11-K 1 e11-k.txt FORM 11-K 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K [x] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 1999 or [] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 for the transition period from------------- to------------- Commission file number 1-5542 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS - PLAN PORTION (Full title of plan) Dexter Corporation One Elm Street Windsor Locks, CT 06096 (Name of issuer of the securities held pursuant to the plan and address of its principal executive office) REQUIRED INFORMATION The Employees' Savings and Profit Sharing Retirement Income Trust of Dexter Corporation and Dexter Corporation, Nonwoven Materials - Plan Portion (`Plan') is subject to the Employee Retirement Income Security Act of 1974 (`ERISA'). Therefore, attached hereto, in lieu of the requirements of Items 1-3 of Form 11-K, are the financial statements and supplemental schedule of the Plan for the two fiscal years ended December 31, 1999 and 1998, which have been prepared in accordance with the financial reporting requirements of ERISA. EXHIBIT
Designation Description Method of Filing ----------- ----------- ---------------- Exhibit 23 Consent of PricewaterhouseCoopers LLP, Filed with this report Independent Public Accountants
2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Dexter Corporation, the plan administrator of The Employees' Savings and Profit Sharing Retirement Income Trust of Dexter Corporation and Dexter Corporation, Nonwoven Materials - Plan Portion, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS - PLAN PORTION Date: June 27, 2000 /s/ Lawrence D. McClure ----------------------- ----------------------- Lawrence D. McClure Dexter Corporation Plan Administrator 3 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 4 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION INDEX TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998
PAGE Report of Independent Accountants 1 Financial Statements Statements of Net Assets Available for Benefits 2 Statements of Changes in Net Assets Available for Benefits 3 Notes to Financial Statements 4-13 Supplemental Schedule Schedule of Assets Held for Investment Purposes 14
5 REPORT OF INDEPENDENT ACCOUNTANTS To the Participants and Plan Administrator of The Employees' Savings and Profit Sharing Retirement Income Trust of Dexter Corporation and Dexter Corporation, Nonwoven Materials - Plan Portion In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of The Employees' Savings and Profit Sharing Retirement Income Trust of Dexter Corporation and Dexter Corporation, Nonwoven Materials - Plan Portion (the "ESPRIT") at December 31, 1999 and 1998, 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. These financial statements are the responsibility of the ESPRIT's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States, 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 audits provide a reasonable basis for the opinion expressed above. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets held for investment purposes as of December 31, 1999 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 supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. /s/ PricewaterhouseCoopers LLP ------------------------------ PricewaterhouseCoopers LLP May 15, 2000 Hartford, Connecticut -1- 6 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1999 AND 1998 --------------------------------------------------------------------------------
1999 1998 ASSETS Investment in Master Trust at fair value $162,706,496 $140,213,115 Contributions receivable Employer 3,216,734 2,952,548 Employee 8,126 7,274 Cash surrender value of life insurance 417,023 461,893 ------------ ------------ Total assets 166,348,379 143,634,830 ------------ ------------ Net assets available for benefits $166,348,379 $143,634,830 ------------ ------------
The accompanying notes are an integral part of these financial statements. -2- 7 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 --------------------------------------------------------------------------------
