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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One):
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7,
1996].
For the fiscal year ended March 25, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED].
For the transition period from _____to _____
Commission file number: _________
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
Plantronics, Inc. Annual Profit Sharing/Individual Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Plantronics, Inc.
345 Encinal Street, P.O. Box 1802
Santa Cruz, California 95061-1802
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Plantronics, Inc.
Annual Profit Sharing/Individual Savings Plan
REQUIRED INFORMATION
The Plantronics, Inc. Annual Profit Sharing/Individual Savings Plan (the "Plan")
is subject to the Employee Retirement Income Security Act of 1974, as amended
("ERISA"). Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the
financial statements and schedules of the Plan for the two fiscal years ended
March 25, 2000 and March 27, 1999, which have been prepared in accordance with
the financial reporting requirements of ERISA, are attached hereto and
incorporated herein by reference.
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Plantronics, Inc.
Annual Profit Sharing/Individual Savings Plan
SIGNATURES
The Plan. Pursuant to the requirements of the Securities and Exchange
Act of 1934, the trustees (or other persons who administer the Plantronics, Inc.
Annual Profit Sharing/Individual Savings Plan) have duly caused this annual
report to be signed on its behalf by the undersigned hereunto duly authorized.
PLANTRONICS, INC. ANNUAL PROFIT
SHARING/INDIVIDUAL SAVINGS PLAN
-----------------------------------------
(Name of plan)
Date: September 19, 2000 By: /s/ Kevin Goodwin
----------------------- --------------------------------------
(Signature)
Name: Kevin Goodwin
Title: General Counsel
PLANTRONICS, INC. ON BEHALF OF THE PLAN
ADMINISTRATOR OF THE PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS
PLAN
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PLANTRONICS, INC.
ANNUAL PROFIT
SHARING/INDIVIDUAL
SAVINGS PLAN
FINANCIAL STATEMENTS AND
SUPPLEMENTAL SCHEDULE
MARCH 25, 2000 AND MARCH 27, 1999
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
INDEX
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<TABLE>
<CAPTION>
Page
----
<S> <C>
Financial Statements:
Report of Independent Accountants 1
Statement of Net Assets Available for Benefits 2
Statement of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4-10
Supplemental Schedule:
Schedule I - Schedule of Assets Held for Investment Purposes at End of Year 11
</TABLE>
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Report of Independent Accountants
To the Participants and Administrator
of the Plantronics, Inc. Annual Profit Sharing/Individual Savings Plan
In our opinion, the accompanying statement of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the Plantronics, Inc. Annual Profit Sharing/Individual Savings Plan (the
"Plan") at March 25, 2000 and March 27, 1999, 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. 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 of these statements in accordance with auditing standards
generally accepted in the United States which 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,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the opinion expressed
above.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes at end of year 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. This 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 in relation to the basic
financial statements taken as a whole.
/s/ PricewaterhouseCoopers LLP
September 19, 2000
1
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
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<TABLE>
<CAPTION>
March 25, March 27,
2000 1999
<S> <C> <C>
Assets
Investments, at fair value $43,283,959 $32,752,078
Receivables:
Employer contributions 1,115,096 1,071,102
Participant notes 925,400 891,939
----------- -----------
2,040,496 1,963,041
----------- -----------
Net assets available for benefits $45,324,455 $34,715,119
=========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Years Ended
March 25, March 27,
2000 1999
------------ ------------
<S> <C> <C>
Additions to net assets attributed to:
Investment income:
Interest $ 511,153 $ 491,640
Net appreciation in fair value of investments 7,577,874 4,820,012
------------ ------------
8,089,027 5,311,652
------------ ------------
Contributions:
Employer 1,484,068 1,393,018
Employee 3,085,646 2,280,795
------------ ------------
4,569,714 3,673,813
------------ ------------
Total additions 12,658,741 8,985,465
Deductions from net assets attributed to:
Benefit payments 2,008,397 2,382,305
Transaction charge 4,909 2,009
Participant notes receivable terminated
due to withdrawal of participant 36,906 53,602
------------ ------------
Total deductions 2,050,212 2,437,916
Change in forfeiture reserve, net 807 (8,584)
------------ ------------
Net increase 10,609,336 6,538,965
Net assets available for benefits at beginning of year 34,715,119 28,176,154
------------ ------------
Net assets available for benefits at end of year $ 45,324,455 $ 34,715,119
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
1. Description of Plan
The following description of the Plantronics, Inc. Annual Profit
Sharing/Individual 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. In the event of any
inconsistency between this general information and the Plan agreement,
the Plan agreement shall control.
