FOR THE PERIOD ENDED December 31, 2003
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 11-K

 


 

x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended December 31, 2003

 

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission File No. 2-39621

 


 

UNITED-LAFAYETTE 401(k)

PROFIT SHARING PLAN

(Full title of the plan)

 

United Fire & Casualty Company

(Name of issuer of the securities held pursuant to the plan)

 

118 Second Avenue SE

Cedar Rapids, IA 52407

(Address of principal executive office)

 



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UNITED-LAFAYETTE 401(k) PROFIT SHARING PLAN

 

TABLE OF CONTENTS

 

     PAGE

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

   1

FINANCIAL STATEMENTS:

    

Statements of Net Assets Available for Benefits, December 31, 2003 and 2002

   2

Statement of Changes in Net Assets Available for Benefits, for the Year Ended December 31, 2003

   3

Notes to Financial Statements

   4

SUPPLEMENTAL SCHEDULE:

    

Form 5500, Schedule H, Part IV, Line 4i – Schedule of Assets (Held at End of Year)

   8

SIGNATURE

   9

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

    


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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

The Trustees and Participants of

United-Lafayette 401(k) Profit Sharing Plan

 

We have audited the accompanying statements of net assets available for benefits of United-Lafayette 401(k) Profit Sharing Plan as of December 31, 2003 and 2002, and the related statement of changes in net assets available for benefits for the year ended December 31, 2003. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe 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 at December 31, 2003 and 2002, and the changes in its net assets available for benefits for the year ended December 31, 2003, in conformity with U.S. generally accepted accounting principles.

 

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2003, is presented for purposes of additional analysis and is not a required part of the 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. Such information has been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

 

/s/ Ernst & Young LLP

 

June 24, 2004

Chicago, Illinois

 

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UNITED-LAFAYETTE 401(k) PROFIT SHARING PLAN

 

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

DECEMBER 31, 2003 AND 2002

 

     2003

   2002

ASSETS

             

Investments:

             

Participant-directed investments, at fair value

   $ 18,294,875    $ 14,313,789

Participant loans

     147,758      123,998
    

  

Total investments

     18,442,633      14,437,787

Non-interest bearing cash

     71,459      68,895
    

  

Total Assets

     18,514,092      14,506,682

LIABILITIES

     —        162
    

  

NET ASSETS AVAILABLE FOR BENEFITS

   $ 18,514,092    $ 14,506,520
    

  

 

See accompanying notes to financial statements.

 

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UNITED-LAFAYETTE 401(k) PROFIT SHARING PLAN

 

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

FOR THE YEAR ENDED DECEMBER 31, 2003

 

ADDITIONS:

      

Investment income

   $ 289,232

Contributions:

      

Participant

     2,009,842

Rollover

     146,318
    

Total contributions

     2,156,160

Net realized and unrealized appreciation on fair value of investments

     2,415,303
    

Total additions

     4,860,695

DEDUCTIONS:

      

Withdrawals

     850,448

Administrative expenses

     2,675
    

Total deductions

     853,123
    

NET INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS

     4,007,572

NET ASSETS AVAILABLE FOR BENEFITS:

      

AT BEGINNING OF YEAR

     14,506,520
    

AT END OF YEAR

   $ 18,514,092
    

 

See accompanying notes to financial statements.

 

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UNITED-LAFAYETTE 401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2003

 

1. DESCRIPTION OF PLAN

 

The following description of the United-Lafayette 401(k) Profit Sharing Plan (the “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 United Fire & Casualty Company and its affiliated companies: United Life Insurance Company, Lafayette Insurance Company, United Fire Group Foundation, Addison Insurance Company, Texas General Indemnity Company, American Indemnity Company, United Fire & Indemnity Company, United Fire Lloyds, and American Indemnity Financial Corporation (collectively the “Companies”), who have at least one hour of service and have attained age 21 or older. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

 

Contributions – Each year, participants may elect to contribute up to an annual dollar limitation, of their eligible compensation to the Plan through salary reduction. The Plan provides for payments by the participating employers to the Plan in such amounts as the Board of Directors of each of the Companies shall direct. No payments by participating employers have been made since the inception of the Plan.

 

Participant Accounts – Individual accounts are maintained for each Plan participant. Each participant’s account is credited with the participant’s contribution and allocations of (a) the Companies’ discretionary contributions and (b) Plan earnings, and charged with an allocation of Plan losses. Allocations are based on participant earnings (losses) or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

 

Participants direct the investment of employer and participant contributions into various investment options offered by the Plan. Participants may change their investment options daily. The Plan currently offers fifteen mutual funds, a common collective trust, United Fire & Casualty Company common stock and a self-directed account in which participants have access to a money market account, nine mutual funds and common stocks offered by The Charles Schwab Trust Company. Participants can purchase United Fire & Casualty Company common stock twice a month with new contributions or by transferring a portion of their existing account balances.

