UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D. C. 20549
Form 11-K
ANNUAL
REPORT PURSUANT TO SECTION 15(d)
OF THE
SECURITIES EXCHANGE ACT OF 1934
For the
Year Ended December 31, 2007
Commission
File Number: 0-01989
Seneca Foods Corporation Employees'
Savings Plan
(Full
title of the Plan)
Seneca
Foods Corporation
(Name of
issuer of the securities held pursuant to the Plan)
3736
South Main Street, Marion, New York 14505
(Address
of principal executive office)
REQUIRED
INFORMATION
1. Plan
financial statements and schedules examined by an independent
accountant
prepared in accordance with financial reporting requirements
of
ERISA.
See
accompanying index on page 3.
2.
Signature
SENECA FOODS CORPORATION EMPLOYEES'
SAVINGS PLAN
REPORT ON AUDITS OF FINANCIAL
STATEMENTS
AND
SUPPLEMENTAL SCHEDULES
DECEMBER
31, 2007 AND 2006
Bobbitt, Pittenger & Company,
P.A.
SENECA FOODS CORPORATION EMPLOYEES'
SAVINGS PLAN
CONTENTS
PAGE
FINANCIAL
STATEMENTS
REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
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1
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STATEMENTS OF
NET ASSETS AVAILABLE FOR BENEFITS
|
2
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STATEMENTS OF
CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
|
3
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NOTES TO FINANCIAL
STATEMENTS
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4
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SUPPLEMENTAL
SCHEDULE
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SCHEDULE OF
ASSETS HELD AT END OF YEAR
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8
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Bobbitt,
Pittenger & Company, P.A.
Certified
Public Accountants
June 16,
2008
Seneca
Foods Corporation
Employees’
Savings Plan
Marion,
New York
REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
We have
audited the accompanying statements of net assets available for benefits of
Seneca Foods Corporation Employees' Savings Plan (“the Plan”) as of December 31,
2007 and 2006, and the related statements of changes in net assets available for
benefits for the years then ended. Seneca Foods Corporation
Employees' Savings Plan’s management is responsible for these financial
statements. Our responsibility is to express an opinion on these
financial statements based on our audits.
We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. The Plan
is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. Our audit included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Plan’s internal control over
financial reporting. Accordingly, we express no such opinion. An audit also
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, as well as evaluating overall
financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
In our
opinion, the financial statements referred to above present fairly, in all
material respects, the net assets available for benefits of the Plan as of
December 31, 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.
Our
audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule
listed in the foregoing Table of Contents is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor’s Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedule is the responsibility
of the Plan’s management. The supplemental schedule has been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects when considered in relation to the basic financial statements taken as
a whole.
/s/Bobbitt, Pittenger & Company, P.A.
Certified
Public Accountants
1605 Main
Street, Suite 1010 Sarasota,
FL 34236 Telephone:
941-366-4450 FAX
# 941-954-7508
SENECA
FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
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STATEMENTS
OF NET ASSETS AVAILABLE FOR BENEFITS
|
|
|
|
|
|
|
|
|
|
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|
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December 31,
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2007
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2006
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ASSETS
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|
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INVESTMENTS:
|
|
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|
|
|
|
At
fair value:
|
|
|
|
|
|
|
American
Beacon Balanced Fund
|
|
$
|
15,789,072
|
|
|
$
|
16,105,959
|
|
Seneca
Foods Corporation Employer Stock Fund
|
|
|
11,599,040
|
|
|
|
11,962,106
|
|
First
American Equity Index Fund Y
|
|
|
11,405,020
|
|
|
|
10,047,333
|
|
U.S.
