<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999
COMMISSION FILE NUMBER 0-11688
A. American Ecology Corporation Retirement Plan and Trust
B. American Ecology Corporation
805 W. Idaho Street Suite 200
Boise, Idaho 83702
SIGNATURES
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.
American Ecology Corporation
Retirement Plan
Date:
------------------------ -----------------------------
Robert S. Thorn
As Trustee for the Plan
<PAGE> 2
FINANCIAL STATEMENTS
----------
AMERICAN ECOLOGY CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
AND TRUST
----------
DECEMBER 31, 1999 AND 1998
<PAGE> 3
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
INDEPENDENT AUDITORS' REPORT ........................................................... 1
FINANCIAL STATEMENTS
Statements of Net Assets Available for Benefits..................................... 2
Statement of Changes in Net Assets Available
for Benefits...................................................................... 3
Notes to Financial Statements....................................................... 4
SUPPLEMENTAL INFORMATION
Schedule of Assets Held for Investment Purposes..................................... 12
</TABLE>
<PAGE> 4
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee
American Ecology Corporation 401(k) Savings and Retirement Plan and Trust
We have audited the accompanying statements of net assets available for benefits
of American Ecology Corporation 401(k) Savings and Retirement Plan and Trust 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 are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. 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 American Ecology
Corporation 401(k) Savings Plan as of December 31, 1999 and 1998 and the changes
in net assets available for benefits for the year ended December 31, 1999 in
conformity with generally accepted accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedules of assets held for
investment purposes is presented for purposes of additional analysis and are not
a required part of the basic financial statements but are 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 schedules have been subjected to the auditing procedures
applied in our audit 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.
BALUKOFF, LINDSTROM & CO., P.A.
June 1, 2000
1
<PAGE> 5
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1999 and 1998
<TABLE>
<CAPTION>
1999 1998
----------- -----------
<S> <C> <C>
ASSETS
Investments, at fair value $10,732,643 $ 9,620,507
Participant loans 409,186 387,331
----------- -----------
TOTAL ASSETS 11,141,829 10,007,838
LIABILITIES -- --
----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $11,141,829 $10,007,838
=========== ===========
</TABLE>
2
<PAGE> 6
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1999
<TABLE>
<S> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO
Investment income
Net appreciation in fair value of investments $ 1,934,623
Interest 38,576
Dividends 36,449
-----------
2,009,648
Contributions
Employer 176,230
Employee 489,387
-----------
665,617
TOTAL ADDITIONS 2,675,265
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO
Withdrawals and benefit payments 1,541,274
-----------
NET INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 1,133,991
NET ASSETS AVAILABLE FOR BENEFITS BEGINNING OF YEAR 10,007,838
-----------
NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $11,141,829
===========
</TABLE>
3
<PAGE> 7
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
NOTE A - DESCRIPTION OF THE PLAN
General
American Ecology Corporation 401(k) Savings and Retirement Plan and Trust ("the
Plan"), was adopted effective January 1, 1987, as a defined contribution plan.
The Plan covers all employees of American Ecology Corporation and its
subsidiaries ("the Company"), hired in a job category which will result in 1,000
hours of service during any consecutive 12-month period and who have attained
the age of 21. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 ("ERISA"). Participants should refer to the Plan
agreement for a more complete description of the Plan. An administrative
committee, appointed by the board of directors of the Company, is responsible
for the general administration of the Plan. The administrative committee is
given all powers necessary to enable it to carry out its duties including, but
not limited to, the power to interpret the Plan, decide on all questions of
eligibility and the status and rights of participants and direct disbursements
of benefits in accordance with the provisions of the Plan.
Effective November 20, 1996, the administrative committee appointed Pinnacle
Pension Service as plan administrator, Manulife Financial as recordkeeper of the
plan, and Fleet Investment Advisors as the trustee of the Plan. As plan trustee,
Fleet Investment Advisors has the authority to control the assets of the Plan in
accordance with the terms of the Plan.
Employee Contributions
Participants may defer up to 15 percent of their compensation as defined by the
Plan, up to the maximum deferrable amount allowed by the Internal Revenue
Service. Participants may elect to deposit their contributions in any of the
investment options available.
Employer Contributions
The Company contributes a discretionary matching contribution, which is
determined by the Employer. For 1999 and 1998 the Company established the
discretionary matching contribution for all participants equal to 55 percent of
the amount of compensation deferred by each participant for the calendar quarter
not exceeding 6 percent of compensation. A discretionary profit sharing
contribution, which is determined by the Company from time to time and is
determined separately for union and non-union participants. Through February
1998, the Company contributed 5 percent of the employees' compensation that is
not excess compensation plus 10 percent of the employees' excess compensation
for union employees. These are non-elective contributions. The Company's
matching contributions are subject to the vesting schedule detailed below.
