-----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, ImGhUdJGe/cleg9kpOjDnBU2rpbmQdJPVvYjTq7r/N41sd6qTopmObRVtql0M1mD wqg9cwWvJ6i4q8jmOVYb6g== 0000025445-02-000010.txt : 20020701 0000025445-02-000010.hdr.sgml : 20020701 20020701143757 ACCESSION NUMBER: 0000025445-02-000010 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011231 FILED AS OF DATE: 20020701 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CRANE CO /DE/ CENTRAL INDEX KEY: 0000025445 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 131952290 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01657 FILM NUMBER: 02693403 BUSINESS ADDRESS: STREET 1: 140 SYLVAN AVE CITY: ENGLEWOOD STATE: NJ ZIP: 07632 BUSINESS PHONE: 2015850888 MAIL ADDRESS: STREET 1: 100 FIRST STAMFORD PLACE CITY: STAMFORD STATE: CT ZIP: 06902 11-K 1 eldec11k401k_2001.txt ELDEC_401K_2001 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K ANNUAL REPORT Pursuant to Section 15 (d) of the Securities and Exchange Act of 1934 For the period from December 31, 2000 to December 30, 2001 A. Full title of the plan and the address of the plan if different from that of the issuer named below: ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: CRANE CO. 100 First Stamford Place Stamford, Connecticut 06902 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN TABLE OF CONTENTS Page INDEPENDENT AUDITORS' REPORT 1 FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2000: Statements of Net Assets Available for Benefits 2 Statements of Changes in Net Assets Available for Benefits 3 Notes to Financial Statements 4 SUPPLEMENTAL SCHEDULE FOR THE YEAR ENDED DECEMBER 30, 2001 Schedule of assets held for investment 14 INDEPENDENT AUDITORS' REPORT ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN: We have audited the accompanying statements of net assets available for benefits of ELDEC Corporation and Interpoint Corporation Deferred Income Plan (the Plan) as of December 30, 2001 and 2000, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 30, 2001 and 2000, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying schedule of assets held for investment purposes as of December 30, 2001, is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plan's management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. Deloitte & Touche LLP Seattle, Washington June 2, 2002 1 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 30, 2000 AND DECEMBER 30, 2001 2000 2001 ASSETS INVESTMENTS, AT FAIR VALUE (Note 2): Mutual funds 41,758,383 34,852,663 Common and collective funds 6,323,426 8,894,407 Common stock 6,865,339 6,987,315 Participant notes receivable 1,786,260 1,625,285 Total investments 56,733,408 52,359,670 NET ASSETS AVAILABLE FOR BENEFITS 56,733,408 52,359,670 See notes to financial statements.
2 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR THE YEAR ENDED DECEMBER 30,2000 AND DECEMBER 30, 2001 - ------------------------------------------------------------------------------- ------------------------ --------------------------- 2000 2001 CONTRIBUTIONS: Employee $3,829,393 $3,875,107 Employer (Crane Co. Stock Fund) 1,171,288 1,182,433 Rollovers 141,680 22,536 Total contributions 5,142,361 5,080,076 EARNINGS (LOSS) ON INVESTMENTS: Interest and dividends 530,050 472,052 Net realized and unrealized appreciation/(depreciation) of investments (2,924,463) (5,202,668) Total gain/(loss) on investments (2,394,413) (4,730,616) DISTRIBUTIONS TO PARTICIPANTS (6,538,716) (4,723,198) NET INCREASE/(DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS (3,790,768) (4,373,738) NET ASSETS AVAILABLE FOR BENEFITS Beginning of period 60,524,176 56,733,408 NET ASSETS AVAILABLE FOR BENEFITS End of period $56,733,408 $52,359,670 See notes to financial statements.
