e11vk
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2010
or
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number: 333-137143
Full title of the plan and the address of the plan, if different from that of the issuer named below:
Hanesbrands Inc. Salaried Retirement Savings Plan of
Puerto Rico
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Hanesbrands Inc.
1000 East Hanes Mill Road
Winston-Salem, North Carolina 27105
TABLE OF CONTENTS
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Page |
Report of Independent Registered Public Accounting Firm |
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2 |
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Financial Statements |
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Statements of Net Assets Available for Benefits |
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3 |
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Statements of Changes in Net Assets Available for Benefits |
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4 |
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Notes to Financial Statements |
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5 |
Note: Schedules required by Section 2520.103-10 of the Department of Labors Rules and Regulations
For Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 (ERISA)
have been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Hanesbrands Inc. Employee Benefits Administrative Committee of the
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico:
We have audited the accompanying statements of net assets available for benefits of the Hanesbrands
Inc. Salaried Retirement Savings Plan of Puerto Rico (the 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. The
Plan is not required to have, nor were we engaged to perform an audit of its internal control over
financial reporting. Our audit 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, as well as
evaluating the overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
As discussed in Note A, the Plan adopted new accounting guidance as of January 1, 2009 relating to
the accounting for loans to participants.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Hanesbrands Inc. Salaried Retirement Savings
Plan of Puerto Rico as of December 31, 2010 and 2009, and the changes in net assets available for
benefits for the years then ended, in conformity with accounting principles generally accepted in
the United States of America.
/s/ Grant Thornton LLP
Charlotte, North Carolina
June 9, 2011
2
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Statements of Net Assets Available for Benefits
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December 31, |
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December 31, |
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2010 |
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2009 |
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Assets |
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Investment |
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Plan interest in Hanesbrands Inc. Master
Investment Trust for Defined
Contribution Plans at fair value |
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$ |
3,043,563 |
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$ |
2,818,228 |
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Receivables |
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Participant contribution receivable |
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5,766 |
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Company-match contribution receivable |
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8,341 |
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10,739 |
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Discretionary Company contribution receivable |
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39,730 |
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48,938 |
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53,837 |
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59,677 |
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Total assets |
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3,097,400 |
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2,877,905 |
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Liabilities |
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Accrued expenses |
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(311 |
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(320 |
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Net Assets Available for Benefits at Fair Value |
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3,097,089 |
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2,877,585 |
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Adjustment from fair value to contract value for
interest in fully benefit-responsive investment
contracts |
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(58,439 |
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(35,481 |
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Net Assets Available for Benefits |
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$ |
3,038,650 |
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$ |
2,842,104 |
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The accompanying notes are an integral part of these financial statements.
3
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Statements of Changes in Net Assets Available for Benefits
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Year Ended |
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Year Ended |
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December 31, |
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December 31, |
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2010 |
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2009 |
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Investment income |
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Plan interest in Hanesbrands
Inc. Master Investment Trust for
Defined Contribution Plans net
investment income |
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$ |
212,961 |
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$ |
308,960 |
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Contributions |
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Company |
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64,824 |
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95,307 |
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Participants |
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72,678 |
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89,832 |
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Total contributions |
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137,502 |
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185,139 |
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Benefits paid to participants |
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(152,082 |
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(811,327 |
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Administrative expenses |
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(1,835 |
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(1,158 |
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Net increase (decrease) |
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196,546 |
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(318,386 |
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Net assets available for benefits |
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Beginning of year |
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2,842,104 |
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3,160,490 |
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End of year |
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$ |
3,038,650 |
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$ |
2,842,104 |
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The accompanying notes are an integral part of these financial statements.
4
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Notes to Financial Statements
December 31, 2010 and 2009
NOTE A DESCRIPTION OF PLAN
The following brief description of the Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto
Rico (the Plan) is provided for general information purposes only. Participants should refer to
the Plan document for a more complete description of the Plans provisions.