4
<PAGE> 8
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
Vesting
The vesting schedule is as follows on Company matching contributions and actual
earnings thereon:
Union Employees (non-elective contributions):
<TABLE>
<CAPTION>
Percentage of
Service Vested Interest
------- ---------------
<S> <C>
1 year 20%
2 years 40%
3 years 60%
4 years 80%
5 years or more 100%
</TABLE>
Non-Union (non-elective and matching) and Union Employees (matching
contributions):
<TABLE>
<CAPTION>
Percentage of
Service Vested Interest
------- ---------------
<S> <C>
1 year 20%
2 years 60%
3 years or more 100%
</TABLE>
The Plan provides for participants to be 100% vested upon death, permanent
disability or the attainment of age 65.
Participant Accounts
Each participant's account is credited with the participant's elective deferral,
the Company's discretionary contribution, and the Company's matching
contribution. Dividend and interest income, net of administrative expenses with
respect to each category of investments, is allocated quarterly to participants'
accounts based upon their pro-rata share of equity in each investment fund
before allocation. Forfeitures of terminated participant's nonvested benefits
are applied to pay administrative expenses and reduce the Company's
contributions to the Plan.
Effective November 20, 1996, the Plan was amended to allow the Company to
withdraw any excess forfeitures. As of December 31, 1999 and 1998 the Plan had
unused forfeitures of $32,397 and $--, respectively. The Plan determined
$32,397 of forfeitures was available to be returned to the Company during 1999.
5
<PAGE> 9
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
Payment of Withdrawals and Benefits
Upon normal retirement or death, vested benefits due to participants and their
beneficiaries may be paid in the form of either a lump-sum distribution or fixed
period annuities.
Terminated employees who have a vested balance greater than $3,500 and current
employees who have discontinued contributions to the Plan are not required to
withdraw amounts from their Plan accounts.
The Plan has provisions for hardship withdrawals from the participant's deferral
account. Matching contributions and allocated earnings are not available for
hardship withdrawals.
Expenses
Expenses of administering the Plan are the responsibility of the Plan.
Termination
Although the Company expects to continue the Plan indefinitely, the Company may
terminate the Plan in whole or in part at any time upon giving written notice
to all parties concerned. If the Plan is terminated, the account of each
participant will be 100% vested and nonforfeitable as of the effective date of
the Plan termination.
Participant Notes Receivable
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% of their account balance. Loan
transactions are treated as a transfer from the investment to the Participant
Notes fund. Payments on loans are treated as a transfer from the Participants
Notes fund to the investment fund. Loan terms range from 1-5 years or up to 15
years for the purchase of a primary residence. The loans are secured by the
balance in the participant's account and bear interest at a rate commensurate
with local prevailing rates as determined by the Plan administrator. Interest
rates range from 9.25% to 9.50%. Principal and interest is paid ratably through
monthly payroll deductions.
Plan Amendments
As of February 1, 1997 the plan was amended to require an employer contribution
equal to five percent of the compensation not in excess of the excess
compensation of each union participant who is eligible under the Plan, plus ten
percent of such compensation in excess of such union participant's excess
compensation. Excess compensation is defined as compensation exceeding the
social security taxable wage base in effect at the beginning of the Plan year.
6
<PAGE> 10
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1999 and 1998
During 1998 the Plan was amended for employer contributions for union employees
to match the amount required by the union contract
Reclassifications
Certain reclassifications have been made to the 1998 financial statement
presentation to correspond to the current year's format.
NOTE B - SUMMARY OF ACCOUNTING POLICIES
Investment Valuation and Income Recognition
Investments in guaranteed interest accounts are carried at contract value, which
approximates principal amounts contributed to the accounts, plus accrued
interest, less distributions from the contract. Investments in all other
investment options are carried at their fair value measured and quoted market
prices in active markets or by the contracted price. Investment income is
recorded as earned.
Purchases and sales of securities are recorded on a trade-date basis. Dividends
are recorded on the ex-dividend date.
Payment of Benefits
Benefits are recorded when paid.
Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires the plan administrator to make estimates and
assumptions that affect certain reported amounts and disclosures. Accordingly,
actual results may differ from those estimates.
