2014_CBS11K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
FORM 11-K
(Mark One)
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x | Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 |
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| For the fiscal year ended December 31, 2014 Commission file number 001-09553 |
OR
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o | Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 |
(Full title of the plan)
(Name of issuer of the securities held pursuant to the plan)
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51 West 52nd Street |
New York, New York 10019 |
(Address of principal executive office)
CBS 401(k) PLAN
FINANCIAL STATEMENTS, SUPPLEMENTAL SCHEDULES AND EXHIBITS
DECEMBER 31, 2014 AND 2013
INDEX
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| | | |
| | | Pages |
Report of Independent Registered Public Accounting Firm | | 1 |
| | | |
Financial Statements: | | |
| Statements of Net Assets Available for Benefits at December 31, 2014 and 2013 | | |
| | | |
| Statement of Changes in Net Assets Available for Benefits for the Year ended December 31, 2014 | | |
| | | |
| Notes to Financial Statements | | |
| | | |
| | | Schedules |
Supplemental Schedules: | | |
| Schedule H, line 4a - Schedule of Delinquent Participant Contributions | | |
| | | |
| Schedule H, line 4i - Schedule of Assets (Held at End of Year) | | |
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All other schedules required by the Department of Labor's Rules and Regulations for Reporting and | | |
| Disclosure under the Employee Retirement Income Security Act of 1974 are omitted as not | | |
| applicable or not required. | | |
| | | |
Signature | | |
| | | |
Exhibit: | | |
| 23.1 Consent of Independent Registered Public Accounting Firm | | |
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of the
CBS 401(k) Plan
In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the CBS 401(k) Plan (the “Plan”) at December 31, 2014 and December 31, 2013, and the changes in net assets available for benefits for the year ended December 31, 2014 in conformity with accounting principles generally accepted in the United States of America. 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 of these statements 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
The supplemental Schedule of Delinquent Participant Contributions for the year ended December 31, 2014 and the Schedule of Assets (Held at End of Year) at December 31, 2014 have been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental schedules are the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental schedules reconcile to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedules. In forming our opinion on the supplemental schedules, we evaluated whether the supplemental schedules, including their form and content, are presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the Schedule of Delinquent Participant Contributions and the Schedule of Assets (Held at End of Year) are fairly stated, in all material respects, in relation to the financial statements as a whole.
/s/ PricewaterhouseCoopers LLP
New York, New York
June 24, 2015
CBS 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
(In thousands)
|
| | | | | | | |
| At December 31, |
| 2014 | | 2013 |
Assets | | | |
Investments, at fair value | $ | 4,357,626 |
| | $ | 4,539,733 |
|
Receivables: | | | |
Notes receivable from participants | 33,234 |
| | 34,584 |
|
Employee contributions | 721 |
| | 2,447 |
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Employer contributions | 3,187 |
| | 3,523 |
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Interest and dividends | 3,471 |
| | 3,697 |
|
Due from broker for securities sold (Note 1) | 491 |
| | 17,267 |
|
Total assets | 4,398,730 |
| | 4,601,251 |
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Liabilities | | | |
Accrued expenses | 1,986 |
| | 1,551 |
|
Due to broker for securities purchased | 318 |
| | 1,687 |
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Net assets reflecting investments at fair value | 4,396,426 |
| | 4,598,013 |
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Adjustment from fair value to contract value for fully benefit-responsive investment contracts | (61,512 | ) | | (62,561 | ) |
Net assets available for benefits | $ | 4,334,914 |
| | $ | 4,535,452 |
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The accompanying notes are an integral part of these financial statements.
CBS 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(In thousands)
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| | | |
| Year Ended |
| December 31, 2014 |
Additions to net assets attributed to: | |
Investment income: | |
Net appreciation in fair value of investments | $ | 76,006 |
|
Interest | 38,323 |
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Dividends | 12,514 |
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Interest income on notes receivable from participants | 1,436 |
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Contributions: | |
Employee | 116,024 |
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Employer | 39,494 |
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Rollover | 11,601 |
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Total additions | 295,398 |
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Deductions from net assets attributed to: | |
Benefits paid to participants | (338,795 | ) |
Plan expenses | (5,686 | ) |
Transfer to the CBS Outdoor 401(k) Plan (Note 1) | (151,455 | ) |
Total deductions | (495,936 | ) |
Net decrease | (200,538 | ) |
Net assets available for benefits, beginning of year | 4,535,452 |
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Net assets available for benefits, end of year | $ | 4,334,914 |
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The accompanying notes are an integral part of these financial statements.
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
(Tabular dollars in thousands)
NOTE 1 - PLAN DESCRIPTION
The following is a brief description of the CBS 401(k) Plan (the “Plan”) and is provided for general information only. Participants should refer to the Plan document, as amended, for more complete information regarding the Plan.
The Plan, sponsored by CBS Corporation (the “Company” or “CBS Corp.”), is a defined contribution plan offered on a voluntary basis to eligible employees of the Company and each subsidiary that is included for participation.
Eligible full-time newly hired employees may enroll in the Plan immediately or are automatically enrolled following sixty days after hire or rehire and attainment of age 21, unless they elect not to participate. Part-time employees are automatically enrolled in the Plan on the first day of the month following the attainment of age 21 and completion of one thousand hours of service within a consecutive twelve-month period, unless they already voluntarily enrolled upon meeting the age and service requirements or have elected not to participate. The Plan is subject to the provisions of the Internal Revenue Code of 1986, as amended (the “Code”), and the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and is overseen by a retirement committee designated as the “Administrator” of the Plan as defined under ERISA (the “Plan Administrator”) by the Company’s Board of Directors (the “Board”).
Exempt Party-in-Interest Transactions
The Bank of New York Mellon (the “Trustee”) is the trustee and custodian and Mercer HR Services, LLC is the recordkeeper of the Plan. Certain Plan investments are shares of funds and bonds managed by the Trustee or companies affiliated with the Trustee, or shares and bonds of a company affiliated with CBS Corp., and therefore qualify as party-in-interest transactions. The fair value of these investments was $246 million at December 31, 2014 and $284 million at December 31, 2013 and these investments appreciated by $9 million for the year ended December 31, 2014. In addition, certain Plan investments are shares of CBS Corp. common stock and therefore qualify as party-in-interest transactions. The fair value of these investments was $557 million at December 31, 2014 and $744 million at December 31, 2013. For the year ended December 31, 2014, these investments depreciated by $91 million and earned dividends of $6 million. During the year ended December 31, 2014, the Plan purchased $4 million of CBS Corp. Class B common stock and sold $54 million of CBS Corp. common stock.
Plan Transfers
In January 2014, in connection with the disposition of CBS Outdoor Americas Inc. ("CBS Outdoor"), the Company established the Outdoor 401(k) Plan. The assets attributable to CBS Outdoor participants in the CBS 401(k) Plan were transferred to the Outdoor 401(k) Plan. At December 31, 2013, "Due from broker for securities sold" reflected a higher volume of security trades that were initiated, but not yet settled, to enable the Plan to transfer the accounts of CBS Outdoor employees from the Plan to the Outdoor 401(k) Plan in January 2014.
Participant Accounts
Each Plan participant’s account is credited with the participant’s contributions, the employer matching contributions, if applicable, and the participant’s share of the interest, dividends, and any realized or unrealized gains or losses of the Plan’s assets, net of certain Plan expenses.
Participants have the option of investing their contributions or existing account balances among various investment options. These investment options include common collective funds, registered investment companies (mutual
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
funds), separately managed accounts, which primarily invest in common stocks, a fixed income fund and the CBS Corp. Class B Common Stock Fund.
Within the Plan, the CBS Corp. Class A and Class B Common Stock funds are part of an Employee Stock Ownership Plan (“ESOP”). As a result, the Plan offers an ESOP dividend election under which Plan participants can elect to reinvest any ESOP dividends paid on vested shares back into the ESOP account in CBS Corp. Class B Common Stock or to receive the dividends as a cash payout. If a participant does not make an election, the dividends are reinvested in the ESOP account in CBS Corp. Class B Common Stock.
Participants may also elect to open a self-directed brokerage account (“SDA”). Participants may not contribute directly to the SDA, but may transfer balances to the SDA from other investment funds except the fixed income fund. A participant may transfer up to 25% of his or her account balance (net of loans) to the SDA. The initial transfer to the SDA may not be less than $2,500 and there is no minimum for subsequent individual transfers.
Contributions
The Plan permits participants to contribute up to 50% of eligible annual compensation on a traditional before-tax, Roth 401(k) after-tax or combination basis or 15% of eligible annual compensation on a traditional after-tax basis, subject to the Code limitations set forth below. Total combined contributions may not exceed 50% of eligible annual compensation. Roth 401(k) contributions and the related earnings can be withdrawn tax-free if certain requirements are met. The level of employer matching contributions is entirely at the discretion of the Board and is determined annually for all participants in the Plan. For 2014, the Board set the employer’s matching contribution at 70% of the first 5% of eligible compensation contributed on a before-tax or Roth 401(k) basis.
