-----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, JKLmTPRUbIG9VPUxZ9bd13+Ui6TE3SynPVd8N+1hyTtfuJxXdZ0ARU63kgjtYNDL ZWl10uKm9hdDJbH3pWJWdw== 0000025445-98-000008.txt : 19980721 0000025445-98-000008.hdr.sgml : 19980721 ACCESSION NUMBER: 0000025445-98-000008 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971230 FILED AS OF DATE: 19980720 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CRANE CO /DE/ CENTRAL INDEX KEY: 0000025445 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-LUMBER, PLYWOOD, MILLWORK & WOOD PANELS [5031] IRS NUMBER: 131952290 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 033-22904 FILM NUMBER: 98668591 BUSINESS ADDRESS: STREET 1: 100 FIRST STAMFORD PLACE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2033637300 11-K 1 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 January 1, 1997 to December 30, 1997 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 Statements of Net Assets Available for Benefits as of December 30, 1997 and December 31, 1996 2 Statements of Changes in Net Assets Available for Benefits for the Period From January 1, 1997 to December 30, 1997 And year Ended December 31, 1996 3 Notes to Financial Statements 4
SUPPLEMENTAL SCHEDULES AS OF DECEMBER 30, 1997 AND FOR THE PERIOD FROM JANUARY 1, 1997 TO DECEMBER 30, 1997 Item 27a - Schedule of Assets Held for Investment Purposes Item 27d - Schedule of Reportable Transactions 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 & Trust (formerly ELDEC Corporation Deferred Income Plan and Trust) (the Plan) as of December 30, 1997 and December 31, 1996, and the related statements of changes in net assets available for benefits for the period from January 1, 1997 to December 30, 1997 and the year ended December 31, 1996. 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 30, 1997 and December 31, 1996, and the changes in net assets available for benefits for the period from January 1, 1997 to December 30, 1997 and the year ended December 31, 1996, in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying schedules of (1) assets held for investment purposes as of December 30, 1997 and (2) reportable transactions for the period ended December 30, 1997 are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan's management. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 1997 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic 1997 financial statements taken as a whole. Deloitte & Touche LLP Seattle, Washington July 10, 1998 1 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 30, 1997 AND DECEMBER 31, 1996 1997 1996 ASSETS Cash and cash equivalents $1,852 $2,256 INVESTMENTS, AT FAIR VALUE: Mutual funds $26,772,200 $18,856,518 Common and collective funds 3,589,008 3,666,016 Crane Co. common stock 2,291,924 563,760 Participant notes receivable 843,358 825,701 Total investments 33,496,490 23,911,995 RECEIVABLES: Employer contribution receivable (Crane Co. Stock Fund) 41,094 26,884 Employee contributions 132,895 95,595 Accrued interest receivable 0 6,777 Total receivables 173,989 129,256 NET ASSETS AVAILABLE FOR BENEFITS $ 33,672,331 $ 24,043,507 See notes to financial statements.
2 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE PERIOD FROM JANUARY 1, 1997 TO DECEMBER 30, 1997 AND YEAR ENDED DECEMBER 31,1996 1997 1996 CONTRIBUTIONS: Employee $ 3,925,106 $ 2,548,033 Employer (Crane Co. Stock Fund) 1,176,638 582,807 Total contributions 5,101,744 3,130,840 EARNINGS ON INVESTMENTS: Interest and dividends 388,350 361,318 Net appreciation in fair value of investments 6,110,165 3,062,819 Total earnings on investments 6,498,515 3,424,137 DISTRIBUTIONS TO PARTICIPANTS (2,197,442) (1,904,958) ADMINISTRATIVE EXPENSE AND OTHER (68,024) (66,477) $ 1,971,435 $ 2,265,466 NET INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 9,628,824 4,289,511 NET ASSETS AVAILABLE FOR BENEFITS Beginning of period 24,043,507 19,753,996 NET ASSETS AVAILABLE FOR BENEFITS End of period $33,672,331 $24,043,507 See notes to financial statements.
