UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
11-K
(Mark
One)
|
x
|
ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
|
For
the fiscal year ended December 31,
2009
|
OR
|
¨
|
TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
|
For
the transition period from
to
|
Commission
File Number 1-10585
|
A.
|
Full
title of the plan and the address of the plan, if different from that of
the issuer named below:
|
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN
FOR
SALARIED EMPLOYEES
|
B.
|
Name
of issuer of the securities held pursuant to the plan and the address of
its principal executive office:
|
CHURCH
& DWIGHT CO., INC.
469
NORTH HARRISON STREET
PRINCETON,
NEW JERSEY 08543-5297
CHURCH & DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
Table of
Contents
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Page
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Financial
Statements and Supplemental Schedule:
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||
| 2 | ||
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Financial
Statements:
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||
| 3 | ||
| 4 | ||
| 5 | ||
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Supplemental
Schedule:
|
||
| 16 | ||
|
All
other schedules are omitted since they are not applicable or are not
required based on the disclosure requirements of the Employee Retirement
Income Security Act of 1974 and applicable regulations issued by the
Department of Labor.
|
||
|
Exhibit:
|
||
|
23.1
Consent of Independent Registered Public Accounting Firm
|
||
Report
of Independent Registered Public Accounting Firm
The
Retirement and Administrative Committee, Plan Administrator and
Participants
Church
& Dwight Co., Inc. Savings and Profit Sharing Plan for Salaried
Employees
We have
audited the accompanying statements of net assets available for benefits of
Church & Dwight Co., Inc. Savings and Profit Sharing Plan for Salaried
Employees as of December 31, 2009 and 2008, 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. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our
opinion, the financial statements referred to above present fairly, in all
material respects, the net assets available for benefits of Church & Dwight
Co., Inc. Savings and Profit Sharing Plan for Salaried Employees as of December
31, 2009 and 2008, and the changes in its 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 basic
financial statements taken as a whole. The supplemental schedule of assets (held
at end of year) is presented for the purpose of additional analysis and is not a
required part of the basic financial statements but is supplementary information
required by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. This
supplemental schedule is the responsibility of the Plan's management. The
supplemental schedule has been subjected to the auditing procedures applied in
the audit of the 2009 basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the 2009 basic financial
statements taken as a whole.
/s/ J.H.
Cohn LLP
Roseland,
New Jersey
June 29,
2010
CHURCH & DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED EMPLOYEES
STATEMENTS
OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER
31, 2009 AND 2008
|
ASSETS
|
2009
|
2008
|
||||||
|
Investments,
at fair value:
|
||||||||
|
Church
& Dwight Co., Inc. common stock
|
$ | 76,883,908 | $ | 72,104,003 | ||||
|
Mutual
funds
|
115,905,542 | 78,816,658 | ||||||
|
Collective
trusts
|
30,484,007 | 27,806,460 | ||||||
|
Totals
|
223,273,457 | 178,727,121 | ||||||
|
Participant Loans
|
1,430,870 | 1,162,209 | ||||||
|
Totals
|
224,704,327 | 179,889,330 | ||||||
|
Receivables-Employer
contributions
|
11,168,627 | 8,247,509 | ||||||
|
Total
|
235,872,954 | 188,136,839 | ||||||
|
Payables-Excess
employee contributions
|
(9,806 | ) | - | |||||
|
Net
assets available for benefits, at fair value
|
235,863,148 | 188,136,839 | ||||||
|
Adjustment
from fair value to contract value for interest in collective trusts
relating to fully benefit-responsive investment contracts
|
(659,008 | ) | 363,521 | |||||
|
Net
assets available for benefits
|
$ | 235,204,140 | $ | 188,500,360 | ||||
See Notes
to Financial Statements.
