SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR
ENDED DECEMBER 31, 1999 OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 For the transition
period from to
Commission file number 333-12551
A. Full title of the plan and the address of the
plan, if different from that of the issuer named below:
Home Properties of New York Retirement Savings Plan
---------------------------------------------------
B. Name of issuer of the securities held pursuant to
the plan and the address of its principal executive office:
Home Properties of New York, Inc.
850 Clinton Square
Rochester, New York 14604
REQUIRED INFORMATION
The Home Properties Retirement Savings Plan (the "Plan") is subject to the
Employee Retirement Security Income Act of 1974 ("ERISA"). Therefore, in lieu of
the requirements of Items 1-3 of Form 11-K, the financial statements and
schedules of the Plan for the two fiscal years ending December 31, 2000 and
1999, which have been prepared in accordance with the financial reporting
requirements of ERISA, are filed herewith as Exhibit 99.1 and incorporated
herein by reference.
EXHIBITS
Exhibit
Number Description
------- -----------
99-1 Financial Statement and Schedules of the Plan for the
two fiscal years ending December 31, 2000 and 1999
99-2 Consent of Insero, Kasperski, Ciaccia & Co., P.C., independent
accountants
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
HOME PROPERTIES RETIREMENT SAVINGS PLAN
Date: June 27, 2001 By: /s/ David P. Gardner
-------------------------------
Name: David P. Gardner
Title: Chairman of the Administrative
Committee, the Administrator of
the Plan
EXHIBIT 99-1
HOME PROPERTIES
RETIREMENT SAVINGS PLAN
FINANCIAL REPORT
DECEMBER 31, 2000
HOME PROPERTIES
RETIREMENT SAVINGS PLAN
ROCHESTER, NEW YORK
TABLE OF CONTENTS
Independent Auditors' Report 1
Statements of Net Assets Available for Benefits 2
Statement of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4 - 7
Independent Auditors' Report on the Supplementary Information 8
Schedule of Assets Held for Investment Purposes at End of Year 9
Schedule of Reportable Transactions 10
1
INDEPENDENT AUDITORS' REPORT
To The Board of Trustees of
Home Properties Retirement Savings Plan
Rochester, New York
We have audited the accompanying statements of net assets available for benefits
of Home Properties Retirement Savings Plan as of December 31, 2000 and 1999, and
the related statement of changes in net assets available for benefits for the
year ended December 31, 2000. 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 generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 2000 and 1999, and the change in net assets available for benefits
for the year ended December 31, 2000, in conformity with generally accepted
accounting principles.
Respectfully Submitted,
/s/ Insero, Kasperski, Ciaccia & Co., P.C.
Insero, Kasperski, Ciaccia & Co., P.C.
Certified Public Accountants
Rochester, New York
June 1, 2001
HOME PROPERTIES
RETIREMENT SAVINGS PLAN
ROCHESTER, NEW YORK
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2000 AND 1999
ASSETS 2000 1999
---- ----
Investments at Fair Value
Money Market Funds $ 28,052 $ 27,696
Common Trust Funds 4,750,334 3,377,081
Common Stock 636,416 411,700
Mutual Funds 1,324,175 632,082
Participant Notes 258,863 168,018
---------- -----------
Total Investments at Fair Value 6,997,840 4,616,577
---------- -----------
Receivables
Employer Contributions 612,253 492,338
Participant Contributions 115,263 95,968
Participant Loans 10,668 6,634
Accrued Income - 148
Other 7,968 13
--------- -----------
Total Receivables 746,152 595,101
--------- -----------
Total Assets 7,743,992 5,211,678
Liabilities 479 -
--------- -----------
Net Assets Available for Benefits $7,743,513 $5,211,678
========== ==========
See Notes to Financial Statements.
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2000
ADDITIONS:
Additions to Net Assets Attributed to:
Interest and Dividends $ 59,289
Net Appreciation in Fair Value of
Investments 502,353
-----------------
561,642
Contributions
Employer 612,253
Employee 1,528,095
Rollover 482,717
-----------------
2,623,065
-----------------
Total Additions 3,184,707
-----------------
DEDUCTIONS:
Deductions from Net Assets Attributed to:
Benefits Paid to Participants 597,870
Excess Contributions Refunded to Participants 8,568
Administrative Expenses 46,434
-----------------
Total Deductions 652,872
-----------------
Net Increase 2,531,835
Net Assets Available for Benefits - Beginning 5,211,678
-----------------
Net Assets Available for Benefits - Ending $ 7,743,513
=================
See Notes to Financial Statements.
HOME PROPERTIES
RETIREMENT SAVINGS PLAN
ROCHESTER, NEW YORK
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2000 AND 1999
Note 1 Description of Plan
The following description of the Home Properties Retirement
Savings Plan provides only general information. Participants
should refer to the Plan agreement for a more complete description
of the Plan's provisions.
