-----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, MMbQumchWPrCuiZtN5asGAQ4qMF5HBRWaHZtbOmneTw5vLACTnImDuwmMGiPkniP Ekbi2bd+JaqdP7BsaAVuOg== 0000912057-96-013268.txt : 19960629 0000912057-96-013268.hdr.sgml : 19960629 ACCESSION NUMBER: 0000912057-96-013268 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960627 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: HBO & CO CENTRAL INDEX KEY: 0000310377 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 370986839 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-09900 FILM NUMBER: 96586820 BUSINESS ADDRESS: STREET 1: 301 PERIMETER CTR N CITY: ATLANTA STATE: GA ZIP: 30346 BUSINESS PHONE: 4043936000 MAIL ADDRESS: STREET 1: 301 PERIMETER CTR N CITY: ATLANTA STATE: GA ZIP: 30346 11-K 1 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------ FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) For the fiscal year ended DECEMBER 31, 1995 ----------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the transition period from to ---------- ---------- Commission file number 33-39034 -------- A. Full title of the plan and address of the plan, if different from that of the issuer named below: HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: HBO & Company 301 Perimeter Center North Atlanta, Georgia 30346 (770) 393-6000 Page 1 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Financial Statements with Supplementary Schedules December 31, 1995 and 1994 Page 2 of 19 Pages INDEPENDENT AUDITORS' REPORT Administrative Committee HBO & Company Profit Sharing and Savings Plan We have audited the accompanying statements of net assets available for benefits of HBO & Company Profit Sharing and Savings Plan as of December 31, 1995 and 1994, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with 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, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of HBO & Company Profit Sharing and Savings Plan at December 31, 1995 and 1994, and the changes in net assets available for benefits for the years then ended, 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 supplemental schedules 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 Securities and Exchange Commission and the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules have been subjected to the auditing procedures applied in our audit 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. Atlanta, Georgia June 5, 1996 Page 3 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Statements of Net Assets Available for Benefits December 31, 1995 and 1994
1995 1994 ---- ---- Assets: Investments, at fair value: HBO & Company Common Stock Fund $ 20,386,601 $ 8,332,093 Fidelity Magellan Fund 22,325,414 13,941,836 Fidelity Growth and Income Fund 15,955,736 9,632,962 Fidelity Retirement Money Market Fund 6,044,568 5,439,402 Fidelity Asset Manager 3,173,483 2,103,614 Fidelity Managed Income Fund 1,400,057 656,019 Fidelity Intermediate Bond Fund 1,346,381 678,519 Fidelity International Growth and Income Fund 461,479 - Fidelity Blue Chip Growth Fund 2,563,562 - Fidelity Equity Income II Fund 1,255,847 - -------------- ------------ Total investments 74,913,128 40,784,445 Contributions receivable from employer 278,575 189,770 Contributions receivable from participants 1,159,402 466,261 Loans receivable from participants 1,302,830 555,268 Accrued investment income 10,642 9,696 -------------- ------------ Total assets 77,664,577 42,005,440 Liabilities - - -------------- ------------ Net assets available for benefits $ 77,664,577 $ 42,005,440 -------------- ------------ -------------- ------------
See accompanying notes to financial statements. Page 4 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Statements of Changes in Net Assets Available for Benefits For the Years Ended December 31, 1995 and 1994
1995 1994 ---- ----- Additions to net assets attributed to: Investment income $ 2,808,837 $ 1,604,150 Unrealized appreciation in fair value of investments 14,837,997 134,746 Realized gain on sale of investments 2,651,602 1,079,196 -------------- ------------ Net increase from investment activities 20,298,436 2,818,092 Contributions: Employer 3,085,933 2,270,368 Participants 18,075,829 5,958,223 Interest income on loans to participants 38,051 33,049 -------------- ------------ Total additions 41,498,249 11,079,732 Deductions from net assets attributed to: Benefits paid directly to participants (5,839,112) (3,611,315) -------------- ------------ Net increase 35,659,137 7,468,417 Net assets available for benefits: Beginning of year 42,005,440 34,537,023 -------------- ------------ End of year $ 77,664,577 $ 42,005,440 -------------- ------------ -------------- ------------