CHURCH & DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
STATEMENTS
OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS
ENDED DECEMBER 31, 2009 AND 2008
|
2009
|
2008
|
|||||||
|
Additions
(deductions) to net assets attributable to:
|
||||||||
|
Investment
income:
|
||||||||
|
Net
appreciation (depreciation) in fair value of investments
|
$ | 27,090,891 | $ | (37,114,149 | ) | |||
|
Dividend
and interest income
|
3,832,280 | 4,777,301 | ||||||
|
Totals
|
30,923,171 | (32,336,848 | ) | |||||
|
Contributions:
|
||||||||
|
Participant
|
8,599,488 | 8,155,709 | ||||||
|
Employer
|
13,533,403 | 10,292,880 | ||||||
|
Totals
|
22,132,891 | 18,448,589 | ||||||
|
Other
additions
|
128,285 | - | ||||||
|
Totals
|
53,184,347 | (13,888,259 | ) | |||||
|
Deductions
from net assets attributable to:
|
||||||||
|
Distributions
to participants
|
6,657,912 | 11,580,219 | ||||||
|
Excess
employee contributions
|
9,806 | - | ||||||
|
Other
deductions
|
83,628 | 3,403 | ||||||
|
Totals
|
6,751,346 | 11,583,622 | ||||||
|
Net
increase (decrease) in plan assets before transfers
|
46,433,001 | (25,471,881 | ) | |||||
|
Transfers
in from other plans
|
270,779 | 2,594,827 | ||||||
|
Net
increase (decrease) in plan assets after transfers
|
46,703,780 | (22,877,054 | ) | |||||
|
Net
assets available for benefits:
|
||||||||
|
Beginning
of year
|
188,500,360 | 211,377,414 | ||||||
|
End
of year
|
$ | 235,204,140 | $ | 188,500,360 | ||||
See Notes to Financial
Statements.
CHURCH & DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
1 - Description of Plan:
The
following description of Church & Dwight Co., Inc. (the "Company") Savings
and Profit Sharing Plan for Salaried Employees (the "Plan") provides only
general information. Participants should refer to the Plan document for a more
complete description of the Plan's provisions.
General:
Effective
July 1, 1984, the Church & Dwight Co., Inc. Investment Savings Plan was
amended and restated to provide a cash or deferred arrangement (Internal Revenue
Code Section 401(k)), for after-tax employee contributions and employer matching
contributions. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 ("ERISA"). In 1994 the Investment Savings
Plan was merged with the Profit Sharing Plan with the Profit Sharing Plan being
the survivor of the merger.
Establishment of New
Plan
Effective
January 1, 2006, Church & Dwight Co., Inc. Profit Sharing Plan was renamed
Church & Dwight Co., Inc. Savings and Profit Sharing Plan for Hourly
Employees and amended to exclude salaried employees. Coincident with such
changes, the Company established Church & Dwight Co., Inc. Savings and
Profit Sharing Plan for Salaried Employees (collectively, the “New Plans”) to
which the account balances of salaried employees under the Plan were
transferred.
All
salaried employees of the Company are eligible for participation in the
Plan.
Effective
January 1, 2006, the Plan was amended to bring it into compliance with the
Pension Protection Act of 2006.
That
portion of the Plan derived from account balances invested in Company stock and
all contributions (including pre-tax, Roth 401K effective July 1, 2009,
post-tax, Company match and profit sharing) made after April 30, 2003 are
considered and designated as an Employee Stock Ownership Plan (“ESOP”)
component. The principal purpose of the ESOP is to provide participants and
beneficiaries an ownership interest in the Company.
Administrative
expenses:
Administrative
costs are paid by the Company and by the Plan.
Contributions:
Participants
may elect to make pre-tax, Roth or post-tax contributions of 1% to 6% of
compensation, provided, however, that all contributions must be fixed in
multiples of 1%. The Company matches an amount equal to 50% of each
participant's pre-tax, Roth 401K effective July 1, 2009, or post-tax
contributions up to a maximum of 6%. Participants may also elect to make
pre-tax, Roth 401K effective July 1, 2009, or post-tax contributions in excess
of 6% of compensation that are not matched (HCE, highly compensated employees,
are subject to separate limits). Effective July 1, 2003, the Plan maximum was
changed so that total participant contributions cannot exceed 70% of
compensation. Participants who have attained age 50 before the end of the Plan
Year are eligible to make catch-up contributions but there is no Company match
on catch-up contributions.
