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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

 

Financial Statements and Supplemental Schedule

As of December 31, 2006 and 2005 and for the

Year Ended December 31, 2006

 

Together With Report of

Independent Registered Public Accounting Firm

 

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Report of Independent Registered Public Accounting Firm

 

The Steering Committee and Participants of the

Iomega Retirement and Investment Savings Plan:

 

We have audited the accompanying statements of net assets available for benefits of the Iomega Retirement and Investment Savings Plan (“Plan”) as of December 31, 2006 and 2005 and the related statement of changes in net assets available for benefits for the year ended December 31, 2006. 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 controls over financial reporting. Our audits 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 also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, 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, 2006 and 2005 and the changes in net assets available for benefits for the year ended December 31, 2006 in conformity with accounting principles generally accepted in the United States.

 

Our audits were made 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, 2006, is presented for purposes 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 our audit of the basic financial statements, and, in our opinion, is fairly presented in all material respects in relation to the basic financial statements taken as a whole.

 

As discussed in Note 2, the plan adopted Financial Accounting Standards Board Position FSP AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined Contribution Health and Welfare Pension Plans, as of December 31, 2006 with retroactive application as of December 31, 2005.

 

Costa Mesa, California

June 26, 2007

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

 

Index to Financial Statements and Schedule

 

 

                

 

 

Note:      Schedules other than those listed above have been omitted because they are not applicable or are not required by 29 CFR 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, as amended.

 

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

 

 

 

The accompanying notes to financial statements are

an integral part of these statements.

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

FOR THE YEAR ENDED DECEMBER 31, 2006

 

 

 

 

The accompanying notes to financial statements are

an integral part of these statements. 

 

2

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS

 

Participation

 

Iomega Corporation adopted the Iomega Retirement and Investment Savings Plan (the “Plan”) effective July 1, 1985. The terms “Iomega”, “we” and “us” refer to Iomega Corporation, unless the context otherwise specifies. The Plan was established to provide employees an opportunity to accumulate funds for retirement or disability and to provide death benefits for employees' dependents and beneficiaries. Fidelity Management Trust Company (“Fidelity”) serves as trustee and custodian of the Plan. Iomega administers the Plan through the use of a steering committee comprised of various members of management with the assistance of an external administrative consultant.

 

The following description of the Plan provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

 

Eligibility, Contributions, Participant Accounts and Benefits

 

Full-time or part-time employees who have attained 19 years of age are eligible to participate in the Plan on their first day of employment. Each employee is required to make an election to participate in the Plan. At that time, each participant elects both the contribution amount and its allocation to the various investment funds within the Plan. Elected contribution percentages can range from 2 percent to 50 percent of qualifying gross compensation (base compensation and any bonus or profit haring payments) on a before-tax basis, subject to IRS limitations.

 

Employer matching contributions consist of a basic match of up to $750 per participant, an additional basic match of 60 percent of a participant’s contributions over $750 up to 8 percent of eligible earnings and a discretionary performance match with a range from 0 percent to 3 percent of eligible earnings, subject to limits imposed by the IRS. The employer contributions for the basic and additional basic match for 2006 were $531,004. There was no discretionary performance match in 2006. The allocation of employer contributions are directed by the participant based on the employee contribution allocation to the Plan funds. After two years of service, employees become fully vested in all matching contributions. Until the completion of two years of service, employees are not vested in matching contributions. Prior to April 1, 2002, employees vested in all matching contributions at a rate of 25 percent for each year of service. After four years of service, employees become fully vested in all matching contributions. On July 18, 2005, our Compensation Committee approved an amendment to the Plan. The Amendment allows us, at our discretion at any time, or from time to time, to change, suspend or eliminate the employer matching contributions by changing the matching percentages and/or the dollar or percentage limits on the compensation eligible to be matched. This Amendment is effective for all compensation eligible to be matched after July 18, 2005.

 

3

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (Continued)

 

(1) Plan Description (Continued)

 

Eligibility, Contributions, Participant Accounts and Benefits (Continued)

 

Each participant account is credited with the participant’s contribution and an allocation of (a) the employer’s matching contribution and (b) Plan net earnings which include an allocation of certain administrative expenses. Allocations of matching contributions are based on participant’s contributions, as defined. Allocations of Plan net earnings and administrative expenses, when applicable, are based on participants account balances. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested interest in their account balance.