3 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN Notes to Financial Statements For the Year Ended December 30, 2001 and December 30, 2000 - -------------------------------------------------------------------------------- 1. DESCRIPTION OF THE PLAN The following description of the Eldec Corporation and Interpoint Corporation Deferred Income Plan (the Plan) provides only general information. Participants should refer to the Plan document for more complete information regarding the Plan's provisions. General: The Plan is a defined contribution plan covering substantially all employees of Eldec Corporation and Interpoint Corporation (collectively, the Corporation). The Corporation is a wholly-owned subsidiary of Crane Co. The Plan is subject to the terms of the Employee Retirement Income Security Act of 1974 (ERISA). Eligibility: All employees of the Corporation are eligible upon their hire date. Contributions: Participants can elect to contribute and defer between 1% and 17% of pretax annual compensation as defined by the Plan. Such employee contributions may not exceed the maximum allowable contribution under IRC regulations. Participants may also contribute amounts representing distributions from other qualified defined benefit or contribution plans. The Corporation matches 50% of each participant's contribution, up to 6% of the participant's salary, made in the form of common stock of Crane Co. Participant accounts: Each participant's account is credited with the participant's contributions and allocations of the Corporation's matching contribution and Plan earnings and charged with an allocation of management fees not paid by the Corporation. Vesting: A participant's deferred income contribution account and Corporation matching contributions are 100% vested and nonforfeitable at all times. Participant notes receivable: Actively employed participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their account balance. Loan terms, subject to approval by the Administrative Committee (the Committee), range from 1 to 5 years, or up to 15 years for the purchase of a primary residence. The fixed rate of interest will be equal to the Wall Street Journal prime lending rate 15 days prior to the end of each quarter plus one percent per annum. 4 Payment of benefits: Upon retirement, disability, termination of employment or death, a participant or designated beneficiary will receive a lump sum payment equal to the participant's account balance. If the participant's account balance is greater than $5,000, the participant may elect to defer the withdrawal until reaching the age of 70-1/2. Plan termination: Although it has not expressed any intent to do so, the Corporation has the right to terminate the Plan at any time subject to the provisions of ERISA. In the event the Plan is terminated, the Plan's assets will be liquidated by the Trustee and distributed to participants. Plan expenses: Administrative expenses are paid by the Plan Sponsor. Tax Status: The Internal Revenue Service has determined and informed the Corporation, by a letter dated May 5, 1994, that the Plan is designed in accordance with applicable sections of the Internal Revenue Code (IRC). The Plan has been amended and restated since receiving the determination letter and the Plan Administrator filed for a new determination letter in late 2001. The Plan Administrator believes the Plan, as amended and restated, is currently being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been recorded. Investment Funds: Plan participants may direct investment of their accounts in any of several options in such increments and at such times as designated by the Investment Committee appointed by the Crane Co. Board of Directors except for the New Match Account. All employer matching contributions are used to purchase Crane Co. Stock and become part of the New Match Account. The plan contains a New Match diversification provision for qualified participants. A Qualified Participant who has attained age fifty-five (55) and has completed at least ten (10) years of participation in the Plan shall be permitted to direct the Plan as to the investment of an aggregate total of twenty-five percent (25%) of the value of his Account balance attributable to Company Stock, incrementally or in total, during a Qualified Election Period. During the last Plan Year in the Participant's Qualified Election Period or no later than 90 days after its close, a Qualified Participant may direct the Plan as to the investment of an aggregate of fifty percent (50%) of such Account balance (including amounts previously directed). The investment options available for as of December 30, 2001 are as follows: Wells Fargo Stable Value Fund This Fund is an actively managed diversified portfolio of assets issued by highly rated financial institutions and corporations as well as obligations of the U.S. Government or its agencies. Examples of assets include: traditional book value contracts such as guaranteed investment contracts (GICs), bank investment contracts (BICs), GIC alternatives, corporate bonds, U.S. Treasury/Agency Securities (for enhanced liquidity), mortgage related securities and Asset Backed Securities. 5 AIM Balanced Fund Class A This fund seeks total return consistent with preservation of capital. The fund normally invests between 30% and 70% of assets in equities, and the balance in investment-grade fixed-income securities. The fixed-income portion may include U.S. government obligations, mortgage- or asset-backed securities, and corporate debt. The fund may invest up to 10% of assets in bonds rated below investment-grade and up to 20% of assets in foreign securities. Prudential Stock Index Fund Class I This fund seeks to mirror the returns of the S&P 500 index. The fund normally invests at least 80% of its assets in securities included in the S&P 500 index according to each security's weighting in the index. Management attempts to achieve a performance correlation with the S&P 500 of 0.95 irrespective of expenses. The fund may invest in derivatives. Prudential Jennison Growth Fund Class Z This fund seeks long-term growth of capital and normally invests at least 65% of assets in equities issued by companies with market capitalizations exceeding $1 billion. The subadvisor seeks companies that it believes are attractively valued and have demonstrated earnings and sales growth and high returns on equity and assets. It may invest up to 20% of assets in foreign securities. 