SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
[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 number 1-13884
A. Full title of the Plan and the address of the Plan, if different from that
of the issuer named below:
INDIVIDUAL ACCOUNT RETIREMENT PLAN FOR BARGAINING
UNIT EMPLOYEES AT THE COOPER CAMERON CORPORATION
BUFFALO, NEW YORK PLANT
B. Name of issuer of the securities held pursuant to the Plan and the address
of the principal executive office:
COOPER CAMERON CORPORATION
1333 West Loop South, Suite 1700
Houston, Texas 77027
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
Individual Account Retirement Plan for Bargaining Unit Employees at the Cooper
Cameron Corporation, Buffalo, New York Plant December 31, 2003 and 2002 and year
ended December 31, 2003
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Financial Statements and Supplemental Schedule
December 31, 2003 and 2002 and year ended December 31, 2003
CONTENTS
Report of Independent Registered Public Accounting Firm................................................. 1
Audited Financial Statements
Statements of Net Assets Available for Benefits......................................................... 2
Statement of Changes in Net Assets Available for Benefits............................................... 3
Notes to Financial Statements........................................................................... 4
Supplemental Schedule
Schedule H, Line 4(a) - Schedule of Delinquent Participant Contributions................................ 13
Signature............................................................................................... 14
Consent of Independent Registered Public Accounting Firm................................................ 15
Report of Independent Registered Public Accounting Firm
Plans Administration Committee
Individual Account Retirement Plan for
Bargaining Unit Employees at the Cooper
Cameron Corporation, Buffalo, New York
Plant
We have audited the accompanying statements of net assets available for benefits
of the Individual Account Retirement Plan for Bargaining Unit Employees at the
Cooper Cameron Corporation, Buffalo, New York Plant, 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 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 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 financial
statements taken as a whole. The accompanying supplemental schedule of
delinquent participant contributions for the year ended 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. The supplemental schedule is the
responsibility of the Plan's management. The supplemental schedule has been
subjected to the auditing procedures applied in our audits 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/ Ernst & Young LLP
Houston, Texas
June 7, 2004
1
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Statements of Net Assets Available for Benefits
DECEMBER 31
2003 2002
--------------------------------
ASSETS
Employer contributions receivable $ 37,105 $ 30,843
Plan interest in Cooper Cameron Corporation Master Trust for Defined
Contribution Plans 11,264,269 8,876,906
--------------------------------
Net assets available for benefits $ 11,301,374 $ 8,907,749
================================
See accompanying notes.
2
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 2003
Additions:
Employer contributions $ 410,864
Employee contributions 517,290
Rollovers 127
Net investment gain from Cooper Cameron Corporation Master Trust for Defined
Contribution Plans, net of expenses 1,728,032
---------------
Total additions 2,656,313
Deductions:
Benefits paid to participants 262,688
---------------
Total deductions 262,688
---------------
Net increase 2,393,625
Net assets available for benefits at:
Beginning of year 8,907,749
---------------
End of year $ 11,301,374
===============
See accompanying notes.
3
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements
December 31, 2003
1. DESCRIPTION OF THE PLAN
The Individual Account Retirement Plan for Bargaining Unit Employees at the
Cooper Cameron Corporation, Buffalo, New York Plant (the "Plan"), is a profit
sharing plan which provides payments to eligible employees of Cooper Cameron
Corporation and certain subsidiaries (the "Company") at termination, retirement,
death, or disability. All union employees of the Company belonging to Local
Lodge No. 330, District 76 of the International Association of Machinists and
Aerospace Workers, are eligible for participation. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974 ("ERISA").
The Company contributes to each participant's account monthly based on hours
actively worked and specific contribution rates as defined in the plan document.
This contribution is also paid on each hour of overtime, vacation, or holiday,
but excludes sick time for which the employee may be paid. Company contributions
are made to the investment fund options that the employee elects. Vesting in
employer contributions is on a graduated scale with 100% at five years.
Amounts which are forfeited due to a participant's termination of employment
prior to vesting in employer contributions made on the participant's behalf are
used to reduce the required Company contribution in subsequent periods. Upon
termination of the Plan, all remaining forfeitures are to be allocated to the
participant accounts.
