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 [FEE REQUIRED]
For the fiscal year ended December 31, 2009.
OR
o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 1-4422
A. Full title of the plan and address of the plan, if different from that of issuer named below:
Western Industries — North, Inc.
Western Industries Retirement Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive offices:
ROLLINS, INC.
2170 PIEDMONT ROAD, N.E.
ATLANTA, GA 30324
Western Industries Retirement Savings Plan
Financial Statements
December 31, 2009 and 2008
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3 |
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AUDITED FINANCIAL STATEMENTS: |
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4 |
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5 |
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6-15 |
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16 |
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17 |
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18 |
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Ex-23.1 Consent — Independent Registered Public Accounting Firm |
19 |
Note: Other schedules required by 29 CFR 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Plan Administrator and Participants of the
Western Industries Retirement Savings Plan
We have audited the accompanying statements of net assets available for benefits of Western Industries Retirement Savings Plan (the “Plan”) as of December 31, 2009 and 2008, and the related statement of changes in net assets available for benefits for the year ended December 31, 2009. 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. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit 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 the Plan as of December 31, 2009 and 2008, and the changes in its net assets available for benefits for the year ended December 31, 2009, in conformity with accounting principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets held at end of year as of December 31, 2009 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 financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ Windham Brannon, P.C.
Atlanta, Georgia
June 16, 2010
WESTERN INDUSTRIES
RETIREMENT SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2009 and 2008
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2009 |
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2008 |
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ASSETS |
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INVESTMENTS, at fair value: |
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Mutual funds |
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$ |
20,109,194 |
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$ |
15,491,659 |
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Participant loans |
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1,290,626 |
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1,100,592 |
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Rollins, Inc. common stock |
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533,625 |
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1,833,325 |
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Synthetic Guaranteed Investment Contract |
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26,038,906 |
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22,235,590 |
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Total Investments |
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47,972,351 |
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40,661,166 |
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CONTRIBUTION RECEIVABLES: |
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Employer |
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999,011 |
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899,227 |
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Total Assets |
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48,971,362 |
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41,560,393 |
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LIABILITIES |
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EXCESS CONTRIBUTIONS PAYABLE |
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— |
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1,252 |
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NET ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE |
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48,971,362 |
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41,559,141 |
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Adjustment from fair value to contract value relating to fully benefit-responsive investment contracts |
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(767,147 |
) |
(330,340 |
) |
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NET ASSETS AVAILABLE FOR BENEFITS |
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$ |
48,204,215 |
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$ |
41,228,801 |
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The accompanying notes are an integral part of these financial statements.
WESTERN INDUSTRIES
RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
For The Year Ended December 31, 2009
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ADDITIONS: |
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Investment Income: |
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Net change in fair value of mutual funds |
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$ |
4,432,695 |
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Net change in contract value of Synthetic GIC |
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1,124,653 |
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Interest income on participant loans |
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83,413 |
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Net change in fair value of Rollins, Inc. common stock |
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91,478 |
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Dividend income on Rollins, Inc. common stock |
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21,773 |
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Total Investment Gain |
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5,754,012 |
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CONTRIBUTIONS: |
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Participants |
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1,830,662 |
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Employer |
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1,441,300 |
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Rollovers |
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61,233 |
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Total Contributions |
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3,333,195 |
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Total Additions |
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9,087,207 |
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DEDUCTIONS : |
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Distributions to participants |
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2,076,617 |
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Participant transaction charges |
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26,610 |
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Total Deductions |
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2,103,227 |
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TRANSFERS INTO PLAN |
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— |
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TRANSFERS OUT OF PLAN |
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(8,566 |
) |
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NET INCREASE |
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6,975,415 |
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NET ASSETS AVAILABLE FOR BENEFITS: |
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Beginning of year |
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41,228,801 |
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End of year |
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$ |
48,204,215 |
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The accompanying notes are an integral part of these financial statements.
