-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q8EGy00+uLbsHYw6PfKn//hzF/Qzeh8/3mUkpKF03xsrWH6flbz4wwWdGQFz5pDL LZmzeZw+vVvVaN374DsvVg== 0000020520-96-000015.txt : 19960701 0000020520-96-000015.hdr.sgml : 19960701 ACCESSION NUMBER: 0000020520-96-000015 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960628 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS UTILITIES CO CENTRAL INDEX KEY: 0000020520 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 060619596 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11001 FILM NUMBER: 96587803 BUSINESS ADDRESS: STREET 1: HIGH RIDGE PK BLDG 3 STREET 2: P O BOX 3801 CITY: STAMFORD STATE: CT ZIP: 06905 BUSINESS PHONE: 2033298800 MAIL ADDRESS: STREET 1: HIGH RIDGE PARK BLDG NO 3 CITY: STAMFORD STATE: CT ZIP: 06905 11-K 1 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 For the Fiscal Year Ended December 31, 1995 CUC 401(k) Employee Benefit Plan (Full title of the Plan) Citizens Utilities Company High Ridge Park, Stamford Connecticut 06905 (Name of issuer of the securities held pursuant to the Plan and address of its principal executive office) Commission File Number 001-11001 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has caused this Annual Report to be signed on its behalf by the duly undersigned thereunto duly authorized. Date: June 27, 1996 By: Citizens Utilities Company, Plan Administrator of the CUC 401(k) Employee Benefit Plan By: Livingston E.Ross ------------------------- Livingston E. Ross Vice President and Controller CUC 401(k) Employee Benefit Plan Index to Financial Statements and Schedules Page Independent Auditors' Report 3 Financial Statements: Statements of Plan Equity as of December 31, 1995 and 1994 4 Statements of Income and Changes in Plan Equity for the Years Ended December 31, 1995, 1994 and 1993 5-6 Notes to Financial Statements 7-11 Schedules: I - Investments as of December 31, 1995 12 II - Allocation of Plan Equity to Investment Options as of December 31, 1995 and 1994 13-14 III - Allocations of Plan Income and Changes in Plan Equity to Investment Options for the Years Ended December 31, 1995, 1994 and 1993 15-17 IV - 5% Reportable Transactions for the Year Ended December 31, 1995 18 Independent Auditors' Consent Exhibit 23 Independent Auditors' Report Citizens Utilities Company, Plan Administrator of the CUC 401(k) Employee Benefit Plan: We have audited the financial statements of the CUC 401(k) Employee Benefit Plan as listed in the accompanying index. In connection with our audits of the financial statements, we have also audited the supporting schedules as listed in the accompanying index. These financial statements and supporting schedules are the responsibility of the Plan Administrator. Our responsibility is to express an opinion on these financial statements and supporting schedules 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 the Plan Administrator, 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 plan equity of the CUC 401(k) Employee Benefit Plan at December 31, 1995 and 1994 and the income and changes in plan equity for each of the years in the three-year period ended December 31, 1995 in conformity with generally accepted accounting principles. Also in our opinion, the related supporting schedules, when considered in relation to the basic financial statements taken as a whole, present fairly, in all material respects, the information set forth therein. /s/ KPMG PEAT MARWICK LLP New York, New York June 27, 1996 CUC 401(k) Employee Benefit Plan Statements of Plan Equity December 31, ------------ Assets 1995 1994 - ------ ---- ---- Investment: Stock Fund - at market value (Cost $41,969,019 in 1995 and $32,371,878 in 1994) $ 69,716,659 $ 65,069,654 Guaranteed Income Fund - at contract value 19,950,741 14,178,486 Equity Fund - at market value (Cost $8,331,326 in 1995 and $3,525,961 in 1994) 10,231,636 3,533,380 