SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
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REPORT ON AUDITS OF FINANCIAL STATEMENTS
|
AND SUPPLEMENTAL SCHEDULE
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FOR THE YEARS ENDED
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DECEMBER 31, 2014 AND 2013
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SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
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CONTENTS
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PAGE
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FINANCIAL STATEMENTS
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 1
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STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS 3
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STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS 4
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NOTES TO FINANCIAL STATEMENTS 5
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SUPPLEMENTAL SCHEDULE
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SCHEDULE OF ASSETS HELD AT END OF YEAR 13
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June 25, 2015
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Seneca Foods Corporation
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Employees' Savings Plan
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Marion, New York
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
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Seneca Foods Corporation
|
June 25, 2015
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Page Two
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the supplemental information. In forming our opinion on the supplemental information in the accompanying schedule, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information in the accompanying schedule is fairly stated in all material respects in relation to the financial statements as a whole.
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/s/Bobbitt, Pittenger & Company P.A. |
Certified Public Accountants
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Sarasota, FL
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SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
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||||||||
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
|
||||||||
December 31,
|
||||||||
2014
|
2013
|
|||||||
ASSETS
|
||||||||
INVESTMENTS:
|
||||||||
At fair value:
|
||||||||
Nuveen Equity Index Fund I
|
$
|
26,883,979
|
$
|
24,318,912
|
||||
Key Guaranteed Portfolio Fund
|
25,411,670
|
24,467,717
|
||||||
Oakmark Equity and Income Fund
|
21,719,386
|
20,338,856
|
||||||
Seneca Foods Corporation Employer Stock Fund
|
19,496,906
|
20,821,758
|
||||||
Dodge & Cox Stock Fund
|
13,701,814
|
11,368,418
|
||||||
American Beacon Small Cap Val Inst
|
6,896,926
|
6,583,745
|
||||||
American Growth Fund R4
|
6,890,406
|
8,157,354
|
||||||
Dreyfus Mid-Cap Index Fund
|
6,483,830
|
3,943,287
|
||||||
Dreyfus International Stock Index
|
5,190,102
|
6,502,147
|
||||||
PIMCO Real Return Fund
|
4,964,792
|
5,090,279
|
||||||
Vanguard Total Bond Market Index
|
4,118,656
|
933,553
|
||||||
Blackrock Small Cap Growth Equity
|
3,536,237
|
3,359,328
|
||||||
Dodge & Cox International Fund
|
3,504,615
|
-
|
||||||
Nuveen Mid Cap Growth Opportunity I
|
2,841,509
|
2,482,217
|
||||||
PIMCO Total Return Instl
|
2,398,047
|
5,084,976
|
||||||
Wells Fargo Advantage Spec MD CP Val R6
|
1,664,774
|
-
|
||||||
Columbia Small Cap Index Fund Z
|
1,509,424
|
1,362,279
|
||||||
Invesco International Growth Fund A
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838,819
|
1,358,341
|
||||||
Columbia Mid Cap Value Opportunity R4
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2,618,396
|
|||||||
Thornburg International Value R4
|
1,101,580
|
|||||||
Total investments
|
158,051,892
|
149,893,143
|
||||||
RECEIVABLES:
|
||||||||
Employer's contribution
|
2,349,511
|
2,214,990
|
||||||
Notes receivable from participants
|
609,011
|
593,770
|
||||||
2,958,522
|
2,808,760
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|||||||
NET ASSETS AVAILABLE FOR BENEFITS
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$
|
161,010,414
|
$
|
152,701,903
|
||||
See notes to the financial statements.
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-3-
|
|
SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
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||||||||
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
|
||||||||
FOR THE YEAR ENDED DECEMBER 31,
|
||||||||
2014
|
2013
|
|||||||
ADDITIONS:
|
||||||||
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
|
||||||||
Investment income:
|
||||||||
Net (depreciation) appreciation in fair value of investments
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$
|
(2,770,625
|
)
|
$
|
14,588,568
|
|||
Interest and dividend income
|
8,478,176
|
7,700,921
|
||||||
Contributions:
|
||||||||
Participants
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8,990,311
|
8,669,300
|
||||||
Employer
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2,349,364
|
2,215,076
|
||||||
Transfers
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2,926,937
|
|||||||
Other income
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150,385
|
66,793
|
||||||
Total additions
|
17,197,611
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36,167,595
|
||||||
DEDUCTIONS:
|
||||||||
Deductions from net assets attributed to:
|
||||||||
Benefits paid to participants
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8,777,013
|
8,930,666
|
||||||
Administration expenses
|
112,087
|
105,080
|
||||||
Total deductions
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8,889,100
|
9,035,746
|
||||||
NET INCREASE
|
8,308,511
|
27,131,849
|
||||||
NET ASSETS AVAILABLE FOR BENEFITS,
|
||||||||
BEGINNING OF YEAR
|
152,701,903
|
125,570,054
|
||||||
NET ASSETS AVAILABLE FOR BENEFITS,
|
||||||||
END OF YEAR
|
$
|
161,010,414
|
$
|
152,701,903
|
||||
See notes to the financial statements.
