-----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, Vx3XQBoeSia7L9nN06yfgA/4LJeOHgkwsX1eY8EokUP4/fTZrCtuQ8Op29DmMxbT 7YazfjOcz1h7eA8RGDp+Bg== 0000317745-97-000005.txt : 19970630 0000317745-97-000005.hdr.sgml : 19970630 ACCESSION NUMBER: 0000317745-97-000005 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970627 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL RE CORP CENTRAL INDEX KEY: 0000317745 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 061026471 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08026 FILM NUMBER: 97631420 BUSINESS ADDRESS: STREET 1: FINANCIAL CENTRE P O BOX 10351 STREET 2: 695 EAST MAIN STREET CITY: STAMFORD STATE: CT ZIP: 06904-2351 BUSINESS PHONE: 2033285000 MAIL ADDRESS: STREET 1: FINANCIAL CENTRE STREET 2: P O BOX 10350 CITY: STAMFORD STATE: CT ZIP: 06904-2350 11-K 1 ESSOP ANNUAL REPORT FORM 11-K GENERAL RE CORPORATION Financial Centre P.O. Box 10350 Stamford, Connecticut 06904-2350 June 19, 1997 Securities and Exchange Commission Washington, D.C. 20549 Re: General Re Corporation Report on Form 11-K Gentlemen: Pursuant to the requirements of the Securities Exchange Act of 1934, we are submitting herewith the attached Form 11-K. Very truly yours, Elizabeth A. Monrad Senior Vice President and Treasurer (Principal Accounting Officer) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) For the Fiscal Year ended December 31, 1996 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN OF GENERAL RE CORPORATION AND ITS DOMESTIC SUBSIDIARIES (full title of plan) General Re Corporation Financial Centre 695 East Main Street Stamford, Connecticut 06904-2350 (Name of issuer and address of principal executive office) FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements - See accompanying Report of Examination of Independent Accountants. (b) Exhibit 1 - Consent of Independent Accountants. SIGNATURES The Plan: Pursuant to the requirements of the Securities Exchange Act of 1934, the plan administrator has duly caused this annual report to be signed by the undersigned hereunto duly authorized. PLAN: EMPLOYEES SAVINGS AND STOCK OWNERSHIP PLAN OF GENERAL RE CORPORATION AND ITS DOMESTIC SUBSIDIARIES PLAN ADMINISTRATOR: GENERAL RE CORPORATION By: Elizabeth A. Monrad Date: CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statement of General Re Corporation and subsidiaries on Form S-8 (File number 2-75489) of our report dated June 19, 1997 on our audits of the financial statements and financial statement schedules of the Employee Savings and Stock Ownership Plan of General Re Corporation and Its Domestic Subsidiaries as of December 31, 1996 and 1995, and for the year ended December 31, 1996, which report is included in this Annual Report on Form 11-K. New York, New York June 19, 1997 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN OF GENERAL RE CORPORATION AND ITS DOMESTIC SUBSIDIARIES Financial Statements For the Years Ended December 31, 1996 and 1995 and Supplemental Schedules EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES INDEX of FINANCIAL STATEMENTS and SCHEDULES Page(s) Report of Independent Accountants 2-3 Financial Statements: Statements of Net Assets Available for Plan Benefits, with fund information at December 31, 1996 and 1995 4 Statement of Changes in Net Assets Available for Plan Benefits, with fund information for the year ended December 31, 1996 5 Notes to Financial Statements 6-17 Supplemental Schedules: Item 27a - Schedule of Assets Held for Investment Purposes at December 31, 1996 18 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1996 19 Schedules other than those listed above have been omitted since they are either not required or are not applicable. 1 REPORT OF INDEPENDENT ACCOUNTANTS To the Trustees of the Employee Savings and Stock Ownership Plan of General Re Corporation and Its Domestic Subsidiaries: We have audited the accompanying statements of net assets available for plan benefits of the Employee Savings and Stock Ownership Plan of General Re Corporation and Its Domestic Subsidiaries (the "Plan") as of December 31, 1996 and 1995 and the related statement of changes in net assets available for plan benefits for the year December 31, 1996. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan as of December 31, 1996 and 1995 and the changes in net assets available for plan benefits for the year ended December 31, 1996, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes at December 31, 1996, and of reportable transactions for the year ended December 31, 1996, are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The Fund Information in the statement of net assets available for plan benefits and the statement of changes in net assets available for plan benefits is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for plan benefits of each fund. The supplemental schedules and Fund Information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. 2 REPORT OF INDEPENDENT ACCOUNTANTS (continued) The schedule of assets held for investment purposes that accompanies the Plan's financial statements does not disclose the historical cost of the investments. Disclosure of this information is required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The schedule of reportable transactions that accompanies the Plan's financial statements does not disclose the historical cost of the investments comprising the transactions, nor the net gain or loss resulting from dispositions of investments. Disclosure of this information is required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. New York, New York June 19, 1997 3 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES STATEMENTS OF NET ASSETS AVAILABLE for PLAN BENEFITS, with fund information December 31, 1996 and 1995
