e11vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended September 30, 2010
OR
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1943 |
For the transition period from to
Commission file number 1-5129
A. Full title of the plan and the address of the plan, if different from that of the issuer named
below:
MOOG INC. RETIREMENT SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office:
MOOG INC.
EAST AURORA, NEW YORK 14052-0018
REQUIRED INFORMATION
The following financial statements shall be furnished for the plan:
1. An audited statement of financial condition as of the end of the latest two fiscal years of the
plan (or such lesser period as the plan has been in existence).
2. An audited statement of income and changes in plan equity for each of the latest three fiscal
years of the plan (or such lesser period as the plan has been in existence).
3. The statements required by Items 1 and 2 shall be prepared in accordance with the applicable
provisions of Article 6A of Regulation S-X.
4. In lieu of the requirements of Items 1-3 above, plans subject to ERISA may file plan financial
statements and schedules prepared in accordance with the financial reporting requirements of ERISA.
To the extent required by ERISA, the plan financial statements shall be examined by an independent
accountant, except that the limited scope exemption contained in Section 103(a)(3)(C) of ERISA
shall not be available.
Note: A written consent of the accountant is required with respect to the plan annual financial
statements which have been incorporated by reference in a registration statement on Form S-8 under
the Securities Act of 1933. The consent should be filed as an exhibit to this annual report. Such
consent shall be currently dated and manually signed.
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 annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
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MOOG INC. RETIREMENT SAVINGS PLAN
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Date: March 18, 2011 |
/s/ Joe C. Green
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Joe C. Green |
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Plan Administrator |
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EXHIBIT INDEX
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Exhibit |
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Description |
23.1 |
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Consent of Freed Maxick & Battaglia, CPAs, PC |
Financial Statements and
Supplemental Schedule
Moog Inc. Retirement Savings Plan
Years Ended September 30, 2010 and 2009
With Independent Auditors Report
Moog Inc. Retirement Savings Plan
Financial Statements
and Supplemental Schedule
Years Ended September 30, 2010 and 2009
Contents
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Report of Independent Registered Public Accounting Firm
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1 |
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Financial Statements |
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Statements of Net Assets Available for Benefits
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2 |
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Statements of Changes in Net Assets Available for Benefits
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3 |
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Notes to Financial Statements
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4 14 |
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Supplemental Schedule |
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Schedule H, Line 4i Schedule of Assets (Held at End of Year)
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15 |
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Report of Independent Registered Public Accounting Firm
The Plan Administrator
Moog Inc. Retirement Savings Plan
We have audited the accompanying statements of net assets available for benefits of the Moog Inc.
Retirement Savings Plan (the Plan) as of September 30, 2010 and 2009, 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 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 audits to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The
Plan is not required to have, nor were we engaged to perform, an audit of the Plans internal
control over financial reporting. An audit includes consideration of internal control over
financial reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for purposes of expressing an opinion on the effectiveness of the Plans
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, 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 Moog Inc. Retirement Savings Plan as of
September 30, 2010 and 2009, 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 of
America.
Our audits were performed for the purpose of forming an opinion on the financial statements taken
as a whole. The accompanying supplemental schedule of assets (held at end of year) as of September
30, 2010 is presented for purposes of additional analysis and is not a required part of the basic
financial statements but is supplementary information required by the Department of Labors Rules
and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This supplemental schedule is the responsibility of the Plans management. The supplemental
schedule has been subjected to the auditing procedures applied in the audit of the basic financial
statements for the year ended September 30, 2010 and, in our opinion, is fairly stated in all
material respects in relation to the financial statements taken as a whole.