7
<PAGE> 11
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1999 and 1998
NOTE C - GUARANTEED INTEREST ACCOUNTS
The guaranteed interest accounts held by the Plan are as follows:
<TABLE>
<CAPTION>
December 31,
-----------------
1999 1998
------ -------
<S> <C> <C>
Guaranteed interest account with interest at rate in effect of date of
contribution (rate of 4.55% as of December 31, 1998)
maturing on December 31, 1998 $ -- $44,974
Guaranteed interest account with interest at rate in effect of date of
contribution (rate of 6.65% as of December 31, 1999 and 4.55%
as of December 31, 1998)
maturing on December 31, 1999 6,880 6,581
Guaranteed interest account with interest at rate in effect of date of
contribution (rate of 6.65% to 6.75% as of December 31, 1999 and 4.55%
as of December 31, 1998)
maturing on December 31, 2000 27,355 26,075
Guaranteed interest account with interest at rate in effect of date of
contribution (rate of 6.65% to 6.75% as of December 31, 1999 and 4.55%
as of December 31, 1998)
maturing on December 31, 2001 55,926 2,830
Guaranteed interest account with interest at rate in effect of date of
contribution (rate of 6.75% as of December 31, 1999 and 4.55%
as of December 31, 1998)
maturing on December 31, 2002 824 868
Guaranteed interest account with interest at rate in effect at date of
contribution (rate of 6.75% at December 31, 1999)
maturing on December 31, 2003 1,358 --
</TABLE>
8
<PAGE> 12
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1999 and 1998
<TABLE>
<S> <C> <C>
Guaranteed interest account with interest at rate in effect of date of
contribution (rate of 6.85% as of December 31, 1999 and 4.75%
as of December 31, 1998)
maturing on December 31, 2005 3,803 11,721
Guaranteed interest account with interest at rate in effect of date of
contribution (rate of 6.85% as of December 31, 1999 and 4.75%
as of December 31, 1998)
maturing on December 31, 2006 1,350 3,053
Guaranteed interest account with interest at rate in effect of date of
contribution (rate of 6.85% as of December 31, 1999 and 4.75%
as of December 31, 1998)
maturing on December 31, 2007 980 2,791
Guaranteed interest account with interest at rate in effect at date of
contribution (rate of 6.85% at December 31, 1999)
maturing on December 31, 2008 488 --
------- -------
$98,964 $98,893
======= =======
</TABLE>
NOTE D - INVESTMENTS
Investments in collective funds are held by the Trustee and are stated at fair
value based on quoted market prices. At December 31, 1999 and 1998 investment
balances that were individually greater than 5% of total investments were as
follows:
<TABLE>
<CAPTION>
Fund 1999
---- -----------
<S> <C>
Manulife Lifestyle Balanced $ 657,933
Manulife Lifestyle Growth 1,892,375
Manulife Lifestyle Aggressive 685,313
Manulife Money Market 722,204
Fidelity Advisor Contrafund 673,171
T. Rowe Price Science and Technology 1,467,266
</TABLE>
9
<PAGE> 13
AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS
AND RETIREMENT PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1999 and 1998
<TABLE>
<CAPTION>
Fund 1998
---- -----------
<S> <C>
Manulife Lifestyle Balanced $ 730,923
Manulife Lifestyle Growth 1,802,882
Manulife Lifestyle Aggressive 754,254
Manulife Money Market 100,645
Fidelity Advisor Contrafund 666,054
T. Rowe Growth and Income 584,515
Fidelity Advisor Growth Opportunity 570,368
</TABLE>
The Plan presents in the statement of changes in net assets available for
benefits the net appreciation in the fair value of its investments, which
consists of realized gains or losses, and unrealized appreciation (depreciation)
on those investments.
NOTE E - INCOME TAX STATUS
The Plan obtained its latest determination letter on May 27, 1997 in which the
Internal Revenue Service stated that the Plan, as originally adopted in
September 7, 1988, and all amendments through November 26, 1996, were in
compliance with the applicable requirements of the Internal Revenue Code
("IRC"). The Plan has been amended since receiving the determination letter.
However, the Plan administrator believes the Plan is currently designed and
being operated in compliance with the applicable requirements of the IRC.
Therefore, no provision for income taxes has been included in the Plan's
financial statements.