1999 1998 ADDITIONS TO NET ASSETS ATTRIBUTED TO Contributions Employer $ 3,225,639 $ 2,952,548 Employee 1,476,484 1,234,352 Net appreciation of the master trusts 26,133,792 24,808,657 Appreciation in cash surrender value of life insurance 34,406 28,266 ------------ ------------ 30,870,321 29,023,823 ------------ ------------ DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO Benefits paid directly to participants or their beneficiaries 8,136,488 7,094,814 Administrative expenses 20,284 268,999 ------------ ------------ 8,156,772 7,363,813 ------------ ------------ Net increase 22,713,549 21,660,010 Net assets available for benefits, beginning of year 143,634,830 121,974,820 ------------ ------------ Net assets available for benefits, end of year $166,348,379 $143,634,830 ------------ ------------
The accompanying notes are an integral part of these financial statements. -3- 8 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- 1. DESCRIPTION OF PLAN AND NATURE OF OPERATIONS The following is a general description of The Employees' Savings and Profit Sharing Retirement Income Trust of Dexter Corporation and Dexter Corporation, Nonwoven Materials - Plan Portion ("ESPRIT"). Participants should refer to the Plan document for a more complete description of ESPRIT's provisions. GENERAL ESPRIT is a defined contribution plan covering all eligible employees of the Dexter Nonwoven Materials Business of Dexter Corporation (the "Company") as well as all eligible employees of the Corporate Division. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA) and is intended to meet the requirements of Section 401(a), 401(k), and 501(a) of the Internal Revenue Code of 1986, as amended (the "Code"). The plan was amended and restated as of October 1, 1998 to rename the plan from the ESPRIT Plan, amend certain plan provisions, and provide for changes and additions to the investment options. PLAN ADMINISTRATOR The Company is the administrator of the Plan. Among the responsibilities of the Company as administrator are to calculate employer contributions, to determine financial hardship for participant withdrawals and to make such rules and regulations as it may deem necessary to carry out the provisions of the Plan. All administrative fees are paid from the assets of the Plan. ELIGIBILITY Each eligible employee becomes a participant in ESPRIT on the first day of the month following the date the employee completes one year of eligibility service, provided the employee has reached age 21. However, effective July 1, 1997, with respect to pre-tax and voluntary after-tax employee contributions, an eligible employee becomes a participant on the first day of the month following the date of enrollment in ESPRIT. CONTRIBUTIONS The Company contribution to ESPRIT each plan year varies according to profits (generally, 7-10% of ESPRIT eligible earnings). The contribution by the Company is remitted annually to the trustee. Payment is usually made on or before the due date of the Company's federal income tax return, including extensions thereof. Participants may make elective contributions to ESPRIT either on a pre-tax or after-tax basis; however, total pre-tax and after-tax participant contributions are limited to 15% of a participant's compensation during the plan year. Participant contributions are also subject to certain requirements, including Sections 401(k), 401(m), 402(g) and 415(d) of the Code. -4- 9 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- PARTICIPANT ACCOUNTS Each participant's share of the allocation of the Company's contribution and forfeitures of nonvested interests of former participants is allocated to his or her account based upon length of service and the individual's compensation paid during the plan year. However, participants who do not have at least 1,000 hours of service during such plan year or who are not employed by the Company on the last day of the plan year are generally ineligible to share in the allocation. At any time, a participant may direct ESPRIT's trustee to invest the value of his or her account and future contributions in a Spartan U.S. Equity Index Fund, Managed Income Portfolio (MIP) II Fund, Dexter Corporation Stock Fund, Small Cap Selector Fund, Diversified International Fund, Puritan Fund, Equity-Income Fund, Blue Chip Growth Fund, Aggressive Growth Fund, and PIMCO Total Return Fund. Daily, the yield (interest, dividends and net realized and unrealized gains and losses) on investments is allocated to each participant's account in accordance with the ratio of the value of a participant's account to the value of the fund(s). VESTING The Company's portion of a participant's account shall become fully vested upon (a) attaining the age of 65 (62 for employees who became participants on or before January 1, 1991), (b) death, (c) termination of employment due to permanent disability, (d) completion of five