UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
x
Annual Report
pursuant to Section 15(d)of the Securities Exchange Act of 1934
for the fiscal year ended December 31,
2008,
or
o
Transition report
pursuant to 15(d) Of the Securities Exchange Act of 1934
for the Transition Period from
to
.
Commission File Number No. 0-14555
A. Full title of the plan and address of the
plan, if different from that of the issuer named below:
VIST
FINANCIAL CORP.
401(K) Retirement Savings
Plan
B. Name of the issuer of the securities held
pursuant to the plan and address of its principal executive office:
VIST FINANCIAL CORP.
1240 Broadcasting Road
Wyomissing, Pennsylvania 19610
(610) 208-0966
VIST Financial Corp. 401(k) Retirement
Savings Plan
Table of Contents
December 31, 2008 and
2007
|
Page
|
|
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Report of Independent
Registered Public Accounting Firm
|
1
|
|
|
Financial Statements:
|
|
|
|
Statements
of Net Assets Available for Benefits
|
2
|
|
|
Statements
of Changes in Net Assets Available for Benefits
|
3
|
|
|
Notes
to Financial Statements
|
4
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|
|
Supplementary Schedule:
|
|
|
|
Form 5500
Schedule H Line 4i - Schedule of Assets (Held at End of Year)
|
17
|
Report
of Independent Registered Public Accounting Firm
To the Trustees
VIST Financial Corp. 401(k) Retirement Savings Plan
We have audited the accompanying statements of net
assets available for benefits of the VIST Financial Corp. 401(k) Retirement
Savings Plan (the Plan) as of December 31, 2008 and 2007, and the related
statements of changes in net assets available for benefits for the years then
ended. The Plans management is responsible for these financial
statements. 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 control 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 Plans 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 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, 2008 and 2007, and the changes in
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 supplementary schedule of assets (held at
end of year) as of December 31, 2008, 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 Labors
Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974.
This supplementary schedule is the responsibility of the Plans
management. The supplementary schedule
has been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/ BEARD MILLER COMPANY
LLP
Beard Miller Company LLP
Reading, Pennsylvania
June 23, 2009
VIST Financial Corp. 401(k) Retirement Savings Plan
Statements of Net Assets
Available for Benefits
December 31, 2008 and
2007
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
Investments,
at fair value:
|
|
|
|
|
|
Common/collective
trust funds
|
|
$
|
1,211,115
|
|
$
|
1,188,298
|
|
Mutual
funds
|
|
7,739,557
|
|
12,589,300
|
|
Common
stock
|
|
453,406
|
|
997,779
|
|
Participant
loans
|
|
263,582
|
|
337,476
|
|
|
|
|
|
|
|
Total
investments at fair value
|
|
9,667,660
|
|
15,112,853
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
Excess
contributions payable
|
|
8,014
|
|
20,282
|
|
Total
Liabilities
|
|
8,014
|
|
20,282
|
|
|
|
|
|
|
|
Net
Assets Available for Benefits at Fair Value
|
|
9,659,646
|
|
15,092,571
|
|
Adjustment
from fair value to contract value for fully benefit responsive investment
contract
|
|
59,312
|
|
7,713
|
|
|
|
|
|
|
|
Net
Assets Available for Benefits
|
|
$
|
9,718,958
|
|
$
|
15,100,284
|
|
See notes to financial
statements.