Bond Fund - at market value (Cost $2,059,493 in 1995 and $884,394 in 1994) 2,190,353 855,542 Cash and cash equivalents 575,941 8,934,183 Contributions receivable 837,608 1,404,589 Loans receivable 3,325,563 2,738,549 Other receivables 385,314 349,444 Interest receivable - 214,333 -------------- ------------ Total Assets $ 107,213,815 $ 97,278,160 -------------- ------------ Liabilities and Plan Equity - --------------------------- Account Payable 140,187 278,013 Distributions Payable to Participants - 50,922 -------------- ------------ Total Liabilities 140,187 328,935 -------------- ------------ Plan Equity $ 107,073,628 $ 96,949,225 ============== ============ See accompanying notes to financial statements CUC 401(k) Employee Benefit Plan Statements of Income and Changes in Plan Equity Year Ended December 31, 1995 1994 1993 ---- ---- ---- Investment Income: Dividends $ 209,321 $ 248 $ 0 Interest 489,538 1,116,095 966,115 --------------- ------------ ------------- Total Investment Income 698,859 1,116,343 966,115 Realized Gains (losses): Stock Fund (856,668) 4,760,080 10,705,195 Guaranteed Income Fund 108,042 293 0 Equity Fund 278,263 164,133 11,785 Bond Fund 23,189 (3,426) 86 --------------- ------------ ----------- Total Realized Gains (losses) (447,174) 4,921,080 10,717,066 Unrealized Appreciation (depreciation): Stock Fund 5,128,579 (28,411,309) 4,234,695 Guaranteed Income Fund 1,070,673 (80,222) 0 Equity Fund 1,866,379 (214,561) 171,805 Bond Fund 122,292 (40,208) 3,148 --------------- ------------- ----------- Total Unrealized Appreciation (depreciation) 8,187,923 (28,746,300) 4,409,648 Transfer into Plan: Citizens Utilities Company Common Stock Series B from the LGS Employees' Saving and Investment Plan 0 0 2,388,736 Citizens Utilities Company Common Stock Series B from the TRASOP 0 0 21,758,402 GTE Savings Plan Assets 1,632,046 13,280,760 0 NORCO Plan Assets 0 1,683,414 0 ALLTEL Savings Plan Assets 4,404,538 0 0 --------- ---------- ---------- Total transfer into Plan 6,036,584 14,964,174 24,147,138 Contributions: Employees 7,645,296 5,907,898 5,761,845 Employer 2,392,307 2,109,411 1,553,532 -------------- ------------- ------------- Total Contributions 10,037,603 8,017,309 7,315,377 Distributions (14,373,473) (4,915,838) (12,694,188) Cancellation of loan notes of former participants 0 (52,153) (27,454) Participants' Contributions used for life Insurance premium payments (15,919) (23,135) (27,364) --------------- ------------- ----------- Change in Plan Equity 10,124,403 (4,718,520) 34,806,338 Plan Equity, Beginning of Year 96,949,225 101,667,745 66,861,407 --------------- ------------- ------------- Plan Equity, End of Year $ 107,073,628 96,949,225 $101,667,745 =============== ============= ============ See accompanying notes to financial statements CUC 401(k) Employee Benefit Plan Notes to Financial Statements Years Ended December 31, 1995, 1994 and 1993 (1) Summary of Significant Accounting Policies ------------------------------------------ (a) Basis of Presentation --------------------- The Citizens Utilities 401(k) Employee Benefit Plan (the "Plan") provides Participants with the following investment options: a Citizens Utilities Company (the "Company") Common Stock Series B Stock Fund, a Guaranteed Income Fund, an Equity Fund, a Bond Fund and Life Insurance. Effective January 1, 1992, participants in the LGS Employees' Savings and Investment Plan became participants in the Plan. Assets in the LGS Employees' Savings and Investment Plan ("the LGS Plan") consisted entirely of the Company's Common Stock Series B. On June 7, 1993 and August 5, 1993 all previously unallocated shares of the Company's Common Stock Series B Common Stock (66,342 shares) in the LGS Plan were transferred to the Plan. Total market value and total cost of the shares at the dates of transfer were $2,388,736 and $1,464,171, respectively. Effective