Employer matching contributions are initially invested in the CBS Corp. Class B Common Stock Fund. Participants are permitted to immediately transfer their Company matching contributions out of the CBS Corp. Class B Common Stock Fund and into any other investment option. Beginning in February 2015, participants may elect to make the initial investment of their matching contributions in any other investment option, including the CBS Corp. Class B Common Stock Fund. If no option is elected by the participant, the matching contribution is invested in the Plan's Qualified Default Investment Alternative (QDIA), a common collective fund that is primarily invested in a mix of equities and bonds appropriate for the participant's target retirement year, which is assumed to be at age 65.
Upon date of hire and, effective with the 60th day following the date upon which an employee becomes eligible to participate in the Plan, newly hired employees are deemed to have authorized the Company to make before-tax contributions to the Plan in an amount equal to 5% of the employee’s eligible compensation. However, a deemed authorization does not take effect if, during the 60-day period the employee elects not to participate in the Plan or to participate at a different contribution rate.
The Code limits the amount of annual participant contributions that can be made on a before-tax or Roth 401(k) basis to $17,500 for 2014. Total compensation considered under the Plan, based on Code limits, could not exceed $260,000 for 2014. The Code also limits annual aggregate participant and employer contributions to the lesser of $52,000 or 100% of compensation in 2014. All contributions made to the Plan on an annual basis may be further limited due to certain nondiscrimination requirements prescribed by the Code.
All participants who have attained age 50 before the close of the Plan year (calendar year) are eligible to make catch-up contributions. These contributions are not treated as matchable contributions. Catch-up contributions can be made if the eligible participants make the maximum $17,500 contribution permitted under the Plan for a plan year. The limit for catch-up contributions is $5,500 in 2014.
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
Vesting
Participants in the Plan are immediately vested in their own contributions and earnings thereon. Employer matching contributions vest at 20% per year of service, becoming fully vested after five years of service. If participants terminate employment prior to being vested in their employer matching contributions, the non-vested portion of their account is forfeited and may be used to reduce future employer matching contributions and to pay administrative expenses. Forfeitures are recorded at the time vested benefits are distributed. During 2014, the Company utilized forfeitures of approximately $7,072,000 to reduce matching contributions and approximately $487,000 to pay administrative expenses. As of December 31, 2014 and 2013, the Company had forfeitures of approximately $540,000 and $1,785,000, respectively, available to be used as noted above.
Notes Receivable from Participants
Eligible participants may request a loan for up to the lesser of 50% of the participant’s vested account balance or $50,000, reduced by the highest outstanding balance of any Plan loan made to the participant during the twelve-month period ending on the day before the loan is made. The minimum loan available to a participant is $500. The interest rate on participant loans is one percentage point above the annual prime commercial rate (as published in The Wall Street Journal) on the first day of the calendar month in which the loan is approved. Principal and interest is payable through payroll deductions. Only one loan may be outstanding at any time. Participants may elect repayment periods from 12 to 60 months commencing as soon as administratively possible following the distribution of the loan proceeds to the participant. The Plan allows participants to elect a repayment term of up to 300 months for loans used for the acquisition of a principal residence. Repayments of loan principal and interest are allocated in accordance with the participant’s current investment elections.
The loans outstanding carry interest rates ranging from 4.25% to 10% as of December 31, 2014.
Distributions and Withdrawals
Earnings on employee contributions (other than after-tax contributions) and employer contributions are not subject to income tax until they are distributed or withdrawn from the Plan.
Participants in the Plan, or their beneficiaries, may receive their vested account balances in a lump sum, in installments over a period of up to 20 years, or in partial distributions of the account balance in the event of retirement, termination of employment, disability or death. For vested account balances invested in the CBS Corp. Common Stock funds, participants may elect to receive distributions in cash or whole shares. In the event of termination of employment, participants may also elect a partial lump sum distribution of their account balance. In general, participants must receive a required minimum distribution upon attainment of age 70 1/2 unless they are still employed.
Participants in the Plan may withdraw part or all of their after-tax and rollover contributions and the vested portion of employer matching contributions. Upon attainment of age 59 1/2, participants may also withdraw all or part of their before-tax or Roth 401(k) contributions and earnings thereon. The Plan limits participants to two of the above withdrawal elections in each Plan year.
A participant may obtain a financial hardship withdrawal of the vested portion of employer matching contributions and employee before-tax or Roth 401(k) contributions provided that the requirements for hardship are met and only to the extent required to relieve such financial hardship. There is no restriction on the number of hardship withdrawals permitted.
When a participant terminates employment with the Company, the full value of employee contributions and earnings thereon plus the value of all vested employer matching contributions and earnings thereon are eligible for
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
distribution and can be rolled over to a tax qualified retirement plan or an Individual Retirement Account (“IRA”) or remain in the Plan rather than being distributed. If the vested account balance is $1,000 or less and the participant does not make an election to rollover the vested account balance, it will be automatically paid in a single lump sum cash payment, and taxes will be withheld from the distribution.
Plan Expenses
The fees for investment of Plan assets are charged to the Plan’s investment funds. Certain administrative expenses such as fees for accounting, investment consulting and employee communications may be paid by the Plan using forfeitures or may be paid by the Company. Recordkeeping and trustee fees are paid from participant accounts. For 2014, approximately $407,000 was paid to the Trustee, a party-in-interest, and its affiliates for services provided during the year.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”).
In accordance with Financial Accounting Standards Board (“FASB”) guidance, contract value was determined to be the relevant measurement for the portion of net assets available for benefits attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. As a result, the Statements of Net Assets Available for Benefits present the investments at fair value with a separate adjustment from fair value to contract value for the portion of net assets attributable to each fully benefit-responsive investment contract. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis with respect to the fully benefit-responsive investment contracts.
Investment Valuation
Short-term money market investments are carried at amortized cost which approximates fair value due to the short-term maturity of these investments. Investments in common stock are reported at fair value based on quoted market prices on national security exchanges. Investments in registered investment companies are reported at fair value based on quoted market prices in active markets. The fair value of investments in separately managed accounts is determined by the Trustee based upon the fair value of the underlying securities. The fair values of investments in common collective funds are determined using the Net Asset Value (“NAV”) provided by the administrator of the fund. The NAV is determined by each fund’s trustee based upon the fair value of the underlying assets owned by the fund, less liabilities, divided by the number of outstanding units. The common collective funds have daily redemptions and one day trading terms. The common collective funds have no unfunded commitments at December 31, 2014. The fair value of fixed income, asset-backed and mortgage-backed securities is determined by independent pricing sources based on quoted market prices, when available, or using valuation models which incorporate certain other observable inputs including recent trading activity for comparable securities and broker quoted prices. Cash and cash equivalents are valued at cost plus accrued interest, which approximates fair value.
Interest rate swaps are recorded at fair value and marked-to-market through the duration of the contract term with an offsetting increase to unrealized appreciation (depreciation). Futures are marked-to-market and settled daily. The daily receipt or payment is recognized as unrealized appreciation (depreciation) until the contract is closed at which time the total fair value of the futures contract is recognized as a realized gain (loss).
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
The Plan invests in fully benefit-responsive synthetic guaranteed investment contracts through a fixed income fund. The contract value of these contracts represents the aggregate amount of deposits thereto, plus interest at the contract rate, less withdrawals and the fair value is determined based on quoted market prices for the underlying assets. The fair value of the wrapper contracts for the synthetic guaranteed investment contracts is determined using the replacement cost methodology that incorporates various inputs including the difference between the market rate for wrap fees and the actual wrap fees currently charged.
Security Transactions and Income Recognition
Purchases and sales of securities are recorded on the trade date. The average cost basis is used to determine gains or losses on security dispositions. Interest income is accrued as earned and dividend income is recorded on the ex-dividend date.
Net appreciation or depreciation in the fair value of investments, included in the Statement of Changes in Net Assets Available for Benefits, consists of the realized gains and losses and the unrealized appreciation and depreciation on those investments presented at fair value.
Notes Receivable from Participants
Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent participant loans are reclassified as distributions based upon the terms of the Plan document.
Payment of Benefits
Benefit payments are recorded when paid.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires the Plan to make estimates and assumptions, such as those regarding fair value of investments, that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of changes in net assets available for benefits during the reporting period. Actual results could differ from those estimates.
Recent Pronouncements
Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent)
In May 2015, the FASB issued amended guidance to remove the requirement to categorize within the
fair value hierarchy all investments for which fair value is measured using the net asset value per share practical expedient. The amendments also remove the requirement to make certain disclosures for all investments that are eligible to be measured at fair value using the net asset value per share practical expedient. Rather, those disclosures are limited to investments for which the entity has elected to measure the fair value using the practical expedient. This guidance is effective for reporting periods beginning after December 15, 2015, and will be applied retrospectively to all comparative periods presented. The adoption of this guidance is not expected to have a material effect on the Plan’s financial statements.
NOTE 3 - RISKS AND UNCERTAINTIES
The Plan provides for various investment options. Investment securities are exposed to various risks such as interest rate, market and credit risk. Market values of investments could decline for several reasons including changes in prevailing market and interest rates, increases in defaults, and credit rating downgrades. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
such securities, it is at least reasonably possible that changes in investment values in the near term could materially affect participants’ account balances and the amounts reported in the Statements of Net Assets Available for Benefits and the related Statement of Changes in Net Assets Available for Benefits.
