-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, oSbneSt20p08XaEhAbW1tducOV5VVnkkZd9LcbHz6J9pvHy/aNdTpIuxWuu0RD0x Q2v9yVakQ/sEWczgXs1vYw== 0000108703-95-000004.txt : 19950628 0000108703-95-000004.hdr.sgml : 19950628 ACCESSION NUMBER: 0000108703-95-000004 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950623 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: WYMAN GORDON CO CENTRAL INDEX KEY: 0000108703 STANDARD INDUSTRIAL CLASSIFICATION: 3460 IRS NUMBER: 041992780 STATE OF INCORPORATION: MA FISCAL YEAR END: 0528 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-03085 FILM NUMBER: 95548727 BUSINESS ADDRESS: STREET 1: 244 WORCHESTER ST STREET 2: BOX 8001 CITY: NORTH GRAFTON STATE: MA ZIP: 01536 BUSINESS PHONE: 5088394441 11-K 1 WYMAN-GORDON FORM 11-K AS OF 12/31/94 1 FORM 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (Fee Required) For the Fiscal Year ended December 31, 1994 [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (No Fee Required) For the Transition Period from to WYMAN-GORDON COMPANY SAVINGS/INVESTMENT PLAN (Full Title of the Plan) WYMAN-GORDON COMPANY 244 WORCESTER STREET P.O. BOX 8001 NORTH GRAFTON, MASSACHUSETTS 01536-8001 (Name of Issuer of the Securities Held Pursuant to the Plan and the Address of its Principal Executive Offices) 1 of 7 2 ITEM 1. CHANGES IN THE PLAN Wyman-Gordon Company ("the Company") amended and restated the Wyman-Gordon Company Savings/Investment Plan ("the Plan"). The Company issued the Wyman-Gordon Company Savings/Investment Plan, Plan and Trust Agreement, Second Complete Amendment and Restatement December 20, 1994, generally effective April 1, 1992. Pursuant to a stock purchase agreement between Cooper Industries, Inc. and Wyman-Gordon Company, effective May 27, 1994, Wyman- Gordon Forgings, Inc. (WGFI), formerly known as Cameron Forged Products Company, became a subsidiary of Wyman-Gordon Company. Effective as of July 1, 1994, assets from the Cooper Industries, Inc. Savings and Stock Ownership Plan and the Cameron Iron Works, USA, Inc. Savings Investment Plan for Hourly Employees attributable to participants who prior to May 27, 1994, were employees of Cameron Forged Products Company and who on May 27, 1994 became employees of Wyman-Gordon Forgings, Inc., a subsidiary of the Wyman-Gordon Company, were transferred to this Plan. ITEM 2. CHANGES IN INVESTMENT POLICY Effective as of July 1, 1994, assets from the Cooper Industries, Inc. Savings and Stock Ownership Plan and the Cameron Iron Works, USA, Inc. Savings Investment Plan for Hourly Employees attributable to participants who prior to May 27, 1994, were employees of Cameron Forged Products Company and who on May 27, 1994 became employees of WGFI, a subsidiary of the Company, were transferred to this Plan. The assets included Cooper Common Stock and Cooper Preferred Stock which assets are held in the Cooper Common Stock Fund and Cooper Preferred Stock Fund, respectively. A Participant's or Beneficiary's existing investment in the Cooper Common Stock Fund and the Cooper Preferred Stock Fund as of July 1, 1994 and earnings thereon may continue to be invested in such Funds until such time as the Participant or Beneficiary otherwise elects to invest such portion of his or her Accounts or the Administrator directs the liquidation of such Funds. The Cooper Common Stock Fund and the Cooper Preferred Stock Fund are not designated as available for investment by Participants or Beneficiaries, except to the extent a Participant or Beneficiary is permitted to exchange all or a portion of his or her investment in the Cooper Preferred Stock Fund for an equivalent investment in the Cooper Common Stock Fund. Effective May 2, 1994, the Plan expanded its investment options to include Stagecoach LifePath Funds. ITEM 3. CONTRIBUTIONS UNDER THE PLAN Under the terms of the Plan any contributions made by or on behalf of the Participant of between 2% and 5% of a Participant's annual compensation are matched by Wyman-Gordon Company ("the Company") at its discretion at a rate determined by the Company's Chief Executive Officer. -2- 3 ITEM 3. CONTRIBUTIONS UNDER THE PLAN, (Continued) Effective April 1, 1993, the Company changed its contribution policy whereby a stock match program was implemented for employees of the Forgings Division. The Company matches 50% of each Participant's quarterly contributions to the Plan with Wyman- Gordon Company stock. Amounts eligible for the 50% stock match are limited to 5% of the Participant's salary. The employer may change the 50% matching rate or the 5% of considered pay to any other percentages including 0%. The first quarterly match occurred for the quarter beginning April 1, 1993 and ending June 30, 1993. The Wyman-Gordon stock match amounted to $637,779 in 1994. Under the terms of the Plan as subsequently amended on April 1, 1992, the Company's wholly-owned subsidiary Wyman-Gordon Investment Castings, Inc. (WGIC) will match 25% of each eligible WGIC Participant's pre-tax contributions for the period, provided no WGIC match contributions shall be made based upon a Participant's contribution in excess of 15% of his or her pay. The Company may change the 25% matching rate or the 15% of considered pay to any other percentages including 0%. The maximum dollar match is limited to $270 per Participant for the Plan year. The total 1994 Company match was $262,371. ITEM 4. PARTICIPATING EMPLOYEES At December 31, 1994, 3,476 employees were Participants in the Plan. ITEM 5. ADMINISTRATION OF THE PLAN The Plan is administered jointly by a Plan Committee and a Plan Investment Committee, both of whose members are appointed by the Company's Chief Executive Officer. The Plan Committee is responsible for the promulgation and enforcement of necessary or appropriate rules and regulations for the administration of the Plan, the interpretation of the terms of the Plan, and the resolution of questions relating to an individual's participation in the Plan. At December 31, 1994, the members of the Plan Committee were: NAME OFFICE OR POSITION ADDRESS Raymond L. Raboin Forgings Division- Wyman-Gordon Company Controller 244 Worcester Street P.O. Box 8001 North Grafton, MA 01536-8001 David J. Sulzbach W-G Forgings, Inc. W-G Forgings, Inc. Division - Controller 10825 Telge Road P.O. Box 40456 Houston, TX 77240-0456 -3- 4 ITEM 5. ADMINISTRATION OF THE PLAN, (Continued) NAME OFFICE OR POSITION ADDRESS Wallace F. Whitney, Vice