|
||||||||
-4-
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2014
|
2013
|
||||||||||
Nuveen Equity Index Fund I
|
$
|
26,883,979
|
$
|
24,318,912
|
|||||||
Key Guaranteed Portfolio Fund
|
25,411,670
|
24,467,717
|
|||||||||
Oakmark Equity and Income Fund
|
21,719,386
|
20,338,856
|
|||||||||
*
|
Seneca Foods Corporation Employer Stock Fund
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19,496,906
|
20,821,758
|
||||||||
Dodge & Cox Stock Fund
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13,701,814
|
11,368,418
|
|||||||||
American Funds Growth Fund R4
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8,157,354
|
2014
|
2013
|
|||||||
Mutual funds
|
$
|
(2,770,625
|
)
|
$
|
14,588,568
|
Changes in net assets:
|
||||||||
Contributions
|
$
|
2,323,845
|
$
|
2,193,945
|
||||
Net appreciation in fair value
|
(2,463,205
|
)
|
694,676
|
|||||
Withdrawals by participants
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(1,185,492
|
)
|
(1,020,553
|
)
|
||||
$
|
(1,324,852
|
)
|
$
|
1,868,068
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SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
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||||||||||||
NOTES TO FINANCIAL STATEMENTS
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||||||||||||
Quoted Prices
|
||||||||||||
in Active
|
Significant
|
|||||||||||
Markets For
|
Other
|
|||||||||||
Identical
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Observable
|
|||||||||||
Assets
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Inputs
|
|||||||||||
Fair Value
|
(Level 1)
|
(Level 2)
|
||||||||||
December 31, 2014
|
||||||||||||
Mutual funds
|
$
|
113,143,316
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$
|
113,143,316
|
$ | |||||||
Group annuity contract
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25,411,670
|
25,411,670
|
||||||||||
Seneca Foods Corporation
|
||||||||||||
Employer Stock Fund
|
19,496,906
|
19,496,906
|
||||||||||
$
|
158,051,892
|
$
|
132,640,222
|
$
|
25,411,670
|
|||||||
Quoted Prices
|
||||||||||||
in Active
|
Significant
|
|||||||||||
Markets For
|
Other
|
|||||||||||
Identical
|
Observable
|
|||||||||||
Assets
|
Inputs
|
|||||||||||
Fair Value
|
(Level 1)
|
(Level 2)
|
||||||||||
December 31, 2013
|
||||||||||||
Mutual funds
|
$
|
104,603,668
|
$
|
104,603,668
|
$ | |||||||
Group annuity contract
|
24,467,717
|
24,467,717
|
||||||||||
Seneca Foods Corporation
|
||||||||||||
Employer Stock Fund
|
20,821,758
|
20,821,758
|
||||||||||
$
|
149,893,143
|
$
|
125,425,426
|
$
|
24,467,717
|
|||||||
-10-
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SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
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NOTES TO FINANCIAL STATEMENTS |
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NOTE G – GROUP ANNUITY CONTRACT
|
The Plan has a fully benefit responsive group annuity contract with an insurance company, which is called the Key Guaranteed Portfolio Fund. The insurance company maintains the contributions in a general account, which is credited with earnings and charged for participant withdrawals and administrative expenses. The group annuity contract is included in the financial statements at fair value which is equal to contract value.
|
Certain events limit the Plan's ability to transact at contract value with the insurance company. Such events include the following: (1) premature termination of the contracts by the Plan, (2) plant closings, (3) layoffs, (4) Plan termination, (5) bankruptcy, (6) and early retirement incentives. Plan management believes that the occurrence of events that would cause the Plan to transact at less than contract value is not probable. The insurance company may not terminate the contract at any amount less than the contract value.