years of vesting service, (e) discontinuance of contributions by the Company or partial or complete termination of the Plan, or (f) termination of employment in certain situations during a one-year period beginning on the date of a change in control of the Company (as further described in the plan document). Employee elective pre-tax and after-tax contributions are immediately fully vested. If a participant separates from the Company before becoming fully vested, nonvested matching contributions will be forfeited. These forfeitures will be applied toward Company contributions. PAYMENT OF BENEFITS Each participant is eligible to receive payment of his or her account on the first day of the month following his or her 65th birthday provided that the participant ceases to be employed by the Company or any affiliated company. There are also provisions for distributions upon a participant's early retirement, late retirement, termination of employment, death benefits, or disability. Each participant may elect distribution of his or her account in (a) a cash lump sum, (b) a series of substantially equal payments over the participant's life expectancy or joint life expectancy of the participant and his or her beneficiary, (c) periodic or nonperiodic payments as elected by the participant, or (d) any form that is grandfathered for certain participants. Once a participant attains age 70-1/2, however, the participant must take substantially equal installments over a period not to exceed the participant's life expectancy. Any portion of a participant's account which is invested in Dexter Corporation common stock may be received, when eligible, in whole shares of stock (with any fractional shares in cash), in cash, or in some combination of shares of stock and cash as elected by the participant. -5- 10 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- WITHDRAWALS AND LOANS A participant may withdraw all or any portion of his or her account balance resulting only from his or her contributions (exclusive of earnings on pre-tax contributions) plus up to fifty percent of his or her company contribution once fully vested. Withdrawals are subject to a participant's proof of hardship due to an immediate and heavy financial need as further provided in the Plan. The determination of financial hardship and the amount withdrawn shall be made by the Plan Administrator in accordance with nondiscrimination standards applied uniformly to all participants similarly situated. Participants may also obtain loans from ESPRIT. A participant may have no more than two loans outstanding at any time. The total of all loans outstanding generally shall not exceed the lesser of 50% of the participant's vested interest in his or her account or $50,000. Interest is charged on the outstanding loan balance at a rate in accordance with the loan policy and subject to uniform and nondiscrimination rules as established by the Plan Administrator. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES The financial statements have been prepared on the accrual basis of accounting. The preparation of financial statements in conformity with generally accepted accounting principles requires the Plan Administrator to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and the reported amounts of additions to and deductions from net assets available for benefits during the reporting period. Actual results could differ from those estimates. RISKS AND UNCERTAINTIES The plan provides for investment options in various funds of a master trust which hold any combination of stocks, bonds, fixed income, and other investment securities. Investment securities are exposed to interest rate, market, credit and other risks. Due to the uncertainty related to changes in these factors, it is at least reasonably possible that changes in the value of investments in the near term could materially affect participants' account balances and the amounts reported in the statements of net assets available for benefits and the statements of changes in net assets available for benefits. PAYMENT OF BENEFITS Benefits are recorded when paid. -6- 11 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- INVESTMENT VALUATION With the exception of the cash surrender value of life insurance policies, all assets are valued as of the last business day of the year according to the following methods: A. INVESTMENT IN MASTER TRUST Fleet National Bank held certain combined assets of the ESPRIT and other employee benefit