonable expenses of administering the Plan, including, but not limited to, recordkeeping
expenses, trustee fees and transactional costs may, at the election of the Plan Administrator, be
paid by the Plan. Expenses paid by the Plan for the years ended December 31, 2007 and December 31,
2006 were $573,301 and $394,726, respectively, net of fee reimbursements. Certain mutual fund
companies reimburse the Plan for some of the expenses associated with administering the Plan. For
the years ended December 31, 2007 and December 31, 2006, the total fee reimbursements to the Plan
were $1,571,964 and $2,123,015, respectively. Brokerage fees, transfer taxes, investment fees and
other expenses incidental to the purchase and sale of securities and investments shall be included
in the cost of such securities or investments, or deducted from the sales proceeds, as the case may
be.
NOTE 2 SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements have been prepared on the accrual basis of accounting.
As described in Financial Accounting Standards Board Staff Position, FSP AAG INV-1, Reporting of
Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies subject to the
AICPA Investment Company Audit Guide and Defined Contribution Health and Welfare and Pension Plans
(the FSP), investment contracts held by a defined contribution plan are required to be reported
at fair value. This applies even when the contracts are not held directly by the Plan but are
underlying assets in the Master trust investments held by the Plan. However, contract value is the
relevant measurement of net assets available for benefits in a defined contribution plan that holds
fully benefit-responsive investment contracts because contract value is the amount participants
would receive if they were to initiate permitted transactions under the terms of the Plan. As
required by the FSP, the Statement of Net Assets Available for Benefits presents the fair value of
the fully benefit-responsive investment contracts held by the master trust with an adjustment to
contract value. The Statement of Changes in Net Assets Available for Benefits is prepared on a
contract value basis.
Investment Valuation and Income Recognition
The Plans investments are stated at fair value. Shares of registered investment companies (mutual
funds) are valued at the net asset value of shares held by the Plan at year-end. Assets held in
common collective trusts (CCTs) are valued at net unit value as determined by the trustee at
year-end. The Company stock funds are valued at year-end unit closing price (defined as the
year-end market price of common stock plus uninvested cash position). Participant loans are valued
at their outstanding balances, which approximate fair value.
6
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
For purposes of the Statement of Net Assets Available for Benefits, the Plans interest in the
DuPont and Related Companies Defined Contribution Plan Master Trust (master trust) related to
fully benefit-responsive investment contracts are stated at fair value with an adjustment back to
contract value. Contract value represents contributions made, plus earnings, less participant
withdrawals and administrative expenses. As provided in the FSP, an investment contract is
generally required to be reported at fair value, rather than contract value, to the extent it is
fully benefit-responsive. The fair value of the guaranteed investment contracts (GICs) is
calculated by discounting the related cash flows based on current yields of similar instruments
with comparable durations. The fair value of synthetic GICs is determined using the market price
of the underlying securities and the value of the investment contract (wrapper).
Purchases and sales of investments are recorded on a trade-date basis. Interest income is recorded
on the accrued basis. Dividend income is recorded on the ex-dividend date. Capital gain
distributions are included in dividend income.
Use of Estimates
The preparation of financial statements 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.
Payment of Benefits
Benefits are recorded when paid.
Accounting Standards Issued Not Yet Adopted
In September 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial
Accounting Standards (SFAS) No. 157, Fair Value Measurements, (SFAS 157) which addresses how
companies should measure fair value when required for recognition or disclosure purposes under
GAAP. The standards provisions will be applied to existing accounting measurements and related
disclosures that are based on fair value. SFAS 157 does not require any new fair value
measurements. The standard applies a common definition of fair value to be used throughout GAAP,
with emphasis on fair value as a market-based measurement versus an entity-specific measurement
and establishes a hierarchy of fair value measurement methods. The disclosure requirements are
expanded to include the extent to which companies use fair value measurements, the methods and
assumptions used to measure fair value and the effect of fair value measurements on earnings. SFAS
157 is effective for fiscal years beginning after November 15, 2007. The new standards provisions
applicable to the Plan will be applied to the Plans financial statements prospectively for the
period beginning January 1, 2008. The Plan administrator expects that the adoption of SFAS 157
will not have a material effect on the Plans net assets available for benefits or changes in net
assets available for benefits.
