Table of
Contents
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, 2009,
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
Table of Contents
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, 2009 and 2008, and the related statements of changes in
net assets available for benefits for the years then ended. These financial
statements are the responsibility of the Plans 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
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,
2009 and 2008, 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,
2009, 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/
ParenteBeard LLC
|
|
|
|
|
ParenteBeard
LLC
|
|
Reading,
Pennsylvania
|
|
June 28,
2010
|
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Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Statements of Net Assets
Available for Benefits
December 31,
2009 and 2008
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
Investments, at fair value:
|
|
|
|
|
|
Common/collective trust funds
|
|
$
|
2,276,025
|
|
$
|
1,211,115
|
|
Mutual funds
|
|
9,545,284
|
|
7,739,557
|
|
Common stock
|
|
537,507
|
|
453,406
|
|
Participant loans
|
|
289,886
|
|
263,582
|
|
|
|
|
|
|
|
Total investments at fair value
|
|
12,648,702
|
|
9,667,660
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
Excess contributions payable
|
|
0
|
|
8,014
|
|
Total Liabilities
|
|
0
|
|
8,014
|
|
|
|
|
|
|
|
Net Assets Available for Benefits at Fair Value
|
|
12,648,702
|
|
9,659,646
|
|
Adjustment from fair value to contract value for
fully benefit responsive investment contract
|
|
(15,276
|
)
|
59,312
|
|
|
|
|
|
|
|
Net Assets Available for Benefits
|
|
$
|
12,633,426
|
|
$
|
9,718,958
|
|
See
notes to financial statements.
2
Table of
Contents
VIST Financial Corp. 401(k) Retirement Savings Plan
Statements of Changes in Net
Assets Available for Benefits
Years
Ended December 31, 2009 and 2008
|
|
2009
|
|
2008
|
|
|
|
|
|
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Investment (Loss) Income
|
|
|
|
|
|
|
|
|
|
|
|
Net (depreciation) appreciation in fair value of
investments
|
|
$
|
2,014,590
|
|
$
|
(5,252,808
|
)
|
Interest and dividends
|
|
216,888
|
|
291,589
|
|
|
|
|
|
|
|
|
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2,231,478
|
|
(4,961,219
|
)
|
|
|
|
|
|
|
Contributions
|
|
|
|
|
|
|
|
|
|
|
|
Participants
|
|
1,074,033
|
|
1,083,736
|
|
Employer
|
|
474,373
|
|
694,972
|
|
Rollovers
|
|
213,194
|
|
11,844
|
|
|
|
|
|
|
|
|
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1,761,600
|
|
1,790,552
|
|
|
|
|
|
|
|
Benefits Paid to Participants
|
|
(1,075,254
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)
|
(2,207,580
|
)
|
|
|
|
|
|
|
Administrative Expenses
|
|
(3,356
|
)
|
(3,079
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)
|
|
|
|
|
|
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Net Increase (Decrease)
|
|
2,914,468
|
|
(5,381,326
|
)
|
|
|
|
|
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Net Assets Available for
Benefits - Beginning of Year
|
|
9,718,958
|
|
15,100,284
|
|
|
|
|
|
|
|
Net Assets Available for
Benefits - End of Year
|
|
$
|
12,633,426
|
|
$
|
9,718,958
|
|
See
notes to financial statements.
3
Table of
Contents
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
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.
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. The Plan
allows 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 150%
of the participants elective deferral contributions which are not over 2% of
the participants pay, plus 100% of the participants elective deferral
contributions which are over 2% but not over 3% of the participants pay, plus
50% of the participants elective deferral contributions which are over 3% but
not more than 7% of the participants pay.
In
July 2009, the Plan was amended to to allow for the employer match
contribution percentage to be determined by the Board of Directors on an annual
basis. For the years 2009 and 2010, the employer match contribution
percentage was equal to 50% on the first 2% of a participants elective
deferral contribution.
4
Table of
Contents
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 1 - Description of the Plan (Continued)
Each
year, the employer, at the sole discretion of its Board of Directors,
determines the amount of the employer profit sharing contribution, if any, 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.
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
|
%
|
5
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 1 - Description of the Plan (Continued)
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, 2009
and 2008, respectively.
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.