Bank Stable Asset Fund
|
|
|
10,747,455
|
|
|
|
10,524,955
|
|
Federated
Capital Appreciation Fund A
|
|
|
7,747,264
|
|
|
|
8,215,211
|
|
Dreyfus
International Stock Index
|
|
|
5,218,729
|
|
|
|
4,114,400
|
|
Wells
Fargo Advantage Small Cap Val Z
|
|
|
4,613,624
|
|
|
|
|
|
American
Growth Fund R4
|
|
|
3,799,960
|
|
|
|
|
|
Dreyfus
Mid-Cap Index Fund
|
|
|
3,600,997
|
|
|
|
4,517,572
|
|
Dodge
& Cox Stock Fund
|
|
|
2,780,958
|
|
|
|
2,142,400
|
|
PIMCO
Real Return Fund
|
|
|
2,503,749
|
|
|
|
2,300,275
|
|
First
American Mid Cap Growth Opp Y
|
|
|
497,887
|
|
|
|
|
|
First
American Mid Cap Value Fund Y
|
|
|
446,624
|
|
|
|
|
|
First
American Small Cap Select Fund Class Y
|
|
|
327,075
|
|
|
|
13,378
|
|
Wells
Fargo Small Cap Value Fund Z
|
|
|
|
|
|
|
4,449,007
|
|
American
Growth Fund of America Class R4
|
|
|
|
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2,992,252
|
|
Principal
cash
|
|
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30,882
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First
American Intermediate Term Bond Fund A
|
|
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8,117
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Total
investments
|
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81,077,454
|
|
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77,423,847
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LOANS
RECEIVABLE
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328,347
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391,973
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CONTRIBUTIONS
RECEIVABLE
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Employer
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1,450,978
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|
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1,300,472
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Participant
|
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252,404
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|
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|
|
|
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|
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Total
contributions receivable
|
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1,450,978
|
|
|
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1,552,876
|
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|
|
|
|
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NET
ASSETS AVAILABLE FOR BENEFITS
|
|
$
|
82,856,779
|
|
|
$
|
79,368,696
|
|
See notes
to financial statements.
--
SENECA
FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
|
|
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|
|
|
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|
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STATEMENTS
OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
|
|
FOR
THE YEAR ENDED DECEMBER 31,
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2007
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2006
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ADDITIONS:
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ADDITIONS
TO NET ASSETS ATTRIBUTED TO:
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Net
appreciation in fair value of investments
|
|
$
|
2,532,574
|
|
|
$
|
8,524,423
|
|
Interest
and dividend income
|
|
|
1,030,232
|
|
|
|
887,486
|
|
Contributions:
|
|
|
|
|
|
|
|
|
Participant
|
|
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6,079,277
|
|
|
|
5,536,310
|
|
Employer
|
|
|
1,450,978
|
|
|
|
1,295,204
|
|
|
|
|
|
|
|
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|
Total
additions
|
|
|
11,093,061
|
|
|
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16,243,423
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DEDUCTIONS:
|
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|
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Deductions
from net assets attributed to:
|
|
|
|
|
|
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|
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Benefits
paid to participants
|
|
|
7,602,933
|
|
|
|
5,505,717
|
|
Other
expenses
|
|
|
2,045
|
|
|
|
10,113
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|
|
|
|
7,604,978
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|
|
|
5,515,830
|
|
|
|
|
|
|
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NET
INCREASE
|
|
|
3,488,083
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|
|
|
10,727,593
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NET
ASSETS AVAILABLE FOR BENEFITS,
|
|
|
|
|
|
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BEGINNING
OF YEAR
|
|
|
79,368,696
|
|
|
|
68,641,103
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NET
ASSETS AVAILABLE FOR BENEFITS,
|
|
|
|
|
|
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END
OF YEAR
|
|
$
|
82,856,779
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|
|
$
|
79,368,696
|
|
|
|
|
|
|
|
|
|
|
See notes
to financial statements.
--
SENECA
FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO
FINANCIAL STATEMENTS
YEARS
ENDED DECEMBER 31, 2007 AND 2006
NOTE A -
DESCRIPTION OF PLAN
The
following description of Seneca Foods Corporation Employees' Savings Plan ("the
Plan") provides only general information. Participants should refer to the Plan
agreement for a more complete description of the Plan's provisions.
General
The Plan
is a defined contribution plan intended to qualify as a cash or deferred
arrangement under Section 401(k) of the Internal Revenue Code. Substantially all
employees of Seneca Foods Corporation ("the Company") are eligible to
participate after completion of twelve months employment and attainment of age
eighteen. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 ("ERISA").
Contributions
Each
year, participants may contribute up to 60 percent of pretax annual
compensation, as defined by the Plan. Participants who have attained age 50
before the end of the Plan year are eligible to make catch-up contributions.
Participants may also contribute amounts representing distributions from other
qualified defined benefit or defined contribution plans. Participants direct the
investment of their contributions into various investment options offered by the
Plan. The Company may contribute additional amounts at the discretion of the
Company's Board of Directors. The Company contribution is invested directly in
the Seneca Foods Corporation Employer Stock Fund and is allocated to
participants based on the participants’ pro rata share of total participating
payroll.
Participant
Accounts
Each
participant’s account is credited with the participant’s contribution and
allocations of (a) the Company’s contributions 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 participant’s vested account.