See accompanying notes to financial statements. Page 5 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Notes to Financial Statements December 31, 1995 and 1994 (1) DESCRIPTION OF PLAN The following description of HBO & Company Profit Sharing and Savings Plan (the "Plan") provides only general information. The Plan agreement should be referred to for a more complete description of the Plan's provisions. The Plan is a defined contribution plan which covers all employees of HBO & Company and HBO & Company of Georgia (jointly referred to herein as the "Company") who have completed six months of service (12 months for pre-1994 plan years) and have attained age 21 as of a Plan entry date. The Plan's entry dates are January 1, April 1, July 1, and October 1. Each eligible employee can elect to defer a percentage of pretax compensation, as defined, of from one to a maximum of fifteen percent and may contribute such amounts to the Plan. Such deferral elections must be made in whole percentages. If necessary, the salary deferral contributions allowed by a participant will be reduced by the Plan's Administrative Committee (see note 3) so that such contributions do not cause the Plan to be discriminatory or exceed the limitations of the Internal Revenue Code. The Company also may contribute to the Plan at the election of the Board of Directors through matching contributions and/or discretionary contributions. Each participant's share of Company discretionary contributions is related to the participant's compensation, as defined. Company contributions may not exceed the maximum allowable as a deduction as defined by the Internal Revenue Code. During 1995 and 1994, the Company contributed $.75 for each $1 contributed by employees; however, this Company matching contribution was only applicable for employee contributions of up to 4% of pretax compensation. No Company discretionary contributions were authorized for the years ended December 31, 1995 and 1994. Participants are 100% vested in their pretax compensation contributions and earnings thereon at all times. Company matching and discretionary contributions credited to a participant's account and earnings thereon vest on a graded basis. A participant becomes 20% vested in his/her Company account after one year of service and an additional 20% becomes vested in each of the following four years until a participant fully vests after five years of service (effective January 1, 1995). Prior to January 1, 1995, a participant became 20% vested in his/her Company account after three years of service and an additional 20% vested in each of the following four years until a participant fully vested after seven years of service. Further, a participant is automatically 100% vested without regard to years of service in the event of termination due to death, disability, or attainment of age 65. Allocation of Plan earnings/losses is based on a participant's account balance in the respective fund. (Continued) Page 6 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Notes to Financial Statements, Continued December 31, 1995 and 1994 (1) DESCRIPTION OF PLAN, CONTINUED Forfeitures of terminated participants' nonvested accounts are allocated among the remaining participants in the Plan at the end of the Plan year as if the forfeitures are additional matching contributions, as designated by the Administrative Committee. At December 31, 1995, forfeited nonvested accounts amounted to $194,291. These accounts may be used to reduce future employer contributions. Participants have the option to direct the investment of their accounts between ten investment funds: the Fidelity Retirement Money Market Fund, the Fidelity Managed Income Fund, the Fidelity Intermediate Bond Fund, the Fidelity Growth and Income Fund, the Fidelity Magellan Fund, the Fidelity Asset Manager Fund, the Fidelity International Growth and Income Fund, the Fidelity Blue Chip Growth Fund, the Fidelity Equity Income II Fund and HBO & Company Common Stock Fund. 