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
1 - Description of Plan (continued):
Until
July 1, 2009, the Company’s matching contributions of participants with less
than 3 years of service were invested in the Company Stock Fund. For all other
participants and for participants with less than 3 years of service effective
July 1, 2009, Company match contributions are directed to the fund allocation
selected by the participant. Participants specify which investment funds, in
increments of 1% that their contributions are invested in, provided that not
more than 50% (20% as of July 1, 2009) of such contributions are contributed to
the Company Stock Fund.
Each
year, the Company shall make a profit sharing contribution to the fund in such
amount as the Board in its discretion deems appropriate to Plan participants
eligible as of December 31. The minimum contribution shall be 4% for
2003 and beyond as long as this plan design is in place. Effective July 1, 2009,
the first 1% of the profit sharing contribution percentage will be invested in
Company stock.
The
participant will specify in which investment fund, in increments of 1%, that the
Company's profit sharing contributions to their account will be invested. If no
allocation is on file, the contribution is made to the target dated Retirement
Fund nearest the participant’s 65th
birthday.
A
participant may, with the consent of the Plan administrator, make a rollover
contribution to the Plan at any time. Rollover contributions are assets
transferred to the Plan from a qualified retirement plan or a conduit individual
retirement account in which employees participated prior to their employment by
the Company.
Participant
accounts:
Each
participant’s account is credited with the participant’s contribution and
allocations of (a) the Company’s contributions and (b) Plan earnings. The
benefit to which a participant is entitled is the benefit that can be provided
from the participant’s vested account.
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
1 - Description of Plan (continued):
Vesting:
Participants
are fully vested at all times in their pre- or post-tax contributions and
rollover contributions. Effective on August 1, 2007, Company match and profit
sharing contributions for employees hired after that date vest in the same time
frame as shown below:
|
Service
|
Vested Percentage (%)
|
|
|
Less
than 2 years
|
0
|
|
|
2
years but less than 3 years
|
25
|
|
|
3
years but less than 4 years
|
50
|
|
|
4
years but less than 5 years
|
75
|
|
|
5
years or more
|
100
|
Upon
termination of employment for any reason, other than retirement, death or total
and permanent disability, a participant shall be entitled to a benefit equal to
the vested portion, if any, of the participant's profit sharing account and
Company matching contributions. A participant shall be 100% vested in the
participant's profit sharing account and Company matching contributions upon the
attainment of normal retirement age or death. Employees who are
approved for long-term disability are eligible for a continuing profit sharing
contribution provided they do not take a distribution of their profit sharing
account. The continuing profit sharing contribution ends after two years and the
account is paid out based upon the vesting schedule
above. Participants with 20 or more years of service at the onset of
their disability are subject to different limits.
Participant
loans:
A
participant may request a loan to be made from the value of the vested portion
of the participant’s account for a minimum of $500 up to a maximum equal to the
lesser of $50,000 or 50% of their account balance.
Loans are
secured by an equivalent lien on the participant’s non-forfeitable
interest in the Plan and bear interest at prime plus 1%. Principal and interest
are paid through payroll deductions. Funds in an employee’s profit sharing
account are not available for loans.
Distributions:
Distributions
may be taken as a lump sum cash payment or as a rollover to a qualified plan or
individual retirement account. In-kind distributions of Company Stock are also
permitted.
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
1 - Description of Plan (concluded):
Forfeitures:
Forfeitures
of non-vested Company matching and profit-sharing contributions are used to
reduce future Company contributions. Company matching and profit sharing
contributions were reduced by $337,920 and $457,105 for such forfeitures during
the years ended December 31, 2009 and 2008, respectively. The amount in the
forfeitures account was $342,871 and $280,957 as of December 31, 2009 and 2008,
respectively.
Note
2 - Summary of significant accounting policies:
Basis
of presentation:
The
accompanying financial statements are prepared under the accrual method 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 statement of
net assets available for benefits presents 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 statement of changes in net
assets available for benefits is prepared on a contract value
basis.
Use
of estimates:
The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires Plan management to
make estimates and assumptions that affect certain reported amounts and
disclosures. Accordingly, actual results could differ from those
estimates.
