UNITED STATES SECURITIES AND EXCHANGE COMMISSION

 

Washington, D. C. 20549

 

 

 

 

FORM 11-K

 

 

ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the fiscal year ended October 30, 2004

 

OR

 

o TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from            to           

 

 

Commission file number   1-2402

 

 

 

A.           Full title of the plan and the address of the plan, if different from that of the issuer named below:

 

Hormel Foods Corporation Tax Deferred Investment Plan A

 

B.             Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

 

 

Hormel Foods Corporation

 

 

1 Hormel Place

 

 

Austin, MN  55912

 

 

 

 

 

507-437-5611

 

 

 



 

Hormel Foods Corporation

Tax Deferred Investment Plan A

 

Financial Statements and Schedule

 

Years Ended October 30, 2004, and October 25, 2003

 

 

 

 

Contents

 

Report of Independent Registered Public Accounting Firm

 

Financial Statements

 

Statements of Net Assets Available for Benefits

Statements of Changes in Net Assets Available for Benefits

Notes to Financial Statements

 

Schedule

 

Schedule H, Line 4i — Schedule of Assets (Held at End of Year)

 

2



 

Report of Independent Registered Public Accounting Firm

 

The Employee Benefits Committee

Hormel Foods Corporation

  Tax Deferred Investment Plan A

 

We have audited the accompanying statements of net assets available for benefits of the Hormel Foods Corporation Tax Deferred Investment Plan A as of October 30, 2004, and October 25, 2003, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits 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. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the 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, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at October 30, 2004, and October 25, 2003, and the changes in its net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.

 

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets held at end of year as of October 30, 2004, is presented for the purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.

 

/s/ Ernst & Young LLP

 

 

 

April 8, 2005

 

 

 

3



 

Hormel Foods Corporation

Tax Deferred Investment Plan A

 

Statements of Net Assets Available for Benefits

 

 

 

October 30,
2004

 

October 25,
2003

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

9,707

 

$

635,192

 

Investments

 

241,579,761

 

203,826,133

 

Contributions receivable from Hormel Foods Corporation

 

87,346

 

91,313

 

Contributions receivable from participants

 

171,937

 

236,173

 

Net assets available for benefits

 

$

241,848,751

 

$

204,788,811

 

 

See accompanying notes.

 

4



 

Hormel Foods Corporation

Tax Deferred Investment Plan A

 

Statements of Changes in Net Assets Available for Benefits

 

 

 

Year Ended

 

 

 

October 30,
2004

 

October 25,
2003

 

Additions:

 

 

 

 

 

Contributions from Hormel Foods Corporation

 

$

2,181,707

 

$

1,815,484

 

Contributions from participants

 

16,855,916

 

14,940,635

 

Employee rollover

 

3,823,662

 

17,280,739

 

Interest and dividend income

 

2,771,333

 

3,042,604

 

Assets transferred to Plan

 

 

627,891

 

 

 

25,632,618

 

37,707,353

 

 

 

 

 

 

 

Deductions:

 

 

 

 

 

Distributions

 

11,987,491

 

7,324,989

 

Administrative expenses

 

219,565

 

191,075

 

 

 

12,207,056

 

7,516,064

 

 

 

 

 

 

 

Net realized and unrealized appreciation in fair value of investments

 

23,634,378

 

13,502,976

 

Net additions

 

37,059,940

 

43,694,265

 

Net assets available for benefits at beginning of year

 

204,788,811

 

161,094,546

 

Net assets available for benefits at end of year

 

$

241,848,751

 

$

204,788,811

 

 

See accompanying notes.

 

5



 

Hormel Foods Corporation

Tax Deferred Investment Plan A

 

Notes to Financial Statements

 

October 30, 2004

 

1. Significant Accounting Policies

 

The accounting records of the Hormel Foods Corporation Tax Deferred Investment Plan A (the Plan) are maintained on the accrual basis.

 

Marketable securities are stated at fair value (the last reported sales price on the last business day of the year). Mutual funds are valued based on quoted market prices. For pooled separate accounts, fair value represents the net asset value of the fund shares, which is calculated based on the valuation of the funds’ underlying investments at fair value at the end of the year. The investment in insurance company general accounts is reported at contract value. The Plan’s insurance company general account contract is fully benefit-responsive. Benefit responsiveness is defined as the extent to which a contract’s terms and the Plan permit or require participant-initiated withdrawals at contract value. Participant loans are valued at their outstanding balances which approximate fair value.