President, General Wyman-Gordon Company Jr. Counsel and Clerk 244 Worcester Street P.O. Box 8001 North Grafton, MA 01536-8001 ITEM 6. CUSTODIAN OF INVESTMENTS Wells Fargo Bank N.A., 420 Montgomery Street, San Francisco, California, a Delaware Corporation, is the custodian of the assets held by the Plan. For the year ended December 31, 1994, Wells Fargo Bank N.A. was paid fees of approximately $48,000 for its services, which were paid by the Plan. Wells Fargo's coverage for property of its customers under custody and its agents is provided under the Banker's Professional Liability Insurance which insures the bank and its customers against all risks of loss resulting directly from one or more fraudulent or dishonest acts by an employee acting alone or in collusion with others, committed with the intent to have the employer sustain a pecuniary loss and to profit personally thereby, physical loss of property resulting from burglary, robbery, theft, common law or statutory larceny, mysterious disappearance or damage thereto, while such property is lodged within offices or premises anywhere, or while in transit anywhere in the custody of a messenger. The limit of the coverage for each loss or claim or annual aggregate excess of deductible is $105 million. ITEM 7. REPORTS TO PARTICIPATING EMPLOYEES Each Participant is furnished with a quarterly statement summarizing the activity within their investment accounts for the quarter as well as the value of their investment accounts as of the end of the quarter. ITEM 8. INVESTMENT OF FUNDS (a) For the three years ended December 31, 1994, no direct brokerage commissions were paid by the Plan. (b) During the year ended December 31, 1994, neither the Plan nor any Investment Manager for the Plan, pursuant to an agreement or understanding with a broker or otherwise through an internal allocation procedure, directed the Plan's brokerage transactions to a broker or brokers because of research services provided. -4- 5 ITEM 9. FINANCIAL STATEMENTS AND EXHIBITS (a) The Financial Statements of the Plan consisting of the following are filed herewith: (1) Report of Independent Auditors (2) Statements of Net Assets Available for Plan Benefits as of December 31, 1994 and 1993 (3) Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended December 31, 1994, 1993 and 1992 (4) Supplemental Schedules (b) Exhibits: Page (1) The Wyman-Gordon Company Savings/Investment Plan is incorporated by reference to Registration Statement No. 33-26980 on Form S-8. - (2) Agreement establishing the Wyman-Gordon Savings/Investment Trust is incorporated by reference to Registration Statement No. 33-26980 on Form S-8. - (3) Consent of Independent Auditors R-3 -5- 6 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Committee of Wyman-Gordon Company has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized. WYMAN-GORDON COMPANY SAVINGS/INVESTMENT PLAN Date 6/23/95 By /s/ Andrew C. Genor Andrew C. Genor Vice President - Chief Financial Officer and Treasurer -6- 7 WYMAN-GORDON COMPANY SAVINGS/INVESTMENT PLAN FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES For the Years Ended December 31, 1994, 1993 and 1992 with Report of Independent Auditors -7- 8
Wyman-Gordon Company Savings/Investment Plan Index to Financial Statements and Supplemental Schedules Pages Report of Independent Auditors R-2 Consent of Independent Auditors R-3 Financial Statements: Statements of Net Assets Available for Plan Benefits as of December 31, 1994 and 1993 R-4 Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 1994, 1993 and 1992 R-5A1/R-5C1 Notes to Financial Statements R-6 Additional Information for Item 30(a) - Supplemental Schedule of Assets Held for Investment Purposes as at December 31, 1994 R-17 Additional Information for Item 30(d) - Supplemental Schedule of Reportable Transactions for the Year Ended December 31, 1994 R-18A/R-18B
R-1 9 REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS To The Trustees of Wyman-Gordon Company Savings and Investment Plan We have audited the accompanying statements of net assets available for plan benefits of the Wyman-Gordon Company Savings and Investment Plan as of December 31, 1994 and 1993, and the related statements of changes in net assets available for plan benefits for each of the three years in the period ended December 31, 1994. 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 generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes 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. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Wyman-Gordon Company Savings and Investment Plan as of December 31, 1994 and 1993, and the changes in net assets available for plan benefits for each of the three years in the period ended December 31, 1994, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes at December 31, 1994 and reportable transactions for the year then ended are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, and are not a required part of the basic financial statements. The Fund Information in the statement of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the changes in net assets available for benefits of each fund. The supplemental schedules and Fund Information have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. Ernst & Young LLP Boston, Massachusetts May 12, 1995 R-2 10 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-26980) pertaining to the Wyman-Gordon Company Savings and Investment Plan of our report dated May 12, 1995, with respect to the financial statements and schedules of the Wyman-Gordon Company Savings and Investment Plan included in this Annual Report (Form 11-K) for the year ended December 31, 1994. Ernst & Young LLP Boston, Massachusetts June 20, 1995 R-3 11
Wyman-Gordon Company Savings/Investment Plan Statements of Net Assets Available for Plan Benefits as of December 31, 1994 and 1993 1994 1993 Invest- 1994 Invest- 1993 ment Fair ment Fair at Cost Value at Cost Value ASSETS Investments, at fair value: Collective Investment Funds: Income Accumulation Fund of Wells Fargo Bank N.A. $18,644,060 $18,644,060 $6,877,696 $ 6,877,696 Stagecoach LifePath 2000 736,062 710,998 - - Stagecoach LifePath 2010 580,976 557,322 - - Stagecoach LifePath 2020 301,464 291,298 - - Stagecoach LifePath 2030 96,950 93,911 - - Stagecoach LifePath 2040 57,792 56,489 - - Stagecoach Asset Allocation 8,236,243 7,608,252 9,332,544 9,191,320 Stagecoach Growth Stock Fund 5,397,280 5,482,552 3,570,692 3,546,299 Stagecoach S&P 500 Fund 8,176,592 7,946,770 2,778,674 2,803,201 Stagecoach U.S. Treasury Allocation 6,744,036 6,340,582 3,744,521 3,536,396 47,732,234 25,954,912 Wyman-Gordon Stock Fund 2,525,422 2,742,318 976,299 936,903 Cooper Common Stock 1,440,005 1,396,805 - - Cooper Preferred Stock 1,856,733 1,770,543 - - Participant Loans 1,443,050 527,677 55,084,950 27,419,492 LIABILITIES Participants' withdrawals and benefits payable - - Net assets available for plan benefits $55,084,950 $27,419,492
