jbhunt_11k-123111.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 11-K
 
(X)
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the fiscal year ended December 31, 2011
OR

(   )
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ____________
 
Commission file number 0-11757
 
J.B. HUNT TRANSPORT SERVICES, INC. EMPLOYEE RETIREMENT PLAN

J.B. HUNT TRANSPORT SERVICES, INC.
615 J.B. Hunt Corporate Drive
Lowell, Arkansas  72745
(479) 820-0000
 
 
 

 

REQUIRED INFORMATION
 
 
The following financial statements prepared in accordance with the financial reporting requirements of the Employee Retirement Income Security Act (ERISA) and exhibits are filed for the J.B. Hunt Transport Services, Inc. Employee Retirement Plan:
 
   
Page No.
Financial Statements and Schedules
   
     
Report of Independent Registered Public Accounting Firm
 
2
     
Statements of Net Assets Available for Benefits - December 31, 2011 and 2010
 
3
     
Statements of Changes in Net Assets Available for Benefits - Years Ended December 31, 2011 and 2010
 
4
     
Notes to Financial Statements
 
5
     
Schedule 1: Form 5500, Schedule H, Line 4i - Schedule of Assets (Held at End of Year) - December 31, 2011
 
12
     
Signature
 
13
     
Exhibits
   
     
Exhibit Index
 
14
     
23.1 Consent of Independent Registered Public Accounting Firm
 
15

 
 

 

Report of Independent Registered Public Accounting Firm

 
The Retirement Committee
J.B. Hunt Transport Services, Inc.

 
We have audited the accompanying statements of net assets available for benefits of J.B. Hunt Transport Services, Inc. Employee Retirement Plan as of December 31, 2011 and 2010, 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 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. We were not engaged to perform an audit of the Plan's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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 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, 2011 and 2010, and the changes in its net assets available for benefits for the years then ended, in conformity with US generally accepted accounting principles.
 
Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2011, 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. Such information is the responsibility of the Plan's management. The information has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
 

 
/s/ Ernst & Young LLP

 
June 22, 2012
Rogers, Arkansas
 
 
2

 
 
J.B. HUNT TRANSPORT SERVICES, INC.
EMPLOYEE RETIREMENT PLAN

Statements of Net Assets Available for Benefits
December 31, 2011 and 2010
 
   
2011
   
2010
 
Cash
  $ 415,310     $ 177,547  
Investments, at fair value:
               
Mutual funds
    134,702,541       137,358,193  
Common stock – J.B. Hunt Transport Services, Inc.
    148,468,952       127,128,740  
Common/collective trusts
    99,008,573       97,834,780  
Total investments
    382,180,066       362,321,713  
Receivables:
               
Notes receivable from participants
    25,200,004       25,077,337  
Contributions:
               
Participants
    1,040,358       976,006  
Employer
    371,990       223,807  
Accrued investment income
    100,969       100,811  
Total receivables
    26,713,321       26,377,961  
Net assets reflecting investments at fair value
    409,308,697       388,877,221  
                 
Adjustment from fair value to contract value for interest in common/collective trusts relating to fully benefit-responsive investment contracts
    (2,400,834 )       (2,333,457 )  
                 
Net assets available for benefits
  $ 406,907,863     $ 386,543,764  

See accompanying notes to financial statements.
 
 
3

 
 
J.B. HUNT TRANSPORT SERVICES, INC.
EMPLOYEE RETIREMENT PLAN
 
Statements of Changes in Net Assets Available for Benefits
Years ended December 31, 2011 and 2010
 
   
2011
   
2010
 
Additions to net assets attributed to:
           
Investment income:
           
Net appreciation in fair value of investments
  $ 7,452,641     $ 43,374,754  
Interest and dividends
    7,362,198       6,222,997  
      14,814,839       49,597,751  
                 
Interest income on notes receivable from participants
    1,152,555       1,271,481  
Contributions:
               
Employer, net of forfeitures
    10,257,158       5,219,300  
Participants
    31,373,299       25,545,454  
      41,630,457       30,764,754  
Total additions
    57,597,851       81,633,986  
Deductions from net assets attributed to:
               
Benefits paid to participants
    36,805,935       36,161,582  
Administrative expenses
    427,817       328,192  
Total deductions
    37,233,752       36,489,774  
Increase in net assets available for benefits
    20,364,099       45,144,212  
                 
Net assets available for benefits:
               
Beginning of year
    386,543,764       341,399,552  
End of year
  $ 406,907,863     $ 386,543,764  
 
See accompanying notes to financial statements.
 
