UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 11-K
_________________________________________________
FOR
ANNUAL REPORTS OF EMPLOYEE STOCK
PURCHASE
SAVINGS AND SIMILAR PLANS
PURSUANT
TO SECTION 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
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þ
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ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the fiscal year ended December 31, 2008
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or
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o
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TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the transition period from ____________ to
____________
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Commission
file number: 1-10006
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A.
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Full
title of the plan and the address of the plan, if different from that of
the issuer named below:
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Frozen
Food Express Industries, Inc.
401(k)
Savings Plan
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B.
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Name
of issuer of the securities held pursuant to the plan and the address of
its principal executive office:
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Frozen
Food Express Industries, Inc.
1145
Empire Central Place
Dallas,
Texas 75247
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
TABLE OF
CONTENTS
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Page
No.
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(a)
Financial Statements and Supplemental Schedules
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Report
of Independent Registered Public Accounting Firm
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1
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Statements
of Net Assets Available for Plan Benefits at December 31, 2008 and
2007
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2
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Statements
of Changes in Net Assets Available for Plan Benefits, for the Years ended
December 31, 2008, 2007 and 2006
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3
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Notes
to Financial Statements
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4
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Schedule
H, Part IV, Line 4i-Schedule of Assets (Held at End of Year) as of
December 31, 2008
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10
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Schedule
H, Part IV, Line 4i-Schedule of Assets (Acquired and Disposed of Within
the Year) as of December 31, 2008
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11
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Schedule
H, Part IV, Line 4i-Schedule of Reportable Transactions as of December 31,
2008
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12
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Signatures
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13
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Exhibit
23--Consent of Waters, Vollmering & Associates, LLP
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REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
The
Administrative Committee of the Savings Plan for
Employees
of Frozen Food Express Industries, Inc.:
We have
audited the accompanying statements of net assets available for plan benefits of
the Frozen Food Express Industries, Inc. 401(k) Savings Plan (the "Plan") as of
December 31, 2008 and 2007, and the related statements of changes in net assets
available for plan benefits for each of the three years in the period ended
December 31, 2008. 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 audits 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 control over
financial reporting. Our audit 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
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 plan benefits of the Frozen Food
Express Industries, Inc. 401(k) Savings Plan, as of December 31, 2008 and 2007,
and the changes in net assets available for plan benefits for each of the three
years in the period ended December 31, 2008 in conformity with accounting
principles generally accepted in the United States of America.
Our
audits were made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedules on pages 10, 11
and 12, together referred to as “supplemental information”, 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 United
States Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. This
supplemental information is the responsibility of the Savings Plan’s
management. The supplemental information has 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.
/s/ Waters, Vollmering &
Associates, LLP
Waters,
Vollmering & Associates, LLP
Mansfield,
Texas
June 26,
2009
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE
FOR PLAN BENEFITS
December
31, 2008 and 2007
(Amounts
in thousands)
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2008
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2007
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Investments
(at fair value)
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$
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19,656
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$
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26,082
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Participant
notes receivable
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1,447
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1,645
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Employer
contributions receivable
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37
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71
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Employee
contributions receivable
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267
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311
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Other
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105
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9
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Total
investments
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21,512
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28,118
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Less:
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Benefits
payable
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4,012
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2,903
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Net
assets reflecting all investments at fair value
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17,500
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25,215
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Adjustment
from fair value to contract value for fully benefit-responsive investment
contracts
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321
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59
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Net
assets available for plan benefits
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$
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17,821
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$
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25,274
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See
accompanying notes and report of independent registered public accounting
firm.
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
Years
Ended December 31, 2008, 2007 and 2006
(Amounts
in thousands)
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2008
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2007
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2006
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Investment
income:
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Dividend
income
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$
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709
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$
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959
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$
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1,480
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Interest
income
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113
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125
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121
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822
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1,084
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1,601
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Administration
expense
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(44
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)
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(96
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)
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(132
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)
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Realized
gain (loss)
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(390
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)
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2,680
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4,172
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Net
unrealized depreciation in market value of
investments
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(4,213
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)
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(6,295
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)
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(9,179
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)
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Employee
contributions
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1,988
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2,271
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2,123
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Employer
contributions
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254
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556
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597
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(2,405
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)
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(884
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)
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(2,419
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)
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Decrease
in fair market value of plan benefits payable to
participants
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(5,870
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)
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(6,440
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)
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(6,004
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)
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Net
decrease
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(7,453
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)
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(6,240
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)
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(6,822
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)
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Net
assets available for plan benefits at beginning of year
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25,274
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31,514
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38,336
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Net
assets available for plan benefits at end of year
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$
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17,821
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$
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25,274
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$
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31,514
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See
accompanying notes and report of independent registered public accounting
firm.