6 Mutual Qualified Fund A This fund seeks capital appreciation; income is secondary. The fund invests primarily in common and preferred stocks, and debt of any credit quality. It may also invest up to 50% of assets in companies involved in prospective mergers, consolidations, liquidations, reorganizations, or other special situations. Fidelity Advisor Dividend Growth T This fund seeks capital appreciation and primarily invests in common stocks. It normally invests at least 65% of assets in companies that the adviser believes have either the potential for dividend growth or commencing dividends, if none are currently paid. It may invest in securities of either domestic or foreign issuers. The fund may invest in either growth stocks or value stocks or both. (This fund added in 2001) Prudential Small Company Value Fund Class Z This fund seeks capital growth and invests primarily in common stocks selected for their low valuations relative to the companies' earnings, assets, cash flow, and dividends. Although the fund may invest in companies of any size, it typically focuses on companies with market capitalizations of less than $1.5 billion. Putnam International Growth Fund Class A This fund is a mutual fund which seeks capital appreciation by investing at least 65% of its assets in equity securities of companies located outside the United States. It may invest in companies of any size that it judges to be in a strong growth trend or that it believes is undervalued. The fund may invest in both developed and emerging markets. It may also engage in various hedging strategies. Crane Co. Stock Fund Investments in common stock of Crane Co. Huttig Stock Fund Investments in common stock of Huttig Building Products Inc. (Huttig). This company was previously a wholly-owned subsidiary of Crane Co. which was subsequently spun off from Crane Co. in 1999 through an initial public offering. 7 Below are the investments whose fair value individually represented 5 percent or more of the Plan's net assets as of December 30, 2000 and 2001: 2000 2001 Wells Fargo Bank Stable Value Fund 6,323,211 8,894,193 AIM Balanced Fund Class A 5,549,078 3,930,392 Prudential Stock Index Fund Class I 7,941,022 6,585,627 Prudential Jennison Growth Fund Class Z 19,696,769 14,626,833 Prudential Small Company Value Fund Class Z 4,179,551 5,028,842 Putnam International Growth Fund Class A 3,932,491 3,208,197 Crane Co. Stock Fund* 6,714,683 6,796,624
*Fund includes non-participant directed amounts. During 2001, the Plan's investment (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value by $5,202,668 as follows: 2001 Mutual Funds $(5,020,058) Common and Collective Funds 441,975 Common Stocks (624,585)* =========== $(5,202,668) 2. SUMMARY OF ACCOUNTING POLICIES Basis of accounting: The financial statements of the Plan are prepared under the accrual method of accounting. Investment valuation: Investments are stated at fair value based on quoted market prices. Participant notes receivable are valued at cost which approximates fair value. Purchases and sales of securities are recorded on a trade-date basis with the cost basis of securities sold determined by specific identification. Dividend income, interest income and realized gains and losses from investments are recorded as earned on a accrual basis. The dividend income, interest income and realized gains and losses are allocated to participant accounts daily on a cash basis based upon each participant's proportionate share of assets in each fund. Unrealized gains and losses are allocated to participants daily based on the participant's proportionate share of assets in each fund. 8 Benefit payments: Benefits are recorded when paid. Adminstrative expenses: Costs of administering the Plan are paid by the Company. Recently issued accounting standards: Statement of Financial Accounting Standards (SFAS) No. 133, Accounting for Derivative Instruments and Hedging Activities, is effective for all fiscal years beginning after June 15, 2000. SFAS No. 133, as amended, establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities. Under SFAS No. 133, certain contracts that were not formerly considered derivatives may now meet the definition of a derivative. The Plan adopted SFAS No. 133 effective Janaury 1, 2001, which did not have a significant impact on the Plan's financial position. Use of estimates: The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions to, and deductions from, net assets during the reporting period. Actual results could differ from those estimates. 9 3. Nonparticipant-Directed Investments Information about the significant components of the changes in net assets relating to the nonparticipant-directed investments during the year ended December 31, 2001 is as follows: Balance at 12/31/00 $5,198,643 Contributions 1,182,433 Dividends 80,253 Net appreciation/(depreciation) (563,026) Distributions (397,178) ------------ Balance at 12/31/01 $5,501,125 ============ 4. PARTIES-IN-INTEREST The Plan has investments and transactions with parties-in-interest, those parties being Crane Co., Huttig, and participants with loan balances. In addition, certain plan investments are shares of mutual funds managed by Prudential Financial. Prudential Financial is the trustee as defined by the plan, and, therefore, transactions qualify as party-in-interest. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee of the ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN has duly caused this annual report to be signed by the undersigned thereunto duly authorized. ADMINISTRATIVE COMMITTEE OF THE ELDEC Corporation and Interpoint Corporation Deferred Income PLAN D.J. Robinson D.J. Robinson David Neils David Neils Linda Wood Linda Wood Lynnwood, WA June 27, 2002 13 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT DECEMBER 30, 2001 Issuer Description Shares Current Value Collective Funds: Wells Fargo Bank,N.A. Prudential Stable Fund 285,871 8,894,193 The Prudential Insurance * AP Fund 214 Mutual Funds: Prudential Mutual Funds * Pru Small Company Fund Z 306,824 5,028,842 Prudential Mutual Funds* Pru Stock Index Fund I 254,862 6,585,627 Prudential Mutual Funds* Pru Jennison Growth Fund Z 969,949 14,626,833 Mutual Qualified Income A Mutual Qualified Income A 57,361 945,301 Putnam International Growth A Putnam International Growth A 162,493 3,208,197 AIM Balanced Fund A AIM Balanced Fund A 151,053 3,930,392 Fidelity Adv Dividend Growth Fidelity Adv Dividend Growth 44,701 527,471 Other: Crane Co. Company Stock* Crane Co. Company Stock 265,079 6,796,624 Huttig Company Stock* Huttig Company Stock 31,261 190,691 Participant notes receivable 7.5%- 11% 1,625,285 ----------- 52,359,670 ------------ ------------ *Represents a party-in-interest to the plan.
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