NOTE 4 - INVESTMENTS
Individual investments representing 5% or more of the Plan’s net assets available for benefits are identified below:
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| | | | | | | |
| At December 31, |
| 2014 | | 2013 |
CBS Corporation Class B Common Stock | $ | 556,413 |
| | $ | 743,282 |
|
BlackRock S&P 500 Index Fund | $ | 736,365 |
| | $ | 696,545 |
|
| | | |
Synthetic guaranteed investment contracts, at contract value: | | | |
Transamerica Premier Life Insurance Company MDA01263TR (a) | $ | 513,762 |
| | $ | — |
|
Monumental Life Insurance Company MDA00930TR (b) | $ | — |
| | $ | 576,968 |
|
Prudential Insurance Company of America GA-62413 | $ | 372,058 |
| | $ | 402,800 |
|
The Bank of Tokyo-Mitsubishi UFJ, Ltd. GS-CBSEG14-2 (a) | $ | 287,780 |
| | $ | — |
|
Bank of Tokyo-Mitsubishi UFJ DAM-CBS 13-1 (b) | $ | — |
| | $ | 293,356 |
|
(a) The Plan did not participate in the investment in 2013.
(b) The Plan did not participate in the investment in 2014.
During the year ended December 31, 2014 the Plan’s investments (including gains and losses on investments sold and held during the year) appreciated (depreciated) as follows:
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| | | |
Common collective funds | $ | 116,095 |
|
Separately managed accounts (common stock) | 31,218 |
|
Common stock | (89,017 | ) |
Mutual funds | 17,577 |
|
Other | 133 |
|
Net appreciation in fair value of investments | $ | 76,006 |
|
Investment Contracts
The Plan invests in synthetic guaranteed investment contracts, which provide for the repayment of principal plus a specified rate of interest through benefit-responsive wrapper contracts. A wrapper contract is issued by a third party insurance company, financial institution or bank, and is held in combination with fixed income securities to form a synthetic guaranteed investment contract. The interest crediting rate on synthetic guaranteed investment contracts reflects the yield of the associated fixed income investments, plus the amortization of realized and unrealized gains and losses on those investments, typically over the duration of the investments. Interest crediting rates are reset on a monthly or quarterly basis, and the wrapper contracts provide that adjustments to the interest crediting rate cannot result in a future interest crediting rate that is less than zero. Certain factors can influence the future interest crediting rates including, the level of market interest rates, the amount and timing of participant contributions and withdrawals, and the returns generated by the fixed income investments that are associated with the synthetic guaranteed investment contract.
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
In certain circumstances, the amounts withdrawn from the investment contracts will be paid at fair value rather than contract value due to employer initiated events. These events include, but are not limited to, Plan termination, a material adverse change to the provisions of the Plan, an employer election to withdraw from the contract to switch to a different investment provider, an employer’s bankruptcy, full or partial termination of the Plan, layoffs, plant closings, corporate spin-offs, mergers, divestitures or other workforce restructurings, or if the terms of a successor plan do not meet the contract issuer’s underwriting criteria for issuance of a replacement contract with identical terms. No employer initiated events have occurred or are expected to occur that would cause premature liquidation of a contract at market value.
The contract issuer is permitted to terminate the fully benefit-responsive investment contracts with the Plan and settle at an amount different from contract value in certain events, including loss of the Plan’s qualified status, an uncured material breach of responsibility, or material adverse changes to the provisions of the Plan.
At December 31, 2014 and 2013, synthetic guaranteed investment contracts at contract value of $1.42 billion and $1.53 billion, respectively, had fair values in the aggregate of $1.48 billion and $1.60 billion, respectively. The fair value of wrapper contracts was $.5 million and $.7 million at December 31, 2014 and 2013, respectively.
The average yields for investment contracts in the fixed income fund were as follows:
|
| | | |
| At December 31, |
| 2014 | | 2013 |
Based on actual earnings | 1.5% | | 1.6% |
Based on interest rate credited to participants | 2.5% | | 2.4% |
NOTE 5 - FAIR VALUE MEASUREMENTS
The following tables set forth the Plan’s financial assets measured at fair value on a recurring basis at December 31, 2014 and 2013. See Note 2 for the valuation methodology used to measure the fair value of these investments. There have been no changes to the methodologies used to measure the fair value of each asset from December 31, 2013 to December 31, 2014. These assets have been categorized according to the three-level fair value hierarchy established by the FASB, which prioritizes the inputs used in measuring fair value. Level 1 is based on quoted prices for the asset in active markets. Level 2 is based on inputs that are observable other than quoted market prices in Level 1, such as quoted prices for the asset in inactive markets or quoted prices for similar assets. Level 3 is based on unobservable inputs reflecting the Plan’s own assumptions about the assumptions that market participants would use in pricing the asset. The asset’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques maximize the use of relevant observable inputs and minimize the use of unobservable inputs.
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
|
| | | | | | | | | | | | | | | |
At December 31, 2014 | Level 1 | | Level 2 | | Level 3 | | Total |
Fixed income fund: | | | | | | | |
Money market funds (a) | $ | — |
| | $ | 16,801 |
| | $ | — |
| | $ | 16,801 |
|
Investments held under synthetic guaranteed investment | | | | | | | |
contracts: | | | | | | | |
Cash and cash equivalents, including net (payables) receivables | (77,934 | ) | | 2,884 |
| | — |
| | (75,050 | ) |
Money market funds (a) | — |
| | 35,244 |
| | — |
| | 35,244 |
|
U.S. Treasury securities | 557,411 |
| | — |
| | — |
| | 557,411 |
|
Government related securities | — |
| | 43,777 |
| | — |
| | 43,777 |
|
Corporate bonds | — |
| | 405,461 |
| | — |
| | 405,461 |
|
Mortgage-backed and asset-backed securities | — |
| | 513,647 |
| | — |
| | 513,647 |
|
Futures (b) | (411 | ) | | — |
| | — |
| | (411 | ) |
Swaps (b) | — |
| | 515 |
| | — |
| | 515 |
|
Wrapper value | — |
| | — |
| | 474 |
| | 474 |
|
Common collective funds: | | | | | | |
|
|
S&P 500 index fund (c) | — |
| | 736,365 |
| | — |
| | 736,365 |
|
Target date retirement funds (d) | — |
| | 555,383 |
| | — |
| | 555,383 |
|
Emerging markets equity fund | — |
| | 61,928 |
| | — |
| | 61,928 |
|
Mid cap equity index fund | — |
| | 141,724 |
| | — |
| | 141,724 |
|
Bond index fund | — |
| | 170,958 |
| | — |
| | 170,958 |
|
International equity fund | — |
| | 117,116 |
| | — |
| | 117,116 |
|
Separately managed accounts: | | | | | | |
|
|
Wellington Growth Portfolio (e) | 174,783 |
| | 380 |
| | — |
| | 175,163 |
|
Dodge & Cox Value Equity Fund (e) | 158,051 |
| | 5,962 |
| | — |
| | 164,013 |
|
Common stock: | | | | | | |
|
|
CBS Corp. common stock | 557,359 |
| | — |
| | — |
| | 557,359 |
|
Other common stock | 24,961 |
| | — |
| | — |
| | 24,961 |
|
Registered investment companies (f) | 143,841 |
| | — |
| | — |
| | 143,841 |
|
Money market funds (a) | — |
| | 10,883 |
| | — |
| | 10,883 |
|
Other | 63 |
| | — |
| | — |
| | 63 |
|
Total | $ | 1,538,124 |
| | $ | 2,819,028 |
| | $ | 474 |
| | $ | 4,357,626 |
|
| |
(a) | Primarily invested in U.S. government securities and U.S. government agency securities. |
| |
(b) | See Note 6 for asset and liability positions of derivative financial instruments. |
| |
(c) | Primarily invested in large capitalization equities. |
| |
(d) | Primarily invested in a mix of equities and bonds based on target retirement year. |
| |
(e) | Primarily invested in large capitalization equities. Assets categorized as Level 2 reflect investments in mutual funds. |
| |
(f) | Primarily invested in small capitalization equities. |
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
|
| | | | | | | | | | | | | | | |
At December 31, 2013 | Level 1 | | Level 2 | | Level 3 | | Total |
Fixed income fund: | | | | | | | |
Money market funds (a) | $ | — |
| | $ | 31,344 |
| | $ | — |
| | $ | 31,344 |
|
Investments held under synthetic guaranteed investment | | | | | | |
|
|
contracts: | | | | | | | |
Cash and cash equivalents, including net (payables) receivables | (76,470 | ) | | 3,532 |
| | — |
| | (72,938 | ) |
Money market funds (a) | — |
| | 94,838 |
| | — |
| | 94,838 |
|
Common collective funds (b) | — |
| | 39,979 |
| | — |
| | 39,979 |
|
U.S. Treasury securities | 579,965 |
| | — |
| | — |
| | 579,965 |
|
Government related securities | — |
| | 80,942 |
| | — |
| | 80,942 |
|
Corporate bonds | — |
| | 453,009 |
| | — |
| | 453,009 |
|
Mortgage-backed and asset-backed securities | — |
| | 418,588 |
| | — |
| | 418,588 |
|
Futures (c) | 297 |
| | — |
| | — |
| | 297 |
|
Swaps (c) | — |
| | 1,422 |
| | — |
| | 1,422 |
|
Wrapper value | — |
| | — |
| | 660 |
| | 660 |
|
Common collective funds: | | | | | | |
|
|
S&P 500 index fund (d) | — |
| | 696,545 |
| | — |
| | 696,545 |
|
Target date retirement funds (e) | — |
| | 483,622 |
| | — |
| | 483,622 |
|
Emerging markets equity fund | — |
| | 72,280 |
| | — |
| | 72,280 |
|
Mid cap equity index fund | — |
| | 143,619 |
| | — |
| | 143,619 |
|
Bond index fund | — |
| | 135,231 |
| | — |
| | 135,231 |
|
International equity fund | — |
| | 127,585 |
| | — |
| | 127,585 |
|
Separately managed accounts: | | | | | | |
|
|
Wellington Growth Portfolio (f) | 160,296 |
| | 639 |
| | — |
| | 160,935 |
|
Dodge & Cox Value Equity Fund (f) | 145,254 |
| | 7,472 |
| | — |
| | 152,726 |
|
Common stock: | | | | | | |
|
|
CBS Corp. common stock | 744,388 |
| | — |
| | — |
| | 744,388 |
|
Other common stock | 24,213 |
| | — |
| | — |
| | 24,213 |
|
Registered investment companies (g) | 155,898 |
| | — |
| | — |
| | 155,898 |
|
Money market funds (a) | — |
| | 14,575 |
| | — |
| | 14,575 |
|
Other | 10 |
| | — |
| | — |
| | 10 |
|
Total | $ | 1,733,851 |
| | $ | 2,805,222 |
| | $ | 660 |
| | $ | 4,539,733 |
|
| |
(a) | Primarily invested in U.S. government securities and U.S. government agency securities. |
| |
(b) | Primarily invested in mortgage-backed and U.S. government fixed income securities. |
| |
(c) | See Note 6 for asset and liability positions of derivative financial instruments. |
| |
(d) | Primarily invested in large capitalization equities. |
| |
(e) | Primarily invested in a mix of equities and bonds based on target retirement year. |
| |
(f) | Primarily invested in large capitalization equities. Assets categorized as Level 2 reflect investments in mutual funds. |
| |
(g) | Primarily invested in small capitalization equities. |
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
The table below sets forth a summary of changes in the fair value of the Plan’s Level 3 assets at December 31, 2014.
