SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark one)
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ANNUAL REPORT PURSUANT TO SECTION 15
(d) OF THE SECURITIES |
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For the fiscal year ended December 31, 2005 |
OR
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TRANSITION REPORT PURSUANT TO SECTION 15
(d) OF THE SECURITIES |
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For the transition period from to |
Commission file number 333-116038
Symmetry Medical Inc. 401(k) Plan
(Full title of the plan and the address of the plan if different from that of the issuer named below)
Symmetry Medical Inc.
220 W. Market Street
Warsaw, Indiana 46580
(Name of issuer of the securities held pursuant to the plan and the address of its principal executive office)
Required Information
The Plan is subject to the Employee Retirement Income Security Act of 1974 (ERISA). Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the financial statements and schedule have been prepared in accordance with the financial reporting requirements of ERISA and are included in this Report.
Financial Statements and Exhibits
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Financial Statements: |
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Supplemental Schedule: |
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Schedule H, Line 4i Schedule of Assets (Held at End of Year) |
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Exhibit Index |
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Exhibit 23.1 Consent of Independent Registered Certified Public Accountant |
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Symmetry Medical Inc. 401(k) Plan
EIN 35-1996126 PN 001
Accountants Report and Financial Statements
December 31, 2005 and 2004
Symmetry Medical Inc. 401(k) Plan
December 31, 2005 and 2004
Contents
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Financial Statements |
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2 |
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3 |
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4 |
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Supplementary Information |
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Schedule H, Line 4iSchedule of Assets (Held at End of Year) |
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Report of Independent Registered Public Accounting Firm
Plan Administrator
Symmetry Medical Inc. 401(k) Plan
Warsaw, Indiana
We have audited the accompanying statements of net assets available for benefits of Symmetry Medical Inc. 401(k) Plan as of December 31, 2005 and 2004, and the related statement of changes in net assets available for benefits for the year ended December 31, 2005. These financial statements are the responsibility of the Plans 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. 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 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 Symmetry Medical Inc. 401(k) Plan as of December 31, 2005 and 2004, and the changes in its net assets available for benefits for the year ended December 31, 2005, in conformity with accounting principles generally accepted in the United States of America.
The accompanying supplemental schedule is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plans management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.
/s/ BKD, LLP
Fort Wayne, Indiana
May 19, 2006
Federal Employer Identification Number: 44-0160260
Symmetry Medical Inc. 401(k) Plan
Statements of Net Assets Available for Benefits
December 31, 2005 and 2004
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2005 |
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2004 |
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Assets |
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Investments |
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$ |
15,443,670 |
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$ |
13,062,316 |
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Contribution receivables |
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Participants |
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127,371 |
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107,281 |
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Symmetry Medical Inc. and subsidiaries |
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589,279 |
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481,600 |
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Total contribution receivables |
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716,650 |
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588,881 |
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Total assets |
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16,160,320 |
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13,651,197 |
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Liabilities |
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Accrued expenses |
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4,697 |
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3,960 |
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Excess contribution payable |
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8,936 |
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Total liabilities |
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13,633 |
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3,960 |
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Net Assets Available for Benefits |
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$ |
16,146,687 |
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$ |
13,647,237 |
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See Notes to Financial Statements
2
Symmetry Medical Inc. 401(k) Plan
Statement of Changes in Net Assets Available for
Benefits
Year Ended December 31, 2005
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2005 |
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Additions |
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Investment income |
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Net appreciation in fair value of investments |
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$ |
17,503 |
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Interest |
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146,027 |
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Dividends |
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686,828 |
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$ |
850,358 |
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Contributions |
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Symmetry Medical Inc. and subsidiaries |
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895,704 |
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Participants |
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1,304,072 |
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Rollovers from other plans |
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127,836 |
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2,327,612 |
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Total additions |
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3,177,970 |
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Deductions |
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Benefits paid directly to participants |
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659,892 |
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Administrative expenses |
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18,628 |
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Total deductions |
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678,520 |
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Net Increase |
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2,499,450 |
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Net Assets Available for Benefits, Beginning of Year |
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13,647,237 |
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Net Assets Available for Benefits, End of Year |
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$ |
16,146,687 |
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See Notes to Financial Statements
3
Symmetry Medical Inc. 401(k) Plan
December 31, 2005 and 2004
Note 1: Description of the Plan
The following description of the Symmetry Medical Inc. 401(k) Plan (Plan) provides only general information. Participants should refer to the Summary Plan Description for a more complete description of the Plans provisions which is available from the plan administrator.
The Plan is a defined contribution plan which provides retirement benefits for substantially all full-time employees of Symmetry Medical Inc. and certain subsidiaries (Company) who have at least three months of service and are age 21 or older and meet other eligibility requirements as defined by the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
Participants may defer and contribute an amount up to 25% of their annual compensation, as defined by the Plan, not to exceed certain dollar limitations that are set by law. Participants age 50 or older may elect to defer and contribute additional amounts to the Plan up to a maximum that is set by law. Participants may also make rollover contributions of amounts representing distributions from other qualified defined benefit or defined contribution plans. The Company may contribute a discretionary amount equal to a matching percentage of the participants deferred contribution for each payroll period. Each year, the Company may make discretionary profit sharing contributions in addition to the matching contribution. The Company may designate as a qualified nonelective contribution to all or any portion of its profit sharing contribution. Participants must complete a year of service, as defined by the Plan, and be employed on the last day of the Plan year to share in the discretionary matching and profit sharing contributions. These conditions do not apply in the year of a participants death, disability or retirement or after normal retirement age.