--------------------------------------------------------------------------------- General Re General Re Templeton Corporation Corporation Founders PIMCO PIMCO Developing Janus Preferred Common Balanced Global High Markets Worldwide Yield Stock Stock Fund Fund Fund Fund Fund Fund --------------------------------------------------------------------------------- December 31, 1996 ASSETS: Allocated Investments, at fair value (Note 4) $63,075,357 26,654,213 $590,052 $55,185 $347,913 $568,709 $2,785,185 Unallocated Investments, at fair value (Note 4) 209,974,134 - - - - - - Participant loans receivable - - - - - - - --------------------------------------------------------------------------------- Total assets 273,049,491 26,654,213 590,052 55,185 347,913 568,709 2,785,185 --------------------------------------------------------------------------------- LIABILITIES: Loan payable to General Re Corporation 144,286,347 - - - - - - --------------------------------------------------------------------------------- Net assets available for plan benefits December 31, 1996 128,763,144 26,654,213 $590,052 $55,185 $347,913 $568,709 $2,785,185 Number of shares or units 1,711,907 2,434,175 55,613 5,301 31,064 36,929 82,671 Net asset value per share or unit $75.22 $10.95 $10.61 $10.41 $11.20 $15.40 $33.69 December 31, 1995 ASSETS: Allocated Investments, at fair value (Note 4) $54,127,031 $28,608,030 - - - - - Unallocated Investments, at fair value (Note 4) 216,546,742 Participant loans receivable --------------------------------------------------------------------------------- Total assets 270,673,773 28,608,030 - - - - - --------------------------------------------------------------------------------- LIABILITIES: Loan payable to General Re Corporation 145,723,817 --------------------------------------------------------------------------------- Net assets available for plan benefits December 31, 1995 $124,949,956 $28,608,030 - - - - - ================================================================================= Number of shares or units 1,724,037 2,696,327 - - - - - Net asset value per share or unit $72.48 $10.61 - - - - - See Notes to Financial Statements EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES STATEMENTS OF NET ASSETS AVAILABLE for PLAN BENEFITS, with fund information December 31, 1996 and 1995 ------------------------------------------------------------------------------------- Fidelity Fidelity Fidelity Fidelity Equity Growth Investment Fidelity Fidelity Fidelity Magellan Income Company Grade Intermediate Overseas Real Estate Fund Fund Fund Bond Fund Bond Fund Fund Fund ------------------------------------------------------------------------------------- December 31, 1996 ASSETS: Allocated Investments, at fair value (Note 4) $30,860,025 $24,782,210 $11,421,815 $1,144,566 $9,852,933 $7,848,523 $354,756 Unallocated Investments, at fair value (Note 4) - - - - - - - Participant loans receivable - - - - - - - ------------------------------------------------------------------------------------- Total assets 30,860,025 24,782,210 11,421,815 1,144,566 9,852,933 7,848,523 354,756 ------------------------------------------------------------------------------------- LIABILITIES: Loan payable to General Re Corporation - - - - - - - ------------------------------------------------------------------------------------- Net assets available for plan benefits December 31, 1996 $30,860,025 $24,782,210 $11,421,815 $1,144,566 $9,852,933 $7,848,523 $354,756 ===================================================================================== Number of shares or units 382,641 578,618 282,299 160,754 977,474 254,492 19,676 Net asset value per share or unit $80.65 $42.83 $40.46 $7.12 $10.08 $30.84 $18.03 December 31, 1995 ASSETS: Allocated Investments, at fair value (Note 4) $31,541,775 $18,832,833 $6,426,613 $1,181,283 $10,234,307 $6,844,718 $ - Unallocated Investments, at fair value (Note 4) Participant loans receivable ------------------------------------------------------------------------------------- Total assets 31,541,775 18,832,833 6,426,613 1,181,283 10,234,307 6,844,718 - ------------------------------------------------------------------------------------- LIABILITIES: Loan payable to General Re Corporation ------------------------------------------------------------------------------------- Net