|
| | | |
| Wrapper Value |
At January 1, 2014 | $ | 660 |
|
Actual return on investments: | |
Related to investments held at end of year | (186 | ) |
At December 31, 2014 | $ | 474 |
|
NOTE 6 - FINANCIAL INSTRUMENTS
As part of their investment strategy, the managers of the fixed income fund, which invests in synthetic guaranteed investment contracts, may use derivative financial instruments for various purposes including, managing exposure to sector risk or movements in interest rates, extending the duration of the life of the investment portfolio and as a substitute for cash securities. The derivative instruments typically used are interest rate futures, options and swaps. There is exposure to credit loss in the event of nonperformance by counterparties to option and swap transactions. The Plan’s investment managers continually monitor the Plan’s positions with, and credit quality of, the financial institutions which are counterparties to its derivative instruments. Nonperformance by any of the counterparties is not anticipated.
The notional amount of outstanding futures contracts was $25 million and $134 million at December 31, 2014 and 2013, respectively. The notional amount of outstanding swap contracts was $32 million and $55 million at December 31, 2014 and 2013, respectively.
The fair value of derivative financial instruments recorded on the Statements of Net Assets Available for Benefits at December 31, 2014 and 2013 was as follows:
|
| | | | | | | | |
| At December 31, | Statement of Net Assets |
| 2014 | | 2013 | Available for Benefits Account |
| | | | |
Asset position: | | | | |
Interest rate futures | $ | 60 |
| | $ | 761 |
| Investments, at fair value |
Interest rate swaps | $ | 515 |
| | $ | 1,422 |
| Investments, at fair value |
| | | | |
Liability position: | | | | |
Interest rate futures | $ | 471 |
| | $ | 464 |
| Investments, at fair value |
Net losses recognized on derivative financial instruments were as follows:
|
| | | | | |
| Year Ended |
| December 31, 2014 |
| | | |
Interest rate futures | | $ | 1,413 |
| |
Interest rate swaps | | $ | 9 |
| |
The gains and losses recognized on derivative instruments are reflected in the fair value of the synthetic guaranteed investment contracts, which is used in determining the interest earned on these contracts.
CBS 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
(Tabular dollars in thousands)
NOTE 7 - INCOME TAX STATUS
The Internal Revenue Service (“IRS”) issued a favorable determination letter dated January 13, 2015, indicating that the Plan document satisfied the requirements of Section 401(a) of the Code and that the trust thereunder is exempt from federal income taxes under the provisions of Section 501(a) of the Code. The Plan Administrator believes that the Plan is designed and is currently being operated in material compliance with the applicable provisions of the Code. In addition, the Plan Administrator has concluded that as of December 31, 2014, there are no uncertain tax positions taken or expected to be taken that require recognition of an asset or liability or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions. The Plan Administrator believes it is no longer subject to income tax examinations for years prior to 2010.
NOTE 8 - TERMINATION PRIORITIES
Although the Company anticipates that the Plan will continue indefinitely, it reserves the right, by action of its Board to amend or terminate the Plan provided that such action does not retroactively reduce earned participant benefits. In the event of termination of the Plan, participants become fully vested. Upon termination, the Plan provides that the net assets of the Plan would be distributed to participants based on their respective account balances.
NOTE 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:
|
| | | | | | | |
| At December 31, |
| 2014 | | 2013 |
Net assets available for benefits per the financial statements | $ | 4,334,914 |
| | $ | 4,535,452 |
|
Amounts allocated to withdrawing participants | (582 | ) | | (609 | ) |
Adjustment from contract value to fair value for fully benefit-responsive investment contracts | 61,512 |
| | 62,561 |
|
Net assets available for benefits per the Form 5500 | $ | 4,395,844 |
| | $ | 4,597,404 |
|
The following is a reconciliation of the net increase in net assets available for benefits as reflected in the financial statements to the Form 5500:
|
| | | |
| Year Ended
December 31, 2014 |
Net decrease in net assets available for benefits per the financial statements | $ | (200,538 | ) |
Less: Amounts allocated to withdrawing participants at December 31, 2014 | (582 | ) |
Add: Amounts allocated to withdrawing participants at December 31, 2013 | 609 |
|
Add: Adjustment from contract value to fair value for fully | |
benefit-responsive investment contracts at December 31, 2014 | 61,512 |
|
Less: Adjustment from contract value to fair value for fully | |
benefit-responsive investment contracts at December 31, 2013 | (62,561 | ) |
Net decrease in net assets available for benefits per the Form 5500 | $ | (201,560 | ) |
Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to December 31, 2014, but were not paid as of that date.
