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FORM 11-K. -- FOR ANNUAL REPORTS OF EMPLOYEE STOCK
PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO
SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
(As last amended in Exch Act Rel No. 35113, eff. 1/30/95.)
UNITED STATES
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 [FEE REQUIRED]
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1999 Commission file Number 0-13147
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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:
LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
B. Name of the Issuer of the securities held pursuant to the plan and the
address of its principal executive office:
LESCO, Inc.
20005 Lake Road
Rocky River, Ohio 44116
REQUIRED INFORMATION
See attached financial statements for the Plan for the year ended
December 31, 1999.
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AUDITED FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
December 31, 1999 and 1998 and the Year Ended December 31, 1999
with Report of Independent Auditors
PLAN SPONSOR AND ADMINISTRATOR
LESCO, Inc.
20005 Lake Road
Rocky River, Ohio 44116
(440) 333-9250
Employer Identification Number : 34-0904517
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Report of Independent Auditors
Plan Administrator
LESCO, Inc. Stock Investment and
Salary Savings Plan and Trust
We have audited the accompanying statements of net assets available for benefits
of LESCO, Inc. Stock Investment and Salary Savings 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 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 at
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 performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedule of assets
held for investment purposes at end of year as of December 31, 1999 is presented
for purposes of additional analysis and is not a required part of the 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. This supplemental schedule is the
responsibility of the Plan's management. This supplemental schedule has been
subjected to the auditing procedures applied in our audits of the financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the financial statements taken as a whole.
/s/ Ernst & Young LLP
Cleveland, Ohio
June 22, 2000
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LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
Statements of Net Assets Available for Benefits
<TABLE>
<CAPTION>
DECEMBER 31
1999 1998
---------------------------------
<S> <C> <C>
ASSETS
Investments, at fair value $ 34,585,697 $ 27,514,194
Receivables:
Participant contribution 143,365 118,077
Employer contribution 167,186 147,253
---------------------------------
Total receivables 310,551 265,330
---------------------------------
NET ASSETS AVAILABLE FOR BENEFITS $ 34,896,248 $ 27,779,524
=================================
</TABLE>
See notes to financial statements.
2
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LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
Statement of Changes in Net Assets Available for Benefits
For the Year Ended December 31, 1999
<TABLE>
<CAPTION>
<S> <C>
ADDITIONS
Investment income:
Net appreciation in fair value of investments $ 5,234,547
Interest and dividend income 462,652
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5,697,199
Contributions:
Participants 3,197,880
Employer 697,995
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3,895,875
---------------
Total additions 9,593,074
DEDUCTIONS
Distributions to participants 2,443,495
Administrative costs 32,855
---------------
Total deductions 2,476,350
---------------
Net increase 7,116,724
Net assets available for benefits at beginning of year 27,779,524
---------------
NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $ 34,896,248
===============
</TABLE>
See notes to financial statements.
3
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LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
Notes to Financial Statements
December 31, 1999 and 1998 and
Year Ended December 31, 1999
A. DESCRIPTION OF THE PLAN
The LESCO, Inc. Stock Investment and Salary Savings Plan and Trust (the "Plan")
is a defined contribution plan covering substantially all employees of LESCO,
Inc. (the "Company"). The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 ("ERISA").
The following description of the Plan provides only general information.
Participants should refer to the plan document for a more complete description
of the Plan's provisions.
CONTRIBUTIONS
An employee electing to become a participant in the Plan authorizes a payroll
deduction from eligible earnings for contributions to the Plan in accordance
with the Internal Revenue Code (the "Code"). A participant may direct
contributions to be invested in any or all of the investment options offered by
the Plan.
The Plan provides that the Company shall contribute to the Plan an amount equal
to 25% of the first 10% of eligible earnings that a participant contributes to
the Plan. The Company may contribute an additional amount to the Plan at its
discretion either in the form of cash or employer stock which would be allocated
to each active participant's account based on the participant's annual
compensation. Investment of employer contributions are allocated among the
investment options offered by the Plan according to the participant's election.
The Plan provides for the acceptance of rollover contributions from other plans
qualified under the Code.
VESTING
Participant and Company matching contributions are fully vested immediately.
Company discretionary contributions vest at the rate of 10% per year for the
first four years following contribution and 20% per year thereafter, until fully
vested. All contributions are fully vested when the participant reaches age 65.
Upon termination of employment with the Company, the nonvested portion of the
participant's account is forfeited. Forfeited account balances are allocated
amongst active participants.
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LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
Notes to Financial Statements--Continued
A. DESCRIPTION OF PLAN--CONTINUED
PARTICIPANT ACCOUNTS
Individual accounts are maintained for participants which are adjusted for
contributions and allocation of Plan earnings. Plan earnings are allocated to
participant accounts in proportion to the value of account balances.