Forfeited Accounts
As
of December 31, 2009 and 2008, forfeited employer matching non-vested
accounts amounted to $6,602 and $11,615,
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, 2009 and 2008, forfeitures applied against administrative
expenses and employer matching contributions amounted to $17,226 and $41,484.
6
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
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.
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. The Statement of
Net Assets Available for Benefits presents the fair value of the investment
contracts as well as the adjustment of the fully benefit-responsive 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.
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. 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.
The
Financial Accounting Standards Boards (FASB) Accounting Standards
Codification (ASC) became effective on July 1, 2009. On that date, the FASBs ASC became the
official source of authoritative accounting principles recognized by the FASB
to be applied by non-governmental entities in the preparation of financial
statements in conformity with U.S. GAAP.
The ASC supersedes all existing FASB, American Institute of Certified
Public Accountants (AICPA), Emerging Issues Task Force (EITF) and related
literature. Rules and interpretive
releases of the Securities and Exchange Commission (SEC) under authority of
federal securities laws are also sources of authoritative guidance for SEC
registrants. All guidance contained in
the ASC carries an equal level of authority.
All non-grandfathered, non-SEC accounting literature not included in the
ASC is superseded and deemed non-authoritative.
While the conversion to the ASC affects the way companies refer to U.S.
GAAP in financial statements and accounting policies, it does not change U.S.
GAAP. Citing particular content in the
ASC involves specifying the unique numeric path to the content through the
Topic, Subtopic, Section and Paragraph structure. The adoption of the Codification did not have
any impact on the Plans financial statements.
7
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 2 - Summary of Significant Accounting Policies (Continued)
Subsequent Events
Effective
April 1, 2009, the Company adopted FASB ASC 855, Subsequent Events. FASB ASC 855 establishes general standards
for accounting for and disclosure of events that occur after the balance sheet
date but before financial statements are issued. FASB ASC 855 sets forth the period after the
balance sheet date during which management of a reporting entity should
evaluate events or transactions that may occur for potential recognition in the
financial statements, identifies the circumstances under which an entity should
recognize events or transactions occurring after the balance sheet date in its
financial statements, and the disclosures that should be made about events or
transactions that occur after the balance sheet date. In preparing these financial statements, the
Company evaluated the events and transactions that occurred after December 31,
2009 through the date these financial statements were issued.
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.
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.
The
Plan adopted FASB ASC 740, Income Taxes, which clarifies the evaluation of
a tax position using a two step measurement. The first step is utilized to determine
if a tax position will be sustained upon recognition and the second step
determines if the tax position meets a more likely than not recognition
threshold in order to determine the amount of benefit to recognize in the
financial statements. As the Plan is exempt from federal income taxes, the
adoption of FASB ASC 740 will not have a material effect on these financial
statements.
8
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 2 - Summary of Significant Accounting Policies (Continued)
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
The
Plan uses fair value measurements to record fair value adjustments to certain
assets and liabilities and to determine fair value disclosures. The Plans financial instruments are valued
at fair value on a recurring basis.
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 would realize in a sale transaction on the
dates indicated. The estimated fair
values of these financial instruments subsequent to the respective reporting
dates may be different than the amounts reported at each period end.
The
following methods and assumptions were used to estimate the fair values of the
Plans financial instruments at December 31, 2009 and December 31,
2008:
FASB
ASC 820 Fair Value Measurements and Disclosures 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 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.
9
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 3
Investments (Continued)
FASB
ASC 820 requires that the use of valuation techniques by the Plan 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 are consistently applied
and 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, FASB ASC
820 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 values determined using unobservable
inputs.
The three levels defined by FASB ASC 820 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 whose fair valued is calculated
using observable data from other financial instruments.
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 methods and assumptions were used to estimate the fair value of the
Plans financial assets and financial liabilities:
Common Stock
These
investments are valued at the closing price reported on the active market on
which the individual securities are traded.
10
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 3
Investments (Continued)
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. Further information concerning the
common/collective trust funds may be obtained from their separate audited
financial statements.
Participant Loans
Loans
to participants are valued at amortized cost, which approximates fair value and
are classified within level 3 of the valuation hierarchy.
