SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ___________
Commission file number 0-27491
Daleen Technologies, Inc. 401(k) Profit Sharing Plan
(Full title of the plan)
Daleen Technologies, Inc.
(Name of the issuer of the securities held)
1750 Clint Moore Road
Boca Raton, Florida 33487
(Address of principal executive offices and zip code)
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
TABLE OF CONTENTS
DECEMBER 31, 2000 AND 1999
PAGE
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INDEPENDENT AUDITORS' REPORTS 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Plan Benefits 2
Statement of Changes in Net Assets
Available for Plan Benefits 3
Notes to the Financial Statements 4-9
SUPPLEMENTAL INFORMATION
Schedule of Assets Held for Investment Purposes 10
INDEPENDENT AUDITOR'S REPORT
To the Board of Trustees
Daleen Technologies, Inc.
401(k) Profit Sharing Plan
Boca Raton, Florida
We have audited the accompanying statement of net assets available for plan
benefits of the Daleen Technologies, Inc. 401(k) Profit Sharing Plan (the
"Plan") as of December 31, 2000, and the related statement of changes in net
assets available for plan benefits for the year 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 audit.
We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. 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 audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 2000, and the changes in net assets available for plan benefits
for the year then ended in conformity with accounting principles generally
accepted in the United States of America.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule 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 is the
responsibility of the Plan's management. 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.
GOLDSTEIN LEWIN & CO.
Boca Raton, Florida
October 31, 2001
INDEPENDENT AUDITORS' REPORT
The Plan Administrator
Daleen Technologies, Inc.
401(k) Profit Sharing Plan And Trust:
We have audited the accompanying statement of net assets available for benefits
of Daleen Technologies, Inc. 401(k) Profit Sharing Plan and Trust (the "Plan")
as of December 31, 1999. This financial statement is the responsibility of the
Plan's management. Our responsibility is to express an opinion on this
financial statement based on our audit.
We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards required that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statement is free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statement. 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 audit provides a
reasonable basis for our opinion.
In our opinion, the financial statement referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1999 in conformity with accounting principles generally accepted
in the United States of America.
Miami, Florida
October 29, 2001
/s/ KPMG LLP
2
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31,
----------------------------
2000 1999
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ASSETS
INVESTMENTS:
Mutual Funds $4,437,698 $2,572,128
Participant Loans 130,872 59,221
RECEIVABLES:
Employee Contributions 45,741 34,182
Employer Contributions 21,008 10,852
OTHER ASSETS -- 5,706
---------- ----------
Net Assets Available for Plan Benefits $4,635,319 $2,682,089
========== ==========
The Accompanying Notes are an Integral Part
of These Financial Statements
3
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
YEAR ENDED DECEMBER 31, 2000
ADDITIONS TO NET ASSETS:
INVESTMENT LOSS:
Net Depreciation In Fair Value of Investments $ (470,690)
Interest Income 30,866
-----------
(439,824)
-----------
CONTRIBUTIONS:
Participants 1,614,660
Employer 479,583
Rollovers 438,447
-----------
2,532,690
-----------
Total Additions 2,092,866
-----------
DEDUCTION FROM NET ASSETS:
Benefits Paid to Participants 124,344
Administrative Expenses 15,292
-----------
Total Deductions 139,636
-----------
Net Increase 1,953,230
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of Year 2,682,089
-----------
End of Year $ 4,635,319
===========
The Accompanying Notes are an Integral Part
of These Financial Statements
4
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
NOTE 1: DESCRIPTION OF PLAN
The following description of the Daleen Technologies, Inc. (the "Company")
401(k) Profit Sharing Plan (the "Plan") provides only general information.
Participants should refer to the Plan agreement for a more complete description
of the Plan's provisions.
GENERAL
The Plan is a defined contribution plan with section 401(k) provisions covering
all full-time employees of the Company except non-resident aliens. An employee
may become a participant in the Plan on the entry date on or following their
attainment of 18 years of age. There is no service requirement to become a
participant in the Plan. Entrance into the plan is allowed on the first day of
any calendar month following employment. The Plan is subject to the provisions
of the Employee Retirement Income Security Act of 1974 ("ERISA").
The 1999 information relates to a predecessor 401(k) plan which was amended,
restated and replaced effective January 1, 2000, when the current plan was
adopted. Accounts related to the predecessor plan were rolled over to the
current plan.
CONTRIBUTIONS
Each year, participants may contribute up to 15 percent of pretax annual
compensation, as defined in the Plan. Participants may also contribute amounts
representing distributions from other qualified defined benefit or defined
contribution plans.
All contributions are transferred to and maintained by the Custodian,
Massachusetts Mutual Life Insurance Company ("Mass Mutual"). Participants direct
the investment of their contributions into various investment options offered by
the Plan. The Plan currently offers mutual funds, money market funds and the
Daleen Technologies, Inc. Company Stock Fund as investment options.
