e11vk
UNITED STATES
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
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] |
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FOR
THE FISCAL YEAR ENDED DECEMBER 31, 2010 |
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] |
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FOR THE TRANSITION PERIOD FROM ___________ TO _____________ |
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COMMISSION FILE NUMBER 1-12001 |
ALLEGHENY LUDLUM CORPORATION PERSONAL
RETIREMENT AND 401(K) SAVINGS ACCOUNT PLAN
(Title of Plan)
ALLEGHENY TECHNOLOGIES INCORPORATED
(Name of Issuer of securities held pursuant to the Plan)
1000 Six PPG Place, Pittsburgh, Pennsylvania 15222-5479
(Address of Plan and principal executive offices of Issuer)
Audited Financial Statements and Supplemental Schedule
Allegheny Ludlum Corporation Personal Retirement and 401(k) Savings Account Plan
Years Ended December 31, 2010 and 2009
With Report of Independent Registered Public Accounting Firm
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Audited Financial Statements
and Supplemental Schedule
Years Ended December 31, 2010 and 2009
Contents
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1 |
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Audited Financial Statements |
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2 |
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3 |
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4 |
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Supplemental Schedule |
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13 |
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EX-23.1 |
Report of Independent Registered Public Accounting Firm
Allegheny Technologies Incorporated
We have audited the accompanying statements of net assets available for benefits of the Allegheny
Ludlum Corporation Personal Retirement and 401(k) Savings Account Plan as of December 31, 2010 and
2009, 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. We
were not engaged to perform an audit of the Plans 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 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, 2010 and 2009, 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 schedule of assets (held at end of year) as of December
31, 2010, is presented for purposes of additional analysis and is not a required part of the
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 supplemental schedule is the responsibility of the Plans management. The supplemental
schedule has been subjected to the auditing procedures applied in our audits of the financial
statements and, in our opinion, is fairly stated in all material respects in relation to the
financial statements taken as a whole.
/s/ Ernst & Young LLP
Pittsburgh, Pennsylvania
June 28, 2011
1
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Statements of Net Assets Available for Benefits
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December 31 |
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2010 |
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2009 |
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Investments at fair value: |
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Interest in registered investment companies |
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$ |
71,809,353 |
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$ |
29,056,745 |
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Interest in synthetic investment contracts |
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58,384,997 |
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61,833,238 |
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Corporate common stock |
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27,022,843 |
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23,309,664 |
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Interest-bearing cash and cash equivalents |
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10,935,311 |
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6,679,640 |
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Interest in common collective trusts |
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1,567,292 |
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33,076,306 |
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Total investments at fair value |
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169,719,796 |
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153,955,593 |
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Notes receivable from participants |
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6,300,016 |
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6,191,146 |
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Employer contribution receivable |
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336 |
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15,201 |
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Employee contributions receivable |
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7,501 |
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10,530 |
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6,307,853 |
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6,216,877 |
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Net assets available reflecting investments at fair value |
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176,027,649 |
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160,172,470 |
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Adjustment from fair value to contract value for fully
benefit-responsive investment contracts |
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(1,775,262 |
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(645,169 |
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Net assets available for benefits |
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$ |
174,252,387 |
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$ |
159,527,301 |
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See accompanying notes.
2
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Statements of Changes in Net Assets Available for Benefits
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Years Ended December 31 |
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2010 |
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2009 |
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Contributions: |
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Employer |
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$ |
1,997,830 |
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$ |
1,890,645 |
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Employee |
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5,962,055 |
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5,778,668 |
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Rollovers |
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223,093 |
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16,548 |
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Total contributions |
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8,182,978 |
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7,685,861 |
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Interest income on notes receivable from participants |
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382,622 |
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367,327 |
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Investment income: |
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Net gain from interest in registered investment
companies |
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8,513,847 |
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7,307,187 |
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Net gain on corporate common stocks |
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6,080,780 |
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11,212,277 |
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Net gain from interest in common collective trusts |
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884,267 |
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5,442,534 |
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Interest income |
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657,352 |
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849,566 |
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Other income |
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1,624,053 |
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1,976,115 |
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Total investment income |
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17,760,299 |
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26,787,679 |
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26,325,899 |
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34,840,867 |
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Distributions to participants |
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(11,322,420 |
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(7,865,396 |
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Fees |
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(278,393 |
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(398,548 |
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(11,600,813 |
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(8,263,944 |
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Net increase in net assets available for benefits |
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14,725,086 |
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26,576,923 |
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Net assets available for benefits at beginning of year |
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159,527,301 |
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132,950,378 |
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Net assets available for benefits at end of year |
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$ |
174,252,387 |
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$ |
159,527,301 |
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See accompanying notes.