/s/ FREED MAXICK & BATTAGLIA, CPAs, PC
Buffalo, New York
March 18, 2011
1
Moog Inc. Retirement Savings Plan
Statements of Net Assets Available for Benefits
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September 30, |
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2010 |
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2009 |
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Assets |
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Investments at fair value: |
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Shares of registered investment companies |
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$ |
190,477,081 |
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$ |
159,700,159 |
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Employer securities |
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101,139,535 |
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84,893,799 |
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Stable value fund |
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58,177,282 |
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50,141,671 |
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Common stock |
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7,657,175 |
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6,933,081 |
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Cash and cash equivalents |
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12,225,694 |
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12,138,586 |
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369,676,767 |
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313,807,296 |
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Receivables: |
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Notes receivable from participants |
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4,836,359 |
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4,532,853 |
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Participant contributions |
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527,643 |
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1,037,430 |
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Employer contributions |
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21,905 |
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200,879 |
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5,385,907 |
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5,771,162 |
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Net assets available for benefits, at fair value |
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375,062,674 |
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319,578,458 |
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Adjustment from fair value to contract value for
fully benefit responsive investment contracts |
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(477,054 |
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1,586,201 |
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Net assets available for benefits |
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$ |
374,585,620 |
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$ |
321,164,659 |
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See accompanying notes to the financial statements.
2
Moog Inc. Retirement Savings Plan
Statements of Changes in Net Assets Available for Benefits
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Year Ended September 30, |
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2010 |
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2009 |
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Additions |
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Participant contributions |
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$ |
26,164,585 |
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$ |
24,677,159 |
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Employer contributions |
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6,981,309 |
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5,493,132 |
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Participant rollovers |
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1,002,100 |
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1,279,775 |
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Net appreciation in fair value of investments |
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33,128,687 |
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Transfer from other plans |
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6,120,712 |
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4,326,605 |
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Interest and dividend income |
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3,975,793 |
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666,604 |
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77,373,186 |
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36,443,275 |
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Deductions |
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Distributions |
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23,700,743 |
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12,837,456 |
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Net depreciation in fair value of investments |
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33,816,525 |
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Administrative expenses |
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251,482 |
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205,966 |
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23,952,225 |
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46,859,947 |
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Net increase (decrease) |
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53,420,961 |
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(10,416,672 |
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Net assets available for benefits at beginning of year |
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321,164,659 |
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331,581,331 |
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Net assets available for benefits at end of year |
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$ |
374,585,620 |
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$ |
321,164,659 |
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See accompanying notes to the financial statements.
3
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
1. Description of Plan
The following is a brief description of the Moog Inc. Retirement Savings Plan (the Plan) and is
provided for general information purposes only. Participants should refer to the Plan Document and
the Summary Plan Description for more complete information.
General
The Plan is a defined contribution plan sponsored by Moog Inc. (the Company or the Plan Sponsor).
The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as
amended (ERISA).
Eligibility
During the plan years ended September 30, 2010 and 2009, the Company made employees of certain
acquired businesses eligible for the Plan. As of September 30, 2010, all domestic employees of the
Company are eligible to participate in the Plan immediately upon hire, except for employees of
certain acquired businesses, Ethox International, Inc., MidAmerica Aviation, Inc., and Moog
Techtron Corporation, some of which maintain their own defined contribution plans, and those
employees of Flo-Tork Inc. who are covered by a collective bargaining agreement.
Plan Mergers and Transfers
During the Plan year ended September 30, 2010, the Company transferred assets and merged the
associated plans of Berkeley Process Control, Inc. and Videolarm, Inc. into the Plan. For the Plan
year ended September 30, 2009, the Company transferred assets and merged the related plans of ZEVEX
Inc., QuickSet International, Inc. and PRIZM into the Plan.
Notes receivable from participants
Notes receivable from participants (loans) are valued at their unpaid principal balance plus any
accrued but unpaid interest. Loans are limited to the lesser of $50,000 or one-half of the
participants account balance with a minimum loan of $1,000, payable over a term not to exceed five
years. Interest is charged at a rate established by the Plan and is normally fixed at origination
at prime plus 1%. The loans are secured by the balance in the participants account. Principal
and interest are paid ratably through payroll deductions.
4
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
Contributions and Investments
The Plan allows for voluntary pretax contributions to the Plan in the form of a 1% to 40% salary
reduction subject to the Internal Revenue Code (IRC) limits and permits an automatic deferral of 3%
of eligible employee compensation to the Plan, unless the employee elects not to make such a
contribution to the Plan. Effective June 1, 2009, the Plan was amended to allow for Roth Elective
Deferrals. Participants may designate all or a portion of automatic deferrals as Roth Elective
Deferrals as of the effective date. The Plan permits participants age 50 and older to make
catch-up contributions as provided by the Economic Growth and Tax Relief Reconciliation Act of
2001. Contributions are directed by the participant among the available investment options.
The Plan currently offers twelve registered investment company funds, a money market fund, a stable
value fund, asset allocation model funds and Company stock as investment options for participants.