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 vested account balance. Loan terms range up to 5 years, except that loan terms for the purchase of a primary residence are at the discretion of the Administrative Committee. The loans are secured by the balance in the participant's account and bear interest at a rate determined by the Administrative Committee. Principal and interest are paid ratably through monthly payroll deductions. Upon termination, participants under age 65 may elect to (1) delay the distribution of his/her accounts or (2) receive his/her vested benefits, generally in a lump sum distribution. The full value of benefits are payable upon normal or postponed retirement or to beneficiaries upon death of the participant. The full value of benefits are also payable upon total or permanent disability for participants with account balances totaling less than or equal to $3,500 and upon request or upon obtaining age 65 for participants with account balances totaling more than $3,500. Under a provision of the Plan, the Company, through actions of its Board of Directors, reserves the right to terminate the Plan. If the Plan is terminated, each participant shall become fully vested as of the termination date. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accounting records of the Plan are maintained on the accrual basis. HBO & Company Common Stock and investment funds held for investment by the Plan are stated at quoted market values from independent published sources. Loans receivable from participants are stated at cost which approximates fair value. The change in the difference between current value and the cost of the investments is reflected in the statement of changes in net assets available for benefits as unrealized appreciation (depreciation) in fair value of investments. (Continued) Page 7 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Notes to Financial Statements, Continued December 31, 1995 and 1994 (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED Realized gain (loss) on sale of investments is the difference between the proceeds received and the average cost of investments sold. Benefits are recorded when paid. The amount of benefits approved for payment, but not disbursed, to participants who have withdrawn from the Plan at December 31, 1995 was $2,325. The Department of Labor requires that realized and unrealized gains/losses on Form 5500 be calculated using a revalued (annually) cost basis rather than the historical cost basis, which is in accordance with generally accepted accounting principles ("GAAP"). For this reason, the financial statements prepared in accordance with GAAP differ from the financial information included in the Form 5500. Additionally, the Form 5500 classifies the income from the various investment funds differently than the financial statements prepared in accordance with GAAP. Earnings from interest and dividends per Form 5500 result from the HBO & Company Common Stock dividends and the Fidelity Retirement Money Market Fund interest only. The interest earnings from the remaining Fidelity funds are included on Form 5500 in the net investment gain (loss) along with the realized and unrealized gains/losses for those funds. The realized and unrealized gains/losses on Form 5500 is for the HBO & Company Common Stock only. There is no effect on net assets available for benefits for these differences. Assets that have been allocated, but not disbursed, to participants who have withdrawn from the Plan as of year end are shown as a liability in the Form 5500; whereas, they are not reported as a liability in financial statements prepared in accordance with GAAP. The preparation of financial statements in conformity with generally accepted accounting principles requires the Plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates. The 1994 financial statements were restated to exclude benefits payable from the statement of net assets available for benefits. The effect of the restatement was to increase net assets available for benefits by $864,044 at December 31, 1994 and to decrease benefits paid directly to participants in 1994 by $864,044. (3) ADMINISTRATION The Company's Employee Benefits Administrative Committee (the "Administrative Committee") is the Plan administrator. Fidelity is the Trustee, with custodial responsibility for the Plan's assets. The Plan is liable for all administrative expenses not paid by the Company. At the direction of the Administrative Committee, the Plan's administrative expenses for 1995 and 1994 were paid by the Company. (Continued) Page 8 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Notes to Financial Statements, Continued December 31, 1995 and 1994 (4) PLAN AMENDMENTS AND RESTATEMENT On December 29, 1995, the Plan was amended to reflect changes requested by the Internal Revenue Service (the "IRS") in conjunction with the issuance of a favorable determination letter to HBO & Company, the Plan sponsor. These changes primarily affect deferral elections and withdrawals. In addition, several Plan schedules were amended to include companies purchased by the Plan sponsor during 1995. (5) INCOME TAX STATUS The Plan is intended to be qualified under the Internal Revenue Code (the "IRC"). A favorable ruling was obtained from the IRS as to the tax exempt status of the Plan in October, 1995. (6) TRANSACTIONS WITH PARTIES-IN-INTEREST During the year ended December 31, 1995, the Plan purchased 87,631 shares of the Common Stock of HBO & Company, the Plan sponsor, for $4,802,545, and sold 63,962 shares of the Common Stock of HBO & Company for $2,869,992 in accordance with the terms of the Plan. During the year ended December 31, 1994, the Plan purchased 174,215 shares of the Common Stock of HBO & Company, the Plan sponsor, for $1,918,526, and sold 48,122 shares of the Common Stock of HBO & Company for $1,668,234 in accordance with the terms of the Plan. (7) INVESTMENT FUNDS The Plan provides for separate investment funds for participants as described in note 1 to the financial statements. The following pages summarize the net assets available for benefits and the changes in net assets available for benefits for each fund for the years ended December 31, 1995 and 1994. (Continued) Page 9 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Net Assets Available for Benefits by Investment Program
HBO & Fidelity Fidelity Fidelity Company Fidelity Growth & Retirement Asset Common Magellan Income Money Mkt Manager Stock Fund Fund Fund Fund --------- ------------ ----------- --------- ----------- DECEMBER 31, 1995 Assets: Investments at fair value $20,386,601 $22,325,414 $15,955,736 $6,044,568 $3,173,483 Contributions receivable from employer company 53,075 80,928 54,530 21,582 19,536 Contributions receivable from participants 129,305 298,919 210,688 162,396 83,503 Loans receivable from participants 123,605 211,690 202,271 621,060 102,667 Accrued investment income 10,642 - - - - ---------- ---------- ---------- --------- ---------- Total assets 20,703,228 22,916,951 16,423,225 6,849,606 3,379,189 Liabilities - - - - - ---------- ---------- ---------- --------- ---------- Net assets available for benefits $20,703,228 $22,916,951 $16,423,225 $6,849,606 $3,379,189 ---------- ---------- ---------- --------- ---------- ---------- ---------- ---------- --------- ---------- Fidelity Fidelity Fidelity Int'l Fidelity Managed Intermediate Growth Blue Chip Income Bond & Income Growth Fund Fund Fund Fund --------- ------------ -------- --------- DECEMBER 31, 1995 Assets: Investments at fair value $1,400,057 $1,346,381 $461,479 $2,563,562 Contributions receivable from employer company 8,455 10,168 3,676 18,434 Contributions receivable from participants 21,111 52,055 45,015 81,035 Loans receivable from participants 23,105 29,632 856 (9,856) Accrued investment income - - - - ----------- --------- ---------- ------------ Total assets 1,452,728 1,438,236 511,026 2,653,175 Liabilities - - - - ----------- -------- --------- ------------ Net assets available for benefits $1,452,728 $1,438,236 $511,026 $2,653,175 ----------- --------- -------- ------------- ----------- --------- -------- ------------- Fidelity Equity Income II Fund Total --------- ----------- DECEMBER 31, 1995 Assets: Investments at fair value $1,255,847 $74,913,128 Contributions receivable from employer company 8,191 278,575 Contributions receivable from participants 75,375 1,159,402 Loans receivable from participants (2,200) 1,302,830 Accrued investment income - 10,642 ------------ ----------- Total assets 1,337,213 77,664,577 Liabilities - - ------------ ----------- Net assets available for benefits $1,337,213 $77,664,577 ------------ ----------- ------------ ----------- HBO & Fidelity Fidelity Company Fidelity Growth & Retirement Common Magellan Income Money Mkt Stock Fund Fund Fund ----- ------------ ---------- -------- DECEMBER 31, 1994 Assets: Investments at fair value $8,332,093 $13,941,836 $9,632,962 $5,439,402 Contributions receivable from employer company 28,730 67,819 45,012 19,135 Contributions receivable from participants 48,065 161,823 119,945 49,067 Loans receivable from participants 81,974 98,024 120,401 106,466 Accrued investment income 9,696 - - - ----------- ---------- --------- --------- Total assets 8,500,558 14,269,502 9,918,320 5,614,070 Liabilities - - - - ------------ ---------- --------- --------- Net