The Plan allows for employee contributions based on hours actively worked and
elected contribution rates. Electing to contribute is completely voluntary, and
these contributions are immediately 100% vested. Participants may elect to have
their contributions allocated in 1% increments to one or more of the investment
fund options offered by the Plan. Allocations among the investment accounts may
be changed at the participant's discretion on a daily basis.
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 ERISA. In the event of plan termination,
participants would become 100% vested in their employer contributions.
4
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
More detailed information about the Plan, including the funding, vesting, and
benefit provisions, is contained in the Summary Plan Description. A copy of this
pamphlet is available at the Company's corporate office.
2. SIGNIFICANT ACCOUNTING PRINCIPLES
ACCOUNTING PRINCIPLES
The accompanying financial statements of the Plan have been prepared on the
accrual basis of accounting in accordance with U.S. generally accepted
accounting principles.
The preparation of financial statements in conformity with U.S. generally
accepted accounting principles requires management to make estimates that affect
amounts reported in the financial statements and accompanying notes. Such
estimates could change in the future as more information becomes known, which
could impact the amounts reported and disclosed herein.
Benefit payments to participants are recorded upon distribution.
INVESTMENTS
The Plan's investments are held in the Cooper Cameron Corporation Master Trust
for Defined Contribution Plans (the "Master Trust"). Nationwide Trust Company is
the trustee. The Plan participates in only certain investment accounts of the
Master Trust. The following is a summary of those investment accounts and the
Plan's beneficial interest in those investment accounts as of December 31, 2003
and 2002.
BENEFICIAL INTEREST
DECEMBER 31
2003 2002
-----------------------
Cooper Cameron Stock Fund 0.81% 0.59%
Fidelity Growth Company Fund 100.00 100.00
PRIMCO Stable Value Fund 3.79 2.80
5
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements (continued)
2. SIGNIFICANT ACCOUNTING PRINCIPLES (CONTINUED)
BENEFICIAL INTEREST
DECEMBER 31
2003 2002
----------------------
State Street Bank S&P 500 Fund 2.01% -%
Barclays Global Investors Equity Index Fund - 1.63
PIMCO Total Return A Fund - 4.59
PIMCO Total Return Administrative Shares Fund 4.76 4.59
Washington Mutual Investors Fund 4.49 4.40
MFS Massachusetts Investors Growth A Fund 3.10 3.28
Franklin Balance Sheet Investment A Fund 4.26 4.87
Lord Abbett Developing Growth A Fund 3.67 3.88
EuroPacific Growth Fund 4.16 4.20
The Master Trust's security transactions are accounted for on the date the
securities are purchased or sold. Interest income is recorded as earned.
Dividends are recorded as of the ex-dividend date.
The Master Trust's investments in securities traded on the exchanges are valued
at the last reported sale price on the valuation date. Money market funds are
stated at cost, which approximates fair value.
Investment contracts within the PRIMCO Stable Value Fund, with varying contract
rates and maturity dates, are fully benefit responsive and are therefore stated
at contract value. Contract value represents cost plus accrued income. Although
it is management's intention to hold the investment contracts until maturity,
certain investment contracts provide for adjustments to contract value for
withdrawals made prior to maturity. The INVESCO Group Trust for Employee Benefit
Plans is a 103-12 investment entity, in which the assets of multiple qualified
plans are invested by the sponsor, INVESCO, and is comprised of bank-issued
synthetic contracts.
6
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements (continued)
2. SIGNIFICANT ACCOUNTING PRINCIPLES (CONTINUED)
RISKS AND UNCERTAINTIES
The Master Trust provides for various investments which, in general, are exposed
to various risks, such as interest rate, credit, and overall market volatility
risks. Due to the level of risk associated with certain investment securities,
it is likely 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 statements of net assets available for benefits and participant account
balances.
3. SEPARATE INVESTMENT ACCOUNTS OF THE COOPER CAMERON CORPORATION MASTER TRUST
The purpose of the Master Trust is the collective investment of the assets of
participating employee benefit plans of the Company. Master Trust assets are
allocated among participating plans by assigning to each plan those transactions
(primarily contributions, participant loan transactions, benefit payments, and
certain administrative expenses) which can be specifically identified and by
allocating among all plans, in proportion to the fair value of the assets
assigned to each plan, the income and expenses resulting from the collective
investment of the assets. The Master Trust includes assets of other employee
benefit plans in addition to this Plan.
