SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15 (d)
of the Securities Exchange Act of 1934
for the year ended December 31, 2001
TRUMP SAVINGS PLAN
(Full title of the Plan)
TRUMP HOTELS AND CASINO RESORTS, INC.
(Name of Issuer of the securities held pursuant to the Plan)
1000 Boardwalk
Atlantic City, New Jersey 08401
(Address of principal executive office)
TRUMP SAVINGS PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2001 AND 2000
TOGETHER WITH AUDITORS' REPORT
INDEX
Page
----
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1
FINANCIAL STATEMENTS
Statements of Net Assets Available for Plan Benefits as of December 31, 2001 and 2000 2
Statement of Changes in Net Assets Available for Plan Benefits for the Year Ended December 31, 2001 3
NOTES TO FINANCIAL STATEMENTS 4-8
SUPPLEMENTAL SCHEDULE:
I -- Schedule of Assets (Held at End of Year) 9
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Benefits Committee of the Trump Savings Plan:
We have audited the accompanying statements of net assets available for Plan
benefits of the Trump Savings Plan (the "Plan") as of December 31, 2001 and
2000, and the related statement of changes in net assets available for Plan
benefits for the year ended December 31, 2001. These financial statements and
the schedule referred to below are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial statements and
schedule based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the 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. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for Plan benefits as of December
31, 2001 and 2000, and the changes in its net assets available for Plan benefits
for the year ended December 31, 2001, in conformity with accounting principles
generally accepted in the United States.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedule of assets (held at end of
year) is presented for the purpose of additional analysis and is not a required
part of the basic financial statements but is supplementary information required
by the Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. The supplemental
schedule 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.
ARTHUR ANDERSEN LLP
Roseland, New Jersey
May 1, 2002
TRUMP SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AS OF DECEMBER 31, 2001 AND 2000
2001 2000
------------ ------------
ASSETS:
Investments, at market value $ 62,430,639 $ 76,410,029
------------ ------------
RECEIVABLES:
Employer contribution 51,596 51,930
Participant contributions 131,241 233,881
------------ ------------
Total receivables 182,837 285,811
------------ ------------
ACCRUED DIVIDENDS - 526,246
OTHER 574,920 281,587
------------ ------------
Net assets available for Plan benefits $ 63,188,396 $ 77,503,673
============ ============
The accompanying notes to financial statements are an integral part of these
statements.
2
TRUMP SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2001
ADDITIONS:
Additions to net assets attributed to-
Investment income-
Interest income $ 536,809
Dividend income 382,440
-------------
919,249
-------------
Contributions-
Participant 5,857,196
Employer, net of forfeitures 1,477,900
Rollover 90,158
-------------
7,425,254
-------------
Total additions 8,344,503
-------------
Deductions-
Deductions from net assets attributed to-
Net depreciation in fair value of investments 7,604,172
Benefits paid to participants 7,200,730
Transfers to related plans 7,725,439
Administrative expenses 129,439
-------------
Total deductions 22,659,780
-------------
Net decrease (14,315,277)
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year 77,503,673
-------------
End of year $ 63,188,396
=============
The accompanying notes to financial statements are an integral part of this
statement.
3
TRUMP SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001 AND 2000
1. SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
-------------------
Basis of Accounting
-------------------
The accompanying financial statements of the Trump Savings Plan (the "Plan")
have been prepared on the accrual basis of accounting.
Plan Expenses
-------------
Expenses related to the administration of the Plan have been paid by Trump Plaza
Associates (the "Plan Sponsor"), and Trump Indiana Inc. (collectively the
"Companies"). The Companies pay all administrative expenses of the Plan, except
for the administrative costs of mutual funds and loan processing fees. The
Companies costs represent trustee fees and professional services and amounted to
approximately $44,000 in 2001.
Investments
-----------
The investments included in the statements of net assets available for Plan
benefits are stated at market value. Market value is the unit valuation of the
security at the Plan year-end as determined by ABN Amro Trust Services Company
("ABN Amro") (formerly The Chicago Trust Company), the trustee of the Plan (the
"Trustee"). Accounting records are maintained on the accrual basis, investment
transactions are recorded on the trade date basis and gains and losses are
calculated based upon an aggregate participant cost that is maintained on an
average unit cost basis.
Use of Estimates
----------------
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the reported amount of net assets and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
Risks and Uncertainties
-----------------------
The Plan provides for various investment options in investment securities.
Investment securities are exposed to various risks, such as interest rate,
market and credit. Due to the level of risk associated with certain investment
securities and the level of uncertainty related to changes in the value of
investment securities, it is at least reasonably possible that changes in risks
in the near term could materially affect participant's account balances and the
amounts reported in the statements of net assets available for Plan benefits and
the statement of changes in net assets available for Plan benefits.
