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 B

 

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 B

 

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 B

 

We have audited the accompanying statements of net assets available for benefits of the Hormel Foods Corporation Tax Deferred Investment Plan B 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 B

 

Statements of Net Assets Available for Benefits

 

 

 

October 30,
2004

 

October 25,
2003

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

13

 

$

28

 

Investments

 

78,617,460

 

68,784,276

 

Contributions receivable from Hormel Foods Corporation

 

158,238

 

156,835

 

Contributions receivable from participants

 

475,187

 

472,207

 

Net assets available for benefits

 

$

79,250,898

 

$

69,413,346

 

 

See accompanying notes.

 

4



 

Hormel Foods Corporation

Tax Deferred Investment Plan B

 

Statements of Changes in Net Assets Available for Benefits

 

 

 

Year Ended

 

 

 

October 30,
2004

 

October 25,
2003

 

Additions:

 

 

 

 

 

Contributions from Hormel Foods Corporation

 

$

222,732

 

$

204,779

 

Contributions from participants

 

4,574,563

 

4,416,092

 

Employee rollover

 

49,742

 

57,112

 

Interest and dividend income

 

774,915

 

750,052

 

 

 

5,621,952

 

5,428,035

 

 

 

 

 

 

 

Deductions:

 

 

 

 

 

Distributions

 

5,622,816

 

2,648,044

 

Administrative expenses

 

61,283

 

52,694

 

 

 

5,684,099

 

2,700,738

 

 

 

 

 

 

 

Net realized and unrealized appreciation in fair value of investments

 

9,899,699

 

1,504,234

 

Net additions

 

9,837,552

 

4,231,531

 

Net assets available for benefits at beginning of year

 

69,413,346

 

65,181,815

 

Net assets available for benefits at end of year

 

$

79,250,898

 

$

69,413,346

 

 

See accompanying notes.

 

5



 

Hormel Foods Corporation

Tax Deferred Investment Plan B

 

Notes to Financial Statements

 

October 30, 2004

 

1. Significant Accounting Policies

 

The accounting records of the Hormel Foods Corporation Tax Deferred Investment Plan B (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 nonexempt hourly employees of Hormel Foods Corporation and certain eligible subsidiaries, who have completed one year of eligibility service. A year of eligibility service would be a year beginning with the first day of employment in which an employee worked 1,000 hours or any subsequent fiscal year in which an employee works 1,000 hours.

 

6



 

Each employee who elects to become a member of the Plan authorizes a deduction of 1% to 50% 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). Eligible employees receive company matching contributions according to the terms of their subscribing employer plan agreement.

 

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

 

The employer may, at its sole discretion, discontinue contributions or terminate the Plan at any time without the consent of any participant or beneficiary subject to restrictions set by the collective bargaining agreement.

 

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 the participant’s account. Principal and interest are paid ratably through payroll deductions.

 

3. Investments

 

Interest rates paid by the investment contracts are determined at the time of purchase. As of October 30, 2004, and October 25, 2003, the crediting interest rate on the Fixed Income Fund was 4.5% and 5.0%, 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. As of both October 30, 2004, and October 25, 2003, fair value of the investment contract was estimated to be approximately 97.0% of contract value. 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 $9,899,699 and $1,504,234, respectively, as follows:

 

 

 

2004

 

2003

 

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

 

 

 

 

 

Nonpooled separate account

 

$

7,121,164

 

$

(1,362,281

)

Mutual funds

 

469,946

 

405,275

 

Pooled separate accounts

 

2,308,589

 

2,461,240

 

 

 

$

9,899,699

 

$

1,504,234

 

 

7



 

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 48% and 50% of total investments at October 30, 2004, and October 25, 2003, respectively.

 

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

 

$

38,398,993

 

$

34,655,511

 

IBT Money Market Fund

 

302,181

 

345,551

 

Total nonpooled separate account

 

38,701,174

 

35,001,062

 

 

 

 

 

 

 

Pooled separate account:

 

 

 

 

 

Massachusetts Mutual Life Insurance Company Aggressive Growth Fund

 

5,376,177

 

4,113,766

 

 

 

 

 

 

 

Insurance company general account:

 

 

 

 

 

Massachusetts Mutual Life Insurance Company Fixed Income Fund

 

13,012,746

 

11,623,537

 

 

4. 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.

 

5. 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.

 

8



 

Hormel Foods Corporation

Tax Deferred Investment Plan B

 

EIN: 41-0319970

Plan: 051

 

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*

 

2,157,540 units

 

$

38,701,174

 

 

 

 

 

 

 

Insurance company general accounts:

 

 

 

 

 

Massachusetts Mutual Life Insurance Company:*

 

 

 

 

 

Fixed Income Fund

 

920,218 units

 

13,012,746

 

 

 

 

 

 

 

Pooled separate accounts:

 

 

 

 

 

Massachusetts Mutual Life Insurance Company:*

 

 

 

 

 

Aggressive Growth Fund

 

452,087 units

 

5,376,177

 

Sel Fundamental Value (Wellington) Fund

 

33,524 units

 

3,505,240

 

Moderate Growth Fund

 

235,047 units

 

2,913,481

 

Sel Small Co Value (Clover/TRP) Fund

 

19,294 units

 

2,584,720

 

Conservative Growth Fund

 

155,230 units

 

1,940,158

 

Sel Large Cap Value (Davis) Fund

 

8,669 units

 

1,276,280

 

Sel Aggressive Growth (Sands) Fund

 

20,713 units

 

1,132,567

 

High Yield (Oppenheimer)

 

4,224 units

 

588,627

 

Sel Indexed Equity (Northern Trust) Fund

 

1,381 units

 

403,733

 

Prm Core Bond (Babson) Fund

 

249 units

 

338,729

 

Conservative Journey Fund

 

555 units

 

70,153

 

Total pooled separate accounts

 

 

 

20,129,865

 

 

 

 

 

 

 

Mutual funds:

 

 

 

 

 

Manager’s Funds, LLC:

 

 

 

 

 

American Funds Euro Pacific

 

141,972 units

 

2,001,728

 

Manager’s Special Equity Fund

 

136,198 units

 

1,452,906

 

American Funds Growth R4

 

36,449 units

 

415,941

 

Total mutual funds

 

 

 

3,870,575

 

 

 

 

 

 

 

Promissory notes

 

Various notes from participants, bearing interest at 6.00% to 11.50%, due in various installments through October 2018

 

2,903,100

 

Total assets held for investment purposes at end of year

 

 

 

$

78,617,460

 


*Indicates a party in interest to the Plan.

 

9



 

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 B

 

 

 

 

Date:  April 28, 2005

By 

/s/ M. J. McCOY

 

 

 

M. J. McCOY

 

 

 

Executive Vice President

 

 

 

and Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

10



 

EXHIBIT INDEX

 

Exhibit
Number
 
Description

23

 

Consent of Independent Auditors

 

11