7
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements (continued)
3. SEPARATE INVESTMENT ACCOUNTS OF THE COOPER CAMERON CORPORATION MASTER TRUST
(CONTINUED)
The following table presents the fair value of investments for the separate
investment accounts of the Master Trust:
MFS
COOPER WASHINGTON MASSACHUSETTS
CAMERON MUTUAL PRIMCO INVESTORS
STOCK INVESTORS STABLE VALUE GROWTH A
DECEMBER 31, 2003 FUND FUND FUND FUND
--------------------------------------------------------------
Assets:
Cash $ 2,194,772 $ - $ - $ -
Net unsettled sales of investments 1,260,329 - - -
Investments at fair value as determined by quoted market
prices:
Money market funds 124,167 - - -
Cash Management Trust of America - - 1,703,313 -
Cooper Cameron Corporation Common Stock 79,793,413 - - -
Washington Mutual Investors Fund - 34,342,045 - -
MFS Massachusetts Investors Growth A Fund - - - 27,095,921
Fidelity Growth Company Fund - - - -
State Street Bank S&P 500 - - - -
PIMCO Total Return Administrative Shares Fund - - - -
Franklin Balance Sheet Investment A Fund - - - -
Lord Abbett Developing Growth A Fund - - - -
EuroPacific Growth Fund - - - -
Investments at estimated fair value or contract value:
Investment contracts - - 3,962,702 -
INVESCO Group Trust for Employee Benefit Plans - - 51,091,470 -
Real estate - - - -
--------------------------------------------------------------
Total investments 79,917,580 34,342,045 56,757,485 27,095,921
--------------------------------------------------------------
Total assets 83,372,681 34,342,045 56,757,485 27,095,921
Liabilities:
Other payables 151,260 - - -
Net unsettled purchases of investments 219,387 - - -
--------------------------------------------------------------
Net assets available to participating plans $ 83,002,034 $ 34,342,045 $ 56,757,485 $ 27,095,921
==============================================================
FIDELITY PIMCO TOTAL
STATE STREET GROWTH RETURN
REAL ESTATE BANK S&P 500 COMPANY ADMINISTRATIVE
DECEMBER 31, 2003 FUND FUND FUND SHARES FUND
--------------------------------------------------------------
Assets:
Cash $ - $ - $ - $ -
Net unsettled sales of investments - - - -
Investments at fair value as determined by quoted market
prices:
Money market funds 555,791 - - -
Cash Management Trust of America - - - -
Cooper Cameron Corporation Common Stock - - - -
Washington Mutual Investors Fund - - - -
MFS Massachusetts Investors Growth A Fund - - - -
Fidelity Growth Company Fund - - 1,859,891 -
State Street Bank S&P 500 - 23,431,470 - -
PIMCO Total Return Administrative Shares Fund - - - 37,329,286
Franklin Balance Sheet Investment A Fund - - - -
Lord Abbett Developing Growth A Fund - - - -
EuroPacific Growth Fund - - - -
Investments at estimated fair value or contract value:
Investment contracts - - - -
INVESCO Group Trust for Employee Benefit Plans - - - -
Real estate 238,788 - - -
-------------------------------------------------------------
Total investments 794,579 23,431,470 1,859,891 37,329,286
-------------------------------------------------------------
Total assets 794,579 23,431,470 1,859,891 37,329,286
Liabilities:
Other payables - - - -
Net unsettled purchases of investments - - - -
-------------------------------------------------------------
Net assets available to participating plans $ 794,579 $ 23,431,470 $ 1,859,891 $ 37,329,286
=============================================================
FRANKLIN LORD ABBETT
BALANCE SHEET DEVELOPING
INVESTMENT A GROWTH A EUROPACIFIC
DECEMBER 31, 2003 FUND FUND GROWTH FUND TOTAL
-------------------------------------------------------------
Assets:
Cash $ - $ - $ - $ 2,194,772
Net unsettled sales of investments - - - 1,260,329
Investments at fair value as determined by quoted market
prices:
Money market funds - - - 679,958
Cash Management Trust of America - - - 1,703,313
Cooper Cameron Corporation Common Stock - - - 79,793,413
Washington Mutual Investors Fund - - - 34,342,045
MFS Massachusetts Investors Growth A Fund - - - 27,095,921