2
VIST Financial Corp. 401(k) Retirement Savings Plan
Statements of Changes in Net
Assets Available for Benefits
Years Ended December 31,
2008 and 2007
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
Investment (Loss) Income
|
|
|
|
|
|
Net
(depreciation) appreciation in fair value of investments
|
|
$
|
(5,252,808
|
)
|
$
|
159,481
|
|
Interest
and dividends
|
|
291,589
|
|
440,798
|
|
|
|
|
|
|
|
|
|
(4,961,219
|
)
|
600,279
|
|
Contributions
|
|
|
|
|
|
Participants
|
|
1,083,736
|
|
1,053,370
|
|
Employer
|
|
694,972
|
|
714,003
|
|
Rollovers
|
|
11,844
|
|
279,642
|
|
|
|
|
|
|
|
|
|
1,790,552
|
|
2,047,015
|
|
|
|
|
|
|
|
Benefits Paid to Participants
|
|
(2,207,580
|
)
|
(2,719,402
|
)
|
|
|
|
|
|
|
Administrative Expenses
|
|
(3,079
|
)
|
(584
|
)
|
|
|
|
|
|
|
Net Decrease
|
|
(5,381,326
|
)
|
(72,692
|
)
|
|
|
|
|
|
|
Net Assets Available for Benefits - Beginning of
Year
|
|
15,100,284
|
|
15,172,976
|
|
|
|
|
|
|
|
Net Assets Available for Benefits - End of Year
|
|
$
|
9,718,958
|
|
$
|
15,100,284
|
|
See notes to financial statements.
3
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and
2007
Note 1 - Description of the Plan
The following description of the VIST Financial Corp.
401(k) Retirement Savings Plan (the Plan) formerly known as Leesport
Financial Corp. 401(k) Retirement Savings Plan is provided for general
information purposes only. Participants
should refer to the Plan document for a more complete description of the Plans
provisions.
General
The Plan was established January 1, 1990, and
amended thereafter. The Plan is a
contributory defined contribution plan covering employees of VIST Financial
Corp. (the Company), who have completed one month of service and are at least
18 years of age. The Plan is subject to
the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
Participation
An employee becomes a participant in the Plan on the
first day of the calendar quarter next following the date eligibility
requirements are met. If the employee does not make an affirmative or negative
election to participate, they will be automatically enrolled in the Plan.
Service Rules
Employees are credited with a year of service for each
plan year during which they have at least 1,000 hours of service.
4
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and
2007
Note 1 Description of the Plan (Continued)
Contributions
There are several types of contributions that can be
added to a participants account: an
employee salary deferral contribution, an employer matching contribution and an
employer qualified nonelective contribution. In 2006, the Plan was amended to
allow for employer profit sharing contributions and automatic enrollment of
participants at a 2% deferral rate. Participants may also contribute amounts
representing distributions from other qualified defined benefit or contribution
plans.
Participants may contribute a portion of their annual
pre-tax compensation by way of a salary deferral contribution up to the maximum
amount allowed under current federal income tax laws. The employer contributes an amount equal to
100% of the participants salary deferral contributions, up to a maximum of 3%
of the participants compensation and 50% of the participants salary deferral
contributions, up to a maximum of the next 4% of the participants
compensation. On July 1, 2006, the Plan was amended to change the employer
matching contribution to an amount equal to 150% of the participants salary
deferral contributions, up to a maximum of 2% of the participants compensation
and 100% of the participants salary deferral contributions, up to a maximum of
the next 3% of the participants compensation. Each year, the employer, at the
sole discretion of its Board of Directors, determines the amount of the
employer profit sharing contribution to be made from current or accumulated net
earnings. In addition, the employer may make a qualified nonelective
contribution on behalf of the non-highly compensated employees.
The participants may direct their contributions into
several different investment options. Employees must meet certain requirements
to receive an allocation of the employer matching and profit sharing
contributions. Contributions are subject to certain limitations.
Participants
Accounts
Each participants account is credited with an
allocation of various contributions and Plan earnings (including unrealized
appreciation and depreciation of Plan assets), and charged with an allocation
of administrative expenses. Allocations
of the employer qualified nonelective and profit sharing contributions are
based on participants compensation while allocations of Plan earnings are
based on participants account balances.
Loan and disbursement processing fees are charged to the respective
participants accounts. Other administrative expenses are allocated pro rata
based on the participants account balances. The benefit to which a participant
is entitled is the benefit that can be provided from the participants vested
account balance.