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December
31, 2008
(Amounts
in thousands)
1.
Description of the Savings
Plan
The
Frozen Food Express Industries, Inc. 401(k) Savings Plan (the "Savings Plan") is
a defined contribution plan covering substantially all employees of Frozen Food
Express Industries, Inc. ("FFEX") and its wholly-owned subsidiaries (the
"Employer"). The Savings Plan is designed to comply with the Employee Retirement
Income Security Act of 1974 ("ERISA") and to allow employees the option of
investing in common stock of FFEX or in other investment funds designated by the
Savings Plan committee (the "Savings Committee"). Participants should refer to
the Savings Plan agreement for a more complete description of the Savings Plan's
provisions.
Contributions
- Participants may elect to contribute to the Savings Plan through periodic
payroll deductions, subject to limits defined by the Savings Plan. Participants
may also make a rollover contribution from other qualified plans or rollover
IRA. Generally, for eligible participants, the Company matches contributions at
50 cents for each pre-tax dollar contributed up to the first 4% of eligible
pay.
Employee
contributions, excluding rollovers, amounted to $1,917, $2,137 and $2,051 in
2008, 2007 and 2006, respectively. In addition, Employer cash
contributions to the Savings Plan amounted to $254, $556 and $597 in 2008, 2007
and 2006, respectively.
Eligibility
- An employee who completes 90 days of employment with the employer may enter
the Savings Plan on the first business day of the month thereafter.
Participants'
Accounts
- Each participant account is credited with the participant's
contributions and an allocation of (a) the employer's contributions, and (b)
plan earnings. Allocations of plan earnings are based on participants' account
balances, allocations of employers' contributions are based on participants'
quarterly contributions.
Participant Notes
Receivable
- Participants may borrow from their fund accounts in an
amount not to exceed the lesser of $50,000 or 50% of the Participant's vested
account balance. Loan transactions are treated as a transfer between the
investment fund and the Participant Notes Receivable. Loan terms range from
one to five years, or up to ten years for the purchase of a primary residence.
The loans are secured by the balance in the participant's account and bear
interest at a reasonable rate as determined by the Savings Committee. The
interest rates charged for loans made in 2008, 2007 and 2006 ranged from 4.25%
to 9.25%. Principal and interest payments are due in substantially level
amortized payments, payable not less than quarterly, through payroll
deductions.
Vesting
-
Upon termination of employment, participants are entitled to receive 100% of
their own contributions and any earnings thereon. Participants' benefits from
Employer contributions begin to vest upon two years of credited service and
vest 100% upon six years of credited service as defined by the Savings
Plan.
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
NOTES
TO FINANCIAL STATEMENTS — (Continued)
Investment
Options
- During each of the three years ending December 31, 2008,
participants could direct employee contributions in any of ten investment
options, as follows:
·
|
Stable Value Fund
- The
fund invests in assets whose principal value remains stable regardless of
stock and bond market fluctuations. The Savings Committee has selected the
ABN AMRO Income Plus D Fund as the investment vehicle for this
fund.
|
·
|
Intermediate Bond Fund
- The fund invests in fixed-income securities including corporate bonds,
U.S. government securities, mortgage-related securities, and money-market
instruments. The Savings Committee has selected the PIMCO Total Return
Institutional Fund as the investment vehicle for this fund.
|
·
|
Mixed Investment Fund
-
The fund may invest a large portion of its assets in common stock and
convertible securities. Prospective dividends and earnings are major
considerations in these purchases. The Savings Committee has selected the
Principal Investors Lifetime Preferred Funds as the investment vehicle for
these funds.
|
·
|
Stock Index Fund
- The
fund attempts to replicate the aggregate return and risk of the Standard
& Poor's 500 index. The fund will purchase all, or a representative
sample of all the stocks held in the S&P 500 index. The Savings
Committee has selected the Principal Trust Company S&P 500 Index Fund
as the investment vehicle for this fund.