LOANS
Participants may borrow from their fund accounts up to an amount equal to the
lesser of $50,000 or 50% of the value of their vested account balance at the
date the loan is made. Loans are secured by the balance in the participant's
account and bear interest at the prime rate in effect at the date of the loan,
plus one percent. Loan terms range from one to five years. Repayment of loan
principal and interest is made through payroll deductions over the term of the
loan.
PAYMENT OF BENEFITS
A participant is entitled to receive the vested full value of his or her account
at age 65, upon death or disability prior to retirement, or upon termination of
employment. Upon retirement or termination, the participant may elect to receive
the distribution in a lump sum or a series of installments.
PLAN TERMINATION
Although it has not expressed an intent to do so, the Company has the right to
discontinue its contributions to the Plan at any time and to terminate the Plan
subject to the provisions of ERISA. In the event of termination of the Plan, all
participants' accounts become fully vested, and will be distributed to the
participants according to the directions of the Plan Advisory Committee
administering the Plan.
ADMINISTRATIVE EXPENSES
All significant accounting and administrative fees are paid by the Company at
the Company's discretion. Expenses not paid by the Company are paid out of Plan
assets.
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LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
Notes to Financial Statements--Continued
B. SIGNIFICANT ACCOUNTING POLICIES
The Plan's financial statements are reported on the accrual basis of accounting.
Investments are stated at fair value. The investment in LESCO, Inc. Common
Stock, which is traded on a national securities exchange, is valued at the last
reported sales price on the last business day of the year. The shares of
registered investment companies are valued at quoted market prices which
represent the net asset values of shares held by the Plan at year-end. The
investment in the common trust fund is valued based on the redemption price of
units in the fund, which is based on the market values of the underlying assets
of the fund. Participant loans receivable are valued at their outstanding
balances, which approximate fair value.
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
that affect the amounts reported in the financial statements and accompanying
notes. Actual results may differ from these estimates.
Certain amounts in the 1998 financial statements have been reclassified to
conform to 1999 presentation.
C. INVESTMENTS
The Plan's investments are held by a bank-administered trust fund. Net realized
and unrealized appreciation in the aggregate fair value of plan investments for
the year ended December 31, 1999 is as follows:
Common stock $2,157,397
Shares of registered investment companies 2,698,731
Common trust fund 378,419
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$5,234,547
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C. INVESTMENTS--CONTINUED
The fair value of individual investments that represent 5% or more of the Plan's
net assets available for benefits are as follows:
DECEMBER 31
1999 1998
--------------------------------
LESCO, Inc., Common Stock $ 8,682,018 $ 6,301,393
PNC EBT Investment Contract Fund 6,288,243 6,438,126
Blackrock Index Equity Fund 11,596,847 9,401,807
Invesco Total Return Fund 3,288,769 2,768,294
Janus Worldwide Fund 3,220,142 1,504,235
D. INCOME TAX STATUS
The Plan has received a determination letter from the Internal Revenue Service
dated January 16, 1996, stating that the Plan is qualified under Section 401(a)
of the Code and, therefore, the related trust is exempt from taxation. Once
qualified, the Plan is required to operate in conformity with the Code to
maintain its qualification. The Plan administrator believes the Plan is being
operated in compliance with the applicable requirements of the Code and
therefore, believes that the Plan is qualified and the related trust is tax
exempt.
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LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
EIN 34-0904517 Plan 002
Schedule H, Line 4(i)--Schedule of Assets Held for
Investment Purposes at End of Year
December 31, 1999
<TABLE>
<CAPTION>
Identity of Issue Description of Assets Current Value
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<S> <C> <C>
LESCO, Inc. Common Stock* 507,928 shares $ 8,682,018
PNC EBT Investment Contract Fund* Common Trust
Fund--2,981,906 units 6,288,243
Registered Investment Companies:
Blackrock Index Equity Fund* 412,259 shares 11,596,847
Invesco Select Income Fund 19,621 shares 119,101
Invesco Total Return Fund 113,562 shares 3,288,769
Janus Worldwide Fund 42,132 shares 3,220,142
Scudder Value Fund 27,334 shares 644,816
Participant loans* At interest rates ranging
from 7.0% to 10.5% 745,761
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$ 34,585,697
=======================
</TABLE>
* Indicates party-in-interest to the Plan.
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LESCO, Inc. Stock Investment and Salary Savings Plan and Trust
Audited Financial Statements and Supplemental Schedule
December 31, 1999 and 1998 and
Year Ended December 31, 1999
CONTENTS
Report of Independent Auditors...............................................1
AUDITED 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 SCHEDULE
Schedule H, Line 4(i)--Schedule of Assets Held for Investment
Purposes at End of Year..................................................8
