- Amended Annual Report of Employee Stock Plans (11-K/A)
22 Luglio 2009 - 11:04PM
Edgar (US Regulatory)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM
11-K/A
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þ
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2008
OR
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o
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
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Commission File Number:
1-14303
AMERICAN AXLE & MANUFACTURING, INC. PERSONAL SAVINGS PLAN
FOR HOURLY-RATE ASSOCIATES
(Full title of the plan)
American Axle & Manufacturing Holdings, Inc.
One Dauch Drive, Detroit, MI 48211-1198
(Name of issuer of the securities held pursuant to the plan and the address of its principal
executive offices)
(313) 758-2000
(Registrants telephone number,
including area code)
AMERICAN AXLE &
MANUFACTURING,
INC. PERSONAL
SAVINGS PLAN FOR
HOURLY-RATE
ASSOCIATES
FINANCIAL STATEMENTS
December 31, 2008 and 2007
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
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Page
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1
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FINANCIAL STATEMENTS:
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2
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3
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4
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15
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EXHIBITS:
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Exhibit 23
Consent of George Johnson & Company, Independent Registered
Public Accounting Firm
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18
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EX-23
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
June 26, 2009
To the Participants and Plan Administrator
American Axle & Manufacturing, Inc. Personal Savings Plan for Hourly-Rate Associates
Detroit, Michigan
We have audited the accompanying statements of net assets available for benefits of the American
Axle & Manufacturing, Inc. Personal Savings Plan for Hourly-Rate Associates (the Plan) as of
December 31, 2008 and 2007, and the related statement of changes in net assets available for
benefits for the year ended December 31, 2008. These financial statements are the responsibility
of the Plans management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (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 aforementioned financial statements present fairly, in all material respects,
the net assets available for benefits of the Plan as of December 31, 2008 and 2007, and the changes
in net assets available for benefits for the year ended December 31, 2008, in conformity with
accounting principles generally accepted in the United States of America.
As discussed in Note 2, effective January 1, 2008, the Plan has adopted the fair value measurement
and disclosure provisions contained in Statement of Financial Accounting Standards (SFAS) No.
157, Fair Value Measurements, and SFAS No. 159, The Fair Value Option for Financial Assets and
Financial Liabilities Including an Amendment of FASB Statement No. 115.
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 as of December
31, 2008 is presented for purposes of complying with the Department of Labors Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974,
as amended, and is not a required part of the basic financial statements. This schedule has been
subjected to the auditing procedures applied in our 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/ GEORGE JOHNSON & COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
Detroit, Michigan
-1-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2008 AND 2007
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2008
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2007
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ASSETS:
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Participant-directed investments:
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Investments, at fair value (Notes 2 and 3):
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Investments in registered investment companies
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$
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98,428,949
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$
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214,809,213
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Common stock American Axle &
Manufacturing Holdings, Inc.
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3,731,094
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4,125,176
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Collective trust fund
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29,680,759
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36,068,038
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Participant loans receivable
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14,820,168
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19,677,664
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Total Investments
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146,660,970
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274,680,091
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Receivables:
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Participant contributions
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463,334
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Employer contributions
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320,850
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Receivable from broker for securities sold
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18,107
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Total Receivables
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338,957
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463,334
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Total Assets
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146,999,927
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275,143,425
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LIABILITIES:
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Excess contributions refundable
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265,699
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Net Assets Reflecting All
Investments at Fair Value
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146,734,228
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275,143,425
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Adjustment from fair value to contract value for fully
benefit-responsive investment contracts (Note 3)
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1,204,456
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273,455
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NET ASSETS AVAILABLE FOR BENEFITS
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$
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147,938,684
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$
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275,416,880
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See accompanying notes to financial statements.