General
The Plan is a defined contribution plan covering all employees of
Home Properties of New York, Inc. who are 21 years of age or older
and who have completed one year of service (including years of
service with a company acquired by Home Properties of New York,
Inc.) It is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA).
Contributions
Each year, participants may contribute up to 15 percent of pretax
annual compensation and separate elective deferrals out of any
bonus, up to 100% of each bonus, subject to statutory limitations,
as defined in the Plan. Participants may also contribute amounts
representing distributions from other qualified defined benefit or
defined contribution plans. Participants direct the investment of
their contributions into various investment options offered by the
Plan. The Plan currently offers seven investment options for
participants. The Company contributes 75% of salary-reduction
contributions up to a maximum of 3% of participant compensation.
Additional profit sharing amounts may be contributed at the option
of the Company's board of directors. Contributions are subject to
certain limitations.
Contributions received from participants for 2000 and
contributions receivable at December 31, 2000, are net of payments
of $12,640 made in March, 2001 to certain active participants to
return to their excess deferral contributions as required to
satisfy the relevant nondiscrimination provisions of the Plan.
Participant Accounts
Each participant's account is credited with an allocation of: (1)
his or her tax deferred contribution, (2) the company's
contributions, (3) Plan earnings, and (4) forfeitures of
terminated participants' non-vested accounts. Allocations are
based on participant earnings or account balances, as defined. The
benefit to which a participant is entitled is the benefit that can
be provided from the participant's account.
Vesting
Each participant's interest in his/her employee contribution
account is fully vested at all times. The Plan provides for
vesting in the employer contribution account of 20% after two
years, 40% after three years, 60% after four years, 80% after five
years, and 100% after six years of service.
Note 1 Description of Plan - Continued
Participant Notes Receivable
Participants may borrow from their accounts a minimum of $1,000 to
a maximum equal to the lessor of $50,000 or 50% of their vested
account balance. Loan terms range from one to five years, or
longer for the purchase of a primary residence. The loans are
collateralized by the balance in the participant's account and
bear interest at the prime rate plus one percent (1%) in effect on
the first day of the month in which the loan is made. Interest
rates range from 8.75% to 10.5% for the current outstanding notes.
Principal and interest is paid ratably through weekly or
semi-monthly payroll deductions.
Payment of Benefits
The Plan provides for normal retirement benefits upon reaching age
65 and has provisions for early retirement, disability, death and
termination benefits for those participants who are eligible to
receive such benefits.
On termination of service, a participant may elect to receive:
(1) A lump sum amount equal to the value of his or her account, or
(2) Annual installments over a period of time not to exceed 15
years.
Reclassification
To conform with financial statement groupings in 2000, certain
items reported in 1999 have been reclassified for comparative
purposes. This reclassification has no effect on changes in net
assets for 1999.
Note 2 Significant Accounting Policies
Investment Valuation and Income Recognition
The Plan's investments are stated at fair value. Shares of
registered investment companies are valued at quoted market prices
which represent the net asset value of shares held by the Plan at
year-end. Quoted market prices are used to value investments.
Participant notes receivable are valued at cost which approximates
fair value.
Purchases and sales of securities are recorded on a
settlement-date basis. Interest income is recorded on the accrual
basis. Dividends are recorded on the date received.
Management Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosures of contingent assets and
liabilities at the date of the financial statements and revenues
and expenses during the reporting period. Actual results could
differ from those estimates.
Note 3 Investments
The following presents investments that represents 5 percent or
more of the Plan's net assets:
December 31,
2000 1999
---- ----
Home Properties of New York, Inc.
22,780 and 15,005 shares, respectively $ 636,416 $ 411,700
Stable Income Collective Investment Trust,
59,970 and 44,762 shares, respectively $ 787,999 $ 554,149
All-Equity Collective Investment Trust,
95,038 and 84,007 shares, respectively $ 1,416,069 $ 1,051,768
Reduced Volatility Collective Investment Trust,
52,730 and 34,293 shares, respectively $ 842,099 $ 465,695
Long-Term Growth Collective Investment Trust,
94,729 and 85,405 shares, respectively $ 1,704,166 $ 1,304,982
Vanguard Index S&P 500 Portfolio,
8,735 and 3,835 shares, respectively $ 1,064,492 $ 519,049
During 2000, the Plan's investments (including investments bought,
sold and held during the year) appreciated (depreciated) in value
as follows:
Net Appreciation (Depreciation) in Fair Value
Collective Trusts $ 619,099
Common Stock 1,097
Mutual Funds (117,843)
------------------
Net Appreciation (Depreciation) in Fair Value $ 502,353
=================
Decline in Market Value
The 2001 market volatility of equity-based investments is expected
to substantially impact the value of such investments at any given
time.
It is likely that the value of the Plan's investments, both in
total and in individual participant accounts, has declined since
December 31, 2000.