3
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements
December 31, 2010
1. Significant Accounting Policies
Use of Estimates and Basis of Accounting
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 and accompanying notes. Actual results could differ from those estimates.
The financial statements are prepared under the accrual basis of accounting.
Investment Valuation
Investments are reported at fair value. Fully benefit-responsive investment contracts held by a
defined contribution plan are reported at fair value in the Plans statement of net assets
available for benefits with a corresponding adjustment to reflect these investments at contract
value. Contract value is the relevant measurement 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 contract value represents
contributions plus earnings, less participant withdrawals and administrative expenses.
Recent Accounting Pronouncements
In September 2010, the Financial Accounting Standards Board (FASB) issued changes to reporting and
disclosure requirements for loans to participants. Participant loans are required to be measured
at their unpaid principal balance plus any accrued but unpaid interest, and classified as notes
receivable from participants. Previously, loans were measured at fair value and classified as
investments. The changes are effective for the fiscal year ended December 31, 2010, and are
required to be applied retrospectively. There were no changes to the value of participant loans
from the amount previously reported as of December 31, 2009. Participant loans have been
reclassified to notes receivable from participants as of December 31, 2009.
In January 2010, the FASB issued changes to disclosure requirements for fair value
measurements, including the amount of transfers between Levels 1 and 2 of the fair value hierarchy,
the reasons for transfers in or out of Level 3 of the fair value hierarchy, and activity for
recurring Level 3 measures. In addition, the changes clarify certain disclosure requirements
related to the level at which fair value disclosures should be disaggregated with separate
disclosures of purchases, sales, issuances and settlements, and the requirement to provide
disclosures about valuation techniques and inputs used in determining the fair value of assets or
liabilities classified as Level 2 or 3. The Plan adopted the disclosure changes effective
January 1, 2010, except for the disaggregated Level 3 rollforward disclosures, which will be
effective for fiscal year 2011. The adoption of these changes did not have a material impact on
the Plans net assets available for benefits or its changes in net assets available for benefits.
4
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements (continued)
2. Description of the Plan
The Allegheny Ludlum Corporation Personal Retirement and 401(k) Savings Account Plan (the Plan) is
a defined contribution plan and is subject to the provisions of the Employee Retirement Income
Security Act of 1974 (ERISA).
The purpose of the Plan is to provide retirement benefits to eligible employees of Allegheny Ludlum
Corporation (ALC) and effective July 2007, eligible employees of the Albany, Oregon location of
Oregon Metallurgical Corporation (Oremet) through company contributions, and to encourage employee
thrift by permitting eligible employees to defer a part of their compensation and contribute such
deferral to the Plan. ALC and Oremet are wholly owned subsidiaries of Allegheny Technologies
Incorporated (ATI, the Plan Sponsor). ALC contributes to the Plan $0.50 per hour worked per
eligible union employee. With respect to eligible Oremet employees, effective September 2007 and
each September thereafter, Oremet will contribute the sum of $100 multiplied by an employees years
of service; and Oremet will contribute $15,000 to the account of each eligible employee who retires
during the scheduled term of the collective bargaining agreement beginning July 1, 2007 (subject to
a maximum of 46 employees over the term of the contract and a maximum of 14 employees per contract
year). Unless otherwise specified by the participant, contributions are made to the QDIA (Qualified
Default Investment Alternative), The Vanguard Target Retirement Fund that most closely matches the
participants 65th birthday date (e.g. Vanguard Target Retirement Income 2020 Fund).
Such contributions are made only from current income or accumulated earnings of the Plan Sponsor.
