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Page
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REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
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3
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FINANCIAL
STATEMENTS
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STATEMENTS
OF NET ASSETS AVAILABLE FOR PLAN BENEFITS AS OF DECEMBER 31, 2009 AND
2008
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4
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STATEMENT
OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS FOR THE YEAR ENDED
DECEMBER 31, 2009
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5
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NOTES
TO FINANCIAL STATEMENTS
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6
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SUPPLEMENTAL
INFORMATION
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LINE
4i - SCHEDULE OF ASSETS HELD (AT END OF YEAR) AS OF DECEMBER 31,
2009
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17
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EXHIBIT
INDEX
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18
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SIGNATURE
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19
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December
31,
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2009
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2008
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ASSETS
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||||||||
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Investments
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||||||||
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Participant
directed at fair value
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$ | 53,002,071 | $ | 39,867,912 | ||||
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Participant
loans at fair value
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2,929,364 | 2,999,548 | ||||||
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Total
investments
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55,931,435 | 42,867,460 | ||||||
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Receivables
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Employer
contributions
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16,600 | 35,204 | ||||||
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Participant
contributions
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33,118 | 72,652 | ||||||
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Total
receivables
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49,718 | 107,856 | ||||||
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LIABILITIES
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- | - | ||||||
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NET
ASSETS AVAILABLE FOR PLAN BENEFITS
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$ | 55,981,153 | $ | 42,975,316 | ||||
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Additions
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||||
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Additions
to net assets attributed to
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Investment
income
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Net
appreciation in fair value of investments
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$ | 9,646,744 | ||
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Interest
and dividend income
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1,068,641 | |||
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Total
gain on investments
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10,715,385 | |||
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Contributions
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||||
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Employer
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1,395,023 | |||
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Participants
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3,313,558 | |||
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Total
contributions
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4,708,581 | |||
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Total
additions
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15,423,966
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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
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(2,365,454 | ) | ||
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Administrative
expenses
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(52,675 | ) | ||
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Total
deductions
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(2,418,129 | ) | ||
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NET
INCREASE IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
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13,005,837 | |||
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Net
assets available for plan benefits
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Beginning
of year
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42,975,316 | |||
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End
of year
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$ | 55,981,153 | ||
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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.
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| 1. General | |
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The
Plan is a defined contribution plan covering all employees of J & J
Snack Foods Corp. (the Company) who have one year of service and are age
21 or older. It is subject to the provisions of the Employee
Retirement Income Security Act of 1974
(ERISA).
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2. Contributions
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Each
year, participants may make a pretax contribution deferring no less than
2% or more than 25% of total compensation, as defined by the Plan, subject
to Internal Revenue Service (“IRS”) regulations. For 2009, a participant’s
tax-deferred contribution was limited to $16,500. Participants
who have attained the age of 50 before the end of the Plan year were
eligible to make an additional $5,500 catch-up contribution. Participants
direct the investment of their contributions into various investment
options offered by the Plan. The Plan currently offers 17 investment
options for participants, one of which is common stock of the Plan
sponsor, J&J Snack Foods Corp.
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The
Company may contribute:
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·
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A
discretionary matching contribution equal to a percentage of the amount of
the salary reduction elected for deferral by each participant (in 2009,
60% of employee’s salary reduction up to 5% of salary). This
percentage will be determined each year by the
Company.
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·
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On
behalf of each non-highly compensated participant, a special discretionary
contribution equal to a percentage of the participant’s
compensation. This percentage will be determined each year by
the Company. There was no such contribution in
2009.
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·
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A
discretionary amount in addition to the special contribution, which will
be determined each year by the Company. There was no such contribution in
2009.
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3. Participant
Accounts
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Each
participant’s account is credited with the participant’s contribution and
allocation of (a) the Company’s contribution and, (b) Plan earnings net of
expenses, and (c) forfeitures of terminated participants’ nonvested
accounts. 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. Participants have the ability to make daily
transfers of all or a portion of employee and employer contributions to
their account from one fund to another in multiples of 5% of the fund
balance.
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| 4. Vesting | |
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Participants
are 100% vested in their salary reduction
contributions. Vesting in the Company’s match contribution is
based on years of service. Participants are vested at a rate of
20% for each year of service from years two to six (fully vested after six
years).
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5. Payment of
Benefits
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On
termination of service, retirement, death or disability, benefits are
payable in a lump sum form at the election of the
participant.
