WWY Wrigley WM JR

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

þ		ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the fiscal year ended December 31, 2007

OR

o		TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from                      to                     

Commission file number 1-800

Title of plan -

WRIGLEY SAVINGS PLAN

Name and address of the issuer of the securities
held pursuant to the plan -

WM. WRIGLEY JR. COMPANY

(Delaware Corporation)

410 North Michigan Avenue
Chicago, Illinois 60611

 

 

Financial Statements and Supplemental Schedules

Wrigley Savings Plan
Years Ended December 31, 2007 and 2006
With Report of Independent Registered Public Accounting Firm

Wrigley Savings Plan

Financial Statements and Supplemental Schedules

Years Ended December 31, 2007 and 2006

Contents

Report of Independent Registered Public Accounting Firm			1
Audited Financial Statements
Statements of Assets Available for Benefits			2
Statements of Changes in Assets Available for Benefits			3
Notes to Financial Statements			4
Supplemental Schedules
Schedule H, Line 4a – Schedule of Delinquent Participant Contribution			10
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)			11

Report of Independent Registered Public Accounting Firm

The Wrigley Benefits Committee
Wrigley Savings Plan

We have audited the accompanying statements of assets available for benefits of the Wrigley Savings Plan (the Plan) as of December 31, 2007 and 2006, and the related statements of changes in assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our 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 Plan’s 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 Plan’s 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 assets available for benefits of the Plan at December 31, 2007 and 2006, and the changes in its 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, 2007, and schedule of delinquent participant contributions are presented for purposes of additional analysis and are not a required part of the financial statements, but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan’s management. These supplemental schedules have been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole.

/s/ Ernst & Young LLP

June 24, 2008

Wrigley Savings Plan

Statements of Assets Available for Benefits

		December 31
		2007				2006
Assets
Cash		$	60,373			$	128,354
Investments, at fair value			418,453,170				428,553,371
Assets available for benefits		$	418,513,543			$	428,681,725

See notes to financial statements.

Wrigley Savings Plan

Statements of Changes in Assets Available for Benefits

		Year Ended December 31
		2007				2006
Additions
Interest and dividends		$	20,775,021			$	17,327,088
Contributions:
Company			8,362,388				8,743,450
Participants			16,602,143				17,333,477
Rollover			1,168,700				1,851,984
Total additions			46,908,252				45,255,999
Deductions
Distributions to participants			81,987,340				62,472,918
Net realized and unrealized appreciation (depreciation) in fair value of investments			24,910,906				(5,063,795	)
Net decrease			(10,168,182	)			(22,280,714	)
Assets available for benefits at beginning of year			428,681,725				450,962,439
Assets available for benefits at end of year		$	418,513,543			$	428,681,725

See notes to financial statements.

Wrigley Savings Plan

Notes to Financial Statements

1. Description of the Plan

The following brief description of the Wrigley Savings Plan (the Plan) is provided for general information purposes only. Participants should refer to the plan document for a more complete description of the Plan’s provisions.

Participation and Contributions

The Plan was established, effective January 1, 1975, for the employees of Wm. Wrigley Jr. Company and such United States subsidiaries and affiliates of Wm. Wrigley Jr. Company (collectively referred to as the Company or Employer) that adopt the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). All regular “full-time” and “part-time” employees are eligible to participate in the Plan as soon as administratively practicable after date of hire. Temporary employees are eligible to participate upon completion of 1,000 hours within a 12-month period. After-tax and/or 401(k) accounts and Company-matching accounts are maintained for each participant. Participants’ account balances are valued daily for participant and Employer contributions, investment income, and net appreciation (depreciation) in fair value of investments.

The Plan allows eligible employees to make contributions, usually in the form of payroll deductions, generally up to 25% of eligible compensation, subject to an annual limit as required by the Internal Revenue Code (IRC). Participants are eligible for matching contributions immediately. Generally, the Employer makes matching contributions at 100% of a participant’s contributions up to 3% of eligible earnings and 60% of a participant’s contributions up to the next 3% of eligible earnings.

Mercer Human Resources Services (Mercer) (formerly Putnum Fiduciary Trust Company) as Trustee under the Special Investment and Savings Plan Trust for Wrigley Employees (the Trust), dated January 12, 1977, and amended and restated as of January 1, 1994, directs the purchases and sales of investments for all funds within the limits prescribed in the Plan. Contributions and earnings awaiting investment under the specified investment programs are temporarily placed in the Trust’s collective short-term investment fund at Mercer.