Fidelity Growth Company Fund - - - 1,859,891
State Street Bank S&P 500 - - - 23,431,470
PIMCO Total Return Administrative Shares Fund - - - 37,329,286
Franklin Balance Sheet Investment A Fund 20,827,351 - - 20,827,351
Lord Abbett Developing Growth A Fund - 11,815,487 - 11,815,487
EuroPacific Growth Fund - - 15,341,145 15,341,145
Investments at estimated fair value or contract value:
Investment contracts - - - 3,962,702
INVESCO Group Trust for Employee Benefit Plans - - - 51,091,470
Real estate - - - 238,788
-------------------------------------------------------------
Total investments 20,827,351 11,815,487 15,341,145 309,512,240
-------------------------------------------------------------
Total assets 20,827,351 11,815,487 15,341,145 312,967,341
Liabilities:
Other payables - - - 151,260
Net unsettled purchases of investments - - - 219,387
-------------------------------------------------------------
Net assets available to participating plans $ 20,827,351 $ 11,815,487 $ 15,341,145 $ 312,596,694
=============================================================
8
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements (continued)
3. SEPARATE INVESTMENT ACCOUNTS OF THE COOPER CAMERON CORPORATION MASTER TRUST
(CONTINUED)
The following table presents the fair value of investments for the separate
investment accounts of the Master Trust:
COOPER WASHINGTON MFS
CAMERON MUTUAL PRIMCO MASSACHUSETTS
STOCK INVESTORS STABLE VALUE INVESTORS REAL ESTATE
DECEMBER 31, 2002 FUND FUND FUND GROWTH A FUND FUND
----------------------------------------------------------------------------
Assets:
Cash $ 741,715 $ - $ - $ - $ -
Net unsettled sales of investments 63,504 - - - -
Investments at fair value as determined by quoted
market prices:
Money market funds 207,964 - - - 608,745
Cash Management Trust of America - - 2,119,566 - -
Cooper Cameron Corporation Common Stock 83,466,086 - - - -
Washington Mutual Investors Fund - 25,461,905 - - -
MFS Massachusetts Investors Growth A Fund - - - 21,587,483 -
Barclays Global Investors Equity Index Fund - - - - -
PIMCO Total Return A Fund - - - - -
PIMCO Total Return Administrative Shares
Fund - - - - -
Fidelity Growth Company Fund - - - - -
Franklin Balance Sheet Investment A Fund - - - - -
Lord Abbett Developing Growth A Fund - - - - -
EuroPacific Growth Fund - - - - -
Investments at estimated fair value or contract
value:
Investment contracts - - 27,320,820 - -
INVESCO Group Trust for Employee Benefit Plans - - 32,267,564 - -
Real estate - - - - 238,788
----------------------------------------------------------------------------
Total investments 83,674,050 25,461,905 61,707,950 21,587,483 847,533
----------------------------------------------------------------------------
Total assets 84,479,269 25,461,905 61,707,950 21,587,483 847,533
Liabilities:
Net unsettled purchases of investments 708,968 - - - -
----------------------------------------------------------------------------
Net assets available to participating plans $ 83,770,301 $ 25,461,905 $ 61,707,950 $ 21,587,483 $ 847,533
============================================================================
BARCLAYS GLOBAL PIMCO TOTAL
INVESTORS RETURN
EQUITY INDEX PIMCO TOTAL ADMINISTRATIVE FIDELITY GROWTH
DECEMBER 31, 2002 FUND RETURN A FUND SHARES FUND COMPANY FUND
---------------------------------------------------------------
Assets:
Cash $ - $ - $ - $ -
Net unsettled sales of investments - - - -
Investments at fair value as determined by quoted
market prices:
Money market funds - - - -
Cash Management Trust of America - - - -
Cooper Cameron Corporation Common Stock - - - -
Washington Mutual Investors Fund - - - -
MFS Massachusetts Investors Growth A Fund - - - -
Barclays Global Investors Equity Index Fund 19,851,519 - - -
PIMCO Total Return A Fund - 19,763,056 - -
PIMCO Total Return Administrative Shares
Fund - - 17,822,277 -
Fidelity Growth Company Fund - - - 1,386,418
Franklin Balance Sheet Investment A Fund - - - -
Lord Abbett Developing Growth A Fund - - - -
EuroPacific Growth Fund - - - -