The
following tables present the assets and liabilities that are measured at fair
value on a recurring basis by level within the fair value hierarchy as reported
on the statements of Net Assets Available for Benefits at December 31,
2009 and December 31, 2008. As
required by FASB ASC 820, financial assets and liabilities are classified in
their entirety based on the lowest level of input that is significant to the
fair value measurement.
11
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 3
Investments (Continued)
Assets at Fair Value as of December 31, 2009
|
|
Quoted Prices in
Active Market
for Identical
Assets
|
|
Significant
Other
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
|
|
|
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
Mutual
Funds:
|
|
|
|
|
|
|
|
|
|
Balanced
Funds
|
|
$
|
2,090,743
|
|
$
|
|
|
$
|
|
|
$
|
2,090,743
|
|
Fixed
Income
|
|
1,720,962
|
|
|
|
|
|
1,720,962
|
|
Equity
|
|
5,733,579
|
|
|
|
|
|
5,733,579
|
|
|
|
|
|
|
|
|
|
|
|
Common/Collective
Trust Funds
|
|
|
|
2,276,025
|
|
|
|
2,276,025
|
|
|
|
|
|
|
|
|
|
|
|
Common
Stock
|
|
537,507
|
|
|
|
|
|
537,507
|
|
|
|
|
|
|
|
|
|
|
|
Participant
Loans
|
|
|
|
|
|
289,886
|
|
289,886
|
|
|
|
|
|
|
|
|
|
|
|
Total
Assets at Fair Value
|
|
$
|
10,082,791
|
|
$
|
2,276,025
|
|
$
|
289,886
|
|
$
|
12,648,702
|
|
Assets at Fair Value as of December 31, 2008
|
|
Quoted Prices in
Active Market
for Identical
Assets
|
|
Significant
Other
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
|
|
|
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
|
Mutual
Funds:
|
|
|
|
|
|
|
|
|
|
Balanced
Funds
|
|
$
|
1,756,807
|
|
$
|
|
|
$
|
|
|
$
|
1,756,807
|
|
Fixed
Income
|
|
1,417,664
|
|
|
|
|
|
1,417,664
|
|
Equity
|
|
4,565,086
|
|
|
|
|
|
4,565,086
|
|
|
|
|
|
|
|
|
|
|
|
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
|
|
12
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 3
Investments (Continued)
The
following table presents a summary of the changes in fair value of the Plans
level 3 assets for the year ended December 31, 2009.
Level 3 Assets
Year Ended December 31
Participant Loans
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
Beginning Balance
|
|
$
|
263,582
|
|
$
|
337,476
|
|
Net purchases, sales, issuances and
settlements
|
|
26,304
|
|
(73,894
|
)
|
|
|
|
|
|
|
Balance End of Plan Year
|
|
$
|
289,886
|
|
$
|
263,582
|
|
13
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 3
Investments (Continued)
The following table presents the fair value of
investments as of December 31:
Investments
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
Common/Collective Trust Funds:
|
|
|
|
|
|
Principal Stable Value Sgnture
|
|
2,276,025
|
*,**
|
1,211,115
|
*,**
|
Mutual funds:
|
|
|
|
|
|
Black Rock Inflation Protection R4
|
|
0
|
|
27,704
|
|
Calvert Soc Inv Bond A Fund
|
|
165,285
|
|
216,841
|
|
Principal Inflation Pro R4 Fund
|
|
334,486
|
|
0
|
|
Principal Inv Lf Tm Strat Inc Sel
|
|
1,156
|
|
1,203
|
|
Principal Preferred Secs R4
|
|
1,221,191
|
*
|
1,173,118
|
*
|
Principal Inv LifeTime 2010
|
|
241,237
|
|
804,567
|
*
|
Principal Inv LifeTime 2020
|
|
556,249
|
|
229,707
|
|
Principal Inv LifeTime 2030
|
|
870,126
|
*
|
529,827
|
*
|
Principal Inv LifeTime 2040
|
|
349,815
|
|
159,606
|
|
Principal Inv LifeTime 2050
|
|
72,160
|
|
31,897
|
|
Principal Large Cap Value III R4
|
|
93,734
|
|
45,499
|
|
Am Funds Fdmntl Inv R3
|
|
307,518
|
|
293,883
|
|
Am Fds Grth Fd of Am R3
|
|
247,782
|
|
146,302
|
|
Principal Large Cap Growth R4 Fund
|
|
977,259
|
*
|
916,158
|
*
|
Davis New York Venture A Fund
|
|
1,133,304
|
*
|
998,189
|
*
|
Principal S&P 500 Idx Inst Fund
|
|
436,439
|
|
314,400
|
|
AIM Capital Development R
|
|
564,030
|
|
447,438
|
|
Principal Mid Cap I R4
|
|
23,207
|
|
10,265
|
|
Principal Sm Cap Value I R4 Fund
|
|
66,255
|
|
28,361
|
|
Fidelity Adv Small Cap T
|
|
21,006
|
|
0
|
|
Principal S&P 400 Idx R4 Fund
|
|
727,943
|
*
|
622,581
|
*
|
Principal Mid Cap Growth R4 Fund
|
|
197,896
|
|
73,000
|
|
Principal Diversified Interl R4 Fund
|
|
586,071
|
|
561,300
|
*
|
Principal Intl Emerging Mkts R4 Fund
|
|
351,135
|
|
107,711
|
|
Common stock:
|
|
|
|
|
|
Common stock, VIST Financial Corp.