5
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial Statements
December 31, 2008 and
2007
Note 1 - Description of the Plan (Continued)
Vesting
A participant is 100% vested at all times in the
participants salary deferral, rollover account and the employer qualified
nonelective account regardless of the number of years of service. If participants cease participation, other
than by retirement, disability, or death, the vested interest in the remainder
of their accounts is dependent upon the years of credited service, as follows:
Years of Service
|
|
Percent
Vested
|
|
|
|
|
|
Less than 1
|
|
0
|
%
|
1
|
|
20
|
%
|
2
|
|
40
|
%
|
3
|
|
60
|
%
|
4
|
|
80
|
%
|
5
|
|
100
|
%
|
Payment of
Benefits
Upon retirement, disability, or death, distributions
will be paid as soon as administratively possible in a lump sum or in
installments. Upon termination of service
other than by retirement, disability, or death, a participant will receive a
lump sum payment if the total of his/her vested account balance does not exceed
$1,000. If the account balance exceeds
$1,000, the assets will generally be held in a trust until the participants
normal or early retirement date.
However, terminated participants may elect to receive their salary
deferral accounts at any time. There were no distributions due participants at December 31,
2008 and 2007, respectively.
6
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and
2007
Note 1 Description of the Plan (Continued)
Participant Loans
Loans are available to participants of the Plan and
are subject to approval by the Plan administrator. Participants may borrow from their accounts
up to the lesser of $50,000 reduced by the excess, if any, of the highest
outstanding balance of loans during the one year period ending on the day before
the loan is made, over the outstanding balance of loans from the Plan on the
date that the loan is made, or 50% of their vested account balance. If the participants vested account balance
is $20,000 or less, the maximum loan shall not exceed the lesser of $10,000 or
100% of the participants vested account balance. Loan terms range from one to five years,
however, repayment terms can exceed five years if the loan is used for the
purchase of a primary residence. The
loans bear interest at a reasonable interest rate defined as the prevailing
interest rate charged by local financial institutions in the business of
lending money for secured personal loans.
The repayment of these loans is made through payroll deductions. The
minimum loan amount is $1,000.
Administrative
Expenses
Administrative costs of the Plan are absorbed by the
Plan through the use of forfeited balances.
However, if the balance of the forfeiture account is not adequate to pay
the expenses, the Plan sponsor pays the administrative expenses.
7
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and
2007
Note 1 - Description of the Plan (Continued)
Forfeited Accounts
As of December 31, 2008 and 2007, forfeited
employer matching non-vested accounts amounted to $11,615 and $19,459, respectively. Forfeitures of employer matching and employer
profit sharing non-vested accounts may be used either to pay future
administrative expenses of the Plan, or to reduce future employer
contributions. During the years ended December 31,
2008 and 2007, forfeitures applied against administrative expenses and employer
matching contributions amounted to $41,484 and $0, respectively.
Note 2 - Summary of Significant Accounting Policies
A summary of the significant accounting policies consistently applied
in the preparation of the accompanying financial statements follows:
Basis of
Accounting
The financial statements of the Plan are prepared
based on accounting principles generally accepted in the United States of
America.
As described in Financial Accounting Standards Board
Staff 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 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
particpants would receive if they were to initiate permitted transactions under
the terms of the plan.
The plan invests in investment contracts through a
common/collective trust fund. Contract value for this common/collective trust
fund is based on the net asset value of the fund as reported by the investment
advisor. As required by the FSP, the statements of net assets available for
benefits present the fair value of the investment in the common/collective
trust fund as well as the adjustment of the investment in the common/collective
trust fund from fair value to contract value relating to fully
benefit-responsive investment contracts. The statements of changes in net
assets available for benefits are prepared on a contract value basis.
Investment
Valuation and Income Recognition
The Plans investments are stated at fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual
basis. Dividends are recorded on the
ex-dividend date.
Investments of the Plan are exposed to various risks,
such as interest rate, market, and credit.
