-----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, DtOZx9Rk/tcjBhNC0SpsFu3+yfuJsRxpWf4igm2CLYLBBmmlSubCFW+MEUCBQJWj ATq3dU7yl4cxSGy9sb6Q4A== 0000914039-97-000220.txt : 19970626 0000914039-97-000220.hdr.sgml : 19970626 ACCESSION NUMBER: 0000914039-97-000220 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970625 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEXTER CORP CENTRAL INDEX KEY: 0000028582 STANDARD INDUSTRIAL CLASSIFICATION: PAINTS, VARNISHES, LACQUERS, ENAMELS & ALLIED PRODUCTS [2851] IRS NUMBER: 060321410 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05542 FILM NUMBER: 97629692 BUSINESS ADDRESS: STREET 1: ONE ELM ST CITY: WINDSOR LOCKS STATE: CT ZIP: 06096 BUSINESS PHONE: 2036279051 MAIL ADDRESS: STREET 1: ONE ELM ST CITY: WINDSOR LOCKS STATE: CT ZIP: 06096 11-K 1 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, 1996 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 DEXTER ESPRIT PLAN (Full title of plan) The 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 Dexter ESPRIT Plan ("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 schedules of the Plan for the two fiscal years ended December 31, 1996 and 1995, which have been prepared in accordance with the financial reporting requirements of ERISA. EXHIBIT
Designation Description Method of Filing - ----------- ----------- ---------------- Exhibit 23 Consent of Coopers & Lybrand L.L.P., Filed with this report. Independent Public Accountants
2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, The Dexter Corporation, the plan administrator of The Dexter ESPRIT Plan, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. THE DEXTER ESPRIT PLAN Date: June 25, 1997 /s/ Lawrence D. McClure _____________ ______________________________ Lawrence D. McClure The Dexter Corporation Plan Administrator 3 THE DEXTER ESPRIT PLAN INDEX Page ---- Report of Independent Accountants 2 Financial Statements Statement of Net Assets Available for Plan Benefits at December 31, 1996 and December 31, 1995 4 Statement of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 1996 and 1995 5 Notes to Financial Statements 6 Supplemental Schedule Item 27(a) - Schedule of Assets Held for Investment Purposes at December 31, 1996 18 1 4 REPORT OF INDEPENDENT ACCOUNTANTS To the Plan Administrator of The Dexter ESPRIT Plan We have audited the accompanying statement of net assets available for plan benefits of The Dexter ESPRIT Plan (the "Plan") at December 31, 1996 and 1995, and the related statement of changes in net assets available for plan 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. Except as explained in the following paragraph, 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. As permitted by 29 CFR 2520.103-8 of the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, investment assets held by Fleet Bank, N.A., the trustee of the Plan assets, and transactions in those assets were excluded from the scope of our audit of the Plan's financial statements as of and for the year ended December 31, 1995, except for comparing the information provided by the trustee, which is summarized in Note 5, with the related information included in the financial statements. Because of the significance of the information that we did not audit, we are unable to, and do not, express an opinion on the Plan's financial statements at December 31, 1995 and for the year then ended. The form and content of the information included in the 1995 financial statements, other than that derived from the information certified by the trustee, have been audited by us and, in our opinion, are presented in compliance with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. 2 5 In our opinion, the 1996 financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 1996, and changes in its net assets available for benefits for the year then ended in conformity with generally accepted accounting principles. Our audit of the Plan's financial statements at December 31, 1996 and for the year ended was made for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental schedule of assets held for investment purposes at December 31, 1996 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. The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic financial statements for the year ended December 31, 1996, and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. /s/ Coopers & Lybrand L.L.P. COOPERS & LYBRAND L.L.P. Springfield, Massachusetts June 24, 1997 3 6 THE DEXTER ESPRIT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS at December 31, 1996 and 1995
1996 1995 ------------ ------------ Assets Investment in Master Trust at fair value $100,930,472 $ 89,778,709 Contributions receivable Employer 2,755,552 2,423,345 Employee 119,994 62,670 Cash surrender value of life insurance 909,394 892,500 ------------ ------------ Total assets 104,715,412 93,157,224 Accrued administrative costs 59,508 59,142 ------------ ------------ Net assets available for Plan benefits $104,655,904 $ 93,098,082 ============ ============