General
The Plan is a defined contribution plan covering eligible salaried employees of participating
divisions and subsidiaries of Hanesbrands Inc. (the Company), located in Puerto Rico, who have
attained the age of 21 and completed 90 days of credited service, as defined in the Plan document,
and, prior to July 24, 2006, were not eligible to participate in the Sara Lee Corporation 401(k)
Supplemental Savings Plan; bargaining unit employees are covered, however, only if the applicable
collective bargaining agreement provides for their participation in the Plan. The Plan is subject
to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
The Plan administrator determined that a partial plan termination occurred in 2008 and 2009 due to
the Companys consolidation and globalization strategy so that any participants terminated as a
result of that strategy would be entitled to be fully vested in any Company contributions in which
they were not already 100% vested at the time of termination.
Grant Thornton, LLP (Grant Thornton) is the independent auditor for the Plan, the Hanesbrands
Inc. Retirement Savings Plan and the Hanesbrands Inc. Hourly Retirement Savings Plan of Puerto Rico
(collectively, the Savings Plans). In June 2009, Grant Thornton advised the Hanesbrands Inc.
Employee Benefits Administrative Committee (the Committee), the administrator for the Savings
Plans, that it had become aware that a non-U.S. affiliate of Grant Thornton was performing human
resources recruitment services for an affiliate of the Savings Plans.
Grant Thornton concluded that the performance of these human resources recruitment services
potentially violated independence rules adopted by the Securities and Exchange Commission (the
SEC) to the extent that the positions with respect to which Grant Thornton provided recruitment
services were managerial within the meaning of such rules. After conducting an internal review of
the facts underlying these services, however, Grant Thornton concluded that a reasonable third
party investor or Plan participant who was aware of the particular facts and circumstances
underlying the relationship would conclude that such services did not impair Grant Thorntons
independence. Grant Thornton shared these conclusions with the Committee, which, after conducting
its own analysis with the assistance of external counsel, agreed with Grant Thorntons conclusion
that Grant Thorntons independence was not impaired. The Committee and Grant Thornton reported
their conclusions to the staff of the SEC, which did not object to these conclusions.
Contributions
Eligible employees can contribute between 1% and 10% of their pre-tax compensation, as defined in
the Plan document. Contributions are subject to certain limitations under the Internal Revenue Code
(IRC) and the Puerto Rico Internal Revenue Code of 1994 (PRIRC). Although employees were
previously permitted to make after-tax contributions, this is no longer permitted and was not
permitted during the periods presented.
5
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Notes to Financial Statements
December 31, 2010 and 2009 Continued
The Company will contribute an amount equal to 100% of the portion of a participants pre-tax
contributions that does not exceed 2% of a participants eligible compensation, subject to certain
limitations defined in the Plan document. For the years ended December 31, 2010 and 2009, the total
matching contribution by the Company was $25,094 and $46,369, respectively. The Company may also
make a discretionary Company contribution in the amount of 2% of a participants eligible
compensation. For the years ended December 31, 2010 and 2009, the total discretionary Company
contribution was $39,730 and $48,938, respectively.
Participant Accounts
Individual accounts are maintained for each of the Plans participants to reflect Company
contributions, the participants contributions and any rollover contributions, as well as the
participants related share of the Plans income and losses and certain related administrative
expenses. Allocations of income and losses are made within each separate investment fund in
proportion to each participants investment in those funds. Allocations of certain related
administrative expenses are made based on the proportion that each participants account balance
has to the total of all participants account balances.
Vesting
Participants contributions and amounts received as Company matching and rollover contributions are
100% vested at all times. Vesting in the annual discretionary Company contributions is 100% after
completing three years of service, or in the case of termination due to death, disability or normal
retirement without regard to years of service.
Investment Options
Participants may direct their total account balances among the various investment options currently
available through the Plan in 1% increments and may change their investment elections at any time.
Prior to the second quarter of 2009, participants could direct their balances in 10% increments and
were permitted to change their investment elections quarterly.
