SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________________________________
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [NO FEE REQUIRED EFFECTIVE OCTOBER 7, 1996].
For the fiscal year ended December 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED].
or the transition period from ____________ to _____________
Commission File Number:
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
Jack Henry & Associates, Inc.
401(k) Employee Stock Ownership Plan and Trust
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Jack Henry & Associates, Inc.
663 Highway 60
P.O. Box 807
Monett, Missouri 65708
REQUIRED INFORMATION
The following financial statements and schedules have been prepared in
accordance with the financial reporting requirements of the Employee
Retirement Income Security Act of 1974, as amended:
1. Statement of Net Assets Available for Plan Benefits as of December
31, 2000, and 1999.
2. Statement of Changes in Net Assets Available for Plan Benefits for
the Years Ended December 31, 2000 and 1999.
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
hereunto duly authorized.
JACK HENRY & ASSOCIATES, INC.
401(K) EMPLOYEE STOCK OWNERSHIP PLAN AND TRUST
By: /s/ Kevin D. Williams
------------------------------------------
Kevin D. Williams, Chief Financial Officer
Date: June 26, 2001
Financial Statements for the
Years Ended December 31, 2000 and 1999 and
Supplemental Schedule as of
December 31, 2000 and
Independent Auditors' Report
JACK HENRY & ASSOCIATES, INC.
401(k) EMPLOYEE STOCK OWNERSHIP PLAN
TABLE OF CONTENTS
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Page
INDEPENDENT AUDITORS' REPORT ON FINANCIAL STATEMENTS 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Plan Benefits at
December 31, 2000 and 1999 2
Statements of Changes in Net Assets Available for Plan Benefits
for the Years Ended December 31, 2000 and 1999 3
Notes to Financial Statements 4-6
SUPPLEMENTAL SCHEDULE:
Form 5500, Schedule H, Part IV, Line 4i - Schedule of Assets
Held for Investment Purposes 7
Supplemental schedules not listed are omitted due to the absence of
conditions under which they are required.
INDEPENDENT AUDITORS' REPORT
To the Board of Trustees of
Jack Henry & Associates, Inc.
401(k) Employee Stock Ownership Plan:
We have audited the accompanying statements of net assets available for plan
benefits of Jack Henry & Associates, Inc. 401(k) Employee Stock Ownership
Plan (the "Plan") as of December 31, 2000 and 1999 and the related
statements of changes in net assets available for plan benefits for the
years then ended. 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 auditing standards generally
accepted in the United States of America. 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 present fairly, in all material
respects, the net assets available for benefits of Jack Henry & Associates,
Inc. 401(k) Employee Stock Ownership Plan as of December 31, 2000 and 1999,
and the changes in its net assets available for benefits for the years then
ended in conformity with accounting principles generally accepted in the
United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule is
presented for the purpose of additional analysis and is not a required part
of the basic financial statements but is supplementary information required
by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. The
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 2000 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/ DELOITTE & TOUCHE LLP
St. Louis, MO
April 20, 2001
JACK HENRY & ASSOCIATES, INC.
401(k) EMPLOYEE STOCK OWNERSHIP PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 2000 AND 1999
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2000 1999
ASSETS:
Investments:
Money market funds $ 432,352 $ 164,312
Investments at fair value (Note 2) 80,666,041 45,046,073
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Total investments 81,098,393 45,210,385
Employer contributions receivable 1,391,774 907,475
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NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 82,490,167 $ 46,117,860
=========== ===========
See notes to financial statements.
JACK HENRY & ASSOCIATES, INC.
401(k) EMPLOYEE STOCK OWNERSHIP PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
YEARS ENDED DECEMBER 31, 2000 AND 1999
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2000 1999
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
BEGINNING OF YEAR $ 46,117,860 $ 33,845,414
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ADDITIONS:
Employer contributions 2,711,480 1,759,601
Participant contributions 4,515,166 2,910,651
Rollover accounts for new employees 1,415,906 520,602
Interest and dividends 192,316 141,532
Loan interest 23,286 19,493
Net appreciation in fair value of investments 28,500,010 7,940,972
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Total additions 37,358,164 13,292,851
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DEDUCTIONS:
Distributions to participants 971,695 944,041
Administrative expenses 14,162 76,364
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Total deductions 985,857 1,020,405
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NET ADDITIONS 36,372,307 12,272,446
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NET ASSETS AVAILABLE FOR PLAN BENEFITS,
END OF YEAR $ 82,490,167 $ 46,117,860
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See notes to financial statements.
JACK HENRY & ASSOCIATES, INC.
401(k) EMPLOYEE STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000 AND 1999
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1. DESCRIPTION OF PLAN AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following description of Jack Henry & Associates, Inc. 401(k)
Employee Stock Ownership 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, 401(k) plan covering all
full-time employees of Jack Henry & Associates, Inc. (the "Company" or
"JKHY") who have at least six months (one year in 1998) of service and
have attained the age of 21. The Plan is subject to the Employee
Retirement Income Security Act of 1974 ("ERISA"), as amended.
Contributions - Participants may contribute up to fifteen percent of
pretax annual compensation, as defined in the Plan, to a maximum of
$10,500 and $10,000 for the years ended December 31, 2000 and 1999,
respectively. The Company contributes 100 percent of the first five
percent of annual compensation that a participant contributes to the
Plan up to a maximum match of $5,000.