Western Industries Retirement Savings Plan
As of December 31, 2009 and 2008
1. DESCRIPTION OF PLAN
The following description of the Western Industries Retirement Savings Plan (the “Plan”) is provided for general information purposes. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.
General
The Plan, as amended and restated, is a defined contribution plan covering eligible employees of Western Industries - North, LLC (the “Company” and the “Plan Sponsor”) and Western Industries — South, LLC. Rollins, Inc. is the Company’s parent. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).
The Plan administrator has the discretion to provide for transfer to and from defined contribution plans maintained by related companies. This provision is intended primarily to facilitate the periodic transfers to and from the Rollins 401(k) Plan (“Rollins Plan”), without requiring participant elections, but may also apply to other 401(k) plans from other acquisitions.
Effective January 1, 2009, the Plan was amended to designate the Plan investment fund invested primarily in Rollins, Inc. Common Stock as an employee stock ownership plan within the meaning of Section 4975(e)(7) of the Internal Revenue Code (the “Code”). Effective January 1, 2009, the Administrative Committee may allow participants to elect to receive dividends on Rollins, Inc. Common Stock or to have such dividends paid to the Plan and reinvested in Rollins, Inc. Common Stock. Also effective January 1, 2009, participants may exercise voting, tendering and similar rights with respect to shares of Rollins, Inc. Common Stock held in their accounts under the Plan.
Eligibility
Employees are eligible to participate in the Plan following completion of three months of service for fulltime employees and one year of service in which at least 1,000 hours of work was completed for non-fulltime employees.
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
Contributions
Eligible employees are automatically enrolled in the Plan, and pre-tax contributions are withheld at 3% of eligible compensation, unless the employee elects differently. Participants may elect to contribute up to 75% of eligible compensation as defined by the Plan, subject to a maximum of $16,500 in 2009. Participants age 50 or older may also make additional “catch-up” contributions limited to $5,500 in 2009. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans (“rollovers”). The Company matches each participant’s contribution equal to $0.50 for each $1.00 contributed limited to the first 3% of the participant’s compensation. The Company match is contributed to employees each pay period. To receive the true-up contribution, the participant must be employed on December 31st.
Discretionary contributions made by the Company under a profit sharing program are determined at the end of the year by the Company’s Board of Directors. Participants whose compensation is in excess of the Social Security taxable wage base receive an allocation equal to the greater of 5.7% or a percentage equal to the Social Security contribution rate in effect at the beginning of the Plan year of such excess compensation. The contributions remaining after making the allocation, if any, are allocated to all eligible participants based on the ratio of a participant’s compensation to the total compensation of all eligible participants, provided the participant has completed 1,000 hours of service during the Plan year and is an employee on the last day of the Plan year. No discretionary profit sharing contributions were made in 2009.
Additional discretionary Company contributions are determined at the end of the year by the Company’s Board of Directors. The Company can elect to provide an additional discretionary contribution up to three percent of a participant’s compensation. To be eligible for the additional discretionary contribution the participant must be actively employed on the last day of the Plan’s year and have completed 1,000 hours of service during the Plan year. An additional discretionary contribution of $991,883 was made for 2009.
Participant Accounts
Each participant’s account is credited with the participant’s contributions, rollovers, the Company’s contribution and earnings on the investments in their account, and is charged with specific transaction fees. Participants direct the investment of their contributions and any Company contributions into various investment options offered by the Plan. The Company currently offers twelve mutual funds, one synthetic guaranteed investment contract, and Rollins, Inc. Common Stock as investment options for participants. Participants may change their investment options on a daily basis. Effective October 1, 2008, the default investment fund will be selected by the Administrator. The Administrator has elected to change the default investment option to GoalMaker (an asset allocation model based on the participants expected retirement date which includes various fund options offered by the Plan) beginning with new enrollees on April 1, 2009. Contributions previously being defaulted into the Dodge & Cox
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
Fund will be defaulted into the Oakmark Equity and Income Fund. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
Participant Loans
Participants may obtain loans from the Plan up to 50% of their vested account balance or $50,000, whichever is less, with a minimum of $1,000. Loans bear interest at a reasonable rate commensurate with current interest rates charged for loans made under similar circumstances by persons in the business of lending money, are collateralized by a participant’s account balance and may not exceed 5 years, or 15 years if used for the purchase of a residence. Loans are generally payable through payroll deductions and only one loan may be outstanding at a time.