The Plan allows participants to direct their contributions, and contributions made on their behalf
to any of the investment alternatives. The Plan allows employees to contribute a portion of
eligible wages each pay period through payroll deductions subject to Internal Revenue Code
limitations. Additionally, ALC employees annual pretax profit sharing award and pretax Longevity
Incentive Payment Plan award may be contributed at the employees discretion as their deferral.
Separate accounts are maintained by the Plan Sponsor for each participating employee. Trustee
fees and asset management fees charged by the Plans trustee, Mercer Trust Company, for the
administration of all funds are charged against net assets available for benefits of the respective
fund. Certain other expenses of administering the Plan are paid by the Plan Sponsor. Participants
may make in-service and hardship withdrawals as outlined in the plan document. Participants are
fully vested in their entire participant account.
Active employees can borrow up to 50% of their vested account balances minus any outstanding loans.
The loan amounts are further limited to a minimum of $500 and a maximum of $50,000, and an employee
can obtain no more than three loans at one time. Interest rates are determined based on
commercially accepted criteria, and payment schedules vary based on the type of the loan.
General-purpose loans are repaid over 6 to 60 months, and primary residence loans are repaid over
periods up to 180 months. Payments are made by payroll deductions.
5
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements (continued)
2. Description of the Plan (continued)
Further information about the Plan, including eligibility, vesting, contributions, and withdrawals,
is contained in the plan document, summary plan description, and related contracts. Copies of these
documents are available from the Plan Sponsor.
3. Investments
The BNY Mellon Stable Value Fund (the Fund) invests in guaranteed investment contracts (GICs) and
actively managed structured or synthetic investment contracts (SICs). The GICs are promises by a
bank or insurance company to repay principal plus a fixed rate of return through contract maturity.
SICs differ from GICs in that there are specific assets supporting the SICs and these assets are
owned by the Plan. The bank or insurance company issues a wrapper contract that allows
participant-directed transactions to be made at contract value. The assets supporting the SICs are
comprised of government agency bonds, corporate bonds, asset-backed securities (ABOs), a common collective trust (CCT) and
collateralized mortgage obligations (CMOs).
Interest crediting rates on the GICs in the Fund are determined at the time of purchase. The Fund
had no GIC investments for the periods presented. Interest crediting rates on the SICs are either:
(1) set at the time of purchase for a fixed term and crediting rate, (2) set at the time of
purchase for a fixed term and variable crediting rate, or (3) set at the time of purchase and reset
monthly within a constant duration. A constant duration contract may specify a duration of 2.5
years, and the crediting rate is adjusted monthly based upon quarterly rebalancing of eligible 2.5
year duration investment instruments at the time of each resetting; in effect the contract never
matures.
Average yields for all fully benefit-responsive investment contracts for the years ended
December 31, 2010 and 2009 were as follows:
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Years Ended December 31 |
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2010 |
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2009 |
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Based on actual earnings |
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3.01 |
% |
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3.67 |
% |
Based on interest rate credited to participants |
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2.90 |
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3.55 |
% |
Although it is managements intention to hold the investment contracts in the Fund until
maturity, certain investment contracts provide for adjustments to contract value for withdrawals
made prior to maturity.
6
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements (continued)
3. Investments (continued)
Certain investments are subject to restrictions or limitations if the Plan Sponsor decided to
entirely exit an investment. Investments in registered investment companies and the investment may
require at least 30 days prior notice to completely withdraw from the investments. The targeted
date fund investments held in common collective trusts currently do not require the prior approval
of the investment manager if the Plan Sponsor decides to entirely exit these investments, but prior
trade date notification is necessary to effect timely securities settlement or
delivery of an investments liquidation and transfer to another investment.