-2-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2008
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Participant-
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Directed
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Investments
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ADDITIONS:
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Participant contributions
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$
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6,527,811
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Employer contributions
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342,703
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Total Contributions
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6,870,514
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Interest income on participant loans
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573,502
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Dividends
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11,402,148
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Total Additions
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18,846,164
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DEDUCTIONS:
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Benefits paid to participants
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69,032,483
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Administrative expenses
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28,387
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Net depreciation in fair value of investments (Note 3)
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77,111,317
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Transfer of assets to American Axle & Manufacturing, Inc.
Salaried Savings Plan
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152,173
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Total Deductions
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146,324,360
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DECREASE IN NET ASSETS AVAILABLE FOR BENEFITS
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(127,478,196
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NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR
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275,416,880
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NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR
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$
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147,938,684
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See accompanying notes to financial statements.
-3-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
1.
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DESCRIPTION OF THE PLAN
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General
The following description of the American Axle & Manufacturing, Inc. Personal
Savings Plan for Hourly-Rate Associates (the Plan) provides only general information.
Participants should refer to the summary plan description for more complete details of the
Plans provisions. Copies of the summary plan description are available from the human
resource department of American Axle & Manufacturing, Inc. (the Company).
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The Plan, established March 1, 1994, is a defined contribution plan covering substantially all
U.S. employees of the Company and employees of the Companys U.S. subsidiaries who are members
of the International Union, United Automobile, Aerospace, and Agricultural Implement Workers
of America (UAW), the International Association of Machinists and Aerospace Workers (IAM)
and other non-union employees. The collective bargaining agreements which cover the above
employees expire in various years beginning in 2008 through 2012. The Company may amend,
modify, suspend, or terminate the Plan to the extent not precluded by the applicable
agreements. No amendment, modification, suspension, or termination of the Plan shall have the
effect of providing that any amounts then held under the Plan may be used or diverted to any
purpose other than for the exclusive benefit of members or their beneficiaries. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended
(ERISA).
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Contributions
The Plan provides for each participant to contribute from 1% to 40% of his or
her eligible earnings. Participant contributions may be made on a pre-tax or after-tax basis.
In 2007, eligible associates of Colfor Manufacturing, Inc. received a Company match of 25% of
associates contributions up to 6% of eligible salary. Participants over age 50 were eligible
to contribute an additional $5,000 in each of the 2007 and 2008 calendar years as a catch-up
contribution. Certain limitations exist as defined in the Plan agreement as to maximum
contribution amounts. Additionally, participants may transfer funds into the Plan from other
qualified plans. Employee participation is voluntary.
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Effective January 1, 2009, UAW associates with less than 20 years of service, other than
associates at the Three Rivers facility, will receive a Company match of 25% of associates
contributions up to 6% of eligible salary. These associates will also receive an additional
retirement contribution of 5% of eligible salary. Also effective January 1, 2009, associates
at the Three Rivers facility will receive a Company contribution of 5% of gross wages paid for
all hours an associate works.
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Vesting
Each participant is fully vested in the assets credited to his or her account, and
no portion of such account shall be subject to forfeiture.
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-4-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
1.
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DESCRIPTION OF THE PLAN (CONTINUED)
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Investment Options
Participants may direct investments to be split among any of the
investment fund options available.
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Participant Loans
The Plan allows participants to borrow against their account balances with
repayment through payroll deductions. Loans may range from a minimum of $1,000 to a maximum
of $50,000 or 50% of the participants vested account balance, whichever is less.
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Hardship Withdrawals
The Plan provides for early withdrawal of savings in the event of a
participants financial hardship. A financial hardship is considered to be those amounts
necessary to prevent an eviction from, or mortgage foreclosure on, the participants principal
residence, extraordinary medical expenses for one or more members of the participants
immediate family not covered by insurance, post-secondary tuition for one or more members of
the participants immediate family, or the purchase or construction of a principal place of
residence. A financial hardship exists only when funds are not reasonably available from the
participants other sources, and the amount withdrawn must not exceed the amount needed in the
situation.
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2.
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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General
The financial statements of the Plan are prepared on the accrual basis of accounting
in accordance with accounting principles generally accepted in the United States of America
(GAAP).