Vesting
Participants are vested immediately in their contributions, plus actual earnings thereon. Upon normal retirement, disability, or death each participant is 100% vested in the Company’s contributions. Effective January 1, 2007, participants receive a percentage of additional discretionary and profit sharing contributions based on the following schedule:
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Years of Credit Service |
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of Vesting |
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Less than 2 years |
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0 |
% |
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Between 2 and 3 years |
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20 |
% |
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Between 3 and 4 years |
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40 |
% |
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Between 4 and 5 years |
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60 |
% |
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Between 5 and 6 years |
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80 |
% |
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6 years or more |
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100 |
% |
Participants hired prior to January 1, 2007 receive a percentage of additional discretionary and profit sharing contributions based on a vesting schedule that begins after 3 years and earns 20% each year thereafter through seven years of service.
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
A participant’s vested percentage in the Company match contributions is determined in accordance with the following schedule:
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Years of Credit Service |
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of Vesting |
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Less than 1 year |
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0 |
% |
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Between 1 and 2 years |
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20 |
% |
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Between 2 and 3 years |
|
40 |
% |
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Between 3 and 4 years |
|
60 |
% |
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Between 4 and 5 years |
|
80 |
% |
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5 years or more |
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100 |
% |
Forfeitures
Forfeitures are created when participants terminate employment before becoming vested in the Company’s contributions. Forfeitures were $968 at December 31, 2009 and $1,823 at December 31, 2008. Forfeitures are used to reduce employer matching contributions to the Plan. Forfeitures of $37,171 were used in 2009 to reduce the Company match.
Payment of Benefits
Upon retirement, death, total and permanent disability, or termination for any reason, the participant, or their beneficiary, may receive the total value of their vested account in either a single lump-sum payment in cash, installments over a period of not more than a participant’s assumed life expectancy, in partial withdrawals, or in a joint and 100% survivor annuity. For participants who have attained age 70½, payments are made in accordance with minimum annual amounts as described in applicable sections of the Internal Revenue Code.
Withdrawals of all or any part of vested contributions during employment are permitted only under hardship circumstances which are set forth in accordance with applicable sections of the Internal Revenue Code and approved by the Plan Administrator. Only two withdrawals of such contributions are allowed in any 12-month period as after a hardship withdrawal, a participant may not make contributions into their account for a period of six months. A participant who reaches age 59½ can withdraw any portion of their vested account. Only one such withdrawal is allowed in any 12-month period.
Effective January 1, 2009, the Administrative Committee may allow participants to elect to have dividends paid on Rollins, Inc. Common Stock distributed in cash or paid to the Plan and reinvested in Rollins, Inc. Common Stock.
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
Participant Transaction Charges
All loan fees, investment transaction fees, and recordkeeping fees are paid by participants in the Plan. Loan fees are charged directly to the participant requesting the loan, and transaction fees and recordkeeping fees are netted with appreciation/depreciation in fair value in each participant’s account. The Plan Sponsor paid all other administrative expenses of the Plan during 2009.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements of the Plan are presented on the accrual basis of accounting.
Use of Estimates
The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements, and accompanying notes. Actual results could differ from those estimates.
Contributions
Employee contributions, and the related match, are considered payable to the Plan upon the withholding of such contributions from the participant’s paycheck.
Discretionary contributions determined at the end of the year are considered payable to the Plan at the Plan’s year-end.