|
·
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Large Cap Growth Stock
Fund
- The fund seeks capital appreciation by investing primarily
in securities that are expected by the fund to grow at an above average
rate. The Savings Committee has selected the Columbus Circle LargeCap
Growth R5 Fund as the investment vehicle for this
fund.
|
·
|
Large Cap Value Stock
Fund
- This fund seeks capital appreciation by investing in large
companies that are currently considered by the fund to be undervalued or
demonstrate growth in earnings and revenue. The Savings Committee has
selected the Van Kampen Growth and Income A Fund as the investment vehicle
for this fund.
|
·
|
Small Growth Stock Fund
- The fund invests primarily in common stocks of companies whose earnings
are growing at an accelerating rate. The Savings Committee has
elected the UBS/Emerald/Essex SmallCap Growth II R5 Fund as the investment
vehicle for this fund.
|
·
|
Small Cap Value Stock
Fund
- The fund seeks capital growth by investing in small-sized
companies that are currently considered by the fund to be undervalued or
demonstrate growth in earnings and revenue. The Savings Committee has
selected the Delaware Small Cap Value A Fund as the investment vehicle for
this fund.
|
·
|
International Stock
Fund
- The fund invests primarily in stocks and debt securities of
companies and governments outside the United States. The Savings Committee
has selected the Artio International Equity A Fund as the investment
vehicle for this fund.
|
·
|
Frozen Food Express
Industries, Inc. Common Stock Fund
– the fund invests in
the common stock of FFEX.
|
Administration
- The Savings Plan is administered by a committee appointed by the Board of
Directors of FFEX. Administrative expenses not paid by FFEX are paid by the
Savings Plan. During 2008 and 2007, FFEX paid administrative expenses
of $74 and $31, respectively.
Termination of
the Plan
- While the employer has not expressed any intent to discontinue
its contributions, employers are free to discontinue contributions and FFEX may
terminate the Savings Plan at any time. If terminated, net assets of the Savings
Plan would be distributed to participants and beneficiaries as prescribed by the
terms of the Savings Plan, in accordance with ERISA. Upon termination of the
Savings Plan, participants' accounts become 100% vested.
Forfeited
accounts
- During 2008, 2007 and 2006, employer expenses were
reduced by $39, $123 and $141, respectively, from forfeited non-vested
accounts.
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
NOTES
TO FINANCIAL STATEMENTS — (Continued)
2.
Summary of Significant
Accounting Policies
Basis of
accounting - The financial statements of the Savings Plan are prepared under the
accrual method of accounting.
Accounting
estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires the Savings Committee to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts
of revenue and expenses during the reported period. Actual outcomes may vary
from these estimates.
Valuation
of investments - Investments are valued based on the quoted market price on the
last day of the year or on contract value (Note 7). The change in the difference
between current market value and cost of the investment is reflected in the
statement of changes in net assets available for plan benefits by investment
fund as net unrealized appreciation or depreciation in market value of
investments.
3.
Net Asset
Values
The
following table presents the net asset values of each investment fund as of
December 31, 2008 and 2007:
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2008
|
|
|
2007
|
|
Frozen
Food Express Industries, Inc. Unitized Stock Fund, 772,120
shares.
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$
|
--
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|
$
|
7,664
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Frozen
Food Express Industries, Inc. Common Stock, 1,180,580
shares.
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|
5,140
|
|
|
|
--
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ABN
AMRO Income Plus D Fund, 604,798 shares and 593,826 shares,
respectively.
|
|
|
3,631
|
|
|
|
3,541
|
|
PIMCO
Total Return Institutional Fund, 206,159 and 143,401 shares,
respectively.
|
|
|
1,839
|
|
|
|
1,372
|
|
Principal
Global Investors:
|
|
|
|
|
|
|
|
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Lifetime
Income, 14,060 shares and 14,887 shares, respectively.
|
|
|
53
|
|
|
|
151
|
|
Lifetime
2050, 5,498 shares and 6,763 shares, respectively.
|
|
|
37
|
|
|
|
90
|
|
Lifetime
2040, 30,149 shares and 23,520 shares, respectively.
|
|
|
211
|
|
|
|
279
|
|
Lifetime
2030, 87,457 shares and 73,395 shares, respectively.
|
|
|
641
|
|
|
|
972
|
|
Lifetime
2020, 94,253 shares and 102,409 shares, respectively.
|
|
|
661
|
|
|
|
1,320
|
|
Lifetime
2010, 50,550 shares and 84,018 shares, respectively.