The accompanying notes are an integral part of these financial statements. R-4 12
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1994 Stage- Stage- Stage- coach coach coach Income LifePath LifePath LifePath Accumulation 2000 2010 2020 ADDITIONS Contributions: Employee $ 809,668 $ 67,337 $ 38,523 $ 28,610 Employer 101,776 - - - Rollovers 5,413,418 - - - 6,324,862 67,337 38,523 28,610 Interest 495,137 14,449 13,685 5,720 Net appreciation (depreciation) in fair market value of investments - (27,001) (25,822) (12,804) Total Additions 6,819,999 54,785 26,386 21,526 DEDUCTIONS Participants' withdrawals (1,137,465) (11,238) (18) (440) Plan administrative expenses (12,689) (253) (188) (256) Net transfers/ adjustments in (out) 6,096,519 667,704 531,142 270,468 Total (deductions) additions 4,946,365 656,213 530,936 269,772 Increase (decrease) in net assets available for plan benefits 11,766,364 710,998 557,322 291,298 Net assets available for plan benefits: Beginning of year 6,877,696 - - - End of year $18,644,060 $ 710,998 $ 557,322 $ 291,298
The accompanying notes are an integral part of these financial statements. R-5A1 13
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1994 (Continued) Stage- Stage- Stage- Stage- coach coach coach coach LifePath LifePath Asset Growth 2030 2040 Allocation Stock ADDITIONS Contributions: Employee $ 12,471 $ 8,015 $ 804,846 $ 715,368 Employer - - 29,641 28,950 Rollovers - - - - 12,471 8,015 834,487 744,318 Interest 1,440 558 424,235 35,584 Net appreciation (depreciation) in fair market value of investments (3,933) (2,919) (721,805) 91,776 Total Additions 9,978 5,654 536,917 871,678 DEDUCTIONS Participants' withdrawals - (32) (879,679) (281,156) Plan administrative expenses (116) (66) (8,965) (7,430) Net transfers/ adjustments in (out) 84,049 50,933 (1,231,341) 1,353,161 Total (deductions) additions 83,933 50,835 (2,119,985) 1,064,575 Increase (decrease) in net assets available for plan benefits 93,911 56,489 (1,583,068) 1,936,253 Net assets available for plan benefits: Beginning of year - - 9,191,320 3,546,299 End of year $ 93,911 $ 56,489 $7,608,252 $5,482,552
The accompanying notes are an integral part of these financial statements. R-5A2 14
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1994 (Continued) Stage- Stage- coach Cooper Cameron coach Treasury Common Forged S&P 500 Allocation Stock Equity ADDITIONS Contributions: Employee $ 800,142 $ 408,998 $ - $ - Employer 63,175 38,829 - - Rollover - 10,236,415 1,512,038 5,510,596 863,317 10,684,242 1,512,038 5,510,596 Interest 204,286 449,402 - - Net appreciation (depreciation) in fair market value of investments (276,891) (548,233) (23,960) 101,705 Total Additions 790,712 10,585,411 1,488,078 5,612,301 DEDUCTIONS Participants' withdrawals (440,465) (225,791) (13,894) (28,119) Plan administrative expenses (7,770) (6,735) - - Net transfers/ adjustments in (out) 4,801,092 (7,548,699) (77,379) (5,584,182) Total (deductions) additions 4,352,857 (7,781,225) (91,273) (5,612,301) Increase (decrease) in net assets available for plan benefits 5,143,569 2,804,186 1,396,805 - Net assets available for plan benefits: Beginning of year 2,803,201 3,536,396 - - End of year $7,946,770 $6,340,582 $1,396,805 $ -
The accompanying notes are an integral part of these financial statements. R-5A3 15
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1994 (Continued) Cooper W-G Preferred Stock Fund Loans Total ADDITIONS Contributions: Employee $ - $ 204,216 $ - $ 3,898,194 Employer - 637,779 - 900,150 Rollover 2,116,152 - 767,010 25,555,629 2,116,152 841,995 767,010 30,353,973 Interest - - 82,099 1,726,595 Net appreciation (depreciation) in fair market value of investments (42,635) 311,569 - (1,180,953) Total Additions 2,073,517 1,153,564 849,109 30,899,615 DEDUCTIONS Participants' withdrawals (61,340) (47,343) (59,513) (3,186,493) Plan administrative expenses (403) (2,793) - (47,664) Net transfers/ adjustments in (out) (241,231) 701,987 125,777 - Total (deductions) additions (302,974) 651,851 66,264 (3,234,157) Increase (decrease) in net assets available for plan benefits 1,770,543 1,805,415 915,373 27,665,458 Net assets available for plan benefits: Beginning of year - 936,903 527,677 27,419,492 End of year $1,770,543 $2,742,318 $1,443,050 $55,084,950
The accompanying notes are an integral part of these financial statements. R-5A4 16
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1993 U.S. Asset Growth S&P 500 Treasury Allocation Stock Stock Allocation Fund Fund Fund Fund ADDITIONS Contributions: Employee $ 716,590 $ 468,311 $ 400,918 $ 273,848 Employer 32,771 28,481 25,221 17,430 749,361 496,792 426,139 291,278 Net appreciation in fair market value of investments 1,107,163 301,819 194,806 453,011 Total Additions 1,856,524 798,611 620,945 744,289 DEDUCTIONS Participants' withdrawals (329,325) (67,967) (154,542) (70,430) Plan administrative expenses (4,719) (2,535) (2,366) (1,730) Net transfers/ adjustments in (out) (8,418,106) (3,013,458) (2,668,193) (2,861,572) Total (deductions) additions (8,752,150) (3,083,960) (2,825,101) (2,933,732) Increase (decrease) in net assets available for plan benefits (6,895,626) (2,285,349) (2,204,156) (2,189,443) Net assets available for plan benefits: Beginning of year 6,895,626 2,285,349 2,204,156 2,189,443 End of year $ - $ - $ - $ -
The accompanying notes are an integral part of these financial statements. R-5B1 17