Forfeitures
If a participant terminates employment for reasons other than death, disability or normal
retirement age before any amounts received as annual discretionary Company contributions are
vested, the unvested amount is forfeited. Forfeited balances shall first be allocated to
participants who are reemployed and are entitled to reinstatement of portions of their annual
discretionary Company contribution amounts that were previously forfeited and then the remainder
may be used to reduce future Company matching contributions or pay administrative expenses of the
Plan.
Forfeited balances as of December 31, 2010 and 2009 were $13,893 and $10,974, respectively. For the
years ended December 31, 2010 and 2009, $8,240 and $0 of forfeitures, respectively, was used to
offset employer matching contributions.
Benefit Payments
Upon termination of service due to death, disability, retirement, resignation or dismissal,
distribution of the vested balance in the participants accounts will be made to the participant
or, in the case of the participants death, to his or her beneficiary by a lump-sum payment in cash
(or stock, if elected, for amounts invested in the Hanesbrands Inc. Common Stock Fund).
6
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Notes to Financial Statements
December 31, 2010 and 2009 Continued
Withdrawals
Participants may withdraw all or a portion of their vested account balances, provided they have
attained age 59-1/2; participants may also withdraw their after-tax contributions at any time.
Participants who have an immediate and substantial financial need may take a hardship withdrawal
from their accounts, subject to certain limitations defined in the Plan document.
New Accounting Pronouncements
Fair Value Measurements
In January 2010, the Financial Accounting Standards Board (FASB) issued new accounting rules
related to the disclosure requirements for fair value measurements. The new accounting rules
require new disclosures regarding significant transfers between Levels 1 and 2 of the fair value
hierarchy and the activity within Level 3 of the fair value hierarchy. The new accounting rules
also clarify existing disclosures regarding the level of disaggregation of assets or liabilities
and the valuation techniques and inputs used to measure fair value. The new accounting rules were
effective for the Plan in 2010, except for the disclosures about purchases, sales, issuances and
settlements in the rollforward of activity in Level 3 fair value measurements that are effective
for the Plan in 2011. The adoption of the disclosures effective in 2010 did not have a material
impact on the Plans net assets or changes in net assets. The disclosures that are effective in
2011 are not expected to have a material impact on the Plans net assets or changes in net assets.
Participant Loans
In September 2010, the FASB issued new accounting rules related to the reporting of participant
loans for defined contribution benefit plans. The new accounting rules require that participant
loans be carried at their unpaid principal balance plus any accrued but unpaid interest. In
addition, the new accounting rules require that participant loans be classified as notes receivable
from participants instead of as Plan investments. The new accounting rules were effective for the
Plan in 2010 and retrospective application was required. The adoption of the new rules did not
have a material impact on the Plans net assets or changes in net assets but resulted in the
reclassification of notes receivable from participants from Plan investments and interest income on
notes receivable from participants from investment income as reflected in Note C.
NOTE B SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements have been prepared using the accrual method of accounting in
accordance with accounting principles generally accepted in the United States of America (GAAP).
Use of Estimates
The preparation of financial statements requires the Plans management to make estimates and
assumptions that affect the reported amounts of assets and liabilities, and changes therein, and
disclosure of contingent assets and liabilities. Actual results could differ from these estimates.
Valuation of Investments
The Plans sole investment is an interest in the Hanesbrands Inc. Master Investment Trust for
Defined Contribution Plans (the HBI Investment Trust). The Plans interest in the HBI Investment
Trust is based on the Plans relative aggregate contributions, benefit payments and other relevant
factors. Purchases and sales of securities in the HBI Investment Trust are recorded on a trade-date
basis. Interest is recorded in the period earned. Dividends are recorded on the ex-dividend date.
The HBI Investment Trusts investments consist of investments in registered investment companies,
common stocks, collective trusts and a stable value fund. Investments in registered investment
companies and common stocks
7
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Notes to Financial Statements
December 31, 2010 and 2009 Continued
are valued using quoted market prices. Collective trusts are valued at fair value of participant
units owned by the HBI Investment Trust based on quoted redemption values.