3 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN Notes to Financial Statements For the Period from January 1, 1997 to December 30, 1997 and Year Ended December 31, 1996 1. DESCRIPTION OF THE PLAN The following description of the ELDEC Corporation Deferred Income Plan & Trust (formerly ELDEC Corporation Deferred Income Plan and Trust)(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 (the Corporation). The Corporation is a wholly-owned subsidiary of Crane Co. Effective January 1, 1997, all employees of Interpoint Corporation (Interpoint), also a wholly owned subsidiary of Crane Co., were eligible to participate in the Plan. The Plan is subject to the terms of the Employee Retirement Income Security Act of 1974 (ERISA). During 1997 the Plan's year end was changed to December 30 from December 31. Contributions: Each year, participants may elect to contribute and defer between 1% and 15% 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. Prior to June 30, 1996, ELDEC Corporation matched 25% of each participant's contribution, up to 6% of the participant's salary. Effective July 1, 1996, the Corporation increased the match to 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 Administration Committee (the Committee), range from 1 to 5 years, or up to 15 years for the pur chase of a primary residence. The interest rate on loans is 1% above the prime rate offered by Seattle-First National Bank. 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. 4 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 is currently in the process of filing for a new determination letter. 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. 2. SUMMARY OF ACCOUNTING POLICIES The following is a summary of the significant accounting and reporting policies followed in preparation of the financial statements of the Plan. Basis of accounting: The financial statements of the Plan are prepared under the accrual method of accounting. Cash equivalents: All investments purchased with a maturity of three months or less have been classified as cash equivalents. 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 an accrual basis, and allocated to participant accounts every six months based upon each participant's proportionate share of assets in each fund. Unrealized gains and losses are allocated to participants every six months based on the participant's proportionate share of assets in each fund at the beginning of the six-month period. Benefit payments: Benefits are recorded when paid. Benefits payable to participants included in net assets totaled $71,171 and $676 at December 30, 1997 and December 31, 1996, respectively. Such amounts are shown as Plan liabilities in the Form 5500. Use of estimates: The preparation of financial statements in conformity with generally accepted accounting principles 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. 5 Investment Funds Plan participants may direct investment of their accounts in any of several funds in such increments and at such times as designated by the Committee appointed by the Board of Directors. The investment options available as of December 30, 1997, are as follows: U.S. Trust Capital Preservation Fund Vanguard Wellington Fund Vanguard Institutional Equity Index Fund Harbor Fund Capital Appreciation Fund T. Rowe Price Small Cap Value Fund American Funds Europacific Growth Fund Crane Co. Stock Fund Below are the investments whose fair value individually represented 5 percent or more of the Plan's net assets at the period ended December 30, 1997 and year ended December 31, 1996: 1997 1996 Market Value Market Value U.S. Trust Company of the Pacific $ $ 3,666,016 Northwest: Capital Preservation Fund 3,589,008 Vanguard Wellington Fund 3,387,051 2,324,659 Vanguard Institutional Equity Index Fund 4,445,618 2,638,116 Harbor Capital Appreciation Fund 11,260,625 8,232,022 T. Rowe Price Small Cap Value Fund 5,476,559 3,720,220 American Funds Europacific Growth Fund 2,202,347 1,941,501 Crane Co. Stock Fund 2,291,924 563,760