December 1, 1993 the Citizens Tax Reduction Act Stock Ownership Plan ("TRASOP") was merged into the Plan. Assets in the TRASOP consisted entirely of the Company's Common Stock Series B. On December 13, 1993 all allocated shares of the Company's Common Stock Series B (1,117,853 shares) in the TRASOP were transferred to the Plan. Market value and cost of the shares at the date of transfer was $21,758,402 and $3,916,302, respectively. Effective January 1, 1994, participants in the Natural Gas Company of Louisiana ("NORCO") became participants in the Plan. NORCO assets in the amount of $1,683,414 were transferred to the Plan on August 15, 1994. On December 31, 1993, the Company acquired from GTE Corp. certain telecommunications operations in Idaho, Tennessee, Utah and West Virginia. On June 30, 1994, the Company acquired from GTE Corp. certain telecommunications operations in New York. Effective January 1, 1994, participants in the GTE Savings Plan from the acquired GTE properties in Idaho, Tennessee, Utah and West Virginia became participants in the Plan. Assets in the GTE Savings Plan totalling $4,448,828 were transferred to the Plan on August 30, 1994. Effective July 1, 1994, participants in the GTE Savings Plan from the acquired GTE New York property became participants in the Plan. Assets in the GTE Savings Plan totaling $8,831,932, were transferred to the plan on November 2, 1994. Assets in the GTE Savings Plan, totaling $526,418 and $1,105,628 were transferred to the plan on January 10, 1995 and May 17, 1995, respectively. On November 29, 1994, Citizens and ALLTEL corporation announced the signing of definitive agreements pursuant to which Citizens agreed to acquire from ALLTEL at a net purchase price of $282 million, approximately 110,000 local telephone access lines and 7,000 cable television subscribers in eight states. From June 30, 1995 to December 31, 1995, approximately 93,000 local telephone access lines and approximately 7,000 cable television subscribers were transferred to the Company. On March 31, 1996, the remainder of the local telephone access lines were transferred to the Company. Effective July 1, 1995, participants in the ALLTEL Savings Plan from the acquired ALLTEL properties in West Virginia and Oregon became participants in the Plan. Effective October 1, 1995, participants in the ALLTEL Savings Plan from the acquired ALLTEL properties in Arizona, New Mexico, Utah and California became participants in the Plan. Effective January 1, 1996, participants in the ALLTEL Savings Plan from the acquired ALLTEL properties in California became participants in the Plan. Assets in the ALLTEL Savings Plan totaling $27,023, $837,054, $58,150, $3,482,311, were transferred to the Plan on September 27, 1995, October 7, 1995, November 24, 1995 and December 27, 1995, respectively. (b) Stock Fund ---------- The Stock Fund invests in shares of the Company's Common Stock Series B. Stock dividends are paid on the Common Stock Series B shares in additional full and fractional shares. Stock dividends are not reported as dividend income in the Statements of Income and Changes in Plan Equity, rather, stock dividends are capital transactions which have the effect of increasing plan shares and decreasing per share cost. Shares received from stock dividends in 1995, 1994 and 1993 were 339,132, 240,385, and 140,146, respectively. (c) Guaranteed Income Fund ---------------------- Contributions to the Guaranteed Income Fund have been invested in the following Guaranteed Income Contracts: Annual Compound Maturity Rate of Contribution Period Guaranteed Income Contract Issuer Date Return - ------------------- --------------------------------- --------- ------- PNC Bank Guaranteed Various Investment Contract Fund N/A Various 11/1/95 to 6/30/96 Allstate Life Insurance Company 6/30/00 6.14% 1/18/95 Allstate Life Insurance Company 6/30/00 