11-K
Table of Contents

 
 
UNITED STATES
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
for the fiscal year ended December 31, 2008.
or
     
o   TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
for the transition period from                      to                     .
Commission File Number: 0-16284
A.   Full title of the plan and the address of the plan, if different from that of the issuer named below:
TechTeam Global Retirement Savings Plan
B.   Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
TechTeam Global, Inc.
27335 W. 11 Mile Road
Southfield, MI 48033
 
 

 


 

TechTeam Global Retirement Savings Plan
Audited Financial Statements and Supplemental Schedules
Contents
         
    3  
 
       
Audited Financial Statements
       
 
       
    4  
    5  
    6  
 
       
       
 
       
    16  
    17  
 EX-23.1

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Report of Independent Registered Public Accounting Firm
Plan Administrator
TechTeam Global Retirement Savings Plan
We have audited the accompanying statements of net assets available for benefits of the TechTeam Global Retirement Savings Plan as of December 31, 2008 and 2007, and the related statement of changes in net assets available for benefits for the year ended December 31, 2008. 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, 2008 and 2007, and the changes in its net assets available for benefits for the year then ended December 31, 2008, 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, 2008, and Schedule of Reportable 5% Transactions for the year then ended, 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. The 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
Detroit, MI
June 22, 2009

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TechTeam Global Retirement Savings Plan
Statements of Net Assets Available for Benefits
                 
    December 31
    2008   2007
     
Assets
               
Investments, at fair value:
               
Pooled separate accounts
  $ 5,083,051     $ 9,559,495  
Mutual funds
    2,600,792       3,425,123  
Unallocated contracts
    1,891,879       1,366,317  
TechTeam Global, Inc. common stock
    3,168,944       6,647,198  
Participant loans
    593,392       639,972  
     
Total investments
    13,338,058       21,638,105  
     
 
               
Contributions receivable:
               
Participants
    61,366       192,826  
Employer
    28,157       90,843  
     
Total contributions receivable
    89,523       283,669  
     
 
               
     
Net assets available for benefits
  $ 13,427,581     $ 21,921,774  
     
See accompanying notes.

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TechTeam Global Retirement Savings Plan
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 2008
         
Additions
       
Investment income:
       
Dividends and interest
    77,365  
 
     
Total investment income
    77,365  
 
     
 
       
Contributions:
       
Participants
    1,994,963  
Employer
    929,457  
Rollover
    46,440  
 
     
Total contributions
    2,970,860  
 
     
 
       
Total additions
    3,048,225  
 
       
Deductions
       
Net depreciation in fair value of investments
    8,596,678  
Benefits paid to participants
    2,935,923  
Administrative fees
    9,817  
 
     
Total deductions
    11,542,418  
 
     
 
       
Decrease in net assets available for benefits
    (8,494,193 )
 
       
Net assets available for benefits at beginning of year
    21,921,774  
 
     
Net assets available for benefits at end of year
  $ 13,427,581  
 
     
See accompanying notes.

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements
December 31, 2008
1. Description of the Plan
The following description of the TechTeam Global Retirement Savings Plan (the “Plan”) provides only general information. Participants should refer to the Plan agreement for a complete description of the Plan’s provisions.
General
The Plan is a defined contribution plan covering eligible, full-time employees of TechTeam Global, Inc. (the “Company”) and TechTeam Cyntergy, LLC, a domestic subsidiary of the Company. Employees of other domestic subsidiaries of the Company are covered under a separate plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”). Employees become eligible to participate in the Plan on the first day of the month following three months from their date of hire.
Contributions
Participants may contribute up to 75% of pretax annual compensation, as defined in the Plan document, subject to the legislated limitations. Participants may also contribute amounts representing distributions from other qualified plans. A participant may direct their contributions to any of the Plan’s fund options.
The Company may make discretionary matching contributions to the Plan, which are contributed into the TechTeam Global Stock Fund. During 2008, the Company elected to make matching contributions on a dollar-for-dollar basis on the first 1% of a participant’s base compensation and match an additional 50 cents on each dollar contributed that is between 1% to 6% of a participant’s base compensation. During 2007, the Company elected to make matching contributions on a dollar-for-dollar basis up to 3% of a participant’s base compensation.
Participants generally cannot redirect Company contributions to other fund options. In 2007, the Company implemented rules relating to the Pension Protection Act of 2006, which require plans to allow participants the option to diversify from employer stock. As a result, participants age 55 and older had 100% of their employer match transferred to a diversifiable fund, whereby each participant has an option to transfer Company contributions into investments other than the TechTeam Global Stock Fund. Participants with more than three years of service had 33% of their employer match transferred to the diversifiable fund. In 2007, a total of $1.7 million was transferred to the diversifiable fund.