The stable value fund is reported at fair value based on the fair value of the underlying
investments. These underlying investments, which are comprised of high quality, fixed income
securities held in various collective trusts that are wrapped by synthetic investment contracts
issued by high quality financial institutions, are required to be reported at fair value. However,
contract value is a relevant measurement attribute as these investment contracts are fully
benefit-responsive. Contract value represents the principal balance of the underlying investment
contracts, plus accrued interest at the stated contract rates, less withdrawals and administrative
charges by the financial institutions. There are no material reserves against contract value for
credit risk of the contract issuers or otherwise. Under the terms of the contracts, the crediting
interest rates are rates negotiated by the Company with the financial institutions. The average
crediting interest rate of the investment contracts as of December 31, 2010 and 2009 was
approximately 4.05% and 4.25%, respectively. The average yield for the investment contracts for the
years ended December 31, 2010 and 2009 was approximately 4.26% and 3.21%, respectively. Certain
events, which we refer to as market value events, may limit the ability of the stable value fund
to realize the contract value of investment contracts and may therefore result in payments to
participants that reflect fair value rather than contract value. Such events include, but are not
limited to, certain amendments to the Plan documents or the stable value funds investment
guidelines not approved by issuers of investment contracts, failure to comply with certain contract
provisions, complete or partial Plan termination or merger with another plan, suspension or
substantial reduction of Plan sponsor contributions to the Plan, debt default by the Plan sponsor,
bankruptcy of the Plan sponsor or other Plan sponsor events that could cause substantial
withdrawals from the Plan or the stable value fund, failure of the trust which holds the assets of
the Plan to qualify for exemption from federal income taxes, and the occurrence of certain
prohibited transactions under ERISA. The Plan administrator does not believe that any events that
have occurred to date constitute market value events. The Plan may terminate its investment in the
stable value fund upon election and sixty days notice. The Statements of Net Assets Available for
Benefits present the fair value of the stable value fund as well as the adjustment of the fully
benefit-responsive investment contracts from fair value to contract value. The Statements of
Changes in Net Assets Available for Benefits present the contract value of the investment
contracts.
In general, the investments provided by the Plan are exposed to various risks, such as interest
rate, credit and overall market volatility risks. Due to the level of risk associated with certain
investments, it is reasonably possible that changes in the values 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 and participants individual account balances.
Administrative Expenses
Costs of administering the Plan for the years ended December 31, 2010 and 2009 were paid by the
Company, except for certain investment management fees which were paid directly by the HBI
Investment Trust or offset against the HBI Investment Trusts investment returns.
NOTE C PLAN INTEREST IN HBI INVESTMENT TRUST
The Plans investments are in the HBI Investment Trust which provides for the investment of assets
of the Plan and the other Savings Plans.
As part of an effort to provide employees with valuable retirement tools and service and achieve
cost savings by consolidating administrative services with a single vendor, the Company replaced
the recordkeeper of the Hanesbrands Inc. Retirement Savings Plan with ING effective January 1,
2008. In connection with that change, the Hanesbrands Inc. Retirement Savings Plans assets were
transferred from the HBI Investment Trust to a newly established single-plan trust with State
Street Bank and Trust Company (State Street) as the trustee. The assets of the Plan and the
Hanesbrands Inc. Hourly Retirement Savings Plan of Puerto Rico remained in the HBI Investment Trust
at that time with The Northern Trust Company (Northern Trust) continuing to serve as trustee.
Effective February 2, 2009, the Company continued this consolidation process by replacing the
recordkeeper of the Plan and the Hanesbrands Inc. Hourly Retirement Savings Plan of Puerto Rico
with ING. In connection with that
8
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Notes to Financial Statements
December 31, 2010 and 2009 Continued
change, the single-plan trust holding the assets of the
Hanesbrands Inc. Retirement Savings Plan and the HBI
Investment Trust were consolidated into the HBI Investment Trust, and State Street became the
trustee of this master trust, which holds the assets of the Plan and the other Savings Plans.
The interest of each Savings Plan in the HBI Investment Trust is based on that Savings Plans
participants account balances within each investment fund.
