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FORM 5500 DATA

Anheuser-Busch 401k Savings and Retirement Plan

Overview

Plan Information

  • Plan Year04/01/2011 — 12/31/2011
  • Date of Plan01/08/1985
  • Net Assets as of 12/31/2011 $2,674,415,967
  • Plan Number59
  • Plan Type Single Employer
  • Is the plan collectively bargained?Yes
  • Did the plan file for an extension of time or the DFVC Program?Yes
  • Report Description This is an amended report. This report is for a short plan year (less than 12 months).
  • Plan Funding Arrangement Trust
  • Plan Benefit Arrangement Trust

Participant Information as of 12/31/2011

  • Active (Eligible) Participants12,606
  • Retired or separated participants receiving benefits0
  • Other retired or separated participants entitled to future benefits4,319
  • Subtotal16,925
  • Deceased participants whose beneficiaries are receiving or are entitled to receive benefits4
  • Total16,929
  • Total number of participants as of 04/01/201117,298
  • Number of participants with account balances14,683
  • Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested12

Expenses

  • Total Benefit Payments$0
  • Corrective Distributions$0
  • Administrative Service Providers$0
  • Other Expenses$0
  • Total Expenses$0
  • Total Transfers$0

Sponsor Information

  • AddressOne Busch Place 181-1N
  • CitySt Louis
  • StateMO
  • Zip63118-1852
  • Telephone(314) 765-3134
  • EIN43-1162835
  • Industry Code312120
  • Named AdministratorRobert Zimmer, Director Ret. Plans

Plan Administrator Information

  • Administrator NameAnheuser-Busch Companies, LLC
  • AddressOne Busch Place 181-1N
  • CitySt Louis
  • StateMO
  • Zip63118-1852
  • Telephone(314) 765-3134
  • Administrator EIN43-1162835

Audit Information

  • Audit StatusAudited
  • AuditorGrant Thornton LLP
  • Auditor EIN36-6055558
  • Audit OpinionUnqualified
  • Audit Type Full Audit

Benefits Provided Under the Plan

Code Benefit Description
2E Profit-sharing A defined contribution plan that allows employer discretionary contributions. These plans often contain a 401(k) feature.
2F ERISA section 404(c) Plan This plan, or any part of it is intended to meet the conditions of 29 CFR 2550.404c-1.
2G Total participant-directed account plan Participants have the opportunity to direct the investment of all the assets allocated to their individual accounts, regardless of whether 29 CFR 2550.404c-1 is intended to be met.
2J Code section 401(k) feature A cash or deferred arrangement described in Code section 401(k) that is part of a qualified defined contribution plan that provides for an election by employees to defer part of their compensation or receive these amounts in cash.
2K Code section 401(m) arrangement Employee contributions are allocated to separate accounts under the plan or employer contributions are based, in whole or in part, on employee deferrals or contributions to the plan. Not applicable if plan is 401(k) plan with only QNECs and/or QMACs. Also not applicable if Code section 403(b)(1), 403(b)(7) or 408 arrangements/accounts/annuities.
2T Participant-directed Account Total or partial participant-directed account plan - plan uses default investment account for participants who fail to direct assets in their account.
3H Controlled Group Plan sponsor(s) is (are) a member(s) of a controlled group (Code sections 414(b), (c), or (m)).

Questions and Answers

Question Answer Amount
During the plan year did the employer fail to transmit to the plan any participant contributions within the time period described in 29 CFT 2510.3-102? No
Were any loans by the plan or fixed income obligations due the plan in default as of the close of plan year or classified during the year as uncollectible? Disregard participant loans secured by participant's account balance. No
Were any leases to which the plan was a party in default or classified during the year as uncollectible? No
Were there any nonexempt transactions with any party-in-interest? No
Was this plan covered by a fidelity bond? Yes $1,000,000
Did the plan have a loss, whether or not reimbursed by the plan's fidelity bond, that was caused by fraud or dishonesty? No
Did the plan hold any assets whose current value was neither readily determinable on an established market nor set by an independent third party appraiser? No
Did the plan receive any noncash contributions whose value was neither readily determinable on an established market nor set by an independent third party appraiser? No
Did the plan have assets held for investment? Yes
Were any plan transactions or series of transactions in excess of 5% of the current value of plan assets? No
Were all the plan assets either distributed to participants or beneficiaries, transferred to another plan, or brought under the control of the PBGC? No
Has the plan failed to provide any benefit when due under the plan? No
If this is an individual account plan, was there a blackout period? No
If there was a blackout period, have you either provided the required notice or one of the exceptions to providing the notice applied under 29 CFR 2520.101-3? No