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements (continued)
1. Description of the Plan (continued)
Participant Accounts
Each participant’s account is credited with the participant’s contributions and allocations of the Company’s contributions, investment earnings and Plan expenses. Allocations are based on participant earnings or account balances, as defined.
Vesting
Participants are immediately vested in their contributions. The Plan’s vesting provisions changed effective January 1, 2008, such that participants will become fully vested in Company contributions upon completion of two years of service, as well as upon death, disability or retirement. Participants hired prior to January 1, 2008 became fully vested in Company contributions upon completion of one year of service, as well as upon death, disability or retirement at designated ages.
Forfeitures
The Company is permitted to use forfeited balances to reduce future employer contributions. At December 31, 2008 and 2007, forfeited account balances totaled $29,316 and $20,931, respectively.
Loans to Participants
Participants may borrow from their fund accounts a minimum of $1,000 and up to a maximum of the lesser of $50,000 or the greater of 50% of their vested account balance or $10,000 reduced by any outstanding loan balance on the date the new loan is made. Loan terms range from 1-5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the participant’s account balance and bear interest at a rate commensurate with local prevailing rates as determined quarterly by the Plan administrator. Principal and interest are paid ratably through monthly payroll deductions.

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements (continued)
1. Description of the Plan (continued)
Payment of Benefits
A participant will receive a lump-sum distribution equal to the value of his or her account upon termination of service, death, disability or retirement. The benefit to which a participant is entitled is the benefit that can be provided from the vested value of the participant’s account.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to terminate the Plan subject to the provisions of ERISA. In the event of termination, the amount in each participant’s account would become 100% vested and would be distributed to each participant in accordance with distribution policies set forth in the Plan.
Fees and Expenses
All expenses incurred by the Plan, consisting primarily of administrative costs, are paid by the Plan. The cost of the annual audit of the Plan’s financial statements is paid by the Company.
2. Summary of Accounting Policies
Use of Estimates
The preparation of financial statements in conformity with United States generally accepted accounting principles requires management to make estimates that affect the amounts reported and disclosed in the financial statements and accompanying notes. Actual results could differ from those estimates.

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements (continued)
2. Summary of Accounting Policies (continued)
Investments
Investments consist of mutual funds, pooled separate accounts, TechTeam Global, Inc. common stock and an unallocated contract. The fair value of participation units owned by the Plan in mutual funds and pooled separate accounts is based on quoted redemption values on the last business day of the Plan year. The TechTeam Global Stock Fund is administered as a pooled separate account and is stated at fair value. Investment in the unallocated contract is stated at the contract value, which approximates fair value. Participant loans are stated at the amount of their outstanding balance, which approximates fair value. Purchases and sales of securities are recorded on a trade-date basis. Interest and dividend income are recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
The Plan provides the Principal Fixed Income Guaranteed Option (“PFIGO”), a benefit-responsive group annuity contract issued by Principal Life Insurance Company (“PLIC”), as an investment option for participants. The objective of this investment option is to guarantee principal and provide a stated interest crediting rate backed by PLIC. Characteristics of this investment option allow for the principal value to remain stable regardless of the volatility of the bond markets. The PFIGO is a group annuity contract with a fixed rate of interest. Under the existing contract, the interest crediting rate is adjusted on a semi-annual basis and will not be less than the guaranteed minimum interest rate, which was 3% in 2008 and 2007. The average yield earned (interest credited) by the Plan and credited to participants was 4.63% and 4.65% in 2008 and 2007, respectively. Changes in future interest crediting rates will not be reported as an adjustment from fair value to contract value since fair value is considered book value less an early withdrawal charge for benefit-responsive investment contracts.

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements (continued)
3. Nonparticipant-Directed Investments
Information about the significant components of changes in assets relating to the TechTeam Global Stock Fund was as follows:
         
Balance at December 31, 2007
  $ 6,647,198  
Employer contributions
    992,143  
Participant contributions
    60,398  
Depreciation in fair value of investment
    (3,545,001 )
Benefits paid to participants
    (606,317 )
Transfers out
    (375,175 )
Administrative fees
    (4,302 )
 
     
Balance at December 31, 2008
  $ 3,168,944  
 
     
4. Investments
Investments that represented 5% or more of fair value of the Plan’s net assets available for benefits were as follows:
                 
    December 31  
    2008     2007  
     
 
               