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
2 - Summary of significant accounting policies (concluded):
Investment
valuation and income recognition:
Investments
in mutual funds are carried at market as determined by Vanguard Fiduciary Trust
Company (the "Trustee") based upon quoted market prices. The investment in
Company common stock is valued at the closing price as quoted by a national
exchange. In accordance with this policy, the net gain (loss) for each year is
reflected in the statement of changes in net assets available for benefits.
Participant loans are valued at their outstanding balance, which approximates
fair value. The Plan’s interest in the collective trust at year-end is valued
based on information reported by the investment advisor using the audited
financial statements of the collective trust at year-end.
Purchases
and sales of securities are recorded on a trade-date basis. Dividends are
recorded on the ex-dividend date. Interest income is recorded as earned on an
accrual basis. Net appreciation (depreciation) includes the Plan’s
gains and losses on investments bought and sold as well as held during the
year.
Payment
of benefits:
Benefits
are recorded when paid.
Note
3 - Investments:
The
following table presents investments that represent 5% or more of the Plan’s net
assets at December 31, 2009 and 2008:
|
2009
|
2008
|
|||||||
|
Church
& Dwight Co., Inc. common stock
|
$ | 76,883,908 | $ | 72,104,003 | ||||
|
Neuberger
Berman Genesis Fund
|
- | 9,670,206 | ||||||
|
PIMCO
Total Return Bond Fund
|
18,009,891 | 12,988,143 | ||||||
|
Vanguard
Retirement Savings Trust
|
30,484,007 | 27,806,460 | ||||||
|
Thornburg
International Value Fund
|
12,020,002 | - | ||||||
|
T.
Rowe Price Blue Chip Growth Fund
|
14,709,597 | - | ||||||
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
3- Investments (continued):
The
Plan’s investment assets appreciated (depreciated) in fair value as
determined by quoted market prices as follows:
|
2009
|
2008
|
|||||||
|
Church
& Dwight Co., Inc common stock
|
$ | 5,460,746 | $ | 3,352,269 | ||||
|
Columbia
Mid Cap Value Fund
|
987,583 | (1,159,621 | ) | |||||
|
Munder
Mid Cap Core Growth Shares
|
1,588,051 | (1,359,871 | ) | |||||
|
Neuberger
Berman Genesis Fund
|
2,473,850 | (5,126,522 | ) | |||||
|
PIMCO
Total Return Bond Fund
|
981,269 | (724,258 | ) | |||||
|
T.
Rowe Price Blue Chip Growth Fund
|
4,241,183 | (6,504,739 | ) | |||||
|
Thornburg
International Value Fund
|
2,697,617 | (2,075,315 | ) | |||||
|
Van
Kampen Growth & Income Fund
|
1,121,208 | (2,194,014 | ) | |||||
|
Vanguard
S&P 500 Index Fund
|
1,727,623 | (3,528,299 | ) | |||||
|
Vanguard
Small Cap Index Fund
|
484,826 | (292,185 | ) | |||||
|
Vanguard
Target Retirement 2005 Fund
|
34,487 | (18,059 | ) | |||||
|
Vanguard
Target Retirement 2010 Fund
|
240,496 | (197,925 | ) | |||||
|
Vanguard
Target Retirement 2015 Fund
|
605,121 | (524,214 | ) | |||||
|
Vanguard
Target Retirement 2020 Fund
|
1,003,516 | (830,658 | ) | |||||
|
Vanguard
Target Retirement 2025 Fund
|
628,248 | (546,929 | ) | |||||
|
Vanguard
Target Retirement 2030 Fund
|
461,251 | (404,698 | ) | |||||
|
Vanguard
Target Retirement 2035 Fund
|
559,426 | (404,496 | ) | |||||
|
Vanguard
Target Retirement 2040 Fund
|
382,440 | (207,668 | ) | |||||
|
Vanguard
Target Retirement 2045 Fund
|
328,054 | (202,110 | ) | |||||
|
Vanguard
Target Retirement 2050 Fund
|
104,144 | (55,553 | ) | |||||
|
Vanguard
Target Retirement Income Fund
|
16,743 | (2,710 | ) | |||||
|
Vanguard
Wellington Fund
|
963,009 | (593,621 | ) | |||||
|
George
Putnam Fund of Boston
|
- | (1,337,362 | ) | |||||
|
ING
Index Plus Small Cap Fund
|
- | (129,338 | ) | |||||
|
Lord
Abbett Mid Cap Value Fund
|
- | (1,524,735 | ) | |||||
|
Putnam
International Equity Fund
|
- | (4,778,119 | ) | |||||
|
Putnam
Retirement Ready Maturity Fund