 
4

 
 
J.B. HUNT TRANSPORT SERVICES, INC.
 
EMPLOYEE RETIREMENT PLAN
 
Notes to Financial Statements
 
December 31, 2011 and 2010

 
1.
Description of Plan
 
The following description of the J.B. Hunt Transport Services, Inc. (the “Company” or “Employer”) Employee Retirement Plan (the “Plan”) is provided for general information purposes only.  Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.
 
General
 
The purpose of the Plan is to provide additional incentive and retirement security for eligible employees of the Company by permitting contributions to the Plan that are tax deferred under Section 401(k) of the Internal Revenue Code (IRC).  All employees, other than employees covered by a collective bargaining agreement, non-resident aliens, leased employees, and independent contractors, are eligible to make salary reduction contributions immediately following their employment commencement date.  Each employee that has completed one year of qualifying service is eligible to receive matching contributions.  The Plan is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
 
Contributions
 
Each year, participants may defer from 1% up to 50% of pretax annual compensation, as defined in the Plan agreement (not to exceed limits determined under Sections 402(g) and 415(c) of the IRC).  Participants who have attained age 50 before the end of the Plan year are eligible to make catch up contributions.  Effective March 1, 2009, the Company reduced the employer match from 50% to 0% for participants that are salaried employees exempt from overtime compensation and from 50% to 25% for all other participants.  Effective July 1, 2010, the Company amended the Plan to reinstate an employer match of 50% of the first 6% of base compensation a participant contributed to the Plan for all participants.  Additional amounts may be contributed at the discretion of the Company’s Board of Directors.  No such additional amounts were contributed in 2011 or 2010.
 
Participant Accounts
 
Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s matching contributions and any additional contributions and (b) Plan earnings, and charged with an allocation of administrative expenses.  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.
 
Vesting
 
Participants are immediately vested in their contributions plus actual earnings thereon.  Vesting in the Company’s matching and discretionary contribution portion of their accounts, plus actual earnings thereon, is based on years of service.  Upon a participant’s normal retirement, permanent disability or death, he or she becomes fully vested in the Plan.  If a participant terminates employment for any other reason on or after being credited with at least six years of vesting service, he or she becomes fully vested in the Plan.  Prior to the completion of six years of vesting service, the vesting percentages are as follows:  0 - 1 year – 0%; 2 years – 20%; 3 years – 40%; 4 years – 60%; 5 years – 80%; 6 years – 100%.  Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions, restore a participant’s account for claims of benefits, or pay Plan expenses.  Forfeitures for the years ended December 31, 2011 and 2010 amounted to approximately $563,000 and $455,000, respectively.  The Company used approximately $524,000 and $458,000 to reduce Company contributions to the Plan in 2011 and 2010, respectively.  Forfeitures remaining in the Plan at December 31, 2011 and 2010 were approximately $154,000 and $115,000, respectively.
 
 
5

 
 
Participant Loans
 
Notes receivables from participants represent participant loans.  Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance.  Loan terms range from 1 - 5 years, or up to 20 years for the purchase of a primary residence.  The loans are secured by the balance in the participant’s account and bear fixed interest at the prime rate on the first day of the calendar month in which the loan is made, plus one percent (ranging from 4.25% to 10.5% for loans outstanding at December 31, 2011). Principal and interest are paid ratably through payroll deductions.  A participant may only have two loans outstanding at any time.
 
Transfers to and from Other Plans
 
The Plan transfers certain net assets to other plans in connection with participants who have terminated employment and begun participating in other employer plans.  Such transfers are recorded in benefits paid to participants at the fair value of the assets on the date transferred.  Similarly, the Plan allows new participants to rollover or transfer-in assets held in other qualified plans.  Such transfers are recorded in participant contributions at fair value.
 
Payment of Benefits
 
On termination of service due to normal retirement, disability or death, a participant may receive either a lump-sum amount or approximately equal monthly, quarterly or semi-monthly installments in cash equal to the value of the participant’s vested interest in his or her account.  For termination of service, other than retirement, disability or death, a participant may receive the value of the vested interest in his or her account as a lump-sum distribution.
 