The accompanying notes are an integral part of the financial statements. 4 7 THE DEXTER ESPRIT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS for the years ended December 31, 1996 and 1995
1996 1995 ------------ ------------ Additions to net assets attributed to: Contributions Employer $ 2,755,552 $ 2,425,386 Employee 1,186,443 1,095,427 Net appreciation of the Master Trust 13,075,098 14,966,440 Increase (decrease) in cash surrender value of life insurance 16,894 (106,107) ------------ ------------ 17,033,987 18,381,146 ------------ ------------ Deductions from net assets attributed to: Benefits paid directly to participants or their beneficiaries 5,006,665 3,802,183 Administrative expenses 435,237 398,386 Other 34,263 ------------ ------------ 5,476,165 4,200,569 ------------ ------------ Net increase 11,557,822 14,180,577 Net assets available for Plan benefits, beginning of year 93,098,082 78,917,505 ------------ ------------ Net assets available for Plan benefits, end of year $104,655,904 $ 93,098,082 ============ ============
The accompanying notes are an integral part of the financial statements. 5 8 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS 1. DESCRIPTION OF PLAN AND NATURE OF OPERATIONS The following is a general description of The Dexter ESPRIT Plan (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 Nonwovens Division of The 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 ESPRIT Plan was amended and restated as of July 1, 1996 to allow for amended plan provisions and additional 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. 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 after-tax participant contributions are limited to up to 10% of a participant's monthly compensation. Participant contributions are also subject to certain requirements, including Sections 401(k) and 401(m) of the Code. 6 9 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED 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. Monthly, a participant may direct ESPRIT's trustee to invest the value of his or her account and future contributions in a Large/Mid Cap Equity Fund, Fixed Income Fund, The Dexter Corporation Stock Fund, Money Market Fund, Small Cap Equity Fund, and International Equity Fund. At the end of each month, 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 disability (d) completion of five years of vesting service, or (e) discontinuance of contributions by the Company or partial or complete termination of the Plan. Employee elective pre-tax and after-tax contributions are immediately fully vested. If a participant separates from the service 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 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 The Dexter Corporation common stock may be received, when eligible, in whole shares of stock (with any fraction shares in cash), in cash, or in some combination of shares of stock and cash as elected by the participant. 7 10 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED WITHDRAWALS AND LOANS A participant may withdraw all or any portion of his or her vested account balance resulting only from his or her contributions. Withdrawals are subject to 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 one loan outstanding at any time. The total of all loans outstanding 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 nondiscriminatory 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 amount of net assets available for plan benefits at the date of the financial statements and the reported amounts of additions to and deductions from net assets available for plan 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 the 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 statement of net assets available for plan benefits and the statement of changes in net assets available for plan benefits. PAYMENT OF BENEFITS Benefits are recorded when paid. 8 11 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED 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 Bank, N.A. ("Fleet") holds certain combined assets of The Dexter ESPRIT Plan and other employee benefit plans of the Company in a Master Trust (the "Trust"). The allocable portion of the assets and related income are included in these financial statements. Approximately forty-six percent of the assets of the Master Trust were owned by ESPRIT at December 31, 1996 and 1995. In addition to Fleet, other managers act as investment advisors for certain of the combined assets of the Trust. The investment in Master Trust 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 are utilized to allocate investment income and the assets to individual participant's accounts. At December 31, 1996 and 1995, 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. 