Investment Valuation and Income Recognition
The Plan’s investments are stated at fair value. Investments in mutual funds and common stock are stated at the quoted market prices on the last business day of the Plan year. The fair value of the synthetic guaranteed investment contract (GIC) is based on the market value of the underlying collateral portfolio. The participant loans are valued at their outstanding balances, which approximate fair value. Securities transactions are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net change in fair value of mutual funds includes realized and unrealized gains and losses on those investments and dividends on mutual funds.
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
Because the synthetic GIC is fully benefit-responsive, contract value is the relevant measurement attribute for that portion of the net assets available for benefits attributable to the synthetic GIC because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Statements of Net Assets Available for Benefits present the fair value of the investment contract as well as the adjustment from fair value to contract value. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.
Synthetic GIC
The synthetic GIC is considered to be fully benefit-responsive. The synthetic GIC is a wrap contract paired with underlying investments which are owned by the Plan. The underlying investments consist of high-quality, intermediate fixed income securities. Because the synthetic GIC is fully-benefit responsive, contract value is the relevant measurement attribute for that portion of the net assets available for benefits attributable to the synthetic GIC. The contract value represents contributions made under the contract, plus earnings, and less participant withdrawals. Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investments at contract value. The wrapper contract relating to the synthetic GIC was purchased through Prudential Bank & Trust, FSB, and has a fair value of $0 at December 31, 2009 and 2008, based on the expected replacement cost of the contract. The crediting interest rate on the synthetic GIC is determined using an explicit formula specified in the interest schedule within the synthetic GIC contract. The rate is reset every six months. The average yields on the synthetic GIC based on actual earnings and interest rate credited to participants for the year ended December 31, 2009 and 2008 are as follows:
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December 31, 2009 |
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December 31, 2008 |
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Based on actual earnings |
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3.4 |
% |
4.4 |
% |
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Based on interest rate credited to participants |
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4.7 |
% |
4.3 |
% |
The contracts are general obligations of the issuer and are subject to credit risk based on the ability of the insurance companies to meet interest or principal payments or both as they become due.
Benefit Payments
Benefits are recorded when paid.
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
3. INVESTMENTS
Investments at December 31, 2009 and 2008 that represent 5% or more of the Plan’s net assets are as follows:
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2009 |
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2008 |
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Synthetic GIC: |
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Prudential Guaranteed Fund - Western |
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$ |
25,271,759 |
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$ |
22,235,590 |
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Mutual Funds: |
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|
|
|
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Vanguard Winsor II Adm Fund |
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4,502,553 |
|
3,652,246 |
|
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Growth Fund of America R4 Fund |
|
2,963,750 |
|
* |
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American Europacific Growth R4 Fund |
|
2,843,242 |
|
2,337,274 |
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* Investment is less than 5% of the Plan’s net assets.
Generally accepted accounting principles establish a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three levels. The fair value hierarchy gives the highest priority to quoted market prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Level 2 inputs are inputs from quoted market prices in active markets for similar assets and liabilities, which are observable for the asset or liability, either directly or indirectly. The Plan uses Level 1 inputs when available as Level 1 inputs generally provide the most reliable evidence of fair value.
Certain investments are reported at fair value on a recurring basis in the statements of net assets available for benefits. The following methods and assumptions were used to estimate the fair values:
Mutual funds and common stock — These investments consist of various publicly-traded mutual funds and common stock. The fair values are based on quoted market prices for the identical securities.
Synthetic GIC - The synthetic GIC is a wrap contract paired with underlying investments which are owned by the Plan. The underlying investments consist of high-quality, intermediate fixed income securities. The trust’s crediting interest rate on the synthetic GIC is determined using an explicit formula specified in the interest schedule within the synthetic GIC contract and is categorized in level 2 of the fair value hierarchy table.