NOTE 3 INTEREST IN MASTER TRUST
The Company and certain affiliates (employers) have entered into a Master Trust Agreement with
Merrill Lynch (Trustee) to establish the DuPont and Related Companies Defined Contribution Plan
Master Trust to allow participants from affiliated plans to invest in a Stable Value Fund and three
different Asset Allocation Funds: the Conservative, Moderate, and Aggressive Asset Allocation
Funds. To participate in the Master Trust, affiliates who sponsor qualified savings plans and who
have adopted the Master Trust Agreement are required to make payments to the Trustee of designated
portions of employees savings and other contributions by the affiliate. Investment income
7
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
relating to the Master Trust is allocated proportionately by investment fund to the plans
within the Master Trust based on the Plans interest to the total fair value of the Master Trust
investment funds. The Plans undivided interest in the Master Trust was 99.61% and 99.71% as of
December 31, 2007 and 2006, respectively.
The Stable Value Fund is invested in a money market fund, traditional GICs, separate account
GICs, and synthetic GICs, which are backed by fixed income assets. The crediting interest rates
on investment contracts ranged from 4.40% to 6.19% for the year ended December 31, 2007 and from
4.40% to 6.52% for the year ended December 31, 2006. The weighted average credited interest rate of
return of the Stable Value Fund based on the interest rate credited to participants was 5.49% for
the year ended December 31, 2007 and 5.61% for the year ended December 31, 2006. The weighted
average yield of the Stable Value Fund based on the actual earnings of underlying assets in the
Stable Value Fund was 5.04% for the year ended December 31, 2007 and 5.55% for the year ended
December 31, 2006.
For traditional GICs the insurer maintains the assets in a general account. The account is
credited with earnings on the underlying investments and charged for participant withdrawals and
administrative expenses. Separate and synthetic GICs, backed by underlying assets, provide for a
guaranteed return on principal and accrued interest over a specified period of time (i.e., period
of time before the crediting rate reset) through benefit-responsive wrapper contracts issued by a
third party assuming that the underlying assets meet the requirements of the GIC.
The contract or crediting rates for certain stable value investment contracts are reset six times
per year and are based on the performance of the portfolio of assets underlying these contracts.
Inputs used to determine the crediting rate include each contracts portfolio market value of fixed
income assets, current yield-to-maturity, duration (similar to weighted average life) and market
value relative to contract value. All contracts have a guaranteed rate of at least 0% or higher
with respect to determining interest rate resets. There are no reserves against contract value for
credit risk of the contract issuer or otherwise.
Participants may ordinarily direct the withdrawal or transfer of all or a portion of their
investment at contract value for plan permitted benefit payments. Certain events may limit the
ability of the Plan to transact at contract value with the issuer. Such events include the
following: (i) amendments to the Plan documents (including complete or partial Plan termination or
merger with another plan) (ii) changes to Plans prohibition on competing investment options or
deletion of equity wash provisions; (iii) bankruptcy of the Plan sponsor or other Plan sponsor
events (e.g. divestitures or spin-offs of a subsidiary) which cause a significant withdrawal from
the Plan or (iv) 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 that the occurrence of any such value event,
which would limit the Plans ability to transact at contract value with participants, is probable.
Based on certain events specified in fully benefit-responsive investment contracts (i.e., GICs,
separate account GICs and synthetic GICs), both the Plan/Trust and issuers of such investment
contracts are permitted to terminate the investment contracts. If applicable, such terminations can
occur prior to the scheduled maturity date.