8.11% 9/08/94 New York Life Insurance Company 6/30/99 7.11% John Hancock Mutual Life Insurance 7/1/94 to 6/30/95 Company 6/30/98 6.94% Principal Mutual Life Insurance 7/1/93 to 6/30/94 Company 6/30/99 5.60% Pacific Mutual Life Insurance 7/1/92 to 6/30/93 Company 6/30/97 7.30% Prior to 12/31/93 AUSA Life Insurance Company 6/30/97 5.00% 7/1/91 to 6/30/92 General American Life Insurance Company 6/30/96 8.30% Participants in the Guaranteed Income Fund receive a blended interest rate calculated using a weighted average of contract assets and the above annual compound rates of return. The blended interest rate is projected using assets in the above contracts and varies as contracts mature, as new contracts are purchased and with deposit and withdrawal experience. (d) Equity Fund ----------- Contributions to the Equity Fund are invested in the Index Trust 500 Portfolio managed by the Vanguard Group. This fund is a passive equity management vehicle which seeks to replicate the total return of the Standard and Poor's 500 stock index with dividends reinvested. Prior to June 30, 1994, contributions were invested in Capital Initiatives Equity Total Return Account Contract ("Equity TRAC"). The Equity TRAC's balance was transferred to the Vanguard Index Trust 500 Portfolio as of June 30, 1994. (e) Bond Fund --------- Contributions to the Bond Fund are invested in the GNMA Bond Fund managed by the Vanguard Group. The GNMA Bond Fund is primarily comprised of securities backed by the "full faith and credit of the U.S. Government". Dividends are received in cash and are reinvested in additional Bond Fund shares. (f) Life Insurance -------------- After January 1, 1992 the life insurance option is no longer offered to existing and newly eligible participants. Prior to 1992, life insurance, which may cover the participant, his/her spouse and dependent children, was provided by Inter-American Life Insurance Company ("Inter-American"). Participants who maintained life insurance policies prior to January 1, 1992 had their coverage remain intact. These Participants may continue to have up to 25% of their contributions used to pay premiums on a selected amount of life insurance coverage. Insurance certificates are issued to all Participants selecting this option and insurance policies are issued to Participants upon their retirement or termination. On December 23, 1991, the Circuit Court of Cook County, Illinois entered an Order of Liquidation with a Finding of Insolvency against Inter-American. The Order of Liquidation has no effect on Plan assets as the Participants' contributions used to purchase life insurance policies are not assets of the Plan. The face values and cash surrender values of the Inter-American policies have been assumed by Jackson National Life Insurance Company and Commonwealth Life Insurance Company. (g) Loans ----- A Participant in the Plan for two years or more may request to borrow up to the lesser of 50% of his/her vested account balance or $50,000, in both cases limited to the Participant's salary deferral account balance on the valuation date preceding the date on which the loan is made. The loans are allocated to a Loan Fund. The interest rate paid by partcipants on the loans is equal to the prime interest rate in effect at the beginning of the month in which loans are approved and remains fixed at that rate for the term of the loan. Loan repayments are made through payroll deductions and are credited to the Participants' accounts as the payments are made. In the event of termination of employment, a Participant's loan note is generally canceled and the Participant's distribution is reduced by the amount of the outstanding loan balance. (2) Administration of the Plan -------------------------- As of January 1, 1993, PNC Bank became the Plan Trustee. Plan administration costs are paid by the Company, the Plan Sponsor. (3) Eligibility ----------- The plan is a voluntary defined contribution plan. Under the terms of the Plan, non-bargaining unit employees who have attained 30 days of service are eligible to participate in the Plan. Enrollment dates are on January 1 and July 1 of each year. At December 31, 1995 there were 3,597 employees eligible to participate in the Plan and 3,346 are participating in the Plan. (4) Contributions ------------- Eligible employees may contribute up to 16% of their annual compensation through payroll deductions, subject to certain maximum contribution restrictions. Participants who maintained life insurance coverage after January 1, 1992 may elect to continue to make specific dollar allocations to purchase life insurance coverage. Contributions may be apportioned in 5% increments to any combination of the four investment options specified below. At December 31, 1995 the number of accounts in each fund was as follows: Number of Accounts --------- Investment Option: Stock Fund 3,173 Guaranteed Income Fund 2,624 Equity Fund 1,418 Bond Fund 708 Life Insurance 0 Loan Fund 669 The Company contribution is determined for each Plan year by the Board of Directors of the Company. The Company contribution for the 1995, 1994 and 1993 Plan years amounted to 50% of the first 6% of each Participant's annual compensation (as defined by the Plan). Prior to July 1, 1993, Company contributions were invested in the same ratio of fund options that the Participant elected except that contributions for life insurance premium payments were not considered in such investment ratio. Effective July 1, 1993 the Company contributions are invested entirely in the Stock fund. (5) Vesting ------- Participants are at all times fully vested in their own contributions and the allocated earnings thereon. Participants become 100% vested in the Company's contributions and the related earnings on the Company's contributions upon disability, death, attainment of normal retirement age or after five years of service. For any other termination of employment, the vesting schedule is as follows: Vested Percentage of Company's Contribution Years of Service and Related Earnings ---------------- --------------------------- Less than 2 years 0% 2 years but less than 3 years 40% 3 years but less than 4 years 60% 4 years but less than 5 years 80% 5 years or more 100% Non-vested forfeited Company contributions which had been allocated to the Guaranteed Income Fund, Equity Fund, Bond Fund and Stock Fund are used to reduce future Company contributions. Forfeitures by Fund for the years ended December 31, 1995, 1994 and 1993 were as follows: Fund 1995 1994 1993 ---- ---- ---- ---- Stock Fund $56,123 $21,456 $7,916 Guaranteed Income Fund 15,698 12,937 6,714 Equity Fund 4,091 706 3,809 Bond Fund 1,042 1,146 994 (6) Termination of Plan ------------------- The Company's Board of Directors has the right under the terms of the Plan to discontinue Company contributions at any time and to terminate the Plan, subject to the terms of the Employee Retirement Income Security Act of 1974 ("ERISA"). (7) Distribution of Benefits ------------------------ Upon termination of employment, a Participant is entitled to receive payment in full of the vested portion of his/her account. If the value of the terminating Participant's account exceeds $3,500, the Participant may elect to defer distribution. The distribution must begin on or before April 1st of the calendar year following the year the Participant attains age 70 1/2. (8) Federal Income Tax ------------------ The Plan is a qualified plan as described in Sections 401(a) and 401(k) of the Internal Revenue Code, as amended and, as such, the Trust established thereunder is exempt from payment of federal income taxes under provisions of Section 501(a) of the Internal Revenue Code. A favorable determination letter has been received from the