<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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
CIBER, INC. SAVINGS 401(k) PLAN
(Full title of plan)
CIBER, INC.
5251 DTC PARKWAY, SUITE 1400, ENGLEWOOD, COLORADO 80111
(Name of issuer of the securities held pursuant to the plan and the
address of its principal executive offices)
<PAGE>
REQUIRED INFORMATION
The financial statements and schedule of the CIBER, Inc. Savings 401(k) Plan for
the year ended December 31, 1999 prepared in accordance with the financial
reporting requirements of ERISA along with the independent auditors' report
thereon, is provided beginning on page F-1 attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
administrator has duly caused this annual report to be signed on its behalf by
the undersigned, thereunto duly authorized.
CIBER, INC. SAVINGS 401(k) PLAN
(Name of Plan)
Dated: June 23, 2000 By: /s/Christopher L. Loffredo
---------------------------------
Christopher L. Loffredo
V.P./CHIEF ACCOUNTING OFFICER
CIBER, INC.
PLAN ADMINISTRATOR
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CIBER, INC. SAVINGS 401(k) PLAN
Financial Statements and
Supplemental Schedule
December 31, 1999 and 1998
(With Independent Auditors' Report Thereon)
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CIBER, INC. SAVINGS 401(k) PLAN
Index to Financial Statements
<TABLE>
<CAPTION>
PAGE
<S> <C>
Independent Auditors' Report F-2
Statements of Net Assets Available for Benefits,
December 31, 1999 and 1998 F-3
Statements of Changes in Net Assets Available for Benefits,
Years ended December 31, 1999 and 1998 F-4
Notes to Financial Statements,
December 31, 1999 and 1998 F-5
SCHEDULE
1 - Schedule of Assets Held for Investment Purposes at End of Year F-9
</TABLE>
F-1
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INDEPENDENT AUDITORS' REPORT
The Plan Administrator
CIBER, Inc. Savings 401(k) Plan:
We have audited the accompanying statements of net assets available for benefits
of the CIBER, Inc. Savings 401(k) Plan (the 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 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 the Plan as of
December 31, 1999 and 1998, and the changes in those net assets for the years
then ended in conformity with generally accepted accounting principles.
Our audits were performed 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 as of December 31, 1999 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. 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.
KPMG LLP
Denver, Colorado
May 12, 2000
F-2
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CIBER, INC. SAVINGS 401(k) PLAN
Statements of Net Assets Available for Benefits
December 31, 1999 and 1998
<TABLE>
<CAPTION>
1999 1998
------------ -----------
<S> <C> <C>
Investments, at fair value:
CIBER, Inc. common stock $ 27,762,275 28,289,459
Insurance company accounts 126,570,400 82,368,734
Participant loans 1,903,488 1,639,066
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Net assets available for benefits $156,236,163 112,297,259
============ ===========
</TABLE>
See accompanying notes to financial statements.
F-3
<PAGE>
CIBER, INC. SAVINGS 401(k) PLAN
Statements of Changes in Net Assets Available for Benefits
Years ended December 31, 1999 and 1998
<TABLE>
<CAPTION>
1999 1998
------------ -----------
<S> <C> <C>
Additions to net assets attributed to:
Net appreciation in fair value of investments $ 21,346,712 8,236,775
Interest income 169,435 105,198
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Total investment income 21,516,147 8,341,973
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Contributions:
Participants, including rollovers 29,412,517 24,622,136
Employer 5,086,877 3,733,324
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Total contributions 34,499,394 28,355,460
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Other 8,554 6,135
Transfers of assets from merged plans 3,463,600 17,157,982
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Total additions 59,487,695 53,861,550
------------ -----------
Deductions from net assets attributed to:
Distributions to participants 15,544,291 8,350,293
Loan fees 4,500 1,650
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Total deductions 15,548,791 8,351,943
------------ -----------
Net increase 43,938,904 45,509,607
Net assets available for benefits:
Beginning of year 112,297,259 66,787,652
------------ -----------
End of year $156,236,163 112,297,259
============ ===========
</TABLE>
See accompanying notes to financial statements.
F-4
<PAGE>
CIBER, INC. SAVINGS 401(k) PLAN
Notes to Financial Statements
December 31, 1999 and 1998
(1) DESCRIPTION OF THE PLAN
The following description of the CIBER, Inc. Savings 401(k) Plan (the Plan)
provides only general information. For a more complete description of the
Plan, participants should refer to the Summary Plan Description or the Plan
Agreement, which are available from the plan administrator.
(a) GENERAL
The Plan is a defined contribution plan covering substantially all
employees of CIBER, Inc. and certain of its subsidiaries (the
Company). The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA).