Due to the level of risk associated with certain investments and the
level of uncertainty related to changes in the value of investments, it is at
least reasonably possible that changes in risks in the near term would
materially affect investment assets reported in the statements of net assets
available for benefits and the statements of changes in net assets available
for benefits.
8
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and 2007
Investment Fees
Net investment returns reflect certain fees paid by
the investment funds to their affiliated investment advisors, transfer agents,
and others as further described in each fund prospectus or other published
documents. These fees are deducted prior to allocation of the Plans investment
earnings activity and thus are not separately identifiable as an expense.
Payment of Benefits
Benefit payments to participants are recorded when
paid.
Income Taxes
The Plan is exempt from federal income taxes under the
Internal Revenue Code.
Estimates
The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of America
requires the Plan administrator to make estimates and assumptions that affect
certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
Note 3 Investments
Fair Value Measurements and Fair Value of
Financial Instruments
Management uses its best judgment in estimating the fair value of the
Plans financial instruments; however, there are inherent weaknesses in any
estimation technique. Therefore, for
substantially all financial instruments, the fair value estimates herein are
not necessarily indicative of the amount the Plan could have realized in a sale
transaction on the dates indicated. The
estimated fair value amounts have been measured as of their respective year ends
and have not been re-evaluated or updated for purposes of these consolidated
financial statements subsequent to those respective dates. As such, the estimated fair values of these
financial instruments subsequent to the respective reporting dates may be
different than the amounts reported at each year end.
9
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and 2007
In September 2006, the Financial Accounting
Standards Board (FASB) issued Statement of Financial Standards (SFAS) No. 157,
Fair Value Measurements. This statement defines fair value, establishes a
framework for using fair value to measure assets and liabilities, and expands
disclosures about fair value measurements. The statement applies when other
statements require or permit the fair value measurement of assets and
liabilities. This statement does not expand the use of fair value measurement.
In February 2008, the FASB issued FASB Staff Position No. 157-2, Effective
Date of FASB Statement No. 157 (FSP 157-2). FSP 157-2 delays the
effective date of SFAS No. 157 for certain non-financial assets and
liabilities to fiscal years beginning after November 15, 2008. The Plan
adopted SFAS No. 157 as required on January 1, 2008 for all financial
assets and liabilities, and this statement did not have a material impact on
the Plans financial statements except for expanded disclosures.
The following methods and assumptions were used to estimate the fair
values of the Plans financial instruments at December 31, 2008:
Common Stock
These investments are valued at the closing price reported on the
active market on which the individual securities are traded.
Mutual Funds
These investments are public investment vehicles valued using the Net
Asset Value (NAV) provided by the administrator of the fund. The NAV is based
on the value of the underlying assets owned by the fund, minus its liabilities,
and then divided by the number of shares outstanding. The NAV is a quoted price
in an active market and classified within level 1 of the valuation hierarchy.
Common Collective Funds
These investments are public investment vehicles valued using the NAV
provided by the administrator of the fund. The NAV is based on the value of the
underlying assets owned by the fund, minus its liabilities, and then divided by
the number of shares outstanding. The NAV is classified within level 2 of the
valuation hierarchy because the NAVs unit price is quoted on a private market
that is not active; however, the unit price is based on underlying investments
which are traded on an active market.
Participants Loans
Loans to participants are valued at amortized cost, which approximates
fair value and are classified within level 3 of the valuation hierarchy.
SFAS No. 157 defines fair value as the price that would be
received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants.
A fair value measurement assumes that the transaction to sell the asset
or transfer the liability occurs in the principal market for the asset or
liability or, in the absence of a principal market, the most advantageous
market for the asset or liability. The
price in the principal (or most advantageous) market used to measure the fair
value of the asset or liability shall not be adjusted for transaction
costs. An orderly transaction is a
transaction that assumes exposure to the market for a period prior to the measurement
date to allow for marketing
10
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and 2007
activities that are usual and customary for transactions involving such
assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in
the principal market that are (i) independent, (ii) knowledgeable, (iii) able
to transact and (iv) willing to transact.