10
<PAGE> 14
SUPPLEMENTAL INFORMATION
11
<PAGE> 15
AMERICAN ECOLOGY CORPORATION
EIN: 95-3889638
401(k) SAVINGS AND RETIREMENT PLAN AND TRUST
PLAN NUMBER 003
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1999
<TABLE>
<CAPTION>
(e) Current
(a) (b) Identity of Issue (c) Description (d) Cost Value
------------------------- -------------- ------------- ----------------
<S> <C> <C> <C>
Manulife Lifestyle Conservative $ ** $ 222,919
Manulife Lifestyle Moderate ** 45,469
Manulife Lifestyle Balanced ** 657,933
Manulife Lifestyle Growth ** 1,892,375
Manulife Lifestyle Aggressive ** 685,313
Manulife GICS
Maturing December 31, 1999,
with interest rates of 5.55% to 5.66% ** 6,880
Maturing December 31, 2000,
with interest rates of 4.30% to 5.75% ** 27,355
Maturing December 31, 2001,
with interest rates of 4.55% to 6.42% ** 55,926
Maturing December 31, 2002,
with interest rates of 5.26% to 5.80% ** 824
Maturing December 31, 2003,
with interest rates of 5.45% to 5.78% ** 1,358
Maturing December 31, 2005,
with interest rates of 5.77% to 5.80% ** 3,803
Maturing December 31, 2006,
with interest rates of 6.05% to 6.60% ** 1,350
Maturing December 31, 2007
with interest rates of 5.41% to 5.85% ** 980
Maturing December 31, 2008
with interest rates of 5.15% to 6.01% ** 488
Manulife Money Market Conservative ** 722,204
Vanguard Short Term
Federal Portfolio ** 1,139
Manulife High-Quality
Bond Fund Bonds ** 26,338
</TABLE>
12
<PAGE> 16
AMERICAN ECOLOGY CORPORATION
EIN: 95-3889638
401(k) SAVINGS AND RETIREMENT PLAN AND TRUST
PLAN NUMBER 003
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (Continued)
December 31, 1999
<TABLE>
<CAPTION>
(e) Current
(a) (b) Identity of Issue (c) Description (d) Cost Value
------------------------- -------------- ------------- ----------------
<S> <C> <C> <C>
T. Rowe Price Fixed
Spectrum Income Securities ** 74,771
Fidelity Institutional
Retirement Services Advisor High Yield
Company Fund ** 133,435
Fidelity Institutional
Retirement Services Advisor Diversified
Company Capital Fund ** 80,172
Manulife Balanced Balanced Fund ** 44,049
T. Rowe Price
Growth & Income Common Stock ** 352,671
Manulife Value Fund Guardian Trust ** 164,058
Manulife Mid-Cap
Value Fund Common/Preferred ** 28,185
Manulife Index Stock
Fund S&P's 500 Index ** 418,555
Manulife Capital Growth Stock Fund ** 135,528
Manulife Growth Plus Stock Fund ** 149,900
Manulife Selective
Growth Stock Fund ** 86,985
Fidelity Institutional
Retirement Services Advisor Growth
Company Opportunities Fund ** 442,816
Manulife Equity
Income Fund Stock Fund ** 8,363
</TABLE>
13
<PAGE> 17
AMERICAN ECOLOGY CORPORATION
EIN: 95-3889638
401(k) SAVINGS AND RETIREMENT PLAN AND TRUST
PLAN NUMBER 003
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (Continued)
December 31, 1999
<TABLE>
<CAPTION>
(e) Current
(a) (b) Identity of Issue (c) Description (d) Cost Value
------------------------- -------------- ------------- ----------------
<S> <C> <C> <C>
Franklin Balance Sheet
Investment Fund Stock Fund ** 17,461
Fidelity Institutional
Retirement Services Advisor Contrafund ** 673,171
Company
Templeton Funds, Inc. Foreign Fund ** 117,944
T. Rowe Price International Stock ** 138,653
AIM Constellation Mid-cap Growth ** 280,146
PBHG Growth Fund ** 188,931
Manulife Emerging
Growth Stock Fund ** 67,355
T. Rowe Price
Science & Technology Fund ** 1,467,266
Mutual Discovery
Fund Stock Fund ** 22,380
Templeton Developing
Markets Plus Foreign ** 182,098
Domini Social Equity Fund Stock Fund ** 291,229
Founders Growth Fund Stock Fund ** 26,353
Lord Abbett Developing
Growth Fund Stock Fund ** 54,639
Morgan Stanley
Institutional Funds Growth Fund ** 165,655
</TABLE>
14
<PAGE> 18
AMERICAN ECOLOGY CORPORATION
EIN: 95-3889638
401(k) SAVINGS AND RETIREMENT PLAN AND TRUST
PLAN NUMBER 003
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (continued)
December 31, 1999
<TABLE>
<CAPTION>
(e) Current
(a) (b) Identity of Issue (c) Description (d) Cost Value
------------------------- -------------- ------------- ----------------
<S> <C> <C> <C>
Janus
Twenty Fund Growth Fund ** 285,804
Janus
Enterprise Fund Aggressive Growth ** 110,014
Franklin Small Cap Growth ** 796
Borrower Participant loans
9.25%-9.5% ** 409,186
* American Ecology
Corporation Common Stock ** 170,606
------------- ---------------
TOTAL ASSETS HELD FOR INVESTMENT
PURPOSES $ ** $ 11,141,829
============= ===============
</TABLE>
*Known party in interest
**Participant directed, therefore, no costs disclosure is necessary.
15