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
Fair value information for investments that are measured at fair value on a recurring basis is as follows at December 31, 2009 and 2008:
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Fair Value Measurements at December 31,2009 |
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Significant |
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Quoted Prices |
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Other |
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Significant |
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||||
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in Active |
|
Observable |
|
Unobservable |
|
Fair |
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||||
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Markets |
|
Inputs |
|
Inputs |
|
Value |
|
||||
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|
(Level 1) |
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(Level 2) |
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(Level 3) |
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Measurement |
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||||
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|
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|
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|
||||
|
Mutual funds |
|
$ |
20,109,194 |
|
$ |
— |
|
$ |
— |
|
$ |
20,109,194 |
|
|
Rollins, Inc. common stock |
|
533,625 |
|
— |
|
— |
|
533,625 |
|
||||
|
Synthetic GIC |
|
— |
|
26,038,906 |
|
— |
|
26,038,906 |
|
||||
|
Total investments, at fair value |
|
$ |
20,642,819 |
|
$ |
26,038,906 |
|
$ |
— |
|
$ |
46,681,725 |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
Fair Value Measurements at December 31,2008 |
|
||||||||||
|
|
|
|
|
Significant |
|
|
|
|
|
||||
|
|
|
Quoted Prices |
|
Other |
|
Significant |
|
|
|
||||
|
|
|
in Active |
|
Observable |
|
Unobservable |
|
Fair |
|
||||
|
|
|
Markets |
|
Inputs |
|
Inputs |
|
Value |
|
||||
|
|
|
(Level 1) |
|
(Level 2) |
|
(Level 3) |
|
Measurement |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Mutual funds |
|
$ |
15,491,659 |
|
$ |
— |
|
$ |
— |
|
$ |
15,491,659 |
|
|
Rollins, Inc. common stock |
|
1,833,325 |
|
— |
|
— |
|
1,833,325 |
|
||||
|
Synthetic GIC |
|
— |
|
22,235,590 |
|
— |
|
22,235,590 |
|
||||
|
Total investments, at fair value |
|
$ |
17,324,984 |
|
$ |
22,235,590 |
|
$ |
— |
|
$ |
39,560,574 |
|
The Plan invests in various investment securities, which are exposed to various risks such as interest rate, market, and credit risks. The fair value of investment securities fluctuates, and it is at least reasonably possible that changes in the value of investment securities will occur in the near term and that such changes could materially affect participant account balances and the amounts reported in the statement of net assets available for benefits.
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
4. INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Company by a letter dated February 16, 2005 that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (“IRC”). Although the Plan has been amended since receiving the determination letter, the plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC and has no income subject to unrelated business income tax. The Plan has filed for a new determination letter from the Internal Revenue Service.
5. TRANSACTIONS WITH PARTIES-IN-INTEREST
At December 31, 2009 and 2008, respectively, the Plan held approximately 28,000 units and 101,000 units of Rollins, Inc. Common Stock. The fair value of the Plan’s investment in Rollins, Inc. Common Stock at December 31, 2009 and 2008 was approximately $534,000 and $1,833,000, respectively. During 2009, the Plan received $21,773 in dividends in Rollins, Inc. Common Stock, which was used to purchase additional shares of common stock.
At December 31, 2009, the Plan investments include a synthetic GIC that is managed directly by Prudential Retirement Insurance and Annuity Company (“Prudential”). Prudential is the custodian as defined by the Plan; therefore, this transaction qualifies as a party-in-interest transaction.