SFAS No. 157 requires the use of valuation techniques that are
consistent with the market approach, the income approach and/or the cost
approach. The market approach uses
prices and other relevant information generated by market transactions
involving identical or comparable assets and liabilities. The income approach uses valuation techniques
to convert future amounts, such as cash flows or earnings, to a single present
amount on a discounted basis. The cost
approach is based on the amount that currently would be required to replace the
service capacity of an asset (replacement costs). Valuation techniques should be consistently
applied. Inputs to valuation techniques
refer to the assumptions that market participants would use in pricing the
asset or liability. Inputs may be
observable, meaning those that reflect the assumptions market participants
would use in pricing the asset or liability developed based on market data
obtained from independent sources, or unobservable, meaning those that reflect
the reporting entitys own assumptions about the assumptions market
participants would use in pricing the asset or liability developed based on the
best information available in the circumstances. In that regard, SFAS 157 establishes a fair
value hierarchy for valuation inputs that gives the highest priority to quoted
prices in active markets for identical assets or liabilities and the lowest
priority to unobservable inputs.
The three levels defined by SFAS No. 157
hierarchy are as follows:
Level 1:
Quoted prices are available in active markets for
identical assets or liabilities as of the reported date.
Level 2:
Pricing inputs are other than quoted prices in active
markets, which are either directly or indirectly observable as of the reported
date. The nature of these assets and
liabilities include items for which quoted prices are available but traded less
frequently, and items that are fair valued using other financial instruments,
the parameters of which can be directly observed.
Level 3:
Assets and liabilities that have little to no pricing
observability as of the reported date.
These items do not have two-way markets and are measured using
managements best estimate of fair value, where the inputs into the
determination of fair value require significant management judgment or
estimation.
The following table presents the assets and liabilities measured on a
recurring basis reported on the statement of net assets available for benefits
at their fair value by level within the fair value hierarchy.
11
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and 2007
|
|
Assets at Fair Value as of December 31, 2008
|
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
Mutual
Funds
|
|
$
|
7,739,557
|
|
$
|
|
|
$
|
|
|
$
|
7,739,557
|
|
|
|
|
|
|
|
|
|
|
|
Common/Collective
Trust Funds
|
|
|
|
1,211,115
|
|
|
|
1,211,115
|
|
|
|
|
|
|
|
|
|
|
|
Common
Stock
|
|
453,406
|
|
|
|
|
|
453,406
|
|
|
|
|
|
|
|
|
|
|
|
Participant
Loans
|
|
|
|
|
|
263,582
|
|
263,582
|
|
|
|
|
|
|
|
|
|
|
|
Total
Assets at Fair Value
|
|
$
|
8,192,963
|
|
$
|
1,211,115
|
|
$
|
263,582
|
|
$
|
9,667,660
|
|
The following table presents a summary of the changes in fair value of
the Plans level 3 assets for the year ended December 31, 2008.
