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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 


 

FORM 11-K

 

(Mark One)

 

 

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 SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from                              to                             

 

Commission file number 001-13103

 


 

CIBER, Inc. Savings 401(k) Plan

(Full title of plan)

 

CIBER, Inc.

6363 South Fiddler’s Green Circle, Suite 1400

Greenwood Village, Colorado 80111

(Name of issuer of the securities held pursuant to the plan and the address of its principal executive office)

 

 

 



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REQUIRED INFORMATION

 

The financial statements and schedule of the CIBER, Inc. Savings 401(k) Plan for the year ended December 31, 2009, prepared in accordance with the financial reporting requirements of ERISA along with the independent registered public accounting firm’s report thereon, are provided beginning on page F-1 attached hereto.

 

2



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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Sponsor has duly caused this annual report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

 

CIBER, Inc. Savings 401(k) Plan

 

 

 

 

 

 

Dated: June 23, 2010

By:

/s/ Peter H. Cheesbrough

 

Peter H. Cheesbrough

 

Interim President and Chief Executive Officer, and

 

Executive Vice President, Chief Financial Officer and Treasurer

 

INDEX TO EXHIBITS

 

Exhibit No.

 

 

23.1

 

Consent of Independent Registered Public Accounting Firm

 

3



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CIBER, INC. SAVINGS 401(k) PLAN

 

Index to Financial Statements and Supplemental Schedules

 

December 31, 2009

 

 

 

Page

 

 

 

Report of Independent Registered Public Accounting Firm

 

F - 2

 

 

 

Statements of Net Assets Available for Benefits, December 31, 2009 and 2008

 

F - 3

 

 

 

Statements of Changes in Net Assets Available for Benefits, Years ended December 31, 2009 and 2008

 

F - 4

 

 

 

Notes to Financial Statements

 

F - 5

 

 

 

Supplemental Schedules

 

 

 

 

 

Schedule H, Line 4i—Schedule of Assets (Held at End of Year), December 31, 2009

 

F - 12

 

 

 

Schedule H, Line 4a—Schedule of Delinquent Participant Contributions Year ended December 31, 2009

 

F - 13

 

F-1



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Report of Independent Registered Public Accounting Firm

 

The Plan Administrator of the

CIBER, Inc. Savings 401(k) Plan

 

We have audited the accompanying statements of net assets available for benefits of CIBER, Inc. Savings 401(k) 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 Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s 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 Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and 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 at December 31, 2009 and 2008, and the changes in its net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.

 

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of assets (held at end of year) as of December 31, 2009, and delinquent participant contributions for the year then ended, are presented for purposes of additional analysis and are not a required part of the financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules are the responsibility of the Plan’s management. These supplemental schedules have been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole.

 

Denver, Colorado

/s/ Ernst & Young LLP

June 23, 2010

 

 

F-2



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CIBER, INC. SAVINGS 401(k) PLAN

 

Statements of Net Assets Available for Benefits

 

December 31, 2009 and 2008

 

 

 

2009

 

2008

 

Assets

 

 

 

 

 

Investments, at fair value:

 

 

 

 

 

CIBER, Inc. common stock

 

$

5,558,734

 

$

6,153,421

 

Mutual funds

 

112,258,164

 

76,436,453

 

Pooled separate accounts

 

72,067,448

 

69,516,115

 

Participant loans

 

2,857,717

 

2,816,051

 

Total investments

 

192,742,063

 

154,922,040

 

 

 

 

 

 

 

Receivables:

 

 

 

 

 

Employee contributions

 

 

613,856

 

Total receivables

 

 

613,856

 

 

 

 

 

 

 

Net assets available for benefits

 

$

192,742,063

 

$

155,535,896

 

 

See accompanying notes to financial statements.

