<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the fiscal year ended December 31, 1999
----------------------------------------
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from _____________ to __________________
Commission file Number 0-10200
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A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
SEI Investments Capital Accumulation Plan
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
SEI Investments Company
1 Freedom Valley Drive
Oaks, Pennsylvania 19456
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SEI INVESTMENTS CAPITAL ACCUMULATION PLAN
-----------------------------------------
INDEX TO FINANCIAL STATEMENTS AND SCHEDULE
------------------------------------------
<TABLE>
<CAPTION>
Page
----
<S> <C>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Benefits -- December 31, 1999 and 1998 2
Statement of Changes in Net Assets Available for Benefits -- for the Year Ended December 31, 1999 3
NOTES TO FINANCIAL STATEMENTS 4-8
SUPPLEMENTAL SCHEDULE:
I. Item 27(a)--Schedule of Assets Held for Investment Purposes December 31, 1999 9
</TABLE>
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of
SEI Investments
Capital Accumulation Plan:
We have audited the accompanying statements of net assets available for benefits
of SEI Investments Capital Accumulation Plan (the "Plan") as of December 31,
1999 and 1998, and the related statement of changes in net assets available for
benefits for the year ended December 31, 1999. These financial statements and
the schedule referred to below are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial statements and
schedule based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the 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 the Plan as of
December 31, 1999 and 1998, and the changes in its net assets available for
benefits for the year ended December 31, 1999 in conformity with accounting
principles generally accepted in the United States.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule listed in the
accompanying index is presented for purposes 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 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 in relation to the basic financial statements
taken as a whole.
Arthur Andersen LLP
Philadelphia, Pa.,
June 5, 2000
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<PAGE>
SEI INVESTMENTS CAPITAL ACCUMULATION PLAN
-----------------------------------------
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
-----------------------------------------------
<TABLE>
<CAPTION>
December 31
--------------------------------------
1999 1998
---------------- ------------------
<S> <C> <C>
ASSETS:
Investments $105,002,888 $78,687,501
RECEIVABLES:
Employee and employer contributions -- 191,836
Interest -- 50,859
Participant loans 1,340,407 941,915
------------ -----------
Total receivables 1,340,407 1,184,610
------------ -----------
Total assets 106,343,295 79,872,111
------------ -----------
Net assets available for benefits $106,343,295 $79,872,111
============ ===========
</TABLE>
The accompanying notes are an integral part of this statement.
-2-
<PAGE>
SEI INVESTMENTS CAPITAL ACCUMULATION PLAN
-----------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
----------------------------------------------------------
<TABLE>
<CAPTION>
Year Ended
December 31,
1999
-----------
<S> <C>
ADDITIONS:
Additions to net assets attributed to-
Investment income--
Net appreciation in fair value of investments $ 19,013,848
Interest 58,410
Dividends 4,177,419
------------
23,249,677
------------
CONTRIBUTIONS:
Participants 6,251,120
Employer 1,773,864
------------
8,024,984
------------
Total additions 31,274,661
------------
DEDUCTIONS:
Deductions from net assets attributed to-
Benefits paid to participants 4,803,477
------------
4,803,477
------------
Net increase 26,471,184
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 79,872,111
------------
End of year $106,343,295
============
</TABLE>
The accompanying notes are an integral part of this statement.
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<PAGE>
SEI INVESTMENTS CAPITAL ACCUMULATION PLAN
-----------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
DECEMBER 31, 1999
-----------------
1. PLAN DESCRIPTION:
-----------------
The following description of the SEI Investments Capital Accumulation Plan (the
"Plan") provides only general information. The Plan, a contributory defined
contribution plan, was established effective January 1983 by the Board of
Directors of the Company. Participants should refer to the Plan document for a
more complete description of the Plan's provisions. The Plan's sponsor is SEI
Investments Company ("SEI" or the "Company").
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974, as amended ("ERISA"). The Plan provides retirement benefits,
including provisions for early retirement and disability benefits, as well as a
tax-deferred savings feature. An employee may enroll in the Plan on the first
day of the payroll period in the month following their date of employment. A
participant may make tax-deferred contributions to the Plan up to the lesser of
15% of compensation or $10,000 for the calendar year 1999, which are deposited
into a "deferral account."
All Company contributions are discretionary and will be made out of available
profits. The Company's matching contribution may not exceed 4% of the
participant's annual compensation or $3,840, whichever is lower, and will be
credited to the participant's matching contribution account. In addition, the
Company may make a contribution to all participants which will be allocated
among eligible participants in the same proportion that each participant's
compensation bears to the aggregate compensation of all participants. These
contributions will be credited to the participant's profit-sharing account.
Participants are eligible to receive Company contributions at the point when the
participant is eligible to contribute to the Plan. The Company's matching
contributions to the Plan were $1,773,864 and $1,468,836 for 1999 and 1998,
respectively. The Company made no other discretionary contributions during 1999
and 1998.