|
|
Level 3 Assets
Year Ended December 31, 2008
|
|
|
|
Participant Loans
|
|
|
|
|
|
Balance
at December 31, 2007
|
|
$
|
337,476
|
|
Net
purchases, sales, issuances and settlements
|
|
(73,894
|
)
|
|
|
|
|
Balance
at December 31, 2008
|
|
$
|
263,582
|
|
12
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and 2007
The following table presents the fair value of
investments as of December 31:
Investments
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
Common/Collective
Trust Funds:
|
|
|
|
|
|
Morley
Stable Value Sig Fund
|
|
1,211,115
|
*, **
|
1,188,298
|
*, **
|
Mutual
funds:
|
|
|
|
|
|
Black
Rock Inflation Protection R4
|
|
27,704
|
|
0
|
|
Calvert
Soc Inv Bond A Fund
|
|
216,841
|
|
14,323
|
|
Principal
Inflation Pro Sel Fund
|
|
0
|
|
7,803
|
|
Principal
Inv Lf Tm Strat Inc Sel
|
|
1,203
|
|
1,932,009
|
*
|
Spectrum
Preferred Secs Sel Fund
|
|
1,173,118
|
*
|
64
|
|
Principal
Inv LifeTime 2010
|
|
804,567
|
*
|
973,676
|
*
|
Principal
Inv LifeTime 2020
|
|
229,707
|
|
59,348
|
|
Principal
Inv LifeTime 2030
|
|
529,827
|
*
|
699,624
|
|
Principal
Inv LifeTime 2040
|
|
159,606
|
|
22,082
|
|
Principal
Inv LifeTime 2050
|
|
31,897
|
|
7,711
|
|
Alliance
Large Cap Value Sel Funs
|
|
45,499
|
|
97,059
|
|
Capital
Research Am Funds Fdmntl Inv R3
|
|
293,883
|
|
429,902
|
|
Capital
Am Fds Grth Fd of Am R3
|
|
146,302
|
|
97,586
|
|
Columbus
Large Cap Growth Sel Fund
|
|
916,158
|
*
|
2,196,575
|
*
|
Davis
New York Venture A Fund
|
|
998,189
|
*
|
2,020,804
|
*
|
Principal
S&P 500 Idx Inst Fund
|
|
314,400
|
|
712,599
|
|
AIM
Capital Development R
|
|
447,438
|
|
1,044,810
|
*
|
Jacobs
Levy Mid Cap Value 1
|
|
10,265
|
|
0
|
|
JP
Morgan Sm Cap Value 1 Sel Fund
|
|
28,361
|
|
11,377
|
|
Neuberger
Berman Mid Cap Value Sel Fund
|
|
0
|
|
2,888
|
|
Principal
S&P 400 Idx Sel Fund
|
|
622,581
|
*
|
1,151,492
|
*
|
Turner
Mid Cap Growth Sel Fund
|
|
73,000
|
|
65,529
|
|
Principal
Diversified Interl Sel Fund
|
|
561,300
|
*
|
940,763
|
*
|
Principal
Intl Emerging Mkts Sel Fund
|
|
107,711
|
|
101,276
|
|
Common
stock:
|
|
|
|
|
|
Common
stock, VIST Financial Corp.
|
|
453,406
|
|
997,779
|
*
|
|
|
|
|
|
|
Participant
loans
|
|
263,582
|
|
337,476
|
|
|
|
$
|
9,667,660
|
|
$
|
15,112,853
|
|
|
|
|
|
|
|
|
|
*
Represents 5% or more of net assets as of
the respective year-end.
**
Contract value of $1,270,427 and
$1,196,011 at December 31, 2008 and 2007, respectively.
13
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and 2007
The net appreciation (depreciation) in fair value of
investments (including gains and losses on investments bought, sold and held
during the year) for each significant class of investments consists of the
following for the years ended December 31:
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
Investments
at fair value as determined by quoted market prices:
|
|
|
|
|
|
Mutual
funds
|
|
$
|
(4,732,478
|
)
|
$
|
382,020
|
|
Common
stock
|
|
(549,225
|
)
|
(241,782
|
)
|
Investments
at estimated fair value:
|
|
|
|
|
|
Common/Collective
Trust Funds
|
|
28,895
|
|
7,312
|
|
Pooled
separate accounts
|
|
0
|
|
11,931
|
|
|
|
|
|
|
|
|
|
(5,252,808
|
)
|
$
|
159,481
|
|
|
|
|
|
|
|
|
|
Note 4 - Plan Termination
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue contributions at any time and to terminate
the Plan subject to the provisions of ERISA.
In the event of Plan termination, participants will become 100% vested
in their accounts.