assets available for plan benefits December 31, 1995 $31,541,775 $18,832,833 $6,426,613 $1,181,283 $10,234,307 $6,844,718 $ - ===================================================================================== Number of shares or units 366,850 496,516 177,090 160,065 983,124 235,456 - Net asset value per share or unit $85.98 $37.93 $36.29 $7.38 $10.41 $29.07 $ - See Notes to Financial Statements EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES STATEMENTS OF NET ASSETS AVAILABLE for PLAN BENEFITS, with fund information December 31, 1996 and 1995 --------------------------------------------------------------------------------- Fidelity Fidelity Fidelity Fidelity Fidelity Fidelity Fidelity Asset Asset Emerging Asset Small Cap Retirement Balanced Manager Manager Markets Manager Stock Money Market Fund Fund Growth Fund Fund Income Fund Trust Fund --------------------------------------------------------------------------------- December 31, 1996 ASSETS: Allocated Investments, at fair value (Note 4) $1,888,213 $1,401,557 $1,782,166 $107,617 $174,841 $2,862,463 $12,501,203 Unallocated Investments, at fair value (Note 4) - - - - - - - Participant loans receivable - - - - - - - --------------------------------------------------------------------------------- Total assets 1,888,213 1,401,557 1,782,166 107,617 174,841 2,862,463 12,501,203 --------------------------------------------------------------------------------- LIABILITIES: Loan payable to General Re Corporation - - - - - - - --------------------------------------------------------------------------------- Net assets available for plan benefits December 31, 1996 $1,888,213 $1,401,557 1,782,166 $107,617 174,841 $2,862,463 12,501,203 ================================================================================= Number of shares or units 134,106 85,098 109,001 6,475 15,060 211,096 12,501,203 Net asset value per share or unit $14.08 $16.47 $16.35 $16.62 $11.61 $13.56 $1.00 December 31, 1995 ASSETS: Allocated Investments, at fair value (Note 4) $2,505,836 $1,297,013 $1,587,728 $ - $451,164 $1,549,090 $11,840,707 Unallocated Investments, at fair value (Note 4) Participant loans receivable --------------------------------------------------------------------------------- Total assets 2,505,836 1,297,013 1,587,728 - 451,164 1,549,090 11,840,707 --------------------------------------------------------------------------------- LIABILITIES: Loan payable to General Re Corporation --------------------------------------------------------------------------------- Net assets available for plan benefits December 31, 1995 $2,505,836 $1,297,013 $1,587,728 $ - $451,164 $1,549,090 $11,840,707 ================================================================================= Number of shares or units 185,343 81,830 104,662 - 38,893 125,027 11,840,707 Net asset value per share or unit $13.52 $15.85 $15.17 $ - $11.60 $12.39 $1.00 See Notes to Financial Statements EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES STATEMENTS OF NET ASSETS AVAILABLE for PLAN BENEFITS, with fund information December 31, 1996 and 1995 - -------------------------------------------------------------------------------------------------------------- Fidelity Fidelity Fidelity Retirement Managed U.S. Equity Government Income Index Money Market Portfolio Portfolio Other Total - -------------------------------------------------------------------------------------------------------------- December 31, 1996 ASSETS: Allocated Investments, at fair value (Note 4) $1,138,786 $7,930,358 $5,277,244 $ - $215,405,890 Unallocated Investments, at fair value (Note 4) - - - - $209,974,134 Participant loans receivable - - - 6,521,305 $6,521,305 - -------------------------------------------------------------------------------------------------------------- Total assets 1,138,786 7,930,358 5,277,244 6,521,305 431,901,329 - -------------------------------------------------------------------------------------------------------------- LIABILITIES: Loan payable to General Re Corporation - - - - $144,286,347 - -------------------------------------------------------------------------------------------------------------- Net assets available for plan benefits December 31, 1996 $1,138,786 $7,930,358 $5,277,244 $6,521,305 $287,614,982 ============================================================================================================== Number of shares or units 1,138,786 7,930,358 195,816 - - Net asset value per share or unit $1.00 $1.00 26.95 - - December 31, 1995 ASSETS: Allocated Investments, at fair value (Note 4) $964,590 $7,664,924 $1,974,693 $187,632,335 Unallocated Investments, at fair value (Note 4) 216,546,742 Participant loans receivable 5,924,390 5,924,390 - -------------------------------------------------------------------------------------------------------------- Total assets 964,590 7,664,924 1,974,693 5,924,390 410,103,467 - -------------------------------------------------------------------------------------------------------------- LIABILITIES: Loan payable to