 

F-3



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CIBER, INC. SAVINGS 401(k) PLAN

 

Statements of Changes in Net Assets Available for Benefits

 

Years ended December 31, 2009 and 2008

 

 

 

2009

 

2008

 

Additions to net assets attributed to:

 

 

 

 

 

Net increase (decrease) in fair value of investments

 

$

31,870,032

 

$

(70,250,895

)

Interest and dividend income

 

1,871,819

 

1,999,744

 

Net investment gain (loss)

 

33,741,851

 

(68,251,151

)

 

 

 

 

 

 

Contributions:

 

 

 

 

 

Participants, including rollovers

 

18,579,330

 

21,022,221

 

Employer, net of forfeitures

 

1,628,847

 

4,061,872

 

Total contributions

 

20,208,177

 

25,084,093

 

Total additions (deductions)

 

53,950,028

 

(43,167,058

)

 

 

 

 

 

 

Deductions from net assets attributed to:

 

 

 

 

 

Distributions to participants

 

16,662,314

 

23,344,888

 

Loan and administrative fees

 

81,547

 

76,329

 

Total deductions

 

16,743,861

 

23,421,217

 

 

 

 

 

 

 

Net increase (decrease)

 

37,206,167

 

(66,588,275

)

 

 

 

 

 

 

Net assets available for benefits:

 

 

 

 

 

Beginning of year

 

155,535,896

 

222,124,171

 

End of year

 

$

192,742,063

 

$

155,535,896

 

 

See accompanying notes to financial statements.

 

F-4



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CIBER, INC. SAVINGS 401(k) PLAN

 

Notes to Financial Statements

 

December 31, 2009 and 2008

 

(1)                     Description of the Plan

 

The following description of the CIBER, Inc. Savings 401(k) Plan (the “Plan”) provides only general information. For a more complete description of the Plan, participants should refer to the Summary Plan Description or the Plan Agreement, which is available from the plan administrator.

 

(a)                     General

 

The Plan is a defined contribution plan covering substantially all employees of CIBER, Inc. and certain of its subsidiaries (“CIBER” or the “Company”). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). The service provider who executes the investment transactions for the Plan is Principal Life Insurance Company (“Principal”).

 

(b)                     Contributions and Vesting

 

Participants may contribute up to 75% of pretax annual compensation, with the exception of employees considered “highly compensated.” Highly compensated employees are restricted to a maximum contribution of 9% of pretax compensation. In addition, qualifying participants may make “catch-up” contributions. Contributions are subject to certain limitations. Participants may also contribute amounts representing distributions from other qualified defined contribution or benefit plans (rollovers). Participants can change their contribution percentage at any time. Company cash contributions are based on the participant’s years of service and the participant’s contribution and, effective January 1, 2009 the Plan was amended to adjust the Company’s range of cash contributions from 0.5% to 1.5% of qualified compensation. Prior to January 1, 2009, Company cash contributions ranged from 0.5% to 3% of qualified compensation. Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company’s matching contribution plus actual earnings thereon is based on years of service as follows:

 

Completed Years of Service

 

Vested Percentage

 

Less than two years

 

0

%

Two years

 

20

%

Three years

 

40

%

Four years

 

60

%

Five years

 

80

%

Six years

 

100

%

 

F-5



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CIBER, INC. SAVINGS 401(k) PLAN

 

Notes to Financial Statements (continued)

 

(1)                     Description of the Plan (continued)

 

Participants reach 100% vesting in the Company’s matching contribution plus actual earnings thereon after six years of service. If a participant terminates prior to vesting, unvested amounts are forfeited and are used to reduce future employer contributions. At December 31, 2009 and 2008, unallocated forfeited accounts totaled $21,600 and $266,454, respectively. In 2009 and 2008, employer contributions were reduced by $603,671 and $542,072, respectively, from forfeited accounts.

 

(c)                      Investment Options

 

The Plan’s assets are invested in various investment options offered by Principal and in CIBER common stock, as directed by the participants. Participants may invest their account balance in the various investment options in 1% increments. Participants may change their investment options on a daily basis, with no restrictions on transferring investments out of the various investment options.

 

(d)                     Distributions and Loans

 

Participants are generally entitled to a distribution from the Plan upon termination of employment, retirement, disability, or death. Terminated participants are entitled to receive only the vested percentage of their account balance and the remainder of the account is forfeited. For other situations, there are various methods by which benefits may be distributed depending on date of employment, marital status, and participant elections. Distributions are recorded when paid. Participants may borrow from their account a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Interest on loans is charged at the prime rate as of the processing date of the loan, plus 1% and ranged from 4% to 10.5% as of December 31, 2009 and 2008. Loans are generally repaid through payroll deductions. Loans require minimum per paycheck payment amounts. Loans must be repaid within five years, except that the plan administrator may approve a longer term for loans to acquire a principal residence. Participants pay a loan origination fee of $50 per loan to Principal.