|
- | (32,312 | ) | |||||
|
Putnam
Retirement Ready 2010 Fund
|
- | (170,708 | ) | |||||
|
Putnam
Retirement Ready 2015 Fund
|
- | (542,227 | ) | |||||
|
Putnam
Retirement Ready 2020 Fund
|
- | (942,418 | ) | |||||
|
Putnam
Retirement Ready 2025 Fund
|
- | (649,406 | ) | |||||
|
Putnam
Retirement Ready 2030 Fund
|
- | (472,805 | ) | |||||
|
Putnam
Retirement Ready 2035 Fund
|
- | (425,918 | ) | |||||
|
Putnam
Retirement Ready 2040 Fund
|
- | (226,554 | ) | |||||
|
Putnam
Retirement Ready 2045 Fund
|
- | (211,016 | ) | |||||
|
Putnam
Retirement Ready 2050 Fund
|
- | (64,471 | ) | |||||
|
Putnam
Vista Fund
|
- | (2,005,564 | ) | |||||
|
Totals
|
$ | 27,090,891 | $ | (37,114,149 | ) | |||
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
4 - Nonparticipant-directed investments:
Information
about the net assets and the significant components of the changes in net assets
relating to the nonparticipant-directed investments is as follows as of December
31, 2009 and 2008 and for the years then ended:
|
2009
|
2008
|
|||||||
|
Net
assets:
|
||||||||
|
Company Stock
|
$ | - | $ | 623,556 | ||||
|
Changes
in net assets:
|
||||||||
|
Net appreciation
(depreciation)
|
$ | (56,932 | ) | $ | 34,458 | |||
|
Dividends/interest
|
- | 23 | ||||||
|
Employer
contributions
|
363,650 | 489,758 | ||||||
|
Terminations
and withdrawals
|
(12,607 | ) | (54,488 | ) | ||||
|
Forfeitures
|
(27,217 | ) | (55,458 | ) | ||||
|
Transfers
to participant – directed investments
|
(888,267 | ) | (469,587 | ) | ||||
|
Loans
|
(2,183 | ) | (3,750 | ) | ||||
|
Fees
and miscellaneous
|
- | 42,053 | ||||||
|
Net
decrease
|
(623,556 | ) | (16,991 | ) | ||||
|
Balance,
beginning of year
|
623,556 | 640,547 | ||||||
|
Balance,
end of year
|
$ | - | $ | 623,556 | ||||
Only the
Company matching contributions for those participants with less than three years
of service, made to the Company Stock Fund are nonparticipant-directed
investments.
Effective
July 1, 2009, the first 1% of the profit sharing contribution percentage is a
nonparticipant directed investments and Company matching contribution for
participants with less than 7 years of service are no longer nonparticipant
directed investments.
Note
5 - Related party transactions:
The
Trustee is provided with the authority to invest, sell, dispose of or otherwise
deal with such assets held in trust based on the most recent agreement effective
October 1, 2008 with the Company. Certain Plan investments are in shares of
mutual funds managed by the Trustee and, therefore, these transactions qualify
as party-in-interest transactions.
The
Company is also a party-in-interest to the Plan under the definition provided in
Section 3 (14) of ERISA. Therefore, the Company's common stock transactions
qualify as party-in-interest transactions.
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
6 - Plan termination:
The
Company intends to continue the Plan indefinitely, but reserves the right to
terminate it at any time, subject to the provisions of ERISA. Upon termination
of the Plan or upon complete discontinuance of contributions, all participants
will become fully vested in their account balances under the Plan.
Note
7 - Tax status:
The
Internal Revenue Service has determined and informed the Company by letter dated
August 20, 2003, that the Plan is qualified and the trust established under the
Plan is tax-exempt, under the appropriate sections of the Internal Revenue Code
(the “Code”). The Plan has been amended since receiving the determination
letter. However, the Plan administrator and the Plan's tax counsel believe that
the Plan is currently designed and being operated in compliance with the
applicable requirements of the Code. Therefore, they believe that the Plan was
qualified and the related trust was tax-exempt as of the financial statement
date.
