a11k1209.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

Form 11-K

ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the Year Ended December 31, 2009

Commission File Number: 0-01989

Seneca Foods Corporation Employees' Savings Plan
(Full title of the Plan)


Seneca Foods Corporation
(Name of issuer of the securities held pursuant to the Plan)


3736 South Main Street, Marion, New York 14505
(Address of principal executive office)




REQUIRED INFORMATION


1. Plan financial statements and schedules examined by an independent
accountant prepared in accordance with financial reporting requirements
of ERISA.

See accompanying index on page 3.

2. Signature
 

 
 

 












 
 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN




REPORT ON AUDITS OF FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULE



 
FOR THE YEARS ENDED
DECEMBER 31, 2009 AND 2008












Bobbitt, Pittenger & Company, P.A.

 
 

 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN

CONTENTS


                           PAGE

FINANCIAL STATEMENTS            
 
     REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  1
   
     STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS   2
   
     STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS  3
   
NOTES TO FINANCIAL STATEMENTS  4
   
 SUPPLEMENTAL SCHEDULE  
   
     SCHEDULE OF ASSETS HELD AT END OF YEAR    12   

 
 
 

 


Bobbitt, Pittenger & Company, P.A.
Certified Public Accountants


June 23, 2010

Seneca Foods Corporation
Employees’ Savings Plan
Marion, New York

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We have audited the accompanying statements of net assets available for benefits of Seneca Foods Corporation Employees' Savings Plan (“the Plan”) as of December 31, 2009 and 2008, and the related statements of changes in net assets available for benefits for the years then ended.  Seneca Foods Corporation Employees' Savings Plan’s management is responsible for these financial statements.  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.  The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit 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, as well as evaluating 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 as of December 31, 2009 and 2008, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental schedule listed in the foregoing Table of Contents 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 Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.  The supplemental schedule is the responsibility of the Plan’s management.  The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.
 
/s/Bobbitt, Pittenger & Company, P.A.
Certified Public Accountants
 
1605 Main Street, Suite 1010 Sarasota, FL 34236     Telephone: 941-366-4450     FAX #  941-954-7508

 
 

1
 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
 
             
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
 
             
             
             
   
December 31,
 
   
2009
   
2008
 
             
             
ASSETS
           
             
INVESTMENTS:
           
At fair value:
           
U.S. Bank Stable Asset Fund
  $ 17,613,014     $ 13,035,395  
First American Equity Index Fund Y
    16,390,188       7,428,002  
Oakmark Equity and Income Fund
    14,067,550          
Seneca Foods Corporation Employer Stock Fund
    13,846,622       11,379,669  
Dodge & Cox Stock Fund
    6,034,960       1,881,622  
Dreyfus International Stock Index
    5,694,945       3,679,586  
Keeley Small Cap Value A
    4,933,897          
PIMCO Real Return Fund
    4,849,462       2,843,308  
American Growth Fund R4
    4,264,376       2,882,648  
Dreyfus Mid-Cap Index Fund
    2,629,604       1,814,167  
Black Rock Small Cap Growth Equity
    2,051,456          
PIMCO Total Return Instl
    1,675,773          
First American Mid Cap Growth Opp Y
    1,405,928       824,857  
RiverSource Mid Cap Value R4
    803,927          
Thornburg International Value F
    247,523          
AIM International Growth Fund C
    157,392          
American Beacon Balanced Fund
            11,415,567  
Federated Capital Appreciation Fund A
            4,394,969  
Wells Fargo Advantage Small Cap Val Z
            2,812,016  
First American Small Cap Select Fund Class Y
            550,602  
First American Mid Cap Value Fund Y
            454,719  
                 
Total investments
    96,666,617       65,397,127  
                 
LOANS RECEIVABLE
    545,032       375,050  
                 
PARTICIPANT CONTRIBUTIONS RECEIVABLE
    87,762          
                 
EMPLOYER CONTRIBUTIONS RECEIVABLE
    1,724,275       1,594,361  
                 
NET ASSETS AVAILABLE FOR BENEFITS
  $ 99,023,686     $ 67,366,538  

See notes to the financial statements.
2
 
 