|
|
|
346
|
|
|
|
917
|
|
Principal
Trust Company S&P 500 Index Fund, 239,177 shares and 210,532 shares,
respectively.
|
|
|
584
|
|
|
|
1,170
|
|
Columbus
Circle LargeCap Growth R5 Fund, 113,166 shares and 116,492 shares,
respectively.
|
|
|
537
|
|
|
|
1,025
|
|
Van
Kampen Growth & Income A Fund, 75,812 shares and 79,676 shares,
respectively.
|
|
|
877
|
|
|
|
1,536
|
|
Artio
International Equity A Fund, 51,822 shares and 54,811 shares,
respectively.
|
|
|
1,000
|
|
|
|
2,101
|
|
UBS/Emerald/Essex
SmallCap Growth II R5 Fund, 88,441 shares and 89,428 shares,
respectively.
|
|
|
398
|
|
|
|
723
|
|
Delaware
Small Cap Value A Fund, 21,352 shares and 25,260 shares,
respectively.
|
|
|
419
|
|
|
|
770
|
|
|
|
$
|
16,374
|
|
|
$
|
23,631
|
|
During
2008, the Savings Plan's investments changed in value by $7,257 as
follows:
|
|
Depreciated/
(Appreciated)
|
|
Frozen
Food Express Industries, Inc. Common Stock
|
|
$
|
2,524
|
|
Other
Funds
|
|
|
4,733
|
|
|
|
$
|
7,257
|
|
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
NOTES TO FINANCIAL
STATEMENTS — (Continued)
During
2008, the Savings Plan's investments (including gains and losses on investments
bought and sold, as well as investments held during the year) depreciated
in value by $4,603 as follows:
|
|
Depreciated/
(Appreciated)
|
|
Frozen
Food Express Industries, Inc. Common Stock Fund
|
|
$
|
104
|
|
Other
Funds
|
|
|
4,499
|
|
|
|
$
|
4,603
|
|
4.
Income
Tax Status
The
Savings Plan obtained its latest determination letter on January 8, 2008, in
which the Internal Revenue Service stated that the plan, as then designed, was
in compliance with the applicable requirements of the Internal Revenue
Code. The Savings Plan administrator and the Savings Plan's tax counsel
believe that the Savings Plan is currently designed and being operated in
compliance with the applicable requirements of the Internal Revenue Code.
Therefore, no provision for income taxes has been reflected in the Savings
Plan's financial statements.
5.
Plan
Amendment
On May
16, 2007, the plan was amended and restated effective January 1, 2007, to permit
complete participant-directed diversification of the Employer Stock Ownership
Plan (“ESOP”) accounts. In addition, the amended and restated plan
was amended to comply with mandatory provisions of updated Regulations affecting
401(k) Plans. The changes included added language to demonstrate the Plan may
not “pre-fund” salary deferral or matching contributions, and added language
regarding the continuation of the “401(k) distribution restrictions” on salary
deferrals that are transferred to another plan. During the year ended December
31, 2006, the plan was amended to provide a six-year graded vesting schedule for
participants who terminate employment after December 31, 2006 to permit
employees who have attained age 59 ½ to withdraw all their (“ESOP”) accounts, to
provide that the Trustee shall invest ESOP accounts solely in common stock of
FFEX, to permit employees to make after-tax “Roth” 401(k) contributions and
allow employees with three years of service the right to sell common stock of
FFEX at the rate of 33% of the ESOP accounts per year for the following three
years.
6.