Wrigley Savings Plan

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

Loans

The Plan contains provisions that allow loans to participants, subject to certain restrictions. The maximum aggregate amount that will be loaned to any participant will generally be the lesser of $50,000 or 50% of the vested portion of the participant’s accounts as of the last preceding valuation date. These loans, which have a maximum term of five years (ten years if used to acquire a participant’s principal residence), are to be repaid through payroll deductions. Loans shall bear a reasonable rate of interest, established periodically by the Benefits Committee, generally equal to, for any plan year, the prime interest rate.

Investment Options and Transfers

Upon enrollment in the Plan, a participant may direct employee contributions, in 1% increments, and matching contributions in any of 17 investment options.

Participants may change their investment direction on any day, in 1% increments. In addition, participants may elect to transfer their account balance in any investment fund or funds on any day, in 1% increments, to any other investment fund or funds including to and from the Wrigley Stock Fund. The Wrigley Stock Fund qualifies as an employee stock ownership plan. Participants have the option to reinvest dividends in additional shares of Company stock in the Plan or receive a cash payout. Changes in investment direction or transfers can be made by contacting Mercer directly.

Vesting

Participants’ contributions are immediately vested in their accounts. Employer’s matching contributions are immediately vested in a participant’s account upon receipt.

Withdrawals

Active participants may make a withdrawal from the Plan once every 90 days from their contributions account and, under certain circumstances, Employer-matching contribution account. Once a participant makes a hardship withdrawal, contributions are restricted for 90 days.

Wrigley Savings Plan

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

Distributions to Participants

Active participation in the Plan terminates upon death, retirement, or other termination of employment with the Company. Participants may generally receive distributions of their vested interest in the Plan in a lump-sum distribution, an installment payment, or a combination thereof.

Administrative Expenses

It is the intent of the Company to continue to pay certain administrative expenses of the Plan, but if the Company fails to make the payments or so directs the Trustee, there may be a charge against the Trust for these expenses.

Plan Termination

Although the Company has not expressed any intent to terminate the Plan, it is free to do so at any time subject to the provisions of the IRC and ERISA. In the event the Plan is terminated, the net assets of the Plan would be allocated among the participants in an amount equal to the balances in their individual accounts at the date of termination.

2. Significant Accounting Policies

Investment Valuation

The Plan’s investments are stated at fair value. The shares of registered investment companies are valued at quoted market prices, which represent the net asset value of shares held by the Plan at year-end. The Wm. Wrigley Jr. Company common stock is valued at its quoted market price on the New York Stock Exchange. There is no established public trading market for the Wm. Wrigley Jr. Company Class B common stock. However, because the Class B common stock is at all times convertible into common stock on a share-for-share basis, the market value of such shares is considered to be equivalent to that of the Company’s common stock. Participant loans are valued at cost, which approximates fair value.

Contributions

Contributions from participants are recognized when withheld by the Company through payroll deductions.

Wrigley Savings Plan

Notes to Financial Statements (continued)

2. Significant Accounting Policies (continued)

Matching contributions from the Employer are recognized concurrently with the recognition of participants’ contributions.

Security Transactions

Purchases and sales of securities are accounted for on the trade date. Gains and losses on sales or withdrawals of securities are based on the average cost of the securities.

Income Recognition

Dividend income is recorded on the ex-dividend date. Income from other investments is recorded as earned on the accrual basis.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

3. Recently Issued Accounting Pronouncements

In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 157 “Fair Value Measurements.” SFAS No. 157 provides a single definition of fair value, a framework for measuring fair value, and expands disclosures related to fair value measurements. SFAS No. 157 is effective for the Plan year beginning January 1, 2008. The plan administrators do not expect a material impact to the Plan’s net assets upon adoption.