In 1994, certain assets of the AlliedSignal Savings Plan (including shares of AlliedSignal common
stock) were transferred to the Plan as a result of the Companys acquisition of certain product
lines of AlliedSignal Corporation. In December 1999, the AlliedSignal common stock was exchanged
for Honeywell International, Inc. (Honeywell) common stock due to the merger of the two companies.
Honeywell common stock is not an ongoing investment option for plan participants.
The Companys matching contribution is 25% of the first 2% of eligible pay that employees
contribute. The Company Match is invested pursuant to participant allocation elections, which may
include Company common stock.
All new employees hired on or after January 1, 2008 are not eligible to participate in the
Companys defined benefit pension plan. Instead, the Company makes a contribution (Retirement
Contributions) for those employees to an employee-directed investment fund in the Plan. The
Retirement Contributions are based on a percentage of the employees eligible compensation and age,
and are in addition to the Company Match on voluntary employee contributions.
All employees hired before January 1, 2008 elected either to remain in the defined benefit pension
plan and continue to accrue benefits or to elect to stop accruing future benefits in the pension
plan as of April 1, 2008. Employees who elected to stop accruing future benefits receive the
Retirement Contribution in the Plan.
The Plan also provides that the Company may make discretionary contributions; however, for the plan
years ended September 30, 2010 and 2009, the Company has not elected to make any discretionary
contributions.
Rollovers represent amounts contributed to the Plan by participants from prior employer plans.
5
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
Participant accounts
Separate accounts are maintained for each plan participant. Each participants account is credited
with the participants contribution, Retirement Contributions, Company Match and discretionary
contributions, if applicable. Plan earnings, losses and fees of the participants investment
selections are reported in the participants account as defined by the Plan. Participant accounts
are fully and immediately vested in the participants contributions and Company Match. The
Retirement Contributions vest 100% after three years of credited service, which is defined as 1,000
hours of service in a plan year. Forfeitures are used to first reduce future Retirement
Contributions, secondly to offset Plan expenses and lastly reallocated to remaining participants.
The benefit to which a participant is entitled is the benefit that can be provided from the
participants account. Participants may transfer all or part of their accounts, including
investments in Company stock, among the other investment options in the Plan, except for transfers
to Honeywell common stock and the Vanguard Windsor Fund, which are not permitted.
Distributions
Subject to certain limitations, participants may withdraw all or part of their account balance upon
attainment of age 591/2. Distribution of a participants account balance is also permitted in the
event of death, disability, termination of employment or immediate financial hardship, as defined
in the Plan Document. Distributions are required to begin at age 701/2. Distributions are made in
cash except for the Company Match and Honeywell common stock, which can be distributed in cash or
shares. Participants have the option to also receive the balances from their contributions in
employer securities in either cash or shares. For distributions of Moog Class B Stock from the
employer securities funds and matching account balances (for shares purchased after January 1,
1999), the shares of stock will carry a restrictive legend and the Company will have a right of
first refusal at the time of sale, transfer or pledging of those shares.
Administrative Expenses
Costs of administering the Plan are borne by the Company, except for loan origination fees and
investment management fees, which are paid by the Plan. Loan origination fees are charged to the
participants account balance at the time the loan is processed. Investment management fees are
allocated to all participants invested in the fund that charges the fee on a pro rata basis of
account balances.
6
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
2. Summary of Significant Accounting Policies
Basis of Accounting
The financial statements are presented on the accrual basis of accounting.
Investment contracts held by a defined-contribution plan 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. The Statements of Net Assets
Available for Benefits present the fair value of the investment contracts as well as the adjustment
of the fully benefit-responsive investment contracts from fair value to contract value. The
Statements of Changes in Net Assets Available for Benefits are prepared on a contract value basis.
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles
in the United States requires management to make estimates that affect the amounts reported in the
financial statements and accompanying notes. Actual results could differ from those estimates.