Note 4 Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for
benefits per the financial statements to Schedule H of Form 5500:
2000 1999
---- ----
Net assets available for benefits per the financial
statements $7,743,513 $5,211,678
Amounts allocated to refundable excess contributions 12,640 8,568
---------- ----------
Net assets available for benefits per the Form 5500 $7,756,153 $5,220,246
========== ==========
The following is a reconciliation of contributions received from
participants per the financial statements to Schedule H of Form
5500:
Contributions received from participants per the
financial statements $ 1,528,095
Add: Excess contributions from participants at
December 31, 2000 12,640
Less: Excess contributions from participants at
December 31, 1999 (8,568)
-----------------
Contributions received from participants per
the Form 5500 $ 1,532,167
=================
Note 5 Related-Party Transactions
Certain Plan investments are shares of common stock of Home
Properties of New York, Inc., the Plan Sponsor. Therefore, this investment
qualifies as a party-in-interest. The common stock is valued at its quoted
market price.
Note 6 Plan Termination
Although the Company has not expressed an intent to do so, the
Company has the right under the Plan to discontinue contributions
at any time and to terminate the Plan subject to the provisions of
ERISA. In the event of Plan termination, participants will become
100% vested in their accounts.
Note 7 Tax Status
In October, 1993, the Company adopted a prototype plan which
received a favorable determination letter from the Internal
Revenue Service in April, 1993 stating that the Plan qualifies
under the applicable provisions of the Internal Revenue Code,
including Section 401(k). The Plan has been amended since
receiving the determination letter. However, the Plan
administrator and the Plan's tax counsel believe that the plan is
currently designed and being operated in compliance with the
applicable requirements of the Code. Therefore, they believe that
the Plan was qualified and the related trust was tax-exempt as of
the financial statement date.
Note 8 Subsequent Event
In March 2001, a mass distribution amounting to $476,563 occurred
due to a spin-off of approximately 35 participants. The
participants were deemed terminated from the Plan when the Company
sold its Conifer division.
INDEPENDENT AUDITORS' REPORT
ON THE SUPPLEMENTARY INFORMATION
To the Board of Trustees of
Home Properties Retirement Savings Plan
Rochester, New York
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary schedules of assets
held for investment purposes at end of year and, reportable transactions, as of
or for the year ended December 31, 2000, are presented for the purpose of
additional analysis and are not a required part of the basic financial
statements, but are 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. The supplemental schedules have been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
Respectfully Submitted,
/s/ Insero, Kasperski, Ciaccia & Co., P.C.
Insero, Kasperski, Ciaccia & Co., P.C.
Certified Public Accountants
Rochester, New York
June 1, 2001
HOME PROPERTIES
RETIREMENT SAVINGS PLAN
ROCHESTER, NEW YORK
EIN#: 16-1455130-PLAN #001
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AT END OF YEAR
DECEMBER 31, 2000
a b c d e
- - - - -
Description of Investment Including
Identity of Issue, Borrower, Maturity Date, Rate of Interest, Current
Lessor of Similar Party Collateral, Par of Maturity Value Cost Value
Money Market Funds
SSGA Funds - U.S. Treasury MMF 28,379 Shares $ 28,052 $ 28,052
----------------- -----------------
Common Trust Funds
Stable Income Collective
Investment Trust 59,970 Shares 742,168 787,999
All-Equity Collective
Investment Trust 95,038 Shares 1,111,003 1,416,069
Reduce Volatility Collective
Investment Trust 52,730 Shares 719,825 842,099
Long-Term Growth Collective
Investment Trust 94,729 Shares 1,446,583 1,704,167
----------------- -----------------
4,019,579 4,750,334
----------------- -----------------
Corporate Stocks
Home Properties of
New York, Inc. 22,780 Shares 618,333 636,416
----------------- -----------------
Mutual Funds
Vanguard Small Cap
Index Fund 13,358 Shares 321,351 259,683
Vanguard Index S&P
500 Portfolio 8,735 Shares 1,133,621 1,064,492
----------------- -----------------
1,454,972 1,324,175
----------------- -----------------
Participant Loans
Participant Notes Interest ranging from
8.75% to 10.5%,
Due From January,
2001 through November
2006. Collateralized by
remaining balance of
participant's account. 258,863 258,863
----------------- -----------------
Total Assets Held for Investment Purposes $ 6,379,799 $ 6,997,840
================= =================
HOME PROPERTIES
RETIREMENT SAVINGS PLAN
ROCHEWSTER, NEW YORK
EIN#: 16-1455130 PLAN #001
SCHEDULE H, LINE 4j - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 2000
None
EXHIBIT 99-2
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Registration Statement on
Form S-8 to be filed by Home Properties of New York, Inc. with respect to the
Home Properties Retirement Savings Plan of our report dated June 1, 2001, with
respect to the financial statements and schedules of the Home Properties
Retirement Savings Plan included in this Annual Report (Form 11-K) for the year
ended December 31, 2000.
Sincerely,
/s/ Insero, Kasperski, Ciaccia & Co., P.C.
Insero, Kasperski, Ciaccia & Co., P.C.
Certified Public Accountants
Rochester, New York
June 26, 2001