 

(e)                      Expenses

 

In general, plan expenses, other than broker commissions, portfolio transaction fees, and administrative service fees on the accounts of non-employee participants, are paid by the Company.

 

F-6



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CIBER, INC. SAVINGS 401(k) PLAN

 

Notes to Financial Statements (continued)

 

(1)                     Description of the Plan (continued)

 

(f)                        Plan Termination

 

Although the Company has not expressed any intent to terminate the Plan, it retains the right under the Plan to terminate the Plan subject to the provisions of ERISA. In the event of termination, participants will become 100% vested in their accounts.

 

(2)                     Summary of Significant Accounting Policies

 

(a)                     Basis of Presentation

 

The accompanying financial statements have been prepared on the accrual basis of accounting.

 

(b)                     Use of Estimates

 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates that affect the amounts reported in the financial statements, accompanying notes to the financial statements, and supplemental schedules. Actual results could differ from those estimates.

 

(c)                      Investment Valuation and Income Recognition

 

Investments are stated at fair value. Marketable securities are valued at the closing price reported on the active market on which the individual securities are traded. Mutual funds are valued at the net asset value (“NAV”) of shares held by the Plan at year-end, as quoted by the investment company. NAV is generally determined based on the fair market values of the securities included in the underlying funds. The NAV of pooled separate accounts is based on the fair market value or estimated fair value of the underlying securities within the pooled separate accounts. Participant loans are valued at their outstanding balances, which plan management believes approximates fair value.

 

Investment transactions are recorded on the date of purchase or sale (“trade-date”). Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date.

 

F-7



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CIBER, INC. SAVINGS 401(k) PLAN

 

Notes to Financial Statements (continued)

 

(2)                     Summary of Significant Accounting Policies (continued)

 

(d)                     Risks and Uncertainties

 

The Plan provides for various investment options. Investments, in general, are exposed to various risks, such as interest rates, credit, and overall market volatility. The Plan’s exposure to credit loss in the event of nonperformance of investments is limited to the carrying value of such investments. Due to the level of risk associated with certain investments, it is reasonably possible that changes in the value of investments will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets available for benefits.

 

(e)                      Recent Accounting Pronouncements

 

In January 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2010-06, Improving Disclosures about Fair Value Measurements (Topic 820) — Fair Value Measurements and Disclosures to add additional disclosures about the different classes of assets and liabilities measured at fair value, the valuation techniques and inputs used, the activity in Level 3 fair value measurements and the transfers between Levels 1, 2 and 3. Levels 1, 2 and 3 of fair value measurements are defined in Note 3 below. The Plan will adopt this new guidance in the year ended December 31, 2010, except for the provisions of the new guidance that will be effective in the year ending December 31, 2011.  The Plan is currently evaluating the impact of its pending adoption on the Plan’s financial statements.

 

(3)                     Fair Value Measurements

 

The Plan performs fair value measurements in accordance with Accounting Standards Codification Topic 820 (“ASC 820”), which defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the Plan’s principal or most advantageous market for the asset or liability. ASC 820 establishes a fair value hierarchy that requires the Plan to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.  An asset’s or liability’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.  The three levels of inputs within the fair value hierarchy are defined as follows:

 

F-8



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CIBER, INC. SAVINGS 401(k) PLAN

 

Notes to Financial Statements (continued)

 

(3)                     Fair Value Measurements (continued)

 

Level 1 —          Unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access at the measurement date.

 

Level 2 —          Significant other observable inputs other than Level 1 prices, such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data, either directly or indirectly, for substantially the full term of the asset or liability.

 

Level 3 —        Significant unobservable inputs that reflect management’s judgment about the assumptions that a market participant would use in pricing the investment and are based on the best available information, some of which may be internally developed.

 

The following table sets forth by level, within the fair value hierarchy, the Plan’s assets measured at fair value on a recurring basis as of December 31, 2009:

 

 

 

December 31, 2009

 

 

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Mutual Funds:

 

 

 

 

 

 

 

 

 

Domestic Equity

 

$

58,789,969

 

$

 

$

 

$

58,789,969

 

International Equity

 

17,282,126

 

 

 

17,282,126

 

Balanced/Asset Allocation

 

30,201,643

 

 

 

30,201,643

 

Fixed Income

 

5,984,426

 

 

 

5,984,426

 

CIBER, Inc. common stock

 

5,558,734

 

 

 

5,558,734

 

Pooled separate accounts:

 

 

 