 

Vesting – Participants are immediately vested in their voluntary contributions plus actual earnings (losses) thereon. Vesting in the remainder of the participant account balances is based on years of continuous service with full vesting after two years. A participant with less than two years of credited service is 0 percent vested except in the event of the participant’s death or disability while employed by the Companies, at which time the participant becomes 100 percent vested.

 

Forfeitures – Upon termination, the nonvested portion of a participant’s account balance is forfeited. Forfeitures are to be used to first reduce the Plan’s ordinary and necessary administrative expenses for the Plan year and then reduce the employer contributions for the Plan year. There were no forfeited account balances included in the Plan’s net assets available for benefits at December 31, 2003 and 2002.

 

Participant Loans – Participants may borrow from their accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50 percent of their vested account balance. Loan terms range from 1-5 years, except for the purpose of acquiring the person’s personal residence for which the term is commensurate with local prevailing terms, as determined by the Companies. The loans are secured by the balance in the participant’s account and bear interest at a rate determined at the time of each loan by the Plan administrator. Principal and interest is paid ratably through semi-monthly payroll deductions.

 

Payment of BenefitsUpon termination of service, a participant may elect to receive either a direct rollover, a lump-sum amount equal to the value of their vested accounts or installment payments over a fixed period of time not to exceed the participant’s life expectancy or the joint life expectancy of the participant and the participant’s designated beneficiary. Prior to separation from service, participants may elect a hardship distribution in accordance with Plan policy.

 

Administrative Expenses – The Plan’s administrative expenses are paid by either the Plan or the Companies, as provided by the Plan document. The Companies paid substantially all administrative expenses for 2003.

 

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2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Accounting – The financial statements of the Plan are prepared on the accrual basis of accounting in accordance with U.S. generally accepted accounting principles.

 

Use of Estimates – The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and changes therein during the reporting period. Actual results could differ from those estimates.

 

The Plan offers various investment instruments to its participants. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements.

 

Valuation of Participant-Directed Investments at Fair Value and Participant Loans – Investments in mutual funds are stated at fair value based upon quoted market prices reported on recognized securities exchanges on the last business day of the year, which represents the net asset values of shares held by the Plan at the reporting date. The fair value of the participation units owned in the common collective trust fund is based on quoted redemption values on the last business day of the plan year. Investments in money market funds and participant loans are stated at cost, which approximates fair value. Purchases and sales of securities are recorded as of the trade date.

 

Withdrawals – Participant withdrawals are recorded upon distribution. Amounts allocated to accounts of persons who have elected to withdraw from the Plan but have not yet been paid were $108 at December 31, 2003 and 2002, respectively.

 

3. INVESTMENTS

 

The Charles Schwab Trust Company is the trustee of the Plan and custodian of the Plan’s assets. The Plan’s investments that represented five percent or more of the Plan’s net assets available for benefits as of December 31, 2003 and 2002 are as follows:

 

Identity of Issuer


    

Description of Investment


    

Shares


   2003

   2002

Charles Schwab & Co., Inc.*

     Schwab S&P 500 Investment Shares     

68,398 shares at December 31, 2003;

55,475 shares at December 31, 2002

   $ 1,171,652    $ 751,126

First Eagle Fund of America, Inc.

     First Eagle Fund of America     

43,497 shares at December 31, 2003;

37,813 shares at December 31, 2002

     1,043,495      757,007

Gartmore Morley Financial Services, Inc.

     Morley Stable Value Fund     

226,351 shares at December 31, 2003;

202,026 shares at December 31, 2002

     3,933,929      3,377,142

Selected Funds

     Selected American Shares     

45,853 shares at December 31, 2003;

41,765 shares at December 31, 2002

     1,520,965      1,065,429

Strong Investments Inc.

     Strong Government Securities Fund     

269,862 shares at December 31, 2003;

281,156 shares at December 31, 2002

     2,936,101      3,132,078

Weitz Securities, Inc.

     Weitz Value Portfolio     

43,412 shares at December 31, 2003;

37,932 shares at December 31, 2002

     1,553,270      1,059,056

One Group Dealers Services, Inc.

     One Group Mid Cap Growth Fund      45,234 shares at December 31, 2003      963,486      N/A

* Indicates a party-in-interest to the Plan.

 

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During 2003, the Plan’s investments (including investments bought, sold, and held during the year) appreciated (depreciated) in fair value, as follows:

 

Identity of Issuer


  

Description of Investment


   Fair Value

  

Appreciation

(Depreciation)