SCHEDULE H, line 4a
CBS 401(k) PLAN
SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
For the year ended December 31, 2014
(Dollars in thousands)
|
| | | | | | | | | | | | | | | | | | |
Participant Contributions Transferred late to Plan | | Total That Constitute Nonexempt Prohibited Transactions | | Total Fully Corrected Under Voluntary |
Check Here If Late Participant Loan | | | | | | | | Fiduciary Correction Program (VFCP) and |
Repayments Are Included x | | Contributions Not Corrected | | Contributions Corrected Outside VFCP | | Contributions Pending Correction in VFCP | | Prohibited Transaction Exemption 2002-51 |
| | | | | | | | |
$ | — |
| | $ | — |
| | $ | 160 |
| | $ | — |
| | $ | — |
|
SCHEDULE H, line 4i
CBS 401(k) PLAN
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2014
(Dollars in thousands)
|
| | | | | | | | | | | | | |
| Identity of issue, borrower, lessor or similar party | | Maturity and Interest Rates | | Cost (6) | | Current Value | | Wrapper Value |
| Self Directed Accounts (1) | | | | | | $ | 34,567 |
| | $ | — |
|
| | | | | | | | | |
| Corporate Common Stock | | | | | | | | |
* | CBS Corporation Class A Common Stock | | | | | | 946 |
| | — |
|
* | CBS Corporation Class B Common Stock | | | | | | 556,413 |
| | — |
|
| Total Corporate Common Stock | | | | | | 557,359 |
| | — |
|
| | | | | | | | | |
| Mutual Funds | | | | | | | | |
| DFA U.S. Small Cap Fund | | | | | | 138,410 |
| | — |
|
* | Dreyfus Government Cash Management Fund | | | | | | 23,572 |
| | — |
|
| Total Mutual Funds | | | | | | 161,982 |
| | — |
|
| | | | | | | | | |
| Common Collective Funds | | | | | | | | |
| BlackRock S&P 500 Index fund | | | | | | 736,365 |
| | — |
|
* | BNY Mellon Aggregate Bond Index Fund | | | | | | 170,958 |
| | — |
|
| BlackRock Mid Cap Equity Index Fund | | | | | | 141,724 |
| | — |
|
| Capital Guardian International Equity Fund | | | | | | 117,116 |
| | — |
|
| BlackRock LifePath 2020 Fund | | | | | | 108,333 |
| | — |
|
| BlackRock LifePath 2040 Fund | | | | | | 107,120 |
| | — |
|
| BlackRock LifePath 2050 Fund | | | | | | 93,984 |
| | — |
|
| BlackRock LifePath Retirement Fund | | | | | | 66,434 |
| | — |
|
| Capital Guardian Emerging Markets Equity Fund | | | | | | 61,928 |
| | — |
|
| BlackRock LifePath 2045 Fund | | | | | | 61,981 |
| | — |
|
| BlackRock LifePath 2035 Fund | | | | | | 39,909 |
| | — |
|
| BlackRock LifePath 2030 Fund | | | | | | 37,857 |
| | — |
|
| BlackRock LifePath 2025 Fund | | | | | | 34,890 |
| | — |
|
| BlackRock LifePath 2055 Fund | | | | | | 4,875 |
| | — |
|
| Total Common Collective Funds | | | | | | 1,783,474 |
| | — |
|
| | | | | | | | | |
| Separately Managed Accounts (2) | | | | | | | | |
(3) | Wellington Growth Portfolio | | | | | | 175,163 |
| | — |
|
(3) | Dodge & Cox Value Equity Fund | | | | | | 164,013 |
| | — |
|
| Total Separately Managed Accounts | | | | | | 339,176 |
| | — |
|
| | | | | | | | | |
| Synthetic Guaranteed Investment Contracts (4) | | | | | | | | |
(5) | Transamerica Premier Life Insurance Company MDA01263TR | | evergreen and variable % | | | | 540,771 |
| | — |
|
(5) | Prudential Insurance Company of America GA-62413 | | evergreen and variable % | | | | 382,842 |
| | — |
|
(5) | The Bank of Tokyo-Mitsubishi UFJ, Ltd. GS-CBSEG14-2 | | evergreen and variable % | | | | 302,518 |
| | — |
|
(5) | State Street Bank and Trust Company No. 108002 | | evergreen and variable % | | | | 143,958 |
| | — |
|
(5) | The Bank of Tokyo-Mitsubishi UFJ, Ltd. GS-CBSMM14-1 | | evergreen and variable % | | | | 110,979 |
| | — |
|
| Total Synthetic Guaranteed Investment Contracts | | | | | | 1,481,068 |
| | — |
|
| | | | | | | | | |
* | Notes receivable from participants | | Maturity dates through 2039 and interest rates ranging from 4.25% to 10.00% | | | | 33,234 |
| | — |
|
| | | | | | | | | |
| Wrapper value | | | | | | — |
| | 474 |
|
| | | | | | | | | |
| Total investments, at fair value and notes receivable from participants | | | | | | $ | 4,390,860 |
| | $ | 474 |
|
| | | | | | | | | |
* | Identified as a party-in-interest to the Plan. | | | | | | | | |
(1) | Includes $2 million of investments identified as party-in-interest transactions to the Plan. | | | | | | |
(2) | Includes $11 million of investments identified as party-in-interest transactions to the Plan. | | | | | | |
(3) | Refer to Attachment A for listing of assets relating to these accounts. | | | | | | |
(4) | Includes $39 million of investments identified as party-in-interest transactions to the Plan. | | | | | | |
(5) | Refer to Attachment B for listing of assets relating to these contracts. | | | | | | |
(6) | There are no non-participant directed investments. | | | | | | |
Attachment A
(In thousands)
|
| | | | | | | | | |
| Identity of Issuer | | Description | | Cost | | Current Value |
| ACTAVIS PLC | | COMMON STOCK | | | | $ | 3,269 |
|
| ADOBE SYSTEMS INC | | COMMON STOCK | | | | 2,060 |
|
| ALIBABA GROUP HOLDING LTD | | COMMON STOCK | | | | 1,964 |
|
| ALLIANCE DATA SYSTEMS CORP | | COMMON STOCK | | | | 2,934 |
|
| AMERICAN EXPRESS CO | | COMMON STOCK | | | | 1,853 |
|
| AMERICAN TOWER CORP | | COMMON STOCK | | | | 1,837 |
|
| AMETEK INC | | COMMON STOCK | | | | 2,141 |
|
| ANHEUSER-BUSCH INBEV NV | | COMMON STOCK | | | | 2,162 |
|
| APPLE INC | | COMMON STOCK | | | | 12,269 |
|
| ASTRAZENECA PLC | | COMMON STOCK | | | | 1,266 |
|
| AUTOZONE INC | | COMMON STOCK | | | | 3,037 |
|
| BAIDU INC | | COMMON STOCK | | | | 1,280 |
|
| BIOGEN INC | | COMMON STOCK | | | | 3,766 |
|
| BLACKROCK INC | | COMMON STOCK | | | | 2,671 |
|
| BRISTOL-MYERS SQUIBB CO | | COMMON STOCK | | | | 4,064 |
|
| CDW CORP/DE | | COMMON STOCK | | | | 1,869 |
|
| CELGENE CORP | | COMMON STOCK | | | | 2,419 |
|
| COBALT INTERNATIONAL ENERGY IN | | COMMON STOCK | | | | 470 |
|
| COGNIZANT TECHNOLOGY SOLUTIONS | | COMMON STOCK | | | | 2,433 |
|
| COMCAST CORP | | COMMON STOCK | | | | 2,340 |
|
| CONTINENTAL RESOURCES INC/OK | | COMMON STOCK | | | | 889 |
|
| CVS HEALTH CORP | | COMMON STOCK | | | | 3,063 |
|
| DR HORTON INC | | COMMON STOCK | | | | 3,046 |
|
* | DREYFUS GOVT CASH MGMT INST 289 | | MUTUAL FUND | | | | 380 |
|
| DUNKIN' BRANDS GROUP INC | | COMMON STOCK | | | | 2,056 |
|
| EAGLE MATERIALS INC | | COMMON STOCK | | | | 1,668 |
|
| EQUIFAX INC | | COMMON STOCK | | | | 2,122 |
|
| FACEBOOK INC | | COMMON STOCK | | | | 4,272 |
|
| FLEETCOR TECHNOLOGIES INC | | COMMON STOCK | | | | 2,616 |
|
| GILEAD SCIENCES INC | | COMMON STOCK | | | | 4,374 |
|
| GOOGLE INC | | COMMON STOCK | | | | 4,546 |
|
| HARLEY-DAVIDSON INC | | COMMON STOCK | | | | 3,285 |
|
| HARMAN INTERNATIONAL INDUSTRIES | | COMMON STOCK | | | | 1,979 |
|
| HOME DEPOT INC/THE | | COMMON STOCK | | | | 5,771 |
|
| IHS INC | | COMMON STOCK | | | | 2,118 |
|
| ILLUMINA INC | | COMMON STOCK | | | | 821 |
|
| IMS HEALTH HOLDINGS INC | | COMMON STOCK | | | | 1,555 |
|
| INTUIT INC | | COMMON STOCK | | | | 2,486 |
|
| JB HUNT TRANSPORT SERVICES INC | | COMMON STOCK | | | | 907 |
|
| KANSAS CITY SOUTHERN | | COMMON STOCK | | | | 2,015 |
|
| KEURIG GREEN MOUNTAIN INC | | COMMON STOCK | | | | 1,351 |
|
| LAS VEGAS SANDS CORP | | COMMON STOCK | | | | 2,817 |
|
| LENNAR CORP | | COMMON STOCK | | | | 3,030 |
|
| LOWE'S COS INC | | COMMON STOCK | | | | 3,873 |
|
| MARKEL CORP | | COMMON STOCK | | | | 1,738 |
|
| MASTERCARD INC | | COMMON STOCK | | | | 4,080 |
|
| MCKESSON CORP | | COMMON STOCK | | | | 469 |
|
| MEDIVATION INC | | COMMON STOCK | | | | 1,238 |
|
| MERCK & CO INC | | COMMON STOCK | | | | 1,668 |
|
| MICROSOFT CORP | | COMMON STOCK | | | | 5,098 |
|
| MONDELEZ INTERNATIONAL INC | | COMMON STOCK | | | | 3,133 |
|
| MONSTER BEVERAGE CORP | | COMMON STOCK | | | | 2,522 |
|
| NETFLIX INC | | COMMON STOCK | | | | 1,621 |
|
| NIELSEN NV | | COMMON STOCK | | | | 2,560 |
|
| PALL CORP | | COMMON STOCK | | | | 747 |
|
| PIONEER NATURAL RESOURCES CO | | COMMON STOCK | | | | 1,297 |
|
| PRICELINE GROUP INC/THE | | COMMON STOCK | | | | 2,861 |
|
| RALPH LAUREN CORP | | COMMON STOCK | | | | 2,194 |
|
| REGENERON PHARMACEUTICALS INC | | COMMON STOCK | | | | 2,618 |
|
| ROSS STORES INC | | COMMON STOCK | | | | 3,162 |
|
| SALESFORCE.COM INC | | COMMON STOCK | | | | 2,506 |
|
| SERVICENOW INC | | COMMON STOCK | | | | 1,401 |
|
| SHERWIN-WILLIAMS CO/THE | | COMMON STOCK | | | | 2,378 |
|
| STERICYCLE INC | | COMMON STOCK | | | | 751 |
|
| TD AMERITRADE HOLDING CORP | | COMMON STOCK | | | | 1,703 |
|
| VERTEX PHARMACEUTICALS INC | | COMMON STOCK | | | | 2,061 |
|
| VISA INC | | COMMON STOCK | | | | 2,804 |
|
| WADDELL & REED FINANCIAL INC | | COMMON STOCK | | | | 529 |
|
| WHOLE FOODS MARKET INC | | COMMON STOCK | | | | 1,445 |
|
| WYNDHAM WORLDWIDE CORP | | COMMON STOCK | | | | 1,892 |
|
| WYNN RESORTS LTD | | COMMON STOCK | | | | 2,016 |
|
| YELP INC | | COMMON STOCK | | | | 1,527 |
|
| | WELLINGTON GROWTH PORTFOLIO | | $ | 175,163 |
|
* Identified as a party-in-interest to the Plan.