General
The Plan is a defined contribution plan established effective June 1,
1968 and most recently amended effective July 30, 1998. Eligible
employees of Plantronics, Inc. become eligible and may elect to
participate upon completing 90 days of service. The Plan is subject to
the provisions of the Employee Retirement Income Security Act of 1974,
as amended ("ERISA").
Contributions
Participants may contribute an amount equal to not less than 2 percent
nor more than 15 percent of their eligible compensation for the
contribution period. Participants direct the investment of their
contributions into various investment options offered by the Plan. The
Plan currently offers a general account, 8 pooled separate accounts and
Company Stock as investment options for participants. Salary deferral
contributions are recorded in the period during which the Company makes
payroll deductions from the participant's earnings and such
contributions are remitted to the trust.
The Company will make a matching contribution in an amount equal to $.25
for each $1.00 contributed by a participant, up to a maximum of six
percent (6%) of the participant's eligible compensation. In addition,
the Company will make an annual profit sharing contribution on behalf of
certain eligible employees in an amount determined by the Plan document.
The Company made profit sharing contributions of $1,115,096 and
$1,071,102 for years ended 2000 and 1999, respectively. Matching Company
contributions are recorded monthly. Profit sharing contributions are
recorded annually.
Participant Accounts
Each participant's account is credited with the participant's
contribution and allocation of the Company's contribution and plan
earnings (or losses). 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.
4
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Vesting
Participants are immediately vested in voluntary and matching
contributions plus actual earnings thereon (if any). Vesting for profit
sharing contributions is based on years of service. Effective for the
1995 fiscal Plan year and subsequent Plan years, a participant becomes
fifty percent (50%) vested after one (1) year of service and one hundred
percent (100%) vested after two (2) years of service. However, an active
participant will become fully vested upon his or her death, disability,
reaching normal retirement age (65), or reaching early retirement age
(age 55 plus two years of service).
Payment of Benefits
On termination of service, a participant may elect to receive either a
lump-sum amount equal to the value of the vested portion of his or her
account or a distribution in the form of annual installments over a
period not to exceed the life expectancy of the participant and his/her
beneficiary. Distributions are subject to the applicable provisions of
the Plan agreement. Benefit claims are recorded as expenses when they
have been approved for payment and paid by the Plan.
Participant Notes Receivable
Participants may borrow up to a maximum of $50,000 or fifty percent
(50%) of the vested portion of his or her account balance, whichever is
less, subject to certain restrictions, in accordance with provisions of
the Plan agreement. Loans are treated as a transfer to/from the
investment fund from/to participant notes receivable. A loan is secured
by the balance in the participant's account and bears interest at a rate
intended to be commensurate with market rates for similar loans, as
defined (8.00% to 13.00% for the years ended March 25, 2000 and March
27, 1999).
Plan Year
The Plan year is the 52 or 53 week period ending on the Saturday closest
to March 31 of each year. Accordingly, the Plan's two most recent fiscal
years ended March 25, 2000 and March 27, 1999.
Cash Equivalents
Contributions received prior to year end awaiting investment in the
appropriate investment option at March 25, 2000 are invested in the
CIGNA Charter Guaranteed Short-Term Account, which is recorded at fair
value.
5
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
2. Summary of Accounting Policies
Method of Accounting
The Plan's financial statements are prepared on the accrual basis of
accounting. 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. Actual results could differ from those
estimates.
Amounts shown by investment fund option on the statement of net assets
available for benefits as of March 27, 1999 and the statement of changes
in net assets available for benefits for the year ended March 27, 1999
have been reclassified to be shown in total to conform to the current
year presentation in order to adopt AICPA Statement of Position 99-3,
"Accounting for and Reporting of Certain Defined Contribution Plan
Investments and Other Disclosure Matters."
Investment Valuation
Investments in pooled separate accounts are recorded at fair value, as
determined by the unit value reported by Connecticut General Life
Insurance Company ("CG Life"). Investments in the general account are
non-fully benefit responsive and are recorded at fair value. Participant
notes receivable are valued at cost which approximates fair value. The
Company Stock is valued at its quoted market price.
6
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
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3. Investments
Investments that represent five percent (5%) or more of the Plan's net
assets are separately identified below.