plans of the Company in a Master Trust (the "Fleet Master Trust") through July 31, 1998. On August 1, 1998, the Fleet Master Trust assets for all defined contribution plans were transferred to a newly established Master Trust held by Fidelity Management Trust Company ("Fidelity Master Trust"). The allocable portion of the assets and related income of the master trusts are included in these financial statements. Approximately sixty percent of the assets of the Fidelity Master Trust were owned by ESPRIT at December 31, 1999 and 1998, respectively. In addition to Fidelity, other managers act as investment advisors for certain of the combined assets of the master trusts. The investment in master trusts consists of holdings in pooled funds and are valued at fair value as noted below for each type of investment. A unit value for each fund is determined by dividing the outstanding units into the fair value of the fund. The unit values were utilized to allocate investment income and the assets to individual participant's accounts. At December 31, 1999 and 1998, investments contained in pooled funds were valued according to the following methods: COMMON STOCKS If listed on a major exchange or traded over-the-counter, the Trust uses the closing price for that exchange. If the stock is traded on more than one exchange, the closing composite price is used. CORPORATE BONDS Corporate bonds are stated at values determined on the basis of matrix prices received from a third-party broker. GOVERNMENT SECURITIES The Trust accounting reflects dealer market value quotes at the last business day of the month. SHORT-TERM OBLIGATIONS Short-term instruments are valued at cost, which approximates fair value. GUARANTEED INVESTMENT CONTRACTS Fully benefit-responsive guaranteed investment contracts are valued at cost (contract value) plus accrued interest. -7- 12 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- PARTICIPANT LOANS Participant loans are stated at the unpaid principal balance. MUTUAL FUNDS The fund's net asset value per share is the value of a single share. Fidelity normally calculates the fund's net assets value per share as of the close of business of the New York Stock Exchange. MANAGED INCOME PORTFOLIO (MIP) II BLEND The value of each share is determined on a daily basis by subtracting total liabilities from the total value of the assets, including accrued income, and dividing the amount remaining by the number of units outstanding on each valuation date. Portfolio assets are valued at fair value as determined in good faith by Fidelity. B. CASH SURRENDER VALUE OF LIFE INSURANCE The cash surrender value of life insurance policies is determined as of August 1, 1999 and 1998, the anniversary date of the policies. OTHER The Fidelity Master Trust values transactions daily on a trade date basis. Income from other investments is recorded as earned on the accrual basis. The net appreciation in the fair value of investments is presented in the Statements of Changes in Net Assets Available for Benefits under the caption "net appreciation of the master trusts". This amount includes the realized gains or losses, the unrealized appreciation or depreciation on those investments, and interest income earned. 3. TAX STATUS The Internal Revenue Service has determined and informed the Company by a letter dated June 28, 1994 that ESPRIT and the related trust, as amended through January 22, 1991, is designed in accordance with applicable sections of the Internal Revenue Code. ESPRIT has been amended since receiving the determination letter. The Plan Administrator and ESPRIT's tax counsel believe that ESPRIT is designed and is currently being operated in compliance with the applicable requirements of the Internal Revenue Code. -8- 13 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- 4. PLAN TERMINATION The Company reserves the right by resolution of its Board of Directors to amend or modify ESPRIT at any time and for any reason, and also reserves the right by resolution to terminate ESPRIT at any time for any reason but no such action shall permit any part of the assets of the fund to be used for, or diverted to, purposes other than for the exclusive benefit of participants, retired participants or beneficiaries, or to revert to the Company prior to satisfaction of all the liabilities under ESPRIT; nor shall such action, except to the extent required to permit ESPRIT to meet the requirements of the Internal Revenue Code or of any governmental