assets available for benefits $8,500,558 $14,269,502 $9,918,320 $5,614,070 ------------ ----------- ---------- ---------- ------------ ----------- ---------- ----------- Fidelity Fidelity Fidelity Asset Managed Intermediate Manager Income Bond Fund Fund Fund Total ----------- --------- -------- ----- DECEMBER 31, 1994 Assets: Investments at fair value $2,103,614 $656,019 $678,519 $40,784,445 Contributions receivable from employer company 18,617 4,195 6,262 189,770 Contributions receivable from participants 53,408 13,554 20,399 466,261 Loans receivable from participants 113,211 19,386 15,806 555,268 Accrued investment income - - - 9,696 ---------- ------- -------- ------------ Total assets 2,288,850 693,154 720,986 42,005,440 Liabilities - - - - ---------- -------- --------- ----------- Net assets available for benefits $2,288,850 $693,154 $720,986 $42,005,440 ----------- -------- -------- ----------- ----------- -------- -------- -----------
Page 10 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Changes in Net Assets Available for Benefits by Investment Program For the Year Ended December 31, 1995
HBO & Fidelity Fidelity Fidelity Company Fidelity Growth & Retirement Asset Common Magellan Income Money Mkt Manager Stock Fund Fund Fund Fund ----- ------------ ----------- --------- ----------- Additions to net assets attributed to: Investment income $48,718 $1,289,951 $750,858 $327,789 $84,052 Unrealized appreciation (depreciation) in fair value of investments 8,252,485 3,471,673 2,786,815 - 335,567 Realized gain (loss) on sale of investments 1,869,470 490,953 279,537 - 13,244 ----------- ------------ ----------- ---------- --------- Net increase from investment activities 10,170,673 5,252,577 3,817,210 327,789 432,863 Contributions: Employer 563,223 1,023,591 739,073 119,640 277,152 Participants 2,112,637 4,681,095 3,593,794 2,220,439 1,213,113 Interest income on loans to participants 8,892 11,681 7,151 5,750 2,131 Total additions 12,855,425 10,968,944 8,157,228 2,673,618 1,925,259 Deductions from net assets attributed to: Benefits expense (1,027,905) (2,233,610) (1,229,326) (986,211) (232,528) Interfund transfers 375,150 (87,884) (422,997) (451,871) (602,392) ---------- ---------- ---------- --------- --------- Net increase 12,202,670 8,647,450 6,504,905 1,235,536 1,090,339 Net assets available for benefits: Beginning of year 8,500,558 14,269,502 9,918,320 5,614,070 2,288,850 ---------- ---------- ---------- --------- --------- End of year $20,703,228 $22,916,952 $16,423,225 $6,849,606 $3,379,189 ---------- ---------- ---------- --------- --------- ---------- ---------- ---------- --------- --------- Fidelity Fidelity Fidelity Int'l Fidelity Managed Intermediate Growth Blue Chip Income Bond & Income Growth Fund Fund Fund Fund --------- -------- -------- --------- Additions to net assets attributed to: Investment income $58,599 $60,657 $14,316 $136,842 Unrealized appreciation (depreciation) in fair value of investments - 56,102 (371) (98,529) Realized gain (loss) on sale of investments - (2,603) 73 (244) --------- --------- --------- --------- Net increase from investment activities 58,599 114,156 14,018 38,069 Contributions: Employer 96,667 118,702 15,767 87,302 Participants 705,686 714,269 368,893 1,504,035 Interest income on loans to participants 1,108 648 64 555 --------- --------- --------- --------- Total additions 862,060 947,775 398,742 1,629,961 Deductions from net assets attributed to: Benefits expense (35,865) (59,185) (6,922) (24,590) Interfund transfers (66,622) (171,340) 119,206 1,047,804 ---------- ---------- --------- -------- Net increase 759,573 717,250 511,026 2,653,175 Net assets available for benefits: Beginning of year 693,154 720,986 - - ---------- ----------- --------- ---------- End of year $1,452,727 $ 1,438,236 $511,026 $2,653,175 --------- ---------- ------- --------- ---------- ---------- ------- --------- Fidelity Equity Income II Fund Total --------- ----------- Additions to net assets attributed to: Investment income $37,055 $2,808,837 Unrealized appreciation (depreciation) in fair value of investments 34,255 14,837,997 Realized gain (loss) on sale of investments 1,172 2,651,602 -------- ---------- Net increase from investment activities 72,482 20,298,436 Contributions: Employer 44,816 3,085,933 Participants 961,868 18,075,829 Interest income on loans to participants 71 38,051 --------- ---------- Total additions 1,079,237 41,498,249 Deductions from net assets attributed to: Benefits expense (2,970) (5,839,112) Interfund transfers 260,946 - --------- ---------- Net increase 1,337,213 35,659,137 Net assets available for benefits: Beginning of year - 42,005,440 ---------- ----------- End of year $1,337,213 $77,664,577 ---------- ---------- ---------- ----------