Internal Revenue Service which confirms such status. Schedule I CUC 401(k) Employee Benefit Plan Investments December 31, 1995 Cost or Market or Number of Contract Contract Shares Value Value -------------- -------------- -------------- Stock Fund ---------- Citizens Utilities Company Common Stock Series B 5,467,973 $ 41,969,019 $ 69,716,659 ============= ============== ============== Guaranteed Income Fund - ---------------------- Guaranteed Income Fund $ 19,950,741 $ 19,950,741 ============== ============== Equity Fund - ----------- Vanguard Index Trust Fund 177,633 $ 8,331,326 $ 10,231,636 ============== ============== ============== Bond Fund - --------- Vanguard GNMA Fund 210,005 $ 2,059,493 $ 2,190,353 ============== ============== ============== Schedule II CUC 401(k) Employee Benefit Plan Allocation of Plan Equity to Investment Options December 31, 1995
Insurance or Stock Guaranteed Equity Bond Disbursement Loan Fund Income Fund Fund Fund Fund Fund ------------ ------------- ---------- ---------- ---------------- ------------- Assets: Investment in Stock Fund at market value $69,716,659 $ - $ - $ - $ - $ - Investment in Guaranteed Income Fund - at contract value - 19,950,741 - - - - Investment in Equity Fund at market value - - 10,231,636 - - - Investment in Bond Fund at market value - - - 2,190,353 - - Cash and cash equivalents 575,941 - - - - - Contributions receivable 507,167 153,993 145,305 31,143 - - Loans receivable - - - - - 3,325,563 Other receivables 89,753 22,999 132,519 4,687 - 135,356 Interest receivables - - - - - - -------------- ------------ ---------- --------- --------- ----------- Total Assets 70,889,520 20,127,733 10,509,460 2,226,183 - 3,460,919 -------------- ------------ ---------- ---------- --------- ------------ Liabilities: Accounts payable 4,831 - - - - 135,356 -------------- ------------ ----------- ----------- ---------- ------------ Total Liabilities 4,831 - - - 135,356 -------------- ------------ ----------- ----------- ---------- ------------ Plan Equity $ 70,884,689 $ 20,127,733 $ 10,509,460 $2,226,183 $ 0 $ 3,325,563 ============== ============ ============ ========== ========== ============
Schedule II-1 CUC 401(k) Employee Benefit Plan Allocation of Plan Equity to Investment Options December 31, 1994
Stock Guaranteed Equity Bond Disbursement Loan Fund Income Fund Fund Fund Fund Fund -------------- -------------- ------------ ------------- ---------------- --------------- Assets: Investment in Stock Fund at market value $ 65,069,654 $ - $ - $ - $ - $ - Investment in Guaranteed Income Fund - at contract value - 14,178,486 - - - - Investment in Equity Fund at market value - - 3,533,380 - - - Investment in Bond Fund at market value - - - 855,542 - - Cash and cash equivalents 4,516,819 1,460,294 2,350,406 606,664 - - Contributions receivable 948,216 240,917 173,443 42,013 - - Loans receivable - - - - - 2,738,549 Other receivables 132,479 28,442 13,108 1,630 - 173,785 Interest receivables 21,635 131,158 59,098 2,442 - - -------------- ------------- ----------- --------- ----------- ------------ Total Assets 70,688,803 16,039,297 6,129,435 1,508,291 - 2,912,334 -------------- ------------- ----------- --------- ----------- ------------ Liabilities: Accounts payable 21,456 12,937 706 3,968 6,066 232,880 Distribution payable to participants - 48,464 2,458 - - - -------------- ------------- ----------- ---------- --------- ------------- Total Liabilities 21,456 61,401 3,164 3,968 6,066 232,880 -------------- ------------- ------------ -------- ---------- ------------- Plan Equity $ 70,667,347 $ 15,977,896 $ 6,126,271 $ 1,504,323 $ (6,066) $ 2,679,454 ============== ============ =========== ========= ========== =============
Schedule III CUC 401(k) Employee Benefit Plan Allocation of Plan Income and Changes in Plan Equity to Investment Options Year Ended December 31, 1995