Note 5 - Income Tax Status
The Plan is operating under a prototype
non-standardized 401(k) profit sharing plan. The prototype plan obtained its latest
determination letter on October 27, 2008 in which the Internal Revenue
Service stated that the prototype plan, as then designed, was in compliance
with the applicable requirements of the Internal Revenue Code. The Plan has been amended since receiving the
determination letter to allow rollover contributions to be made in cash or in
kind according to procedures set up by the Plan Administrator. However, the
Plan administrator and the Plans advisors believe that the Plan is currently
designed and being operated in compliance with the applicable requirements of
the Internal Revenue Code. Therefore,
they believe that the Plan is qualified and the related trust was tax-exempt as
of the financial statement date.
14
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and 2007
Note 6 - Related Party Transactions
Certain Plan investments are shares of money market
funds, mutual funds, and pooled separate accounts that are managed by the
custodians of the Plan. The Plan also
holds an investment in 58,662 and 55,898 shares of common stock of the Plan
sponsor at December 31, 2008 and 2007, respectively. Therefore, these related transactions qualify
as related party transactions. All other
transactions which may be considered parties-in-interest transactions relate to
normal plan management and administrative services, and the related payment of
fees.
Note 7 - Stock Dividend
A 5% stock dividend was declared by the Board of
Directors of the Company on May 15, 2007 with a record date of June 1,
2007 and was distributed to shareholders on June 15, 2007. The stock dividend resulted in the receipt by
the Plan of 2,567 shares and cash for fractional shares of $20.
15
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial
Statements
December 31, 2008 and 2007
Note 8 Reconciliation of
Financial Statements to Form 5500
A
reconciliation of net assets available for benefits according to the financial
statements consists of the following as of December 31:
|
|
2008
|
|
2007
|
|
Net
assets available for benefits per the financial statements
|
|
$
|
9,718,958
|
|
$
|
15,100,284
|
|
Adjustment
from fair value to contract value for fully benefit-responsive investment
contracts
|
|
(59,312
|
)
|
(7,713
|
)
|
Amounts
reimbursed to participants as excess contributions
|
|
8,014
|
|
20,282
|
|
Amounts
allocated to withdrawing participants
|
|
0
|
|
0
|
|
Net
assets available for benefits per the Form 5500
|
|
$
|
9,667,660
|
|
$
|
15,112,853
|
|
A
reconciliation of benefits paid to participants according to the financial
statements consists of the following for the year ended December 31:
|
|
2008
|
|
2007
|
|
Benefits
paid to participants per the financial statements
|
|
$
|
2,207,580
|
|
$
|
2,719,402
|
|
Amounts
reimbursed to participants per the Form 5500
|
|
19,142
|
|
0
|
|
Amounts
allocated to withdrawing participants
|
|
0
|
|
(96,718
|
)
|
Benefits
paid to participants per the Form 5500
|
|
$
|
2,226,722
|
|
$
|
2,622,684
|
|
Amounts allocated to withdrawing participants are
recorded on the Form 5500 for benefit claims that have been processed and
approved for payment prior to plan year end but not yet paid as of that date.