6. 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 as of December 31, 2009 and 2008:
|
|
|
2009 |
|
2008 |
|
||
|
|
|
|
|
|
|
||
|
Net assets available for benefits per the financial statements |
|
$ |
48,204,215 |
|
$ |
41,228,801 |
|
|
Plus: Adjustment from contract value to fair value for fully benefit-responsive investment contract |
|
767,147 |
|
— |
|
||
|
Less: employer contributions receivable at end of year |
|
(999,011 |
) |
(899,227 |
) |
||
|
Plus: excess contributions at end of year |
|
— |
|
1,252 |
|
||
|
|
|
|
|
|
|
||
|
Net assets available for benefits per the Form 5500 |
|
$ |
47,972,351 |
|
$ |
40,330,826 |
|
Western Industries Retirement Savings Plan
Notes to Financial Statements
As of December 31, 2009 and 2008
The following is a reconciliation of total additions to the Plan per the financial statements to the Form 5500 for the year ended December 31, 2009:
|
Total additions per the financial statements |
|
$ |
9,087,207 |
|
|
Less: employer contributions receivable at end of year |
|
(999,011 |
) |
|
|
Add: excess contributions at end of year |
|
— |
|
|
|
Add: employer contributions receivable at beginning of year |
|
899,227 |
|
|
|
Less: excess contribution at beginning of year |
|
(1,252 |
) |
|
|
Add: current year adjustment from contract value to fair value for fully benefit-responsive investment contract |
|
767,147 |
|
|
|
Less: prior year adjustment from contract value to fair value for fully benefit-responsive investment contract |
|
— |
|
|
|
|
|
|
|
|
|
Total additions per the Form 5500 |
|
$ |
9,753,318 |
|
7. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of the Internal Revenue Code. In the event of Plan termination, participants become fully vested.
WESTERN INDUSTRIES
RETIREMENT SAVINGS PLAN
SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 2009
|
|
|
(b) |
|
(c) |
|
(e) |
|
|
|
(a) |
|
Identity of Issuer, Borrower, Lessor or Similar Party |
|
Description of Investment |
|
Current Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mutual Funds: |
|
|
|
|
|
|
|
Pimco Institutional Funds |
|
Pimco Total Return Institutional Fund |
|
$ |
2,309,251 |
|
|
|
|
Alger Funds |
|
Alger Mid Cap Growth Institutional I Fund |
|
1,604,765 |
|
|
|
|
|
Victory Funds |
|
Victory Diversified Stock A Fund |
|
462,700 |
|
|
|
|
|
Vanguard Funds |
|
Vanguard Windsor II Adm Fund |
|
4,502,553 |
|
|
|
|
|
Vanguard Funds |
|
Vanguard 500 Index Fund |
|
530,343 |
|
|
|
|
|
T. Rowe Price Funds |
|
T. Rowe Price New Horizons Fund |
|
1,196,851 |
|
|
|
|
|
American Funds |
|
Growth Fund of America R4 Fund |
|
2,963,750 |
|
|
|
|
|
Goldman Sachs Funds |
|
Goldman Sachs Mid Cap Value A Fund |
|
1,105,137 |
|
|
|
|
|
DWS Funds |
|
DWS Small Cap Value A Fund |
|
445,376 |
|
|
|
|
|
American Funds |
|
Capital World Growth R4 Fund |
|
180,940 |
|
|
|
|
|
American Funds |
|
American Europacific Growth R4 Fund |
|
2,843,242 |
|
|
|
|
|
Oakmark |
|
Equity & Income |
|
1,964,286 |
|
|
|
* |
|
Prudential |
|
Prudential Guaranteed Funds, Western |
|
25,271,759 |
|
|
|
* |
|
Rollins, Inc. |
|
Common Stock |
|
533,625 |
|
|
|
* |
|
Participant loans |
|
Interest rates from 5% to 10.5% |
|
1,290,626 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
47,205,204 |
|
*Indicates a party-in-interest to the Plan
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WESTERN INDUSTRIES RETIREMENT SAVINGS PLAN
(Registrant)
|
Date: June 21, 2010 |
By: |
/s/SG Petouvis |
|
|
|
SG Petouvis |
|
|
|
Director of Human Resources |
|
Exhibit Number |
|
|
|
|
|
|
|
(23.1) |
|
Consent of Windham Brannon, P.C., Independent Registered Public Accounting Firm. |