 
Artisan Funds    Artisan International Fund    $ 669,611    $ 154,068  
Century Shares Trust Co.    Century Shares Trust      184,988      19,244  
Cohen & Steers Capital Mgmt.    Cohen & Steers Realty      156,351      25,113  
Columbia Funds    Columbia Acorn Fund CL Z      177,784      33,409  
Columbia Funds    Columbia High Yield Fund CL Z      88,562      2,973  
Dodge & Cox Fund    Dodge & Cox Balanced Fund      631,356      93,056  
First Eagle of America, Inc.    First Eagle Fund of America      1,043,495      166,798  
First Eagle of America, Inc.    First Eagle Overseas Fund      226,766      22,754  
Gabelli Asset Management, Inc.    Gabelli Westwood Balanced      210,685      21,914  
Gartmore Morley Financial Services    Morley Stable Value Fund      3,933,929      140,554  
American Funds    Growth Fund of America      453,034      67,110  
ING Fund Distributor, Inc.    ING Int’l Small Cap Growth      895,162      274,127  
The Janus Funds    Janus Olympus Fund      594,680      160,846  
One Group Dealers Services, Inc.    One Group Mid Cap Growth Fund      963,486      200,118  
Selected Funds    Selected American Shares      1,520,965      338,922  
Strong Investments    Strong Government Securities Fund      2,936,101      (71,367 )
Van Kampen Funds, Inc.    Van Kampen Emerging Growth Fund      524,756      128,170  
Weitz Securities, Inc.    Weitz Value Portfolio      1,553,270      323,535  
Charles Schwab & Co., Inc.*    Schwab S & P 500 Investment Shares      1,171,652      246,342  
United Fire & Casualty Company*    United Fire & Casualty Company – Common Stock      167,413      29,413  
Charles Schwab & Co., Inc.*    Schwab - Personal Choice Accounts      186,662      38,204  
Charles Schwab & Co., Inc.*    Schwab Retirement Money Fund      4,167      —    
         

  


Total participant-directed investments at fair value

        $ 18,294,875    $ 2,415,303  
         

  



* Indicates a party-in-interest to the Plan.

 

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4. PLAN TERMINATION

 

Although it has not expressed any intention to do so, United Fire and Casualty Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event of any termination of the Plan, or upon complete or partial discontinuance of contributions, the accounts of each affected participant become fully vested.

 

5. FEDERAL INCOME TAX STATUS

 

The Plan has received a determination letter, dated March 2, 1995, and a separate non-standardized prototype opinion letter, dated November 21, 2001, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code and, therefore, the related trust is exempt from taxation. Subsequent to these letters by the Internal Revenue Service, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Internal Revenue Code to maintain its qualification. United Fire & Casualty Company believes the Plan is being operated in compliance with the applicable requirements of the Internal Revenue Code and, therefore, believes that the Plan, as amended, is qualified and the related trust is tax exempt.

 

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UNITED-LAFAYETTE 401(k) PROFIT SHARING PLAN

 

FORM 5500, SCHEDULE H, PART IV, LINE 4i – SCHEDULE OF ASSETS (HELD AT END OF YEAR)

DECEMBER 31, 2003

 

Identity of Issuer


  

Description of Investment


   Shares

   Current Value

Mutual Funds                 
Artisan Funds    Artisan International Fund    35,410    $ 669,611
Century Shares Trust Co.    Century Shares Trust    5,398      184,988
Cohen & Steers Capital Mgmt.    Cohen & Steers Realty    2,810      156,351
Columbia Funds    Columbia Acorn Fund CL Z    7,881      177,784
Columbia Funds    Columbia High Yield Fund CL Z    10,133      88,562
Dodge & Cox Fund    Dodge & Cox Balanced Fund    8,644      631,356
First Eagle of America, Inc.    First Eagle Fund of America    43,497      1,043,495
First Eagle of America, Inc.    First Eagle Overseas Fund    12,480      226,766
Gabelli Asset Management, Inc.    Gabelli Westwood Balanced    18,828      210,685
American Funds    Growth Fund of America    18,529      453,034
ING Fund Distributor, Inc.    ING Int’l Small Cap Growth    30,878      895,162
The Janus Funds    Janus Olympus Fund    22,586      594,680
One Group Dealers Services, Inc.    One Group Mid Cap Growth Fund    45,234      963,486
Selected Funds    Selected American Shares    45,853      1,520,965
Strong Investments    Strong Government Securities Fund    269,862      2,936,101
Van Kampen Funds, Inc.    Van Kampen Emerging Growth Fund    14,524      524,756
Weitz Securities, Inc.    Weitz Value Portfolio    43,412      1,553,270
Charles Schwab & Co., Inc.*    Schwab S & P 500 Investment Shares    68,398      1,171,652
Charles Schwab & Co., Inc.*    Schwab Retirement Money Fund           4,167
Common Collective Trust                 
Gartmore Morley Financial Services, Inc.    Gartmore Morley Stable Value    226,351      3,933,929
Common Stock                 
United Fire & Casualty Company*    United Fire & Casualty Company    4,148      167,413
Personal Choice Retirement Accounts                 
Charles Schwab & Co., Inc.*    Schwab - Personal Choice Accounts           186,662
              

Total participant-directed investments at fair value

          18,294,875

Participant loans (maturing 2004 through 2017 at interest rates ranging from 5% - 14%)

     147,758
              

Total assets held for investment purposes

        $ 18,442,633
              


* Indicates a party-in-interest to the Plan.

 

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The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, United Fire & Casualty Company, as plan administrator, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    UNITED-LAFAYETTE 401(k) PROFIT SHARING PLAN

Date: June 28, 2004

  By:  

/s/ John A. Rife


        John A. Rife
        President and Chief Executive Officer

 

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