The following presents investments that represent 5% or more of the Plans net assets:
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December 31 |
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2010 |
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2009 |
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Allegheny Technologies Incorporated common stock |
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$ |
27,022,843 |
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$ |
23,309,664 |
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Prudential Core Conservative Intermediate Bond Fund**,*** |
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19,019,640 |
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Vanguard Target Retirement 2020 Fund** |
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11,141,508 |
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EB Temporary Investment Fund of Bank of New York Mellon** |
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10,935,311 |
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6,679,640 |
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BlackRock Asset-Backed Securities Index Fund***, * |
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6,567,369 |
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13,625,284 |
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BlackRock Mortgage-Backed Securities Index Fund***, * |
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6,065,992 |
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8,985,969 |
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State Street Global Advisors Target Retirement Income 2020 SL Series Fund * |
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8,611,875 |
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* |
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Current year presented for comparative purposes only |
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** |
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Prior year presented for comparative purposes only |
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*** |
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Held within SICs |
Investments in SICs at contract value that represent 5% of more of the Plans net assets were
as follows:
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December 31 |
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2010 |
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2009 |
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Monumental Life Ins. Co. Constant Duration SIC
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$ |
18,916,868 |
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$ |
17,926,948 |
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Prudential Constant Maturity SIC**
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18,446,727 |
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State Street Bank Constant Duration SIC
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10,186,253 |
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9,653,299 |
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Rabobank Constant Duration SIC*
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17,500,176 |
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* |
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Current year presented for comparative purposes only |
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** |
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Prior year presented for comparative purposes only |
7
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements
In accordance with accounting standards, fair value is defined as the price that would be received
to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date, and establishes a framework for measuring fair value.
The accounting standards establish a three-level hierarchy for fair value measurements based upon
the transparency of inputs to the valuation of an asset or liability as of the measurement date.
Determination of Fair Value
Fair value is based upon quoted market prices, where available. If listed prices or quotes are not
available, fair value is based upon models that primarily use, as inputs, market-based or
independently sourced market parameters, including yield curves, interest rates, volatilities,
equity or debt prices, foreign exchange rates and credit curves. In addition to market information,
models may also incorporate transaction details, such as maturity. Valuation adjustments, such as
liquidity valuation adjustments, may be necessary when the Plan is unable to observe a recent
market price for a financial instrument that trades in inactive (or less active) markets. Liquidity
adjustments are not taken for positions classified within Level 1 (as defined below) of the fair
value hierarchy.
The methods described above may produce a fair value calculation that may not be indicative of net
realizable value or reflective of future fair values. Furthermore, while the Plan believes its
valuation methods are appropriate and consistent with other market participants, the use of
different methodologies or assumptions to determine the fair value of certain financial instruments
could result in a different estimate of fair value at the reporting date.
Valuation Hierarchy
The three levels of inputs to measure fair value are as follows:
Level 1 Quoted prices in active markets for identical assets and liabilities.
Level 2 Observable inputs other than quoted prices included in Level 1, such as quoted prices
for similar assets and liabilities in active markets; quoted prices for identical assets and
liabilities in markets that are not active; or other inputs that are observable or can be
corroborated by observable market data.
8
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
Level 3 Unobservable inputs that are supported by little or no market activity and that are
significant to the fair value of the assets and liabilities. This includes certain pricing models,
discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
A financial instruments categorization within the valuation hierarchy is based upon the lowest
level of input that is significant to the fair value measurement.
Valuation Methodologies
The valuation methodologies used for assets and liabilities measured at fair value, including their
general classification based on the fair value hierarchy, includes the following:
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Cash and cash equivalents Where the net asset value (NAV) is a quoted price in a market
that is active, it is classified within Level 1 of the valuation hierarchy. In certain cases,
NAV is a quoted price in a market that is not active, or is based on quoted prices for similar
assets and liabilities in active markets, and these investments are classified within Level 2
of the valuation hierarchy. |
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Corporate common stocks These investments are valued at the closing price reported on
the major market on which the individual securities are traded. Substantially all other common
stock is classified within Level 1 of the valuation hierarchy. |
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Common collective trust 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 a quoted price in a market that is not active and classified
within Level 2 of the valuation hierarchy. |
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Registered investment companies 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. Where the NAV is a quoted price in a market that is active, it is
classified within Level 1 of the valuation hierarchy. In certain cases, NAV is a quoted price
in a market that is not active, or is based on quoted prices for similar assets and
liabilities in active markets, and these investments are classified within Level 2 of the
valuation hierarchy. |
9
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
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Corporate debt instruments, U.S. government and federal agency obligations, U.S.
government-sponsored entity obligations, and other Where quoted prices are available in an
active market, the investments are classified within Level 1 of the valuation hierarchy. If
quoted market prices are not available for the specific security, then fair values are
estimated by using pricing models, quoted prices of securities with similar characteristics,
or discounted cash flows. When quoted market prices for the specific security are not
available in an active market, they are classified within Level 2 of the valuation hierarchy. |
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Synthetic investment contracts Fair value is based on the underlying investments. The
underlying investments include government agency bonds, corporate bonds, ABOs and CMOs.