As of December 31, 1999, contributions may be invested in the following
investment options: a Stable Asset Fund, a Core Fixed Income Fund, a Large Cap
Value Fund, an International Equity Fund, a Small Cap Growth Fund, a Large Cap
Growth Fund, a Diversified Moderate Growth Fund, a Diversified Global Growth
Fund, a Diversified Global Stock Fund, a Diversified Conservative Fund, an
Emerging Markets Equity Fund and an SEI Investments Company Common Stock Fund.
All funds in the Plan are sponsored by the Company.
-4-
<PAGE>
A description of each investment option is provided below:
Stable Asset Fund--This fund is designed to maintain the value of the
money contributed to the Plan and earn interest. The fund invests mostly
in Guaranteed Investment Contracts purchased from insurance companies and
other financial institutions which are either highly rated (AAA or AA) or
guaranteed by the U.S. Government or its agencies. This fund's contract
value approximates fair value.
Core Fixed Income Fund--This fund invests in governmental and corporate
bonds and is structured to earn income without significant price
improvement.
Large Cap Value Fund--This fund is structured to invest in equity
securities of large companies. This fund invests in the stocks of
companies whose prices appear low relative to certain fundamental
characteristics such as earnings, book value, or return on equity. The
value of the fund will rise and fall based on these companies'
performance.
International Equity Fund--This fund purchases equity securities in
companies outside of the United States. A majority of these investments
are made in European and Asian companies that have a long-term potential
for growth.
Small Cap Growth Fund--This fund invests in equity securities of small
companies. The object of this fund is to allow the investment to grow as
the companies grow.
Large Cap Growth Fund--This fund invests in equity securities of large
companies. The object of this fund is to allow the investment to grow as
the companies grow.
Diversified Moderate Growth Fund--This fund seeks to provide long-term
capital appreciation with a limited level of current income through
investments in equity and fixed-income funds, including non-U.S. Equity
funds.
Diversified Global Growth Fund--This fund invests primarily in other
equity funds. The object of this fund is to provide long-term capital
appreciation through participation in both U.S. and international equity
markets.
Diversified Global Stock Fund--This fund's object is to provide long-term
capital appreciation through participation in the global equity markets.
The fund achieves this goal primarily through investment in both U.S. and
non-U.S. equities.
Diversified Conservative Fund--This fund invests primarily in money market
and fixed income funds to provide current income with the opportunity for
capital appreciation.
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<PAGE>
Emerging Markets Equity Fund--This fund seeks to provide capital
appreciation by investing primarily in a diversified portfolio of equity
securities of emerging market issuers.
SEI Investments Company Common Stock Fund--This fund seeks long-term
growth by investing in shares of the Company's Common Stock.
Participants are immediately vested in their voluntary contributions to the Plan
and all employer contributions credited to their accounts at the time of
contribution plus any earnings thereon.
Amounts in participants' accounts will be distributed in the form of an annuity,
lump sum amount, or a combination thereof to participants or their beneficiaries
upon termination of employment, retirement, death, or total disability.
Employee contributions in a participant's deferral account may be withdrawn
during employment after the employee reaches age 59 1/2 or upon showing
immediate and substantial financial hardship.
Under the tax-deferral feature, after two years of participation in the Plan, a
participant is eligible for a loan amount not to exceed the lesser of $50,000 or
50% of his salary deferred account balance; the minimum loan amount is $1,000.
The loans are made at a rate equivalent to those being charged on similar
commercial loans with terms from one year to five years, except for loans for
the purchase of a primary residence, which can have terms of up to 10 years.
Participants may only borrow against their accounts if they have been making
tax-deferred contributions for at least 24 months. Participants may no longer
make post-tax contributions into the Plan, however, they may withdrawal
previously contributed post-tax amounts at any time.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
-------------------------------------------
Basis of Accounting
-------------------
The accompanying financial statements are prepared using the accrual basis of
accounting.
Income Taxes
------------
The Plan is qualified pursuant to Section 401(a) of the Internal Revenue Code
(the "Code") and accordingly the trust is exempt from income taxation under the
provisions of Section 501(a) of the Code. The Plan has a favorable
determination letter from the IRS. This signifies that the Plan meets the Code
requirements for design. Management believes the Plan is designed and operating
in compliance with the Code and accordingly, there is no provision for income
taxes in the accompanying financial statements.
-6-
<PAGE>
Valuation of Investments
------------------------
The Plan's investments are stated at market value in the accompanying financial
statements.
Management's Use of Estimates
-----------------------------
The preparation of financial statements in conformity with generally accepted
accounting principles requires the Plan's management to make estimates and
assumptions that affect the reported amounts of the net assets available for
benefits and disclosures of contingent assets and liabilities at the date of the
financial statements and the reported amounts of changes in net assets available
for benefits during the reporting period. Actual results could differ from those
estimates.