At each of December 31, 2010 and 2009, the Plans interest in the net assets of the HBI Investment
Trust was approximately 0.59%. Investment income relating to the HBI Investment Trust is allocated
to the Savings Plans based on the balances invested by each Savings Plan.
The Plans interest in the net assets of the HBI Investment Trust is included in the accompanying
Statements of Net Assets Available for Benefits.
A summary of the net assets of the HBI Investment Trust is as follows:
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December 31, |
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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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Common stocks |
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$ |
22,744,100 |
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$ |
22,662,942 |
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Investment in collective trusts |
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6,038,054 |
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3,886,208 |
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Investment in registered investment companies |
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280,726,527 |
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243,053,184 |
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Stable value fund |
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198,665,853 |
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199,986,470 |
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Total investments |
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508,174,534 |
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469,588,804 |
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Notes receivable from participants |
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8,422,492 |
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9,013,349 |
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Receivables |
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743,859 |
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|
782,709 |
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Net assets of HBI Investment Trust at fair value |
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517,340,885 |
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479,384,862 |
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Adjustment from fair value to contract value
for interest in fully benefit-responsive
investment contracts |
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(9,933,423 |
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(6,035,313 |
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Net assets of HBI Investment Trust |
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$ |
507,407,462 |
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$ |
473,349,549 |
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The aggregate net investment income allocated to
the Savings Plans from the HBI Investment Trust for the years ended December 31, 2010 and 2009 is
as follows:
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2010 |
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2009 |
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Interest and dividend income |
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$ |
14,015,471 |
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$ |
12,392,397 |
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Net appreciation in fair value of investments |
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Common stocks |
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1,381,019 |
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16,381,942 |
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Investment in registered investment companies |
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31,726,424 |
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49,808,308 |
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Net investment income |
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$ |
47,122,914 |
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$ |
78,582,647 |
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The HBI Investment Trust received interest income from notes receivable from participants of
$729,931 and $1,063,255 for the years ended December 31, 2010 and 2009, respectively.
9
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Notes to Financial Statements
December 31, 2010 and 2009 Continued
NOTE D 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. In the event of Plan termination, affected participants will become entitled to be fully
vested in their accounts. As described in Note A, partial plan terminations have occurred in the
Plan as a result of which certain participants became entitled to be 100% vested in their accounts.
NOTE E FAIR VALUE MEASUREMENTS
Fair value is an exit price, representing 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. The HBI Investment Trust utilizes market data or assumptions that market participants would
use in pricing the asset or liability. A three-tier fair value hierarchy, which prioritizes the
inputs used in measuring fair value, is utilized for disclosing the fair value of the assets and
liabilities of the HBI Investment Trust. These tiers include: Level 1, defined as observable inputs
such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in
active markets that are either directly or indirectly observable; and Level 3, defined as
unobservable inputs about which little or no market data exists, therefore requiring an entity to
develop its own assumptions.
Assets and liabilities measured at fair value are based on one or more of the following three
valuation techniques:
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Market approach prices and other relevant information
generated by market transactions involving identical or
comparable assets or liabilities. |
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Cost approach amount that would be required to replace
the service capacity of an asset or replacement cost. |
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Income approach techniques to convert future amounts to
a single present amount based on market expectations,
including present value techniques, option-pricing and
other models. |
The HBI Investment Trust primarily applies the market approach for its investment assets and
attempts to utilize valuation techniques that maximize the use of observable inputs and minimize
the use of unobservable inputs.
As of December 31, 2010 and 2009, the HBI Investment Trust held certain financial assets that are
required to be measured at fair value on a recurring basis. These consisted of common stocks,
collective trusts, registered investment companies and a stable value fund. The fair values of
common stocks and registered investment companies are determined based on quoted prices in public
markets and are categorized as Level 1.
The underlying investment portfolio of the stable value fund is comprised of high quality, fixed
income securities that are held in various collective trusts valued at net asset values which
approximate fair value and are categorized as Level 2. Collective trusts are investment securities
valued at net asset values which approximate fair value and are categorized as Level 2. The inputs
used in valuing both the stable value fund and the collective trusts include quoted prices for
similar assets or liabilities in active markets, quoted prices for identical or similar assets or
liabilities in markets that are not active, inputs other than quoted prices that are observable for
the assets or liabilities and inputs that are derived principally from or corroborated by
observable market data. Participant transactions (issuances and redemptions) may occur daily.