Fair
Value Measure
ments
Financial Accounting Standards Board
Statement No. 157,
Fair Value
Measurements
(SFAS 157),
e
stablishes a framework
for measuring fair value. That framework provides a fair value hierarchy that
prioritizes the inputs to valuation techniques used to measure fair value. The
hierarchy gives the highest priority to unadjusted quoted prices in active
m
arkets for identical assets or
liabilities (level 1 measurements) and the lowest priority to unobservable
inputs (level 3 measurements). The three levels of the fair value hierarchy
under SFAS 157 are described below:
·
|
Level
1 - quoted market prices in active markets for identical assets or
liabilities
|
·
|
Level
2 – inputs other than Level 1 that are observable, either directly or
indirectly, such as quoted prices in active markets for similar assets or
liabilities, quoted prices for identical or similar assets or liabilities
in markets that are not active, or other inputs that are observable or can
be corroborated by observable market data for substantially the full term
of the assets or liabilities
|
·
|
Level
3 – unobservable inputs that are supported by little or no market activity
and that are significant to the fair value of the assets or
liabilities
|
As of
December 31 2008, the Plan’s investments measured at fair value consisted of the
following instruments and classifications within the fair value
hierarchy:
|
|
Fair
Value Measurements Using Input Type
|
|
|
|
|
|
|
Level
1
|
|
|
Level
2
|
|
|
Level
3
|
|
|
Total
|
|
Investments
in Registered Investment Companies
|
|
$
|
9,231
|
|
|
|
-
|
|
|
|
-
|
|
|
$
|
9,231
|
|
Frozen
Food Express Industries, Inc. Common Stock
|
|
|
6,706
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,706
|
|
ABN
AMRO Income Plus Stable Value Fund
|
|
|
-
|
|
|
|
3,719
|
|
|
|
-
|
|
|
|
3,719
|
|
Participant
Loans
|
|
|
-
|
|
|
|
-
|
|
|
|
1,447
|
|
|
|
1,447
|
|
Total
|
|
|
15,937
|
|
|
|
3,719
|
|
|
|
1,447
|
|
|
|
21,103
|
|
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
NOTES TO FINANCIAL
STATEMENTS — (Continued)
The
Savings Plan employs the following approaches in valuing its
investments:
·
|
Investments
in registered investment companies are valued using quoted market prices,
as all have active markets.
|
·
|
The
Frozen Food Express Industries, Inc. Common Stock and is valued using the
quoted market prices on the Nasdaq Stock Market’s Global Select Market
under the symbol: FFEX.
|
·
|
The
ABN AMBRO Income Plus Stable Value Fund invests in guaranteed investment
contracts (GICs) issued by insurance companies and other financial
institutions as well as debt or equity securities. In this fund, GICs are
wrapper contracts used to mitigate the risk that the interest crediting
rate does not result in a future interest crediting rate that is less than
zero. An interest crediting rate less than zero would result in a loss of
principal of accrued interest.
|
·
|
Participant
loans are valued at their outstanding balances, which approximates fair
value.
|
Below is
a summary of changes in the fair value of the Plan’s Level 3 investments for the
year ended December 31, 2008:
|
|
|
|
Balance
as of January 1, 2008
|
|
$
|
1,645
|
|
Issuances,
repayments, and settlements, net
|
|
|
(198
|
)
|
Balance
as of December 31, 2008
|
|
$
|
1,447
|
|
7.
Investment Contract with
Insurance Company
In 2007,
the Plan entered into a benefit-responsive investment contract with ABN AMBRO
Income Plus Stable Value Fund. The Fund invests primarily in
investment contracts such as traditional guaranteed investment contracts (GICs)
and enters into wrapper contracts with underlying securities to create synthetic
GICs. The contract is included in the financial statements at
contract value as reported to the plan by ABN AMBRO. Contract value
represents contributions made under the contract, plus earnings, less
participant withdrawals and administrative expenses. Participants may
ordinarily direct the withdrawal or transfer of all or a portion of their
investment at contract value. The guaranteed investment contract
issuer is contractually obligated to repay the principal and a specified
interest rate that is guaranteed to the Plan.
As
described in Note 2, because the guaranteed investment contract is fully
benefit-responsive, contract value is the relevant measurement attribute for
that portion of the net assets available for benefits attributable to the
guaranteed investment contract.
Contract
value, as reported to the Plan by ABN AMBRO, represents principal amounts
invested in the underlying investments, plus interest accrued at a crediting
rate established under the contract, less any adjustments for withdrawals (as
specified in the wrap agreement). Participants may ordinarily direct
the withdrawal or transfer of all or a portion of their investment at contract
value.
There are
no reserves against contract value for credit risk of the contract issuer or
otherwise. The fair value of the investment contract at December 31,
2008 and 2007 was $321 and $59, respectively. The crediting interest
rate is based on a formula agreed upon with the issuer, but may not be less than
0%. Such interest rates are reviewed on a quarterly basis for
resetting.
Certain
events limit the Plan’s ability to transact at contract value with ABN
AMBRO. These events include termination of participating plans, or a
material adverse change to the provision of participating plans. The
plan administrator does not believe that any events that would limit the Plan’s
ability to transact at contract value with the Plan participants are
occurring.