Stock Guaranteed Equity Insurance Fund Income Fund Fund Fund Bond Fund Loan Fund ------------ --------------- -------------- -------------- --------------- -------------- Investment Income: Dividends $ - $ 641 $ 207,514 $ 1,166 $ - $ - Interest 141,168 180,712 24,660 124,218 18,780 - Realized gains (losses) (856,668) 108,042 278,263 23,189 - - Unrealized appreciation (depreciation) 5,128,579 1,070,673 1,866,379 122,292 - - Transfer into Plan: GTE Hourly Savings Plan Assets 729,627 178,424 114,036 58,883 551,076 - ALLTEL Savings Plan 486,675 3,002,808 779,261 135,794 - - ------------ ------------- ------------ ------------ ----------- ---------- Total transfers into Plan 1,216,302 3,181,232 893,297 194,677 551,076 - Contributions: Employees 3,703,766 1,923,073 1,618,582 399,875 - - Employer 2,280,602 48,689 48,397 14,619 - - ------------- ------------- ------------ ------------ ----------- ------------ Total Contributions 5,984,368 1,971,762 1,666,979 414,494 - - ------------- ------------- ------------ ------------ ----------- ------------ Net transfers - other (1,235,076) (328,236) 168,498 (12,354) 1,401,102 6,066 Net transfers - loans 786,603 195,503 121,890 27,795 1,131,791) - Distribution (10,939,012) (2,225,346) (842,760) (173,297) (193,058) - Cancellation of loan notes - - - - - - Participants' contributions insurance used for life policy payments (8,922) (5,146) (1,531) (320) - - ------------- ------------- ------------ ------------- ------------ ------------ Change in Plan Equity 217,342 4,149,837 4,383,189 721,860 646,109 6,066 ------------ ------------- ------------- ------------- ---------- ------------- Plan Equity, beginning of year 70,667,347 15,977,896 6,126,271 1,504,323 2,679,454 (6,066) ------------- ------------- ------------- ------------- ------------ ------------- Plan Equity, end of year $ 70,884,689 $ 20,127,733 $ 10,509,460 $ 2,226,183 $ 3,325,563 $ - ============= ============= ============= ============= ============= ==============
Schedule III-1 CUC 401(k) Employee Benefit Plan Allocation of Plan Income and Changes in Plan Equity to Investment Options Year Ended December 31, 1994
Stock Guaranteed Equity Bond Insurance Loan Fund Income Fund Fund Fund Fund Fund ------------ ------------- ------------- -------------- ---------- ------------ Investment Income: Dividends $ - $ - $ - $ - $ - $ 248 - Interest 65,439 733,654 95,356 35,577 27,357 158,712 Realized gains (losses) 4,760,080 293 164,133 (3,426) - - Unrealized appreciation (depreciation) (28,411,309) (80,222) (214,561) (40,208) - - Transfer into Plan: GTE Hourly Savings Plan Assets 6,620,286 2,264,128 2,919,227 742,156 - 734,963 NORCO Plan Assets - 1,683,414 - - - - ------------ ------------ ------------ ---------- ---------- ---------- Total transfers into Plan 6,620,286 3,947,542 2,919,227 742,156 - 734,963 Contributions: Employees 3,413,023 1,403,690 850,056 217,994 23,135 - Employer 2,073,877 22,209 10,074 3,251 - - ------------- ------------ ------------ ----------- ---------- ---------- Total Contributions 5,486,900 1,425,899 860,130 221,245 23,135 - Net transfers - other 1,050,442 (431,649) 55,473 (88,149) (586,117) - Net transfers - loans (29,422) 299,255 (30,585) 2,551 - (241,799) Distribution (4,330,013) (513,842) (42,893) (29,090) - - Cancellation of loan notes - - - - - (52,153) Participants' contributions used for life insurance policy payments - - - - (23,135) - ------------ ------------ ----------- ---------- ---------- --------- Change in Plan Equity (14,787,597) 5,380,930 3,806,280 840,656 (558,760) 599,971 ------------- ------------ ----------- ---------- ---------- --------- Plan Equity, beginning of year 85,454,944 10,596,966 2,319,991 663,667 552,694 2,079,483 ------------- ------------ ----------- ---------- ---------- --------- Plan Equity, end of year $ 70,667,347 $ 15,977,896 $ 6,126,271 $ 1,504,323 $ (6,066) $ 2,679,454 ============= ============ ============ =========== ============ ===========