The HBI Investment Trust did not hold any investments whose value was determined based on
unobservable inputs and categorized as Level 3 at December 31, 2010 and 2009. There were no
transfers in or out of Level 3 during the years ended December 31, 2010 and 2009. There were no
changes during the years ended December 31, 2010 and 2009 to the valuation techniques used to
measure asset fair values on a recurring basis.
The following table sets forth by level within the fair value hierarchy the HBI Investment Trusts
investment assets accounted for at fair value on a recurring basis at December 31, 2010 and 2009,
respectively. As required by the accounting rules, assets and liabilities are classified in their
entirety based on the lowest level of input that is significant to the fair value measurement. The
assessment of the significance of a particular input to the fair value
10
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Notes to Financial Statements
December 31, 2010 and 2009 Continued
measurement requires judgment, and may affect the valuation of fair value assets and liabilities
and their placement within the fair value hierarchy levels.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Assets at Fair Value as of December 31, 2010 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Hanesbrands common stock |
|
$ |
22,744,100 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
22,744,100 |
|
Short-term investment fund collective
trusts |
|
|
|
|
|
|
6,038,054 |
|
|
|
|
|
|
|
6,038,054 |
|
Registered investment companies: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. bond index funds |
|
|
20,403,165 |
|
|
|
|
|
|
|
|
|
|
|
20,403,165 |
|
U.S. equity index funds |
|
|
165,830,942 |
|
|
|
|
|
|
|
|
|
|
|
165,830,942 |
|
Foreign equity index funds |
|
|
26,887,949 |
|
|
|
|
|
|
|
|
|
|
|
26,887,949 |
|
Target retirement date funds |
|
|
67,604,471 |
|
|
|
|
|
|
|
|
|
|
|
67,604,471 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total registered investment companies |
|
|
280,726,527 |
|
|
|
|
|
|
|
|
|
|
|
280,726,527 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stable value fund |
|
|
|
|
|
|
198,665,853 |
|
|
|
|
|
|
|
198,665,853 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investment assets at fair value |
|
$ |
303,470,627 |
|
|
$ |
204,703,907 |
|
|
$ |
|
|
|
$ |
508,174,534 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Assets at Fair Value as of December 31, 2009 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Hanesbrands common stock |
|
$ |
22,662,942 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
22,662,942 |
|
Short-term investment fund collective
trusts |
|
|
|
|
|
|
3,886,208 |
|
|
|
|
|
|
|
3,886,208 |
|
Registered investment companies: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. bond index funds |
|
|
19,586,389 |
|
|
|
|
|
|
|
|
|
|
|
19,586,389 |
|
U.S. equity index funds |
|
|
141,664,162 |
|
|
|
|
|
|
|
|
|
|
|
141,664,162 |
|
Foreign equity index funds |
|
|
25,769,283 |
|
|
|
|
|
|
|
|
|
|
|
25,769,283 |
|
Target retirement date funds |
|
|
56,033,350 |
|
|
|
|
|
|
|
|
|
|
|
56,033,350 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total registered investment companies |
|
|
243,053,184 |
|
|
|
|
|
|
|
|
|
|
|
243,053,184 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stable value fund |
|
|
|
|
|
|
199,986,470 |
|
|
|
|
|
|
|
199,986,470 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investment assets at fair value |
|
$ |
265,716,126 |
|
|
$ |
203,872,678 |
|
|
$ |
|
|
|
$ |
469,588,804 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTE F TAX STATUS
By letter dated December 2, 2008, the Internal Revenue Service determined that the Plan, which was
formerly known as the Sara Lee Corporation Personal Products Retirement Savings Plan of Puerto
Rico, as amended, and trust met the qualification requirements set forth in Sections 401(a) and
501(a) of the IRC. The Plan has been subsequently amended since the determination, but the Plans
management believes the Plan remains in compliance with the applicable requirements of the IRC.