(b) CONTRIBUTIONS AND VESTING
Participants may contribute up to 15% of pre-tax annual compensation.
Contributions are subject to certain limitations. Participants may
also contribute amounts representing distributions from other
qualified defined contribution or benefit plans (rollovers).
Participants can change their contribution percentage at any time.
Company contributions are based on the participant's years of service
and the participant's contribution. Participants are immediately
vested in their contributions plus actual earnings thereon. Vesting in
the Company's matching contribution plus actual earnings thereon is
based on years of service. A participant is 100% vested after five
years of service. At December 31, 1999 and 1998 unallocated forfeited
accounts totaled $485,534 and $177,208, respectively. Forfeitures are
used to reduce future employer contributions. In 1999 and 1998,
employer contributions were reduced by $779,704 and $290,119,
respectively, from forfeited accounts.
(c) INVESTMENT OPTIONS
Great-West Life & Annuity Insurance Company (Great-West) is the
custodian and record keeper for the Plan. The Plan's assets are
invested in various investment options offered by Great-West and in
CIBER, Inc. common stock. Under a group fixed and variable annuity
contract, participants invest in the Future Funds Series Account II of
Great-West, which is a separate account of Great-West, and the
guaranteed certificate funds which invests in the Great-West general
account. The separate account has various investment divisions that
invest in shares of diversified, open-end management investment
companies (the Funds). Participants may invest their account in the
various investment options in 1% increments. Participants may change
their investments in the Funds offered by Great-West on a daily basis.
(d) DISTRIBUTIONS AND LOANS
Participants are generally entitled to a distribution from the Plan
upon termination of employment, retirement, disability or death.
Terminated participants are entitled to receive only the vested
percentage of their account balance and the remainder of the account
is forfeited. For other situations there are various methods by which
benefits may be distributed depending on date of employment, marital
status and participant elections. Distributions are recorded when
paid. Participants may borrow from their account a minimum of $1,000
up to a maximum equal to the lesser of $50,000 or 50% of their vested
Employee Account balance. Interest on loans is
F-5 (Continued)
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CIBER, INC. SAVINGS 401(k) PLAN
Notes to Financial Statements
December 31, 1999 and 1998
charged at the prime rate as of the processing date of the loan, plus
1%. Loans are generally repaid through payroll deductions. Loans
require minimum per paycheck payment amounts. Loans must be repaid
within 5 years, except that the plan administrator may approve a
longer term for loans to acquire a principal residence. Participants
pay a loan fee of $50 per loan to Great-West.
(e) EXPENSES
Great-West provides certain recordkeeping and other administrative
services to the Plan. These services are paid for by the Plan through
a daily variable asset charge that reduces the investment income
earned by the Great-West accounts. The annualized variable asset
charge is equal to .25% of the fair value of Great-West accounts,
excluding CIBER, Inc. common stock. For participants with account
balances greater than $50,000, Great-West provides an annual Bonus
Addition. Bonus Additions of $8,554 and $6,135 were added to accounts
in 1999 and 1998, respectively. Those Plan expenses not borne by the
Plan are paid for by the Company.
(f) PLAN TERMINATION
Although the Company has not expressed any intent to terminate the
Plan, it retains the right under the Plan to terminate the Plan
subject to the provisions of ERISA. In the event of termination,
participants will become 100% vested in their accounts.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) BASIS OF PRESENTATION
The accompanying financial statements have been prepared on the
accrual basis of accounting.
(b) INVESTMENTS
Investments are stated at fair value. The fair value of marketable
securities is determined based on quoted market values. The fair value
of insurance company accounts is generally determined based on the
market values of the securities included in the underlying funds.
Participant loans are valued at cost which approximates fair value.
Investment transactions are recorded on the date of purchase or sale
(trade-date).
In September 1999, the American Institute of Certified Public
Accountants issued Statement of Position 99-3, ACCOUNTING FOR AND
REPORTING OF CERTAIN DEFINED CONTRIBUTION PLAN INVESTMENTS AND OTHER
DISCLOSURE MATTERS (SOP 99-3). SOP 99-3 simplifies the disclosure for
certain investments and is effective for plan years ending after
December 15, 1999. The Plan adopted SOP 99-3 during the Plan year
ending December 31, 1999. Accordingly, information previously required
to be disclosed about participant-directed fund investment programs is
not presented in the Plan's 1999 financial statements. The Plan's 1998
financial statements have been reclassified to conform with the
current year's presentation.
F-6 (Continued)
<PAGE>
CIBER, INC. SAVINGS 401(k) PLAN
Notes to Financial Statements
December 31, 1999 and 1998
(c) USE OF ESTIMATES
The preparation of financial statements in conformity with generally
accepted accounting principles requires the plan administrator to make
estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent liabilities at the date
of the financial statements and the reported amounts of additions and
deductions to net assets during the reporting period. Actual results
could differ from the estimates.