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1993 (Continued) Income Accumu- Wellsfunds Wellsfunds lation Asset Growth Wellsfunds Fund Allocation Stock S&P 500 ADDITIONS Contributions: Employee $ 465,374 $ 220,766 $ 146,954 $ 124,334 Employer 12,722 3,508 2,935 3,198 478,096 224,274 149,889 127,532 Interest 380,317 154,026 100,831 18,975 Net appreciation (depreciation) in fair market value of investments - (140,044) (24,531) 25,788 Total Additions 858,413 238,256 226,189 172,295 DEDUCTIONS Participants' withdrawals (1,409,326) (67,963) (69,626) (65,465) Plan administrative expenses (7,022) (1,400) (871) (742) Net transfers/ adjustments in (out) (2,077,179) 9,022,427 3,390,607 2,697,113 Total (deductions) additions (3,493,527) 8,953,064 3,320,110 2,630,906 Increase (decrease) in net assets available for plan benefits (2,635,114) 9,191,320 3,546,299 2,803,201 Net assets available for plan benefits: Beginning of year 9,512,810 - - - End of year $6,877,696 $9,191,320 $3,546,299 $2,803,201
The accompanying notes are an integral part of these financial statements. R-5B2 18
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1993 (Continued) Wellsfunds W-G Treasury Stock Allocation Fund Loans Total ADDITIONS Contributions: Employee $ 93,169 $107,905 $ - $ 3,018,169 Employer 2,753 272,686 - 401,705 95,922 380,591 - 3,419,874 Interest 151,623 - 29,357 835,129 Net appreciation (depreciation) in fair market value of investments (210,649) (71,650) - 1,635,713 Total Additions 36,896 308,941 29,357 5,890,716 DEDUCTIONS Participants' withdrawals (69,738) (29,892) (6,190) (2,340,464) Plan administrative expenses (14,948) (1,094) - (37,427) Net transfers/ adjustments in (out) 3,584,186 111,209 232,966 - Total (deductions) additions 3,499,500 80,223 226,776 (2,377,891) Increase (decrease) in net assets available for plan benefits 3,536,396 389,164 256,133 3,512,825 Net assets available for plan benefits: Beginning of year - 547,739 271,544 23,906,667 End of year $3,536,396 $936,903 $527,677 $27,419,492
The accompanying notes are an integral part of these financial statements. R-5B3 19
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1992 W-G Asset Income Equity Stock Allocation Fund Fund Fund Fund ADDITIONS Contributions: Employee $ 301,852 $ 29,040 $ 74,443 $ 666,789 Employer - - 4,754 32,565 301,852 29,040 79,197 699,354 Interest 8,302 1,047 - - Net appreciation in fair market value of investments 245,647 379,224 56,639 477,901 Total Additions 555,801 409,311 135,836 1,177,255 DEDUCTIONS Participants' withdrawals (1,257,974) (9,739) (10,769) (92,237) Net transfers/ adjustments in (out) (19,236,406) (2,240,879) 300,255 5,810,608 Total (deductions) additions (20,494,380) (2,250,618) 289,486 5,718,371 Increase (decrease) in net assets available for plan benefits (19,938,579) (1,841,307) 425,322 6,895,626 Net assets available for plan benefits: Beginning of year 19,938,579 1,841,307 122,417 - End of year $ - $ - $547,739 $6,895,626
The accompanying notes are an integral part of these financial statements. R-5C1 20
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1992 (Continued) U.S. Income Growth S&P 500 Treasury Accumulation Stock Stock Allocation Fund Fund Fund Fund ADDITIONS Contributions: Employee $ 427,319 $ 370,964 $ 295,226 $ 230,500 Employer 29,638 25,936 24,009 17,864 456,957 396,900 319,235 248,364 Interest 576,466 - - - Net appreciation in fair market value of investments - 368,368 145,552 127,230 Total Additions 1,033,423 765,268 464,787 375,594 DEDUCTIONS Participants' withdrawals (1,413,383) (21,075) (87,419) (26,551) Net transfers/ adjustments in (out) 9,892,770 1,541,156 1,826,788 1,840,400 Total (deductions) additions 8,479,387 1,520,081 1,739,369 1,813,849 Increase (decrease) in net assets available for plan benefits 9,512,810 2,285,349 2,204,156 2,189,443 Net assets available for plan benefits: Beginning of year - - - - End of year $9,512,810 $2,285,349 $2,204,156 $2,189,443
The accompanying notes are an integral part of these financial statements. R-5C2 21
Wyman-Gordon Company Savings/Investment Plan Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1992 (Continued) Loans Total ADDITIONS Contributions: Employee $ - $ 2,396,133 Employer - 134,766 - 2,530,899 Interest 6,236 592,051 Net appreciation in fair market value of investments - 1,800,561 Total Additions 6,236 4,923,511 DEDUCTIONS Participants' withdrawals - (2,919,147) Net transfers/ adjustments in (out) 265,308 - Total (deductions) additions 265,308 (2,919,147) Increase (decrease) in net assets available for plan benefits 271,544 2,004,364 Net assets available for plan benefits: Beginning of year - 21,902,303 End of year $271,544 $23,906,667
The accompanying notes are an integral part of these financial statements. R-5C3 22 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS 1. PLAN DESCRIPTION The Wyman-Gordon Company Savings/Investment Plan ("the Plan") is a single employer defined contribution plan covering certain employees of Wyman-Gordon Company ("the Company"). The Plan was established on January 1, 1981 for the purpose of providing eligible employees with opportunities for (I) convenient and regular personal savings; (II) sharing in contributions by the Company out of its current and accumulated net profits; and (III) supplementing retirement benefits. The Plan is a single-employer contributory Plan which is funded by a trust arrangement with the Wyman-Gordon Savings/Investment Trust (the "Trust"). ELIGIBILITY Wyman-Gordon Company ("the Company") amended and restated the Wyman-Gordon Company Savings/Investment Plan ("the Plan"). The Company issued the Wyman-Gordon Company Savings/ Investment Plan, Plan and Trust Agreement, Second Complete Amendment and Restatement December 20, 1994, generally effective April 1, 1992. Pursuant to a stock purchase agreement between Cooper Industries, Inc. and Wyman-Gordon Company, effective May 27, 1994, Wyman-Gordon Forgings, Inc. (WGFI), formerly known as Cameron Forged Products Company, became a subsidiary of the Wyman-Gordon Company. Effective as of July 1, 1994, assets from the Cooper Industries, Inc. Savings and Stock Ownership Plan and the Cameron Iron Works, USA, Inc. Savings Investment Plan for Hourly Employees attributable to participants who prior to May 27, 1994, were employees of Cameron Forged Products Company and who on May 27, 1994 became employees of Wyman-Gordon Forgings, Inc., a subsidiary of the Wyman-Gordon Company, were transferred to this Plan. Effective April 1, 1993, the Plan was amended to allow Company employees covered under the Collective Bargaining Agreement to participate in the Plan. Previously, any full- time weekly or monthly employee not covered by a Collective Bargaining Agreement who has been continuously employed by the Company (or a participating subsidiary) for at least six months is eligible to participate in the Plan. FEDERAL INCOME TAXES The Internal Revenue Service (IRS) made a favorable determination in a letter dated September 15, 1986 that the Plan is qualified under Section 401(a) and 401(k) of the Internal Revenue Code (the "Code"), and accordingly, the Trust thereunder has been determined to be exempt from taxation under provisions of Section 501(a) of the Code. It is not anticipated that amendments made to the Plan after the IRS' determination letter will affect the qualified and tax exempt status of the Plan and Trust respectively. R-6 23 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) PLAN DESCRIPTION, (Cont.) EMPLOYEE CONTRIBUTIONS Upon becoming a Participant, an eligible employee may elect to reduce his or her compensation between 1% and 15% and have such amount contributed to the Plan by the employer as a pre-tax contribution. With regard to a participant who is a WGFI hourly employee, 20% is the maximum contribution. The election shall be made in advance as a whole percentage of their compensation. Additionally, an eligible employee may elect to make after-tax contributions to the Plan subject to the percentage limitations discussed above. In addition, in no event shall the contributions made by or on behalf of a Participant for a Plan year exceed certain limitations as required by the Employee Retirement Income Security Act of 1974 (ERISA). The Internal Revenue Code also includes provisions which limit the amount of employer contributions which may be made on behalf of any individual Participant. COMPANY CONTRIBUTIONS Effective April 1, 1993, the Company changed its contribution policy whereby a stock match program was implemented for employees of the Forgings Division. The Company matches 50% of each Participant's quarterly contributions to the Plan with Wyman-Gordon Company stock. Amounts eligible for the 50% stock match are limited to 5% of the Participant's salary. The employer may change the 50% matching rate or the 5% of considered pay to any other percentages including 0%. The first quarterly match occurred for the quarter beginning April 1, 1993 and ending June 30, 1993. The Wyman-Gordon stock match amounted to $637,779 and $272,686 in 1994 and 1993, respectively. Under the terms of the Plan as subsequently amended on April 1, 1992, the Company's wholly-owned subsidiary Wyman-Gordon Investment Castings, Inc. (WGIC) will match 25% of each eligible WGIC Participant's pre-tax contributions for the period, provided no WGIC match contributions shall be made based upon a Participant's contribution in excess of 15% of his or her pay. The Company may change the 25% matching rate or the 15% of considered pay to any other percentages including 0%. The maximum dollar match is limited to $270 per Participant for the Plan year. The total Company match for Plan years 1994, 1993 and 1992 was $262,371, $133,948, $134,766, respectively. R-7 24 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) PLAN DESCRIPTION, (Cont.) PARTICIPANT ACCOUNTS Each Participant's account is credited with the Participant's contribution and allocation of the Company's contribution, Plan earnings, and forfeitures of terminated Participants' nonvested accounts. Allocations are based on Participant earnings or account balances, as defined. The benefit to which a Participant is entitled is the benefit that can be provided from the Participant's account. INVESTMENT FUNDS Effective as of July 1, 1994, assets from the Cooper Industries, Inc. Savings and Stock Ownership Plan and the Cameron Iron Works, USA, Inc. Savings Investment Plan for Hourly Employees attributable to participants who prior to May 27, 1994, were employees of Cameron Forged Products Company and who on May 27, 1994 became employees of WGFI, a subsidiary of the Company, were transferred to this Plan. The assets included Cooper Common Stock and Cooper Preferred Stock which are held in the Cooper Common Stock Fund and Cooper Preferred Stock Fund, respectively. A Participant's or Beneficiary's existing investment in the Cooper Common Stock Fund and the Cooper Preferred Stock Fund as of July 1, 1994 and earnings thereon may continue to be invested in such Funds until such time as the Participant or Beneficiaries otherwise elects to invest such portion of his or her Accounts or the Administrator directs the liquidation of such Funds. The Cooper Common Stock Fund and the Cooper Preferred Stock Fund are not designated as available for investment by Participants or Beneficiaries, except to the extent a Participant or Beneficiary is permitted to exchange all or a portion of his or her investment in the Cooper Preferred Stock Fund for an equivalent investment in the Cooper Common Stock Fund. Effective May 2, 1994, the Company added Stagecoach LifePath Funds to the menu of investment options. LifePath Funds are part of the Stagecoach family of Mutual Funds sponsored and distributed by Stephens, Inc. Member NYSE/SIPC and advised by Wells Fargo Bank. During 1994 Wells Fargo changed the name of its funds from "Wellsfunds" to "Stagecoach." Effective October 1, 1993, the Company converted certain of its investments in Wells Fargo collective trust funds to Wells Fargo mutual funds. R-8 25 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) PLAN DESCRIPTION, (Cont.) INVESTMENT FUNDS, (Cont.) Participants in the Plan have the following 13 investment funds available: The Stagecoach Asset Allocation Fund seeks to achieve superior long-term gains at reasonable risk by actively shifting investment among common stocks, U.S. Treasury bonds and money market instruments. The investment strategy of the Asset Allocation Fund focuses on the relative attractiveness of asset classes at given points in time. The Fund uses a computerized portfolio selection model to determine the optimum mix among stocks, bonds and money market instruments. There were 673 Participants in the Stagecoach Asset Allocation Fund at December 31, 1994. The Stagecoach U.S. Treasury Allocation Fund seeks to achieve over the long-term a high rate of return at reasonable risk by actively shifting investment among three classes of debt securities. The Fund pursues a strategy of allocating and reallocating investment among long-term bonds, intermediate- term notes and 90 Day Treasury bills. The Fund invests in U.S. Treasury bonds with maturities of 20 years or more, U.S. Treasury notes with maturities of 5-7 years and U.S. Treasury bills. The Fund attempts to realize long-term performance which is superior to