The Plan also allows for hardship distributions if a participant meets the Plan’s requirements for such distributions.
 
Administrative Expenses
 
The Company may elect to pay all administrative expenses of the Plan.  Administrative expenses not paid by the Company are paid from Plan assets.  All administrative expenses were paid by the Plan in 2011 and 2010.
 
2.
Summary of Significant Accounting Policies
 
Basis of Accounting
 
The accompanying financial statements of the Plan are prepared utilizing the accrual method of accounting.
 
 
6

 
 
Notes Receivable from Participants
 
Notes receivable from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Interest income on notes receivable from participants is recorded when it is earned. Related fees are recorded as administrative expenses and are expensed when they are incurred. No allowance for credit losses has been recorded as of December 31, 2011 or 2010. If a participant ceases to make loan repayments and the Plan administrator deems the participant loan to be a distribution, the participant loan balance is reduced and a benefit payment is recorded.
 
Investment Valuation and Income Recognition
 
The Plan’s investments are stated at fair value on December 31, 2011 and 2010.  See Note 3, Fair Value Measurements, for additional information on investment valuation.  Purchases and sales of securities are recorded on a trade-date basis.  Dividends are recorded on the ex-dividend date.  Interest income is recorded on the accrual basis.  Net appreciation or depreciation in fair value of investments represents increases or decreases in value resulting from realized and unrealized gains and losses.  The cost of securities sold is determined by the weighted average cost method.  Shares of mutual funds are valued at quoted market prices, which represent the net asset value of shares held by the Plan at year end.  Shares of Company common stock are valued at quoted market prices.  Investments in the common/collective trusts are valued at the net asset value per unit, as determined by the issuer of the respective trust.
 
Investment contracts held by a defined contribution plan are 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. Contract value represents contributions plus earnings, less participant withdrawals and administrative expenses.
 
As of December 31, 2011, the Plan invests in fully benefit-responsive investment contracts through the Stable Value Fund, which is invested in two common/collective trust funds, the Invesco Stable Value Trust Fund and T. Rowe Price Stable Value Common Trust Fund.  The Stable Value Fund is designed to deliver safety and stability by preserving principal and accumulating earnings.  This Stable Value Fund is primarily invested in guaranteed investment contracts, bank investment contracts, and synthetic investment contracts.  The Plan may withdraw from the Invesco Stable Value Trust Fund with one-year written advance notice to the trustee.  When the market value of units is less than their contract value, the Plan may also elect to withdraw units at their market value upon 10 days’ notice.  The Plan may withdraw from the T. Rowe Price Stable Value Common Trust Fund with 12 month written advance notice to the trustee.  The notice period may be shortened or waived by the trustee in its sole discretion.  There are no restrictions on participant-directed redemptions for either common/collective trust.
 
Accordingly, the Statements of Net Assets Available for Benefits presents the fair value of the common/collective trusts, as well as the adjustment of the fully benefit-responsive common/collective trusts from fair value to contract value. The Statements of Changes in Net Assets Available for Benefits is prepared on a contract value basis.
 
New Accounting Pronouncements
 
In May 2011, the FASB issued Accounting Standards Update 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and International Financial Reporting Standards, (ASU 2011-04).  ASU 2011-04 was issued to provide a consistent definition of fair value and ensure that the fair value measurement and disclosure requirements are similar between U.S. GAAP and International Financial Reporting Standards. ASU 2011-04 changes certain fair value measurement principles and enhances the disclosure requirements particularly for Level 3 fair value measurements.  This pronouncement is effective for reporting periods beginning on or after December 15, 2011, with early adoption prohibited. The new guidance will require prospective application. The Plan is currently evaluating the effect that the provisions of this pronouncement will have on its financial statements.
 
 
7

 

Payment of Benefits
 
Benefits are recorded when paid.  Defaults on participant notes receivable are recorded as benefits paid to participants.
 
Use of Estimates
 
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities.  Actual results could differ from those estimates.
 
Risk and Uncertainties
 
The Plan invests in various investment securities.  Investment securities are exposed to various risks such as interest rate, market volatility and credit risks.  Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.
 