authority, affect adversely, in any way, rights theretofore acquired by the participants. In the event of full or partial termination of ESPRIT or the permanent discontinuance of contributions, a distribution of one hundred percent of each participant's share will be made. Distribution may be made, as feasible, to another qualified plan or to an individual retirement account. -9- 14 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- 5. INVESTMENT CONTRACTS WITH INSURANCE COMPANIES VALUATION The MIP II Blend fund of the Fidelity Master Trust, in which ESPRIT participates, invests in two guaranteed investment contracts (GICs) with insurance companies in 1999 (five in 1998). Also included in the MIP II Blend fund in 1998 was the SEI Stable Asset Fund which is a commingled fund consisting of GICs and other investments. These GICs are fully benefit-responsive and are included in the Fidelity Master Trust at contract value plus accrued interest. The fair values of the individual contracts have been determined based on market interest rates for interest rate swap agreements of comparable duration for the years ended December 31, 1999 and 1998 and are presented below:
1999 ------------------------------------------------------------------------------------------------------------- Contract Value Maturity Crediting Including Fair Issuer Date Interest Rate Accrued Interest Value Metropolitan Life Insurance Company 6/15/01 6.70% $ 3,538,388 $ 3,528,925 New York Life Insurance and Annuity Corporation 12/15/00 6.35 3,014,222 3,001,909 Fidelity IPL N/A 5.76 55,663,718 55,663,718 --------------- -------------- Total $ 62,216,328 $62,194,552 =============== ==============
1998 ------------------------------------------------------------------------------------------------------------- Contract Value Maturity Crediting Including Fair Issuer Date Interest Rate Accrued Interest Value John Hancock Mutual Life Insurance Company 12/15/99 7.50% $ 6,900,854 $ 7,037,358 John Hancock Mutual Life Insurance Company 6/15/99 8.25 3,432,078 3,473,941 Metropolitan Life Insurance Company 6/15/01 6.70 3,316,202 3,316,203 New York Life Insurance and Annuity Corporation 12/15/99 6.35 5,654,207 5,750,004 SEI Stable Asset Fund 3/13/99 6.16 25,437,398 25,437,389 Fidelity IPL N/A 5.62 16,514,080 16,514,080 --------------- -------------- Total $ 61,254,819 $61,528,975 =============== ==============
-10- 15 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- CONCENTRATION OF CREDIT RISK Of the guaranteed investment contracts included in the MIP II Blend fund, one (two in 1998), which was held with one individual insurance company at December 31, 1999 (two companies in 1998) represent concentrations of credit risk. The total contract value(s) held is approximately $55.7 million ($6.9 million and $16.5 million at December 31, 1998) and represents 84.6% (11.1% and 26.5% at December 31, 1998) of the total fair value of the MIP II. -11- 16 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 -------------------------------------------------------------------------------- 6. MASTER TRUST Investments and net appreciation of the master trusts for the Dexter Corporation Master Trusts and the ESPRIT's allocable portion at December 31, 1999 and 1998, and for the years then ended, are as follows:
INVESTMENT IN MASTER TRUSTS -------------------------------------------------------------------- December 31, 1999 -------------------------------------------------------------------- Plan's Share of Fidelity Master Trust Fidelity Master Trust --------------------- --------------------- Fair Value Cost Fair Value Cost Spartan U.S. Equity Index fund $141,119,619 $113,966,101 $ 87,416,573 $ 70,567,027 MIP II/Fixed Income fund 65,832,413 65,832,413 42,851,510 42,851,510 Dexter Corporation Stock fund 2,253,486 1,650,752 278,901 216,702 Participant Loan fund 4,174,643 4,174,643 677,771 677,771 Small Cap Selector 4,448,248 3,794,788 1,666,320 1,423,553 Diversified International fund 6,242,455 5,033,979 3,421,206 2,857,300 Puritan fund 1,632,181 1,670,675 1,116,550 1,132,445 Equity - Income fund 1,353,350 1,391,517 937,411 956,561 Blue Chip Growth fund 10,047,811 8,357,417 5,488,577 4,502,119 Aggressive Growth fund 28,742,808 21,826,041 16,457,557 12,574,909 PIMCO Total Return fund 3,311,224 3,499,712 2,394,120 2,539,845 ------------ ------------ ------------ ------------ $269,158,238 $231,198,038 $162,706,496 $140,299,742 ============ ============ ============ ============