Certain
events are permitted for the issuer to initiate contract
terminations. These events include the uncured loss of a
participating plan’s tax qualified status, uncured material breaches of wrap
contract by the Fund, or material and adverse changes to the provisions of the
Fund.
|
|
2008
|
|
|
2007
|
|
Average
Yields:
|
|
|
|
|
|
|
Ratio
of year-end market value yield to investments (at fair
value)
|
|
|
4.88
|
%
|
|
|
5.23
|
%
|
Ratio
of year-end crediting rate to investments (at fair value)
|
|
|
4.57
|
%
|
|
|
5.04
|
%
|
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
NOTES TO FINANCIAL
STATEMENTS — (Continued)
8.
Subsequent
Events
On
February 25, 2009, the plan was amended to (i) provide for discretionary
matching contributions as determined from time to time by the Company and (ii)
reflect provision of Treasury Regulations under Section 415 of the Internal
Revenue Code, as amended that are effective for the Plan Years beginning on and
after January 1, 2008.
On April
1, 2009, the Company suspended the matching contribution.
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
PLAN
001
EIN
75-1031831
SCHEDULE
H, PART IV, LINE 4i-SCHEDULE OF ASSETS
(HELD
AT END OF YEAR)
December
31, 2008
(Dollars
in thousands)
|
(a)
Identity
of Issue
|
|
(b)
Description
of
Investment
(shares)
|
|
|
(c)
Cost
|
|
|
(d)
Current
Fair
Value
|
|
*
|
Frozen
Food Express Industries, Inc. Common Stock
|
|
|
1,180,580
|
|
|
$
|
5,710
|
|
|
$
|
6,706
|
|
|
ABN
AMRO Income Plus D Fund
|
|
|
604,798
|
|
|
|
3,723
|
|
|
|
3,719
|
|
|
PIMCO
Total Return Institutional Fund
|
|
|
206,159
|
|
|
|
2,185
|
|
|
|
2,090
|
|
|
Principal
Global Investors:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lifetime
Income
|
|
|
14,060
|
|
|
|
170
|
|
|
|
121
|
|
|
Lifetime
2050
|
|
|
5,498
|
|
|
|
63
|
|
|
|
43
|
|
|
Lifetime
2040
|
|
|
30,149
|
|
|
|
386
|
|
|
|
245
|
|
|
Lifetime
2030
|
|
|
87,457
|
|
|
|
1,132
|
|
|
|
710
|
|
|
Lifetime
2020
|
|
|
94,253
|
|
|
|
1,237
|
|
|
|
787
|
|
|
Lifetime
2010
|
|
|
50,550
|
|
|
|
614
|
|
|
|
419
|
|
|
Principal
Trust Company S&P 500 Index Fund
|
|
|
239,177
|
|
|
|
644
|
|
|
|
949
|
|
|
Columbus
Circle LargeCap Growth R5 Fund
|
|
|
113,166
|
|
|
|
926
|
|
|
|
624
|
|
|
Van
Kampen Growth & Income A Fund
|
|
|
75,812
|
|
|
|
1,506
|
|
|
|
1,071
|
|
|
Artio
International Equity A Fund
|
|
|
51,822
|
|
|
|
1,969
|
|
|
|
1,245
|
|
|
UBS/Emerald/Essex
SmallCap Growth II R Fund
|
|
|
88,441
|
|
|
|
769
|
|
|
|
450
|
|
|
Delaware
Small Cap Value A Fund
|
|
|
21,352
|
|
|
|
757
|
|
|
|
477
|
|
|
|
|
|
|
|
|
$
|
21,791
|
|
|
$
|
19,656
|
|
|
Loans
to Participants
|
|
Interest
bearing
notes
at
4.25%-9.25%
|
|
|
$
|
N/A
|
|
|
$
|
1,447
|
|
*
Party-in-interest to the Savings Plan
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
PLAN
001
EIN
75-1031831
SCHEDULE
H, PART IV, LINE 4i-SCHEDULE OF ASSETS
(ACQUIRED
AND DISPOSED OF WITHIN THE YEAR)
December
31, 2008
(Dollars
in thousands)
(a)
Identity
of Issue
|
|
(b)
Description
of
Investment
(shares)
|
|
|
(c)
Cost
|
|
|
(d)
Proceeds
|
|
Frozen
Food Express Industries, Inc. Unitized Stock Fund
|
|
|
26,159
|
|
|
$
|
229
|
|
|
$
|
274
|
|
Frozen
Food Express Industries, Inc. Common Stock Fund
|
|
|
376,027
|
|
|
|
1,819
|
|
|
|
2,515
|
|
* These
are total shares sold within the plan year, not necessarily just those shares
acquired and disposed within the plan year.