3. INVESTMENTS:
------------
In December 1997, the Company filed a registration statement on Form S-8 with
the Securities and Exchange Commission to register 1,000,000 shares of the
Company's Common stock to be offered or sold as an investment option of the
Plan. Additionally, during 1997, the Plan opened the Emerging Markets Equity
Fund to participant investment.
The fair market values of individual assets that represent 5% or more of the
Plan's net assets available for benefits as of December 31, 1999 and 1998 are as
follows:
1999:
-----
Stable Asset Fund $ 6,177,203
Large Cap Value Fund 16,972,035
International Equity Fund 5,497,389
Small Cap Growth Fund 19,738,299
Large Cap Growth Fund 29,732,395
Diversified Global Stock Fund 5,855,416
SEI Investments Company Common Stock Fund 12,325,822
1998:
-----
Stable Asset Fund $ 6,413,190
Core Fixed Income Fund 3,990,661
Large Cap Value Fund 16,346,608
International Equity Fund 3,755,479
Small Cap Growth Fund 11,519,567
Large Cap Growth Fund 22,076,065
Diversified Global Stock Fund 4,918,137
SEI Investments Company Common Stock Fund 5,802,238
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<PAGE>
During 1999, the Plan's investments, including gains and losses on investments
bought and sold, as well as held during the year, appreciated in value by
$19,013,848 as follows:
Mutual funds $16,560,898
Common stock 2,452,950
-----------
$19,013,848
-----------
4. PLAN EXPENSES:
--------------
All normal administrative costs of the Plan are paid by the Company.
5. PLAN TERMINATION:
-----------------
Although it has no expressed intention 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 whole or partial termination of the Plan, or complete
discontinuance of employer contributions, each participant shall receive a total
distribution of their account.
6. DISTRIBUTIONS TO PARTICIPANTS:
------------------------------
Distributions to terminated participants are generally made in the year
following termination. Distributions payable to participants at December 31,
1999 and 1998 amounted to $90,835 and $257,586, respectively.
7. RECONCILIATION TO FORM 5500:
----------------------------
Distributions payable to participants are recorded as a liability in the Plan's
Form 5500 and not recorded as a liability in the accompanying statements of net
assets available for benefits in accordance with generally accepted accounting
principles.
The following table reconciles net assets available for benefits per the
financial statements to the Form 5500 as filed by the Company.
<TABLE>
<CAPTION>
Net Assets Available
for Benefits
1999 1999 December 31
Accrued Benefits ----------------------------------
Distributions Paid 1999 1998
---------------- ---------------- ----------------- ----------------
<S> <C> <C> <C> <C>
Per financial statements $ -- $4,803,477 $106,343,295 $79,872,111
Accrued distributions 90,835 90,835 (90,835) (257,586)
Reversal of 1998 accrual (257,586) --
for distributions ------- ---------- ------------ -----------
Per Form 5500 $90,835 $4,636,726 $106,252,460 $79,614,525
======= ========== ============ ===========
</TABLE>
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<PAGE>
SCHEDULE I
EIN #23-1707341
PIN #002
SEI INVESTMENTS CAPITAL ACCUMULATION PLAN
-----------------------------------------
ITEM 27(a)--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
-----------------------------------------------------------
DECEMBER 31, 1999
-----------------
<TABLE>
<CAPTION>
Number of Current
Shares Description Value
--------------- --------------------------------------------------- ----------------
<C> <S> <C>
6,177,203 SEI* Stable Asset Fund $ 6,177,203
353,882 SEI* Institutional Managed
Trust--Core Fixed Income Fund 3,495,763
900,851 SEI* Institutional Managed
Trust--Large Cap Value Fund 16,972,035
384,164 SEI* Institutional International
Trust--International Equity Fund 5,497,389
691,359 SEI* Institutional Managed
Trust--Small Cap Growth Fund 19,738,299
850,956 SEI* Institutional Managed
Trust--Large Cap Growth Fund 29,732,395
24,767 SEI* Asset Allocation Trust--Diversified Moderate
Growth Fund 327,171
224,087 SEI* Asset Allocation Trust--Diversified Global
Growth Fund 3,341,143
379,729 SEI* Asset Allocation Trust--Diversified Global
Stock Fund 5,855,416
54,608 SEI* Asset Allocation Trust--Diversified
Conservative Fund 626,352
76,286 SEI* Institutional International Trust--Emerging
Markets Equity Fund 913,900
360,172 SEI* Investments Company Common Stock Fund 12,325,822
N/A Participant Loans (Interest rates range
from 7.9% - 11.5%) 1,340,407
------------
Total $106,343,295
============
</TABLE>
* Represents a party-in-interest.
-9-