8
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
Examples of termination events that permit issuers to terminate investment contracts include the
following:
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1. |
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The Plan Sponsors receipt of a final determination notice from the Internal
Revenue Service that the Plan does not qualify under Section 401(a) of the Code. |
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2. |
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The Trust ceases to be exempt from federal income taxation under Section 501(a)
of the Code. |
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3. |
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The Plan/Trust or its representative breaches material obligations under the
investment contract such as a failure to satisfy its fee payment obligations. |
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4. |
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The Plan/Trust or its representative makes a material misrepresentation. |
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5. |
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The Plan/Trust makes a material amendment to the Plan/Trust and/or the
amendment adversely impacts the issuer. |
|
|
6. |
|
The Plan/Trust, without the issuers consent, attempts to assign its interest
in the investment contract. |
|
|
7. |
|
The balance of the contract value is zero or immaterial. |
|
|
8. |
|
Mutual consent |
|
|
9. |
|
The termination event is not cured within a reasonable time period, e.g., 30
days. |
For synthetic GICs, additional termination events include the following:
|
1. |
|
The investment manager of the underlying securities is replaced without the
prior written consent by the issuer. |
|
|
2. |
|
The underlying securities are managed in a way that does not comply with the
investment guidelines. |
At termination, the contract value is adjusted to reflect a discounted value based on surrender
charges or other penalties for GICs and maturing separate account GICs.
For synthetic GICs, termination is at market value of the underlying securities less unpaid issuer
fees or charges. If the termination event is not material based on industry standards, it may be
possible for the Plan/Trust to exercise its right to require the issuer that initiated the
termination to extend the investment contract for a period no greater than what it takes to
immunize the underlying securities and/or it may be possible to replace the issuer of a synthetic
GIC that terminates the contract with another synthetic GIC issuer. Both options help maintain the
stable contract value.
9
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
The following table presents the values of investments of the Master Trust:
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2007 |
|
|
2006 |
|
Investment contracts, at fair value |
|
$ |
5,006,302,387 |
|
|
$ |
5,495,428,591 |
|
Mutual Funds |
|
|
646,569,704 |
|
|
|
166,975,620 |
|
Common/collective trust funds |
|
|
73,909,014 |
|
|
|
65,916,857 |
|
|
|
|
|
|
|
|
Total assets, at fair value |
|
$ |
5,726,781,105 |
|
|
$ |
5,728,321,068 |
|
Adjustment from fair value to contract value for
interest in Master trust relating to fully
benefit-responsive investment contracts |
|
|
(98,948,275 |
) |
|
|
(50,107,231 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets, at contract value |
|
$ |
5,627,832,830 |
|
|
$ |
5,678,213,837 |
|
|
|
|
|
|
|
|
Investments (at contract value) of the Master Trust that represent 5 percent or more of the assets
of the Master Trust were as follows:
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
2007 |
|
2006 |
Investment contracts |
|
|
|
|
|
|
|
|
Monumental Life Insurance Co (MDA 00665TR-B) |
|
$ |
604,419,150 |
|
|
$ |
686,028,585 |
|
ING Life Insurance & Annuity Co. (14522-440-01) |
|
|
604,419,150 |
|
|
|
686,028,585 |
|
AIG Life Insurance Company (583407) |
|
|
604,419,150 |
|
|
|
686,028,585 |
|
JPMorgan Chase Bank (DuPontTP02) |
|
|
604,419,150 |
|
|
|
686,028,585 |
|
State Street Bank & Trust (102001) |
|
|
604,419,150 |
|
|
|
686,028,585 |
|
Mutual Funds |
|
|
|
|
|
|
|
|
ML Premier Institutional Fund |
|
|
646,569,704 |
|
|
|
166,975,620 |
* |
|
|
|
* |
|
Investment represents less than 5 percent of the assets of the Master Trust as of December 31,
2006 |
For the years ended December 31, 2007 and December 31, 2006 the Master Trusts total investment
income was as follows:
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2007 |
|
|
2006 |
|
Interest on Investment contracts |
|
$ |
296,749,774 |
|
|
$ |
302,728,038 |
|
Net appreciation in fair value of Common/collective trust funds |
|
|
5,560,259 |
|
|
|
11,832,325 |
|
|
|
|
|
|
|
|
Total |
|
$ |
302,310,033 |
|
|
$ |
314,560,363 |
|
|
|
|
|
|
|
|
At December 31, 2007, the total assets of the Master Trust of $5,627,832,830 included participant
investments in the Stable Value Fund of $5,488,871,166 and $138,961,665 in the Conservative,
Moderate, and Aggressive Allocation Funds. At December 31, 2006, the total Master Trust value of
$5,678,213,837 included participant investments in the Stable Value Fund of $5,560,577,973 and
$117,635,864 in the Conservative, Moderate, and Aggressive Allocation Funds.