Additionally, the Plan allows participants to change the amount of their contribution (salary deferral) on a periodic basis and to direct the investment of their funds and contributions on a daily basis. Currently, a participant may select from several diversified mutual funds offering different investment objectives. In March 2005, the Plan was amended to allow the common stock of the Company as an investment alternative under the Plan. Participants may not make an election to allocate more than 20% of their deferrals (contributions) nor to reallocate more than 20% of their account balances to the Companys stock.
In 2005, the Company matched 50% of a participants before-tax contributions up to a maximum of $1,000. The Company may also, at its discretion, make additional profit sharing contributions to the Plan in an amount determined by the Companys Board of Directors. Discretionary contributions in 2005 were $582,170 (net of forfeitures of $7,109).
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Each participants account is credited with the participants contributions and allocations of the Companys contributions and Plan earnings. Allocations are based on participant earnings or account balances, as defined. Forfeited balances of terminated participants nonvested accounts are used to reduce future Company contributions. As of December 31, 2005 and 2004, forfeited, nonvested accounts totaled $7,109 and $10,477, respectively.
Participants may borrow approved amounts from their fund accounts no less than $1,000 and no greater than (a) 50% of his or her account balance, or (b) $50,000 reduced by the excess, if any, of a participants highest outstanding balance of loans during the 12-month period ending on the day before the new loan is made over a participants current balance of loans from the Plan and other qualified Plans on the day the new loan is made. The term of repayment of a loan other than a home loan must not be greater than five years. The term of repayment of a home loan must not be greater than 15 years. A loan is secured by the balance in the participants vested account and bears interest at a rate commensurate with local prevailing rates as determined by the plan administrator, which is the prime rate as determined by the Plans trustee or its affiliate plus 1% (5% to 10.5% at December 31, 2005). Principal and interest is paid ratably through payroll deductions. The maximum number of loans that a participant may have at any one time is two. Should the participant terminate as an employee of the Company, the balance of the outstanding loan (including any accrued interest) becomes due and the participants vested account may be used to pay the balance of the outstanding loans.
Participants are immediately vested in their contributions, including rollover contributions, and qualified nonelective contributions plus actual earnings thereon. Vesting in the Companys matching and profit sharing contribution portion of their accounts plus actual earnings thereon is based on years of continuous service as follows:
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Percentage |
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Vested and |
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Years of Service |
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Nonforfeitable |
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1 |
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25 |
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2 |
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50 |
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3 |
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75 |
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4 |
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100 |
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5
Upon termination of service or death, disability, or retirement, a participant with a vested account balance exceeding $5,000 will receive a lump-sum distribution equal to the vested value of his or her account or periodic (monthly, quarterly or annual) installments over a period of not more than the participants or participant and spouses assumed life expectancy. Separated participants with vested account balances not exceeding $1,000 that have not made an election within 60 days will receive lump-sum distributions as soon as administratively feasible. The Plan also provides for participant loans as described above and certain hardship withdrawals. Distributions of benefits are recorded as withdrawals from the Plan and reduction of net assets available for plan benefits in the period paid to the participant.
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.
Note 2: Summary of Significant Accounting Policies
Basis of Accounting
The financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States.
Investments
The Plans investments are stated at fair value. Shares of registered investment companies (mutual funds) are valued at quoted market prices, which represent the net asset value of the shares held by the Plan at year end. The participant loans are valued at their outstanding balances, which approximates fair value.
The investment in Symmetry Medical Inc. Common Stock has been unitized and is comprised of cash and Symmetry Medical Inc. Common Stock. The Plan holds a nominal amount of these units in cash in order to provide liquidity for timely distributions. At December 31, 2005, these units are comprised of 8,450 shares of Symmetry Medical Inc. Common Stock and cash of $1,264.
Purchases and sales of securities are accounted for 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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Administrative Expenses
Administrative, recordkeeping and trustee expenses for the Plan are charged to the Plan. All other administrative expenses are paid by the Company. Administrative expenses are recognized when incurred.
Use of Estimates
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 changes therein and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.
Risks and Uncertainties
The Plan provides for various investment options that 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 and the statement of changes in net assets available for benefits.
Plan Tax Status
The Plan operates under a standardized adoption agreement in connection with a prototype 401(k) profit-sharing plan and trust sponsored by Wells Fargo Bank, N.A. This prototype plan document has been filed with the appropriate agency and has obtained a determination letter from the Internal Revenue Service stating that the prototype constitutes a qualified plan under Section 401 of the Internal Revenue Code and that the related trust was tax exempt as of the financial statement date. The Plan has been amended since receiving the determination letter. However, the plan administrator believes that the Plan and related trust are currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code.