Financials

Income and Expense Statement

Income $5,388,653
Contributions $73,206,396
Cash Contributions $73,206,396
Cash from Employers $22,701,775
Cash from Participants $49,556,060
Others (including rollovers) $948,561
Noncash Contributions $0
Total Earnings on Investments $-67,817,743
Total Interest $3,039,483
Interest-Bearing Cash $0
U.S. Government Securities $0
Corporate Debt Instruments $0
Loans (other than to participants) $0
Participant Loans $3,039,483
Interest from Other Investments $0
Total Dividends $2,136,086
Preferred Stock $0
Common Stock $2,136,086
Rents $0
Net gain (loss) on sale of assets $2,093,622
Aggregate Proceeds $2,093,622
Aggregate Carrying Amount $0
Total Unrealized Appreciation (depreciation) of assets $5,263,909
Real Estate $0
Other $5,263,909
Net investment gain (loss) from common/collective trusts $-80,350,843
Net investment gain (loss) from pooled separate accounts $0
Net investment gain (loss) from master trust investment accounts $0
Net investment gain (loss) from 103-12 investment entities $0
Net investment gain (loss) from registered investment companies $0
Other Income $0
Expenses $342,941,299
Total Benefit Payments $333,566,518
Directly to participants or beneficiaries, including direct rollovers $333,566,518
To insurance carriers for the provision of benefits $0
Other Benefit Payment Fees $0
Corrective Distributions $135,032
Certain deemed distributions of participant loans $6,613,889
Interest expense $0
Total Administrative Expenses $2,625,860
Professional Fees $0
Contract Administrator Fees $0
Investment Advisory and management fees $1,411,670
Other Administrative Fees $1,214,190
Net Income $-337,552,646
Transfers of Assets to this Plan $0
Transfers of Assets from this Plan $0

Asset and Liability Statement

12/31/2011 03/31/2011 Change YOY
Total Assets $2,674,415,967 $3,002,002,200 -10.91%
Total noninterest-bearing cash $0 $0 0.0%
Receivables $105,367 $0 0.0%
Employer Contributions $105,367 $0 0.0%
Participant Contributions $0 $0 0.0%
Other Contributions $0 $0 0.0%
General Investments $606,446,246 $0 0.0%
Interest-bearing cash $0 $0 0.0%
U.S. Government Securities $606,446,246 $0 0.0%
Corporate Debt Instruments $0 $0 0.0%
Preferred $0 $0 0.0%
All Other $0 $0 0.0%
Corporate Stocks $0 $0 0.0%
Preferred $0 $0 0.0%
Common $0 $0 0.0%
Partnership/joint venture interests $0 $0 0.0%
Real estate (other than employer real property) $0 $0 0.0%
Loans (other than to participants) $0 $0 0.0%
Participants Loans $81,202,310 $87,711,592 -7.42%
Value of interest in common/collective trusts $1,888,049,766 $2,814,847,607 -32.93%
Value of interest in pooled separate accounts $0 $0 0.0%
Value of interest in master trust investment accounts $0 $0 0.0%
Value of interest in 103-12 investment entities $0 $0 0.0%
Value of interest in registered investment companies $232,428 $206,461 12.58%
Value of funds held in insurance co. general account $0 $0 0.0%
Other Investments $0 $0 0.0%
Employer-related Investments $98,379,850 $99,236,540 -0.86%
Employer Securities $98,379,850 $99,236,540 -0.86%
Employer Real Property $0 $0 0.0%
Buildings and other property used in plan operation $0 $0 0.0%
Total Liabilities $0 $0 0.0%
Benefit Claims Payable (1) $0 $0 0.0%
Operating Payables (1) $0 $0 0.0%
Acquisition Indebtedness (1) $0 $0 0.0%
Other liabilities (1) $0 $0 0.0%
Net Assets $2,674,415,967 $3,002,002,200 -10.91%

Service Providers

Persons Receiving Only Eligible Indirect Compensation

There is no information on eligible indirect compensation for this plan.