10
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
NOTE 4 INVESTMENTS
Investments that represent 5% or more of the net assets available for benefits (at contract value)
as of December 31, 2007 and 2006 were as follows:
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
2007 |
|
2006 |
Master Trust |
|
$ |
5,605,479,613 |
|
|
$ |
5,661,896,789 |
|
DuPont Company Stock Fund |
|
|
710,559,870 |
|
|
|
889,174,290 |
|
For the years ended December 31, 2007 and December 31, 2006, the Plans investments appreciated
(depreciated) in value (including gains and losses on investments bought and sold as well as held
during the year) as follows:
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2007 |
|
|
2006 |
|
Company stock funds |
|
$ |
(53,038,657 |
) |
|
$ |
132,889,964 |
|
Mutual funds |
|
|
21,358,924 |
|
|
|
79,092,698 |
|
Common/collective trust funds |
|
|
39,280,705 |
|
|
|
102,267,829 |
|
|
|
|
|
|
|
|
Net appreciation (depreciation) in fair value of investments |
|
$ |
7,600,972 |
|
|
$ |
314,250,491 |
|
|
|
|
|
|
|
|
NOTE 5 ASSET TRANSFER
Asset transfers out of the Plan for the year ended December 31, 2007 of $2,942,216 represents
participant investment account balances attributable to employees transferred to the Pioneer
Hi-Bred International, Inc. Savings Plan, a plan of a Companys affiliate.
NOTE 6 CONOCOPHILLIPS STOCK FUND
On September 28, 1998, DuPont announced that the Board of Directors had approved a plan to divest
DuPonts 100 percent-owned petroleum business, Conoco, Inc. On August 6, 1999, DuPont completed the
planned divestiture through a tax-free split-off. DuPont exchanged its shares of Conoco, Inc. Class
B common stock for shares of DuPont common stock. Plan participants had the option to exchange
shares of DuPont Company stock, which were held in their participant accounts in the Company Stock
Fund. For each share of DuPont common stock exchanged, the participant received an appropriate
number of shares of Conoco Class B common stock. Accordingly, the Conoco Class B Stock Fund was
created as an investment fund of the Plan. No additional shares of Conoco Class B common stock may
be purchased by Plan participants through payroll deductions, fund transfers, or the reinvestment
of dividends. Dividends earned on Conoco Class B common stock are distributed pro rata to the
investment options in participants accounts based upon their current investment elections. On
August 30, 2003, the Conoco Stock Fund became the ConocoPhillips Stock
Fund. The balance of the ConocoPhillips Stock Fund was $85,677,325 and $77,574,670 at December 31,
2007 and 2006, respectively.
11
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
NOTE 7 TAX STATUS
The Plan is a qualified plan pursuant to Section 401(a) of the Internal Revenue Code (the Code)
and the related Trusts are exempt from federal taxation under Section 501(a) of the Code. A
favorable tax determination letter from the Internal Revenue Service has been received by the Plan
dated October 9, 2003 covering the Plan and amendments through December 2, 2002. The Plan has been
amended since receiving the determination letter. However, the Plan administrator believes that the
Plan is currently designed and operated in accordance with the applicable requirements of the Code.
Accordingly, no provision has been made for federal income taxes in the accompanying financial
statements.
NOTE 8 RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds and units of common/collective trust funds
managed by Merrill Lynch, the Trustee. In addition, the Plan offers the DuPont Company Stock Fund
investment option. At December 31, 2007 the Plan held 16,116,123.147 shares of DuPont common stock
valued at $710,559,870. At December 31, 2006 the Plan held 18,254,450.633 shares of DuPont common
stock valued at $889,174,290. The Plan purchased $108,606,745 and $101,249,245 of stock during the
years ended December 31, 2007 and December 31, 2006, respectively. The Plan sold $217,992,725 and
$241,695,009 of stock during the years ended December 31, 2007 and December 31, 2006, respectively.