 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
           
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31,
       
       
   
2009
2008
 
       
ADDITIONS:
     
       
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
     
Net appreciation (depreciation) in fair value of investment
  $ 12,506,986     $ (21,361,794 )
Interest and dividend income
    832,788       1,398,268  
Contributions:
               
Participant
    6,649,973       6,592,605  
Employer
    1,725,924       1,598,622  
Transfers from other plans
    13,229,747          
                 
Total additions
    34,945,418       (11,772,299 )
                 
DEDUCTIONS:
               
Deductions from net assets attributed to:
               
Benefits paid to participants
    3,249,424       3,689,110  
Other expenses
    38,846       28,832  
                 
Total deductions
    3,288,270       3,717,942  
                 
NET INCREASE (DECREASE)
    31,657,148       (15,490,241 )
                 
NET ASSETS AVAILABLE FOR BENEFITS,
               
BEGINNING OF YEAR
    67,366,538       82,856,779  
                 
NET ASSETS AVAILABLE FOR BENEFITS,
               
END OF YEAR
  $ 99,023,686     $ 67,366,538  
                 

See notes to the financial statements.
3
 
 

 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2009 AND 2008

NOTE A - DESCRIPTION OF PLAN

The following description of Seneca Foods Corporation Employees' Savings Plan ("the Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions.

General

The Plan is a defined contribution plan intended to qualify as a cash or deferred arrangement under Section 401(k) of the Internal Revenue Code. Substantially all employees of Seneca Foods Corporation ("the Company") are eligible to participate after completion of twelve months employment and attainment of age eighteen. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA").

Contributions

Each year, participants may contribute up to 60 percent of pretax annual compensation, as defined by the Plan. Participants who have attained age 50 before the end of the Plan year are eligible to make catch-up contributions. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. Participants direct the investment of their contributions into various investment options offered by the Plan. The Company may contribute additional amounts at the discretion of the Company's Board of Directors. The Company contribution is invested directly in the Seneca Foods Corporation Employer Stock Fund and is allocated to participants based on the participants’ pro rata share of total participating payroll.

Participant Accounts

Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s contributions and (b) Plan earnings, and charged with an allocation of administrative expenses.  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.

Vesting

Participants are vested immediately in their contributions plus actual earnings thereon. Vesting in the Company’s contribution portion of their accounts is based on years of continuous service. A participant is 100 percent vested after three years of credited service.

Participant Loans

Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50 percent of their account balance, whichever is less.  The loans are secured by the balance in the participant’s account and bear interest at rates that range from 4% to 9.5%, which are commensurate with local prevailing rates as determined by the Plan. 


 
 

4
 
SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS


NOTE A - DESCRIPTION OF PLAN (CONTINUED)

Participant Loans (Continued)

Principal and interest is paid ratably through monthly payroll deductions. The term of the loan should not exceed five years except in the case of a loan used to acquire a dwelling unit that is to be the principal residence of the participant.

Payment of Benefits

On termination of service due to death, disability or retirement, a participant may elect to receive an amount equal to the value of the participant’s vested interest in his or her account in a current lump sum if the balance is less than $5,000 or a deferred lump sum if the balance is greater than $5,000. For termination of service due to other reasons, a participant may receive the value of the vested interest in his or her account as a lump sum distribution, however, if the value exceeds $1,000, no distribution shall be made before the participant’s 65th birthday without written consent.

Forfeited Accounts

At December 31, 2009 and 2008 forfeited non-vested accounts totaled approximately $20,000 and $7,000, respectively.  These accounts will be used to reduce future employer contributions. Also, in 2009, employer contributions were reduced by $6,960 from forfeited nonvested accounts.

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting

The accompanying financial statements have been prepared on the accrual basis of accounting.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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. Actual results could differ from those estimates.

Investment Valuation and Income Recognition

Investments are reported at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. See Note F for discussion of fair value measurements.

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. Net (depreciation) appreciation includes the Plan’s gains and losses on investments bought and sold as well as held during the year.

 
 

5
 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS


NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Payment of Benefits

Benefits are recorded when paid.

Operating Expenses

All expenses of maintaining the Plan are paid by the Company.

