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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE TRANSITION PERIOD FROM _____________ TO _____________
COMMISSION FILE NUMBER 1-15297
WATER PIK TECHNOLOGIES, INC. RETIREMENT PLAN
WATER PIK TECHNOLOGIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 25-1843384
(STATE OR OTHER JURISDICTION OF (IRS EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
23 CORPORATE PLAZA, SUITE 246
NEWPORT BEACH, CA 92660
(NAME AND ADDRESS OF PRINCIPAL EXECUTIVE OFFICE OF ISSUER OF SECURITIES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (949) 719-3700
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Plan Administrator has duly caused this annual report to be signed on its behalf
by the undersigned hereunto duly authorized.
WATER PIK TECHNOLOGIES, INC.
RETIREMENT PLAN
By: /s/ Theresa Hope-Reese
--------------------------------------------
Theresa Hope-Reese, Member,
Administrative Committee of the
Water Pik Technologies, Inc. Retirement Plan
Date: June 27, 2001
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AUDITED FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULE
Water Pik Technologies, Inc. Retirement Plan
Period from April 1, 2000 (inception date) to December 31, 2000
with Report of Independent Auditors
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Water Pik Technologies, Inc. Retirement Plan
Audited Financial Statements and Supplemental Schedule
Period from April 1, 2000 (inception date) to December 31, 2000
CONTENTS
Report of Independent Auditors ......................................................1
Audited Financial Statements
Statement of Net Assets Available for Benefits ......................................2
Statement of Changes in Net Assets Available for Benefits............................3
Notes to Financial Statements .......................................................4
Supplemental Schedule
Schedule H, Line 4(i) -- Schedule of Assets (Held at End of Year)...................11
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Report of Independent Auditors
Personnel and Compensation Committee
Water Pik Technologies, Inc.
We have audited the accompanying statement of net assets available for benefits
of the Water Pik Technologies, Inc. Retirement Plan as of December 31, 2000, and
the related statement of changes in net assets available for benefits for the
period from April 1, 2000 (inception date) to December 31, 2000. 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 audit.
We conducted our audit in accordance with auditing standards generally accepted
in the 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. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides 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 at December 31,
2000, and the changes in its net assets available for benefits for the period
from April 1, 2000 (inception date) to December 31, 2000, in conformity with
accounting principles generally accepted in the United States.
Our audit was performed for the purpose of forming an opinion on the financial
statements taken as a whole. The supplemental schedule of assets (held at end of
year) as of December 31, 2000 is presented for the purpose 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 audit 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
Woodland Hills, California
June 1, 2001
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Water Pik Technologies, Inc. Retirement Plan
Statement of Net Assets Available for Benefits
December 31, 2000
ASSETS
Investments at fair value:
Mutual funds $13,306,345
Money market funds 2,987,823
Common stock 492,518
Participant loans 533,722
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Total investments 17,320,408
Contributions receivable 66,827
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Total assets 17,387,235
LIABILITIES
Refunds of excess contributions 83,680
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Net assets available for benefits $17,303,555
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See accompanying notes.
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Water Pik Technologies, Inc. Retirement Plan
Statement of Changes in Net Assets Available for Benefits
Period from April 1, 2000 (inception date) to December 31, 2000
Additions:
Contributions:
Employer $ 1,800,987
Employee 2,263,757
Interest and dividend income 816,684
Transfers to plan 15,025,693
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Total additions 19,907,121
Deductions:
Distributions to participants 801,653
Net depreciation in fair value of investments 1,796,946
Other, net 4,967
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Total deductions 2,603,566
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Net increase 17,303,555
Net assets available for benefits at beginning of year --
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Net assets available for benefits at end of year $17,303,555
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See accompanying notes.
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Water Pik Technologies, Inc. Retirement Plan
Notes to Financial Statements
December 31, 2000
1. DESCRIPTION OF THE PLAN
The Water Pik Technologies, Inc. Retirement Plan (the Plan) was established on
April 1, 2000.