2. PLAN DESCRIPTION
----------------
The following description of the Plan provides only general information.
Participants should refer to the Plan document for a more complete description
of the Plan's provisions.
4
TRUMP SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001 AND 2000
General
-------
The Plan is a 401(k) Savings Plan, which was established by the Plan Sponsor and
became effective on January 1, 1997. All full or part-time non-union employees
become eligible for participation in the Plan on the enrollment date immediately
following the completion of 12 months of service and the attainment of age 18.
In addition, union employees covered by a collective bargaining agreement that
provides for participation in the Plan may enroll upon meeting the same
requirements as non-union employees.
The Plan is administered by a committee appointed by the Plan Sponsor (the "Plan
Administrator"). ABN Amro was appointed as the trustee of the Plan by the Plan
Administrator.
Contributions
-------------
Participants
------------
Non-highly compensated participants, as defined, are eligible to voluntarily
contribute to the Plan up to 20% of their annual compensation, as defined.
Highly compensated participants, as defined, are eligible to voluntarily
contribute to the Plan up to 7% of their annual compensation, as defined. Tax
deferred contributions are subject to a limit by the Internal Revenue Code. The
2001 limit was $10,500 per participant. Contributions to the Plan are invested
by the Trustee, as designated by the participant, in increments of 5%.
Companies
---------
The Companies contribute to the Plan 50% of each participant's contributions,
not to exceed 3% of the participant's annual compensation, as defined. Company
contributions are allocated between funds as determined by the employee.
Participant Rollovers
---------------------
The Plan permits eligible participants, as defined, to rollover cash or other
property acceptable to the Plan Administrator from another qualified plan in
addition to qualified voluntary participant contributions.
Distributions to Participants
-----------------------------
Each participant has a fully vested interest in the amount of his or her
contributions together with the allocable Plan earnings. Contributions from the
Companies vest based on the vesting schedule described below. The full value of
the participant's vested interest in his or her account in the Plan will be
distributed upon termination of the participant's employment. The normal form of
payment is by lump sum; however, if a participant's vested benefit from all
contributions exceeds $5,000, a participant has the right to receive payment in
equal periodic monthly, quarterly, semi-annual or annual installments over a
period not to exceed ten years.
A participant may also withdraw all or part of his or her account upon
attainment of age 59-1/2 or financial hardship, as defined in the Plan.
Upon termination of employment prior to eligibility for retirement, a
participant is eligible to receive the vested balance in his or her account.
There were no payments due to participants who have requested to withdraw their
funds prior to December 31, 2001 or 2000.
5
TRUMP SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001 AND 2000
Vesting
-------
Voluntary contributions are fully vested at all times and are not subject to
forfeiture.
The Companies contributions vest based upon the participant's years of
continuous service as follows-
Years of Continuous Service Percentage Vested
------------------------------- -----------------------
Less than two years 0%
Two years 25%
Three years 50%
Four years 75%
Five years or more 100%
Forfeitures
-----------
The portion of a former participant's account which is not distributed because
of the vesting provision will reduce the amount of the Companies future
contributions. During 2001, $267,159 was used to reduce Company contributions.
As of December 31, 2001 and 2000, approximately $5,000 and $156,000 were
available to reduce future Company contributions, respectively.
Loans
-----
The Plan permits participants to borrow from their accounts at terms established
by the Plan Administrator. Participants may borrow up to the lesser of $50,000
or 50% of their vested account balance for specific reasons, as defined by the
Plan. Each loan is secured by the borrower's vested interest in the Plan and is
subject to other requirements, as defined. Interest on loans is charged at a
rate that is comparable to similar loans made by commercial lenders. Loans
outstanding as of December 31, 2001 had interest rates ranging from 6.00% to
10.50%. Loan repayment terms range up to five years (fifteen years if the loan
was used to purchase a primary residence). A small administrative fee is
required to process all loans.
6
TRUMP SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001 AND 2000
3. INVESTMENTS
-----------
The fair value of individual investments that represent 5% or more of the Plan's
net assets are as follows-
December 31,
------------------------
2001 2000
---------- -----------
ABN Amro Safety of Principal Trust Fund $9,464,345 $ 8,696,219
Massachusetts Investors Trust Fund 6,504,355 9,414,212
Oppenheimer Quest Opportunity Value Fund 3,741,169 3,989,129
Alleghany Montag and Caldwell Growth Fund 9,539,211 12,899,960
Templeton Foreign Fund 2,982,872* 4,416,322
Davis New York Venture Fund 5,297,502 5,181,847
Franklin Small Cap Growth Fund 4,363,509 5,646,479
Franklin California Growth Fund 3,408,263 6,053,405
Alleghany Montag and Caldwell Balanced Fund 4,229,570 5,362,384
* Fund does not represent 5% or more of Plan net assets as of December 31, 2001
During 2001, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) depreciated in value by
$7,604,172 as follows-
Mutual Funds $(7,331,319)
Common Stock (272,853)
-----------
$(7,604,172)
===========
4. TAX STATUS
----------
The Plan obtained its latest determination letter on February 18, 2000, which
covered all amendments through December 31, 1999, in which the Internal Revenue
Service stated that the Plan, as then designed, was in compliance with the
applicable requirements of the Internal Revenue Code.