The Company's contributions are discretionary. The Company contributed 35
percent of the Participant's Elective Deferrals, up to 2.8 percent of a
Participant's annual compensation for the Plan year (the "matching
contribution") for the year ended December 31, 2000.
5
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
NOTE 1: DESCRIPTION OF PLAN (CONTINUED)
PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's contribution and
allocations of (a) the Company's contribution and (b) Plan's earnings and
charged with an allocation of administrative expenses. Allocations are based on
participant earnings or account balances as defined. The benefit to which a
participant is entitled is the benefit that can be provided from the
participant's vested account.
VESTING
Participants are immediately vested in their voluntary contributions, plus
actual earnings thereon. Vesting in the Company's discretionary contributions
plus actual earnings thereon is based on years of continuous service. A
participant is 25 percent vested after one year and is 100 percent vested after
four years of credited service.
PARTICIPANT LOANS
Participants may borrow from their fund accounts, a minimum of $1,000 and up to
a maximum of $50,000 or fifty percent of their account balance, whichever is
less. All loans have a definite repayment period, not to exceed 5 years, or a
reasonable number of years greater than 5 years for the purchase of a primary
residence. Loan transactions are treated as a transfer to (from) the investment
fund from (to) the participant loans fund. The loans are collateralized by the
balance in the participant's account and bear interest at the current prime rate
plus one percent (ranging from 7% to 10.50% in 2000). Loan repayments are made
by payroll deductions and as loans are repaid, the repayments are re-invested in
the participant's investment accounts. Participants are required to pay a
one-time nonrefundable fee for each new loan.
PAYMENT OF BENEFITS
On termination of service due to death, disability or retirement, a participant
may elect to receive either a lump sum payment; a life annuity; a life annuity
with a period certain of 10, 15, or 20 years; joint and 50 percent, 66 2/3
percent or 100 percent Survivor Annuity; or any combination of the previous
elections.
FORFEITURES
Forfeitures are used to reduce the Company's contributions in subsequent years.
There was $19,160 in forfeitures unapplied as at December 31, 2000. Employer
contributions for 2000 were reduced by approximately $39,000 from forfeited
non-vested accounts.
6
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The accompanying financial statements of the Plan have been prepared on an
accrual basis of accounting. The financial statements and supplemental schedules
have been prepared assuming that the Company will continue as a going concern.
The Company has suffered recurring losses from operations and has an accumulated
deficit of $81.7 million at December 31, 2000. These matters raise substantial
doubt about the Plan's continuation. Should the Plan be terminated, the terms
discussed in Note 5 would be applicable. The financial statements and schedules
do not include any adjustments that might result from the outcome of this
uncertainty.
INVESTMENT VALUATION AND INCOME RECOGNITION
The Plan's investments are stated at fair value, shares of registered investment
companies are valued at quoted active market prices. Participant loans are
valued at cost, which approximates fair value.
The Plan reflects, in the statement of changes in net assets available for plan
benefits, the net change in the fair value of its investments which consists of
the realized gains or losses and the unrealized appreciation (depreciation) on
those investments.
Purchases and sales of securities are recorded on a trade-date basis. Dividends
are recorded on the ex-dividend date.
PAYMENT OF BENEFITS
Benefits are recorded when paid.
USE OF ESTIMATES
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent liabilities at the date of the
financial statements and reported amounts of additions to and deductions from
net assets during the reporting period. Actual results could differ from those
estimates.
7
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
NOTE 3: INVESTMENTS
The following schedule represents the fair value of investments. Investments
that represent 5 percent on more of the Plan's net assets are separately
identified:
December 31,
------------------------------
2000 1999
---------- ----------
Core Equity $ -- $ 500,422
Guaranteed Investment Account 465,592 --
Large Cap Equity -- 727,212
Mass Mutual Growth Equity Fund 848,096 --
Mass Mutual Index Equity Fund 504,755 --
Mass Mutual Mid Cap Growth Fund 857,272 --
Mass Mutual Small Cap Growth Fund 409,369 --
Medium Capitalization Equity -- 611,454
Short Term -- 251,111
Small Cap Equity -- 133,878
Other 1,352,614 348,051
---------- ----------
$4,437,698 $2,572,128
========== ==========
Participant Loans $ 130,872 $ 59,221
========== ==========
NOTE 4: ADMINISTRATIVE EXPENSE
Administrative expenses for services provided by Mass Mutual are paid by the
Plan. All other administrative expenses are paid by the Plan Sponsor.
NOTE 5: PLAN TERMINATION
Although the Company has not expressed any intent to terminate the Plan, it
reserves the right at any time to amend, modify, or terminate the Plan by action
of the Company's Board of Directors or other governing body without the consent
of any participant or beneficiary, subject to the provisions of ERISA. In the
event of Plan termination, participants would become 100 percent vested in their
accounts.