The following description of the Plan provides only general information.
Participants should refer to the Summary Plan Description for a more complete
description of the Plan's provisions.
GENERAL
The Plan is a defined contribution plan. All regularly scheduled full-time and
part-time U.S. domestic employees of Water Pik Technologies, Inc. (the Company)
are eligible to participate in the Plan on the date of employment. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of 1974
(ERISA), as amended.
CONTRIBUTIONS
Participants may make contributions of between 1% and 15% of pretax annual
compensation, as defined in the Plan, up to an annual maximum as determined by
the Internal Revenue Service. Each pay period, the Company matches 50% of
contributions of employees who have completed 90 days of service up to a maximum
of the greater of 3% of compensation, as defined, or $1,000.
Each plan year, for employees who have completed 90 days of service, the Company
also contributes non-elective contributions of 2.0% of hourly active
participants' compensation, as defined, and 4.5% of salaried active
participants' compensation, as defined. In addition, the Company may make annual
discretionary contributions in an amount to be determined at the end of the plan
year by the Board of Directors. There were no discretionary contributions to the
Plan from April 1, 2000 (inception date) to December 31, 2000.
PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's contributions, the
Company's matching, non-elective and discretionary contributions and an
allocation of the Plan's earnings. Allocations of Plan earnings are based on
participant account balances. Participants are entitled to the vested balances
in their accounts.
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Water Pik Technologies, Inc. Retirement Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
PARTICIPANT ACCOUNTS (CONTINUED)
Participants direct contributions, including Company matching, non-elective and
discretionary contributions, into one or more investment options offered by the
Plan. Participants can choose to invest their contributions in the common stocks
of Water Pik Technologies, Inc., Teledyne Technologies, Inc. and Allegheny
Technologies Incorporated, and in the following Fidelity funds: Fidelity Fund,
Retirement Money Market Portfolio, Managed Income Portfolio, Capital and Income
Fund, U.S. Bond Index Fund, Spartan(R) U.S. Equity Index Fund, Aggressive Growth
Fund, Dividend Growth Fund, Low-priced Stock Fund, OTC Portfolio, Diversified
International Fund, Overseas Fund, Freedom Income Fund (SM), Freedom 2000 Fund
(SM), Freedom 2010 Fund (SM), Freedom 2020 Fund (SM) and Freedom 2030 Fund (SM).
PARTICIPANT LOANS
Participants may borrow from their accounts a minimum of $1,000 up to a maximum
of the lesser of (a) $50,000 or (b) 50% of their vested account balance. Loans
are repayable over periods of up to five years (ten years for loans to purchase
the participant's primary residence). A participant may have only one loan
outstanding at any time. Outstanding participant loans must be repaid upon the
participant's termination of employment with the Company.
Loans are secured by the balance in the participant's account and bear interest
at the prime interest rate as published in The Wall Street Journal on the first
business day of each calendar quarter preceding the loan origination date.
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Water Pik Technologies, Inc. Retirement Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
VESTING
Participants are fully vested in their contributions and all earnings thereon.
All eligible employees of the Company as of March 31, 2000 are fully vested in
Company matching contributions regardless of years of service. Eligible
employees hired subsequent to March 31, 2000 vest in Company matching
contributions under the following schedule:
VESTING
YEARS OF SERVICE PERCENTAGE
---------------- ----------
1 year 25%
2 years 50%
3 years 75%
4 years 100%
Non-elective Company contributions for all participants vest in accordance with
the above vesting schedule.
WITHDRAWALS AND DISTRIBUTIONS
The Plan allows for participants to make withdrawals from the Plan upon reaching
age 59 1/2 or in the case of serious financial hardship, as approved by the
administrator. Additionally, the value of participant's contributions and the
value of all vested Company contributions are payable to participants upon
death, disability, retirement or upon termination of employment with the
Company. At the participant's election, payment may be made in cash as a single
lump sum or in installments.