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Changes in Accounting Principles
In September 2006, the Financial Accounting Standards Board
(FASB) issued Statement of Financial Accounting Standards (SFAS) No. 157, Fair Value
Measurements. This statement, which became effective January 1, 2008, defines fair value,
establishes a framework for measuring fair value in accordance with accounting principles
generally accepted in the United States of America, and expands disclosure requirements
regarding fair value measurements. The Plan adopted the requirements of SFAS No. 157 as of
January 1, 2008 without a material impact on its financial statements
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In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets
and Financial Liabilities Including an Amendment of FASB Statement No. 115.
This statement permits measurement of financial instruments and certain other items at fair
value. The Plan adopted this statement effective January 1, 2008 and has not elected the
permitted fair value measurement provisions of this statement.
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-5-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
2.
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
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Changes in Accounting Principles (continued)
In February 2008, the FASB issued FASB Staff
Position (FSP) No. FAS 157-2, Effective Date of FASB Statement No. 157, which delays the
effective date of SFAS No. 157 for nonfinancial assets and nonfinancial liabilities that are
recognized or disclosed in the financial statements on a nonrecurring basis to fiscal years
beginning after November 15, 2008. The Plan does not have any nonfinancial assets or
nonfinancial liabilities.
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Valuation of Investments
The Plans investments are stated at fair value. The shares of
registered investment companies and common stock, as well as the units of collective trust
funds, are valued at quoted market prices that represent the asset value of the shares or
units held by the Plan at year-end. The fair value of participant loans receivable
approximates their cost.
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Under FSP AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment
Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide
and Defined-Contribution Health and Welfare and Pension Plans, investment contracts held by a
defined contribution plan, including collective trust funds holding investment contracts, are
required to be reported at fair value. However, contract value is the relevant measurement
attribute for that portion of the net assets available for benefits of a defined contribution
plan attributable to fully benefit-responsive investment contracts because contract value is
the amount participants would receive if they were to initiate permitted transactions under
the terms of the Plan. As required by the FSP, the statements of net assets available for
benefits present the fair value of the collective trust fund holding investment contracts as
well as the adjustment of the fully benefit-responsive investment contracts from fair value to
contract value. The statement of changes in net assets available for benefits is prepared on
a contract value basis.
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Fair Value Measurements
The Plan uses fair value measurements in the preparation of its
financial statements, which utilize various inputs, including those that can be readily
observable, corroborated, or are generally unobservable. The Plan utilizes market-based data
and valuation techniques that maximize the use of observable inputs and minimize the use of
unobservable inputs. Additionally, the Plan applies assumptions that market participants
would use in pricing an asset or liability, including assumptions about risk.
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-6-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
2.
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
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Fair Value Measurements (continued)
SFAS No. 157 establishes a framework for measuring fair
value, which includes a hierarchy based on the quality of inputs used to measure fair value,
and provides specific disclosure requirements based on the hierarchy. SFAS No. 157 requires
the categorization of financial assets and liabilities, based on the inputs to the valuation
technique, into a three-level fair value hierarchy. The fair value hierarchy gives the
highest priority to quoted prices in active markets for identical assets and liabilities and
the lowest priority to unobservable inputs.
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The various levels of the SFAS No. 157 fair value hierarchy are described as follows:
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Level 1 Financial assets and liabilities whose values are based on unadjusted quoted
market prices for identical assets and liabilities in an active market that the Plan has
the ability to access
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Level 2 Financial assets and liabilities whose values are based on quoted prices in
markets that are not active or model inputs that are observable for substantially the
full term of the asset or liability
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Level 3 Financial assets and liabilities whose values are based on prices or
valuation techniques that require inputs that are both unobservable and significant to
the overall fair value measurement
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SFAS No. 157 requires the use of observable market data, when available, in making fair value
measurements. When inputs used to measure fair value fall within different levels of the
hierarchy, the level within which the fair value measurement is categorized is based on the
lowest level input that is significant to the fair value measurement.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts of net assets
available for benefits at the date of the financial statements and the reported amounts of
increases or decreases in net assets available for benefits during the reporting period.