Valuation of Investments and Income Recognition
Investments are reported at fair value. Fair value is the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date. See Note 3 for discussion of fair value measurements.
Purchases and sales of securities are recorded on a trade date basis. Net appreciation
(depreciation) includes the Plans gains and losses on investments bought and sold as well as held
during the year. Dividends are recorded on the ex-dividend date. Interest income is recorded on an
accrual basis.
Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various
risks such as interest rate, market 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.
7
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
Payment of Benefits
Benefits are recorded when paid.
Recent Accounting Pronouncements
In January 2010, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update
(ASU) No. 2010-06, Fair Value Measurements and Disclosures (ASC Topic 820) Improving
Disclosures About Fair Value Measurements. ASU Topic 820 requires new disclosures about transfers
into and out of Levels 1 and 2 and separate disclosures about purchases, sales, issuances and
settlements relating to Level 3 measurements. It also clarifies existing fair value disclosures
about the level of disaggregation and about inputs and valuation techniques used to measure fair
value. The new disclosures and clarifications of existing disclosures are effective for interim
and annual reporting periods beginning after December 15, 2009, except for the disclosures about
purchases, sales, issuances and settlements in the roll forward of activity in Level 3 fair value
measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010
and for interim periods within those fiscal years. This standard is effective as of September 30,
2010 for Level 1 and 2 disclosures and as of September 30, 2012 for Level 3. Other than requiring
additional disclosures, the adoption of this new guidance has not and will not have a material
impact on the Plans financial statements.
In September 2010, the FASB issued ASU No. 2010-25, Reporting Loans to Participants by Defined
Contribution Pension Plans (ASC 962). This ASU requires participant loans to be classified as
notes receivable from participants, which are segregated from plan investments and measured at
their unpaid principal balance plus any accrued but unpaid interest. The guidance is effective for
fiscal years ending after December 15, 2010 with early adoption permitted. The guidance should be
applied retrospectively to all periods presented. The Plan adopted this guidance as of September
30, 2010 and reclassified participant loans from plan investments to a component of receivables for
both periods presented in the Statements of Net Assets Available for Benefits. Other than the
reclassification requirements, the adoption of this standard did not have a material impact on the
Plans financial statements.
Reclassification
Participant loans previously reported as a component of investments have been reclassified to a
component of receivables in order to conform to the current year presentation.
8
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
3. Fair Value
Fair value is defined as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date. Depending
on the nature of the asset or liability, various techniques and assumptions can be used to estimate
fair value. The definition of the fair value hierarchy is as follows:
Level 1 Quoted prices in active markets for identical assets and liabilities.
Level 2 Observable inputs other than quoted prices in active markets for similar assets and
liabilities.
Level 3 Inputs for which significant valuation assumptions are unobservable in a market and
therefore value is based on the best available data, some of which is internally developed and
considers risk premiums that a market participant would require.
The following is a description of the valuation methodologies used for assets measured at fair
value. There have been no changes to the methodologies used at September 30, 2010 and 2009.
The Plans assets are invested in cash and cash equivalents, shares of registered investment
companies, common stock and stable value funds. All highly liquid investments with an original
maturity of three months or less are considered cash equivalents. Cash equivalents are stated at
cost, which approximates fair value. Shares of registered investment companies are valued at net
asset values of shares held by the Plan at year-end. Common stocks traded on national exchanges
are valued at the last reported sales price. Certain assets of the Plan are invested in the common
stock of Moog Inc. (Class A and Class B) through a unitized stock fund, which includes investments
in a money market fund for liquidity purposes. The Plans interest in the Stable Value fund is
value based on information reported by the investment advisor.