investment in any individual fixed- income class. There were 580 Participants in the Stagecoach Treasury Allocation Fund at December 31, 1994. The Stagecoach S&P 500 Stock Fund seeks to achieve the same total rate of return as the S&P 500 Index. The S&P 500 Stock Fund invests in the same stocks and in substantially the same percentages as the S&P 500 Index. The stocks included in the Fund represent those held by the Index itself and do not reflect subjective options concerning individual companies or industries. There were 874 Participants in the Stagecoach S&P 500 Stock Fund at December 31, 1994. The Income Accumulation Fund invests in a mix of fixed-rate and variable-rate securities with strong credit ratings. The Fund diversifies its investments by limiting its holdings of any one issuer to 10% of the Fund assets at the time of purchase. This limitation does not apply to the U.S. Government or its agencies. Between 25% and 50% of the Fund is held in publicly traded instruments. There were 952 Participants in the Income Accumulation Fund at December 31, 1994. R-9 26 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) PLAN DESCRIPTION, (Cont.) INVESTMENT FUNDS, (Cont.) The Stagecoach Growth Stock Fund seeks to provide investors an above average rate of return as measured against the S&P 500 Index and against similar growth stock funds, through the active management of a diversified portfolio of growth oriented common stocks. The Fund will invest primarily in common stocks that are expected to generate above market rates of growth in revenues and earnings. There were 704 Participants in the Stagecoach Growth Stock Fund at December 31, 1994. LifePath Funds Each LifePath Fund seeks to provide long-term investors with an asset allocation strategy designed to maximize assets for retirement or for other purposes consistent with the quantitatively measured risk investors, on average, may be willing to accept given their investment time horizon. Specifically: LifePath 2000 Fund is managed for investors planning to retire (or begin to withdraw substantial portions of their investment) approximately in the year 2000. There were 37 Participants in the LifePath 2000 Fund at December 31, 1994. LifePath 2010 Fund is managed for investors planning to retire (or begin to withdraw substantial portions of their investment) approximately in the year 2010. There were 34 Participants in the LifePath 2010 Fund at December 31, 1994. LifePath 2020 Fund is managed for investors planning to retire (or begin to withdraw substantial portions of their investment) approximately in the year 2020. There were 32 Participants in the LifePath 2020 Fund at December 31, 1994. LifePath 2030 Fund is managed for investors planning to retire (or begin to withdraw substantial portions of their investment) approximately in the year 2030. There were 31 Participants in the LifePath 2030 Fund at December 31, 1994. LifePath 2040 Fund is managed for investors planning to retire (or begin to withdraw substantial portions of their investment) approximately in the year 2040. There were 9 Participants in the LifePath 2040 Fund at December 31, 1994. The Wyman-Gordon Stock Fund invests in the common stock of Wyman-Gordon Company. Amounts contributed to the Wyman-Gordon Stock Fund may be temporarily invested in other short-term investments pending the purchase of Company stock. R-10 27 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) PLAN DESCRIPTION, (Cont.) INVESTMENT FUNDS, (Cont.) This Fund is subject to a relatively high degree of risk because it is not a diversified investment and is subject to any potential volatility in the price of the Company's common stock. There were 1,344 Participants in the Wyman-Gordon Stock Fund at December 31, 1994. The Cooper Common Stock Fund invests in the common stock of Cooper Industries. Amounts contributed to the Cooper Common Stock Fund may be temporarily invested in other short-term investments pending the purchase of Company stock. This Fund is subject to a relatively high degree of risk because it is not a diversified investment and is subject to any potential volatility in the price of the Cooper's common stock. There were 288 Participants in the Cooper Common Stock Fund at December 31, 1994. The Cooper Preferred Stock Fund invests in the common stock of Cooper Industries. Amounts contributed to the Cooper Preferred Stock Fund may be temporarily invested in other short-term investments pending the purchase of Company stock. This Fund is subject to a relatively high degree of risk because it is not a diversified investment and is subject to any potential volatility in the price of the Cooper's Preferred common stock. There were 127 Participants in the Cooper Preferred Stock Fund at December 31, 1994. The Asset Allocation Fund, the Growth Stock Fund and the LifePath Funds are not offered to Participants who are WGFI Hourly Employees or Beneficiaries thereof. DISTRIBUTIONS OF BENEFITS A Participant (or his or her beneficiary in the case of his or her death) may elect to have his or her vested account balance paid to them following their termination of employment with the Company, by submitting a completed distribution election form to the Plan Administrator. A Participant who is a WGFI hourly employee shall be paid in the form of a single lump sum. Notwithstanding, if he or she is a WGFI hourly employee at the time he or she is required by law to commence distribution, or anytime thereafter, may instead elect to be paid annually in a lump sum an amount sufficient to comply with Code section 401(a)(9). R-11 28 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) PLAN DESCRIPTION, (Cont.) DISTRIBUTIONS OF BENEFITS, (Cont.) A Participant, other than a Participant who is a Wyman-Gordon Forgings, Inc. Hourly Employee, may elect to be paid in any of these forms: (a) a single lump sum, or (b) effective January 1, 1993, a portion paid in a lump sum, and the remainder paid later, or (c) periodic installments over a period not to exceed the life expectancy of the Participant and his or her Beneficiary. Distributions shall be made in cash, except to the extent a distribution consists of a repayment of any participant loan and with regard to a single sum payment, except to the extent a Participant elects payment in the form of whole shares of Company Stock, Cooper Common Stock and Cooper Preferred Stock and cash in lieu of fractional shares to the extent