3.
Fair Value Measurements
 
The Financial Accounting Standards Board’s guidance on fair value measurements establishes a three-level valuation hierarchy for disclosure based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). An asset’s fair value measurement level within the hierarchy is based on the lowest level of input that is significant to the valuation.
 
The three levels are defined as follows:
 
 
 
Level 1 - inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.
 
 
 
Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
 
 
 
Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement.

 
8

 
 
The following are assets measured at fair value on a recurring basis at December 31, 2011 and 2010:
 
December 31, 2011
 
Description
 
Level 1
   
Level 2
   
Total
 
Mutual Funds:
                 
Large cap funds
  $ 49,433,239     $ -     $ 49,433,239  
Small cap funds
    26,312,974       -       26,312,974  
International funds
    28,766,462       -       28,766,462  
Bond/fixed income funds
    30,189,866       -       30,189,866  
Total mutual funds
  $ 134,702,541     $ -     $ 134,702,541  
Common Stock
    148,468,952       -       148,468,952  
Common/collective trusts
    -       99,008,573       99,008,573  
Total investments at fair value
  $ 283,171,493     $ 99,008,573     $ 382,180,066  

December 31, 2010
 
Description
 
Level 1
   
Level 2
   
Total
 
Mutual Funds:
                 
Large cap funds
  $ 53,577,274     $ -     $ 53,577,274  
Small cap funds
    24,936,704       -       24,936,704  
International funds
    30,192,188       -       30,192,188  
Bond/fixed income funds
    28,652,027       -       28,652,027  
Total mutual funds
  $ 137,358,193     $ -     $ 137,358,193  
Common Stock
    127,128,740       -       127,128,740  
Common/collective trusts
    -       97,834,780       97,834,780  
Total investments at fair value
  $ 264,486,933     $ 97,834,780     $ 362,321,713  
 
The Plan had no assets measured at fair value using a Level 3 valuation at December 31, 2011 or 2010.

4. 
Investments
 
The following table presents investments representing 5% or more of the Plan’s net assets:
 
   
December 31,
 
   
2011
   
2010
 
Mutual Funds:
           
Van Kampen Growth & Income Fund
  $ 21,114,253     $ 22,475,479  
American Growth Fund of America
    25,425,374       27,517,620  
Allianz NFJ International
    20,574,134       22,233,027  
                 
Common/collective trusts:
               
Merrill Lynch Equity Index Trust Tier 10 ***
    25,344,218       24,785,421  
Stable Value Fund
               
Invesco Stable Value Trust Fund *
    36,832,178       36,524,679  
T. Rowe Price Stable Value Common Trust Fund **
    36,832,177       36,524,680  
                 
Common Stock:
               
J.B. Hunt Transport Services, Inc.
    148,468,952       127,128,740  
 
Contract Value as of December 31, 2011 and 2010 was $35,631,761 and $35,357,951, respectively.
** 
Contract Value as of December 31, 2011 and 2010 was $35,631,760 and $35,357,951, respectively.
*** 
The objective of the trust is to invest in a portfolio of assets whose performance is expected to match approximately the performance of the Standard & Poor’s 500 Composite Stock Index.
 
 
9

 

During 2011 and 2010, the Plan’s investments (including investments purchased and sold, as well as held during the year) appreciated/ (depreciated) in fair value as follows:
 
   
December 31,
 
   
2011
   
2010
 
Common stock
  $ 14,471,675     $ 27,504,134  
Mutual funds
    (9,344,759 )     15,278,955  
Common/collective trusts
    2,325,725       591,665  
    $ 7,452,641     $ 43,374,754  

5.
Plan Termination
 
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.  In the event of Plan termination, participants will become 100% vested in their employer contributions.
 
6.
Related Party Transactions
 
At December 31, 2011 and 2010, the Merrill Lynch Equity Index Trust Tier 10 common/collective trust investment was managed by Merrill Lynch affiliates.  Merrill Lynch Retirement Services Group performs record keeping responsibilities for the Plan, and Merrill Lynch Trust Company is the Plan’s trustee.
 
At December 31, 2011 and 2010, the Plan held 3.3 million and 3.1 million shares, respectively, of common stock of the Company, with a fair value of approximately $148.5 million and $127.1 million, respectively.  During the years ended December 31, 2011 and 2010, the Plan recorded dividend income on the common stock of the Company of approximately $1.7 million and $1.5 million, respectively.
 