General Re Corporation 145,723,817 - -------------------------------------------------------------------------------------------------------------- Net assets available for plan benefits December 31, 1995 $964,590 $7,664,924 $1,974,693 $5,924,390 $264,379,650 ============================================================================================================== Number of shares or units 964,590 7,664,924 87,492 - - Net asset value per share or unit $1.00 $1.00 22.57 - - See Notes to Financial Statements EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES STATEMENT of CHANGES in NET ASSETS AVAILABLE for PLAN BENEFITS, with fund informatio for the year ended December 31, 1996 General Re General Re Templeton Corporation Corporation Founders PIMCO PIMCO Developing Janus Preferred Common Balanced Global High Markets Worldwide Yield Stock Stock Fund Fund Fund Fund Fund Fund ------------------------------------------------------------------------------ Additions to net assets attributed to: Investment income: Net appreciation in fair value of investments 4,241,394 850,170 (10,457) (1,050) 5,459 11,587 (81,629) Interest - 107,131 513 102 413 182 3,201 Dividends 10,613,824 865 31,342 2,611 11,238 16,005 166,756 ------------------------------------------------------------------------------ 14,855,218 958,166 21,398 1,663 17,110 27,774 88,328 ------------------------------------------------------------------------------ Contributions: Participants' - 1,574,204 10,594 1,320 1,422 11,985 104,750 Employer's 4,303,096 - - - - - - Loan repayments - 352,992 971 269 1,264 724 23,240 ------------------------------------------------------------------------------ Total additions 19,158,314 2,885,362 32,963 3,252 19,796 40,483 216,318 ------------------------------------------------------------------------------ Deductions from net assets attributed to: Benefits paid to participants 1,836,280 1,051,375 - - - - 1,041 Loans written - 600,715 - - 297 56 10,941 Administrative fee - - - - - - - Interest expense 13,479,453 - - - - - - ------------------------------------------------------------------------------ Total deductions 15,315,733 1,652,090 - - 297 56 11,982 ------------------------------------------------------------------------------ Net increase/(decrease) prior to interfund transfers 3,842,581 1,233,272 32,963 3,252 19,499 40,427 204,336 Interfund transfers (29,393) (3,187,089) 557,089 51,933 328,414 528,282 2,580,849 ------------------------------------------------------------------------------ Net increase / (decrease) 3,813,188 (1,953,817) 590,052 55,185 347,913 568,709 2,785,185 Net assets available for benefits: Beginning of year 124,949,956 28,608,030 - - - - - ------------------------------------------------------------------------------ End of year $128,763,144 $26,654,213 $590,052 $55,185 $347,913 $568,709 $2,785,185 ============================================================================== 4 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES STATEMENT of CHANGES in NET ASSETS AVAILABLE for PLAN BENEFITS, with fund informatio for the year ended December 31, 1996 (Continued) Fidelity Fidelity Fidelity Fidelity Equity Growth Investment Fidelity Fidelity Fidelity Magellan Income Company Grade Intermediate Overseas Real Estate Fund Fund Fund Bond Fund Bond Fund Fund Fund - ------------------------------------------------------------------------------------------------------------------------------- Additions to net assets attributed to: Investment income: Net appreciation in fair value of investments (1,697,930) 2,625,513 910,476 (43,608) (312,859) 452,482 44,194 Interest 111,364 63,864 41,817 7,724 26,388 34,927 67 Dividends 5,084,192 1,547,359 488,656 77,991 666,680 481,346 3,662 - ------------------------------------------------------------------------------------------------------------------------------- 3,497,626 4,236,736 1,440,949 42,107 380,209 968,755 47,923 - ------------------------------------------------------------------------------------------------------------------------------- Contributions: Participants' 2,182,562 1,335,681 1,080,942 162,093 610,634 651,858 2,990 Employer's - - - - - - - Loan repayments 354,812 209,764 144,172 19,145 97,689 92,504 405 - ------------------------------------------------------------------------------------------------------------------------------- Total additions 6,035,000 5,782,181 2,666,063 223,345 1,088,532 1,713,117 51,318 - ------------------------------------------------------------------------------------------------------------------------------- Deductions from net assets attributed to: Benefits paid to participants 1,057,309 832,463 329,079 143,798 285,593 233,365 65 Loans written 477,943 256,901 243,737 15,281 115,703 166,758 - Administrative fee 3,056 1,896 466 137 1,745 106 76 Interest expense - - - - - - - - ------------------------------------------------------------------------------------------------------------------------------- Total deductions 1,538,308 1,091,260 573,282 159,216 403,041 400,229 141 - ------------------------------------------------------------------------------------------------------------------------------- Net increase/(decrease) prior to interfund transfers 4,496,692 4,690,921 2,092,781 64,129 685,491 1,312,888 51,177 Interfund transfers (5,178,442) 1,258,456 2,902,421 (100,846) (1,066,865) (309,083) 303,579 - ------------------------------------------------------------------------------------------------------------------------------- Net increase / (decrease) (681,750) 5,949,377 4,995,202 (36,717) (381,374) 1,003,805 354,756 Net assets available for benefits: Beginning of year 31,541,775 18,832,833 6,426,613 1,181,283 10,234,307 6,844,718 - - ------------------------------------------------------------------------------------------------------------------------------- End of year $30,860,025$24,782,210$11,421,81 $1,144,566 9,852,933 $7,848,523 $354,756 =============================================================================================================================== =============================================================================================================================== 5 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES STATEMENT of CHANGES in NET ASSETS AVAILABLE for PLAN BENEFITS, with fund informatio for the year ended December 31, 1996 (Continued) Fidelity Fidelity Fidelity Fidelity Fidelity Fidelity Fidelity Asset Asset Emerging Asset Small Cap Retirement Balanced Manager Manager Markets Manager Stock Money Market Fund Fund Growth Fund Income Fund Fund Trust Fund - -------------------------------------------------------------------------------------------------------------------------------- Additions to net assets attributed to: Investment income: Net appreciation in fair value of investments 68,368 48,535 95,064 (1,853) 686 220,089 - Interest 6,083 6,684 7,465 - 2,266 13,465 27,127 Dividends 99,906 111,601 149,068 1,554 14,047 102,833 613,460 - -------------------------------------------------------------------------------------------------------------------------------- 174,357 166,820 251,597 (299) 16,999 336,387 640,587 - -------------------------------------------------------------------------------------------------------------------------------- Contributions: Participants' 215,003 167,572 219,268 4,190 56,492 389,976 836,943 Employer's - - - - - - - Loan repayments 21,840 20,746 18,645 - 4,930 30,052 111,034 - -------------------------------------------------------------------------------------------------------------------------------- Total additions 411,200 355,138 489,510 3,891 78,421 756,415 1,588,564 - -------------------------------------------------------------------------------------------------------------------------------- Deductions from net assets attributed to: Benefits paid to participants 174,433 49,084 9,693 - 345,890 85,916 608,769 Loans written 28,074 19,611 25,867 37 8,450 35,508 168,619 Administrative fee 515 - - 1 - 1,507 4,341 Interest expense - - - - - - - - -------------------------------------------------------------------------------------------------------------------------------- Total deductions 203,022 68,695 35,560 38 354,340 122,931 781,729 - -------------------------------------------------------------------------------------------------------------------------------- Net increase/(decrease) prior to interfund transfers 208,178 286,443 453,950 3,853 (275,919) 633,484 806,835 Interfund transfers (825,801) (181,899) (259,512) 103,764 (404) 679,889 (146,339) - -------------------------------------------------------------------------------------------------------------------------------- Net increase / (decrease) (617,623) 104,544 194,438 107,617 (276,323) 1,313,373 660,496 Net assets available for benefits: Beginning of year 2,505,836 1,297,013 1,587,728 - 451,164 1,549,090 11,840,707 - -------------------------------------------------------------------------------------------------------------------------------- End of year $1,888,213 $1,401,557 1,782,166 $107,617 174,841 $2,862,463 12,501,203 ================================================================================================================================ 5a EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES STATEMENT of CHANGES in NET ASSETS AVAILABLE for PLAN BENEFITS, with fund informatio for the year ended December 31, 1996 (Continued) Fidelity Fidelity Fidelity Retirement Managed U.S. Equity Government Income Index Money Market Portfolio Portfolio Other Total - ---------------------------------------------------------------------------------------------------------------------- Additions to net assets attributed to: Investment income: Net appreciation in fair value of - - 635,208 - 8,059,839 investments Interest 2,632 27,943 11,544 - 502,902 Dividends 49,104 437,810 109,009 - 20,880,919 - ---------------------------------------------------------------------------------------------------------------------- 51,736 465,753 755,761 - 29,443,660 - ---------------------------------------------------------------------------------------------------------------------- Contributions: Participants' 78,702 489,727 800,573 - 10,989,481 Employer's - - - - 4,303,096 Loan repayments 8,758 109,042 39,303 (1,662,301) - - ---------------------------------------------------------------------------------------------------------------------- Total additions 139,196 1,064,522 1,595,637 (1,662,301) 44,736,237 - ---------------------------------------------------------------------------------------------------------------------- Deductions from net assets attributed to: Benefits paid to participants 24,876 592,578 214,264 129,543 8,005,414 Loans written 31,268 125,627 57,406 (2,388,799) - Administrative fee 428 1,749 15 - 16,038 Interest expense - - - - 13,479,453 - ---------------------------------------------------------------------------------------------------------------------- Total deductions 56,572 719,954 271,685 (2,259,256) 21,500,905 - ---------------------------------------------------------------------------------------------------------------------- Net increase/(decrease) prior to interfund transfers 82,624 344,568 1,323,952 596,955 23,235,332 Interfund transfers 91,572 (79,134) 1,978,599 (40) - - ---------------------------------------------------------------------------------------------------------------------- Net increase / (decrease) 174,196 265,434 3,302,551 596,915 23,235,332 Net assets available for benefits: Beginning of year 964,590 7,664,924 1,974,693 5,924,390 264,379,650 - ---------------------------------------------------------------------------------------------------------------------- End of year $ 1,138,786 $7,930,358 $5,277,244 $6,521,305 $287,614,982 ======================================================================================================================
5b EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS 1. Description of Plan The following description of the Employee Savings and Stock Ownership Plan of General Re Corporation and Its domestic subsidiaries (the "Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. General - The Plan is a defined contribution plan covering employees of General Re Corporation and Its Domestic Subsidiaries (the "Company") who complete a twelve-month period of not less than one thousand hours of service. The Plan allows employees of the Company to make after tax contributions as well as tax deferred contributions to the Plan as permitted under Internal Revenue Code Section 401(k). In addition, the Company contributes an amount (the "Company match") related to the amount of employee investment. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). ESOP - In July 1989, the Company established a leveraged Employee Stock Ownership Plan ("ESOP") which is designed to comply with Section 4975(a)(7) and the regulations thereunder of the Internal Revenue Code of 1986, as amended (the "Code") and is subject to the applicable provisions of ERISA, as amended. The Plan entered into a $150,000,000 term loan agreement with the Plan sponsor, General Re Corporation. The agreement provides for the loan to be repaid to the Company by 2014. The loan bears interest at 9.25%. Both the principal and interest payments on the loan are due annually. The proceeds of this borrowing were used by the ESOP to purchase 1,754,386 shares of 7-1/4% cumulative convertible preferred stock (Preferred Stock) of General Re Corporation. All Preferred Stock outstanding is held by the ESOP and is convertible into common stock on a one-for-one basis. Preferred Stock must be converted or redeemed into common stock or cash upon the participant's withdrawal from the Plan. The Preferred Stock is held by the ESOP trustee as collateral for the loan from the Company. The Company is obligated to make contributions in cash to the ESOP which, together with the dividend on the Preferred Stock, equal the amount necessary to enable the plan to make its regularly scheduled payments of principal and interest due on its term loan. As interest and principal are repaid, a portion of the Preferred Stock is allocated to participating employees. At a minimum, principal and interest payments are sufficient to provide for allocation of Preferred Stock to meet the requirements for the Company match under the Plan. The borrowing is collateralized by the unallocated shares of stock and is 6 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) guaranteed by the Company. The lender has no rights against shares once they are allocated under the ESOP. Accordingly, the financial statements of the Plan for the years 1996 and 1995 present separately the assets and liability and changes therein pertaining to: (a) the accounts of employees with vested rights in allocated stock (Allocated) and (b) stock not yet allocated to employees (Unallocated). During 1996, the Plan received a dividend on the Preferred Stock of $10,613,824 and a Company contribution of $4,303,096. The Plan paid $13,479,453 in interest expense. In 1996 and 1995, shares allocated to employees were 50,697 