Pages 11 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Changes in Net Assets Available for Benefits by Investment Program For the Year Ended December 31, 1994
HBO & Fidelity Fidelity Fidelity Company Fidelity Growth & Retirement Asset Common Magellan Income Money Mkt Manager Stock Fund Fund Fund Fund -------- ------------ ----------- --------- --------- Additions to net assets attributed to: Investment income $33,559 $518,519 $680,070 $221,185 $78,386 Unrealized appreciation (depreciation) in fair value of investments 1,685,329 (750,568) (523,979) - (232,835) Realized gain (loss) on sale of investments 1,046,875 (8,635) 46,594 - 3,729 ---------- ---------- ---------- --------- --------- Net increase (decrease) from investment activities 2,765,763 (240,684) 202,685 221,185 (150,720) Contributions: Employer 317,479 892,316 594,766 151,163 205,307 Participants 527,935 2,125,978 1,625,354 744,298 580,439 Interest income on loans to participants 8,863 8,551 5,887 6,432 1,568 ------------ ------------- ---------- ---------- ---------- Total additions 3,620,040 2,786,161 2,428,692 1,123,078 636,594 Deductions from net assets attributed to: Benefits expense (255,608) (1,103,577) (773,038) (1,203,097) (192,259) Interfund transfers (300,279) (173,667) 178,305 271,227 53,693 ------------ ------------- ---------- ------- --------- Net increase 3,064,153 1,508,917 1,833,959 191,208 498,028 Net assets available for benefits: Beginning of year 5,436,405 12,760,584 8,084,361 5,422,862 1,790,822 ------------ ------------ ----------- ---------- ---------- End of year $8,500,558 $14,269,501 $9,918,320 $5,614,070 $2,288,850 ----------- ------------ ----------- ---------- ---------- ----------- ------------ ----------- ---------- ---------- Fidelity Fidelity Managed Intermediate Income Bond Fund Fund Total ----------- ---------- -------- Additions to net assets attributed to: Investment income $31,526 $40,905 $1,604,150 Unrealized appreciation (depreciation) in fair value of investments - (43,201) 134,746 Realized gain (loss) on sale of investments - (9,367) 1,079,196 ----------- ----------- --------- Net increase (decrease) from investment activities 31,526 (11,663) 2,818,092 Contributions: Employer 44,215 65,122 2,270,368 Participants 140,957 213,262 5,958,223 Interest income on loans to participants 1,191 557 33,049 ------- ---------- ----------- Total additions 217,889 267,278 11,079,732 Deductions from net assets attributed to: Benefits expense (33,946) (49,790) (3,611,315) Interfund transfers 52,544 (81,823) - -------- ---------- --------- Net increase 236,487 135,665 7,468,417 Net assets available for benefits: Beginning of year 456,668 585,321 34,537,023 ------- --------- ---------- End of year $693,155 $720,986 $42,005,440 -------- -------- ----------- -------- -------- -----------
Page 12 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Notes to Financial Statements, Continued December 31, 1995 and 1994 (8) INVESTMENTS During 1995 and 1994 the Plan's investments (including investments bought and sold as well as held during the year) appreciated (depreciated) in fair value as follows:
Net Appreciation (Depreciation) Fair Value in Fair Value at End During Year of Year -------------- ------------ Year ended December 31, 1995: Fair value as determined by quoted market price: HBO & Company Common Stock Fund $ 10,121,955 $ 20,386,601 Fidelity Magellan Fund 3,962,625 22,325,414 Fidelity Growth and Income Fund 3,066,353 15,955,736 Fidelity Retirement Money Market Fund - 6,044,568 Fidelity Asset Manager Fund 348,811 3,173,483 Fidelity Managed Income Fund - 1,400,057 Fidelity Intermediate Bond Fund 53,499 1,346,381 Fidelity International Growth and Income Fund (298) 461,479 Fidelity Blue Chip Growth Fund (98,773) 2,563,562 Fidelity Equity Income II Fund 35,427 1,255,847 ------------ ------------ $ 17,489,599 $ 74,913,128 ------------ ------------ ------------ ------------
The current value of the HBO & Company Common Stock Fund, Fidelity Magellan Fund, Fidelity Growth and Income Fund, and Fidelity Retirement Money Market Fund held for investment at December 31, 1995 was $20,386,601, $22,325,414, $15,955,736 and $6,044,568, respectively, each of which represents an investment greater than 5% of the Plan's net assets.