Actual results could differ from those estimates. The Plan invests in various securities,
including mutual funds. Investment securities, in general, are exposed to various risks, such
as interest rate, credit, and overall market volatility. Due to the level of risk associated
with certain investment securities, it is reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could materially
affect the amounts reported in the statements of net assets available for benefits.
-7-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
3.
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INVESTMENTS
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The fair value of individual investments that exceed five percent of the Plans net assets
available for benefits is as follows as of December 31, 2008 and 2007:
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2008
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2007
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Number
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Number
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of Shares
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Fair
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of Shares
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Fair
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or Units
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Value
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or Units
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Value
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Fidelity Low-Priced Stock Fund
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1,369,454.053
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$
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31,661,778
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1,847,623.359
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$
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75,992,749
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Fidelity Managed Income
Portfolio II Fund
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30,885,215.250
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29,680,759
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36,341,492.670
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36,068,038
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Spartan U.S. Equity Index Fund
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726,059.073
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23,161,284
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987,628.119
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51,257,899
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Participant loans receivable
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n/a
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14,820,168
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n/a
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19,677,664
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Fidelity Diversified
International Fund
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494,788.014
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10,642,890
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756,828.978
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30,197,476
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PIMCO Total Return
Institutional Class Fund
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1,045,164.525
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10,597,968
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1,013,723.223
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10,836,701
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Fidelity Freedom 2020 Fund
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699,483.517
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7,029,809
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972,884.712
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15,381,307
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The Plans investment in the Fidelity Managed Income Portfolio II Fund includes wrapper
contracts with a fair value of $27,557 and $0 as of December 31, 2008 and 2007, respectively.
For the year ended December 31, 2008, the Plans investments (including gains and losses on
investments bought and sold, as well as held during the year) depreciated in value as follows:
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Common stock American Axle & Manufacturing Holdings, Inc.
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$
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(5,279,008
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Investments in registered investment companies
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(71,832,309
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Net Depreciation in Value
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$
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(77,111,317
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)
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-8-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
3.
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INVESTMENTS (CONTINUED)
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The Plans fair value hierarchy for those assets that are measured at fair value on a
recurring basis as of December 31, 2008, and the Plans investments as of December 31, 2007,
are summarized as follows:
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2008
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Totals
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Fair Value Measurements
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Quoted
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Prices in
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|
|
|
|
|
|
|
|
|
|
|
|
|
Active
|
|
|
Significant
|
|
|
|
|
|
|
|
|
|
|
|
|
Markets for
|
|
|
Other
|
|
|
Significant
|
|
|
|
|
|
|
|
|
|
Identical
|
|
|
Observable
|
|
|
Unobservable
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
Inputs
|
|
|
Inputs
|
|
|
|
|
|
|
|
|
|
(Level 1)
|
|
|
(Level 2)
|
|
|
(Level 3)
|
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments, at fair value:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments in registered
investment companies
|
|
$
|
98,428,949
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
98,428,949
|
|
|
$
|
214,809,213
|
|
Common stock American
Axle & Manufacturing
Holdings, Inc.
|
|
|
3,731,094
|
|
|
|
|
|
|
|
|
|
|
|
3,731,094
|
|
|
|
4,125,176
|
|
Collective trust fund
|
|
|
|
|
|
|
29,680,759
|
|
|
|
|
|
|
|
29,680,759
|
|
|
|
36,068,038
|
|
Participant loans receivable
|
|
|
|
|
|
|
|
|
|
|
14,820,168
|
|
|
|
14,820,168
|
|
|
|
19,677,664
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments
at Fair Value
|
|
|
102,160,043
|
|
|
|
29,680,759
|
|
|
|
14,820,168
|
|
|
|
146,660,970
|
|
|
|
274,680,091
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustment from fair value
to contract value for fully
benefit-responsive investment
contracts
|
|
|
|
|
|
|
1,204,456
|
|
|
|
|
|
|
|
1,204,456
|
|
|
|
273,455
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
102,160,043
|
|
|
$
|
30,885,215
|
|
|
$
|
14,820,168
|
|
|
$
|
147,865,426
|
|
|
$
|
274,953,546
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-9-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
3.