Other Service Providers Receiving Direct or Indirect Compensation

Name Nature of Service Relationship to Plan Sponsor Direct Compensation Paid by Plan Indirect Compensation Paid by Plan Total Compensation
Mercer Hr Services, LLC Recordkeeping and information management (computing, tabulating, data processing, etc.), Participant loan processing, Participant communication, Other services, Direct payment from the plan, Shareholder servicing fees, Sub-transfer agency fees, Float revenue, Recordkeeping fees, Account maintenance fees, Other fees Recordkeeper $749,428 $149,752 $899,180
State Street Global Advisors Investment management, Investment management fees paid directly by plan Investment Advisor $858,312 $0 $858,312
Financial Engines Investment advisory (participants), Direct payment from the plan Investment Advisor $290,188 $0 $290,188
Russell Trust Company Investment management, Investment management fees paid directly by plan Investment Advisor $223,053 $0 $223,053
Mellon Capital Management Corp Investment management, Securities brokerage commissions and fees Securities Broker $178,357 $0 $178,357
Bnymellon Capital Markets, LLC Investment management Securities Broker $149,525 $0 $149,525
Bny Mellon Trustee (bank, trust company, or similar financial institution), Trustee (directed), Other services, Other fees Trustee $64,312 $0 $64,312
Rr Donnelly Copying and duplicating Printing Services $52,397 $0 $52,397
Anheuser-Busch Companies, LLC Plan Administrator Employer $22,950 $0 $22,950
Pricewaterhousecoopers LLC Accounting (including auditing) Auditor $22,500 $0 $22,500
Garlich Printing Copying and duplicating Printing Services $14,342 $0 $14,342
Total $2,625,364 $149,752 $2,775,116

Indirect Compensation

Name Source of Indirect Compensation* Nature of Service Description of Indirect Compensation Indirect Compensation Paid by Plan
Mercer Hr Services, LLC Financial Engines Recordkeeping and information management (computing, tabulating, data processing, etc.), Participant communication, Other services, Recordkeeping fees, Account maintenance fees, Other fees Investment Advice $142,585
Mercer Hr Services, LLC Wells Fargo, N.A. Recordkeeping and information management (computing, tabulating, data processing, etc.), Float revenue Float Revenue $7,167
Falk Harrison Mercer Hr Services, LLC Participant communication Designer Communication Materials $9,207
*As outlined by the Form 5500 Instructions for service providers with indirect compensation.

Service Providers Who Fail or Refuse to Provide Information

There are no service providers who failed or refused to provide information.

Termination Information on Accountants and Enrolled Actuaries

Name Position Explanation
Pricewaterhousecoopers LLC Auditor After Evaluating Responses From A Request for Proposal, The Plan Administrator Decided To Engage Grant Thornton LLP Based On Cost Considerations.

Investments

Investments

Name of Investment Investment Manager Type of Investment Dollar Value
Eb Daily Liquidity Stock Index Bank of New York Mellon DFE: Common/Collective Trust $548,905,086
Eb Daily Liq Market Completion Bank of New York Mellon DFE: Common/Collective Trust $398,398,799
Ssga U.S. Intermediate Govt. State Street Bank & Trust Company DFE: Common/Collective Trust $256,039,285
Eb Daily Liquidity Aggregate Bond Bank of New York Mellon DFE: Common/Collective Trust $241,876,319
Ssga Global Equity Ex U.S. A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $149,918,487
Ssga U.S. Tips A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $81,538,760
Ssga International Index Fund State Street Bank & Trust Company DFE: Common/Collective Trust $58,543,719
Ssga Target 2020 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $40,430,431
Ssga Target 2025 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $36,953,487
Ssga Target 2030 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $23,794,863
Ssga Target 2015 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $17,884,176
Ssga Target 2035 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $12,495,989
Ssga Target 2040 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $7,543,616
Ssga Target 2045 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $5,216,088
Ssga Target 2010 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $3,543,962
Ssga Target Income A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $2,439,636
Ssga Target 2050 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $2,136,833
Ssga Target 2055 A Unit State Street Bank & Trust Company DFE: Common/Collective Trust $390,230
Frank Russell Managed Balanced Fund State Street Bank & Trust Company DFE: Common/Collective Trust $0
Total $1,888,049,766

Insurance Information

Insurance Information

There are no insurance carriers listed for this plan.