Schedule III-2 CUC 401(k) Employee Benefit Plan Allocation of Plan Income and Changes in Plan Equity to Investment Options Year Ended December 31, 1993
Stock Guaranteed Equity Bond Insurance Loan Fund Income Fund Fund Fund Fund Fund ------------ ------------- -------------- ------------- ------------- ------------- Investment Income: Dividends $ - $ - $ - $ - $ - $ - Interest 5,652 819,322 - 28,911 878 111,352 Realized gains (losses) 10,705,195 - 11,785 86 - - Unrealized appreciation (depreciation) 4,234,695 - 171,805 3,148 - - Transfers into Plan: Citizens Utilities Company Common Stock Series B from the LGS Employees' Savings and Investment Plan 2,388,736 - - - - - Citizens Utilities Company Common Stock Series B from the TRASOP 21,758,402 - - - - - ------------- ------------- ------------ ------------ ----------- ----------- Transfers into plan 24,147,138 - - - - - Contributions: Employees 2,691,281 1,637,442 652,682 201,260 579,180 - Employers 1,184,394 240,936 99,895 28,307 - - ------------- ------------ ------------- ----------- ---------- ----------- Total Contributions 3,875,675 1,878,378 752,577 229,567 579,180 - ------------- ------------ ------------- ------------ ---------- ----------- Net transfers - other 1,022,585 (879,155) (77,152) (66,278) - - Net transfers - loans (704,539) (253,554) (25,440) (6,426) _ 989,959 Distribution (12,132,276) (516,987) (34,697) (10,228) - - Cancellation of loan notes - - - - - (27,454) Participants' contributions used for life insurance policy payments - - - - (27,364) - ------------- ------------ -------------- ------------ ---------- ------------ Change in Plan Equity 31,154,125 1,048,004 798,878 178,780 552,694 1,073,857 ------------- ------------ -------------- ------------ ---------- ------------ Plan Equity, beginning of year 54,300,819 9,548,962 1,521,113 484,887 - 1,005,626 ------------- ------------ -------------- ------------ ------------ ------------ Plan Equity, end of year $ 85,454,944 $ 10,596,966 $ 2,319,991 $ 663,667 $ 552,694 $ 2,079,483 ============= ============ ============== ============ =========== =============
Citizens Utilities 401(K) Benefits Plan 5% Reportable Transactions Series Of Transactions In The Same Security For Plan Year Ended December 31, 1995
Current Value of Asset on Number of Purchase Selling Cost of Transaction Net Gain/ Description of Asset Transactions Price Price Asset Date (Loss) Citizens Utilities Company Series B Common Stock 13 $ 7,917,149 - $ 7,917,149 $ 7,917,149 - Citizens Utilities Company Series B Common Stock 7 - $ 244,631 $ 272,745 $ 244,631 $ (28,114) PNC Short Term Investment Fund 9 $ 2,046,855 - $ 2,046,855 $ 2,046,855 - PNC Short Term 7 - $ 1,947,187 $ 1,947,187 $ 1,947,187 - Investment Fund Investment Contract Fund 91 $ 6,424,478 - $ 6,424,478 $ 6,424,478 - Investment Contract Fund 114 - $ 3,333,243 $ 3,225,201 $ 3,333,243 $ 108,042 Vanguard GNMA 94 $ 1,655,977 - $ 1,655,977 $ 1,655,977 - Vanguard GNMA 112 - $ 467,192 $ 444,003 $ 467,192 $ 23,189 Vanguard Index Trust 126 $ 6,222,213 - $ 6,222,213 $ 6,222,213 - Vanguard Index Trust 136 - $ 1,674,619 $ 1,396,356 $ 1,674,619 $ 278,263
EX-23 2 Independent Auditors' Consent The Board of Directors Citizens Utilities Company: We consent to incorporation by reference in the registration statement (No. 33-48683) on Form S-8 of Citizens Utilities Company of our report dated June 27, 1996, relating to the statements of plan equity of the Citizens Utilities 401 (k) Benefit Plan as of December 31, 1995 and 1994 and the related statements of income and changes in plan equity and related schedules for each of the years then ended, which report appears in the December 31,1995 annual report on Form 11-K of Citizens Utilities 401(k) Benefit Plan. /s/ KPMG PEAT MARWICK LLP New York, New York June 27, 1996 -----END PRIVACY-ENHANCED MESSAGE-----