Because inputs to the valuation methodology include quoted prices for similar assets
and liabilities in active markets, synthetic investment contracts are classified within Level 2
of the valuation hierarchy. |
The following tables present the financial instruments carried at fair value by caption on the
statements of net assets available for benefits and by category of the valuation hierarchy (as
described above). The Plan had no assets classified within Level 3 of the valuation hierarchy.
There were no reclassifications of assets between levels of the valuation hierarchy for the periods
presented.
Assets measured at fair value on a recurring basis:
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December 31, 2010 |
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Level 1 |
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Level 2 |
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Total |
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|
Interest in registered investment companies (a) |
|
$ |
71,809,353 |
|
|
$ |
|
|
|
$ |
71,809,353 |
|
Interest in synthetic investment contracts (b) |
|
|
|
|
|
|
58,384,997 |
|
|
|
58,384,997 |
|
Corporate common stock (c) |
|
|
27,022,843 |
|
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|
|
|
|
|
27,022,843 |
|
Interest-bearing cash and cash equivalents |
|
|
10,935,311 |
|
|
|
|
|
|
|
10,935,311 |
|
Interest in common collective trusts (d) |
|
|
|
|
|
|
1,567,292 |
|
|
|
1,567,292 |
|
|
|
|
Total assets at fair value |
|
$ |
109,767,507 |
|
|
$ |
59,952,289 |
|
|
$ |
169,719,796 |
|
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|
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a) |
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This class includes approximately 30% U.S. equity funds, 8% non-U.S. equity funds, 10%
balanced funds, 46% target date funds, and 6% fixed income funds. |
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b) |
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This class includes approximately 23% government and government agency bonds, 22% corporate
bonds, 26% residential mortgage-backed securities, 11% commercial mortgage-backed securities,
4% short-term investments, and 14% asset-backed securities. |
|
c) |
|
Comprised of ATI common stock. |
|
d) |
|
This class includes approximately 100% fixed income funds. |
10
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2009 |
|
Level 1 |
|
Level 2 |
|
Total |
|
|
|
Interest in registered investment companies (a) |
|
$ |
29,056,745 |
|
|
$ |
|
|
|
$ |
29,056,745 |
|
Interest in synthetic investment contracts (b) |
|
|
|
|
|
|
61,833,238 |
|
|
|
61,833,238 |
|
Corporate common stock (c) |
|
|
23,309,664 |
|
|
|
|
|
|
|
23,309,664 |
|
Interest-bearing cash and cash equivalents |
|
|
6,679,640 |
|
|
|
|
|
|
|
6,679,640 |
|
Interest in common collective trusts (d) |
|
|
|
|
|
|
33,076,306 |
|
|
|
33,076,306 |
|
|
|
|
Total assets at fair value |
|
$ |
59,046,049 |
|
|
$ |
94,909,544 |
|
|
$ |
153,955,593 |
|
|
|
|
|
|
|
a) |
|
This class includes approximately 48% U.S. equity funds, 18% non-U.S. equity funds, 23%
balanced funds, and 11% fixed income funds. |
|
b) |
|
This class includes approximately 13% government agency bonds, 19% corporate bonds, 28%
residential mortgage-backed securities, 14% commercial mortgage-backed securities, and 26%
asset-backed securities. |
|
c) |
|
Comprised of ATI common stock. |
|
d) |
|
This class includes approximately 77% target date funds, 17% U.S. equity funds, 1% non-U.S.
equity funds, and 5% fixed income funds. |
5. Income Tax Status
The Plan has received a determination letter from the Internal Revenue Service (IRS) dated July 25,
2003, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the
Code) and, therefore, the related trust is exempt from taxation. Subsequent to this issuance of the
determination letter, 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 is
being operated in compliance with the applicable requirements of the Code and, therefore, believes
that the Plan, as amended, is qualified and the related trust is tax-exempt. The Plan was most
recently amended effective December 21, 2010.
The plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as
of December 31, 2010, there are no uncertain positions taken or expected to be taken. The earliest
tax year open to U.S. Federal examination is 2007.
6. Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to terminate the Plan subject to the provisions of
ERISA. However, no such action may deprive any participant or beneficiary under the Plan of any
vested right.
11
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
Notes to Financial Statements (continued)
7. Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various
risk such as interest rate, market, and credit risks. Due to the level of risk associated with
certain investment securities, it is at least reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could materially affect
participants account balances and the amounts reported in the statements of net assets available
for benefits.
If the Plan were deemed to be in violation of ERISA or lose its tax exempt status, among other
events, the issuers of the fully responsive investment contracts would have the ability to
terminate the contracts and settle at an amount different from contract value.
12
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
EIN: 25-1792394 Plan: 005
Schedule H, Line 4i-Schedule of Assets (Held at End of Year)
December 31, 2010
|
|
|
|
|
Description |
|
Current Value |
|
|
Interest-bearing cash and cash equivalents |
|
|
|
|
EB Temporary Investment Fund of Bank of New York Mellon |
|
$ |
10,935,311 |
|
Adjustment from fair to book value |
|
|
(31,546 |
) |
|
|
|
|
|
|
$ |
10,903,765 |
|
|
|
|
|
|
Registered Investment Companies |
|
|
|
|
Alliance Bernstein Small Mid Cap Value Fund |
|
$ |
8,372,596 |
|
American Funds Europacific Growth Fund |
|
|
4,975,886 |
|
American Funds Growth Fund of America |
|
|
7,201,702 |
|
MFS Value Fund |
|
|
1,810,186 |
|
MSIF Small Company Growth Fund |
|
|
5,184,770 |
|
Vanguard Target Retirement Income Fund |
|
|
683,789 |
|
Vanguard Target Retirement 2010 Fund |
|
|
1,145,705 |
|
Vanguard Target Retirement 2015 Fund |
|
|
6,896,963 |
|
Vanguard Target Retirement 2020 Fund |
|
|
11,141,508 |
|
Vanguard Target Retirement 2025 Fund |
|
|
5,903,858 |
|
Vanguard Target Retirement 2030 Fund |
|
|
3,791,890 |
|
Vanguard Target Retirement 2035 Fund |
|
|
1,814,047 |
|
Vanguard Target Retirement 2040 Fund |
|
|
743,475 |
|
Vanguard Target Retirement 2045 Fund |
|
|
881,781 |
|
Vanguard Target Retirement 2050 Fund |
|
|
61,750 |
|
Vanguard FTSE All-World ex-US Index Fund |
|
|
436,139 |
|
Vanguard Institutional Index Fund |
|
|
6,030,817 |
|
Vanguard Total Bond Index Fund |
|
|
3,491,551 |
|
Vanguard Inflation Protected Securities Fund |
|
|
900,012 |
|
Federated Money Market Fund |
|
|
5,533 |
|
|
|
|
|
|
|
|
71,473,958 |
|
|
|
|
|
|
Self-directed accounts |
|
|
|
|
AIM Energy Fund |
|
|
11,683 |
|
Fidelity Emerging Europe Mid |
|
|
15,453 |
|
Fidelity Select Cyclical I |
|
|