<TABLE>
<CAPTION>
March 25, March 27,
2000 1999
<S> <C> <C>
CIGNA Charter Guaranteed Long-Term Account
interest rates, 5.40%; 5.35% $ 8,239,007 $ 7,447,045
CIGNA Fidelity Magellan Fund
units, 55,413; 57,688 12,750,547 10,626,046
CIGNA Fidelity Equity Income II Fund
units, 102,157; 116,705 4,749,275 5,284,407
CIGNA Fidelity Contrafund Fund
units, 31,218; 31,987 3,417,426 2,738,425
CIGNA American Century - Twentieth Century Ultra Fund
units, 49,350; 52,846 4,163,666 3,089,899
CIGNA Janus Worldwide Fund
units, 22,029; N/A 2,291,434 N/A
Plantronics, Inc. Common Stock
units, 64,607; 42,926 5,830,762 2,637,343
</TABLE>
7
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
Investment Performance
During 2000 and 1999, the Plan's investments (including interest and
gains and losses on investments bought and sold, as well as held during
the year) appreciated in value by $8,089,027 and $5,311,652,
respectively, as follows:
<TABLE>
<CAPTION>
Years Ended
March 25, March 27,
2000 1999
<S> <C> <C>
General Account:
CIGNA Charter Guaranteed Long-Term Account $ 417,768 $ 415,364
Pooled Separate Accounts:
CIGNA Charter Large Company Stock Index Fund 49,703 5,536
CIGNA Charter Small Company Stock - Growth Fund 124,150 1,635
CIGNA Fidelity Magellan Fund 2,611,055 2,097,581
CIGNA Fidelity Equity Income II Fund 127,506 594,353
CIGNA Fidelity Contrafund Fund 770,768 503,173
CIGNA Fidelity Puritan Fund 14,067 62,041
CIGNA American Century - Twentieth Century
Ultra Fund 1,361,586 629,090
CIGNA Janus Worldwide Fund 475,267 1,201
---------- ----------
5,534,102 3,894,610
Plantronics, Inc. Common Stock 2,043,772 925,402
Participant Notes Receivable 93,385 76,276
---------- ----------
Net increase $8,089,027 $5,311,652
========== ==========
</TABLE>
8
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
4. Investment Contract with Insurance Company
The Plan participates in a contract with CG Life via an investment in
the CIGNA Charter Guaranteed Long-Term Account. CG Life commingles the
assets of this investment with other assets. For the Plan's investment
in the CIGNA Charter Guaranteed Long-Term Account, the Plan is credited
with interest at the rate specified in the contract which ranged from
5.35% to 5.40% and 5.60% to 5.35% for the years ended March 25, 2000 and
March 27, 1999, respectively, net of asset charges. CG Life
prospectively guaranteed the interest rates credited for the CIGNA
Charter Guaranteed Long-Term Account for six (6) months. As discussed in
Note 2, the CIGNA Charter Guaranteed Long-Term Account is included in
the financial statements at fair value which, principally because of the
periodic rate reset process, approximates contract value.
5. Related-Party Transactions
Plan assets include investments in funds managed by CG Life, a
wholly-owned subsidiary of CIGNA. CG Life is the Plan's trustee and as
such, transactions with the trustee qualify as party-in-interest
transactions. Personnel and facilities of the Company have been used to
perform administrative functions for the Plan at no charge to the Plan.
In addition, the Plan holds shares of the Company's Common Stock, which
is managed by National Financial Services Corporation, which also
qualifies as a party-in-interest.
6. Plan Termination or Modification
Although it has not expressed any intent to do so, the Company has
reserved the right under the Plan to discontinue its contributions at
any time and to terminate or modify the Plan at anytime, and for any
reason, subject to the provisions of ERISA. In the event of Plan
termination, participants will become one hundred percent (100%) vested
in their accounts.
7. Tax Status
The Internal Revenue Service has determined and informed the Company by
a letter dated May 31, 1995 that the Plan and related trust are designed
in accordance with applicable sections of the Internal Revenue Code
("IRC"). The Plan has been amended since receiving the determination
letter. However, the Plan's administrator believes that the Plan is
designed and is currently being operated in substantial compliance with
the applicable requirements of the IRC. Therefore, no provision for
income taxes has been included in the Plan's financial statements.
9
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PLANTRONICS, INC.