Wrigley Savings Plan

Notes to Financial Statements (continued)

4. Investments

Individual investments that represent 5% or more of the fair value of Plan’s net assets are as follows:

		December 31
		2007				2006
Federated Stock Fund		$	27,872,322			$	34,768,787
Europacific Growth Fund			34,659,884				29,182,387
Putnam Money Market Fund			32,121,538				36,227,791
Wm. Wrigley Jr. Company common stock			143,794,653				152,830,488
Wm. Wrigley Jr. Company Class B common stock			56,642,210				65,507,015

During 2007 and 2006, the Plan’s investments (including investments purchased and sold, as well as held, during the year) (depreciated) appreciated in fair value as follows:

		Year Ended December 31
		2007				2006
Mutual funds		$	(1,636,998	)		$	6,881,063
Wm. Wrigley Jr. Company common stock (including Class B stock)			26,547,904				(11,944,858	)
		$	24,910,906			$	(5,063,795	)

Dividends relating to Wm. Wrigley Jr. Company common stock amounted to $4,253,267 and $4,897,837 during 2007 and 2006, respectively.

5. Income Tax Status

The Plan has received a determination letter from the Internal Revenue Service (IRS) dated December 4, 2002, stating that the Plan is qualified under Section 401(a) of the IRC and, therefore, the related trust is exempt from taxation. Subsequent to this determination by the IRS, the Plan was amended and restated. Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The plan administrator believes the Plan is being operated in compliance with the applicable requirements of the IRC and, therefore, believes that the Plan, as amended and restated, is qualified and the related trust is tax-exempt.

6. Risks and Uncertainties

The Plan invests in various investment securities. Investment securities are exposed to various risks 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 assets available for benefits.

Wrigley Savings Plan

Notes to Financial Statements (continued)

7. Subsequent Event

On April 28, 2008, the Company announced that it had reached an agreement to merge with Mars, Incorporated, one of the world’s leading confectionery and consumer goods companies. As a result of this transaction, Wrigley will become a private company. Mars, Incorporated will acquire 100% of the outstanding stock of Wrigley and has agreed to pay $80 per each share of the Company’s Common Stock and Class B Common Stock. The terms of the transaction have been unanimously approved by the Wrigley Board of Directors. However, the transaction is subject to shareholder and certain regulatory approvals. The transaction will have no immediate effect to the Plan.

Supplemental Schedules

Schedule H, Line 4a — Schedule of Delinquent Participant Contributions

EIN #36-1988190   Plan #004

Year Ended December 31, 2007

		Total That Constitute Nonexempt
Participant Contributions Transferred Late to Plan		Prohibited Transactions
$1,100		$1,100

Note: Participant contributions were restored to the Plan, and participants were credited with corrective earnings on or before June 11, 2007.

Wrigley Savings Plan

Schedule H, Line 4i — Schedule of Assets (Held at End of Year)

EIN #36-1988190    Plan #004

December 31, 2007

		Number of				Current
Identity of Issue		Shares				Value
Interest-bearing cash						$	1,252,750
Wm. Wrigley Jr. Company (*) common stock			2,455,929				143,794,653
Wm. Wrigley Jr. Company (*) Class B common stock			967,463				56,642,210
Mercer Human Resource Services:
Shares of registered investment companies:
Putnam Money Market Fund (*)			32,121,538				32,121,538
PIMCO Total Return Fund			1,687,123				18,035,340
Putnam Vista Fund (*)			1,159,500				13,531,366
Managers Special Equity Fund			182,024				11,776,953
Vanguard Institutional Index Fund			96,532				12,948,869
Vanguard Target Retirement Fund 2005			319,663				3,842,354
Vanguard Target Retirement Fund 2015			1,055,708				13,787,547
Vanguard Target Retirement Fund 2025			687,112				9,427,173
Vanguard Target Retirement Fund 2035			431,262				6,305,043
Vanguard Target Retirement Fund 2045			296,497				4,474,137
Vanguard Target Retirement Income Fund			116,026				1,291,367
Federated Stock Fund			1,060,187				27,872,322
Harbor Capital Appreciation Fund			231,172				8,625,037
Putnam Investors Fund (*)			452,077				6,613,883
Europacific Growth Fund			681,642				34,659,884
PIMCO Low Duration Fund			278,081				2,811,395
Participants’ loans (varying maturities with interest rates ranging from 5.25% to 7.00%)							8,639,349
						$	418,453,170

SIGNATURES

      The Plan . Pursuant to the requirements of the Securities Exchange Act of 1934, the Benefits Committee, as administrator of the plan, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit Index

Exhibit
Number		Description of Exhibit
23		Consent of Independent Registered Public Accounting Firm

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