ADMINISTRATIVE EXPENSES
The Company pays administrative expenses, which include recordkeeping, trustee
fees and expenses of the Company incurred in administering the Plan.
Participants pay loan origination and servicing fees.
FORFEITED ACCOUNTS
Forfeitures of terminated participant's unvested amounts are used to reduce
administrative expenses under the Plan, if any. Any remaining forfeited balances
are applied to reduce future Company contributions.
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Water Pik Technologies, Inc. Retirement Plan
Notes to Financial Statements (continued)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The accompanying financial statements of the Plan have been prepared on the
accrual basis of accounting.
USE OF ESTIMATES
The preparation of financial statements in accordance with accounting principles
generally accepted in the United States requires the Plan's administrator to
make estimates and assumptions that affect the amounts reported in the financial
statements and accompanying notes. Actual results could differ from those
estimates.
VALUATION OF INVESTMENTS AND INVESTMENT INCOME
All money market and other mutual funds are stated at fair value at December 31,
2000 as determined by the Trustee. All participant loans are valued at cost,
which approximates fair value.
Common stock is stated at the quoted market price at December 31, 2000 as listed
on the New York Stock Exchange. At December 31, 2000, the quoted market price of
the common stock of Water Pik Technologies, Inc., Teledyne Technologies, Inc.
and Allegheny Technologies Incorporated was $7.00, $23.63 and $15.88,
respectively.
3. PLAN ASSET TRANSFERS
The Company became an independent public company on November 29, 1999 through a
spin-off from Allegheny Technologies Incorporated. Prior to the spin-off and
through March 31, 2000, the Company's employees participated in the Teledyne
401(k) Plan sponsored by Allegheny Technologies Incorporated. The Company's
employees' account balances under that plan were transferred to the Plan
effective April 1, 2000. The annual report for the Teledyne 401(k) Plan is filed
by Allegheny Technologies Incorporated.
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Water Pik Technologies, Inc. Retirement Plan
Notes to Financial Statements (continued)
3. PLAN ASSET TRANSFERS (CONTINUED)
In May 1996, the Company acquired Jandy Industries, Inc. (Jandy). Jandy's
employees continued to participate in the Jandy Industries Inc. Employees
Savings Plan (the Jandy Plan). Effective January 1, 1997, the Jandy Plan assets
were frozen and participants were enrolled in the Teledyne 401(k) Plan.
Effective July 28, 2000, the assets of the Jandy Plan were transferred into the
Company's Plan. The Plan was amended to reflect and allow this asset transfer.
The assets transferred to the Plan during the period from April 1, 2000
(inception date) to December 31, 2000 were as follows:
ASSETS
TRANSFER FROM TRANSFERRED
------------- -----------
Teledyne 401(k) Plan $12,779,157
Jandy Industries Inc. Employees Savings Plan 2,246,536
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$15,025,693
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4. INVESTMENTS
The following presents investments of the Plan at December 31, 2000.