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
8. Reconciliation of Plan Financial Statements to the Form 5500
The Annual Return/Report of Employee Benefit Plan (the "Form 5500") is
prepared on the modified cash basis. Accordingly, certain balances
included on Schedule H (Part I and II) of the Form 5500 differ from
those included in these financial statements. Contributions in the
statement of changes in net assets available for benefits differ from
contributions in the Form 5500 by the amount of contributions accrued at
March 25, 2000 and March 27, 1999. The ending net asset balances are
reconciled as follows:
<TABLE>
<CAPTION>
March 25, March 27,
2000 1999
<S> <C> <C>
Net assets, reflected on Form 5500 $44,209,359 $33,644,017
Add: Employer contributions receivable 1,115,096 1,071,102
----------- -----------
Net assets, reflected in the financial
statements $45,324,455 $34,715,119
=========== ===========
</TABLE>
9. Forfeitures
The net change in forfeiture reserve represents the net change in the
available forfeiture reserve balance from the prior year plus the
current year forfeitures generated. Forfeitures result from nonvested
Company contributions remaining in the Plan for all terminated
employees. Upon reaching the break-in-service requirement, as defined in
the Plan agreement, forfeitures generated are added to the forfeiture
reserve balance. The forfeiture reserve of $24,015 and $9,370 at March
25, 2000 and March 27, 1999, respectively, is included in the CIGNA
Charter Guaranteed Long-Term Account and is available to offset
contributions which would be otherwise payable by the Company, in
accordance with the Plan agreement. In 1999 Company cash contributions
were offset by $8,798 from forfeited nonvested accounts. In 2000, no
Company cash contributions were offset by forfeited nonvested accounts.
10. Subsequent Events
Effective April 2, 2000, the Company changed the name of the Plan to
Plantronics, Inc. 401(k) Plan. In addition, the Company has resolved to
amend the Plan to increase the matching contribution to $.50 for each
$1.00 contributed by an eligible participant, up to a maximum of six
percent (6%) of the participant's eligible compensation. The Company has
also resolved to amend the Plan to allow the Company to make an annual
nonelective contribution equal to three percent (3%) of the
participant's eligible compensation and eliminate the annual profit
sharing contribution. These changes are intended to comply with certain
IRS safe-harbor procedures and, accordingly, certain discrimination
tests will no longer be required.
10
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PLANTRONICS, INC. SUPPLEMENTAL SCHEDULE
ANNUAL PROFIT SHARING/INDIVIDUAL SAVINGS PLAN SCHEDULE I
SCHEDULE H (PART IV) FORM 5500 - SCHEDULE OF ASSETS
HELD WITH INVESTMENT PURPOSES AT END OF YEAR
March 25, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
(b) (c)
Identity of issue, Description of investment including (e)
borrower, Maturity date, rate of interest, (d) Current
(a) lessor, or similar party Collateral, par or maturity value Cost value
<S> <C> <C> <C> <C>
* Connecticut General Life CIGNA Charter Guaranteed
Insurance Company Long-Term Account N/A** $ 8,239,007
* Connecticut General Life CIGNA Charter Large Company
Insurance Company Stock Index Fund N/A** 409,370
* Connecticut General Life CIGNA Charter Small Company
Insurance Company Stock - Growth Fund N/A** 708,552
* Connecticut General Life CIGNA Fidelity Magellan Fund N/A** 12,750,547
Insurance Company
* Connecticut General Life CIGNA Fidelity Equity Income II Fund N/A** 4,749,275
Insurance Company
* Connecticut General Life CIGNA Fidelity Contrafund Fund N/A** 3,417,426
Insurance Company
* Connecticut General Life CIGNA Fidelity Puritan Fund N/A** 723,920
Insurance Company
* Connecticut General Life CIGNA American Century - Twentieth
Insurance Company Century Ultra Fund N/A** 4,163,666
* Connecticut General Life CIGNA Janus Worldwide Fund N/A** 2,291,434
Insurance Company
* National Financial Plantronics, Inc. Common Stock N/A** 5,830,762
Service Corporation
* Plan Participants Participant Notes Receivable N/A** 925,400
* Connecticut General Life Cash Equivalents (CIGNA Charter
Insurance Company Guaranteed Short-Term Account) N/A** 42,014
</TABLE>
* Indicates an identified person known to be a party-in-interest to the Plan.
** Cost information has been omitted for participant directed investments.
11