10,421 |
|
Fidelity Select Industrial Ma |
|
|
12,271 |
|
Fidelity Select Natural Resources |
|
|
15,821 |
|
Permanent Portfolio Fund |
|
|
29,835 |
|
T Rowe Price Emerging Markets Stock |
|
|
22,873 |
|
US Global Resources Fund |
|
|
25,505 |
|
Fidelity Focus Stock Fund |
|
|
21,811 |
|
Aberdeen Asia Bond Institutional |
|
|
14,720 |
|
Matthews Asia Pacific Eq |
|
|
13,909 |
|
Matthews India Fund |
|
|
13,844 |
|
T. Rowe Price Health Sciences |
|
|
16,734 |
|
13
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
EIN: 25-1792394 Plan: 005
Schedule H, Line 4i-Schedule of Assets (Held at End of Year)
December 31, 2010
|
|
|
|
|
Description |
|
Current Value |
|
|
T. Rowe Price New Asia |
|
|
42,448 |
|
Vanguard Wellington Fund |
|
|
24,737 |
|
All other self-directed investments under $10,000 |
|
|
43,355 |
|
Cash Balance Liability |
|
|
(25 |
) |
|
|
|
|
Total self-directed accounts |
|
|
335,395 |
|
|
|
|
|
Total registered investment companies |
|
$ |
71,809,353 |
|
|
|
|
|
|
|
|
|
|
Corporate Common Stock |
|
|
|
|
Allegheny Technologies Incorporated* |
|
$ |
27,022,843 |
|
|
|
|
|
|
|
|
|
|
Common Collective Trusts |
|
|
|
|
BNY Mellon Stable Value Fund |
|
$ |
1,567,292 |
|
Adjustment from fair to book value |
|
|
(27,848 |
) |
|
|
|
|
|
|
$ |
1,539,444 |
|
|
|
|
|
|
|
|
|
|
Fixed Maturity Synthetic Contracts |
|
|
|
|
CMBS, BACM 2002-2 A3 |
|
$ |
613,850 |
|
CMBS, BACM 2005-3 A3A |
|
|
770,391 |
|
Freddie Mac, FHR 2760 EB |
|
|
139,523 |
|
Freddie Mac, FHR 2786 PC |
|
|
48,897 |
|
Freddie Mac, FHR 2865 PQ |
|
|
335,245 |
|
Freddie Mac, FHR 2866 XD |
|
|
292,839 |
|
Freddie Mac, FHR 2870 BD |
|
|
235,339 |
|
Freddie Mac, FHR 2888 OW |
|
|
186,032 |
|
GNMA Project Loans, GNR 06-51 A |
|
|
584,971 |
|
Auto Valet 2008-2 A3A |
|
|
564,274 |
|
Bank of America, N.A. Wrap contract |
|
|
(128,144 |
) |
|
|
|
|
Bank of America, N.A. Fixed Maturity Synthetic Contract 03-040 |
|
|
3,643,217 |
|
|
CMBS, CDCMT 2002-FX1D1 |
|
|
619,389 |
|
Rate Redu Bonds, CNP 05-A A2 |
|
|
525,212 |
|
Freddie Mac, FHR 2631 LB |
|
|
69,135 |
|
Freddie Mac, FHR 2778 KR |
|
|
75,115 |
|
Freddie Mac, FHR 2981 NB |
|
|
17,785 |
|
Freddie Mac, FHR 2891 NB |
|
|
615,238 |
|
CMBS, MLMT 05-CIP1 A2 |
|
|
891,791 |
|
CMBS, MLMT 05-CKI1 A2 |
|
|
280,756 |
|
CMBS, CD05-CD1 A2 FX |
|
|
285,635 |
|
State Street Bank Wrap contract |
|
|
(86,393 |
) |
|
|
|
|
14
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
EIN: 25-1792394 Plan: 005
Schedule H, Line 4i-Schedule of Assets (Held at End of Year)
December 31, 2010
|
|
|
|
|
Description |
|
Current Value |
|
|
State Street Bank Fixed Maturity Synthetic Contract 105028 |
|
|
3,293,663 |
|
|
|
|
|
|
CMBS, BSCMS 05-T18 A2 |
|
|
277,643 |
|
Freddie Mac, FHR 2763 PC |
|
|
91,511 |
|
Freddie Mac, FHR 2921 NV |
|
|
236,198 |
|
Freddie Mac, FHR 2934 OC |
|
|
343,029 |
|
CMBS, JPMCC 05-LDP2 A2 |
|
|
66,325 |
|
Natixis Financial Products Wrap contract |
|
|
(18,330 |
) |
|
|
|
|
Natixis Financial Products Fixed Maturity