|
|
537,507
|
|
453,406
|
|
|
|
|
|
|
|
Participant loans
|
|
289,886
|
|
263,582
|
|
|
|
$
|
12,648,702
|
|
$
|
9,667,660
|
|
|
|
|
|
|
|
|
|
* Represents 5% or more of net assets as
of the respective year-end.
** Contract value of $2,260,749 and $1,270,427
at December 31, 2009 and 2008, respectively.
14
Table of Contents
VIST Financial Corp. 401(k)
Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 3
Investments (Continued)
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:
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
Investments at fair value as determined by quoted
market prices:
|
|
|
|
|
|
Mutual funds
|
|
$
|
2,189,586
|
|
$
|
(4,732,478
|
)
|
Common stock
|
|
(202,000
|
)
|
(549,225
|
)
|
Investments at estimated fair value:
|
|
|
|
|
|
Common/Collective Trust Funds
|
|
27,004
|
|
28,895
|
|
|
|
|
|
|
|
|
|
|
|
$
|
2,014,590
|
|
$
|
(5,252,808
|
)
|
|
|
|
|
|
|
|
|
|
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.
Note 6 - Related Party Transactions
Certain Plan investments are shares of money market
funds, mutual funds, and common/collective trust accounts that are managed by
the custodians of the Plan. The Plan
also holds an investment in 102,382 and 58,662 shares of common stock of the
Plan sponsor at December 31, 2009 and 2008, 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.
15
Table of Contents
VIST Financial Corp. 401(k) Retirement Savings Plan
Notes to Financial Statements
December 31,
2009 and 2008
Note 7
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:
|
|
2009
|
|
2008
|
|
Net assets available for benefits per the
financial statements
|
|
$
|
12,633,426
|
|
$
|
9,718,958
|
|
Adjustment from fair value to contract value for
fully benefit-responsive investment contracts
|
|
15,276
|
|
(59,312
|
)
|
Amounts reimbursed to participants as excess
contributions
|
|
0
|
|
8,014
|
|
Net assets available for benefits per the
Form 5500
|
|
$
|
12,648,702
|
|
$
|
9,667,660
|
|
A
reconciliation of benefits paid to participants according to the financial
statements consists of the following for the year ended December 31:
|
|
2009
|
|
2008
|
|
Benefits paid to participants per the financial
statements
|
|
$
|
1,075,254
|
|
$
|
2,207,580
|
|
Amounts reimbursed to participants per the
Form 5500
|
|
4,035
|
|
19,142
|
|
Refund balance to Employer Contributions
|
|
0
|
|
0
|
|
Benefits paid to participants per the
Form 5500
|
|
$
|
1,079,284
|
|
$
|
2,226,722
|
|
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 (loss) according to the financial
statements consists of the following for the year ended December 31:
|
|
2009
|
|
2008
|
|
Investment gain (loss) per the financial
statements
|
|
$
|
2,231,478
|
|
$
|
(4,961,219
|
)
|
Depreciation on prior year excess contributions refunded
|
|
(3,979
|
)
|
(1,139
|
)
|
Adjustment from fair value to contract value for fully
Benefit-responsive investment contracts
|
|
74,588
|
|
(51,599
|
)
|
Investment income per the Form 5500
|
|
$
|
2,302,087
|
|
$
|
(5,013,957
|
)
|
16
Table of Contents
Schedule of Assets (Held at End of Year)
Form 5500 - Schedule H - Line 1f
