Financial Statements
and Supplemental Schedule
Littelfuse, Inc. 401(k) Savings Plan
Years ended December 31, 1999 and 1998
with Report of Independent Auditors
Employer Identification #36-3795742
Plan #002
<PAGE>
Littelfuse, Inc. 401(k) Savings Plan
Financial Statements
and Supplemental Schedule
Years ended December 31, 1999 and 1998
Contents
Report of Independent Auditors................................................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 Schedule
Schedule H, Line 4i - Schedule of Assets Held for Investment Purposes at
End of Year...................................................................7
<PAGE>
Report of Independent Auditors
401(k) Committee
Littelfuse, Inc. 401(k) Savings Plan
We have audited the accompanying statements of net assets available for benefits
of the Littelfuse, Inc. 401(k) Savings Plan as of December 31, 1999 and 1998,
and the related statements of changes in net assets available for benefits for
the years then ended. 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 net assets available for benefits
for the years then ended, 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. The 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.
May 21, 2000
Chicago, Illinois. Ernst & Young LLP
<PAGE>
<TABLE>
EIN 36-3795742
Plan #002
Littelfuse, Inc. 401(k) Savings Plan
Statements of Net Assets Available for Benefits
December 31
1999 1998
------------------------------------
<S> <C> <C>
Investments, at fair value $28,039,849 $23,504,153
Cash 12,859 -
Contributions receivable:
Participant - 49,731
Employer - 13,101
------------------------------------
- 62,832
------------------------------------
Total assets 28,052,708 23,566,985
Excess contributions payable:
Participant - 5,429
Employer - 14,717
------------------------------------
Total liability - 20,146
------------------------------------
Net assets available for benefits $28,052,708 $23,546,839
====================================
</TABLE>
See accompanying notes.
<PAGE>
<TABLE>
EIN 36-3795742
Plan #002
Littelfuse, Inc. 401(k) Savings Plan
Statement of Changes in Net Assets Available for Benefits,
With Fund Information
Year ended December 31
1999 1998
------------------------------------
Additions
<S> <C> <C>
Employer contributions $ 615,511 $ 584,951
Participant contributions 2,132,646 2,443,748
Investment income 2,509,402 1,802,176
Net realized and unrealized appreciation in fair
value of investments 1,095,381 408,705
Forfeitures (29,948) (45,083)
Distributions to participants (1,817,123) (985,518)
------------------------------------
Net increase 4,505,869 4,208,979
Net assets available for benefits at beginning of year 23,546,839 19,337,860
====================================
Net assets available for benefits at end of year $28,052,708 $23,546,839
====================================
See accompanying notes.
</TABLE>
<PAGE>
EIN 36-3795742
Plan #002
Littelfuse, Inc. 401(k) Savings Plan
Notes to Financial Statements
Years ended December 31, 1999 and 1998
1. Description of the Plan
The following description of the Littelfuse, Inc. 401(k) Savings Plan (Plan)
provides general information only. Reference should be made to the Summary Plan
Description or the Plan document for more complete information.
The Plan is a defined-contribution, profit-sharing plan, which is optional to
all eligible employees of Littelfuse, Inc. (Company). The Plan is administered
by the T. Rowe Price Trust Company (Trustee) under the direction of a 401(k)
Committee (Committee). The Committee consists of employees of the Company who
may also be Plan participants. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA).
All employees of the Company who have completed 90 days of service are eligible
to participate in the Plan.
Participants direct their contributions and account balances among the
investment options provided by the Plan. Participants may elect to contribute up
to 18% of their compensation, subject to certain limitations. Highly compensated
participants, as defined by the Internal Revenue Service (IRS), are subject to
more restrictive maximum limits. Participants are immediately vested in their
contributions and earnings thereon. Participant contributions and Plan earnings
are not currently taxable to the participants as income.
The Company matches participant contributions 50 cents on the dollar for the
first 4% of the participant's gross wages. Participants become 100% vested in
the Company contribution after two years of service. Forfeitures are used to
offset future Company contributions.
A participant may direct employee and company contributions in any of eight
investment options.
<PAGE>
Littelfuse, Inc. 401(k) Savings Plan
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Participants are entitled to receive a distribution of their accounts upon
reaching age 59 1/2, termination of employment, disability, death, or in the
event of a financial hardship. Distributions may be made in a lump sum or in
periodic installments, and are taxable to the participant when received.