Synthetic Contract #1245-01 |
|
|
996,376 |
|
|
|
|
|
Total Fixed Maturity Synthetic Contracts |
|
$ |
7,933,256 |
|
|
|
|
|
|
|
|
|
|
Variable Rate Synthetic Contracts |
|
|
|
|
Natixis Financial Products |
|
$ |
1,200,418 |
|
Natixis Wrap contract |
|
|
(14,393 |
) |
|
|
|
|
Total Variable Rate Synthetic Contracts |
|
$ |
1,186,025 |
|
|
|
|
|
|
|
|
|
|
Constant Duration Synthetic Contracts |
|
|
|
|
BlackRock, 1-3 Year Government Bond Index Fund |
|
$ |
1,671,522 |
|
BlackRock, 1-3 Year Credit Bond Index Fund |
|
|
2,957,000 |
|
BlackRock, Asset-Backed Sec Index Fund |
|
|
4,268,790 |
|
BlackRock, Comm Mortgage-Backed Sec Fund |
|
|
796,326 |
|
BlackRock, Int Term Credit Bond Index Fund |
|
|
3,493,221 |
|
BlackRock, Int Term Government Bond Index Fund |
|
|
1,551,787 |
|
BlackRock Global Investors, Long Term Government
Bond Index Fund |
|
|
817,689 |
|
BlackRock, Mortgage-Backed Sec Index Fund |
|
|
3,942,895 |
|
Monumental Life Ins. Co. Wrap contract |
|
|
(582,362 |
) |
|
|
|
|
Monumental Life Ins. Co. Constant Duration Synthetic
Contract MDA00895TR |
|
|
18,916,868 |
|
|
|
|
|
|
Prudential Core Conservative Intermediate Bond Fund |
|
|
19,019,640 |
|
Prudential Wrap Contract |
|
|
(572,913 |
) |
|
|
|
|
Prudential Constant Duration Synthetic Contract GA 62215 |
|
|
18,446,727 |
|
|
|
|
|
|
BlackRock, 1-3 Year Government Bond Index Fund |
|
|
900,052 |
|
BlackRock, 1-3 Year Credit Bond Index Fund |
|
|
1,592,231 |
|
BlackRock, Asset-Backed Sec Index Fund |
|
|
2,298,579 |
|
BlackRock, Comm Mortgage-Backed Sec Fund |
|
|
428,791 |
|
BlackRock, Int Term Credit Bond Index Fund |
|
|
1,880,965 |
|
BlackRock, Int Term Government Bond Index Fund |
|
|
835,577 |
|
BlackRock, Long Term Government Bond Index Fund |
|
|
440,294 |
|
BlackRock, Mortgage-Backed Sec Index Fund |
|
|
2,123,097 |
|
15
Allegheny Ludlum Corporation
Personal Retirement and 401(k) Savings Account Plan
EIN: 25-1792394 Plan: 005
Schedule H, Line 4i-Schedule of Assets (Held at End of Year)
December 31, 2010
|
|
|
|
|
Description |
|
Current Value |
|
|
State Street Bank Wrap contract |
|
|
(313,333 |
) |
|
|
|
|
State Street Bank Constant Duration Synthetic Contract 107073 |
|
|
10,186,253 |
|
|
|
|
|
Total Constant Duration Synthetic Contracts |
|
$ |
47,549,848 |
|
|
|
|
|
|
Participant loans* (4.25% to 9.25%, with
maturities through 2024) |
|
$ |
6,300,016 |
|
|
|
|
|
16
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the administrators of the Plan
have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
|
|
|
|
|
|
|
|
ALLEGHENY TECHNOLOGIES INCORPORATED |
|
|
|
|
|
|
|
|
|
ALLEGHENY LUDLUM
CORPORATION PERSONAL RETIREMENT AND 401(K) SAVINGS ACCOUNT PLAN |
|
|
|
|
|
|
|
|
|
Date:
June 28, 2011
|
|
By:
|
|
/s/
Karl D. Schwartz |
|
|
|
|
|
|
|
|
|
|
|
|
|
Karl D. Schwartz |
|
|
|
|
|
|
Controller and Principal Accounting
Officer |
|
|
|
|
|
|
(Principal Accounting Officer and Duly
Authorized Officer) |
|
|
17