All other
investment assets that were both acquired and disposed of during the plan year
were interests issued by a company registered under the Investment Company Act
of 1940. Therefore, these transactions are excluded from this schedule in
accordance with the Specific Instructions for Form 5500.
FROZEN
FOOD EXPRESS INDUSTRIES, INC.
401(k)
SAVINGS PLAN
PLAN
001
EIN
75-1031831
SCHEDULE
H, PART IV, LINE 4j-SCHEDULE OF REPORTABLE TRANSACTIONS
December
31, 2008
(Dollars
in thousands)
|
|
|
|
Purchases
|
|
|
|
|
(a)
Identity
of Party Involved
|
|
(b)
Description
|
|
Shares/Units
|
|
|
(g)
Cost
|
|
|
(h)
Market
Value
|
|
|
(i)
Net
Gain
or
(Loss)
|
|
Frozen
Food Express Industries, Inc. *
|
|
Unitized
Stock
|
|
|
10,592
|
|
|
$
|
116
|
|
|
$
|
113
|
|
|
$
|
(3
|
)
|
Frozen
Food Express Industries, Inc. *
|
|
Common
Stock
|
|
|
135,971
|
|
|
|
903
|
|
|
|
772
|
|
|
|
(131
|
)
|
ABN
AMRO
|
|
Stable
Value
|
|
|
178,468
|
|
|
|
1,171
|
|
|
|
1,192
|
|
|
|
21
|
|
PIMCO
|
|
Intermediate
Bond
|
|
|
118,684
|
|
|
|
1,268
|
|
|
|
1,203
|
|
|
|
(65
|
)
|
Principal
|
|
Lifetime
Income
|
|
|
5,863
|
|
|
|
64
|
|
|
|
50
|
|
|
|
(14
|
)
|
Principal
|
|
Lifetime
2050
|
|
|
6,093
|
|
|
|
67
|
|
|
|
47
|
|
|
|
(20
|
)
|
Principal
|
|
Lifetime
2040
|
|
|
19,288
|
|
|
|
221
|
|
|
|
157
|
|
|
|
(64
|
)
|
Principal
|
|
Lifetime
2030
|
|
|
38,021
|
|
|
|
429
|
|
|
|
309
|
|
|
|
(120
|
)
|
Principal
|
|
Lifetime
2020
|
|
|
34,695
|
|
|
|
395
|
|
|
|
290
|
|
|
|
(105
|
)
|
Principal
|
|
Lifetime
2010
|
|
|
27,826
|
|
|
|
300
|
|
|
|
231
|
|
|
|
(69
|
)
|
Principal
|
|
Stock
Index
|
|
|
72,698
|
|
|
|
374
|
|
|
|
288
|
|
|
|
(86
|
)
|
Columbus
Circle
|
|
Large-cap
Growth
|
|
|
33,868
|
|
|
|
256
|
|
|
|
187
|
|
|
|
(69
|
)
|
Van
Kampen
|
|
Large-cap
Value
|
|
|
22,311
|
|
|
|
396
|
|
|
|
315
|
|
|
|
(81
|
)
|
UBS/Emerald
|
|
Small-cap
Growth
|
|
|
25,882
|
|
|
|
184
|
|
|
|
132
|
|
|
|
(52
|
)
|
Delaware
|
|
Small-cap
Value
|
|
|
7,765
|
|
|
|
220
|
|
|
|
173
|
|
|
|
(47
|
)
|
Artio
|
|
International
Stock
|
|
|
18,658
|
|
|
|
614
|
|
|
|
448
|
|
|
|
(166
|
)
|
*
Party-in-interest to the Savings Plan.
FROZEN
FOOD EXPRESS INDUSTRIES, INC 401(k) SAVINGS PLAN
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Chairman of the Savings Plan Committee has duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
|
|
|
Frozen
Food Express Industries, Inc.
|
|
401(k)
Savings Plan
|
|
|
Date:
June 26, 2009
|
/s/ Stoney M. Stubbs, Jr.
Name:
Stoney M. Stubbs, Jr.
Title:
Chairman of Savings Plan
Committee
|
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