7.
Tax Status
 
The Internal Revenue Service (IRS) has determined and informed the Company by letter dated February 6, 2009, the Plan and related trust are designed in accordance with applicable sections of the IRC.  The Plan has been amended since receiving the determination letter.  However, the plan administrator and the Plan’s tax counsel believe 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 Plan’s financial statements.
 
Accounting principles generally accepted in the United States require Plan management to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2011, there are no uncertain positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan Administrator believes it is no longer subject to income tax examinations for years prior to 2008.
 
 
10

 

8.
Reconciliation of Financial Statements to the Form 5500
 
The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500 at December 31, 2011 and 2010:
 
   
2011
   
2010
 
Net assets available for benefits per the financial statements
  $ 406,907,863     $ 386,543,764  
Adjustment from contract value to fair value for fully benefit-responsive investment contracts
    2,400,834       2,333,457  
Net assets available for benefits per the Form 5500
  $ 409,308,697     $ 388,877,221  
 
The following is a reconciliation of the total additions per the financial statements to total income per the 2011 Form 5500 for the year ended December 31, 2011:
 
   
2011
 
Total additions per the financial statements
  $ 57,597,851  
Adjustment for change in contract value to fair value for fully benefit-responsive investment contracts
    67,377  
Total income per the Form 5500
  $ 57,665,228  
 
 
11

 
 
J.B. HUNT TRANSPORT SERVICES, INC.
EMPLOYEE RETIREMENT PLAN
 
EIN: 71-0335111, Plan: 001
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2011
 
Column (a)
 
Column (b)
 
Column (c)
 
Column (e)
 
       
Description of Investment
     
Party-in-
     
Including Maturity Date,
       
Interest
 
Identity of Issue, Borrower,
 
Rate of Interest, Collateral,
 
Current
 
Identification
 
Lessor, or Similar Party
 
Par, or Maturity Value
 
Value
 
                 
*
 
Merrill Lynch Equity Index Trust Tier 10
 
Common/collective Trust
 
$
25,344,218
 
   
INVESCO Stable Value Trust Fund
 
Common/collective Trust
   
36,832,178
 
   
T. Rowe Price Stable Value Common Trust Fund
 
Common/collective Trust
   
36,832,177
 
   
Perkins Small Cap Value Fund
 
Mutual Fund
   
13,462,934
 
   
PIMCO Real Return Fund (Admin Class)
 
Mutual Fund
   
11,992,822
 
   
PIMCO Total Return Fund (Admin Class)
 
Mutual Fund
   
18,197,044
 
   
Allianz NFJ International (Class A)
 
Mutual Fund
   
20,574,134
 
   
Sentinel Small Company Fund (Class A)
 
Mutual Fund
   
12,850,040
 
   
Van Kampen Growth & Income Fund (Class Y)
 
Mutual Fund
   
21,114,253
 
   
Columbia Acorn International Class Z
 
Mutual Fund
   
8,192,328
 
   
American Growth Fund of America (Class R4)
 
Mutual Fund
   
25,425,374
 
   
INVESCO Global Real Estate
 
Mutual Fund
   
2,893,612
 
*
 
J.B. Hunt Transport Services, Inc. Common Stock
 
Common Stock
   
148,468,952
 
*
 
Particpant Loans
 
Interest rates ranging from 4.25% to 10.5% and various maturities
   
25,200,004
 
           
$
407,380,070
 
                 
*
 
Party-in-interest
           
 
See accompanying report of independent registered public accounting firm and notes to financial statements.
 
Note: Column (d) has been omitted as all investments are participant directed.
 
 
12

 

Signature
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustee has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
J.B. HUNT TRANSPORT SERVICES, INC.
EMPLOYEE RETIREMENT PLAN
 
       
DATE: June 22, 2012
By:
/s/ David G. Mee  
   
David G. Mee
Executive Vice President, Finance and
Administration and Chief Financial Officer
(Principal Accounting Officer)
 
       
       

 
 
13

 
 
Exhibit Index
 
Exhibit
 
Description
     
23.1
 
Consent of Independent Registered Public Accounting Firm
     

 
 
14