TechTeam Global Stock Fund *
  $ 3,168,944     $ 6,647,198  
Principal Global Investors — Fixed Income Guaranteed Option
    1,891,879       1,366,317  
American Fund Service Co — Am Fds Grth Fd of Am R3 Fund
    829,657       1,681,946  
American Century Inv. Mgmt — Am Cent Heritage A Fund
    774,494       1,648,548  
Principal Global Investors — Diversified Intl Sep Acct
    646,188       1,776,217  
Goldman Sachs Asset Mgmt — Mid-Cap Value I Sep Acct
    638,060       1,211,345  
Columbus Circle Investors — Large Co Growth Sep Acct
    610,691       1,336,084  
Principal Global Investors — Large Cap Stk Idx Sep Acct
    510,668       1,096,198  
Alliance Cap Mgmt (Bernstein) — Ptr Lg-Cap Value Sep Acct
          1,570,760  
 
*   Denotes nonparticipant-directed investment

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements (continued)
4. Investments (continued)
During 2008, the Plan’s investments appreciated (depreciated) in fair value, as determined by quoted market prices or rate of return, as follows:
         
TechTeam Global Stock Fund
  $ (3,545,001 )
Pooled separate accounts
    (3,675,047 )
Mutual Funds
    (1,439,750 )
Unallocated Contracts
    63,120  
 
     
 
  $ (8,596,678 )
 
     
5. 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.

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements (continued)
6. Reconciliation of Financial Statements to Form 5500
Contributions on the Form 5500 are recorded on the cash basis for the Plan year ended December 31, 2008. A reconciliation of net assets available for plan benefits per the December 31, 2008 financial statements to the Form 5500 is as follows:
         
Net assets available for plan benefits per the financial statements (accrual basis)
  $ 13,427,581  
Contributions receivable on the accrual basis
    (89,523 )
 
     
Net assets available for plan benefits per the Form 5500 (cash basis)
  $ 13,338,058  
 
     
A reconciliation of the contributions made for plan benefits per the December 31, 2008 financial statements to the respective Form 5550 is as follows:
         
Contributions made for benefits per the financial statements (accrual basis)
  $ 2,970,860  
Contributions receivable on the accrual basis
    (89,523 )
Contributions receivable reversal on the accrual basis
    283,669  
Contributions receivable reversal on the modified cash basis
    (102,352 )
 
     
Contributions made for benefits per the Form 5500 (cash basis)
  $ 3,062,654  
 
     
7. Tax Status
The Plan has received a determination letter from the Internal Revenue Service dated September 6, 2005, 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 and restated. 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 and restated, is qualified and the related trust is tax exempt.

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements (continued)
8. Financial Instruments Measured at Fair Value
On January 1, 2008, the Company adopted the provisions of SFAS No. 157, Fair Value Measurements (“SFAS 157”) related to financial assets and liabilities as well as other assets and liabilities carried at fair value on a recurring basis. The valuation techniques required by SFAS 157 are based on observable and inobservable inputs using the following hierarchy:
Level 1 —Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 —Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.
Level 3 —Unobservable inputs that reflect the reporting entity’s own assumptions.
The following table presents the Plan’s fair value hierarchy for those assets measured at fair value:
                                 
            Quoted              
            Prices              
            in Active     Significant        
            Markets for     Other     Significant  
    Balance at     Identical     Observable     Unobservable  
    December 31,     Items     Inputs     Inputs  
Investment Category   2008     (Level 1)     (Level 2)     (Level 3)  
 
                               
Pooled separate accounts
  $ 5,083,051     $     $ 4,891,639     $ 191,412  
Mutual funds
    2,600,792       2,600,792              
Unallocated contracts
    1,891,879                   1,891,879  
TechTeam Global, Inc. common stock
    3,168,944       3,168,944              
Participant loans
    593,392                   593,392  
 
                       
Total
  $ 13,338,058     $ 5,769,736     $ 4,891,639     $ 2,676,683  
 
                       

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TechTeam Global Retirement Savings Plan
Notes to the Financial Statements (continued)
8. Financial Instruments Measured at Fair Value (continued)
Level 3 assets are not readily corroborated by observable market data. Fair value for the pooled separate accounts was provided by Principal Financial Group and the plan administrator compared a sample of underlying assets with quoted market sources. As more fully described in Note 2, the unallocated contract is valued at contract value which approximates fair value. The participant loan is valued at cost plus accrued interest, which approximates fair value. The following table represents a reconciliation of all Level 3 investments:
                                         
    Balance at                     Purchases,     Balance at  
    December 31,     Total     Interest     Issuances,     December  
Investment Category   2007     Losses     Credited     Settlements     31, 2008  
 
                                       
Unallocated contracts
  $ 1,366,317     $     $ 63,121     $ 462,441     $ 1,891,879  
Pooled separate accounts
    47,887       (26,955 )           170,480       191,412  
Participant loans
    639,972                   (46,580 )     593,392  
9. Subsequent Event
The Company suspended matching contributions under the Plan for all employees effective April 27, 2009.