 

Benefits are normally paid upon retirement, death, disability or other termination. Upon termination of service, for any reason, participants may elect to roll over or direct transfer into another employer’s qualified plan or an IRA, receive payment from their accounts in a lump sum, periodic installments or under certain circumstances, an annuity. Participants with a vested account balance exceeding $1,000, whose employment with us has been terminated, have the option of leaving their money in the Plan. Employee participants may only withdraw funds from the Plan pursuant to specific restrictions set forth in the Plan agreement.

 

4

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (Continued)

 

(1) Plan Description (Continued)

 

Investment Options

 

Employees can currently direct their contributions into any of 30 different investment options. The Plan also has four investment options into which no new contributions (either through payroll contributions or through transfers) could be made. These funds are the U.S. Government Reserves Fund, Oakmark Select Fund, Ariel Fund (effective September 16, 2006) and the Iomega Common Stock Fund. As for the Iomega Common Stock Fund, effective as of the close of business (normally 4 p.m. ET) on September 15, 2006, the fund was closed (frozen) to new contributions (including loan repayments) and exchanges in. After September 15, 2006, existing balances may remain invested in this fund until August 17, 2007, but no new contributions will be allowed. The Iomega Common Stock Fund will be removed from the 401(k) Plan and no longer be an available investment option on August 17, 2007. No sales charge is levied on the funds managed by Fidelity; however, an annual fee is charged by Fidelity to cover the operating expenses of each fund including the investment advisory fee. This fee is deducted from the investment return of each fund.

 

Participant Loans

 

Participant loans consist of promissory notes executed by participants. With the Plan’s consent, a participant may borrow from his or her account up to the lesser of $50,000 or 50 percent of the participant’s vested account balance. The outstanding balance of all prior loans under the Plan or any other plan maintained by Iomega or its affiliates reduces the amount available for future loans. Moreover, the $50,000 limit is reduced by the amount of any loan repayments made during the most recent 12 months. The minimum amount for any loan is $1,000. As of December 31, 2006, outstanding loans bore interest at rates ranging from 9.75% to 10.25%. Loans must be repaid within five years, except for loans used to acquire a principal residence which must be repaid over a reasonable period of time generally not to exceed 10 years. All loans, regardless of term, become due and payable when the participant’s employment with us terminates.

 

Termination of the Plan

 

Although it has not expressed its intent to do so, Iomega may terminate the Plan at any time subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended. In the event the Plan is terminated, participants would become 100% vested.

 

5

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (Continued)

 

(1) Plan Description (Continued)

 

Merger of Plans

 

On August 10, 2006, we acquired all of the outstanding shares of CSCI, Inc. (“CSCI”) in exchange for $4.5 million in cash (less certain closing costs paid by CSCI) and a total of 2,857,722 shares of Iomega Common Stock (treasury stock) equivalent to $7.0 million. In connection with the acquisition, the CSCI, Inc. 401(k) Savings Plan (the “Affiliate Plan”) was merged into the Iomega Plan, effective August 10, 2006. All of the Affiliate Plan assets, including all account balances of all Affiliate Plan participants, amounting to approximately $1.1 million, was transferred to the Plan as of this date.

 

6

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (Continued)

 

 

(2) Summary of Accounting Policies

 

Basis of Accounting

 

The accounting records of the Plan are maintained on the accrual basis in accordance with accounting principles generally accepted in the United States of America. Distributions to participants are recorded when paid.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets, liabilities, and changes therein and disclosure of contingent assets and liabilities. Actual results could differ materially from those estimates.

 

As described in Financial Accounting Standards Board Staff Position, SP AAG INV-1 and SOP 94-4-1, “Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans” (the FSP), investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. As required by the FSP, the Statement of Net Assets Available for Benefits presents the fair value of the investment contracts from fair value to contract value. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.

 

Investment Valuation

 

The Plan provides for investments in certain investment securities. These securities, 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 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 accompanying statements of net assets available for benefits. Mutual funds are valued at net asset value as reported by the fund (quoted market prices). Iomega Common Stock Fund shares which are traded on a national securities exchange are valued at the last reported sales price on the last business day of the year. Investments in common collective trust funds (Fidelity Managed Income Portfolio) are stated at contract values, which have been determined based on the unit values of the funds. The common collective trust funds consist primarily of fully benefit-responsive investments contracts. Unit values are determined by the organization sponsoring such funds by dividing the fund’s net assets at fair value by its units outstanding at each valuation date. Participant loans are reported at book value, which approximates fair value.

 

7

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (Continued)

 

 

(2) Summary of Accounting Policies (Continued)

 

Net Realized and Unrealized Appreciation (Depreciation) in Fair Value of Investments

 

Realized and unrealized appreciation (depreciation) in the fair value of investments is based on the difference between the fair value of the assets at the beginning of the year, or at the time of purchase for assets purchased during the year and the related fair value on the day investments are sold with respect to realized appreciation (depreciation) or on the last day of the year for unrealized appreciation (depreciation).