Attachment A
(In thousands)
|
| | | | | | | | | |
| Identity of Issuer | | Description | | Cost | | Current Value |
| ADT CORP/THE | | COMMON STOCK | | | | $ | 1,232 |
|
| AEGON NV | | COMMON STOCK | | | | 1,312 |
|
| AOL INC | | COMMON STOCK | | | | 924 |
|
| APACHE CORP | | COMMON STOCK | | | | 3,046 |
|
| BAKER HUGHES INC | | COMMON STOCK | | | | 2,094 |
|
| BANK OF AMERICA CORP | | COMMON STOCK | | | | 4,396 |
|
* | BANK OF NEW YORK MELLON CORP/T | | COMMON STOCK | | | | 4,463 |
|
| BB&T CORP | | COMMON STOCK | | | | 1,727 |
|
| CADENCE DESIGN SYSTEMS INC | | COMMON STOCK | | | | 616 |
|
| CAPITAL ONE FINANCIAL CORP | | COMMON STOCK | | | | 6,398 |
|
| CARMAX INC | | COMMON STOCK | | | | 999 |
|
| CELANESE CORP | | COMMON STOCK | | | | 1,649 |
|
| CHARLES SCHWAB CORP/THE | | COMMON STOCK | | | | 4,528 |
|
| CHEVRON CORP | | COMMON STOCK | | | | 2,284 |
|
| CIGNA CORP | | COMMON STOCK | | | | 1,647 |
|
| CISCO SYSTEMS INC | | COMMON STOCK | | | | 1,449 |
|
| COACH INC | | COMMON STOCK | | | | 976 |
|
| COMCAST CORP | | COMMON STOCK | | | | 4,188 |
|
| CORNING INC | | COMMON STOCK | | | | 2,121 |
|
| DANAHER CORP | | COMMON STOCK | | | | 1,388 |
|
| DISH NETWORK CORP | | COMMON STOCK | | | | 1,305 |
|
* | DREYFUS GOVT CASH MGMT INST 289 | | MUTUAL FUND | | | | 5,962 |
|
| EBAY INC | | COMMON STOCK | | | | 2,492 |
|
| EMC CORP/MA | | COMMON STOCK | | | | 1,784 |
|
| EXPRESS SCRIPTS HOLDING CO | | COMMON STOCK | | | | 2,540 |
|
| FEDEX CORP | | COMMON STOCK | | | | 4,341 |
|
| GENERAL ELECTRIC CO | | COMMON STOCK | | | | 1,600 |
|
| GLAXOSMITHKLINE PLC | | COMMON STOCK | | | | 1,321 |
|
| GOLDMAN SACHS GROUP INC/THE | | COMMON STOCK | | | | 3,721 |
|
| GOOGLE INC | | COMMON STOCK | | | | 1,114 |
|
| GOOGLE INC | | COMMON STOCK | | | | 2,369 |
|
| HEWLETT-PACKARD CO | | COMMON STOCK | | | | 6,794 |
|
| JPMORGAN CHASE & CO | | COMMON STOCK | | | | 2,491 |
|
| JUNIPER NETWORKS INC | | COMMON STOCK | | | | 772 |
|
| KONINKLIJKE PHILIPS NV | | COMMON STOCK | | | | 783 |
|
| LIBERTY INTERACTIVE CORP | | COMMON STOCK | | | | 1,324 |
|
| LIBERTY VENTURES | | COMMON STOCK | | | | 241 |
|
| MAXIM INTEGRATED PRODUCTS INC | | COMMON STOCK | | | | 1,291 |
|
| MEDTRONIC INC | | COMMON STOCK | | | | 1,263 |
|
| MERCK & CO INC | | COMMON STOCK | | | | 3,339 |
|
| METLIFE INC | | COMMON STOCK | | | | 1,839 |
|
| MICROSOFT CORP | | COMMON STOCK | | | | 6,387 |
|
| NATIONAL OILWELL VARCO INC | | COMMON STOCK | | | | 1,442 |
|
| NETAPP INC | | COMMON STOCK | | | | 2,081 |
|
| NEWS CORP | | COMMON STOCK | | | | 283 |
|
| NOKIA OYJ | | COMMON STOCK | | | | 655 |
|
| NOVARTIS AG | | COMMON STOCK | | | | 5,328 |
|
| NOW INC | | COMMON STOCK | | | | 106 |
|
| NVR INC | | COMMON STOCK | | | | 383 |
|
| PFIZER INC | | COMMON STOCK | | | | 2,617 |
|
| SANOFI | | COMMON STOCK | | | | 3,877 |
|
| SCHLUMBERGER LTD | | COMMON STOCK | | | | 4,014 |
|
| SPRINT CORP | | COMMON STOCK | | | | 597 |
|
| SUNTRUST BANKS INC | | COMMON STOCK | | | | 1,362 |
|
| SYMANTEC CORP | | COMMON STOCK | | | | 3,592 |
|
| SYNOPSYS INC | | COMMON STOCK | | | | 1,474 |
|
| TARGET CORP | | COMMON STOCK | | | | 2,239 |
|
| TE CONNECTIVITY LTD | | COMMON STOCK | | | | 2,309 |
|
| TIME INC | | COMMON STOCK | | | | 314 |
|
| TIME WARNER CABLE INC | | COMMON STOCK | | | | 4,682 |
|
| TIME WARNER INC | | COMMON STOCK | | | | 5,379 |
|
| TWENTY-FIRST CENTURY FOX INC | | COMMON STOCK | | | | 3,072 |
|
| TYCO INTERNATIONAL PLC | | COMMON STOCK | | | | 1,592 |
|
| UNITEDHEALTH GROUP INC | | COMMON STOCK | | | | 2,588 |
|
| WAL-MART STORES INC | | COMMON STOCK | | | | 4,165 |
|
| WEATHERFORD INTERNATIONAL PLC | | COMMON STOCK | | | | 773 |
|
| WELLS FARGO & CO | | COMMON STOCK | | | | 6,579 |
|
| | DODGE & COX VALUE EQUITY FUND | | $ | 164,013 |
|
* Identified as a party-in-interest to the Plan.
