AARON RENTS, INC.
 

 
 
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
(Mark One)
     
þ   Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 (No Fee Required)
For the fiscal year ended December 31, 2005
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 0-12385
Aaron Rents, Inc. Employees Retirement Plan and Trust
Full title of the plan and the address of the plan, if different
from that of the issuer named below
AARON RENTS, INC
309 E. PACES FERRY ROAD, N.E.
ATLANTA, GA 30305-2377
This report contains a total of 11 sequentially numbered pages.
Exhibit Index appears on page 10.
 
 

 


 

Audited Financial Statements and Supplemental Schedule
Aaron Rents, Inc. Employees Retirement Plan and Trust
Years Ended December 31, 2005 and 2004

 


 

Aaron Rents, Inc.
Employees Retirement Plan and Trust
Audited Financial Statements and Supplemental Schedule
Years Ended December 31, 2005 and 2004
Contents
         
Report of Independent Registered Public Accounting Firm
    1  
 
       
Audited Financial Statements
       
 
       
Statements of Net Assets Available for Benefits
    2  
Statements of Changes in Net Assets Available for Benefits
    3  
Notes to Financial Statements
    4  
 
       
Supplemental Schedule
       
 
       
Schedule of Assets (Held at End of Year)
    8  

 


 

Report of Independent Registered Public Accounting Firm
The Employee Benefits Committee
Aaron Rents, Inc. Employees Retirement Plan and Trust
We have audited the accompanying statements of net assets available for benefits of Aaron Rents, Inc. Employees Retirement Plan and Trust as of December 31, 2005 and 2004, 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 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 net assets available for benefits of the Plan at December 31, 2005 and 2004, 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, 2005, 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 Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s 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
June 27, 2006
Atlanta, GA

1


 

Aaron Rents, Inc.
Employees Retirement Plan and Trust
Statements of Net Assets Available for Benefits
                 
    December 31  
    2005     2004  
     
Assets
               
Investments, at fair value
  $ 20,668,216     $ 19,880,751  
Contributions receivable:
               
Employer
    22,407       19,413  
Participant
    77,437       63,577  
     
Net assets available for benefits
  $ 20,768,060     $ 19,963,741  
     
See accompanying notes.

2


 

Aaron Rents, Inc.
Employees Retirement Plan and Trust
Statements of Changes in Net Assets Available for Benefits
                 
    Year ended December 31  
    2005     2004  
     
Additions to net assets attributed to:
               
Interest and dividend income
  $ 699,016     $ 269,716  
Contributions:
               
Participant
    2,326,886       1,803,195  
Employer
    677,068       552,383  
     
 
    3,702,970       2,625,294  
Net (depreciation) appreciation in fair value of investments
    (1,031,022 )     3,897,851  
     
Total additions
    2,671,948       6,523,145  
 
               
Distributions
    (1,867,629 )     (1,217,922 )
     
Net increase
    804,319       5,305,223  
Net assets available for benefits at beginning of year
    19,963,741       14,658,518  
     
Net assets available for benefits at end of year
  $ 20,768,060     $ 19,963,741  
     
See accompanying notes.

3


 

Aaron Rents, Inc.
Employees Retirement Plan and Trust
Notes to Financial Statements
December 31, 2005
1. Description of the Plan
The following description of Aaron Rents, Inc. Employees Retirement Plan and Trust (the Plan) is provided for general information purposes only. More complete information regarding items such as vesting, benefit provisions and Plan termination may be found in the Summary Plan Description, which has been distributed to all participants, and the Plan document, which is available to all participants upon request.
The Plan is a defined contribution plan covering substantially all employees of Aaron Rents, Inc. (the Company). Any employee of the Company who attains 21 years of age and has completed one year of service (as defined in the Plan document) is eligible to participate in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
The Plan is administered by the Employee Benefit Committee (the Committee) appointed by the Board of Directors of the Company. The duties of the Committee include interpretation of the Plan agreement, determination of benefits due participants, and authorization of disbursements from the net assets available for benefits.
Participation is voluntary and participants may contribute up to ten percent of their annual compensation in the form of a salary deferral, thereby deferring related income tax pursuant to Section 401(k) of the Internal Revenue Code. Participants may also contribute up to an additional ten percent of their aggregate annual compensation paid by the employer during all years they have been a participant under the Plan and any other qualified retirement plan adopted by the Company; however, income taxes on this additional portion of the participant’s compensation may not be deferred. The Company matches 50% of the first 4% of compensation that a participant contributes to the Plan.
Individual accounts are maintained for each participant. Investment income earned by the Plan is allocated to participants’ accounts based upon relative balances of the individual accounts as of the valuation date for which the allocation is being made. At the discretion of the Company, forfeitures may reduce the matching contribution required for the current Plan year or may be allocated to participants’ accounts pro rata based on compensation. In 2005 and 2004, the Company chose to reduce its matching contribution