(d) RECLASSIFICATION
Certain 1998 amounts have been reclassified to conform to the 1999
presentation.
(3) INVESTMENTS
Investments greater than 5% of net assets at December 31, were:
<TABLE>
<CAPTION>
Fair value
------------------------------
1999 1998
----------- ----------
<S> <C> <C>
Investments:
CIBER Stock $27,762,275 28,289,459
Maxim Money Market 12,729,782 20,370,329
American Century Ultra 17,524,270 7,061,288
Profile Series I 13,657,502 7,725,771
Profile Series II 11,593,142 8,569,468
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Total $83,266,971 72,016,315
=========== ==========
</TABLE>
Net appreciation (depreciation) in fair value of investments for the years
ended December 31, including realized gains and losses, was as follows:
<TABLE>
<CAPTION>
1999 1998
----------- ----------
<S> <C> <C>
CIBER, Inc. common stock $ 196,940 (786,794)
Insurance Company accounts 21,149,772 9,023,569
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$21,346,712 8,236,775
=========== ==========
</TABLE>
(4) TAX STATUS
The Internal Revenue Service has determined and informed the Company that
the Plan and related trust are designed in accordance with applicable
sections of the Internal Revenue Code (IRC) and, accordingly, the trust is
tax exempt under the IRC. The Plan has been amended since receiving the
determination letter; however, the plan administrator believes that the
Plan continues to qualify under the IRC.
F-7 (Continued)
<PAGE>
CIBER, INC. SAVINGS 401(k) PLAN
Notes to Financial Statements
December 31, 1999 and 1998
(5) TRANSFERS OF ASSETS FROM MERGED PLANS
CIBER has acquired the outstanding common stock of a number of companies
which had their own defined contribution type plans. During 1999 and 1998,
certain of these plans were merged with the Plan and their respective
assets were transferred into the Plan totaling $3,463,600 and $17,157,982,
respectively.
F-8
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SCHEDULE 1
CIBER, INC. SAVINGS 401(k) PLAN
Schedule of Assets Held for Investment Purposes
December 31, 1999
<TABLE>
<CAPTION>
IDENTITY DESCRIPTION MATURITY DATE INTEREST RATE CURRENT VALUE
-------- --------------------------------------- -------------------- ------------- -------------
<S> <C> <C> <C> <C>
1GCF 36 Great-West Guaranteed Certificate March 31, 2000 5.25% $ 3,795
1GCF 36 Great-West Guaranteed Certificate June 30, 2000 5.50% 3,944
1GCF 36 Great-West Guaranteed Certificate September 30, 2000 5.10% 3,905
1GCF 36 Great-West Guaranteed Certificate December 31, 2000 4.85% 6,999
1GCF 36 Great-West Guaranteed Certificate March 31, 2001 4.85% 6,490
1GCF 36 Great-West Guaranteed Certificate June 30, 2001 4.75% 7,141
1GCF 36 Great-West Guaranteed Certificate September 30, 2001 4.35% 19,555
1GCF 36 Great-West Guaranteed Certificate December 31, 2001 4.25% 60,208
1GCF 36 Great-West Guaranteed Certificate March 31, 2002 4.70% 67,389
1GCF 36 Great-West Guaranteed Certificate June 30, 2002 5.20% 105,323
1GCF 36 Great-West Guaranteed Certificate September 30, 2002 5.35% 72,207
1GCF 36 Great-West Guaranteed Certificate December 31, 2002 5.80% 3,312
1GCF 60 Great-West Guaranteed Certificate December 31, 2000 4.75% 3,069
1GCF 60 Great-West Guaranteed Certificate March 31, 2001 4.75% 84
1GCF 60 Great-West Guaranteed Certificate June 30, 2001 5.25% 92
1GCF 60 Great-West Guaranteed Certificate September 30, 2001 5.45% 87
1GCF 60 Great-West Guaranteed Certificate December 31, 2001 5.05% 770
1GCF 60 Great-West Guaranteed Certificate March 31, 2002 5.50% 465
1GCF 60 Great-West Guaranteed Certificate June 30, 2002 5.75% 1,078