Payment of Benefits
Benefit payments to participants are recorded upon distribution.
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The Plans investments are held by a bank-administered trust fund. The Plans investments (including investments bought, sold and held during the year) appreciated (depreciated) in fair value during 2005 as follows:
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Net Appreciation |
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Fair Value at |
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Investments at Fair Value as Determined by Quoted Prices in an Active Market |
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Mutual funds |
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$ (9,176 |
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$ 13,633,273 |
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Symmetry Medical Inc. common stock units |
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(5,351 |
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163,883 |
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Collective investment funds |
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32,030 |
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698,933 |
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17,503 |
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14,496,089 |
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Investments at Cost Which Approximates Market |
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Participant loans |
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947,581 |
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$ 17,503 |
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$ 15,443,670 |
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The fair value of individual investments that represent 5% or more of the Plans net assets are as follows:
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December 31 |
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2005 |
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2004 |
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Gabelli Value Fund |
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$ |
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$ 720,722 |
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Janus Balanced Fund |
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1,354,045 |
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1,055,425 |
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Julius Baer International Equity |
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811,731 |
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Mosiac Mid Cap Fund |
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1,429,537 |
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Wells Fargo Advantage Total Return Bond Fund |
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1,015,872 |
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Wells Fargo Diversified Equity Fund |
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2,080,775 |
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2,006,011 |
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Wells Fargo Growth Equity Fund |
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1,616,243 |
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1,390,561 |
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Wells Fargo Income Fund |
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1,044,104 |
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Wells Fargo Index Fund |
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2,496,137 |
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2,304,436 |
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Wells Fargo Stable Income Fund |
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1,320,973 |
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1,093,111 |
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Note 4: Related Party Transactions
Certain Plan investments shares of mutual funds managed by Wells Fargo Bank, N.A.. Wells Fargo Bank, N.A. is the trustee of the Plan. Transactions in such investments are considered to be party-in-interest investments. Fees paid to Wells Fargo Bank and affiliates for administrative, recordkeeping and trustee services were $18,628 for the year ended December 31, 2005.
The Company provides certain accounting, recordkeeping and administrative services for which it receives no compensation.
Note 5: Subsequent Event
On January 1, 2006, the Plan merged in the net assets of the Jet Engineering 401(k) Plan of approximately $9,100,000.
Note 6: Reportable Transaction
During 2005, the Plan discovered that an individuals elected contributions had not been made to the Plan. This issue was discovered by plan management and immediately corrected under the Self Correction Procedures of the IRSs Employee Plans Compliance Resolution System. The individual received all missed contributions including all calculated investment returns.
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Supplementary Information
Symmetry Medical Inc. 401(k) Plan
EIN 35-1996126 PN 001
Schedule H, Line 4iSchedule of Assets (Held at End of Year)
December 31, 2005
Identity of Issuer |
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Description of Investment |
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Current |
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Mutual Funds |
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American Funds New Perspective Fund |
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13,141.2678 shares |
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$ |
374,000 |
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Janus Balanced Fund |
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60,233.3041 shares |
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1,354,045 |
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Janus Twenty Fund |
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15,051.4549 shares |
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736,317 |
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Julius Baer International Equity Fund |
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22,904.3815 shares |
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811,731 |
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Mosaic Mid Cap Fund |
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119,227.4702 shares |
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1,429,537 |
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Wells Fargo Advantage Total Return Bond Fund |
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83,610.8725 shares |
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1,015,872 |
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* |
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Wells Fargo Diversified Equity Fund |
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54,901.6997 shares |
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2,080,775 |
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Wells Fargo Growth Equity Fund |
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58,772.4738 shares |
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1,616,243 |
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Wells Fargo Index Fund |
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49,852.9444 shares |
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2,496,137 |
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Wells Fargo Large Cap Value Fund |
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2,091.0481 shares |
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17,899 |
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Wells Fargo Outlook 2020 Fund |
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8,645.7267 shares |
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121,473 |
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Wells Fargo Outlook 2030 Fund |
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12,839.2894 shares |
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189,251 |
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Wells Fargo Outlook 2040 Fund |
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4,226.5928 shares |
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69,020 |
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Wells Fargo Stable Income Fund |
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128,499.2622 shares |
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1,320,973 |
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13,633,273 |
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Common Stock |
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Symmetry Medical Inc. |
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15,467.4962 shares |
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163,883 |
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Collective Trust Fund |
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Wells Fargo Russell 2000 Index Fund |
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45,533.0979 shares |
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698,933 |
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Participant Loans |
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Various loans with interest rates varying from 5% to 10.5% due through October 30, 2020 |
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947,581 |
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$ |
15,443,670 |
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* Party-in-Interest
10
The Plan. 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 its behalf by the undersigned hereunto duly authorized.
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SYMMETRY MEDICAL 401(k) PLAN |
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Date: June 25, 2006 |
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By: |
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/s/ SCOTT AMSTUTZ |
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Scott Amstutz |
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Vice President |