 

All costs and expenses incurred in connection with the operation of the Plan with regard to the purchase and sale of investments and certain professional fees are paid by the Plan.

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

 

2. Description of the Plan

 

The following description of the Plan provides only general information. Participants should refer to the plan agreement for a more complete description of the Plan’s provisions.

 

The Plan is a contributory defined contribution plan covering employees of Hormel Foods Corporation and certain eligible subsidiaries, who have completed six months of eligibility service.

 

6



 

Effective August 1, 2003, employees that have not made a retirement savings election shall be deemed to have automatically elected to participate in the Plan at the automatic enrollment percentage (currently 3%). Participants that make a retirement savings election can authorize a deduction of 1% to 50% (15% prior to August 1, 2003) of their compensation for each pay period. The Plan contains a diversified selection of funds intended to satisfy Section 404(c) of the Internal Revenue Code (the Code). Participants may invest in self-directed brokerage accounts. The Company contributes a matching contribution, currently 50% of the participant’s contribution, not to exceed $650 per year.

 

Employee and employer contributions are always 100% vested in the participants’ plan account.

 

Participants may borrow from their fund accounts a minimum of $500 up to a maximum of the lesser of $50,000 or 50% of their account balance. Loan terms range from 1 to 5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in a participant’s account. Principal and interest are paid ratably through payroll deductions.

 

The employer may, at its sole discretion, discontinue contributions or terminate the Plan at any time without the consent of any participant or beneficiary.

 

Effective at the end of fiscal year 2003, the retirement savings, employer matching, and rollover accounts maintained under West Central Turkey Inc.’s 401(k) Plan were merged into the Plan.

 

Effective December 31, 2002, and August 1, 2003, eligible employees under Diamond Crystal Brands and Century Foods Inc., respectively, became covered under the Plan.

 

Effective April 27, 2003, JOTS International, Inc. and JOTS LLC were added as participating employees in the Plan. Employees of Jennie-O Turkey Store were transferred to the subsidiaries.

 

7



 

3. Investments

 

Interest rates paid by the investment contracts are determined at the time of purchase. The crediting interest rate on the Fixed Income Fund was 4.5% and 5.0% as of October 30, 2004, and October 25, 2003, respectively. The average yield on the Plan’s investment contract for the years ended October 30, 2004, and October 25, 2003, was 4.5% and 5.0%, respectively. Fair value of the investment contract was estimated to be approximately 97.0% of contract value as of both October 30, 2004, and October 25, 2003. Fair value was estimated based upon discounting future cash flows under the contracts at current interest rates for similar investments with comparable terms.

 

During the years ended October 30, 2004, and October 25, 2003, the Plan’s investments (including investments bought and sold, as well as held during the year) appreciated in fair value by $23,634,378 and $13,502,976, respectively, as follows:

 

 

 

2004

 

2003

 

Net appreciation (depreciation) in fair value during the year:

 

 

 

 

 

Nonpooled separate account

 

$

8,119,783

 

$

(1,841,902

)

Mutual funds

 

2,397,119

 

2,151,835

 

Pooled separate accounts

 

13,117,476

 

13,193,043

 

 

 

$

23,634,378

 

$

13,502,976

 

 

The Plan, at the discretion of the participants, is authorized to invest up to 100% of the fair value of its net assets available for benefits in the common stock of the Company. Such investment totaled approximately 18% and 19% of total investments at October 30, 2004, and October 25, 2003, respectively.

 

8



 

The fair value of individual investments that represent 5% or more of the Plan’s net assets is as follows:

 

 

 

October 30,
2004

 

October 25,
2003

 

Nonpooled separate account:

 

 

 

 

 

Hormel Foods Corporation common stock

 

$

42,403,075

 

$

39,578,578

 

IBT Money Market Fund

 

781,027

 

635,982

 

Total nonpooled separate account

 

43,184,102

 

40,214,560

 

 

 

 

 

 

 

Pooled separate accounts:

 

 

 

 

 

Massachusetts Mutual Life Insurance Company:

 

 

 

 

 

Aggressive Growth Fund

 

30,676,383

 

24,727,656

 

Moderate Growth Fund

 

24,563,408

 

18,909,783

 

Small Company Value Fund

 

12,872,433

 

*

 

 

 

 

 

 

 

Insurance company general account:

 

 

 

 

 

Massachusetts Mutual Life Insurance Company:

 

 

 

 

 

Fixed Income Fund

 

55,957,465

 

51,084,029

 


* Investment did not equal 5% or more of the Plan’s net assets at year-end.