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In-service
withdrawals of all or a portion of a participant’s vested account balance
may be made by participants who have attained the age of 59 ½. As allowed
under IRS rules, participants may withdraw funds from their vested
accounts while employed to satisfy an immediate and heavy financial need,
which is considered a hardship withdrawal. Any amount withdrawn will be
subject to income taxes and may be subject to an additional tax due to
early withdrawal. Participants may not contribute to the Plan for six
months following a hardship
withdrawal.
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6. Loans to
Participants
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The
trustee may make loans from the Plan to participants in accordance with
the Plan document. All loans to participants are considered
investments of the trust fund and bear interest at the Prime Rate (as
determined as of the date the loan is processed) plus one percent. In
2009, the interest rates ranged from 4.25% to
9.50%. Participants may borrow up to 50% of their vested
balance up to $50,000. All loans are to be repaid within five
years unless the loan is used to acquire a principal residence, in which
case the term may be longer. Loans are secured by the portion of the
vested balance in the participant’s account that is equal to the amount
that is loaned to the participant.
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7. Forfeited
Accounts
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Forfeitures
are allocated to participants' accounts in proportion to each
participant's percentage of the total discretionary matching contribution
for the year. Unallocated forfeitures as of December 31, 2009 and 2008
were $58,123 and $34,040, respectively. Forfeitures allocated during 2009
totaled $34,040.
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A
summary of the Plan’s significant accounting policies consistently applied
in the preparation of the accompanying financial statements
follows.
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1.
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Basis of
Accounting
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2. Use of
Estimates
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The
preparation of financial statements in conformity with accounting
principles generally accepted in the United
States of America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure
of contingent assets and liabilities at the date of the financial
statements and the reported amounts of additions and deductions during the
reporting period. Actual results could differ from those
estimates.
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3.
Investment
Valuation and Income
Recognition
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The
change in fair value of investments during the year is measured by the
difference between the fair value at year-end and the fair value at the
beginning of the year or costs of purchases during the year and is
reflected in the statement of changes in net assets available for plan
benefits as net appreciation (depreciation) in fair value of investments.
See note 5 for discussion of fair value measurements.
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The
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.
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| 4. New Accounting Pronouncements | |
| In 2009, the Financial Accounting Standards Board (“FASB”) issued guidance, “The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles.” This Codification became the source of authoritative U.S. generally accepted accounting principles recognized by the FASB and establishes only two levels of GAAP, authoritative and nonauthoritative accounting literature. The adoption of the ASC had no impact on the Plan’s financial statements. | |
| For the year ended December 31, 2009, the Plan adopted the FASB’s update to general standards on accounting for disclosures of events that occur after the balance sheet date but before the financial statements are issued or are available to be issued. The adoption of this guidance did not materially impact the Plan’s financial statements. We have evaluated events and transactions occurring subsequent to the Statements of Net Assets Available for Benefits dated December 31, 2009 for items that could potentially be recognized or disclosed in these financial statements. |
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·
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Level
I – Valuations are based on unadjusted quoted prices in active markets for
identical, unrestricted assets or
liabilities;
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·
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Level
II – Valuations are based on quoted prices for similar instruments in
active markets or quoted prices for identical or similar instruments in
markets that are not active. Investments which are included in
this category are securities where all significant inputs are observable,
either directly or indirectly;
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·
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Level
III – Prices or valuations that are unobservable and where there is
little, if any, market activity for these investments. The
inputs into the determination of fair value inputs for these investments
require significant management judgment or estimation. The availability of
observable inputs can vary depending on the financial asset or liability
and is affected by a wide variety of factors, including the type of
investment, whether the investment is new, whether the investment is
traded on an active exchange or in the secondary market, and the current
market conditions. To the extent that valuation is based on
inputs that are less observable or unobservable in the market, the
determination of fair value requires more
judgment.