Attachment B
(In thousands)
|
| | | | | | | | | |
| Identity of Issuer | | Maturity and Interest Rates | | Description | | Current Value |
| ABBVIE INC | | 2.900% 11/06/2022 DD 05/06/13 | | CORPORATE DEBT INSTRUMENTS | | $ | 359 |
|
| ABBVIE INC | | 1.750% 11/06/2017 DD 05/06/13 | | CORPORATE DEBT INSTRUMENTS | | 451 |
|
| ABBVIE INC | | 1.750% 11/06/2017 DD 05/06/13 | | CORPORATE DEBT INSTRUMENTS | | 1,288 |
|
| ABFC 2005-WF1 TRUST WF1 A2C | | VAR RT 12/25/2034 DD 04/28/05 | | CORPORATE DEBT INSTRUMENTS | | 309 |
|
| ACCESS GROUP INC 1 A | | VAR RT 10/27/2025 DD 08/05/08 | | CORPORATE DEBT INSTRUMENTS | | 599 |
|
| ACCESS GROUP INC 1 A3 | | VAR RT 06/22/2022 DD 06/07/05 | | CORPORATE DEBT INSTRUMENTS | | 714 |
|
| ACE INA HOLDINGS INC | | 5.800% 03/15/2018 DD 02/14/08 | | CORPORATE DEBT INSTRUMENTS | | 120 |
|
| ACE INA HOLDINGS INC | | 2.700% 03/13/2023 DD 03/13/13 | | CORPORATE DEBT INSTRUMENTS | | 388 |
|
| ACTAVIS FUNDING SCS | | 2.450% 06/15/2019 DD 06/19/14 | | CORPORATE DEBT INSTRUMENTS | | 265 |
|
| ACTAVIS FUNDING SCS | | 3.850% 06/15/2024 DD 06/19/14 | | CORPORATE DEBT INSTRUMENTS | | 472 |
|
| ACTAVIS INC | | 3.250% 10/01/2022 DD 10/02/12 | | CORPORATE DEBT INSTRUMENTS | | 375 |
|
| ACTAVIS INC | | 1.875% 10/01/2017 DD 10/02/12 | | CORPORATE DEBT INSTRUMENTS | | 752 |
|
| AETNA INC | | 2.750% 11/15/2022 DD 11/07/12 | | CORPORATE DEBT INSTRUMENTS | | 330 |
|
| ALCOA INC | | 5.550% 02/01/2017 DD 01/25/07 | | CORPORATE DEBT INSTRUMENTS | | 49 |
|
| ALLIED WORLD ASSURANCE CO HOLD | | 7.500% 08/01/2016 DD 07/26/06 | | CORPORATE DEBT INSTRUMENTS | | 549 |
|
| ALLY AUTO RECEIVABLES TRU 1 A3 | | 0.930% 02/16/2016 DD 01/18/12 | | CORPORATE DEBT INSTRUMENTS | | 19 |
|
| ALLY MASTER OWNER TRUST 1 A1 | | VAR RT 01/15/2019 DD 02/05/14 | | CORPORATE DEBT INSTRUMENTS | | 3,446 |
|
| AMERICA MOVIL SAB DE CV | | 2.375% 09/08/2016 DD 09/08/11 | | CORPORATE DEBT INSTRUMENTS | | 963 |
|
| AMERICAN AIRLINES 2013-2 CLASS | | 4.950% 07/15/2024 DD 07/15/14 | | CORPORATE DEBT INSTRUMENTS | | 678 |
|
| AMERICAN EXPRESS CO | | 1.550% 05/22/2018 DD 05/22/13 | | CORPORATE DEBT INSTRUMENTS | | 718 |
|
| AMERICAN EXPRESS CO | | 1.550% 05/22/2018 DD 05/22/13 | | CORPORATE DEBT INSTRUMENTS | | 812 |
|
| AMERICAN EXPRESS CO | | 7.000% 03/19/2018 DD 03/19/08 | | CORPORATE DEBT INSTRUMENTS | | 926 |
|
| AMERICAN EXPRESS CRED 4 C 144A | | VAR RT 05/15/2020 DD 11/08/12 | | CORPORATE DEBT INSTRUMENTS | | 2,112 |
|
| AMERICAN EXPRESS CREDIT 1 A | | VAR RT 12/15/2021 DD 05/19/14 | | CORPORATE DEBT INSTRUMENTS | | 1,037 |
|
| AMERICAN EXPRESS CREDIT AC 2 A | | VAR RT 05/17/2021 DD 11/13/13 | | CORPORATE DEBT INSTRUMENTS | | 812 |
|
| AMERICAN EXPRESS CREDIT CORP | | 1.125% 06/05/2017 DD 06/05/14 | | CORPORATE DEBT INSTRUMENTS | | 603 |
|
| AMERICAN INTERNATIONAL GROUP I | | 5.450% 05/18/2017 DD 05/18/07 | | CORPORATE DEBT INSTRUMENTS | | 245 |
|
| AMERICAN INTERNATIONAL GROUP I | | 5.850% 01/16/2018 DD 12/12/07 | | CORPORATE DEBT INSTRUMENTS | | 363 |
|
| AMERICAN INTERNATIONAL GROUP I | | 2.300% 07/16/2019 DD 07/16/14 | | CORPORATE DEBT INSTRUMENTS | | 365 |
|
| AMERICAN INTERNATIONAL GROUP I | | 5.850% 01/16/2018 DD 12/12/07 | | CORPORATE DEBT INSTRUMENTS | | 391 |
|
| AMERICAN INTERNATIONAL GROUP I | | 5.850% 01/16/2018 DD 12/12/07 | | CORPORATE DEBT INSTRUMENTS | | 407 |
|
| AMERICAN INTERNATIONAL GROUP I | | 5.450% 05/18/2017 DD 05/18/07 | | CORPORATE DEBT INSTRUMENTS | | 546 |
|
| AMERICAN INTERNATIONAL GROUP I | | 2.300% 07/16/2019 DD 07/16/14 | | CORPORATE DEBT INSTRUMENTS | | 1,321 |
|
| AMERICREDIT AUTOMOBILE REC 2 B | | 1.190% 05/08/2018 DD 04/11/13 | | CORPORATE DEBT INSTRUMENTS | | 601 |
|
| AMGEN INC | | 3.625% 05/22/2024 DD 05/22/14 | | CORPORATE DEBT INSTRUMENTS | | 97 |
|
| AMPHENOL CORP | | 3.125% 09/15/2021 DD 09/12/14 | | CORPORATE DEBT INSTRUMENTS | | 353 |
|
| AMPHENOL CORP | | 1.550% 09/15/2017 DD 09/12/14 | | CORPORATE DEBT INSTRUMENTS | | 424 |
|
| ANADARKO PETROLEUM CORP | | 3.450% 07/15/2024 DD 07/07/14 | | CORPORATE DEBT INSTRUMENTS | | 142 |
|
| ANADARKO PETROLEUM CORP | | 5.950% 09/15/2016 DD 09/19/06 | | CORPORATE DEBT INSTRUMENTS | | 491 |
|
| ANADARKO PETROLEUM CORP | | 6.375% 09/15/2017 DD 08/12/10 | | CORPORATE DEBT INSTRUMENTS | | 661 |
|
| ANADARKO PETROLEUM CORP | | 6.375% 09/15/2017 DD 08/12/10 | | CORPORATE DEBT INSTRUMENTS | | 1,073 |
|
| ANCHORAGE CAPITAL C 1A A1 144A | | VAR RT 07/13/2025 DD 06/27/13 | | CORPORATE DEBT INSTRUMENTS | | 942 |
|
| ANCHORAGE CAPITAL C 3A A1 144A | | VAR RT 04/28/2026 DD 03/27/14 | | CORPORATE DEBT INSTRUMENTS | | 803 |
|
| ANTHEM INC | | 3.500% 08/15/2024 DD 08/12/14 | | CORPORATE DEBT INSTRUMENTS | | 206 |
|
| ANTHEM INC | | 1.875% 01/15/2018 DD 09/10/12 | | CORPORATE DEBT INSTRUMENTS | | 390 |
|
| ANTHEM INC | | 1.875% 01/15/2018 DD 09/10/12 | | CORPORATE DEBT INSTRUMENTS | | 535 |
|
| APPALACHIAN POWER CO | | 3.400% 05/24/2015 DD 05/24/10 | | CORPORATE DEBT INSTRUMENTS | | 909 |
|
| APPLE INC | | 2.850% 05/06/2021 DD 05/06/14 | | CORPORATE DEBT INSTRUMENTS | | 322 |
|
| APPLE INC | | 2.100% 05/06/2019 DD 05/06/14 | | CORPORATE DEBT INSTRUMENTS | | 511 |
|
| APPLE INC | | 1.000% 05/03/2018 DD 05/03/13 | | CORPORATE DEBT INSTRUMENTS | | 936 |
|
| ARES XXVI CLO LTD 1A A 144A | | VAR RT 04/15/2025 DD 03/27/13 | | CORPORATE DEBT INSTRUMENTS | | 491 |
|
| ARIZONA PUBLIC SERVICE CO | | 4.650% 05/15/2015 DD 05/12/03 | | CORPORATE DEBT INSTRUMENTS | | 106 |
|
| ARIZONA PUBLIC SERVICE CO | | 8.750% 03/01/2019 DD 02/26/09 | | CORPORATE DEBT INSTRUMENTS | | 786 |
|
| ARROW ELECTRONICS INC | | 3.000% 03/01/2018 DD 02/20/13 | | CORPORATE DEBT INSTRUMENTS | | 256 |
|
| AT&T INC | | 5.600% 05/15/2018 DD 05/13/08 | | CORPORATE DEBT INSTRUMENTS | | 71 |
|
| AT&T INC | | 5.500% 02/01/2018 DD 02/01/08 | | CORPORATE DEBT INSTRUMENTS | | 183 |
|
