-----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, WDsX5x58lU4i1VmvdRw3zXem2urLgH2IpAMMPmYNzzJe8CbSRkA0DLlBYKN0tUzE vzE/F0JFl9vSV4dV7yxfvw== 0000025890-96-000026.txt : 19960627 0000025890-96-000026.hdr.sgml : 19960627 ACCESSION NUMBER: 0000025890-96-000026 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960626 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CROWN CORK & SEAL CO INC CENTRAL INDEX KEY: 0000025890 STANDARD INDUSTRIAL CLASSIFICATION: METAL CANS [3411] IRS NUMBER: 231526444 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-02227 FILM NUMBER: 96586289 BUSINESS ADDRESS: STREET 1: 9300 ASHTON RD CITY: PHILADELPHIA STATE: PA ZIP: 19136 BUSINESS PHONE: 2156985100 11-K 1 CROWN 401(K) PLAN FOR VAN DORN EMPLOYEES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1994 For the fiscal year ended December 31, 1995 Commission File Number 1-2227 A. Full title of the plan: Crown Cork & Seal Company, Inc. 401 (K) Retirement Savings Plan for Employees of Van Dorn Company B. Name of issuer of the Securities held pursuant to the plan and the address of its principal executive office: CROWN CORK & SEAL COMPANY, INC. 9300 ASHTON ROAD PHILADELPHIA, PA 19136 INDEX Pages Signatures . . . . . . . . . . . . . . . . . . . . . . . . . 3 Report Of Independent Accountants . . . . . . . . . . .. . . 6 Audited Plan Financial Statements And Schedules Prepared In Accordance With The Financial Reporting Requirements Of ERISA . 7 to 13 Exhibit 23 - Consent Of Independent Accountants . . . . . . . 14 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Crown Cork & Seal Company, Inc. 401(K) Retirement Savings Plan for Employees of Van Dorn Company Date: June 26, 1996 By:/s/ James T. Malec ______________________________ James T. Malec Member, Benefit Plan Committee Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Financial Statements and Supplemental Information December 31, 1995 Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Financial Statements and Supplemental Information - ------------------------------------------------------------------------------- Index Page Report of Independent Accountants 1 Statement of Net Assets Available for Plan Benefits 2 Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information 3 Notes to Financial Statements 4 - 6 Schedule I - Schedule of Assets Held for Investment at December 31, 1995 7 Schedule II - Schedule of Reportable Transactions (Transaction or Series of Transactions) for the Year Ended December 31, 1995 in Excess of 5% of Plan Assets 8 Note: Other schedules required by ERISA are not applicable. Report of Independent Accountants To the Benefit Plans Committee and Participants of the Crown Cork & Seal Company, Inc.401(k) Retirement Savings Plan for Employees of Van Dorn Company In our opinion, the accompanying statement of net assets available for plan benefits and the related statement of changes in net assets available for plan benefits present fairly, in all material respects, the net assets available for plan benefits of the Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company (the "Plan") at December 31, 1995 and 1994 and the changes in net assets available for plan benefits for the year ended December 31, 1995, in conformity with generally accepted accounting principles. These financial statements are the responsibility of the Plan's administrator; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these statements in accordance with generally accepted accounting standards which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for the opinion expressed above. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in Schedules I and II is presented for purposes of additional analysis and is not a required part of the basic financial statements but is additional information required by ERISA. The Fund Information in the statement of changes in net assets available for plan benefits is presented for purposes of additional analysis rather than to present the changes in net assets available for benefits of each fund. Schedules I and II and the Fund Information have been subjected to the auditing procedures applied in the 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. PRICE WATERHOUSE LLP Philadelphia, Pennsylvania June 7, 1996 Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Statement of Net Assets Available for Plan Benefits December 31, 1995 and 1994 - -------------------------------------------------------------------------------- December 31, 1995 1994 Investments at fair value: Crown Cork & Seal Common Stock* $ 3,608,902 $ 3,409,835 T. Rowe Price Mutual Funds: Prime Reserve Fund* 2,234,072 2,134,464 Capital Appreciation Fund 821,817 632,531 Spectrum Income Fund* 2,808,447 2,375,384 Spectrum Growth Fund* 6,442,502 5,088,883 Participant Loan Fund 285,532 175,905 ------------ ----------- Total investments 16,201,272 13,817,002 Employer contributions receivable 20,048 21,326 Employee contributions receivable 62,202 64,313 ------------ ----------- Net assets available for plan benefits $16,283,522 $13,902,641 ============ =========== * Represents more than 5% of net assets available for plan benefits at December 31, 1995. The accompanying notes are an integral part of these financial statements. - 2 -
Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information For the Year Ended December 31, 1995 - -------------------------------------------------------------------------------- T. Rowe Price ----------------------------------- Crown Cork & Seal Prime Capital Spectrum Spectrum Participant Common Stock Reserve Appreciation Income Growth Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- --------- ----------- ----------- ----------- ----------- Additions to net assets: Contributions Employer $ 267,317 $ 267,317 Employee 107,478 $ 214,352 $ 157,407 $ 209,644 $ 270,487 959,368 Investment income 119,159 63,864 191,801 432,022 $ 22,266 829,112 Net realized and unrealized gain on investments 438,745 91,969 274,580 1,065,858 1,871,152 ---------- ---------- --------- --------- --------- --------- ---------- 813,540 333,511 313,240 676,025 1,768,367 22,266 3,926,949 Deductions from net assets: Benefits paid to participants and rollovers to other plans (496,864) (181,398) (153,603) (214,503) (499,700) (1,546,068) Transfers Loan principal repayment 4,804 9,505 8,019 14,129 15,973 (52,430) Loan interest allocated 1,708 4,090 3,065 5,938 7,465 (22,266) Loans issued (31,612) (23,000) (19,694) (36,140) (51,611) 162,057 Interfund transfers (74,234) (40,887) 27,048 (19,316) 107,389 ---------- ---------- --------- ---------- --------- -------- ---------- Increase in net assets available for plan benefits 217,342 101,821 178,075 426,133 1,347,883 109,627 2,380,881 Net assets at beginning of year 3,437,440 2,148,855 643,005 2,393,675 5,103,761 175,905 13,902,641 ---------- ---------- --------- ---------- ---------- -------- ----------- Net assets at end of year $3,654,782 $2,250,676 $ 821,080 $2,819,808 $6,451,644 $285,532 $16,283,522 ========== ========== ========= ========== ========== ======== ===========
The accompanying notes are an integral part of these financial statements. - 3 - Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Notes to Financial Statements December 31, 1995 - -------------------------------------------------------------------------------- 1. Summary of Significant Accounting Policies Effective April 16, 1993, the Van Dorn Company (the "Company") was acquired by Crown Cork & Seal Company, Inc. ("Crown") at which time Crown became the sponsor of the Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company (the "Plan"), formerly the Van Dorn Company 401(k) Plan and Trust. The Plan is administered by the Crown Cork & Seal Company, Inc. Benefit Plans Committee. The Plan maintains its financial records and prepares its financial statements using the accrual basis of accounting. Purchases and sales of securities are recorded on a trade-date basis. T. Rowe Price (the "Trustee") manages a Trust Fund for the Plan under the terms of a trust agreement. All of the Plan's investments and cash are held in the Trust Fund. The Trustee has been granted discretionary authority with regard to the investment of temporary cash balances and is directed by investment managers or a committee appointed by Crown with regard to all other investments. The investments and changes therein of the Trust Fund have been determined through the use of current values measured by quoted prices in active markets for all assets of the Trust Fund. 2. Description of Plan General. The Plan is a defined contribution plan designed to provide a convenient method by which eligible employees may save regularly through salary elections and through sponsor matching contributions. The Plan covers salaried employees of the Company's corporate office, Davies Can Company and Central States Can Company as well as certain Plastic Machinery Division and hourly employees of Davies Can Company. On April 20, 1993, Crown sold Plastics to Mannesmann Capital Corporation ("Mannesmann"). Employees of Plastics participating in the Plan were given the option of continuing to participate in the Plan or rolling over their account balances into a Mannesmann sponsored plan or into their individual retirement accounts. Employees are eligible to participate in the Plan after completing one year of service and attaining the age of 21. The Plan is subject to provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Employee Contributions. Employees who participate in the Plan can direct the Company to withhold wages and make tax deferred contributions on their behalf. Contributions may range from 1 percent to 16 percent of annual compensation, plus bonuses, up to a maximum of $9,240 per participant. - 4 - Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Notes to Financial Statements December 31, 1995 - -------------------------------------------------------------------------------- A participant's 401(k) account balance attributable to tax deferred contributions, taxable employee contributions, and rollover contributions is 100 percent vested at all times. A participant's 401(k) account balance attributable to profit sharing contributions with respect to plan years prior to January 1, 1989 becomes fully vested upon a participant reaching five years of service. Loans. The Plan