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Fair Value Measurements Using Input Type
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Total Fair Value as of
December 31, 2009
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Level I
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Level II
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Level III
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Common
stock fund
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$ | 8,483,219 | $ | 8,483,219 | $ | - | $ | - | ||||||||
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Fixed
Income
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$ | 2,889,749 | $ | 2,889,749 | ||||||||||||
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Balanced
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$ | 9,770,821 | $ | 9,770,821 | ||||||||||||
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Growth
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$ | 13,640,455 | $ | 13,640,455 | ||||||||||||
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Aggressive
Growth
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$ | 12,743,913 | $ | 12,743,913 | ||||||||||||
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Income
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$ | 374,909 | $ | 374,909 | ||||||||||||
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Other
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$ | 2,354,145 | $ | 2,354,145 | ||||||||||||
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Total
Mutual Funds
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$ | 41,773,992 | $ | 41,773,992 | $ | - | $ | - | ||||||||
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Common/Collective
trust funds
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$ | 2,744,860 | $ | - | $ | 2,744,860 | $ | - | ||||||||
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Participant
loans
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$ | 2,929,364 | $ | - | $ | - | $ | 2,929,364 | ||||||||
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Total
investments measured at fair value
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$ | 55,931,435 | $ | 50,257,211 | $ | 2,744,860 | $ | 2,929,364 | ||||||||
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Fair Value Measurements Using Input Type
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Total Fair Value as of
December 31, 2008
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Level I
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Level II
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Level III
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Common
stock fund
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$ | 6,846,801 | $ | 6,846,801 | $ | - | $ | - | ||||||||
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Mutual
Funds
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$ | 30,568,903 | $ | 30,568,903 | $ | - | $ | - | ||||||||
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Common/Collective
trust funds
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$ | 2,452,208 | $ | - | $ | 2,452,208 | $ | - | ||||||||
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Participant
loans
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$ | 2,999,548 | $ | - | $ | - | $ | 2,999,548 | ||||||||
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Total
investments measured at fair value
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$ | 42,867,460 | $ | 37,415,704 | $ | 2,452,208 | $ | 2,999,548 | ||||||||
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Fair Value Measurements Using Significant
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Unobservable Inputs (Level III):
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Purchases,
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Beginning Fair Value
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Issuances, Settlements, Net
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Ending Fair Value
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Participant
Loans
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$ | 2,999,548 | $ | (70,184 | ) | $ | 2,929,364 | |||||
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The
following table presents the fair value of investments as of December 31,
2009 and 2008 and items representing 5% or more of the Plan’s net assets
are separately identified.
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Investments
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2009
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2008
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J&J
SNACK FOODS CORP. COMMON STOCK FUND
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$ | 8,483,219 | $ | 6,846,801 | ||||
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T.
ROWE PRICE GROWTH STOCK-ADV
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$ | 3,173,436 | $ | 2,286,417 | ||||
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MFS
MODERATE ALLOCATION A FUND
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$ | 5,485,446 | $ | 4,152,899 | ||||
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MFS
GROWTH ALLOCATION A FUND
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$ | 5,044,622 | $ | 3,584,068 | ||||
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MFS
AGGRESSIVE GROWTH ALLOCATION A FUND
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$ | 12,743,913 | $ | 9,093,269 | ||||
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MFS
GOVERNMENT SECURITIES A
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$ | 2,889,749 | $ | 2,307,432 | ||||
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MFS
CONSERVATIVE ALLOCATION A
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$ | 3,363,146 | $ | 2,616,068 | ||||
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DAVIS
NY VENTURE A FUND
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$ | 2,904,444 | $ | 2,199,468 | ||||
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FIXED
FUND INSTITUTIONAL
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$ | 2,744,860 | $ | 2,452,208 | ||||
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PARTICIPANT
LOANS
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$ | 2,929,364 | $ | 2,999,548 | ||||
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OTHER
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$ | 6,169,236 | $ | 4,329,282 | ||||
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TOTAL
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$ | 55,931,435 | $ | 42,867,460 | ||||
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During
2009, the Plan’s investments (including realized and unrealized gains and
losses) appreciated in value by $9,646,744 as
follows:
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Mutual
funds
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$ | 8,707,714 | ||
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Common
stock
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$ | 939,030 | ||
| $ | 9,646,744 |
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At
December 31, 2009 and 2008, investments include 207,054 and 186,567
shares of the Corporation's unitized stock fund valued at $8,483,219 and
$6,846,801, respectively.
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Certain
Plan investments are shares of mutual funds managed by the
trustee. Accordingly, these transactions qualify as
party-in-interest transactions and are exempt from the prohibited
transaction rules.
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The
Plan is a Non-standardized 401(K) Profit Sharing Prototype Plan
(“Prototype Plan”) sponsored by Hartford Retirement Services, LLC and
adopted by the Company. The Prototype Plan obtained its latest opinion
letter on March 31, 2008, in which the IRS stated that the Prototype
Plan, as then designed, was in compliance with the applicable requirements
of the Internal Revenue Code (“IRC). The Plan has not requested its own
determination letter from the IRS. The Plan administrator believes that
the Plan is currently designed and being operated in all material respects
in compliance with the applicable requirements of the IRC. Therefore, the
Plan administrator believes that the Plan was qualified and that the
related trust was tax exempt as of the financial statement
dates.