Vesting
Participants
are vested immediately in their contributions plus actual earnings thereon.
Vesting in the Company’s contribution portion of their accounts is based on
years of continuous service. A participant is 100 percent vested after three
years of credited service.
Participant
Loans
Participants
may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to
the lesser of $50,000 or 50 percent of their account balance, whichever is
less. The loans are secured by the balance in the participant’s
account and bear interest at rates that range from 4% to 9.5%, which are
commensurate with local prevailing rates as determined by the
SENECA
FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO
FINANCIAL STATEMENTS
NOTE A -
DESCRIPTION OF PLAN (CONTINUED)
Participant Loans
(Continued)
Plan. Principal
and interest is paid ratably through monthly payroll deductions. The term of the
loan should not exceed five years except in the case of a loan used to acquire a
dwelling unit that is to be the principal residence of the
participant.
Payment of
Benefits
On
termination of service due to death, disability or retirement, a participant may
elect to receive an amount equal to the value of the participant’s vested
interest in his or her account in a current lump sum if the balance is less than
$5,000 or a deferred lump sum if the balance is greater than $5,000. For
termination of service due to other reasons, a participant may receive the value
of the vested interest in his or her account as a lump sum distribution,
however, if the value exceeds $1,000 ($5,000 before March 28, 2005), no
distribution shall be made before the participant’s 65
th
birthday without written consent.
Forfeited
Accounts
At
December 31, 2007 and 2006 forfeited non-vested accounts totaled approximately
$15,000 and $8,000, respectively. These accounts will be used to
reduce future employer contributions.
NOTE B -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of
Accounting
The
accompanying financial statements have been prepared on the accrual basis of
accounting.
Use of
Estimates
The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and changes therein, and
disclosure of contingent assets and liabilities. Actual results could differ
from those estimates.
Investment Valuation and
Income Recognition
The
Plan’s investments are stated at fair value. If available, quoted market prices
are used to value investments. Shares of mutual funds are valued at the net
asset value of shares held by the Plan at year-end. Participant loans are valued
at their outstanding balances, which approximate fair value.
Purchases
and sales of securities are recorded on a trade-date basis. Interest income is
recorded on the accrual basis. Dividends are recorded on the ex-dividend
date.
SENECA
FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO
FINANCIAL STATEMENTS
NOTE B -
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Payment of
Benefits
Benefits
are recorded when paid.
NOTE C -
TAX STATUS
The
Internal Revenue Service has determined and informed the Plan by a letter dated
April 30, 1999, that the Plan and related trust are designed in accordance with
applicable sections of the Internal Revenue Code (IRC). Although the
Plan has been amended since receiving the determination letter, the Plan
administrator and the Plan’s tax counsel believe that the Plan is designed and
is currently being operated in compliance with the applicable requirements of
the IRC.
NOTE D -
INVESTMENTS
The
following presents investments that represent 5 percent or more of the Plan’s
net assets at December 31:
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
American
Beacon Balanced Fund
|
|
$
|
15,789,072
|
|
|
$
|
16,105,959
|
|
Seneca
Foods Corporation Employer Stock Fund
|
|
|
11,599,040
|
|
|
|
11,962,106
|
*
|
First
American Equity Index Fund Y
|
|
|
11,405,020
|
|
|
|
10,047,333
|
|
U.S.
Bank Stable Asset Fund
|
|
|
10,747,455
|
|
|
|
10,524,955
|
|
Federated
Capital Appreciation Fund A
|
|
|
7,747,264
|
|
|
|
8,215,211
|
|
Dreyfus
International Stock Index
|
|
|
5,218,729
|
|
|
|
|
|
Wells
Fargo Advantage Small Cap Val Z
|
|
|
4,613,624
|
|
|
|
|
|
Dreyfus
Mid-Cap Index Fund
|
|
|
|
|
|
|
4,517,572
|
|
Wells
Fargo Small Cap Value Fund Z
|
|
|
|
|
|
|
4,449,007
|
|
Dreyfus
International Stock Index
|
|
|
|
|
|
|
4,114,400
|
|
|
|
|
|
|
|
|
|
|
*
Nonparticipant-directed
During
2007, the Plan’s investments (including gains and losses on investments bought
and sold, as well as held during the year) appreciated in value by $2,532,574.