9 12 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED Guaranteed Investment Contracts Fully benefit-responsive guaranteed investment contracts are valued at cost (contract value) plus accrued interest. Participant Loans Participant loans are stated at the unpaid principal balance. B. Cash Surrender Value of Life Insurance The cash surrender value of life insurance policies is determined as of August 1, 1996 and 1995, the anniversary date of the policies. OTHER Purchases and sales of securities are reflected on a settlement date basis. Gains or losses on sales of securities are based on average cost. Dividend income is recorded on the ex-dividend date. 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 Statement of Changes in Net Assets Available for Plan Benefits under the caption "net appreciation of the Master Trust". 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. 10 13 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED 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. 5. INFORMATION CERTIFIED BY TRUSTEE The Plan Administrator had elected the method of compliance permitted by 29 CFR 2520.103-8 of the Department of Labor's Rules and Regulations for Reporting and Disclosure under ERISA for the plan year ended December 31, 1995. Accordingly, Fleet Bank, N.A., the trustee of the Plan assets, certified to the Plan Administrator the completeness and accuracy of the fair value of investments and investment transactions of the Master Trust as of and for the year ended December 31, 1995, and investments in the Master Trust included in the Statement of Net Assets Available for Plan Benefits, net appreciation of the Master Trust included in the Statement of Changes in Net Assets Available for Plan Benefits, and the information contained in Notes 2, 8 and 9 concerning accounting policies and investments. 11 14 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED 6. INVESTMENT CONTRACTS WITH INSURANCE COMPANIES VALUATION The fixed income fund of the Master Trust, in which ESPRIT participates, invests in five (six in 1995) guaranteed investment contracts (GICs) with insurance companies. Also included in the fixed income fund is the SEI Stable Asset Fund which is a commingled fund consisting of GICs and other investments. These GICs and the SEI Stable Asset Fund are fully benefit-responsive and are included in the 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, 1996 and 1995 and are presented below:
1996 -------------------------------------------------------------------------------------- Contract Value Maturity Crediting Including Fair Issuer DATE Interest Rate Accrued Interest Value ------ ---- ------------- ---------------- ----- John Hancock 12/15/99 7.50 % $ 5,971,535 $ 6,073,402 John Hancock 12/15/98 8.25 5,856,487 6,116,285 Metropolitan 12/15/97 6.76 3,032,159 3,056,562 New York Life 9/15/98 7.00 7,327,947 7,416,511 Prudential 6/15/97 6.63 3,012,314 3,022,145 SEI Stable Asset Fund Various Various 24,842,860 27,801,810 ----------- ----------- Total $50,043,302 $53,486,715 =========== =========== 1995 -------------------------------------------------------------------------------------- Contract Value Maturity Crediting Including Fair Issuer DATE Interest Rate Accrued Interest Value ------ ---- ------------- ---------------- ----- John Hancock 12/15/99 7.50 % $ 5,554,917 $ 5,804,582 John Hancock 12/15/98 8.25 5,410,149 5,885,656 MassMutual 12/02/96 9.30 3,685,746 3,811,593 Metropolitan 12/15/97 6.76 5,680,329 5,793,897 New York Life 9/15/98 7.00 7,840,903 8,090,682 Prudential 6/15/97 6.63 5,650,030 5,715,463 SEI Stable Asset Fund Various Various 18,506,201 18,678,423 ----------- ----------- Total $52,328,275 $53,780,296 =========== ===========
12 15 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED CONCENTRATION OF CREDIT RISK Of the guaranteed investment contracts included in the fixed income fund, three, which were held with two individual insurance companies at December 31, 1996 represent concentrations of credit risk (five guaranteed investment contracts held with four individual insurance companies at December 31, 1995). The total contract value, excluding accrued interest, held with each company are approximately $5.9 million, $5.7 million, and $7.2 million, respectively ($5.5 million, $5.6 million, $7.8 million, $5.6 million, and $5.3 million, respectively at December 31, 1995) and represent 11.5%, 11.3%, and 14.1%, respectively (10.3%, 10.6%, 14.7%, 10.6% and 10.1%, respectively, at December 31, 1995), of the total fair value of the fixed income fund. The SEI Stable Asset Fund has a contract value, excluding accrued interest, of approximately $24.7 million ($18.3 million in 1995) and represents 48.6% (34.6% in 1995) of the total fair value of the fixed income fund. 7. RECLASSIFICATION Certain 1995 amounts have been reclassified to conform with the 1996 presentation. 13 16 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED 8. MASTER TRUST Investments and net appreciation of the Master Trust for The Dexter Corporation Master Trust and the ESPRIT's allocable portion at December 31, 1996 and 1995, and for the years then ended, are as follows:
Investment in Master Trust December 31, 1996 ------------------------------------------------------------ Master Trust Plan's Share of Master Trust ---------------------------- ---------------------------- Fair Value Cost Fair Value Cost ------------ ------------ ------------ ------------ Large/mid cap equity fund (Equity fund in 1995) $126,534,673 $ 94,807,778 $ 57,815,028 $ 43,318,675 Fixed income fund 50,849,133 50,849,133 40,384,691 40,384,691 The Dexter Corporation stock fund 6,807,641 6,081,836 42,332 39,704 Participant loan fund 2,232,452 2,232,452 294,479 294,479 Money market fund 1996 (safety of principal fund 1995) 1,930,801 1,930,801 379,794 379,794 Pension bond fund 19,926,934 18,846,191 Pension fixed fund 9,025 9,025 Permag bond fund 5,912,467 5,888,252 Small cap equity fund 1,639,812 1,597,317 924,956 900,986 International equity fund 1,558,488 1,487,355 1,089,192 1,039,478 ------------ ------------ ------------ ------------ $217,401,426 $183,730,140 $100,930,472 $ 86,357,807 ============ ============ ============ ============ December 31, 1995 ------------------------------------------------------------ Master Trust Plan's Share of Master Trust ---------------------------- ---------------------------- Fair Value Cost Fair Value Cost ------------ ------------ ------------ ------------ Equity fund $110,388,162 $ 85,131,945 $ 47,926,376 $ 36,961,079 Fixed income fund 52,789,370 52,789,370 41,513,188 41,513,188 The Dexter Corporation stock fund 1,274,079 1,259,975 Participant loan fund 1,373,181 1,373,181 85,105 85,105 Safety of principal 1,568,442 1,568,442 254,040 254,040 Pension bond fund 4,586,008 4,264,627 Pension fixed fund 16,461,173 16,077,982 Permag bond fund 5,048,289 4,928,269 ------------ ------------ ------------ ------------ $193,488,704 $167,393,791 $ 89,778,709 $ 78,813,412 ============ ============ ============ ============
Continued 14 17 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED 8. MASTER TRUST (CONTINUED)
Net Appreciation of the Master Trust for the years ended December 31, 1996 December 31, 1995 ----------------------------- ----------------------------- Plan's Share Plan's Share Master Trust of Master Trust Master Trust of Master Trust ------------ ------------ ------------ ------------ Large/mid cap equity fund (Equity fund in 1995) $ 22,655,076 $ 10,085,026 $ 25,250,420 $ 12,139,527 Fixed income fund 3,563,650 2,810,212 3,517,303 2,804,611 The Dexter Corporation stock fund 891,969 5,924 137,144 Participant loan fund 137,396 9,056 94,563 4,043 Money market fund 1996 (safety of principal fund 1995) 80,686 12,218 36,984 18,259 Pension bond fund 409,144 688,158 Pension fixed fund 480,644 1,419,588 Permag bond fund 273,179 261,854 Small cap equity fund 129,586 71,422 International equity fund 114,949 81,240 ------------ ------------ ------------ ------------ $ 28,736,279 $ 13,075,098 $ 31,406,014 $ 14,966,440 ============ ============ ============ ============
At December 31, 1996, 761 employees were participating in the Plan. Approximate participation by fund was as follows:
Fund Number of Participants ---- ---------------------- Large/mid cap equity fund 615 Fixed income fund 572 The Dexter Corporation stock fund 17 Participant loan fund 47 Money market fund 69 Small cap equity fund 128 International equity fund 100
15 18 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED 9. AMOUNTS ALLOCABLE TO EACH SEPARATE INVESTMENT FUND The changes in net assets available for plan benefits of the various funds for the year ended December 31, 1996 are as follows:
Large/Mid Cap Money Equity Fixed Income Life Market Participant Fund Fund Insurance Fund Loan Fund ------------ ------------ ------------ ------------ ------------ Additions to net assets attributed to: Contributions Employer $ 1,648,552 $ 1,107,000 Employee 765,217 321,865 $ 80,522 Net appreciation of the Master Trust 10,085,026 2,810,212 12,218 $ 9,056 Increase in cash surrender value $ 16,894 ------------ ------------ ------------ ------------ ------------ 12,498,795 4,239,077 16,894 92,740 9,056 Deductions from net assets attributed to: Benefits paid directly to participants or their beneficiaries 1,767,540 3,119,781 106,613 6,067 Administrative expenses 378,865 53,463 192 2,050 ------------ ------------ ------------ ------------ 2,146,405 3,173,244 106,805 8,117 Net transfers (1) (220,743) (2,053,727) 141,157 207,485 ------------ ------------ ------------ ------------ ------------ Net addition (deduction) 10,131,647 (987,894) 16,894 127,092 