9
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
The following table presents the fair values and classification of the Plans investments measured
on a recurring basis as of September 30, 2010 and 2009:
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Assets at Fair Value as of September 30, 2010: |
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Level 1 |
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Level 2 |
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Level 3 |
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Total |
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Shares of registered investment companies: |
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Large growth stocks |
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$ |
67,718,601 |
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$ |
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$ |
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$ |
67,718,601 |
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International growth equities |
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37,016,321 |
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37,016,321 |
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Large value stocks |
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31,886,524 |
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31,886,524 |
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Mid growth stocks |
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30,823,157 |
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30,823,157 |
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Other |
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23,032,478 |
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23,032,478 |
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Employer securities |
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101,139,535 |
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101,139,535 |
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Stable value fund |
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58,177,282 |
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58,177,282 |
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Common stock |
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7,657,175 |
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7,657,175 |
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Cash and cash equivalents |
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|
12,225,694 |
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|
12,225,694 |
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Net fair value |
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$ |
311,499,485 |
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$ |
58,177,282 |
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$ |
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$ |
369,676,767 |
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Assets at Fair Value as of September 30, 2009: |
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Level 1 |
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Level 2 |
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Level 3 |
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Total |
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Shares of registered investment companies: |
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|
|
|
|
|
|
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|
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|
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Large growth stocks |
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$ |
58,906,174 |
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$ |
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$ |
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$ |
58,906,174 |
|
International growth equities |
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|
33,363,485 |
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|
|
|
|
|
|
|
|
|
|
33,363,485 |
|
Large value stocks |
|
|
28,953,794 |
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|
|
|
|
|
|
|
|
|
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28,953,794 |
|
Mid growth stocks |
|
|
23,238,495 |
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|
|
|
|
|
|
|
|
|
|
23,238,495 |
|
Other |
|
|
15,238,211 |
|
|
|
|
|
|
|
|
|
|
|
15,238,211 |
|
Employer securities |
|
|
84,893,799 |
|
|
|
|
|
|
|
|
|
|
|
84,893,799 |
|
Stable value fund |
|
|
|
|
|
|
50,141,671 |
|
|
|
|
|
|
|
50,141,671 |
|
Common stock |
|
|
6,933,081 |
|
|
|
|
|
|
|
|
|
|
|
6,933,081 |
|
Cash and cash equivalents |
|
|
12,138,586 |
|
|
|
|
|
|
|
|
|
|
|
12,138,586 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net fair value |
|
$ |
263,665,625 |
|
|
$ |
50,141,671 |
|
|
$ |
|
|
|
$ |
313,807,296 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
4. Investments
Net appreciation (depreciation) in fair value of investments, including investments bought, sold,
as well as held during the year, is summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
Year Ended September 30, |
|
|
|
2010 |
|
|
2009 |
|
Registered investment companies |
|
$ |
12,021,538 |
|
|
$ |
1,851,974 |
|
Employer securities |
|
|
18,361,415 |
|
|
|
(36,457,649 |
) |
Stable value fund |
|
|
1,534,488 |
|
|
|
1,659,354 |
|
Common stock |
|
|
1,211,246 |
|
|
|
(870,204 |
) |
|
|
|
|
|
|
|
Net appreciation (depreciation) |
|
$ |
33,128,687 |
|
|
$ |
(33,816,525 |
) |
|
|
|
|
|
|
|
Investments that represent 5% or more of fair value of the Plans net assets are as follows:
|
|
|
|
|
|
|
|
|
|
|
Year Ended September 30, |
|
|
|
2010 |
|
|
2009 |
|
Registered Investment Companies |
|
|
|
|
|
|
|
|
Eaton Vance Large Cap Value Fund |
|
$ |
29,907,449 |
|
|
$ |
27,060,696 |
|
Vanguard Institutional Index Fund |
|
|
27,034,167 |
|
|
|
24,041,233 |
|
American Capital World Growth and Income Fund |
|
|
23,376,746 |
|
|
|
21,197,550 |
|
American Growth Fund of America |
|
|
23,131,721 |
|
|
|
19,475,583 |
|
Pimco Total Return Fund |
|
|
21,175,447 |
|
|
|
|
|
|
Stable Value Fund / Collective Common Trust Fund |
|
|
|
|
|
|
|
|
JPMorgan Stable Value Fund (fair value) |
|
|
58,177,282 |
|
|
|
50,141,671 |
|
JPMorgan Stable Value Fund (contract value) |
|
|
57,700,228 |
|
|
|
51,727,872 |
|
|
Employer Securities |
|
|
|
|
|
|
|
|
Moog Inc. Class A Common Stock |
|
|
30,116,309 |
|
|
|
27,607,873 |
|
Moog Inc. Class B Common Stock |
|
|
71,023,226 |
|
|
|
57,285,926 |
|
11
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
5. Income Tax Status
The Plan, as amended, received a favorable determination letter from the Internal Revenue Service
dated April 9, 2009, stating that the Plan is qualified under Section 401(a) of the Internal
Revenue Code (the Code); therefore, the related trust is exempt from taxation. The Plan is required
to operate in conformity with the Code to maintain its qualification. The Plan Sponsor believes the
Plan is being operated in compliance with the applicable requirements of the Code and, therefore,
believes that the Plan, as amended, is qualified and the related trust is tax-exempt.