Note
8 - 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.
Note
9 - Fair value measurements:
On
January 1, 2008, the Plan adopted a Financial Accounting Standards Board
(“FASB”) fair value measurements accounting standard, which defines fair value
and establishes a framework for measuring fair value. That framework
provides a fair value hierarchy that prioritizes the inputs to valuation
techniques used to measure fair value. The hierarchy gives the highest priority
to unadjusted quoted prices in active markets for identical assets or
liabilities (Level 1 measurements) and the lowest priority to unobservable
inputs (Level 3 measurements). The three levels of the fair value hierarchy
under the FASB standard are described as follows:
|
|
Level
1:
|
Quoted
prices (unadjusted) in active markets that are accessible at the
measurement date for identical assets or liabilities. The fair value
hierarchy gives the highest priority to Level 1
inputs.
|
|
|
Level
2:
|
Observable
inputs other than Level 1 prices such as quoted prices for similar assets
or liabilities; quoted prices in inactive markets; or model-derived
valuations in which all significant inputs are observable or can be
derived principally from or corroborated with observable market
data.
|
|
|
Level
3:
|
Unobservable
inputs are used when little or no market data is available. The fair value
hierarchy gives the lowest priority to Level 3
inputs.
|
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
9 - Fair value measurements (continued):
In
determining fair value, the Company utilizes valuation techniques that maximize
the use of observable inputs and minimize the use of unobservable inputs to the
extent possible as well as considers counterparty credit risk in its assessment
of fair value.
Financial
assets carried at fair value at December 31, 2009 are classified in the table
below in one of the three categories described above:
|
Level
1
|
Level
2
|
Level
3
|
Total
|
|||||||||||||
|
Equity
securities
|
$ | 76,883,908 | - | - | $ | 76,883,908 | ||||||||||
|
Mutual
funds
|
115,905,542 | - | - | 115,905,542 | ||||||||||||
|
Common
collective trust
|
- | - | $ | 30,484,007 | 30,484,007 | |||||||||||
|
Participant
loans
|
- | - | 1,430,870 | 1,430,870 | ||||||||||||
|
Total
assets at fair value
|
$ | 192,789,450 | - | $ | 31,914,877 | $ | 224,704,327 | |||||||||
Financial
assets carried at fair value at December 31, 2008 are classified in the table
below in one of the three categories described above:
|
Level
1
|
Level
2
|
Level
3
|
Total
|
|||||||||||||
|
Equity
securities
|
$ | 72,104,003 | - | - | $ | 72,104,003 | ||||||||||
|
Mutual
funds
|
78,816,658 | - | - | 78,816,658 | ||||||||||||
|
Common
collective trust
|
- | - | $ | 27,806,460 | 27,806,460 | |||||||||||
|
Participant
loans
|
- | - | 1,162,209 | 1,162,209 | ||||||||||||
|
Total
assets at fair value
|
$ | 150,920,661 | - | $ | 28,968,669 | $ | 179,889,330 | |||||||||
Equity
securities and mutual funds are valued using market prices on active markets
(Level 1). Level 1 instrument valuations are obtained from real-time quotes for
transactions in active exchange markets involving identical assets.
Level
Three Gains and Losses:
Level
3 Assets
Year Ended December 31,
2009
|
Participant
Loans
|
Common
Collective Trust
|
Total
|
||||||||||
|
Balance,
beginning of year
|
$ | 1,162,209 | $ | 27,806,460 | $ | 28,968,669 | ||||||
|
Dividends
and interest
|
82,624 | 909,721 | 992,345 | |||||||||
|
Purchases,
sales, issuances and settlements (net)
|
186,037 | 1,767,826 | 1,953,863 | |||||||||
|
Balance,
end of year
|
$ | 1,430,870 | $ | 30,484,007 | $ | 31,914,877 | ||||||
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
9 - Fair value measurements (concluded):
Common collective
trust
The
Plan’s interest in the common collective trust is valued based on information
reported by the investment advisor using the audited financial statements of the
common collective trust at year end. The net asset value is based on the value
of the underlying assets owned by the fund, minus its liabilities, and then
divided by the number of shares outstanding.