 

 

 

 

 

 

Domestic Equity

 

 

22,615,358

 

 

22,615,358

 

International Equity

 

 

11,375,450

 

 

11,375,450

 

Real Estate

 

 

4,047,435

 

 

4,047,435

 

Fixed Income

 

 

34,029,205

 

 

34,029,205

 

Loans to participants

 

 

 

2,857,717

 

2,857,717

 

 

 

$

117,816,898

 

$

72,067,448

 

$

2,857,717

 

$

192,742,063

 

 

F-9



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CIBER, INC. SAVINGS 401(k) PLAN

 

Notes to Financial Statements (continued)

 

(3)                     Fair Value Measurements (continued)

 

The following table sets forth by level, within the fair value hierarchy, the Plan’s assets measured at fair value on a recurring basis as of December 31, 2008:

 

 

 

December 31, 2008

 

 

 

Level 1

 

Level 2

 

Level 3

 

Total

 

 

 

 

 

 

 

 

 

 

 

CIBER, Inc. common stock

 

$

6,153,421

 

$

 

$

 

$

6,153,421

 

Mutual funds

 

76,436,453

 

 

 

76,436,453

 

Pooled separate accounts

 

 

69,516,115

 

 

69,516,115

 

Loans to participants

 

 

 

2,816,051

 

2,816,051

 

 

 

$

82,589,874

 

$

69,516,115

 

$

2,816,051

 

$

154,922,040

 

 

The table below sets forth a summary of changes in the fair value of the Plan’s Level 3 assets for the year ended December 31, 2009.

 

 

 

Loans to
Participants

 

 

 

 

 

Balance, beginning of year

 

$

2,816,051

 

Issuances and settlements (net)

 

41,666

 

Balance, end of year

 

$

2,857,717

 

 

(4)                     Investments

 

Investments greater than 5% of net assets at December 31 were:

 

 

 

2009

 

2008

 

 

 

 

 

 

 

Principal Money Market Separate Account

 

$

27,312,624

 

$

31,031,723

 

Principal Large Cap S&P 500 Index Separate Account

 

10,519,731

 

8,198,641

 

Principal International Emerging Markets Separate Account

 

10,981,393

 

*

 

Russell Lifepoints Equity Growth Strategy E Fund

 

10,083,079

 

*

 

American Century Equity Income Investment Fund

 

12,882,060

 

11,890,192

 

American Funds Growth Fund of America R5 Fund

 

16,662,444

 

11,968,563

 

American Funds New Perspective R5 Fund

 

11,619,722

 

7,813,697

 

 


*Investment not greater than 5% of net assets at December 31, 2008.

 

F-10



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CIBER, INC. SAVINGS 401(k) PLAN

 

Notes to Financial Statements (continued)

 

(4)                     Investments (continued)

 

Net increase (decrease) in fair value of investments for the years ended December 31, including realized gains and losses, was as follows:

 

 

 

2009

 

2008

 

 

 

 

 

 

 

CIBER, Inc. common stock

 

$

(1,331,366

)

$

(834,660

)

Mutual funds

 

20,576,772

 

(45,264,136

)

Pooled separate accounts

 

12,624,626

 

(24,152,099

)

 

 

$

31,870,032

 

$

(70,250,895

)

 

(5)                     Tax Status

 

The underlying non-standardized prototype plan has received opinion letters from the Internal Revenue Service (“IRS”) dated August 7, 2001 and March 31, 2008, stating that the form of the plan is qualified under Section 401 of the Internal Revenue Code (“Code”), and therefore, the related trust is exempt from taxation. In accordance with Revenue Procedure 2010-6 and Announcement 2005-16, the Plan Sponsor has determined that it is eligible to and has chosen to rely on the current IRS prototype plan opinion letter. Subsequent to this opinion letter by the IRS, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The plan administrator believes the Plan has been designed to comply with the requirements of the Code and has indicated that it will take the necessary steps, if any, to bring the Plan’s operations into compliance with the Code.

 

(6)                     Party-in-Interest Transactions

 

Certain plan investments are shares of stock of CIBER or units of pooled separate accounts, managed either by Principal or by outside fund managers hired by Principal. Principal is the service provider who executes the investment transactions for the Plan and, therefore, these transactions are considered party-in-interest transactions for which a statutory exemption exists.