The appreciation (depreciation) in each fund category is as
follows:
Mutual
funds $3,260,764
Collective investment
funds
(728,190)
$
2,532,574
SENECA
FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO
FINANCIAL STATEMENTS
NOTE E -
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/or 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. Any unallocated
assets of the Plan shall be allocated to participant accounts and distributed in
such a manner as the company may determine.
NOTE F -
NONPARTICIPANT-DIRECTED INVESTMENTS
Information
about the net assets and the significant components of the changes in net assets
relating to the nonparticipant-directed investments is as follows at December
31:
2007
2006
Net
assets:
Seneca Foods Corporation Employer
Stock Fund
$
11,599,040
$
11,962,106
Changes
in net assets:
Contributions
$1,658,128
$ 250,916
Net (depreciation) appreciation in
fair value
(852,886)
3,852,840
Withdrawals by
participants
(1,168,308)
(532,884)
$
(363,066
)
$
3,570,872
NOTE G -
RECONCILIATION OF FINANCIAL STATEMENTS
TO SCHEDULE H OF
FORM 5500
No
reconciliation of net assets available for benefits and changes in net assets
available for benefits per the financial statements to the Form 5500 is
required.
NOTE H –
RISKS AND UNCERTAINTIES
The plan
invests in various investment securities. Investment securities are
exposed to various risks such as interest rate, market, and credit
risks. Due to the level of risk associated with certain investment
securities, it is at least reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could
materially affect participants’ account balances and the amounts reported in the
statements of net assets available for benefits.
SUPPLEMENTAL
SCHEDULE
SENECA
FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
SCHEDULE OF ASSETS HELD AT END OF
YEAR
DECEMBER
31, 2007
|
|
Description
of investment
|
|
|
|
|
|
Identity
of issue,
|
including
maturity date,
|
|
|
|
|
|
borrower,
lessor
|
rate
of interest, collateral,
|
|
|
Current
|
|
|
or
similar party
|
par
or maturity value
|
Cost
|
|
Value
|
|
(a)
|
(b)
|
(c)
|
(d)
|
|
(e)
|
|
|
|
|
|
|
|
|
|
American
Beacon
|
Balanced
Fund
|
|
|
$
|
15,789,072
|
|
|
|
|
|
|
|
|
|
|
American
Funds
|
Growth
Fund of America Class R4
|
|
|
|
3,799,960
|
|
|
|
|
|
|
|
|
|
|
Dodge
& Cox
|
Stock
Fund
|
|
|
|
2,780,958
|
|
|
|
|
|
|
|
|
|
|
Dreyfus
|
Mid
Cap Index Fund
|
|
|
|
3,600,997
|
|
|
|
|
|
|
|
|
|
|
|
International
Stock Index Fund
|
|
|
|
5,218,729
|
|
|
|
|
|
|
|
|
|
|
Federated
|
Capital
Appreciation Fund A
|
|
|
|
7,747,264
|
|
|
|
|
|
|
|
|
|
|
First
American
|
Small
Cap Select Fund Class Y
|
|
|
|
327,075
|
|
|
|
|
|
|
|
|
|
|
|
Equity
Index Fund Y
|
|
|
|
11,405,020
|
|
|
|
|
|
|
|
|
|
|
|
Mid
Cap Growth Y
|
|
|
|
497,887
|
|
|
|
|
|
|
|
|
|
|
|
Mid
Cap Value Y
|
|
|
|
446,624
|
|
|
|
|
|
|
|
|
|
|
Pimco
Funds
|
Real
Return Fund
|
|
|
|
2,503,749
|
|
|
|
|
|
|
|
|
|
|
Wells
Fargo Advantage
|
Small
Cap Value Fund Z
|
|
|
|
4,613,624
|
|
|
|
|
|
|
|
|
|
|
U.S.
Bank
|
Stable
Asset Fund
|
|
|
|
10,747,455
|
|
|
|
|
|
|
|
|
|
*
|
Seneca
Foods
|
|
|
|
|
|
|
|
Corporation
|
Employer
Stock Fund
|
7,776,078
|
|
|
11,599,040
|
|
|
|
|
|
|
|
|
|
|
Participant
Loans
|
Interest
rates 4% - 9.5%
|
|
|
|
328,347
|
|
*
Indicates a party-in-interest
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the trustees have
duly caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
Seneca
Foods Corporation
Employees'
Savings Plan
(Name of
Plan)
/s/Kraig
H. Kayser
-----------------------
Kraig H.
Kayser
June 26,
2008
Sponsor of Seneca Foods
Corporation
Employees'
Savings
Plan
Seneca Foods (NASDAQ:SENEA)
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