Investments at estimated fair value or contract
value:
Investment contracts - - - -
INVESCO Group Trust for Employee Benefit Plans - - - -
Real estate - - - -
--------------------------------------------------------------
Total investments 19,851,519 19,763,056 17,822,277 1,386,418
--------------------------------------------------------------
Total assets 19,851,519 19,763,056 17,822,277 1,386,418
Liabilities:
Net unsettled purchases of investments - - - -
--------------------------------------------------------------
Net assets available to participating plans $ 19,851,519 $ 19,763,056 $ 17,822,277 $ 1,386,418
==============================================================
FRANKLIN LORD ABBETT
BALANCE SHEET DEVELOPING
INVESTMENT A GROWTH A EUROPACIFIC
DECEMBER 31, 2002 FUND FUND GROWTH FUND TOTAL
------------------------------------------------------------
Assets:
Cash $ - $ - $ - $ 741,715
Net unsettled sales of investments - - - 63,504
Investments at fair value as determined by quoted
market prices:
Money market funds - - - 816,709
Cash Management Trust of America - - - 2,119,566
Cooper Cameron Corporation Common Stock - - - 83,466,086
Washington Mutual Investors Fund - - - 25,461,905
MFS Massachusetts Investors Growth A Fund - - - 21,587,483
Barclays Global Investors Equity Index Fund - - - 19,851,519
PIMCO Total Return A Fund - - - 19,763,056
PIMCO Total Return Administrative Shares
Fund - - - 17,822,277
Fidelity Growth Company Fund - - - 1,386,418
Franklin Balance Sheet Investment A Fund 14,252,382 - - 14,252,382
Lord Abbett Developing Growth A Fund - 6,818,756 - 6,818,756
EuroPacific Growth Fund - - 10,406,841 10,406,841
Investments at estimated fair value or contract
value:
Investment contracts - - - 27,320,820
INVESCO Group Trust for Employee Benefit Plans - - - 32,267,564
Real estate - - - 238,788
------------------------------------------------------------
Total investments 14,252,382 6,818,756 10,406,841 283,580,170
------------------------------------------------------------
Total assets 14,252,382 6,818,756 10,406,841 284,385,389
Liabilities:
Net unsettled purchases of investments - - - 708,968
------------------------------------------------------------
Net assets available to participating plans $ 14,252,382 $ 6,818,756 $ 10,406,841 $ 283,676,421
============================================================
9
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements (continued)
3. SEPARATE INVESTMENT ACCOUNTS OF THE COOPER CAMERON CORPORATION MASTER TRUST
(CONTINUED)
Investment income and net appreciation (depreciation) in fair value of
investments (including gains and losses on investments bought and sold as well
as held during the year) for the separate investment accounts of the Master
Trust are as follows:
NET
APPRECIATION INTEREST AND
YEAR ENDED DECEMBER 31, 2003 (DEPRECIATION) DIVIDENDS TOTAL
---------------------------------------------------
Cooper Cameron Stock Fund $ (4,883,170) $ 1,072 $ (4,882,098)
Fidelity Growth Company Fund 550,717 - 550,717
PRIMCO Stable Value Fund - 2,600,472 2,600,472
Scudder Institutional Equity 500 Index Fund (18) - (18)
PIMCO Total Return A Fund 213,835 402,533 616,368
PIMCO Total Return Administrative Shares Fund (70,032) 1,401,322 1,331,290
Barclays Global Investors Equity Index Fund 4,364,027 - 4,364,027
Washington Mutual Investors Fund 5,998,021 827,910 6,825,931
MFS Massachusetts Investors Growth A Fund 4,956,525 - 4,956,525
Franklin Balance Sheet Investment A Fund 4,273,218 208,745 4,481,963
Lord Abbett Developing Growth A Fund 2,921,328 - 2,921,328
EuroPacific Growth Fund 3,442,061 158,298 3,600,359
Real Estate Fund - 3,338 3,338
State Street Bank S&P 500 Index Fund 940,713 - 940,713
---------------------------------------------------
$ 22,707,225 $ 5,603,690 $ 28,310,915
===================================================
Administrative expenses paid by the Master Trust and allocated to the
participating plans totaled $542,630 for the year ended December 31, 2003.