208,424 Net assets available for plan benefits, beginning of year 48,435,976 43,278,885 892,500 339,470 151,251 ------------ ------------ ------------ ------------ ------------ Net assets available for plan benefits, end of year $ 58,567,623 $ 42,290,991 $ 909,394 $ 466,562 $ 359,675 ============ ============ ============ ============ ============ The Dexter Corporation Stock Small Cap International Fund Equity Fund Equity Fund Total ------------ ------------ ------------ ------------ Additions to net assets attributed to: Contributions Employer $ 2,755,552 Employee $ 849 $ 10,003 $ 7,987 1,186,443 Net appreciation of the Master Trust 5,924 71,422 81,240 13,075,098 Increase in cash surrender value 16,894 ------------ ------------ ------------ ------------ 6,773 81,425 89,227 17,033,987 Deductions from net assets attributed to: Benefits paid directly to participants or their beneficiaries 1,168 5,496 5,006,665 Administrative expenses 24 304 339 435,237 ------------ ------------ ------------ ------------ 24 1,472 5,835 5,441,902 Net transfers (1) 35,837 847,844 1,007,884 (34,263) ------------ ------------ ------------ ------------ Net addition (deduction) 42,586 927,797 1,091,276 11,557,822 Net assets available for plan benefits, beginning of year 93,098,082 ------------ ------------ ------------ ------------ Net assets available for plan benefits, end of year $ 42,586 $ 927,797 $ 1,091,276 $104,655,904 ============ ============ ============ ============
(1) During 1996, the Plan had various participant transfers to (from) other employer sponsored plans in the aggregate net amount of $34,263 as a result of the realignment of the Company's divisions. This amount is shown as "Other" on the Statement of Changes in Net Assets Available for Plan Benefits. 16 19 THE DEXTER ESPRIT PLAN NOTES TO FINANCIAL STATEMENTS, CONTINUED 9. AMOUNTS ALLOCABLE TO EACH SEPARATE INVESTMENT FUND (CONTINUED) The changes in net assets available for plan benefits of the various funds for the year ended December 31, 1995 are as follows:
Equity Fixed Income Life Safety of Fund Fund Insurance Principal Fund ------------ ------------ ------------ ------------ Additions to net assets attributed to: Contributions Employer $ 1,439,600 $ 985,786 Employee 573,088 462,066 $ 1,628 Net appreciation of the Master Trust 12,139,527 2,804,611 18,259 ------------ ------------ ------------ 14,152,215 4,252,463 19,887 Deductions from net assets attributed to: Benefits paid Directly to participants or their beneficiaries 1,052,261 2,603,826 132,591 Administrative expenses 336,061 61,211 264 Decrease in cash surrender value $ 106,107 ------------ ------------ ------------ ------------ 1,388,322 2,665,037 106,107 132,855 Net transfers (784,715) 824,706 (6,905) ------------ ------------ ------------ ------------ Net addition (deduction) 11,979,178 2,412,132 (106,107) (119,873) Net assets available for plan benefits, beginning of year 36,456,798 40,866,753 998,607 459,343 ------------ ------------ ------------ ------------ Net assets available for plan benefits, end of year $ 48,435,976 $ 43,278,885 $ 892,500 $ 339,470 ============ ============ ============ ============ Participant Loan Fund Total ------------ ------------ Additions to net assets attributed to: Contributions Employer $ 2,425,386 Employee $ 58,645 1,095,427 Net appreciation of the Master Trust 4,043 14,966,440 ------------ ------------ 62,688 18,487,253 Deductions from net assets attributed to: Benefits paid Directly to participants or their beneficiaries 13,505 3,802,183 Administrative expenses 850 398,386 Decrease in cash surrender value 106,107 ------------ ------------ 14,355 4,306,676 Net transfers (33,086) 0 ------------ ------------ Net addition (deduction) 15,247 14,180,577 Net assets available for plan benefits, beginning of year 136,004 78,917,505 ------------ ------------ Net assets available for plan benefits, end of year $ 151,251 $ 93,098,082 ============ ============
17 20 THE DEXTER ESPRIT PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES at December 31, 1996
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 $ 909,394 Fleet Bank, N.A. Plan's share of Master Trust $86,357,807 $100,930,472
18 21 EXHIBIT INDEX Exhibit 23 - Consent of Coopers & Lybrand L.L.P., Independent Public Accountants EX-23 2 EX-23 1 Exhibit 23 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS We consent to the incorporation by reference in the registration statement of The Dexter Corporation on Form S-8 (File No. 333-04081) of our report dated June 24, 1997, on our audit of the financial statements of The Dexter ESPRIT Plan as of December 31, 1996 and for the year then ended, which report is included in this Form 11-K for the year ended December 31, 1996. /s/ Coopers & Lybrand L.L.P. COOPERS & LYBRAND L.L.P. Springfield, Massachusetts June 25, 1997 -----END PRIVACY-ENHANCED MESSAGE-----