Also, the Master Trust Stable Value Fund assets are managed by DuPont Capital Management
Corporation (DCMC), a registered investment adviser and wholly-owned subsidiary of DuPont, under
the terms of an investment management agreement between DCMC and the Company. DCMC hires additional
investment managers to manage a portion of the fixed income assets backing synthetic GICs
allocated to the Stable Value Fund. The amount of DCMC fees accrued and paid by the Stable Value
fund was $2,198,464 and $1,943,720 for the years ended December 31, 2007 and December 31, 2006,
respectively. Transactions in these investments qualify as party-in-interest transactions, which
are exempt from prohibited transaction rules of ERISA.
NOTE 9 RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the financial statements
at December 31, 2007 and 2006 to the Form 5500:
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2007 |
|
|
2006 |
|
Net assets available for benefits per the financial statements |
|
$ |
9,563,428,025 |
|
|
$ |
9,755,457,947 |
|
Amounts allocated to
withdrawing participants at
December 31 |
|
|
|
|
|
|
(3,161,668 |
) |
Adjustment from contract value
to fair value for fully
benefit-responsive investment
contracts |
|
|
98,118,719 |
|
|
|
49,961,920 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits per the Form 5500 |
|
$ |
9,661,546,744 |
|
|
$ |
9,802,258,199 |
|
|
|
|
|
|
|
|
12
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
The following is a reconciliation of Master Trust gain per the financial statements for the year
ended December 31, 2007 to the Form 5500:
|
|
|
|
|
|
|
December 31, |
|
|
|
2007 |
|
Net appreciation in value of Master Trust included in the financial statements |
|
$ |
301,354,240 |
|
2007 adjustment from contract value to
fair value for fully
benefit-responsive investment
contracts |
|
|
98,118,719 |
|
2006 adjustment from contract value to
fair value for fully
benefit-responsive investment
contracts |
|
|
(49,961,920 |
) |
|
|
|
|
Net appreciation in value of Master Trust per the Form 5500 |
|
$ |
349,511,039 |
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2007 |
|
Benefits paid to participants per the financial statements |
|
$ |
981,885,368 |
|
Amounts allocated to withdrawing participants at December 31, 2007 |
|
|
|
|
Amounts allocated to withdrawing participants at December 31 |
|
|
(3,161,668 |
) |
|
|
|
|
Benefits paid to participants per the Form 5500 |
|
$ |
978,723,700 |
|
|
|
|
|
Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that
have been processed and approved for payment prior to December 31 but are not yet paid as of that
date.
NOTE 10 PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to terminate the Plan, subject to the provisions of
ERISA. In the event of Plan termination, participants will become 100 percent vested in their
accounts.
NOTE 11 RISKS AND UNCERTAINTIES
The Plan invests in various investment securities. Investment securities are exposed to various
risks such as interest rate, market and credit risks. Due to the level of risk associated with
certain investment securities, it is at least reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could materially affect
participants account balances and the amounts reported in the statement of net assets available
for benefits.
13
Savings and Investment Plan of
E.I. du Pont de Nemours and Company
Notes to Financial Statements
NOTE 12 SUBSEQUENT EVENTS
Effective January 1, 2008, the Company made several changes to the Plan which applied to all
eligible employees. Accordingly, all employees who are eligible to participate in the Plan will
receive a monthly Company retirement savings contribution equal to 3% of eligible compensation.
Also, the Company matching contributions were increased to 100% on the first 6% of eligible
compensation. In addition, effective January 28, 2008 all the assets of the Master Trust were
transferred from Merrill Lynch to Northern Trust Corporation, which became the trustee of a new
Master Trust. Merrill
Lynch remained as the trustee for the existing mutual funds and the Company Stock Funds. Other
significant changes include new investment choices and modifications in the loan provisions.