|
|
INVESTMENTS (CONTINUED)
|
|
|
|
As of December 31, 2008 and 2007, the Plan held the following investments with various
parties-in-interest:
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
Registered investment companies managed by
Fidelity Management Trust Company (Fidelity)
|
|
$
|
82,704,724
|
|
|
$
|
192,532,853
|
|
Collective trust fund managed by Fidelity
(at contract value)
|
|
|
30,885,215
|
|
|
|
36,341,493
|
|
Common stock American Axle & Manufacturing
Holdings, Inc.
|
|
|
3,731,094
|
|
|
|
4,125,176
|
|
Participant loans receivable
|
|
|
14,820,168
|
|
|
|
19,677,664
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
132,141,201
|
|
|
$
|
252,677,186
|
|
|
|
|
|
|
|
|
|
|
The fair value reconciliation of the Plans Level 3 assets that are measured at fair value on
a recurring basis for the year ended December 31, 2008 is as follows:
|
|
|
|
|
|
|
|
Participant
|
|
|
|
Loans
|
|
|
|
Receivable
|
|
CHANGES IN LEVEL 3 ASSETS:
|
|
|
|
|
Purchases, issuances, and settlements
|
|
$
|
(4,857,496
|
)
|
|
|
|
|
|
|
|
|
|
DECREASE IN LEVEL 3 ASSETS
|
|
|
(4,857,496
|
)
|
|
|
|
|
|
BALANCE, JANUARY 1, 2008
|
|
|
19,677,664
|
|
|
|
|
|
|
|
|
|
|
BALANCE, DECEMBER 31, 2008
|
|
$
|
14,820,168
|
|
|
|
|
|
-10-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
4.
|
|
PLAN TERMINATION
|
|
|
|
Although it has not expressed any intent to do so, the Company reserves the right to terminate
the Plan, subject to the provisions of ERISA and any applicable agreements. In the event of
Plan termination, each participant would have a nonforfeitable right to his or her total
account balance as of the date of termination.
|
|
5.
|
|
TRANSACTIONS WITH PARTIES-IN-INTEREST
|
|
|
|
Fees for accounting, legal, and trustee services were paid by the Company on behalf of the
Plan. The fees paid by the Company for services rendered by parties-in-interest were based on
customary and reasonable rates for such services.
|
|
|
|
Certain investments held by the Plan as of December 31, 2008 and 2007 are managed by Fidelity,
the trustee and custodian of the Plan. Such investments fall within the investment guidelines
of the Plan and are considered parties-in-interest. See Note 3 for investments held by the
Plan with various parties-in-interest.
|
|
6.
|
|
INCOME TAX STATUS
|
|
|
|
The Plan obtained its latest determination letter on July 18, 2002, in which the Internal
Revenue Service stated that the Plan, as then designed, was 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 and the Plans tax counsel believe
that 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
Plans financial statements.
|
-11-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
7.
|
|
RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
|
|
|
|
The following is a reconciliation of net assets available for benefits from the financial
statements to Form 5500 as of December 31, 2008 and 2007:
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
|
Net assets available for benefits,
financial statements
|
|
$
|
147,985,401
|
|
|
$
|
275,416,880
|
|
Less: Adjustment to reflect fully benefit-responsive
investment contracts at fair value
|
|
|
(1,204,456
|
)
|
|
|
(273,455
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Assets Available for Benefits,
Form 5500
|
|
$
|
146,780,945
|
|
|
$
|
275,143,425
|
|
|
|
|
|
|
|
|
|
|
The collective trust fund, which holds fully benefit-responsive investment contracts, is
adjusted to contract value in the accompanying financial statements. Such investments are
required to be reported at fair value on Form 5500.