 

F-11



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CIBER, INC. SAVINGS 401(k) PLAN

 

Schedule H, Line 4i—Schedule of Assets (Held at End of Year)

 

EIN: 38-2046833 Plan: 101

 

December 31, 2009

 

Identity

 

Description

 

Current Value

 

 

 

 

 

 

 

 

 

*

 

CIBER, Inc.

 

Common Stock

 

$

5,558,734

 

*

 

Principal Money Market Separate Account

 

Pooled Separate Account

 

27,312,624

 

*

 

Principal Bond and Mortgage Separate Account

 

Pooled Separate Account

 

6,716,581

 

*

 

Principal Large Cap S&P 500 Index Separate Account

 

Pooled Separate Account

 

10,519,731

 

*

 

Principal Mid Cap S&P 400 Index Separate Account

 

Pooled Separate Account

 

4,769,001

 

*

 

JP Morgan/Mellon Equity Small Cap Value I Separate Account

 

Pooled Separate Account

 

36,133

 

*

 

Principal Small Cap S&P 600 Index Separate Account

 

Pooled Separate Account

 

7,289,374

 

*

 

Principal Real Estate Securities Separate Account

 

Pooled Separate Account

 

4,047,435

 

*

 

Principal International Emerging Markets Separate Account

 

Pooled Separate Account

 

10,981,393

 

*

 

Fidelity/Schroders International I Separate Account

 

Pooled Separate Account

 

394,057

 

*

 

Goldman Sachs/LA Capital Mgmt Mid CAP Value I Separate Account

 

Pooled Separate Account

 

1,119

 

 

 

Russell Lifepoints Balanced Strategy E Fund

 

Mutual Fund

 

6,934,230

 

 

 

Russell Lifepoints Conservative Strategy E Fund

 

Mutual Fund

 

2,372,756

 

 

 

Russell Lifepoints Equity Growth Strategy E Fund

 

Mutual Fund

 

10,083,079

 

 

 

Russell Lifepoints Growth Strategy E Fund

 

Mutual Fund

 

8,184,685

 

 

 

Russell Lifepoints Moderate Strategy E Fund

 

Mutual Fund

 

2,626,893

 

 

 

MFS Research Bond R4 Fund

 

Mutual Fund

 

5,984,426

 

 

 

MFS Value A Fund

 

Mutual Fund

 

1,846,344

 

 

 

American Century Equity Income Investment Fund

 

Mutual Fund

 

12,882,060

 

 

 

American Century Small Cap Value Investment Fund

 

Mutual Fund

 

1,774,241

 

 

 

Tocqueville Asset Management Fund

 

Mutual Fund

 

6,419,282

 

 

 

Marsico Growth Fund

 

Mutual Fund

 

5,489,922

 

 

 

American Funds Growth Fund of America R5 Fund

 

Mutual Fund

 

16,662,444

 

 

 

Fidelity Advisor Mid Cap A Fund

 

Mutual Fund

 

4,756,881

 

 

 

Fidelity Advisor Small Cap A Fund

 

Mutual Fund

 

4,854,739

 

 

 

Janus Aspen Enterprise I Fund

 

Mutual Fund

 

4,104,056

 

 

 

American Funds New Perspective R5 Fund

 

Mutual Fund

 

11,619,722

 

 

 

American Funds Europacific Growth R5 Fund

 

Mutual Fund

 

5,662,404

 

*

 

Participant loans

 

4.0% to 10.5%

 

2,857,717

 

 

 

 

 

 

 

$

192,742,063

 

 


*

Party-in-interest.

 

 

 

See accompanying independent registered public accounting firm’s report.

 

F-12



Table of Contents

 

CIBER, INC. SAVINGS 401(k) PLAN

 

Schedule H, Line 4a—Schedule of Delinquent Participant Contributions

 

EIN: 38-2046833 Plan: 101

 

Year ended December 31, 2009

 

Participant
Contributions
Transferred
Late to Plan

 

Total that Constitute
Nonexempt Prohibited
Transactions

 

 

 

Check here if
late Participant
Loan
Repayments are
included:
o

 

Contributions
Not Corrected

 

Contributions
Corrected Outside
VFCP

 

Contributions
Pending
Correction in
VFCP

 

Total Fully
Corrected Under
VFCP and PTE
2002-51

 

$

2,901

 

 

 

$

2,901

 

 

 

 

 

 

See accompanying independent registered public accounting firm’s report.

 

F-13