invested in the Company Stock Fund, Cooper Common Stock Fund and Cooper Preferred Stock Fund. VESTING A Participant shall be fully vested in these Accounts at all times: Pre-Tax Account After-Tax Account Rollover Account WGIC Match Account Prior Plan Account A Participant shall also be fully vested in his or her Company Stock Match Account if (1) his or her hire date is on or before April 1, 1993 and he or she was an Employee of the Company on April 1, 1993 or (2) he or she was employed by WGFI, a subsidiary of the Company, on May 27, 1994, and was previously employed by Cameron Forged Products Company. Notwithstanding, prior to the Effective Date, a Participant's Employer Account became vested in accordance with a vesting schedule then in effect. A Participant's entire Account shall become fully vested once he or she has attained his or her Normal Retirement Date as an Employee or upon his or her leaving the Employer due to his or her Disability or death. R-12 29 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) PLAN DESCRIPTION, (Cont.) VESTING (Cont.) In addition to the vesting provided above, a Participant's Company Stock Match Account and Employer Matching Account shall become vested in accordance with the following schedules, unless (1) his or her hire date is on or before April 1, 1993 and he or she was an Employee of the Company on April 1, 1993 or (2) he or she was employed by WGFI, a subsidiary of the Company, on May 27, 1994, and was previously employed by Cameron Forged Products Company: COMPANY STOCK MATCH ACCOUNT "VESTING SCHEDULE" YEARS OF VESTING SERVICE VESTED PERCENTAGE Less than 1 0% 1 but less than 2 20% 2 but less than 3 40% 3 but less than 4 60% 4 but less than 5 80% 5 or more 100% EMPLOYER MATCHING ACCOUNT "VESTING SCHEDULE" YEARS OF VESTING SERVICE VESTED PERCENTAGE Less than 5 0% 5 or more 100% If this vesting schedule is changed, the vested percentage for each Participant shall not be less than his or her vested percentage determined as of the last day prior to this change, and for any Participant with at least three Years of Vesting Service when the schedule is changed, vesting shall be determined using the more favorable vesting schedule. WITHDRAWALS Withdrawals may only be made in accordance with the terms of the Plan. Hardship withdrawals of tax deferred contributions and related earnings are subject to approval by the Plan Administrator based upon the Participant's financial need and are subject to IRS limitations. Withdrawal of after-tax contributions, rollover account withdrawals, withdrawals for Participants over age 59 1/2 and withdrawals for certain Company contributions are allowed for amounts up to the extent of Participant's account balance with certain restrictions. R-13 30 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) PLAN DESCRIPTION, (Cont.) PLAN TRUSTEE AND CUSTODIAN The Plan's Trustee and Custodian of its funds changed during 1992 from State Street Bank and Trust Company to Wells Fargo Bank N.A. PARTICIPANT LOANS Participants may borrow, generally, up to the lesser of 100% of their total vested account balance in the Plan or $50,000 less the highest outstanding plan loan balance during the one-year period preceding the date of the new loan. The loans bear interest at market rates and are repaid in regular installments within five years. Early prepayment is allowed. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The following is a summary of significant accounting policies followed by the Plan in preparation of its financial statements. The financial statements are prepared in accordance with generally accepted accounting principles: VALUATION OF INVESTMENTS Investments are valued on the basis of market valuations provided by independent pricing services. Such valuations are generally determined as follows: * Units of Wells Fargo Bank N.A. collective trust funds are valued on the basis of the unit value established for each fund at each valuation date. Valuation of the Funds' units occurs, at a minimum, on a monthly basis. Unit values are determined by dividing the value of the Funds' net assets by the number of units outstanding on the valuation date. * Stocks and mutual funds traded on security exchanges are valued at closing market prices on the valuation date. SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME Security transactions are accounted for on the trade date. Interest income is accounted for on the daily accrual basis. Dividend income is recorded on the ex-dividend date. The cost of securities sold is computed on an average cost basis. R-14 31 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, (Cont.) INVESTMENT INCOME Net investment income, as earned, is allocated to Participant accounts and reinvested. The Plan presents, in the Statements of Changes in Net Assets Available for Plan Benefits, net appreciation (depreciation) in the fair market value of investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. Income from investments is recorded as earned on an accrual basis. PURCHASES AND REDEMPTIONS OF UNITS The value of participating units, upon admission to or withdrawal from the Funds, is based upon the market value of net assets held as of the valuation date. Upon purchase or redemption of units by a Participant, transaction costs incurred for the related security transactions are borne by that Participant. EXPENSES Account maintenance, transaction fees and expenses and investment fund management and maintenance fees are paid by the Participants; all other fees are paid by the Company. 3. PLAN LIABILITIES Wells Fargo Bank uses a daily valuation method whereby all account activity and related transactions take place on the same day as the day of record. Therefore, all benefit payments to Participants or Plan expenses are paid from the various funds on a current basis and at December 31, 1994 there were no accrued liabilities for the Plan. R-15 32 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) 4. INVESTMENTS The fair value of individual investments that represent 5% or more of the Plan's net assets are as follows: 1994 1993 Wells Fargo Bank N.A., Stagecoach Asset Allocation Fund (804,255 shares and 894,968 shares) $ 7,608,252 $9,191,320 Wells Fargo Bank N.A., Stagecoach Growth Stock Fund (488,641 shares and 322,098 shares) 5,482,552 3,546,299 Wells Fargo Bank N.A., Stagecoach S&P 500 Fund (781,393 shares and 268,506 shares) 7,946,770 2,803,201 Wells Fargo Bank N.A., Stagecoach U.S. Treasury Allocation Fund (725,583 shares and 356,132 shares) 6,340,582 3,536,396 Wells Fargo Bank N.A., Income Accumulation Fund (1,600,829 shares and 613,762 shares) 18,644,060 6,877,696 5. OTHER MATTERS During the years ended December 31, 1994 and 1993 there were no loans, fixed income obligations or leases in default or classified as uncollectible by the Plan. R-16 33
Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(a) Supplemental Schedule of Assets Held for Investment Purposes as at December 31, 1994 (b) Description of investment ment including maturity date, (a) Identity of issue rate of interest, borrowers, lessor, or collateral par (d) Current similar party or maturity value (c) Cost value Wells Fargo Bank N.A. 74,528 Shares Stagecoach LifePath 2000 Fund $ 736,062 $ 710,998 Wells Fargo Bank N.A. 58,481 Shares Stagecoach LifePath 2010 Fund 580,976 557,322 Wells Fargo Bank N.A. 30,280 Shares Stagecoach LifePath 2020 Fund 301,464 291,298 Wells Fargo Bank N.A. 9,772 Shares Stagecoach LifePath 2030 Fund 96,950 93,911 Wells Fargo Bank N.A. 5,776 Shares Stagecoach LifePath 2040 Fund 57,792 56,489 Wells Fargo Bank N.A. 804,255 Shares Stagecoach Asset Allocation Fund 8,236,243 7,608,252 Wells Fargo Bank N.A. 488,641 Shares Stagecoach Growth Stock Fund 5,397,280 5,482,552 Wells Fargo Bank N.A. 781,393 Shares Stagecoach S&P 500 Fund 8,176,592 7,946,769 Wells Fargo Bank N.A. 725,583 Shares Stagecoach U.S. Treasury Allocation Fund 6,744,036 6,340,583 Wells Fargo Bank N.A. 1,600,829 Shares Income Accumulation Fund 18,644,060 18,644,060
R-17 34
Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(a) Supplemental Schedule of Assets Held for Investment Purposes as at December 31, 1994 (Continued) (b) Description of investment ment including maturity date, (a) Identity of issue rate of interest, borrowers, lessor, or collateral par (d) Current similar party or maturity value (c) Cost value Wells Fargo Bank N.A. 284,473 Shares Wyman-Gordon Stock Fund 2,525,422 2,742,318 Wells Fargo Bank N.A. 144,001 Shares Cooper Common Stock Fund 1,440,005 1,396,805 Wells Fargo Bank N.A. 185,451 Shares Cooper Preferred Stock Fund 1,856,733 1,770,543 $54,793,615 $53,641,900
R-17A 35
Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(d) Supplemental Schedule of Reportable Transactions For the Year Ended December 31, 1994 (b)Description of assets (include interest (a)Identity of rate and maturity (c)Purchase (d)Selling party involved in case of a loan) price price Series (iii) reportable transactions - series of transactions in excess of 5% of Plan assets: Wells Fargo Income Accumulation $13,280,842 - Fund (189 Purchases, - $2,549,615 91 Sales) Wells Fargo Stagecoach Asset $ 2,843,413 - Allocation Fund - $3,704,676 (127 Purchases, 101 Sales) Wells Fargo Stagecoach Growth $ 3,379,794 - Stock Fund - $1,535,318 (155 Purchases, 74 Sales) Wells Fargo Stagecoach S&P 500 $ 7,185,421 - Fund (178 Purchases, - $1,764,961 94 Sales) Wells Fargo Stagecoach U.S. $11,139,811 - Treasury Allocation - $7,903,074 Fund (157 Purchases, 108 Sales) Wells Fargo Cooper Common Stock $ 1,512,038 - Fund (1 Purchase, - $ 75,261 (16 Sales) Wells Fargo Cameron Forged $ 5,510,596 - Equity Fund - $5,612,302 (2 Purchases, 6 Sales) Wells Fargo Cooper Preferred $ 2,256,858 - Stock Fund - $ 406,923 (4 Purchases, 26 Sales) Wells Fargo Wyman-Gordon Stock $ 2,206,613 - Fund (154 Purchases, - $ 712,767 78 Sales)
R-18A 36
Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(d) Supplemental Schedule of Reportable Transactions For the Year Ended December 31, 1994 (Continued) (h)Current (f)Expense value of asset (e)Lease incurred with (g)Cost on transaction (i)Net gain rental transaction of asset date or (loss) Series (iii) reportable transactions - series of transactions in excess of 5% of Plan assets: - - - - $13,280,842 $13,280,842 - - - - - $ 2,549,615 $ 2,549,615 - - - - - $ 2,843,413 $ 2,843,413 - - - - - $ 3,939,715 $ 3,704,676 $(235,039) - - - - $ 3,379,794 $ 3,379,794 - - - - - $ 1,553,207 $ 1,535,318 $ (17,889) - - - - $ 7,185,421 $ 7,185,421 - - - - - $ 1,787,503 $ 1,764,961 $ (22,542) - - - - $11,139,811 $11,139,811 - - - - - $ 8,255,979 $ 7,903,074 $(352,905) - - - - $ 1,512,038 $ 1,512,038 - - - - - $ 72,033 $ 75,261 $ 3,228 - - - - $ 5,510,596 $ 5,510,596 - - - - - $ 5,510,596 $ 5,612,302 $ 101,706 - - - - $ 2,256,858 $ 2,256,858 - - - - - $ 409,125 $ 406,923 $ (2,202) - - - - $ 2,206,613 $ 2,206,613 - - - - - $ 657,491 $ 712,767 $ 55,276
R-18A-1 37
Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(d) Supplemental Schedule of Reportable Transactions For the Year Ended December 31, 1994 (b)Description of assets (include interest (a)Identity of rate and maturity (c)Purchase (d)Selling party involved in case of a loan) price price Series (i) reportable transactions - single transactions in excess of 5% of Plan assets: Wells Fargo Income Accumulation $1,372,952 - Fund (1 Purchase) Wells Fargo Income Accumulation $4,360,742 - Fund (1 Purchase) Wells Fargo Stagecoach U.S. $7,246,792 - Treasury Allocation Fund (1 Purchase) Wells Fargo Stagecoach U.S. - $3,048,705 Treasury Allocation Fund (1 Sale) Wells Fargo Cooper Common Stock $1,512,038 - Fund (1 Purchase) Wells Fargo Cameron Forged $3,284,792 - Equity Fund (1 Purchase) Wells Fargo Cameron Forged - $1,776,293 Equity Fund (1 Sale) Wells Fargo Cameron Forged $2,225,805 - Equity Fund (1 Purchase) Wells Fargo Cameron Forged - $1,485,509 Equity Fund (1 Sale) Wells Fargo Stagecoach S&P 500 $1,593,874 - Fund (1 Purchase) Wells Fargo Stagecoach U.S $2,527,263 - Treasury Allocation Fund (1 Purchase)
R-18B 38
Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(d) Supplemental Schedule of Reportable Transactions For the Year Ended December 31, 1994 (Continued) (h)Current (f)Expense value of asset (e)Lease incurred with (g)Cost on transaction (i)Net gain rental transaction of asset date or (loss) Series (i) reportable transactions - single transactions in excess of 5% of Plan assets: - - - - $1,372,952 $1,372,952 - - - - - $4,360,742 $4,360,742 - - - - - $7,246,792 $7,246,792 - - - - - $3,153,462 $3,048,705 $(104,757) - - - - $1,512,038 $1,512,038 - - - - - $3,284,792 $3,284,792 - - - - - $1,744,152 $1,776,293 $ 32,141 - - - - $2,225,805 $2,225,805 - - - - - $1,458,988 $1,485,509 $ 26,521 - - - - $1,593,874 $1,593,874 - - - - - $2,527,263 $2,527,263 -
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