Year ended December 31, 1994: Fair value as determined by quoted market price: HBO & Company Common Stock Fund $ 2,732,204 $ 8,332,093 Fidelity Magellan Fund (759,203) 13,941,836 Fidelity Growth and Income Fund (477,385) 9,632,962 Fidelity Retirement Money Market Fund - 5,439,402 Fidelity Asset Manager Fund (229,106) 2,103,614 Fidelity Managed Income Fund - 656,019 Fidelity Intermediate Bond Fund (52,568) 678,519 -------------- ------------ $1,213,942 $40,784,445 -------------- ------------ -------------- ------------
(Continued) Page 13 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Notes to Financial Statements, Continued December 31, 1995 and 1994 (8) INVESTMENTS, CONTINUED The current value of the HBO & Company Common Stock Fund, Fidelity Magellan Fund, Fidelity Growth and Income Fund, Fidelity Asset Manager Fund and Fidelity Retirement Money Market Fund held for investment at December 31, 1994 was $8,332,093, $13,941,836, $9,632,962, $2,103,614 and $5,439,402, respectively, each of which represents an investment greater than 5% of the Plan's net assets. The realized gain on the sale of investments during the years ended December 31, 1995 and 1994 was determined as follows:
1995 1994 ----- ---- Aggregate proceeds $ 13,766,954 $ 8,984,898 Aggregate cost (11,115,352) (7,905,702) ------------ ---------- Realized gain $ 2,651,602 $ 1,079,196 ------------ ---------- ------------ ----------
During 1995 and 1994, the balance of unrealized appreciation (depreciation) in the fair value of investments changed as follows:
Balance, December 31, 1993 $ 5,558,062 Current unrealized appreciation of investments, net of realized gains (losses) 134,746 ----------- Balance, December 31, 1994 $5,692,808 Current unrealized appreciation of investments, net of realized gains (losses) 14,837,997 ---------- Balance, December 31, 1995 $ 20,530,805 ----------- -----------
Page 14 of 19 Pages Supplementary Information Page 15 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Item 27a - Schedule of Assets Held for Investment Purposes DECEMBER 31, 1995
(a) Identity of (e) Current Party Involved (b) Identity of Issue (c) Description (d) Cost Value -------------- ---------------- ---------- ----- ----- Fidelity Investments Shares - -------------------- ------ Fidelity Magellan Fund 259,658 $ 18,248,395 $ 22,325,414 Fidelity Growth & Income Fund 589,861 13,245,517 15,955,736 Fidelity Retirement Money Market Fund 6,044,568 6,044,568 6,044,568 Fidelity Asset Manager Fund 200,220 2,970,797 3,173,483 Fidelity Managed Income Fund 1,400,057 1,400,057 1,400,057 Fidelity Intermediate Bond Fund 129,335 1,327,528 1,346,381 Fidelity International Growth & Income Fund 25,709 461,850 461,479 Fidelity Blue Chip Growth Fund 83,314 2,662,092 2,563,562 Fidelity Equity Income II Fund 58,602 1,221,592 1,255,847 ----------- ----------- 47,582,396 54,526,527 Company Stock Fund Shares - ------------------- ------ * HBO & Company Common Stock 266,057 6,799,927 20,386,601 Interest ------- Participant Loans Participant Loans 9-10% - 1,302,830 - ----------------- ------------ ------------ Total investments held $ 54,382,323 $ 76,215,958 ----------- ----------- ----------- ----------- DECEMBER 31, 1994 (a) Identity of (e) Current Party Involved (b) Identity of Issue (c) Description (d) Cost Value -------------- ---------------- ----------- ---- ------ Fidelity Investments Shares - -------------------- ------ Fidelity Magellan Fund 208,710 $ 13,336,490 $ 13,941,835 Fidelity Growth & Income Fund 456,755 9,709,558 9,632,962 Fidelity Retirement Money Market Fund 5,439,402 5,439,402 5,439,402 Fidelity Asset Manager Fund 152,105 2,236,495 2,103,614 Fidelity Managed Income Fund 656,020 656,020 656,020 Fidelity Intermediate Bond Fund 69,025 715,768 678,519 ----------- ----------- 32,093,733 32,452,352 Company Stock Fund Shares - -------------------- ------- * HBO & Company Common Stock 242,388 2,997,904 8,332,093 Interest -------- Participant Loans Participant Loans 5-8% - 555,268 - ----------------- ----------- ----------- Total investments held $ 35,091,637 $ 41,339,713 ----------- ----------- ----------- -----------