NOTE C - TAX STATUS

The Plan obtained its latest determination letter on April 30, 1999, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan’s tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code.

NOTE D - INVESTMENTS

The following presents investments that represent 5 percent or more of the Plan’s net assets at December 31:

   
2009
   
2008
 
             
U.S. Bank Stable Asset Fund
  $ 17,613,014     $ 13,035,395  
First American Equity Index Fund Y
    16,390,188       7,428,002  
Oakmark Equity and Income Fund
    14,067,550          
Seneca Foods Corporation Employer Stock Fund
    13,846,622       11,379,669  *
Dodge & Cox Stock Fund
    6,034,960          
Dreyfus International Stock Index
    5,694,945       3,679,586  
American Beacon Balanced Fund
            11,415,567  
Federated Capital Appreciation Fund A
            4,394,969  
                 
* Nonparticipant-directed

During 2009 and 2008, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in value by $12,506,986 and $(21,361,794), respectively. The appreciation (depreciation) in each fund category is as follows:
 
   
2009
   
2008
 
             
Mutual funds
  $ 12,253,833     $ (21,855,381 )
Collective investment funds
    253,153       493,587  
                 
    $ 12,506,986     $ (21,361,794 )
 
 
 

6
 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS


NOTE E - NONPARTICIPANT-DIRECTED INVESTMENTS

Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments is as follows at December 31:

2009                             2008
Net assets:
Seneca Foods Corporation Employer Stock Fund         $13,846,622     $11,379,669

Changes in net assets:
Contributions                                                                                              $  1,808,136            $  1,692,123
Net appreciation (depreciation) in fair value                                                      1,700,434               (1,033,485)
Withdrawals by participants                                                                               (1,041,617)                 (878,009)
$  2,466,953             $   (219,371)

NOTE F – FAIR VALUE MEASUREMENTS

The Plan’s investments are reported at fair value in the accompanying statement of net assets available for benefits. The methods used to measure fair value may produce an amount that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

 
         
Quoted Prices
             
         
in Active
   
Significant
       
         
Markets For
   
Other
   
Significant
 
         
Identical
   
Observable
   
Unobservable
 
         
Assets
   
Inputs
   
Inputs
 
   
Fair Value
   
(Level 1)
   
(Level 2)
   
(Level 3)
 
                         
December 31, 2009
                       
                         
Mutual funds
  $ 65,206,981     $ 65,206,981     $       $    
Collective investment funds
    17,613,014               17,613,014          
Seneca Foods Corporation
                               
Employer Stock Fund
    13,846,622               13,846,622          
Participant loans
    545,032                       545,032  
    $ 97,211,649     $ 65,206,981     $ 31,459,636     $ 545,032  
 
 
 

7
 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS


NOTE F – FAIR VALUE MEASUREMENTS (CONTINUED)

         
Quoted Prices
             
         
in Active
   
Significant
       
         
Markets For
   
Other
   
Significant
 
         
Identical
   
Observable
   
Unobservable
 
         
Assets
   
Inputs
   
Inputs
 
   
Fair Value
   
(Level 1)
   
(Level 2)
   
(Level 3)
 
                         
December 31, 2008
                       
                         
Mutual funds
  $ 40,982,063     $ 40,982,063     $       $    
Collective investment funds
    13,035,395               13,035,395          
Seneca Foods Corporation
                               
Employer Stock Fund
    11,379,669               11,379,669          
Participant loans
    375,050                       375,050  
    $ 65,772,177     $ 40,982,063     $ 24,415,064     $ 375,050  
 
The fair value measurement accounting literature establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels: Level 1 inputs consist of unadjusted quoted prices in active markets for identical assets and have highest priority, Level 2 inputs consist of observable inputs other than quoted prices for identical assets, and Level 3 inputs have the lowest priority. The Plan uses appropriate valuation techniques based on the available inputs to measure the fair value of its investments. When available, the Plan measures fair value using Level 1 inputs because they generally provide the most reliable evidence of fair value. Level 3 inputs were only used when Level 1 or Level 2 inputs were not available.