Participant
loans
Participant
loans are valued at amortized cost which approximate fair value.
The
methods described above may produce a fair value calculation that may not be
indicative of net realizable value or reflective of future fair values.
Furthermore, while the Plan believes its valuation methods are appropriate and
consistent with other market participants, the use of different methodologies or
assumptions to determine the fair value of certain financial instruments could
result in a different fair value measurement at the reporting date.
Note
10 - Reconciliation of Financial Statements to Form 5500:
|
|
The
following is a reconciliation of amounts reported in the 2009 and 2008
financial statements to amounts reported in the 2009 and 2008 Form
5500:
|
|
2009
|
2008
|
|||||||
|
Net
assets available for benefits, per the financial
statements
|
$ | 235,204,140 | $ | 188,500,360 | ||||
|
Adjustment
from contract value to fair value for
fully benefit-responsive investment contracts
|
659,008 | (363,521 | ) | |||||
|
Net
assets available for benefits, per Form
5500
|
$ | 235,863,148 | $ | 188,136,839 | ||||
|
Net appreciation
(depreciation) in fair value of investments,
per the financial statements
|
$ | 27,090,891 | $ | (37,114,149 | ) | |||
|
Adjustment
from contract value to fair value for
full benefit-responsive investment contracts
|
1,022,529 | (831,655 | ) | |||||
|
Net
appreciation (depreciation) in fair value of investments,
per Form 5500
|
$ | 28,113,420 | $ | (37,945,804 | ) | |||
CHURCH
& DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
NOTES
TO FINANCIAL STATEMENTS
Note
11 - Investment Contract:
The Plan
entered into a benefit-responsive investment contract with Vanguard Retirement
Services Master Trust (the “Trust”). The Trust maintains
contributions in a general account. The account is credited with earnings on the
underlying investments and charged for participant withdrawals and
administrative expenses. The guaranteed investment contract issuer is
contractually obligated to repay the principal and a specified interest rate
that is guaranteed to the Plan.
As
described in Note 2, because the guaranteed investment contract is fully
benefit-responsive, contract value is the relevant measurement attribute for
that portion of the net assets available for benefits attributable to the
guaranteed investment contract. Contract value, as reported to the
Plan by Vanguard and the Trust, represents contributions made under the
contract, plus earnings, less participant withdrawals and administrative
expenses. Participants may ordinarily direct the withdrawal or transfer of all
or a portion of their investment at contract value.
There are
no reserves against contract value for credit risk of the contract issuer or
otherwise. The crediting interest rate is based on a formula agreed upon with
the issuer, but it may not be less than 0% for the contracts with the Trust.
Such interest rates are reviewed on a quarterly basis for
resetting.
Certain
events limit the ability of the Plan to transact at contract value with the
issuer. Any event outside the normal operation of the Trust that causes a
withdrawal from an investment contract may result in a negative market value
adjustment with respect to the withdrawal. Examples of such events include but
are not limited to the following: (1) partial or complete legal termination of
the Trust or a unit holder, (2) tax disqualification of the Trust or unit
holder, and (3) certain Trust amendments if issuers’ consent is not obtained.
The Plan Administrator does not believe that the occurrence of any such value
event, which would limit the Plan’s ability to transact at contract value with
participants, is probable.
Certain
data related to the benefit-responsive contracts in effect in 2009 and 2008 is
presented below:
|
2009
|
2008
|
||
|
Average
yields:
|
|||
|
Trust:
|
|||
|
Based
on actual earnings
|
3.31%
|
3.74%
|
|
|
Based
on interest rate credited to participants
|
3.26%
|
5.60%
|
CHURCH & DWIGHT CO., INC.