Distributions prior to 59 1/2 may subject the participant to a 10% federal
income tax penalty.
Loans are available to eligible participants, bearing interest at a rate
commensurate with rates that may be obtained on similar borrowings in the normal
course of business. Participants may borrow from their Plan account in
accordance with provisions of the Plan.
Although it has not expressed an intent to do so, the Company has the right
under the Plan to terminate the Plan subject to the provisions of ERISA. In the
event of Plan termination, participants will become 100% vested in their
accounts.
2. Significant Accounting Policies
Investments
The investments of the Plan are stated at fair value. 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. Securities traded on a
national securities exchange are valued at the last reported sales price on the
last business day of the Plan year. Participant loans are stated at cost which
approximates fair value.
Distributions
Distributions to participants are recorded by the Plan when actual payments are
made.
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 amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.
<PAGE>
2. Significant Accounting Policies (continued)
Reclassification
Certain reclassifications have been made to the 1998 financial statements to
conform to the 1999 presentation.
3. Investments
<TABLE>
The fair value of individual investments that represent 5% or more of the Plan's net assets is as follows:
December 31
1999 1998
-----------------------------------
<S> <C> <C>
T. Rowe Price Prime Reserve Fund $3,675,796 $3,290,863
T. Rowe Price New Income Fund - 1,512,272
T. Rowe Price Equity Income Fund 6,051,333 6,188,713
T. Rowe Price Growth Stock Fund 9,025,934 7,187,161
T. Rowe Price New Horizons Fund 3,322,646 2,613,987
T. Rowe Price Equity Index 500 Fund 1,903,302 -
</TABLE>
During 1999 and 1998, the Plan's investments (including investments purchased,
sold, as well as held during the year) appreciated/depreciated in fair value as
follows: <TABLE>
1999 1998
-----------------------------------
<S> <C> <C>
Mutual funds $ 813,198 $706,827
Littlefuse, Inc. Common Stock 282,183 (298,122)
===================================
$1,095,381 $408,705
===================================
</TABLE>
4. Income Tax Status
The IRS ruled on September 19, 1994, that the Plan qualified under section
401(a) of the Internal Revenue Code (IRC), and therefore, the related trust is
not subject to tax under present income tax law. The Plan has been amended since
receiving the determination letter. However, the Plan administrator believes
that the Plan is designed and is currently being operated in compliance with the
applicable requirements of the IRC.
5. Administrative Expenses
All administrative fees of the Plan are paid by the Company. Certain accounting
and legal expenses are paid by the Company on behalf of the Plan.
<PAGE>
Supplemental Schedule
<PAGE>
EIN 36-3795742
<TABLE>
Plan #002
Littelfuse, Inc. 401(k) Savings Plan
Schedule H, Line 4i - Schedule of Assets Held
for Investment Purposes at End of Year
December 31, 1999
Description
Identity of Issuer of Current
Description Shares Value
-----------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------
<S> <C> <C>
*T. Rowe Price Prime Reserve Fund 3,675,796 $3,675,796
*T. Rowe Price New Income Fund 166,865 1,361,621
*T. Rowe Price Equity Income Fund 243,907 6,051,333
*T. Rowe Price Growth Stock Fund 271,293 9,025,934
*T. Rowe Price New Horizons Fund 120,692 3,322,646
*T. Rowe Price International Stock Fund 42,837 815,194
*T. Rowe Price Equity Index 500 Fund 48,110 1,903,302
*Littelfuse, Inc. Common Stock 57,439 1,393,790
Participant Loans Loans receivable with varying maturities and
interest rate of 8% 490,233
===================
$28,039,849
===================
*Indicates party in interest to the Plan.
</TABLE>
<PAGE>
Signatures
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.
-------------------------------------------
Name: Philip Franklin, on behalf of
Littelfuse, Inc. 401 (k) Savings Plan
<PAGE>
Exhibit 2.3
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statement on
Form S-8 (No. 333-03260) pertaining to the Littelfuse, Inc. 401(k) Savings
(Plan), of our report dated May 21, 2000, with respect to the financial
statements and schedule of the Littelfuse, Inc. 401(k) Savings Plan included in
this Annual Report (Form 11-K) for the year ended December 31, 1999.
ERNST & YOUNG LLP
June 26, 2000
Chicago, Illinois