|
|
|
|
The following amounts recorded on the 2008 Form 5500 are not recorded on the 2008 financial
statements:
|
Net investment loss from common and collective trusts
|
|
$
|
(931,001
|
)
|
|
|
|
8.
|
|
NEW ACCOUNTING PRONOUNCEMENTS
|
|
|
|
The FASB has issued FASB Interpretation (FIN) No. 48, Accounting for Uncertainty in Income
Taxes. FIN No. 48 clarifies the accounting for uncertainty in income taxes recognized in an
enterprises financial statements in accordance with SFAS No. 109, Accounting for Income
Taxes, prescribes a recognition threshold and measurement attribute for the financial
statement recognition and measurement of a tax position taken or expected to be taken in a tax
return, and also provides guidance on derecognition, classification, interest and penalties,
accounting in interim periods, disclosure, and transition. FIN No. 48 applies to the Plans
financial statements for the year ending December 31, 2009. The Plans management does not
anticipate the implementation of this interpretation to have any impact on the Plans
financial statements.
|
-12-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2008 AND 2007 AND FOR THE YEAR ENDED DECEMBER 31, 2008
9.
|
|
SUBSEQUENT EVENT
|
|
|
|
Effective May 1, 2009, the American Axle Stock Fund was frozen to new contributions and exchanges
into the fund. Following the freeze, on May 22, 2009, participants in the American Axle Stock Fund
were provided notice that the stock fund will be discontinued and removed as an investment option
under the Plan beginning June 22, 2009. As of June 24, 2009, all interest in the American Axle
Stock Fund was liquidated to be transferred to the fund(s) designated by each participant or to the
Fidelity Freedom Fund
®
Lifecycle investment option.
|
-13-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
(Federal Employer Identification Number: 38-3138388; Plan Number: 004)
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (Form 5500, Schedule H, Item 4i)
DECEMBER 31, 2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description of Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
(Including Maturity Date,
|
|
|
|
|
|
|
|
|
Party-in-
|
|
Identity of Issue, Borrower,
|
|
Rate of Interest, Collateral,
|
|
|
|
|
|
|
Current
|
|
Interest
|
|
Lessor, or Similar Party
|
|
and Par or Maturity Value)
|
|
|
Cost
|
|
|
Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Registered Investment Companies:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Managed by Fidelity Management
Trust Company:
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Fidelity Low-Priced Stock Fund
|
|
1,369,454.053 shares
|
|
|
(a
|
)
|
|
$
|
31,661,778
|
|
*
|
|
Fidelity Diversified International Fund
|
|
494,788.014 shares
|
|
|
(a
|
)
|
|
|
10,642,890
|
|
*
|
|
Fidelity Freedom Income Fund
|
|
160,238.053 shares
|
|
|
(a
|
)
|
|
|
1,531,876
|
|
*
|
|
Fidelity Freedom 2000 Fund
|
|
18,754.537 shares
|
|
|
(a
|
)
|
|
|
188,483
|
|
*
|
|
Fidelity Freedom 2010 Fund
|
|
168,426.993 shares
|
|
|
(a
|
)
|
|
|
1,744,904
|
|
*
|
|
Fidelity Freedom 2020 Fund
|
|
699,483.517 shares
|
|
|
(a
|
)
|
|
|
7,029,809
|
|
*
|
|
Fidelity Freedom 2030 Fund
|
|
407,508.308 shares
|
|
|
(a
|
)
|
|
|
3,977,281
|
|
*
|
|
Fidelity Freedom 2040 Fund
|
|
227,403.767 shares
|
|
|
(a
|
)
|
|
|
1,271,187
|
|
*
|
|
Fidelity Freedom 2005 Fund
|
|
16,038.624 shares
|
|
|
(a
|
)
|
|
|
134,564
|
|
*
|
|
Fidelity Freedom 2015 Fund
|
|
105,846.335 shares