| AT&T INC | | VAR RT 02/12/2016 DD 02/12/13 | | CORPORATE DEBT INSTRUMENTS | | 490 |
|
| AT&T INC | | 1.700% 06/01/2017 DD 06/14/12 | | CORPORATE DEBT INSTRUMENTS | | 502 |
|
| AT&T INC | | 1.400% 12/01/2017 DD 12/11/12 | | CORPORATE DEBT INSTRUMENTS | | 510 |
|
| AT&T INC | | 1.700% 06/01/2017 DD 06/14/12 | | CORPORATE DEBT INSTRUMENTS | | 778 |
|
| AT&T INC | | 2.950% 05/15/2016 DD 04/29/11 | | CORPORATE DEBT INSTRUMENTS | | 923 |
|
| AUSTRALIA & NEW ZEALAND B 144A | | 4.500% 03/19/2024 DD 03/19/14 | | CORPORATE DEBT INSTRUMENTS | | 408 |
|
| AUSTRALIA & NEW ZEALAND BANKIN | | 1.875% 10/06/2017 DD 09/11/12 | | CORPORATE DEBT INSTRUMENTS | | 1,110 |
|
| AUTOZONE INC | | 5.500% 11/15/2015 DD 11/06/03 | | CORPORATE DEBT INSTRUMENTS | | 936 |
|
| AVIS BUDGET RENTAL C 1A A 144A | | 1.920% 09/20/2019 DD 02/13/13 | | CORPORATE DEBT INSTRUMENTS | | 2,078 |
|
| AVIS BUDGET RENTAL C 2A A 144A | | 2.500% 02/20/2021 DD 07/24/14 | | CORPORATE DEBT INSTRUMENTS | | 1,100 |
|
| AVON PRODUCTS INC | | VAR RT 03/15/2020 DD 03/12/13 | | CORPORATE DEBT INSTRUMENTS | | 250 |
|
| AVON PRODUCTS INC | | VAR RT 03/15/2023 DD 03/12/13 | | CORPORATE DEBT INSTRUMENTS | | 469 |
|
| BA CREDIT CARD TRUST A11 A11 | | VAR RT 12/15/2019 DD 08/02/07 | | CORPORATE DEBT INSTRUMENTS | | 995 |
|
Attachment B
(In thousands)
|
| | | | | | | | | |
| Identity of Issuer | | Maturity and Interest Rates | | Description | | Current Value |
| BANC OF AMERICA COMMERCI 1 A1A | | VAR RT 09/10/2045 DD 03/01/06 | | CORPORATE DEBT INSTRUMENTS | | 1,588 |
|
| BANC OF AMERICA COMMERCIA 2 A4 | | VAR RT 05/10/2045 DD 06/01/06 | | CORPORATE DEBT INSTRUMENTS | | 1,249 |
|
| BANC OF AMERICA COMMERCIA 3 A3 | | VAR RT 06/10/2049 DD 07/01/07 | | CORPORATE DEBT INSTRUMENTS | | 1,186 |
|
| BANC OF AMERICA COMMERCIA 5 A3 | | 5.620% 02/10/2051 DD 12/01/07 | | CORPORATE DEBT INSTRUMENTS | | 35 |
|
| BANC OF AMERICA MERRILL L 6 A4 | | VAR RT 09/10/2047 DD 12/01/05 | | CORPORATE DEBT INSTRUMENTS | | 2,323 |
|
| BANK OF AMERICA CORP | | 6.400% 08/28/2017 DD 08/28/07 | | CORPORATE DEBT INSTRUMENTS | | 77 |
|
| BANK OF AMERICA CORP | | 6.050% 05/16/2016 DD 05/16/06 | | CORPORATE DEBT INSTRUMENTS | | 106 |
|
| BANK OF AMERICA CORP | | 4.000% 04/01/2024 DD 04/01/14 | | CORPORATE DEBT INSTRUMENTS | | 135 |
|
| BANK OF AMERICA CORP | | 5.000% 05/13/2021 DD 05/13/11 | | CORPORATE DEBT INSTRUMENTS | | 223 |
|
| BANK OF AMERICA CORP | | 5.750% 08/15/2016 DD 08/14/06 | | CORPORATE DEBT INSTRUMENTS | | 224 |
|
| BANK OF AMERICA CORP | | 5.750% 12/01/2017 DD 12/04/07 | | CORPORATE DEBT INSTRUMENTS | | 226 |
|
| BANK OF AMERICA CORP | | 6.000% 09/01/2017 DD 08/23/07 | | CORPORATE DEBT INSTRUMENTS | | 347 |
|
| BANK OF AMERICA CORP | | 4.125% 01/22/2024 DD 01/21/14 | | CORPORATE DEBT INSTRUMENTS | | 394 |
|
| BANK OF AMERICA CORP | | 3.750% 07/12/2016 DD 07/12/11 | | CORPORATE DEBT INSTRUMENTS | | 425 |
|
| BANK OF AMERICA CORP | | 4.000% 04/01/2024 DD 04/01/14 | | CORPORATE DEBT INSTRUMENTS | | 521 |
|
| BANK OF AMERICA CORP | | 6.875% 04/25/2018 DD 04/25/08 | | CORPORATE DEBT INSTRUMENTS | | 574 |
|
| BANK OF AMERICA CORP | | VAR RT 10/14/2016 DD 10/26/06 | | CORPORATE DEBT INSTRUMENTS | | 725 |
|
| BANK OF AMERICA CORP | | 3.875% 03/22/2017 DD 03/22/12 | | CORPORATE DEBT INSTRUMENTS | | 764 |
|
| BANK OF AMERICA CORP | | 2.600% 01/15/2019 DD 10/22/13 | | CORPORATE DEBT INSTRUMENTS | | 816 |
|
| BANK OF AMERICA CORP | | 5.650% 05/01/2018 DD 05/02/08 | | CORPORATE DEBT INSTRUMENTS | | 817 |
|
| BANK OF AMERICA CORP | | 1.500% 10/09/2015 DD 10/10/12 | | CORPORATE DEBT INSTRUMENTS | | 914 |
|
| BANK OF AMERICA CORP | | 2.650% 04/01/2019 DD 04/01/14 | | CORPORATE DEBT INSTRUMENTS | | 1,048 |
|
| BANK OF AMERICA CORP | | 5.650% 05/01/2018 DD 05/02/08 | | CORPORATE DEBT INSTRUMENTS | | 1,055 |
|
| BANK OF AMERICA CORP | | VAR RT 01/15/2019 DD 10/22/13 | | CORPORATE DEBT INSTRUMENTS | | 1,217 |
|
| BANK OF AMERICA CORP | | 2.000% 01/11/2018 DD 01/11/13 | | CORPORATE DEBT INSTRUMENTS | | 1,299 |
|
| BANK OF AMERICA CORP | | 5.750% 12/01/2017 DD 12/04/07 | | CORPORATE DEBT INSTRUMENTS | | 1,326 |
|
| BANK OF AMERICA CORP | | 6.500% 08/01/2016 DD 07/28/09 | | CORPORATE DEBT INSTRUMENTS | | 1,858 |
|
| BANK OF AMERICA CORP | | 2.600% 01/15/2019 DD 10/22/13 | | CORPORATE DEBT INSTRUMENTS | | 2,016 |
|
| BANK OF AMERICA CORP | | 5.650% 05/01/2018 DD 05/02/08 | | CORPORATE DEBT INSTRUMENTS | | 3,000 |
|
| BANK OF AMERICA CREDIT A2 A | | VAR RT 09/16/2019 DD 05/14/14 | | CORPORATE DEBT INSTRUMENTS | | 2,795 |
|
| BANK OF AMERICA NA | | 5.300% 03/15/2017 DD 03/13/07 | | CORPORATE DEBT INSTRUMENTS | | 269 |
|
| BANK OF MONTREAL | | 2.500% 01/11/2017 DD 01/11/12 | | CORPORATE DEBT INSTRUMENTS | | 666 |
|
| BANK OF MONTREAL | | 1.300% 07/14/2017 DD 07/14/14 | | CORPORATE DEBT INSTRUMENTS | | 692 |
|
| BANK OF MONTREAL | | 1.450% 04/09/2018 DD 04/09/13 | | CORPORATE DEBT INSTRUMENTS | | 988 |
|
* | BANK OF NEW YORK MELLON CORP/T | | 3.400% 05/15/2024 DD 05/07/14 | | CORPORATE DEBT INSTRUMENTS | | 219 |
|
* | BANK OF NEW YORK MELLON CORP/T | | 2.200% 05/15/2019 DD 05/07/14 | | CORPORATE DEBT INSTRUMENTS | | 747 |
|
* | BANK OF NEW YORK MELLON CORP/T | | 1.350% 03/06/2018 DD 03/06/13 | | CORPORATE DEBT INSTRUMENTS | | 1,239 |
|
| BANK OF NOVA SCOTIA/THE | | 1.100% 12/13/2016 DD 12/13/13 | | CORPORATE DEBT INSTRUMENTS | | 490 |
|
| BANK OF NOVA SCOTIA/THE | | 2.050% 06/05/2019 DD 06/05/14 | | CORPORATE DEBT INSTRUMENTS | | 563 |
|
| BANK OF NOVA SCOTIA/THE 144A | | 1.050% 03/20/2015 DD 03/22/12 | | CORPORATE DEBT INSTRUMENTS | | 1,232 |
|
| BANK OF NOVA SCOTIA/THE 144A | | 1.650% 10/29/2015 DD 10/29/10 | | CORPORATE DEBT INSTRUMENTS | | 1,236 |
|
| BARCLAYS BANK PLC | | 2.500% 02/20/2019 DD 02/20/14 | | CORPORATE DEBT INSTRUMENTS | | 532 |
|
| BARCLAYS BANK PLC 144A | | 2.250% 05/10/2017 DD 05/10/12 | | CORPORATE DEBT INSTRUMENTS | | 1,097 |
|
|