1GCF 60 Great-West Guaranteed Certificate September 30, 2002 5.35% 1,209
1GCF 60 Great-West Guaranteed Certificate December 31, 2002 5.00% 1,664
1GCF 60 Great-West Guaranteed Certificate March 31, 2003 5.05% 1,770
1GCF 60 Great-West Guaranteed Certificate June 30, 2003 4.80% 2,060
1GCF 60 Great-West Guaranteed Certificate September 30, 2003 4.60% 2,319
1GCF 60 Great-West Guaranteed Certificate December 31, 2003 4.35% 1,746
1GCF 60 Great-West Guaranteed Certificate March 31, 2004 4.90% 1,641
1GCF 60 Great-West Guaranteed Certificate June 30, 2004 5.45% 6,414
1GCF 60 Great-West Guaranteed Certificate September 30, 2004 5.50% 3,309
1GCF 84 Great-West Guaranteed Certificate March 31, 2003 5.00% 177
1GCF 84 Great-West Guaranteed Certificate June 30, 2003 5.50% 10,088
1GCF 84 Great-West Guaranteed Certificate September 30, 2003 5.65% 572
1GCF 84 Great-West Guaranteed Certificate December 31, 2003 5.20% 8,236
1GCF 84 Great-West Guaranteed Certificate March 31, 2004 5.75% 8,916
1GCF 84 Great-West Guaranteed Certificate June 30, 2004 6.00% 6,169
1GCF 84 Great-West Guaranteed Certificate September 30, 2004 5.50% 1,386
1GCF 84 Great-West Guaranteed Certificate December 31, 2004 5.10% 3,806
1GCF 84 Great-West Guaranteed Certificate March 31, 2005 5.10% 3,260
1GCF 84 Great-West Guaranteed Certificate June 30, 2005 4.85% 3,338
1GCF 84 Great-West Guaranteed Certificate September 30, 2005 4.75% 6,929
1GCF 84 Great-West Guaranteed Certificate December 31, 2005 4.50% 4,201
1GCF 84 Great-West Guaranteed Certificate March 31, 2006 5.05% 5,391
1GCF 84 Great-West Guaranteed Certificate June 30, 2006 5.65% 13,465
1GCF 84 Great-West Guaranteed Certificate September 30, 2006 5.95% 6,481
1ER-AWP Cash - Employer Stock Awaiting Purchase 141,340
1ER-STK Ciber Stock 27,762,275
1BIMXBI Maxim Bond Index 278,569
1BIMXLC Maxim Loomis Sayles Corporate Bond 1,276,074
1BIMXUS Maxim US Government Mortgage Securities 741,783
1BINXDG Maxim Global Bond 131,511
1BSHXST Maxim Short-Term Maturity 209,685
1CMMXMM Maxim Money Market 12,729,782
Forfeitures Maxim Money Market 485,534
1IEUXIE Maxim Index European 1,201,342
1IFSFAO Fidelity Advisor Overseas 1,325,406
1IFSXIA Maxim Invesco ADR 138,432
1IPAXIP Maxim Index Pacific 2,092,825
1IWSPGC Putnam Global Growth 6,545,940
1LBLCHA AIM Charter Fund 3,235,076
1LBLOI5 Orchard Index 500 7,029,438
1LBLXFG Maxim Founder's Growth and Income 943,609
1LGRULT American Century Ultra 17,524,270
1LGRWIN AIM Weingarten 5,789,217
1LGRXGI Maxim Growth Index 7,299,332
1LVAFEI Fidelity Advisor Equity Income 2,429,462
1LVAFGO Fidelity Advisor Growth Opportunities 4,792,795
1LVAPGI Putnam Fund for Growth & Income 4,532,886
</TABLE>
(Continued)
F-9
<PAGE>
SCHEDULE 1
CIBER, INC. SAVINGS 401(k) PLAN
Schedule of Assets Held for Investment Purposes
December 31, 1999
<TABLE>
<CAPTION>
IDENTITY DESCRIPTION MATURITY DATE INTEREST RATE CURRENT VALUE
-------- --------------------------------------- -------------------- ------------- -------------
<S> <C> <C> <C> <C>
1LVAXVI Maxim Value Index $ 3,025,831
1MGRCON AIM Constellation 5,518,903
1MGRXTM Maxim T. Rowe Price Mid-Cap Growth 1,896,663
1PBAXP1 Profile Series 1 13,657,502
1PBAXP2 Profile Series 2 11,593,142
1PBAXP3 Profile Series 3 4,214,030
1PBAXP4 Profile Series 4 1,150,272
1PBAXP5 Profile Series 5 257,412
1SBLOI6 Orchard Index 600 913,479
1SGRLDG Lord Abbett Developing Growth 608,733
1SVAXAS Maxim Ariel Small-Cap Value 399,980
1SVAXLS Maxim Loomis Sayles Small-Cap Value 1,989,685
Participant Loans 6.0% to 10.5 % 1,903,488
-------------
$ 156,236,163
=============
</TABLE>
See accompanying independent auditors' report.
F-10