A reconciliation of
investment income according to the financial statements consists of the
following for the year ended December 31, 2008:
Investment
loss per the financial statements
|
|
$
|
(4,961,219
|
)
|
Depreciation
on prior year excess contributions refunded
|
|
1,139
|
|
Adjustment
from fair value to contract value for fully Benefit-responsive investment
contracts
|
|
(51,599
|
)
|
Investment
income per the Form 5500
|
|
$
|
(5,013,957
|
)
|
A reconciliation of
contributions from participants according to the financial statements to Form 5500
consists of the following for the year ended December 31, 2008:
Contributions
from participants per the financial statements
|
|
$
|
1,083,736
|
|
Amounts
reimbursed to participants per the financial statements
|
|
8,014
|
|
Contributions
from participants per the Form 5500
|
|
$
|
1,091,750
|
|
16
VIST Financial Corp. 401(k) Retirement Savings Plan
Schedule of Assets (Held at
End of Year)
Form 5500 -
Schedule H - Line 4i
EIN: 23-2354007
PN: 003
December 31, 2008
(a)
|
|
Identity of Issue (b)
|
|
Description of Investment (c)
|
|
**
Cost (d)
|
|
Current
Value (e)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Morley Stable Value Sig
Fund
|
|
Common/Collective
Trust
|
|
N/A
|
|
$
|
1,211,115
|
|
|
|
Black Rock Inflation
Protection R4
|
|
Mutual
fund
|
|
N/A
|
|
27,704
|
|
|
|
Calvert Soc Inv Bond A
Fund
|
|
Mutual
fund
|
|
N/A
|
|
216,841
|
|
|
|
Principal Inflation Pro
Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
0
|
|
|
|
Principal Inv Lf Tm
Strat Inc Sel
|
|
Mutual
fund
|
|
N/A
|
|
1,203
|
|
*
|
|
Spectrum Preferred Ses
Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
1,173,118
|
|
*
|
|
Principal Inv LifeTime
2010
|
|
Mutual
fund
|
|
N/A
|
|
804,567
|
|
|
|
Principal Inv LifeTime
2020
|
|
Mutual
fund
|
|
N/A
|
|
229,707
|
|
*
|
|
Principal Inv LifeTime
2030
|
|
Mutual
fund
|
|
N/A
|
|
529,827
|
|
|
|
Principal Inv LifeTime
2040
|
|
Mutual
fund
|
|
N/A
|
|
159,606
|
|
|
|
Principal Inv LifeTime
2050
|
|
Mutual
fund
|
|
N/A
|
|
31,897
|
|
|
|
Alliance Large Cap
Value Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
45,499
|
|
|
|
Capital Research Am
Funds Fdmntl Inv R3
|
|
Mutual
fund
|
|
N/A
|
|
293,883
|
|
|
|
Capital Am Fds Grth Fd
of Am R3
|
|
Mutual
fund
|
|
N/A
|
|
146,302
|
|
*
|
|
Columbus Large Cap
Growth Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
916,158
|
|
*
|
|
Davis New York Venture
A Fund
|
|
Mutual
fund
|
|
N/A
|
|
998,189
|
|
|
|
Principal S&P 500
Idx Inst Fund
|
|
Mutual
fund
|
|
N/A
|
|
314,400
|
|
|
|
AIM Capital Development
R
|
|
Mutual
fund
|
|
N/A
|
|
447,438
|
|
|
|
Jacobs Levy Mid Cap
Value 1
|
|
Mutual
fund
|
|
N/A
|
|
10,265
|
|
|
|
JP Morgan Sm Cap Value
1 Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
28,361
|
|
|
|
Neuberger Berman Mid
Cap Value Sel Fd
|
|
Mutual
fund
|
|
N/A
|
|
0
|
|
*
|
|
Principal S&P 400
Idx Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
622,581
|
|
|
|
Turner Mid Cap Growth
Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
73,000
|
|
*
|
|
Principal Diversified
Interl Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
561,300
|
|
|
|
Principal Intl Emerging
Mkts Sel Fund
|
|
Mutual
fund
|
|
N/A
|
|
107,711
|
|
|
|
VIST Financial Corp.
|
|
Common
stock
|
|
N/A
|
|
453,406
|
|
|
|
Participant loans
|
|
4.00%
to 9.25%
|
|
0
|
|
263,582
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
9,667,660
|
|
* Party-in-interest.
** Historical cost has
not been presented as all investments are participant directed.
17
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the Plan Administrator of
the VIST Financial Copr. 401(k) Retirement Savings Plan has duly caused
this annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
Dated: June 29,
2009
|
VIST FINANCIAL CORP.
|
|
401(K) RETIREMENT
SAVINGS PLAN
|
|
|
|
|
|
VIST FINANCIAL CORP.
|
|
|
|
By:
|
/s/JenetteL.Eck
|
|
|
Jenette L. Eck
|
|
|
Plan Administrator
|
18
Exhibit Index
Exhibit
Number
|
|
|
23
|
|
Consent of Beard Miller
Company LLP
|
19
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