Schedule I
Savings and Investment Plan of
E. I. du Pont de Nemours and Company
Schedule of Assets (Held at End of Year) as of December 31, 2007
Form 5500, Schedule H, Part IV, Line I
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(e) |
|
|
|
(b) |
|
(c) |
|
(d) |
|
Current |
|
(a) |
|
Identity of Issue |
|
Description of Investment |
|
Cost |
|
Value |
|
|
|
AIM Constellation Fund Institutional |
|
Registered Investment Company |
|
** |
|
$ |
23,189,081 |
|
|
|
AIM Charter Fund Institutional Class |
|
Registered Investment Company |
|
** |
|
|
31,025,031 |
|
|
|
Fidelity Equity Income Fund |
|
Registered Investment Company |
|
** |
|
|
104,767,945 |
|
|
|
Fidelity Fund PV 1 |
|
Registered Investment Company |
|
** |
|
|
115,561,513 |
|
|
|
Fidelity Growth & Income Fund Class A |
|
Registered Investment Company |
|
** |
|
|
6 |
|
|
|
Fidelity Low Priced Stock Fund |
|
Registered Investment Company |
|
** |
|
|
229,782,624 |
|
|
|
Fidelity Magellan Fund |
|
Registered Investment Company |
|
** |
|
|
334,183,831 |
|
|
|
Franklin Balance Sheet Investment Fund ADV Class |
|
Registered Investment Company |
|
** |
|
|
196,651,860 |
|
|
|
Franklin Growth ADV Class |
|
Registered Investment Company |
|
** |
|
|
23,794,700 |
|
|
|
Franklin Small-Mid Cap Growth Fund ADV Class |
|
Registered Investment Company |
|
** |
|
|
132,058,329 |
|
|
|
Janus Enterprise Fund |
|
Registered Investment Company |
|
** |
|
|
118,576,473 |
|
|
|
Janus Research Fund |
|
Registered Investment Company |
|
** |
|
|
152,346,035 |
|
* |
|
Blackrock Global Growth Fund Class I |
|
Registered Investment Company |
|
** |
|
|
165,167,628 |
|
* |
|
Blackrock Intl Value Fund Class I |
|
Registered Investment Company |
|
** |
|
|
143,442,414 |
|
* |
|
Blackrock Balanced Capital Fund Class I |
|
Registered Investment Company |
|
** |
|
|
50,682,801 |
|
* |
|
Blackrock Basic Value Fund Class I |
|
Registered Investment Company |
|
** |
|
|
142,511,858 |
|
* |
|
Blackrock Fundamental Growth Fund Class I |
|
Registered Investment Company |
|
** |
|
|
25,506,841 |
|
|
|
MFS Research Fund Class A |
|
Registered Investment Company |
|
** |
|
|
18,242,050 |
|
|
|
MFS Total Return Fund Class A |
|
Registered Investment Company |
|
** |
|
|
47,886,493 |
|
|
|
Templeton Institutional Fund |
|
Registered Investment Company |
|
** |
|
|
133,473,116 |
|
|
|
Templeton Growth Fund |
|
Registered Investment Company |
|
** |
|
|
126,075,436 |
|
|
|
Barclays 3-Way Asset Allocation Fund |
|
Common/Collective Trust |
|
** |
|
|
110,570,024 |
|
* |
|
Merrill Lynch Small Capital Index CT Tier 2 |
|
Common/Collective Trust |
|
** |
|
|
87,226,345 |
|
* |
|
Merrill Lynch Equity Index TR Tier 6 |
|
Common/Collective Trust |
|
** |
|
|
446,634,454 |
|
* |
|
Merrill Lynch International Index CT Tier 2 |
|
Common/Collective Trust |
|
** |
|
|
83,832,421 |
|
* |
|
DuPont Company Stock Fund |
|
Company Stock Fund |
|
** |
|
|
710,559,870 |
|
|
|
ConocoPhillips Stock Fund |
|
Company Stock Fund |
|
** |
|
|
85,677,325 |
|
* |
|
Plan interest in the DuPont and Related
Companies Defined Contribution Plan
Master Trust (Master Trust) |
|
Master Trust |
|
** |
|
|
5,703,598,332 |
|
* |
|
Participant Loans |
|
4% to 10.74% Maturing from January 2008 to December 2017 |
|
** |
|
|
98,689,350 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets Held At End of Year |
|
|
|
|
|
$ |
9,641,714,186 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Party in Interest |
|
** |
|
Cost not required for participant directed investments |
15