SAVINGS
AND PROFIT SHARING PLAN FOR
SALARIED
EMPLOYEES
EIN
#13-4996950
Plan
#008
SCHEDULE
OF ASSETS (HELD AT END OF YEAR)
(Schedule
H, Line 4i)
DECEMBER
31, 2009
|
Identity
of Issue, Borrower, Lessor or Similar Party
|
Investment
Description
|
Cost
|
Current
Value
|
|||||||
|
*Church
& Dwight Co., Inc.
|
Common
Stock
|
$ | 32,346,190 | $ | 76,883,908 | |||||
|
Columbia
Mid Cap Value Fund
|
Mutual
Fund
|
4,054,266 | 4,096,731 | |||||||
|
Munder
Mid Cap Core Growth Shares
|
Mutual
Fund
|
6,379,595 | 6,789,438 | |||||||
|
Neuberger
Berman Genesis Fund
|
Mutual
Fund
|
11,767,701 | 11,238,835 | |||||||
|
PIMCO
Total Return Bond Fund
|
Mutual
Fund
|
17,239,131 | 18,009,891 | |||||||
|
T.
Rowe Price Blue Chip Growth Fund
|
Mutual
Fund
|
13,099,015 | 14,709,597 | |||||||
|
Thornburg
International Value Fund
|
Mutual
Fund
|
11,034,041 | 12,020,002 | |||||||
|
Van
Kempen Growth & Income Fund
|
Mutual
Fund
|
6,017,161 | 6,139,577 | |||||||
|
*Vanguard
500 Index Fund
|
Mutual
Fund
|
8,461,537 | 8,770,494 | |||||||
|
*Vanguard
Small Cap Index Fund
|
Mutual
Fund
|
1,923,092 | 2,148,318 | |||||||
|
*Vanguard
Target Retirement 2005 Fund
|
Mutual
Fund
|
257,551 | 272,630 | |||||||
|
*Vanguard
Target Retirement 2010 Fund
|
Mutual
Fund
|
2,007,383 | 2,062,366 | |||||||
|
*Vanguard
Target Retirement 2015 Fund
|
Mutual
Fund
|
3,863,047 | 3,959,470 | |||||||
|
*Vanguard
Target Retirement 2020 Fund
|
Mutual
Fund
|
5,868,917 | 6,133,914 | |||||||
|
*Vanguard
Target Retirement 2025 Fund
|
Mutual
Fund
|
3,385,828 | 3,571,512 | |||||||
|
*Vanguard
Target Retirement 2030 Fund
|
Mutual
Fund
|
2,182,628 | 2,312,991 | |||||||
|
*Vanguard
Target Retirement 2035 Fund
|
Mutual
Fund
|
2,540,147 | 2,740,107 | |||||||
|
*Vanguard
Target Retirement 2040 Fund
|
Mutual
Fund
|
1,725,271 | 1,926,392 | |||||||
|
*Vanguard
Target Retirement 2045 Fund
|
Mutual
Fund
|
1,373,809 | 1,532,844 | |||||||
|
*Vanguard
Target Retirement 2050 Fund
|
Mutual
Fund
|
442,986 | 502,324 | |||||||
|
*Vanguard
Target Retirement Income Fund
|
Mutual
Fund
|
181,341 | 192,419 | |||||||
|
*Vanguard
Wellington Fund
|
Mutual
Fund
|
5,981,704 | 6,416,922 | |||||||
|
*Vanguard
Prime Money Market
|
Mutual
Fund
|
358,768 | 358,768 | |||||||
|
*Vanguard
Retirement Savings Trust
|
Collective
Trust
|
29,824,999 | 30,484,007 | |||||||
|
|
172,316,108 | 223,273,457 | ||||||||
|
*Participant
Loan Fund (various maturity dates with interest rates ranging from 4.25%
to 9.25%)
|
Loan
|
1,430,870 | 1,430,870 | |||||||
|
Totals
|
$ | 173,746,978 | $ | 224,704,327 | ||||||
*
Party-in-interest.
See
Report of Independent Registered Public Accounting Firm.
- 15 -
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the trustees (or
other persons who administer the plan) have duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
|
Church
& Dwight Co., Inc. Profit Sharing Plan for Salaried
Employees
|
|||
|
Date:
|
June
29, 2010
|
By:
|
/s/ Gary P. Halker
|
|
Name:
|
Gary
P. Halker
|
||
|
Title:
|
Vice
President, Finance and Treasurer
|
||
|
Church
& Dwight Co., Inc.
|
|||