|
|
|
(a
|
)
|
|
|
906,045
|
|
*
|
|
Fidelity Freedom 2025 Fund
|
|
16,681.771 shares
|
|
|
(a
|
)
|
|
|
137,291
|
|
*
|
|
Fidelity Freedom 2035 Fund
|
|
17,330.476 shares
|
|
|
(a
|
)
|
|
|
139,164
|
|
*
|
|
Fidelity Freedom 2045 Fund
|
|
13,859.353 shares
|
|
|
(a
|
)
|
|
|
91,195
|
|
*
|
|
Fidelity Freedom 2050 Fund
|
|
13,463.381 shares
|
|
|
(a
|
)
|
|
|
86,973
|
|
*
|
|
Spartan U.S. Equity Index Fund
|
|
726,059.073 shares
|
|
|
(a
|
)
|
|
|
23,161,284
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
82,704,724
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PIMCO Total Return Institutional
Class Fund
|
|
1,045,164.525 shares
|
|
|
(a
|
)
|
|
|
10,597,968
|
|
|
|
PIMCO High Yield Institutional
Class Fund
|
|
323,019.462 shares
|
|
|
(a
|
)
|
|
|
2,161,000
|
|
|
|
First American Mid Cap Growth
Opportunity Y Fund
|
|
18,155.219 shares
|
|
|
(a
|
)
|
|
|
426,103
|
|
|
|
American Funds Growth Fund of
America R5 Fund
|
|
35,626.431 shares
|
|
|
(a
|
)
|
|
|
728,204
|
|
|
|
Fifth Third Disciplined Large Cap
Value Fund I
|
|
32,814.224 shares
|
|
|
(a
|
)
|
|
|
262,842
|
|
|
|
Domini Social Equity R Fund
|
|
71,843.805 shares
|
|
|
(a
|
)
|
|
|
450,461
|
|
|
|
Munder Small Cap Value Y Class Fund
|
|
39,684.160 shares
|
|
|
(a
|
)
|
|
|
485,734
|
|
|
|
American Beacon Small Cap Value
Institutional Class Fund
|
|
51,989.184 shares
|
|
|
(a
|
)
|
|
|
611,913
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
98,428,949
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
American Axle & Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Holdings, Inc.
|
|
1,291,035.983 shares
|
|
|
(a
|
)
|
|
|
3,731,094
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Collective Trust Fund:
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Fidelity Managed Income Portfolio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
II Fund (including wrapper contracts)
|
|
30,885,215.250
units
|
|
|
(a
|
)
|
|
|
29,680,759
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Participant Loans Receivable:
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Plan participants
|
|
Loans receivable; interest
rates ranged from
5.00% to 7.75% during 2008
|
|
$
|
-0-
|
|
|
|
14,820,168
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
146,660,970
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
|
These are participant-directed investments; therefore, the cost is not required to be
reported.
|
There were no investment assets reportable as acquired and disposed of during the year ended
December 31, 2008.
-15-
SIGNATURE
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 report to be signed on its behalf
by the undersigned hereunto duly authorized.
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR
HOURLY-RATE ASSOCIATES
July 22, 2009
|
|
|
|
|
|
/s/ Michael K. Simonte
|
|
|
Michael K. Simonte
|
|
|
Executive Vice President Finance & Chief Financial Officer
American Axle & Manufacturing Holdings, Inc.
|
|
|
-16-
AMERICAN AXLE & MANUFACTURING, INC.
PERSONAL SAVINGS PLAN FOR HOURLY-RATE ASSOCIATES
EXHIBITS:
|
|
|
|
|
|
|
Exhibit No.
|
|
Description
|
|
Method of Furnishing
|
|
Page
|
23
|
|
Consent of George Johnson & Company,
Independent Registered Public
Accounting Firm
|
|
Furnished with this Report
|
|
18
|
-17-
Grafico Azioni American Axle and Manufa... (NYSE:AXL)
Storico
Da Giu 2024 a Lug 2024
Grafico Azioni American Axle and Manufa... (NYSE:AXL)
Storico
Da Lug 2023 a Lug 2024