6. Plan Termination
Although it has not expressed 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.
If such termination were to occur, the Company will instruct the trustee to either continue the
management of the trusts assets or liquidate the trust and distribute the assets to the
participants in accordance with the Plan Document.
7. The Stable Value Fund
The Plan includes investments in a fully benefit-responsive synthetic Guaranteed Investment
Contract (GIC) as part of offering the Stable Value Fund (the Fund) investment option to
participants. Contributions to this fund are used to purchase units of a collective trust vehicle,
which are invested in high-quality U.S. bonds, including U.S. government treasuries, corporate debt
securities and other high-credit-quality asset-backed securities. The GIC issuer is contractually
obligated to repay the principal; however, there is no specified interest rate that is guaranteed
to the Plan. There are no reserves against contact value for credit risk of the contract issuer or
otherwise.
The Fund has entered into wrap contracts with insurance companies and financial institutions under
which they provide a guarantee with respect to the availability of funds to make distributions from
this investment option. These contracts are carried at contract value in the participants
accounts.
Participant accounts in the Fund are credited with interest at a fixed rate that is reset quarterly
based on a formula as defined in the contract. The primary variables which could impact the future
rates credited to participants include (1) the amount and timing of participant contributions, (2)
transfers and withdrawals into/out of the contract, (3) the current yield of the assets underlying
the contract, (4) the duration of the assets underlying the contract and (5) the existing
difference between fair value of the securities and the contract value of the assets within the
insurance contract. The rate credited to participants of security-backed contracts will track
current market yields on a trailing basis. The rate reset allows the contract value to converge
12
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
with the fair value of the underlying portfolio over time, assuming the portfolio continues to earn
the current yield for a period of time equal to the current portfolio duration.
To the extent that the underlying portfolio has unrealized and/or realized losses, an adjustment is
made when reconciling from fair value to contract value under contract value accounting. As a
result, the future rate credited to participants may be lower over time than the current market
rates. Similarly, if the underlying portfolio generates unrealized and/or realized gains, an
adjustment is made when reconciling from fair value to contract value and, in the future, the rate
credited to participants may be higher than the current market rates. The contracts cannot credit
an interest rate that is less than zero percent.
Certain events limit the ability of the Plan to transact at contract value. Such events are limited
to premature termination of the contracts by the Plan or Plan termination. The Plan Sponsor has not
expressed any intention to take either of these actions.
As described in Note 2, because the synthetic GIC is fully benefit-responsive, contract value is
the relevant measurement attribute for that portion of the net assets available for benefits
attributable to the synthetic GICs. Participants may ordinarily direct the withdrawal or transfer
of all or a portion of their investment at contract value. The average yields earned by the Fund
are as follows:
|
|
|
|
|
|
|
|
|
|
|
Year Ended September 30, |
|
Average yield for synthetic GICs |
|
2010 |
|
|
2009 |
|
Based on actual earnings |
|
|
2.59 |
% |
|
|
3.76 |
% |
Based on interest rate credited to participants |
|
|
2.51 |
% |
|
|
3.07 |
% |
13
Moog Inc. Retirement Savings Plan
Notes to Financial Statements
September 30, 2010 and 2009
8. Related Party Transactions
Participants of the Plan may elect to invest in Moog Inc. common stock within the Moog Inc. Common
Stock Fund. Moog Inc. is the Plan Sponsor. Additionally, Plan investments include accounts with
JPMorgan, the Plan trustee. These transactions qualify as party-in-interest transactions. Net
investment gains from investments sponsored by JPMorgan, Moog Inc. and participant loans amounted
to $24,124,760 for the plan year ended September 30, 2010. Net investment losses from investments
sponsored by JPMorgan, Moog Inc. and participant loans amounted to $33,715,418 for the plan year
ended September 30, 2009.
9. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for benefits per the financial statements
to the Form 5500.
|
|
|
|
|
|
|
|
|
|
|
Year Ended September 30, |
|
|
|
2010 |
|
|
2009 |
|
Net assets available for benefits per the financial statements |
|
$ |
374,585,620 |
|
|
$ |
321,164,659 |
|
Differences in: |
|
|
|
|
|
|
|
|
Investments |
|
|
4,836,359 |
|
|
|
4,532,853 |
|
Notes receivable from participants |
|
|
(4,836,359 |
) |
|
|
(4,532,853 |
) |
|
|
|
|
|
|
|
Net assets available for benefits per Form 5500 |
|
$ |
374,585,620 |
|
|
$ |
321,164,659 |
|
|
|
|
|
|
|
|
14
Moog Inc. Retirement Savings Plan
EIN #16-0757636 Plan #002
Schedule H, Line 4i Schedule of Assets
(Held at End of Year)
September 30, 2010
|
|
|
|
|
|
|
|
|
|
|
Fair |
|
Identity of Issuer |
|
Description |
|
Value |
|
|
Eaton Vance Large Cap Value Fund |
|
Mutual Fund |
|
$ |
29,907,449 |
|
Vanguard Institutional Index Fund |
|
Mutual Fund |
|
|
27,034,167 |
|
Vanguard Small Cap Index Fund |
|
Mutual Fund |
|
|
3,079,334 |
|
American Capital World Growth and Income Fund |
|
Mutual Fund |
|
|
23,376,746 |
|
American Growth Fund of America |
|
Mutual Fund |
|
|
23,131,721 |
|
Fidelity Puritan Fund |
|
Mutual Fund |
|
|
17,552,713 |
|
Pimco Total Return Fund |
|
Mutual Fund |
|
|
21,175,447 |
|
American Euro Pacific Growth |
|
Mutual Fund |
|
|
13,639,575 |
|
Baron Small Cap Fund |
|
Mutual Fund |
|
|
9,647,710 |
|
Pimco Real Return Fund |
|
Mutual Fund |
|
|
11,429,646 |
|
Royce Low-Priced Stock Fund |
|
Mutual Fund |
|
|
8,523,498 |
|
Vanguard Windsor Fund |
|
Mutual Fund |
|
|
1,979,075 |
|
|
|
|
|
|
|
Registered Investment Companies Total |
|
|
|
|
190,477,081 |
|
|
|
|
|
|
|
|
*Moog Inc. |
|
Class A Common Stock |
|
|
30,116,309 |
|
*Moog Inc. |
|
Class B Common Stock |
|
|
71,023,226 |
|
|
|
|
|
|
|
Employer Securities Total |
|
|
|
|
101,139,535 |
|
|
|
|
|
|
|
|
*JPMorgan Liquidity Fund |
|
Common Collective Trust Fund |
|
|
14,267,845 |
|
*JPMorgan Intermediate Bond Fund |
|
Common Collective Trust Fund |
|
|
43,884,575 |
|
Wrapper Contracts |
|
Wrapper Contract |
|
|
24,862 |
|
|
|
|
|
|
|
|
Stable Value Fund Total |
|
|
|
|
58,177,282 |
|
|
|
|
|
|
|
|
Honeywell International, Inc. |
|
Common Stock |
|
|
7,657,175 |
|
|
*Participant loans receivable |
|
Loans maturing at various dates
through October 13, 2017 and
bearing interest at
rates ranging
from 4.25% to 10.25% |
|
|
4,836,359 |
|
*JPMorgan Prime Money Market |
|
Interest-bearing cash and cash equivalents |
|
|
12,225,694 |
|
|
|
|
|
|
|
Total Investments |
|
|
|
$ |
374,513,126 |
|
|
|
|
|
|
|
|
|
|
* |
|
Denotes a party-in-interest |
15