* Party in interest. Page 16 of 19 Pages HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN Item 27d - Schedule of Reportable Transactions Transactions or Series of Transactions in Excess of Five Percent of the Current Value of Plan Assets
Number of (a) Identity of (b) Description Number of Shares or (c) Purchase (d) Selling Party Involved of Assets Transactions Units Price Price -------------- ------------ ------------ ----------- --------- ------- CATEGORY (III) - A SERIES OF TRANSACTIONS IN EXCESS OF 5% OF PLAN ASSETS: DECEMBER 31, 1995 HBO & Company Common Stock Purchases 116 87,631 $4,802,545 Sales 86 63,962 $2,869,992 Fidelity Magellan Purchases 175 101,707 8,480,096 Sales 121 50,759 4,059,143 Fidelity Growth & Income Fund Purchases 185 249,072 6,048,742 Sales 127 115,966 2,792,320 Fidelity Retirement Money Mkt Fund Purchases 161 2,681,481 2,681,481 Sales 140 2,076,315 2,076,315 Fidelity Asset Manager Fund Purchases 152 115,677 1,717,364 Sales 119 67,563 996,306 Fidelity Blue Chip Growth Fund Purchases 102 86,627 2,767,888 Sales 27 3,313 105,553 DECEMBER 31, 1994 HBO & Company Common Stock Purchases 81 174,215 $1,918,526 Sales 54 48,122 $1,668,234 Fidelity Magellan Purchases 157 63,924 4,369,898 Sales 99 31,797 2,179,784 Fidelity Growth & Income Fund Purchases 151 169,114 3,702,828 Sales 92 66,980 1,472,160 Fidelity Retirement Money Mkt Fund Purchases 135 2,521,516 2,521,516 Sales 118 2,347,500 2,347,500 Fidelity Asset Manager Fund Purchases 113 96,224 1,433,535 Sales 59 51,886 760,430 (h) Current Value (g) Cost of Assets on (i) Net of Transaction Gain Assets Date (Loss) --------- ------------- ----- December 31, 1995 HBO & Company Common Stock Purchases $4,802,545 $4,802,545 Sales 1,000,522 2,869,992 $1,869,470 Fidelity Magellan Purchases 8,480,096 8,480,096 Sales 3,568,190 4,059,143 490,953 Fidelity Growth & Income Fund Purchases 6,048,742 6,048,742 Sales 2,512,783 2,792,320 279,537 Fidelity Retirement Money Mkt Fund Purchases 2,681,481 2,681,481 Sales 2,076,315 2,076,315 - Fidelity Asset Manager Fund Purchases 1,717,364 1,717,364 Sales 983,062 996,306 13,244 Fidelity Blue Chip Growth Fund Purchases 2,767,888 2,767,888 Sales 105,797 105,553 (244) DECEMBER 31, 1994 HBO & Company Common Stock Purchases $1,918,526 $1,918,526 Sales 621,359 1,668,234 $1,046,875 Fidelity Magellan Purchases 4,369,898 4,369,898 Sales 2,188,419 2,179,784 (8,635) Fidelity Growth & Income Fund Purchases 3,702,828 3,702,828 Sales 1,425,566 1,472,160 46,594 Fidelity Retirement Money Mkt Fund Purchases 2,521,516 2,521,516 Sales 2,347,500 2,347,500 - Fidelity Asset Manager Fund Purchases 1,433,535 1,433,535 Sales 756,702 760,430 3,728
Page 17 of 19 Pages SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. HBO & COMPANY PROFIT SHARING AND SAVINGS PLAN By: /s/ E. Christine Rumsey ----------------------- E. Christine Rumsey DATE: June 27, 1996 (A Member of the Committee appointed under and pursuant to the HBO & Company Profit Sharing and Savings Plan) Page 18 of 19 Pages EX-24.A 2 EXHIBIT 24(A) EXHIBIT 24(a) [LETTERHEAD] CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-39034) pertaining to the HBO & Company Profit Sharing and Savings Plan of our report dated June 5, 1996, with respect to the financial statements and schedules of the HBO & Company Profit Sharing and Savings Plan included in this Annual Report (Form 11-K) for the year ended December 31, 1995. Atlanta, Georgia June 27, 1996 Page 19 of 19 Pages -----END PRIVACY-ENHANCED MESSAGE-----