|
The insurance company is contractually obligated to pay the principal and specified interest rate that is guaranteed to the Plan. The crediting interest rate is based on a formula agreed upon with the insurance company. Such interest rates are reviewed on a quarterly basis for resetting. The crediting rate of the product will be established based on the earnings of the underlying assets in the entire medium-long term portfolio compared to the minimum interest crediting rate, as stated in the contract, and prevailing market conditions. The average yield earned by the Plan for the group annuity contract is derived by averaging the quarterly gross interest rates for the fund over the year. The average for 2014 and 2013 was 1.70% and 1.83%, respectively. The actual average yield earned by the Plan for the group annuity contract is derived by averaging the Plan's quarterly interest rates. The average for 2014 and 2013 was 1.70% and 1.83%, respectively.
|
NOTE H - 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 would become 100 percent vested in their employer contributions. Any unallocated assets of the Plan shall be allocated to participant accounts and distributed in such a manner as the Company may determine.
|
NOTE I - 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.
|
-11-
|
SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
|
NOTES TO FINANCIAL STATEMENTS |
NOTE J – RELATED PARTY TRANSACTIONS
|
The group annuity contract is managed by Great-West Life and Annuity Insurance Company. Great-West Life and Annuity Insurance Company is the third-party administrator for the Plan and, therefore, these transactions qualify as party-in-interest transactions. Additionally, a portion of the Plan's assets are investments in the Seneca Foods Corporation Employer Stock Fund. As the Company is the Plan sponsor, transactions involving the Seneca Foods Corporation Employer Stock Fund qualify as party-in-interest transactions. At December 31, 2014 and 2013, the Plan held 719,090 and 682,178 shares of the Seneca Foods Corporation Employer Stock Fund, respectively.
|
All of these party-in-interest transactions are exempt from the prohibited transaction rules of ERISA.
|
NOTE K – TRANSFERS
|
During the year ended December 31, 2013, the Company acquired the membership interests of Independent Foods, LLC ("Independent Foods"). Prior to the acquisition of Independent Foods, eligible employees of Independent Foods participated in the Underwood Fruit and Warehouse Retirement Savings Plan ("Underwood Plan"). As part of the acquisition, the Plan received asset transfers from the Underwood Plan totaling $2,926,937, representing the account balances of certain eligible transferring employees from Independent Foods.
|
NOTE L – 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.
|
-12-
|
SUPPLEMENTAL SCHEDULE
|
SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
|
|||||||||
EIN: 16-0733425 PLAN NUMBER: 003
|
|||||||||
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
|
|||||||||
DECEMBER 31, 2014
|
|||||||||
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
|
Small Cap Val Inst
|
$
|
6,896,926
|
||||||
American Funds
|
Growth Fund of America Class R4
|
6,890,406
|
|||||||
BlackRock
|
Small Cap Growth Equity
|
3,536,237
|
|||||||
Columbia
|
Small Cap Index Fund Z
|
1,509,424
|
|||||||
Dodge & Cox
|
Stock Fund
|
13,701,814
|
|||||||
International Fund
|
3,504,615
|
||||||||
Dreyfus
|
Mid Cap Index Fund
|
6,483,830
|
|||||||
International Stock Index Fund
|
5,190,102
|
||||||||
*
|
Great-West Life and
Annuity Insurance
|
Key Guaranteed Portfolio Fund
|
25,411,670
|
||||||
Invesco
|
International Growth Fund A
|
838,819
|
|||||||
Nuveen
|
Mid Cap Growth Opportunity I
|
2,841,509
|
|||||||
Equity Index Fund I
|
26,883,979
|
||||||||
Oakmark
|
Equity and Income Fund
|
21,719,386
|
|||||||
Pimco Funds
|
Real Return Fund
|
4,964,792
|
|||||||
Total Return Fund
|
2,398,047
|
||||||||
*
|
Seneca Foods
|
||||||||
Corporation
|
Employer Stock Fund
|
15,585,257
|
19,496,906
|
||||||
Vanguard
|
Total Bond Market Index
|
4,118,656
|
|||||||
Wells Fargo
|
Advantage Spec MD CP Val R6
|
1,664,774
|
|||||||
Participant Loans
|
Interest rates 4% - 9.75%
|
609,011
|
|||||||
* Indicates a party-in-interest
|