8
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
NOTE 6: TAX STATUS
The Company believes that the Plan, as amended, is designed and operated in
compliance with the applicable requirements of the Internal Revenue Code (IRC).
The Plan was established pursuant to provisions of ERISA and provides certain
tax benefits to participants and employer. The Plan was drafted under a
prototype non-standardized profit sharing plan which the Internal Revenue
Service has determined is designed in accordance with applicable sections of the
Internal Revenue Code, however the Internal Revenue Services letter does not
specifically address the Plan as adopted by the Company.
NOTE 7: PARTY-IN-INTEREST AND RELATED-PARTY TRANSACTIONS
The Plan is subject to concentrations of credit risk with respect to its
investments in Mass Mutual. Mass Mutual is the Plan's Custodian as defined by
the Plan and, therefore, these transactions qualify as party-in-interest. Fees
incurred by the plan for investment management services amounted to $15,292 for
the year ended December 31, 2000.
In 2000, shares of the Plan Sponsor (Daleen Company Stock Fund) were offered as
an investment option to participants. Participants are restricted to holding a
maximum of 20% of their account balance in this fund. The value of the fund was
$97,050 for the year ended December 31, 2000.
NOTE 8: CONCENTRATIONS OF CREDIT RISK
The Plan and the Plan assets are sensitive to economic pressures prevalent in
the investment market. The pressures primarily stem from interest rates and
their effect on bond rates, mortgage rates, the value of real estate, stock
prices, and the overall stability of the market. Certain Plan investments are
shares of mutual funds managed by the Custodian. Change in the Custodian's
management may affect operating results of the funds adversely. In addition, the
financial position of the Company, may have a significant impact on the Plan.
Specifically, these include the ability of the Company to continue to make
contributions under the matching program and/or the stability of the Company's
operations. Other external factors which may affect the Plan and the Plan assets
include legislation or regulations established by the Internal Revenue Service,
ERISA, and/or the U.S. Department of Labor.
9
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENT
NOTE 9: RECONCILIATION OF FINANCIAL STATEMENT TO FORM 5500
The following is a reconciliation of net assets available for plan benefits per
the financial statement to the Form 5500 as of December 31, 2000.
Net assets available for plan benefits per the financial statements $ 4,635,319
Employee Contribution Receivable (45,741)
Employer Contribution Receivable (21,008)
-----------
Net assets available for plan benefits per the Form 5500 $ 4,568,570
===========
The following is a reconciliation of contributions received or receivable per
the financial statements to Form 5500 for the year ended December 31, 2000.
Contributions Received per the financial statements $ 2,532,690
Employee Contribution Receivable (45,741)
Employer Contribution Receivable (21,008)
-----------
Contributions Received per the Form 5500 $ 2,465,941
===========
10
DALEEN TECHNOLOGIES, INC.
401(k) PROFIT SHARING PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 2000
TAXPAYER IDENTIFICATION NUMBER - 36-3697952
PLAN NUMBER - 001
(e) CURRENT
CONTRACTUAL
VALUE AS OF
DECEMBER 31,
(a) (b) ISSUER (c) INVESTMENT DESCRIPTION (d) COST 2000
--- ------------- ------------------------------- --------- -------------
* Mass Mutual Aggressive Journey # $ 113,714
Oppenheimer Capital Appreciation Fund # 102,220
* Daleen Common Stock Fund # 97,050
* Mass Mutual Conservative Journey # 31,727
* Mass Mutual Emerging Growth Fund # 208,745
* Mass Mutual Equity Growth Fund # 124,597
* Mass Mutual Equity Income II Fund # 74,541
Oppenheimer Global Fund # 216,228
Oppenheimer Growth Fund # 134,907
* Mass Mutual Guaranteed Investment Account # 465,592
* Mass Mutual MM Growth Equity # 848,096
* Mass Mutual MM Index Equity # 504,755
* Mass Mutual MM Mid Cap Growth Fund # 857,272
* Mass Mutual MM Small Cap Growth # 409,369
* Mass Mutual Moderate Journey # 164,984
Oppenheimer Strategic Income Fund # 83,901
----------
4,437,698
==========
Participants Loans Interest at 7.00% to 10.50% $ 130,872
==========
(#) Cost information omitted with respect to participant-directed
transactions
(*) Denotes Party-in-Interest
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee plan) have duly
caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.
Daleen Technologies, Inc. 401(k) Profit Sharing Plan
By: /s/ Christina Enea
----------------------------------------------
Christina Enea, Plan Administrator
Date: November 8, 2001
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EXHIBIT INDEX
Exhibit No. Description
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23.1 Consent of KPMG, LLP
23.2 Consent of Goldstein Lewin & Co.
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