Mutual funds:
Fidelity OTC Portfolio $ 357,009
Fidelity Aggressive Growth Fund 620,032
Fidelity Diversified International Fund 551,364
Fidelity Dividend Growth Fund 2,123,442
Fidelity Freedom 2010 Fund (SM) 664,698
Fidelity Freedom 2020 Fund (SM) 1,632,925
Fidelity Freedom 2030 Fund (SM) 1,508,051
Spartan(R) U.S. Equity Index Fund 5,001,217
Fidelity U.S. Bond Index Fund 602,603
Other 245,004
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Total mutual funds 13,306,345
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Water Pik Technologies, Inc. Retirement Plan
Notes to Financial Statements (continued)
4. INVESTMENTS (CONTINUED)
Money market funds:
Fidelity Retirement Money Market Portfolio $ 2,987,823
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Total money market funds 2,987,823
Common stock:
Water Pik Technologies, Inc. common stock 190,485
Teledyne Technologies, Inc. common stock 92,840
Allegheny Technologies, Incorporated common stock 209,193
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Total common stock 492,518
Participant loans 533,722
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Total investments $17,320,408
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During the period from April 1, 2000 (inception) to December 31, 2000, the
Plan's instruments (including investments purchased, sold, as well as held
during the period) appreciated (depreciated) in fair value as follows:
Mutual funds $(1,750,305)
Money market funds --
Common stock (46,641)
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$(1,796,946)
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5. TAX STATUS OF THE PLAN
The Plan is based on a prototype plan document designed to qualify under Section
401(a) of the Internal Revenue Code (the Code). This prototype plan is currently
in the Remedial Amendment Process. Under Revenue Procedure 2000-20, the Internal
Revenue Service is allowing plans based on prototype plans in the Remedial
Amendment Process to operate without a determination letter. 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.
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Water Pik Technologies, Inc. Retirement Plan
Notes to Financial Statements (continued)
6. PLAN TERMINATION
The Company intends to continue the Plan for the benefit of its employees;
however, the Company reserves the right under the Plan to amend or terminate the
Plan at any time by resolution of its Board of Directors subject to the
provisions of ERISA. Upon such termination, all amounts credited to the
participants' accounts shall become 100% vested, all assets of the Plan shall be
distributed to the participants, and the obligation of the Company to make
contributions would cease.
7. TRANSACTIONS WITH PARTIES-IN-INTEREST
During the year ended December 31, 2000, there were transactions involving
investment of plan assets in investment funds maintained by the Plan trustees,
parties-in-interest as defined in Section 3(14) of ERISA. One of the Plan's
investment options is Water Pik Technologies, Inc. common stock which is
purchased by the Plan trustee in the open market.
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Supplemental Schedule
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Water Pik Technologies, Inc. Retirement Plan
EIN: 25-1843384 Plan: 001
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2000
CURRENT
IDENTITY OF ISSUE DESCRIPTION OF ASSET VALUE
----------------- -------------------- -----------
Fidelity Fund* 2,497.473 shares $ 81,817
Fidelity Capital & Income Fund* 3,000.752 shares 23,196
Fidelity OTC Portfolio* 8,696.933 shares 357,009
Fidelity Overseas Fund* 504.131 shares 17,327
Fidelity Low-priced Stock Fund* 1,013.961 shares 23,443
Fidelity Aggressive Growth Fund* 17,142.162 shares 620,032
Fidelity Diversified International Fund* 25,130.541 shares 551,364
Fidelity Dividend Growth Fund* 70,875.91 shares 2,123,442
Fidelity Freedom Income Fund (SM)* 454.804 shares 5,058
Fidelity Freedom 2000 Fund (SM)* 7,675.883 shares 90,652
Fidelity Freedom 2010 Fund (SM)* 48,027.337 shares 664,698
Fidelity Freedom 2020 Fund (SM)* 112,151.418 shares 1,632,925
Fidelity Freedom 2030 Fund (SM)* 100,536.723 shares 1,508,051
Fidelity Retirement Money Market Portfolio* 2,987,822.71 shares 2,987,823
Fidelity Managed Income Portfolio* 3,511.4 shares 3,511
Spartan(R) U.S. Equity Index Fund 106,840.792 shares 5,001,217
Fidelity U.S. Bond Index Fund* 56,902.988 shares 602,603
Water Pik Technologies, Inc. Common Stock* 27,212.179 shares 190,485
Teledyne Technologies, Inc. Common Stock 3,929.732 shares 92,840
Allegheny Technologies Incorporated Common Stock 13,177.479 shares 209,193
Participant loans various maturities 533,722
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$17,320,408
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*Party-in-Interest
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
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23.1 Consent of Ernst & Young LLP, Independent Auditors. (Filed herewith.)