In addition, for each non-highly compensated participant and non-key
employee, the Company may make a special discretionary contribution
equal to a percentage of compensation. The percentage is determined
each year by the Company. The Company may also make a discretionary
contribution in an amount to be determined each year by the Company.
Participants must be actively employed on the last day of the Plan year
to share in the special discretionary and the discretionary
contributions. Contributions are subject to certain limitations.
Vesting - Participants are immediately vested in their voluntary
contributions, the employer's matching contribution and the earnings on
these contributions. Vesting in the employer's discretionary portions
of their accounts is based on years of continuous service. An employee
is fully vested after six years of continuous service.
Benefits - Upon termination of service, an employee may elect to receive
a lump-sum amount equal to the value of his or her account at either the
time of termination or at the end of the Plan year. An employee may
also elect to receive the value of his or her account in installment
payments or have the balance rolled over into an Individual Retirement
Account.
Participant Loans - Participants may borrow for qualifying reasons as
defined in the Plan, from their fund accounts up to a maximum of $50,000
or 50% of their vested account balances. Loan terms range from one to
fifteen years for a mutually agreed term between the participant and
plan administrator. The loans are secured by the balance in the
participant's account and bear interest at a rate commensurate with
local prevailing rates (ranging from 9.75% to 10.72%) as determined by
the Plan administrator. Principal and interest are paid through payroll
deductions.
Benefits Payable - Benefits are recorded when paid. As of December 31,
2000 and 1999, distributions payable to Plan participants amounted to
$5,908 and $178,405, respectively.
Basis of Accounting - The financial statements of the Plan are prepared
on the accrual basis.
Investment Valuation - Valuation occurs monthly by determining each
investment's fair value on the valuation date, which is the last
business day of each calendar month. Fair value is determined using
public market quotations if available. Non publicly traded investments
have been reported based on values provided by the Plan trustee.
Participant loans are reported at cost, which approximates fair value.
Basis of Allocation - Investment income and gain or loss of the fund
assets are allocated to the participants based on the participant's
account balance in each fund. Forfeitures are allocated to participants
based on participant's account balance in relation to total account
balances of all Plan participants. Discretionary contributions, if any,
are allocated based on eligible compensation.
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 amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the
reporting period. Actual results could differ from those estimates.
2. INVESTMENTS
The Plan's deposits are maintained in money market accounts until the
deposits are allocated to the participant self-directed funds based on
the participant's percentage allocation election. Participants have the
option of investing in either JKHY Stock Fund, Fixed Fund, Balanced Fund
or Equity Fund. The participant can elect direction of investments upon
entering the Plan and may change the direction of investment options on
a daily basis.
The components of the Plan's individual investments which represent five
percent or more of the Plan's net assets available for benefits at
December 31, 2000 and 1999 are as follows:
2000 1999
Common stock - Jack Henry & Associates, Inc. $ 57,168,546 $ 22,831,200
Diversified Investment Advisors - Balanced Fund 8,817,865 9,208,345
Janus Equity Fund 10,386,435 9,520,140
Diversified Investment Advisors - Fixed Fund 3,998,276 3,253,280
During 2000 and 1999, the Plan's investments (including gains and losses
on investments bought, sold, as well as held during the year)
appreciated (depreciated) by $28,500,010 and $7,940,972 respectively, as
follows:
2000 1999
Common stock - Jack Henry & Associates, Inc. $ 31,812,638 $ 2,772,032
Diversified Investment Advisors - Balanced Fund 219,567 2,147,243
Janus Equity Fund (1,808,072) 3,020,476
Diversified Investment Advisors - Fixed Fund (1,724,123) 1,221
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$ 28,500,010 $ 7,940,972
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3. TRANSACTIONS WITH PARTIES-IN-INTEREST
During 2000 and 1999, the Plan received approximately $179,693 and
$125,754, respectively, in dividends from the Company. In addition, the
Plan sponsor pays certain fees on behalf of the Plan for accounting
services.
4. PLAN TERMINATION
Although it has not expressed an intention 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, employees become 100 percent vested in their accounts.
5. TAX STATUS
The Internal Revenue Service has determined and informed the Company by a
letter dated September 10, 1996, that the Plan is designed in accordance
with applicable sections of the Internal Revenue Code (IRC). Although
the Plan has since been amended and certain corrective actions have been
taken, the Plan administrator believes that the Plan is designed and is
currently being operated in compliance with the applicable requirements
of the IRC.
JACK HENRY & ASSOCIATES, INC.
401(k) EMPLOYEE STOCK OWNERSHIP PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i -
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 2000
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Description of Investment Fair Value
Money Market Funds $ 432,352
*Common stock - Jack Henry & Associates, Inc.
(920,144 shares) 57,168,546
Diversified Investment Advisors - Fixed
Fund (252,289 units) 3,998,276
Diversified Investment Advisors - Balanced
Fund (107,890 units) 8,817,865
Janus Equity Fund (311,999 units) 10,386,435
*Notes receivable from participants (interest rates ranging
from 9.75% to 10.72%; maturity dates from 2001 to 2005) 294,919
-----------
TOTAL $ 81,098,393
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* Represents a party-in-interest to the Plan