 

Purchases and sales of securities are recorded on the trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.

 

Forfeitures

 

Non-vested benefits which are forfeited are utilized to reduce our contributions to the Plan. During the year ended December 31, 2006, we utilized $43,000 of forfeitures to reduce contributions to the Plan. As of December 31, 2006 and 2005, approximately $95,000 and $66,000, respectively, of forfeitures, included in the Retirement Money Market Portfolio in the accompanying financial statements, had not yet been utilized by us.

 

Administrative Expenses

 

Per the Plan document, the administrative expenses of the Plan may be paid by us or from Plan assets. We have been paying the administrative expenses relating to the investment and management of Plan funds, including legal and accounting fees, except operating expenses of the investment funds which are deducted directly from investment returns by Fidelity (as noted in “Investment Options”). Participant maintenance fees related to account balances maintained by former employees are paid for out of these former employees’ accounts. Loan origination and loan maintenance fees are deducted from participants’ accounts who have taken out loans. These amounts are recorded in “administration fees” in the accompanying financial statements.

 

New Accounting Guidance

 

On December 29, 2005, the staff of the Financial Accounting Standards Board (“FASB”) issued FASB Staff Position (“FSP”) Nos. AAG INV-1 and SOP 94-4-1, “Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans.” This FSP describes the limited circumstances in which certain investment contracts are to be reported at contract value rather than fair value and provides a definition of a fully benefit-responsive investment contract. In addition, this FSP provides guidance in regards to financial statement presentation and disclosure of fully benefit-responsive investment plans. This FSP applies to investment companies (called funds in the FSP) that issue fully benefit-responsive investment contracts. The effective date for this FSP was the last day of the annual period ending after December 15, 2006. We adopted the FSP as of December 31, 2006, and have included all required disclosures in the financial statements for 2006 and 2005.

 

8

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (Continued)

 

(3) Investments

 

During 2006, the net realized and unrealized appreciation in the fair value of investments were as follows:

 

 

 

The following table presents the fair values of investments.

 

 

 

* Investments that represent 5% or more of the Plan’s net assets are separately identified.

 

9

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS (Continued)

 

(4) Tax Status

 

The Plan is subject to ERISA and certain provisions of the Internal Revenue Code (“IRC”). The Plan is intended to qualify under Section 401(a) of the IRC. The IRS issued a favorable determination letter dated February 13, 2001, ruling that the Plan was designed in accordance with applicable IRC requirements as of that date. Subsequent to the issuance of the determination letter, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The Plan’s steering committee and legal counsel believe that the Plan, as amended, is qualified and continues to be designed and operated in accordance with applicable IRC requirements.

 

(5) Party-in-Interest

 

The Plan engages in certain transactions involving Fidelity, the Plan’s trustee and custodian, and Iomega Corporation, the Plan’s sponsor. Both Fidelity and Iomega Corporation are parties-in-interest as defined by ERISA. These transactions involve the purchase and sale of Iomega Corporation’s common stock and investing Plan monies in mutual funds and common collective trust funds managed by Fidelity. Fees paid to Fidelity for the year ended December 31, 2006 were not material. Investments managed by Fidelity amounted to $36,119,778 and $36,203,571 as of December 31, 2006 and 2005, respectively. Investments in Iomega Corporation common stock amounted to $489,992 and $343,885 as of December 31, 2006 and 2005, respectively.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

FORM 5500 - SCHEDULE H, PART IV - LINE 4i – SCHEDULE OF ASSETS

(HELD AT END OF YEAR)

AS OF DECEMBER 31, 2006

 

 

 

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

FORM 5500 - SCHEDULE H, PART IV - LINE 4i – SCHEDULE OF ASSETS

(HELD AT END OF YEAR)

AS OF DECEMBER 31, 2006

 

 

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

SIGNATURE

 

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 hereunto duly authorized.

 

 

IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

 

 

 

 

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IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN

EXHIBIT INDEX

The following exhibits are filed as part of this Annual Report on Form 11-K:

 

 

 

 

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Index

Exhibit 23.2

 

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

We consent to the incorporation by reference in the Registration Statements (Form S-8 Nos. 033-62029 and 333-64921) pertaining to the Iomega Retirement and Investment Savings Plan of Iomega Corporation of our report dated June 26, 2007, with respect to the financial statements and schedule of the Iomega Retirement and Investment Savings Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2006.

 

 

Costa Mesa, California

June 26, 2007

 

 

 

15