EIN: 23-2354007
PN: 003
December 31,
2009
(a)
|
|
Identity of Issue (b)
|
|
Description of Investment (c)
|
|
**
Cost (d)
|
|
Current
Value (e)
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
Principal
Stable Value Sgnture
|
|
Common/Collective
Trust
|
|
N/A
|
|
$
|
2,276,025
|
|
|
|
Calvert
Soc Inv Bond A Fund
|
|
Fixed
Income - Mutual fund
|
|
N/A
|
|
165,285
|
|
*
|
|
Principal
Inflation Pro R4 Fund
|
|
Fixed
Income - Mutual fund
|
|
N/A
|
|
334,486
|
|
*
|
|
Principal
Inv Lf Tm Strat Inc Sel
|
|
Balanced
- Mutual fund
|
|
N/A
|
|
1,156
|
|
*
|
|
Principal
Preferred Sec Sel Fund
|
|
Fixed
Income - Mutual fund
|
|
N/A
|
|
1,221,191
|
|
*
|
|
Principal
Inv LifeTime 2010
|
|
Balanced
- Mutual fund
|
|
N/A
|
|
241,237
|
|
*
|
|
Principal
Inv LifeTime 2020
|
|
Balanced
- Mutual fund
|
|
N/A
|
|
556,249
|
|
*
|
|
Principal
Inv LifeTime 2030
|
|
Balanced
- Mutual fund
|
|
N/A
|
|
870,126
|
|
*
|
|
Principal
Inv LifeTime 2040
|
|
Balanced
- Mutual fund
|
|
N/A
|
|
349,815
|
|
*
|
|
Principal
Inv LifeTime 2050
|
|
Balanced
- Mutual fund
|
|
N/A
|
|
72,160
|
|
*
|
|
Principal
Large Cap Value III R4 Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
93,734
|
|
|
|
Am
Funds Fdmntl Inv R3
|
|
Equity
- Mutual fund
|
|
N/A
|
|
307,518
|
|
|
|
Am
Fds Grth Fd of Am R3
|
|
Equity
- Mutual fund
|
|
N/A
|
|
247,782
|
|
*
|
|
Principal
Large Cap Growth R4 Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
977,259
|
|
|
|
Davis
New York Venture A Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
1,133,304
|
|
*
|
|
Principal
S&P 500 Idx Inst Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
436,439
|
|
|
|
AIM
Capital Development R
|
|
Equity
- Mutual fund
|
|
N/A
|
|
564,030
|
|
*
|
|
Principal
Mid Cap Value I R4
|
|
Equity
- Mutual fund
|
|
N/A
|
|
23,207
|
|
*
|
|
Principal
Sm Cap Value I R4 Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
66,255
|
|
|
|
Fidelity
Adv Small Cap T Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
21,006
|
|
*
|
|
Principal
S&P 400 Idx R4 Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
727,943
|
|
*
|
|
Principal
Mid Cap Growth R4 Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
197,896
|
|
*
|
|
Principal
Diversified Interl R4 Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
586,071
|
|
*
|
|
Principal
Intl Emerging Mkts R4 Fund
|
|
Equity
- Mutual fund
|
|
N/A
|
|
351,135
|
|
*
|
|
VIST
Financial Corp.
|
|
Common
stock
|
|
N/A
|
|
537,507
|
|
*
|
|
Participant
loans
|
|
4.25%
to 9.25%
|
|
0
|
|
289,886
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
12,648,702
|
|
* Party-in-interest.
**
Historical cost has not been presented as all investments are participant
directed.
17
Table of Contents
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator of the VIST Financial Corp. 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 28, 2010
|
VIST
FINANCIAL CORP.
|
|
401(K) RETIREMENT
SAVINGS PLAN
|
|
|
|
VIST FINANCIAL CORP.
|
|
|
|
By:
|
/s/Jenette L.Eck
|
|
|
Jenette L. Eck
|
|
|
Plan Administrator
|
18
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