10
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements (continued)
3. SEPARATE INVESTMENT ACCOUNTS OF THE COOPER CAMERON CORPORATION MASTER TRUST
(CONTINUED)
PRIMCO STABLE VALUE FUND ("STABLE VALUE FUND")
The Stable Value Fund invests in actively managed synthetic bank and insurance
company investment contracts ("SICs") and in guaranteed investment contracts
("GICs"). The GICs are promises by insurance companies or banks to repay the
principal plus accrued income at contract maturity. SICs differ from GICs in
that the assets supporting the SICs are owned by the Master Trust. A bank or
insurance company issues a wrapper contract that allows participant-directed
transactions to be made at contract value. Wrapper contracts are valued as the
difference between the fair value of the supporting assets and the contract
value. The assets supporting the SICs owned by the Master Trust are comprised
primarily of a U.S. Treasury Note and 103-12 investment entities with a total
fair value of $54,998,649 and $60,119,483 at December 31, 2003 and 2002,
respectively. The contract values of the SICs at December 31, 2003 and 2002, are
$52,820,142 and $57,364,691, respectively.
Interest crediting rates on the GICs in the Stable Value Fund are generally
determined at the time of purchase. Interest crediting rates on the SICs are
reset periodically based on the yields of the supporting assets. At December 31,
2003, the interest crediting rates for all investment contracts range from 1.46%
to 9.86%. At December 31, 2002, the interest crediting rates for all investment
contracts range from 2.11% to 9.52%.
For 2003 and 2002, the average annual yield for the investment contracts in the
Stable Value Fund was 4.16% and 5.06%, respectively. At December 31, 2003 and
2002, fair value of the investment contracts in the Stable Value Fund was
estimated to be approximately 104% and 105% of contract value, respectively.
Fair value of the GICs is estimated by discounting the weighted average of the
Stable Value Fund's cash flows at the then-current interest crediting rate for a
comparable maturity investment contract. Fair value of the SICs is based on the
market value of the assets supporting the SICs.
11
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Notes to Financial Statements (continued)
4. INCOME TAX STATUS
The Plan has been designed to meet the requirements of the Internal Revenue Code
("IRC") under Section 401(a) and, therefore, the related trust is exempt from
taxation. A favorable determination letter was received from the Internal
Revenue Service on September 3, 2002. Since receiving the determination letter,
the Plan has been amended. Once qualified, the Plan is required to operate in
conformity with the IRC to maintain its qualification. The plan administrator
believes the Plan is being operated in compliance with the applicable
requirements of the IRC and, therefore, believes that the Plan, as amended, is
qualified and the related trust is tax exempt.
5. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements at December 31, 2003 to Form 5500:
2003
---------------
Net assets available for benefits per the financial statements $ 11,301,374
Amounts allocated to withdrawing participants (9,963)
---------------
Net assets available for benefits per the Form 5500 $ 11,291,411
===============
The following is a reconciliation of benefits paid to participants per the
financial statements for the year ended December 31, 2003, to Form 5500:
Benefits paid to participants per the financial statements $ 262,688
Add: Amounts allocated to withdrawing participants at December 31, 2003 9,963
---------------
Benefits paid to participants per Form 5500 $ 272,651
===============
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, 2003, but not yet paid as of that date.
12
Supplemental Schedule
Individual Account Retirement Plan for Bargaining
Unit Employees at the Cooper Cameron Corporation,
Buffalo, New York Plant
Schedule H, Line 4(a) - Schedule of Delinquent Participant Contributions
EIN: 76-0451843 PN: 005
Year ended December 31, 2003
PARTICIPANT CONTRIBUTIONS TOTAL THAT CONSTITUTES NONEXEMPT
TRANSFERRED LATE TO PLAN PROHIBITED TRANSACTIONS
------------------------ ---------------------------------
$100 $100
Note: Delinquent participant contributions of $100 were corrected outside of
the Voluntary Fiduciary Compliance Program in August 2003
13
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the members of the Plan Administration Committee have duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
INDIVIDUAL ACCOUNT RETIREMENT PLAN FOR BARGAINING
UNIT EMPLOYEES AT THE COOPER CAMERON CORPORATION
BUFFALO, NEW YORK PLANT
/s/ Jane C. Schmitt
-----------------------------------------
By: Jane C. Schmitt
Member of the Plan Administration
Committee
Date: June 28, 2004
14
EXHIBIT INDEX
EXHIBIT DESCRIPTION
------- -----------
23.1 Consent of independent Registered Public Accounting Firm.