 

4. Nonparticipant-Directed Investments

 

Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments (a subaccount within the nonpooled separate account) is as follows:

 

 

 

October 30,
2004

 

October 25,
2003

 

Net assets:

 

 

 

 

 

Hormel Foods Corporation common stock

 

$

2,264,065

 

$

1,974,704

 

IBT Money Market Fund

 

41,702

 

31,722

 

Total nonparticipant-directed investments

 

$

2,305,767

 

$

2,006,426

 

 

9



 

 

 

Year Ended

 

 

 

October 30,
2004

 

October 25,
2003

 

Changes in net assets:

 

 

 

 

 

Interest and dividends

 

$

7,859

 

$

6,141

 

Net appreciation (depreciation)

 

420,457

 

(83,264

)

Benefits paid to participants

 

(122,432

)

(92,285

)

Administrative expenses

 

 

(116

)

Transfers to participant-directed investments

 

(6,543

)

(31,217

)

 

 

$

299,341

 

$

(200,741

)

 

5. Income Tax Status

 

The Plan has received a determination letter from the Internal Revenue Service dated February 4, 2003, stating that the Plan is qualified under Section 401(a) of the Code and, therefore, the related trust is exempt from taxation. Subsequent to this issuance of the determination letter, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The plan administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt.

 

6. 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 could 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.

 

10



 

Hormel Foods Corporation

Tax Deferred Investment Plan A

 

EIN: 41-0319970

Plan: 050

 

Schedule H, Line 4i — Schedule of Assets (Held at End of Year)

 

October 30, 2004

 

Identity of Issue, Borrower,
Lessor, or Similar Party

 

Description of Investment,
Including Maturity Date,
Rate of Interest,
or Maturity Value

 

Current
Value

 

 

 

 

 

 

 

Nonpooled separate account:

 

 

 

 

 

Hormel Stock Fund*

 

2,484,899 units

 

$

43,184,102

 

 

 

 

 

 

 

Insurance company general account:

 

 

 

 

 

Massachusetts Mutual Life Insurance Company:*

 

 

 

 

 

Fixed Income Fund

 

3,957,127 units

 

55,957,465

 

 

 

 

 

 

 

Pooled separate accounts:

 

 

 

 

 

Massachusetts Mutual Life Insurance Company:*

 

 

 

 

 

Aggressive Growth Fund

 

2,579,601 units

 

30,676,383

 

Moderate Growth Fund

 

1,981,673 units

 

24,563,408

 

MM Small Co Value

 

96,086 units

 

12,872,433

 

MM Fundamental Value

 

111,736 units

 

11,683,163

 

MM Large Cap Value Fund

 

52,198 units

 

7,684,882

 

Conservative Growth Fund

 

547,903 units

 

6,848,014

 

MM Aggressive Growth Fund

 

105,701 units

 

5,779,550

 

MM Indexed Equity Fund

 

16,482 units

 

4,818,385

 

High Yield Fund

 

25,177 units

 

3,508,801

 

MM Core Bond Fund

 

1,662 units

 

2,261,921

 

Conservative Journey Fund

 

7,707 units

 

973,496

 

Total pooled separate accounts

 

 

 

111,670,436

 

 

 

 

 

 

 

Mutual funds:

 

 

 

 

 

Manager’s Special Equity Fund

 

779,951 units

 

8,320,201

 

American Funds Euro Pacific Fund

 

572,746 units

 

8,075,428

 

American Funds Growth R4 Fund

 

347,534 units

 

3,965,965

 

Total mutual funds

 

 

 

20,361,594

 

 

 

 

 

 

 

Self-directed brokerage accounts

 

 

 

4,570,628

 

 

 

 

 

 

 

Promissory notes

 

Various notes from
participants, bearing
interest at 4.71%
to 12.00%, due in various
installments through
October 2018

 

5,835,536

 

Total assets held for investment purposes

 

 

 

$

241,579,761

 


*Indicates a party in interest to the Plan.

 

11



 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on their behalf by the undersigned hereunto duly authorized.

 

 

 

HORMEL FOODS CORPORATION TAX

 

 

DEFERRED INVESTMENT PLAN A

 

 

 

 

Date:  April 28, 2005

By  

/s/ M. J. McCOY

 

 

 

M. J. McCOY

 

 

 

Executive Vice President

 

 

 

and Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

12



 

EXHIBIT INDEX

 

Exhibit Number
 
Description

23

 

Consent of Independent Auditors.

 

13