4


 

by forfeitures of $50,309 and $70,512, respectively.
Participants are immediately vested in their contributions and earnings thereon. The Plan provides for 20% vesting of all Company contributions after two years of service are completed with subsequent vesting at an additional 20% per service year until the participant is fully vested.
A participant’s total account balance is payable either in a lump sum distribution or by regular periodic installments upon his or her retirement, death or disability. Upon termination of service, only the vested portion of the participant’s account becomes payable. In the event of a participant’s death or permanent and total disability, his or her interest in the Plan will become fully vested.
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination (or permanent discontinuance of contributions to the Plan), all amounts credited to the accounts of the participants will become 100% vested. The Plan’s assets will be distributable to the participants in accordance with the respective values of their accounts.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accounting records of the Plan are based on the accrual basis.
Valuation of Investments
Participation units or shares owned by the Plan in common trust funds and Aaron Rents, Inc. common stock investments are reported at fair value. These fair values are based on quoted net asset value per unit or per share on the last business day of the Plan year, as determined by SunTrust Bank (the Trustee) based upon the quoted market values of the underlying investments.
Administrative Costs
The Company pays all administrative costs of the Plan.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates and the differences could be significant.

5


 

3. Investments
During 2005 and 2004, the Plan’s investments (including investments purchased, sold, and held during the year) appreciated (depreciated) in fair value as determined by SunTrust Bank (the Trustee) based upon the quoted market prices as follows:
                 
    December 31  
    2005     2004  
     
Common Stock
  $ (997,943 )   $ 2,902,086  
Shares of common trust funds
    (33,079 )     995,765  
     
 
  $ (1,031,022 )   $ 3,897,851  
     
Investments that represent 5% or more of fair value of the Plan’s net assets are as follows:
                 
    December 31
    2005   2003
     
Aaron Rents, Inc. Common Stock
  $ 5,439,177     $ 6,430,255  
 
               
SunTrust Bank:
               
STI Classic Balanced Fund
    2,184,380       2,126,158  
STI Classic Capital Appreciation Fund
    1,666,513       1,466,135  
SunTrust Retirement Stable Asset Fund B
    3,204,170       2,816,074  
STI Classic Large Cap Value Fund
    3,760,806       3,603,534  
STI Small Cap Value Fund
    1,962,018       1,585,384  
Franklin Small-Mid Cap Growth Fund
    1,164,126       849,291  
4. Income Tax Status
The Plan has received a determination letter from the Internal Revenue Service dated August 28, 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 determination by the Internal Revenue Service, 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.
5. Transactions with Parties-in-Interest
Certain Plan investments are shares of funds managed by SunTrust Bank. SunTrust Bank

6


 

is the Plan’s Trustee and, therefore, these transactions qualify as party-in-interest transactions.
The Plan held 258,025 and 257,209 shares of Aaron Rents, Inc. Common Stock valued at $5,439,177 and $6,430,255 at December 31, 2005 and 2004, respectively. The Plan received $13,636 and $9,882 in dividends from Aaron Rents, Inc. Common Stock in 2005 and 2004, respectively.
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 net assets available for benefits.

7


 

Supplemental Schedule
Aaron Rents, Inc.
Employees Retirement Plan and Trust
Schedule H Line 4i — Schedule of Assets
(Held at End of Year)
EIN. 58-0687630 Plan No. 001
December 31, 2005
                 
    (b)          
    Identity of Issue,       (e)  
    Borrower, Lessor or   (c)   Current  
(a)   Similar Party   Description of Investment   Value  
 
*  
Aaron Rents, Inc.
  Aaron Rents, Inc. Common Stock   $ 5,439,177  
   
 
           
*  
SunTrust Bank
  Goldman Sachs Mid Cap Value Fund     83,866  
   
 
           
*  
SunTrust Bank
  Franklin Small-Mid Cap Growth Fund     1,164,126  
   
 
           
*  
SunTrust Bank
  STI Classic Balanced Fund     2,184,380  
   
 
           
*  
SunTrust Bank
  STI Classic Capital Appreciation Fund     1,666,513  
   
 
           
*  
SunTrust Bank
  STI Classic US Government Securities Fund     480,577  
   
 
           
*  
SunTrust Bank
  STI Classic International Equity Fund     722,583  
   
 
           
*  
SunTrust Bank
  SunTrust Retirement Stable Asset Fund B     3,204,170  
   
 
           
*  
SunTrust Bank
  STI Classic Small Cap Value Fund     1,962,018  
   
 
           
*  
SunTrust Bank
  STI Classic Large Cap Value Fund     3,760,806  
   
 
         
   
 
      $ 20,668,216  
   
 
         
 
* Indicates a party-in-interest to the Plan.
Note: Cost information has not been included because all investments are participant directed.

8


 

SIGNATURES
     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.
         
 
  Aaron Rents, Inc. Employees    
 
  Retirement Plan and Trust    
 
  (Name of Plan)    
 
       
Date June 27, 2006
       
 
  /s/ JAMES L. CATES    
 
       
 
 
 
   
 
       
 
  Name: James L. Cates    
 
  Title: Chairman Employee Benefits Committee    

9


 

EXHIBIT INDEX
             
Exhibit   Description   Page
23
  Consent of Ernst & Young LLP     11  

10