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Supplemental Schedules

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TechTeam Global Retirement Savings Plan
EIN: 38-2774613 Plan: 001
Schedule H, Line 4i—Schedule of Assets (Held at End of Year)
December 31, 2008
                     
        Description of Investment          
        Including Maturity Date,          
Identity of Issue, Borrower Rate of Interest, Collateral,       Current  
or Similar Party Par or Maturity Value   Cost   Value  
 
   
 
               
   
Principal Global Investors
  Fixed Income Guaranteed Option   ***   $ 1,891,879  
   
American Funds Service Co
  Am Fds Grth Fd of Am R3 Fund   ***     829,657  
   
American Century Inv Mgt
  Am Cent Heritage A Fund   ***     774,494  
   
Principal Global Investors
  Diversified Intl Sep Acct   ***     646,188  
   
Goldman Sachs Asset Mgt
  Mid-Cap Value I Sep Acct   ***     638,060  
   
MFS Investment Management
  MFS Value R2 Fund   ***     626,339  
   
Columbus Circle Investors
  Large Co Growth Sep Acct   ***     610,691  
   
Principal Global Investors
  Principal LifeTm 2030 Sep Acct   ***     550,026  
   
Principal Global Investors
  Large Cap Stk Idx Sep Acct   ***     510,668  
   
Principal Global Investors
  Principal LifeTm 2020 Sep Acct   ***     458,640  
   
Principal Global Investors
  Bond and Mtg Sep Acct   ***     404,402  
   
Principal Global Investors
  Principal LifeTm 2040 Sep Acct   ***     362,874  
   
Principal Global Investors
  Principal U.S. Property Sep Acct   ***     191,412  
   
Franklin Advisors, Inc
  Franklin Small Cap Value R Fund   ***     189,323  
   
Principal Global Investors
  Sm-Cap Growth III Sep Acct   ***     186,480  
   
Principal Global Investors
  Intl Emerging Mkts Sep Acct   ***     172,588  
   
Principal Global Investors
  Principal LifeTm 2050 Sep Acct   ***     147,508  
   
Excelsior Mutual Funds
  Excelsior Val & Restruct R Fund   ***     124,689  
   
Principal Global Investors
  Prin LifeTm Str Inc Sep Acct   ***     64,798  
   
Davis Funds
  Davis New York Venture R Fund   ***     56,290  
   
Principal Global Investors
  Principal LifeTm 2010 Sep Acct   ***     54,115  
   
Principal Global Investors
  Medium Company Blend Sep Acct   ***     44,118  
   
Principal Global Investors
  Sm Cap Stk Idx Sep Acct   ***     40,483  
*  
Participants
  Loans to participants at interest rates ranging from 6% to 10.5%, with various maturity dates   n/a     593,392  
**  
TechTeam Global, Inc.
  TechTeam Global Stock Fund   $6,219,969     3,168,944  
   
 
               
   
 
             
   
 
          $ 13,338,058  
   
 
             
 
*   Party-in-interest
 
**   Party-in-interest, nonparticipant-directed fund
 
***   Cost is not required for participant-directed investments

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TechTeam Global Retirement Savings Plan
EIN: 38-2774613 Plan: 001
Schedule H, Line 4j—Schedule of Reportable 5% Transactions
December 31, 2008
                                         
            Purchase   Cost of   Selling    
Identity of Party Involved   Description of Asset   Price   asset   Price   Net Gain
 
 
                                       
Principal Global Investors
  Fixed Income Guaranteed Option   $ 970,896     $ 508,454     $ 508,454        
Alliance Cp Mgt (Bernstein)
  Ptr Lg-Cap Value Sep Acct     21,432       534,643       1,076,339       541,696  
TechTeam Global, Inc.
  TechTeam Global Stock Fund     1,200,787       524,544       1,134,098       609,554  
There were no category (i), (ii) or (iv) reportable transactions during 2008.

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SIGNATURES
The Plan.    Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustee of the TechTeam Global Retirement Savings Plan has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.
         
June 25, 2009  TechTeam Global Retirement Savings Plan
 
 
  By:   /s/ Heidi K. Hagle  
    Heidi K. Hagle   
    Vice President, Human Resources   

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