GAAP requires the Plans management to evaluate tax positions taken by the Plan and to recognize a
tax liability (or asset) if the Plan has taken an uncertain position that more likely than not
would not be sustained upon examination by the Internal Revenue Service. The Plans management 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 that would require recognition of a
liability (or asset) or disclosure in the financial statements. The Plan is subject to routine
audits by taxing jurisdictions and is currently undergoing a random audit by the Internal Revenue
Service for the 2008 tax period. The Plans management believes the Plan is no longer subject to
income tax examinations for years prior to 2008.
11
Hanesbrands Inc. Salaried Retirement Savings Plan of Puerto Rico
Notes to Financial Statements
December 31, 2010 and 2009 Continued
NOTE G PARTY-IN-INTEREST TRANSACTIONS
Certain assets of the HBI Investment Trust were invested in investments managed by State Street or
Northern Trust at the time such party served as trustee of the HBI Investment Trust; therefore,
these transactions qualify as party-in-interest transactions. Certain assets of the HBI Investment
Trust were invested in investments managed by ING at the time ING served as recordkeeper of the HBI
Investment Trust; therefore, these transactions qualify as party-in-interest transactions. Fees
paid by the Plan during 2010 and 2009 for legal, accounting, and other professional services
rendered by parties in interest were based on customary and reasonable rates for such services.
Approximately 4.5% and 4.8% of the HBI Investment Trusts assets as of December 31, 2010 and 2009,
respectively, were invested in Hanesbrands common stock, in each case through participant-directed
account balances. At December 31, 2010 and 2009, the HBI Investment Trust held 895,437 and 939,981
shares, respectively, of Hanesbrands common stock that had a fair value of $22,744,100 and
$22,662,942, respectively.
NOTE H RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the financial statements
at December 31, 2010 and 2009 to the Form 5500:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
Net assets available for benefits per the financial statements |
|
$ |
3,038,650 |
|
|
$ |
2,842,104 |
|
Adjustment from contract value to fair value for fully
benefit-responsive investment contracts |
|
|
58,439 |
|
|
|
35,481 |
|
Amounts allocated to withdrawing participants |
|
|
(908 |
) |
|
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits per the Form 5500 |
|
$ |
3,096,181 |
|
|
$ |
2,877,585 |
|
|
|
|
|
|
|
|
The following is a reconciliation of investment income according to the financial statements
for the year ended December 31, 2010 to the Form 5500:
|
|
|
|
|
Investment income per the financial statements |
|
$ |
212,961 |
|
Adjustment from contract value to fair value for fully benefit-responsive investment contracts |
|
|
22,958 |
|
|
|
|
|
Investment income per the Form 5500 |
|
$ |
235,919 |
|
|
|
|
|
The following is a reconciliation of benefits paid to participants according to the financial
statements for the year ended December 31, 2010 to the Form 5500:
|
|
|
|
|
Benefits paid to participants per the financial statements |
|
$ |
152,082 |
|
Amounts allocated to withdrawing participants at |
|
|
|
|
December 31, 2010 |
|
|
908 |
|
December 31, 2009 |
|
|
|
|
|
|
|
|
Benefits paid to participants per the Form 5500 |
|
$ |
152,990 |
|
|
|
|
|
Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that
have been processed and approved for payment prior to December 31, but not yet paid as of that
date.
12
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees
(or other persons who administer the employee benefit plan) have duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
|
|
|
|
|
Date: June 9, 2011 |
HANESBRANDS INC. SALARIED
RETIREMENT
SAVINGS PLAN OF
PUERTO RICO
|
|
|
By: |
/s/ Richard D. Moss |
|
|
|
Richard D. Moss |
|
|
|
Authorized Member of the Hanesbrands Inc.
Employee Benefits Administrative Committee |
|
INDEX TO EXHIBITS
|
|
|
Exhibit |
|
|
Number |
|
Description |
23.1
|
|
Consent of Grant Thornton LLP |