INVESTMENT IN MASTER TRUSTS -------------------------------------------------------------------- December 31, 1998 -------------------------------------------------------------------- Plan's Share of Fidelity Master Trust Fidelity Master Trust ------------------------------- ------------------------------ Fair Value Cost Fair Value Cost Spartan U.S. Equity Index fund $144,559,480 $136,435,450 $ 85,962,212 $ 81,185,744 MIP II/Fixed Income fund 62,349,051 62,349,051 40,012,072 40,012,072 Dexter Corporation Stock fund 2,224,784 1,907,087 613,024 560,156 Participant Loan fund 4,374,338 4,374,338 584,033 584,033 Small Cap Selector 5,525,948 5,353,926 2,630,912 2,553,471 Diversified International fund 2,426,685 2,519,856 1,056,476 1,101,286 Puritan fund 1,539,278 1,451,542 1,214,747 1,145,452 Equity - Income fund 886,202 844,886 821,158 783,190 Blue Chip Growth fund 5,502,563 4,769,996 3,896,530 3,403,111 Aggressive Growth fund 2,179,539 1,908,378 1,363,275 1,200,677 PIMCO Total Return fund 2,479,245 2,548,929 2,058,676 2,113,903 ------------ ------------ ------------ ------------ $234,047,113 $224,463,439 $140,213,115 $134,643,095 ============ ============ ============ ============ Continued
-12- 17 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1999 AND 1998 --------------------------------------------------------------------------------
NET APPRECIATION OF THE MASTER TRUSTS FOR THE YEARS ENDED December 31, 1999 ------------------------------------ Fidelity Plan's Share Master Trust of master trusts Spartan U.S. Equity Index fund/Large/Mid Cap Equity fund $27,006,238 $ 16,457,417 MIP II/Fixed Income/Money Market fund/Permag Bond fund 3,655,216 2,441,713 Dexter Corporation Stock fund 598,373 129,187 Participant Loan fund 352,810 51,172 Pension Bond fund -- -- Pension Fixed fund -- -- Small Cap Selector/Small Cap Equity fund 585,215 238,653 Diversified International fund/International Equity Fund 1,543,873 728,295 Puritan fund 3,977 2,923 Equity - Income fund 68,258 47,841 Blue Chip Growth fund 1,910,956 1,107,127 Aggressive Growth fund 9,368,939 4,938,958 PIMCO Total Return fund (13,044) (9,494) ------------- ------------ $ 45,080,811 $ 26,133,792 ============= ==============
NET APPRECIATION OF THE MASTER TRUSTS FOR THE YEARS ENDED December 31, 1998 ----------------------------------------------------------------- Fleet Fidelity Plan's Share Master Trust Master Trust of Master Trust Spartan U.S. Equity Index fund/Large/Mid Cap Equity fund $ 30,494,147 $ 13,458,797 $ 20,891,339 MIP II/Fixed Income/Money Market fund/Permag Bond fund 2,439,406 1,794,340 2,789,020 Dexter Corporation Stock fund (2,565,897) 203,524 (46,792) Participant Loan fund 160,191 156,919 38,590 Pension Bond fund 2,142,956 -- -- Pension Fixed fund 538 -- -- Small Cap Selector/Small Cap Equity fund 267,638 (25,919) 91,887 Diversified International fund/International Equity Fund 947,107 (92,647) 84,886 Puritan fund -- 155,327 130,346 Equity - Income fund -- 68,932 63,529 Blue Chip Growth fund -- 770,395 516,566 Aggressive Growth fund -- 387,852 236,660 PIMCO Total Return fund -- 15,179 12,626 ------------ ------------ ------------ $ 33,886,086 $ 16,892,699 $ 24,808,657 ============ ============ ============
At December 31, 1999, 789 employees (768 in 1998) were participating in the ESPRIT. Appropriate participation by fund was as follows:
FUND NUMBER OF PARTICIPANTS ------------------------------------------------------- DECEMBER 31, 1999 DECEMBER 31, 1998 Spartan U.S. Equity Index fund/Large/Mid Cap Equity fund 590 673 MIP II/Fixed Income fund/Money Market fund 483 591 Dexter Corporation Stock fund 38 46 Participant Loan fund 82 76 Small Cap Selector/Small Cap Equity fund 96 151 Diversified International fund/International Equity fund 90 101 Puritan fund 35 40 Equity - Income fund 34 36 Blue Chip Growth fund 140 117 Aggressive Growth fund 175 76 PIMCO Total Return fund 24 37
-13- 18 THE EMPLOYEES' SAVINGS AND PROFIT SHARING RETIREMENT INCOME TRUST OF DEXTER CORPORATION AND DEXTER CORPORATION, NONWOVEN MATERIALS -- PLAN PORTION SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1999 --------------------------------------------------------------------------------
IDENTITY OF ISSUE, BORROWER DESCRIPTION OF INVESTMENT INCLUDING MATURING DATE, LESSOR, OR SIMILAR PARTY RATE OF INTEREST, COLLATERAL, PAR, OR MATURITY VALUE COST CURRENT VALUE Massachusetts Mutual Life Insurance N/A $ 417,023 *Dexter Corporation Plan's Share of Master Trust $140,299,742 162,706,496
*Party-in-interest -14-