5. PLAN TERMINATION
----------------
While the Plan Sponsor has not expressed any intent to terminate the Plan, the
Plan Sponsor may do so at any time subject to the provisions of the Employee
Retirement Income Security Act of 1974. In the event of termination, each
participant is entitled to the value of his or her separate account.
6. RELATED PARTY TRANSACTIONS
--------------------------
Certain Plan investments are shares of a money market fund managed by ABN Amro.
ABN Amro is the Trustee as defined by the Plan and, therefore, these
transactions qualify as party-in-interest.
7
TRUMP SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001 AND 2000
Certain Plan investments include shares of Trump Hotels and Casino Resorts, Inc.
common stock ("Common Stock") and, therefore, these transactions qualify as
party-in-interest. As of December 31, 2001 and 2000, the Plan holds Common
Stock, with a market value of $501,303 and $821,885, respectively. During the
year ended December 31, 2001, Common Stock was acquired at a cost of $2,851,409;
and Common Stock was sold with an original cost basis of $3,353,243.
The Plan Sponsor has sister companies that also sponsor similar Savings Plans.
During 2001, net transfers from related plans amounted to $7,725,439.
7. SUBSEQUENT EVENTS
-----------------
On of January 1, 2002, all Plan assets were transferred to the Trump Capital
Accumulation Plan, a plan sponsored by a sister Company of the Plan Sponsor.
8
TRUMP SAVINGS PLAN SCHEDULE I
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2001
EMPLOYER IDENTIFICATION #22-3446804, PLAN NUMBER 001
(b) Identity of issue, (c) Description of investment including maturity date,
borrower, lessor or rate of interest, collateral, (d) Market
(a) similar party par or maturity value Value
----- ------------------------- -------------------------------------------------------------------- ---------------
* ABN Amro Safety of Principal Trust Fund, Money Market Funds, 4,500,402 units
of participation $ 9,464,345
---------------
MFS Funds Massachusetts Investors Trust Fund, Equity Securities, 392,301
units of participation 6,504,355
Oppenheimer Oppenheimer Quest Opportunity Value Fund, Equity and Debt
Securities, 117,425 units of participation 3,741,169
Alleghany Funds Montag & Caldwell Growth Fund, Equity Securities, 395,490 units of
participation 9,539,211
Templeton Funds, Inc. Templeton Foreign Fund, Equity Securities, 322,473 units of
participation 2,982,872
Davis Funds, Inc. Davis New York Venture Fund, Equity Securities, 208,317 units of
participation 5,297,502
Franklin Funds, Inc. Franklin Small Cap Growth Fund, Equity Securities, 139,991 units of
participation 4,363,509
Alleghany Funds Montag & Caldwell Balanced Fund, Equity and Debt Securities,
248,798 units of participation 4,229,570
Pimco Funds Pimco Total Return Bond Fund, Equity and Debt Securities, 77,809
units of participation 813,886
Vanguard Funds Vanguard S&P Index 500 Fund, Equity Securities, 22,315 units of
participation 2,340,613
Oppenheimer Oppenheimer Global Growth and Income Fund, Equity and Debt
Securities, 68,370 units of participation 1,544,485
Franklin Funds, Inc. Franklin California Growth Fund, Equity Securities, 107,313 units
of participation 3,408,263
Pilgrim Pilgrim International Small Cap Growth Fund, Equity Securities,
8,742 units of participation 197,734
* ABN Amro Trump Technology Fund, Equity Securities, 84,851 units of
participation 160,870
---------------
Total investment in mutual funds 45,124,039
---------------
** Trump Hotels & Casino Trump Hotels & Casino Resorts, Inc. Common Stock, 177,490 shares
Resorts, Inc. 501,303
---------------
Participants' Loans Interest rates ranging from 6.00% to 10.50% and maturities ranging
from 2002 through 2016 7,340,952
---------------
$ 62,430,639
===============
* Denotes party-in-interest
**Denotes related party
The accompanying notes to financial statements are an integral part of this
schedule.
9
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
report included in this Form 11-K into the Trump Hotels & Casino Resorts, Inc.
previously filed Form S-8 Registration Statement No. 333-2201.
Roseland, New Jersey
May 15, 2002