3. PARTIES-IN-INTEREST The Plan has investments and transactions with parties-in-interest, those parties being Crane Co. and participants with loan balances. 6 4. ALLOCATION OF NET ASSETS AVAILABLE FOR BENEFITS Allocation by fund of net assets available for benefits at December 30, 1997 and December 31, 1996 follows: 1997 1996 U.S. Trust Capital Preservation $ 3,606,164 $ 3,679,267 Fund Vanguard Wellington Fund 3,401,622 2,332,851 Vanguard Institutional Equity Index Fund 4,467,765 2,650,872 Harbor Capital Appreciation Fund 11,301,711 8,273,557 T. Rowe Price Small Cap Value Fund 5,499,545 3,737,518 American Funds Europacific Growth 2,213,000 1,950,588 Fund Crane Co. Stock Fund 2,339,166 593,154 Loan Fund 843,358 825,700 $ 33,672,331 $ 24,043,507
5. INFORMATION RELATED TO CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS The changes in net assets available for benefits by fund for the period from January 1, 1997 to December 30, 1997 and the year ended December 31, 1996 were as follows: Employee Contributions: 1997 1996 U.S. Trust Capital Preservation $ 518,574 $ 342,054 Fund Vanguard Wellington Fund 483,917 281,349 Vanguard Institutional Equity Index Fund 609,605 315,693 Harbor Capital Appreciation Fund 1,242,650 925,210 T. Rowe Price Small Cap Value Fund 678,458 444,855 Crane Co. Stock Fund 77,515 0 American Funds Europacific Growth 314,387 238,872 Fund $ 3,925,106 $ 2,548,033
Net investment income: 1997 1996 U.S. Trust Capital Preservation Fund $ 215,722 $ 273,873 American Funds 0 1,432 Vanguard Wellington Fund 598,977 358,042 Vanguard Institutional Equity Index Fund 985,893 458,613 Harbor Capital Appreciation 2,943,266 1,306,998 Fund T. Rowe Price Small Cap Value 1,049,121 680,136 Fund Crane Co. Stock Fund 447,165 22,951 American Funds Europacific Growth Fund 184,574 255,100 Loan Fund 73,797 66,992 $ 6,498,515 $ 3,424,137 7 Benefits Paid to Participants 1997 1996 U.S. Trust Capital Preservation Fund $ 226,569 $ 1,314,262 Growth Group Fund 0 65,063 American Funds 0 70,258 Vanguard Wellington Fund 251,064 226,027 Vanguard Institutional Equity Index Fund 138,901 94,868 Harbor Capital Appreciation 780,522 256,200 Fund T. Rowe Price Small Cap Value 237,948 106,077 Fund Crane Co. Stock Fund 79,647 12,540 American Funds Europacific Growth Fund 119,416 52,147 Loan Fund 70,891 0 $ 1,904,958 $ 2,197,442
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 AMENDED AND RESTATED CRANE CO. SAVINGS AND INVESTMENT PLAN Arlan VanKoevering Arlan VanKeovering David Neils David Neils Linda Wood Linda Wood Lynnwood, WA July 15, 1998 8 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 30, 1997 Identity of Issue Cost Current Value Collective Funds: U.S. Trust Capital Preservation $ 2,842,644 $ 3,589,008 Fund Mutual Funds: Vanguard Wellington Fund 2,987,776 3,387,051 Vanguard Institutional Equity Index Fund 3,230,081 4,445,618 Harbor Capital Appreciation Fund 9,291,312 11,260,625 T. Rowe Price Small Cap Value Fund 4,358,597 5,476,559 American Funds Europacific Growth 2,080,557 2,202,347 Fund Crane Co. Stock Fund* (53,066 1,858,929 2,291,924 shares) Participant notes receivable 843,358 843,358 $ 27,493,254 $ 33,496,490 *Represents a party-in-interest to the plan.
9 ELDEC CORPORATION AND INTERPOINT CORPORATION DEFERRED INCOME PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS PERIOD FROM JANUARY 1, 1997 TO DECEMBER 30, 1997 Number Numbe Purchase of Pur- r of Net Identity of Issue Price chases Sale Price Sales Cost Gain or(Loss ) Series of Transactions U.S. Trust Co. of the Pacific NW Short-Term Investment Fund $12,296,806 573 $12,296,6 515 $12,296,637 $0 37 U.S. Trust Co. of the Pacific NW Capital Preservation Fund 512,003 51 804,486 31 644,872 159,614 Harbor Capital Appreciation Fund 3,305,965 48 1,552,843 50 930,494 622,349 T. Rowe Price Small Cap Value Fund 1,770,070 51 619,135 29 297,072 322,063 Vanguard Wellington Fund 1,086,284 50 482,973 30 292,073 190,900 Vanguard Institutional Equity Index Fund 1,139,312 53 181,628 35 122,511 59,117 Single transaction: Harbor Capital Appreciation Fund 1,672,999 1 10
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