allows for loans to participants in excess of $1,000 and not to exceed 50% of the participant's vested account balance up to $50,000 (subject to restrictions further described in the Plan document). In the event of a default on a loan, the outstanding balance and accrued interest is deducted from the participant's account prior to distribution. Employer Contributions. Effective July 1, 1990, the Company amended the Plan and Trust to permit employer contributions. The amendment provides for the Company to match 50 percent of employee contributions up to a maximum employee contribution of 4 percent of compensation. Employer contributions vest 100 percent after five years of service. All employer matching contributions are invested automatically in the Crown Cork & Seal Common Stock Fund. Forfeitures of terminated participants' nonvested accounts are offset against employer contributions. Investments. Participants may direct their contributions among any of the following investments: 1. Common Stock Fund - Investing in common stock of Crown Cork & Seal. 2. T. Rowe Price Prime Reserve Fund - A money market fund investing in a diversified portfolio of domestic and foreign U.S. dollar-denominated money market securities. 3. T. Rowe Price Capital Appreciation Fund - Investing in common stocks, fixed income securities and money market instruments. 4. T. Rowe Price Spectrum Income Fund - Investing primarily in a diversified group of T. Rowe Price mutual funds which invest principally in fixed income securities. 5. T. Rowe Price Spectrum Growth Fund - Investing in a diversified group of T. Rowe Price mutual funds which invest principally in equity securities. - 5 - Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Notes to Financial Statements December 31, 1995 - -------------------------------------------------------------------------------- Distributions. Effective January 1, 1987, benefit payments from the Plan are limited to lump sum distributions. Prior to this date, former participants could elect to have their benefits paid to them under a variety of options over an extended period of time. Plan Termination. Although it has not expressed any intent to do so, Crown has the right under the Plan to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, participants will become 100 percent vested in their accounts. 3. Tax Status of the Plan The Plan was amended and restated, effective January 1, 1995 to comply with all provisions of the Internal Revenue Code (IRC) and ERISA. The Committee has represented that the Plan has been administered in accordance with all provisions of the IRC and ERISA. The Company has received a favorable determination letter from the Internal Revenue Service (IRS) and accordingly, the Trust is not subject to federal or local income taxes. 4. Subsequent Event On April 29, 1996, Crown announced its agreement to sell the Davies Can business, a division of the Company, to Brockway Standard Inc. Benefits accrued under the Plan through the closing date will be paid to employees terminated as a result of the sale, at their option. - 6 - Schedule I Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Schedule 27a - Schedule of Assets Held for Investment at December 31, 1995 - -------------------------------------------------------------------------------- Description Number of Shares Cost Fair Value Crown Cork & Seal Common Stock * 86,440 $ 2,595,428 $ 3,608,902 T. Rowe Price Prime Reserve Fund * 2,234,072 2,234,072 2,234,072 T. Rowe Price Capital Appreciation Fund * 60,119 757,304 821,817 T. Rowe Price Spectrum Income Fund * 249,862 2,690,149 2,808,447 T. Rowe Price Spectrum Growth Fund * 477,576 5,361,054 6,442,502 Participant Loan Fund (at 12.95% interest rate) 285,532 285,532 285,532 ----------- ----------- Total investments at December 31, 1995 $13,923,539 $16,201,272 =========== =========== * Represents more than 5% of net assets available for plan benefits at December 31, 1995. - 7 -
Schedule II Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of Van Dorn Company Item 27d - Schedule of Reportable Transactions (Transaction or Series of Transactions) For the Year Ended December 31, 1995 in Excess of 5% of Plan Assets - ------------------------------------------------------------------------------------------------------------------ Aggregate Aggregate Number of Number Cost of Proceeds Cost Net Gain Description of Assets Purchases of Sales Purchases from Sales of Asset on Sale --------------------- --------- -------- --------- ---------- -------- ------- Crown Cork & Seal Common Stock 62 75 $511,285 $758,701 $497,851 $260,849 T. Rowe Price Spectrum Income Fund 114 67 722,629 564,145 562,082 2,063 T. Rowe Price Spectrum Growth Fund 86 63 1,073,145 773,988 690,348 83,640 T. Rowe Price Prime Reserve Fund 117 73 923,768 824,160 824,160 0
- 8 - EX-23 2 CONSENT OF INDEPENDENT ACCOUNTANTS Consent of Independent Accountants We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 33-61240) of Crown Cork & Seal Company, Inc. of our report dated June 7, 1996 appearing on page 6 of this Form 11-K. PRICE WATERHOUSE LLP Philadelphia, Pennsylvania June 25,1996 -----END PRIVACY-ENHANCED MESSAGE-----