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Effective
August 31, 2004, the Company entered into a trust agreement with MFS
Heritage Trust Company which was subsequently assigned to and accepted by
Reliance Trust Company on April 1, 2008. Under the terms of this
agreement, the Trustee will hold, invest and reinvest the Plan’s funds.
The Company has no right, title or interest in or to the trust fund
maintained under this agreement.
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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% vested in their
accounts.
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2009
|
2008
|
|||||||
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Net
assets available for benefits per the financial statements
|
$ | 55,981,153 | $ | 42,975,316 | ||||
|
Contributions
receivable
|
(49,718 | ) | - | |||||
|
Net
assets available for benefits per Form 5500
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$ | 55,931,435 | $ | 42,975,316 | ||||
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(1)
|
Amount
represents the difference between amounts accrued for contribution
receivable per Form 5500 and the financial statements. The financial
statements accrued contributions receivable as of December 31, 2009 and
2008. Form 5500 did not accrue a contribution receivable as of December
31, 2009.
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2009
|
||||
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Contributions
made to the Plan per the financial statements
|
$ | 4,708,581 | ||
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Less
contribution receivable at December 31, 2009
|
$ | (49,718 | ) | |
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Contributions
made to the Plan per Form 5500
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$ | 4,658,866 | ||
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Name
of Plan:
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J&J
SNACK FOODS CORP 401(k) PROFIT SHARING PLAN
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Three
Digit Plan Number:
|
001
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Employer
Identification#
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22-1935537
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Plan
Sponsor's Name:
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J&J
SNACK FOODS CORP
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Current
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||||||||||
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Identity
of Issue (b)
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Description
of Investment (c)
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Cost
(d)
|
Value
(e)
|
|||||||
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*MFS
GOVERNMENT SECURITIES A
|
Registered
Investment Company Mutual Fund
|
2,889,749 | ||||||||
|
*MFS
CONSERVATIVE ALLOCATION A
|
Registered
Investment Company Mutual Fund
|
3,363,146 | ||||||||
|
*MFS
MODERATE ALLOCATION A
|
Registered
Investment Company Mutual Fund
|
5,485,446 | ||||||||
|
*MFS
GROWTH ALLOCATION A
|
Registered
Investment Company Mutual Fund
|
5,044,622 | ||||||||
|
*MFS
AGGRESSIVE GROWTH ALLOCATION A
|
Registered
Investment Company Mutual Fund
|
12,743,913 | ||||||||
|
DAVIS
NY VENTURE A
|
Registered
Investment Company Mutual Fund
|
2,904,444 | ||||||||
|
AMERICAN
FUNDS AMCAP R3
|
Registered
Investment Company Mutual Fund
|
915,452 | ||||||||
|
OPPENHEIMER
GLOBAL A
|
Registered
Investment Company Mutual Fund
|
2,354,145 | ||||||||
|
T.ROWE
PRICE GROWTH STOCK-ADV
|
Registered
Investment Company Mutual Fund
|
3,173,436 | ||||||||
|
PIMCO
DIVERSIFIED INC FUND-A
|
Registered
Investment Company Mutual Fund
|
374,909 | ||||||||
|
J P
MORGAN INTREPID VALUE FUND-A
|
Registered
Investment Company Mutual Fund
|
810,157 | ||||||||
|
DAVIS
OPPORTUNITY FUND-A
|
Registered
Investment Company Mutual Fund
|
594,205 | ||||||||
|
GOLDMAN
SACHS GROWTH & INCOME-A
|
Registered
Investment Company Mutual Fund
|
662,640 | ||||||||
|
J P
MORGAN SMALL CAP EQUITE
|
Registered
Investment Company Mutual Fund
|
198,139 | ||||||||
|
BLACKROCK
GLOBAL ALLOCATION
|
Registered
Investment Company Mutual Fund
|
259,589 | ||||||||
|
*FIXED
FUND INSTITUTIONAL
|
Common
Collective Trust
|
2,744,860 | ||||||||
|
*J
& J STOCK FUND
|
Employer
Securities
|
8,483,219 | ||||||||
|
*PARTICIPANT
LOANS
|
Low-High
Interest Rate 4.25% to 9.50%
|
2,929,364 | ||||||||
|
TOTAL
|
55,931,435 | |||||||||
|
Exhibit
|
||
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Number
|
Description
|
|
|
23.1*
|
Consent
of Independent Registered Public Accounting
Firm
|
|
J
& J Snack Foods Corp.
|
|
|
401(k) Profit Sharing
Plan
|
|
|
Date:
June 29, 2010
|
/s/
Dennis G. Moore
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|
Dennis
G. Moore
|
|
|
Plan
Administrator
|