Level 1 Fair Value Measurements

The fair value of mutual funds is based on quoted net asset values of the shares held by the Plan at year-end.

Level 2 Fair Value Measurements

The fair value of collective investment funds and the Seneca Foods Corporation Employer Stock Fund for which quoted market prices are not available are valued at the underlying asset value of the funds at year-end.

Level 3 Measurements

The fair value of participant loans approximates the amortized cost of the loans because the loans are secured by each respective participant’s account balance. The following table provides further details of the Level 3 fair value measurements.

 
 

8
 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS


NOTE F – FAIR VALUE MEASUREMENTS (CONTINUED)
 


Fair value measurements using significant unobservable inputs (Level 3)

   
Participant
 
   
loans
 
       
December 31, 2009
     
       
       
Balance, beginning of year
  $ 375,050  
         
Purchases, sales, issuances,
       
and settlements (net)
    169,982  
         
Balance, end of year
  $ 545,032  
         
December 31, 2008
       
         
Balance, beginning of year
  $ 328,347  
         
Purchases, sales, issuances,
       
and settlements (net)
    46,703  
         
Balance, end of year
  $ 375,050  
 
Gains and losses (realized and unrealized) included in changes in net assets available for benefits for the years ended December 31, 2009 and 2008 are reported in net appreciation in fair value of investments.

NOTE G - 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 will become 100 percent vested in their accounts. Any unallocated assets of the Plan shall be allocated to participant accounts and distributed in such a manner as the company may determine.

NOTE H - 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.

 
 

9
 

SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS


NOTE I – 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.

NOTE J – TRANSFERS FROM OTHER PLANS

Effective January 1, 2010, the Seneca Foods, LLC Retirement Savings Plan merged with the Seneca Foods Corporation Employees’ Savings Plan. Net assets totaling $13,229,747 were transferred from the Seneca Foods, LLC Retirement Savings Plan to the Plan effective December 31, 2009.
 
 
NOTE K – SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date of the independent auditors’ report, which is the date the financial statements were available to be issued.

Effective January 1, 2010, the Seneca Foods, LLC Retirement Savings Plan merged with the Seneca Foods Corporation Employees’ Savings Plan. The assets of the Seneca Foods, LLC Retirement Savings Plan totaling $13,229,747 are included in the net assets available for benefits of the Plan as of December 31, 2009 (see Note J).
 
 
 
 

10
 




SUPPLEMENTAL SCHEDULE



 
 

11
 



SENECA FOODS CORPORATION EMPLOYEES' SAVINGS PLAN
SCHEDULE OF ASSETS HELD AT END OF YEAR
DECEMBER 31, 2009


   
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)
 
             
 
AIM International
International Growth Fund C
    $ 157,392  
               
 
American Funds
Growth Fund of America Class R4
      4,264,376  
               
 
BlackRock
Small Cap Growth Equity
      2,051,456  
               
 
Dodge & Cox
Stock Fund
      6,034,960  
               
 
Dreyfus
Mid Cap Index Fund
      2,629,604  
               
   
International Stock Index Fund
      5,694,945  
               
   
Equity Index Fund Y
      16,390,188  
               
   
Mid Cap Growth Y
      1,405,928  
               
 
Keeley
Small Cap Value A
      4,933,897  
               
 
Oakmark
Equity and Income Fund
      14,067,550  
               
 
Pimco Funds
Real Return Fund
      4,849,462  
               
   
Total Return Fund
      1,675,773  
               
 
RiverSource
Mid Cap Value R4
      803,927  
               
 
U.S. Bank
Stable Asset Fund
      17,613,014  
               
*
Seneca Foods
           
 
   Corporation
      Employer Stock Fund
      13,846,622  
               
 
Thornburg
International Value F
      247,523  
               
 
Participant Loans
Interest rates 4% - 9.5%
      545,032  

* Indicates a party-in-interest
 
12
 
 

 
SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.





Seneca Foods Corporation
Employees' Savings Plan
(Name of Plan)
 

/s/Kraig H. Kayser
-----------------------
Kraig H. Kayser       June 23, 2010
Sponsor of Seneca Foods
Corporation Employees'
Savings Plan

 
 

13