and 48,990, respectively, net of retired shares of 12,129 and 10,680, respectively. There were 1,316,452 and 1,379,278 shares of unallocated Preferred Stock at December 31, 1996 and 1995, respectively. The fair value of the loan payable is estimated using discounted cash flow analyses, based on the Corporation's current incremental borrowing rates for similar types of arrangements and was $174,951,524 at December 31, 1996. Contributions - Participants may contribute up to 16% of their base salary and allocate their investment among any of the Plan's funds. The Company match is 100% of an employee's contribution up to 6% of the employee's basic salary. The Internal Revenue Code limitation on employee salary deferral (401(k)) contributions during 1996 was $9,500. Participant Accounts - Each participant's account is credited with the participant's contribution and an allocation of the Company match, Plan earnings and forfeitures of terminated participants' earnings or account balances, as defined. Forfeitures, which are included in transfers from other funds were $93,384 during 1996. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. Participant accounts are valued on the last business day of each calendar quarter. Vesting - All employee contributions become vested immediately. By government restriction, an employee is not allowed to withdraw Company match amounts that have not been in his/her account for at least two years. While actively employed, an employee becomes 50%, 75%, and 100% vested in the value of the Company match after 2, 3 and 4 years, respectively, of Company service. Transfers - With the exception of the Fidelity Managed Income Portfolio which may be changed on a monthly basis, participants are permitted to change the investment of their interests in any of the funds on a daily basis subject to certain limits. 7 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) Loans - The Plan allows participants to borrow from the "before tax" and "rollover" portions of their respective accounts. Loans may not exceed the lesser of one half of the participant's vested account balance or $50,000. Nonresidence loans are written for periods of 6 to 54 months. The Plan also allows loans granted for purchases of principal residences to be repaid over a 30-year period. A fixed interest rate of the prime rate plus one percent calculated at the inception of the loan is charged over the life of the loan. The interest rates ranged from 9.25% to 9.75% for 1996 and were 9.5% to 10% for 1995. Interest and principal repayments are credited directly to the borrower's respective account and are repaid in monthly installments by payroll deductions. Loan balances outstanding are reflected as assets of the Plan. Market valuations are not readily determinable for participant loans due to the multitude of interest rates and terms of the various loans. 2. Investment Funds of the Plan The Plan has an agreement with Fidelity Management Trust Company to perform record keeping and investment management functions for the Plan. Certain members of the Company's Board of Directors are also trustees of the Fidelity Group of Mutual Funds. A description of the investment funds of the Plan, as set forth in each Fund's prospectus, at December 31, 1996 is as follows: o General Re Corporation Common Stock Fund The General Re Corporation Common Stock Fund is a growth fund. The Fund seeks substantial long-term growth of capital by investing exclusively in General Re Corporation common stock. Participants have full voting rights for the shares of General Re Corporation common stock in their accounts. o Founders Balanced Fund The Founders Balanced Fund is a growth and income fund. The Fund focuses on common stocks with the potential for capital growth as well as increased dividends. It invests in a broad variety of dividend paying common stocks, both domestic and abroad, U.S. and foreign government obligations and a variety of corporate bonds. 8 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) o PIMCO Global Fund The PIMCO Global Fund invests between 25% and 75% of its assets in foreign bonds with the remainder invested in U.S. Bonds. Investments in bonds of emerging markets are also allowed but are limited by a 10% maximum allocation to below investment grade securities. The Fund's objective is to provide high total return that exceeds the aggregate of major world bond markets. o PIMCO High Yield Fund The PIMCO High Yield Fund is an income fund. The Fund invests in primarily U.S. dollar denominated bonds of domestic and foreign issuers rated below investment grade but at least at B. It focuses its investments on the relatively higher quality securities within the junk bond ratings. o Templeton Developing Markets Fund The Templeton Developing Markets Fund is a growth-fund. The Fund invests primarily in common stocks of companies in developing markets and focuses on those developing market countries in which it believes the economies are developing strongly. o Janus Worldwide Fund The Janus Worldwide Fund is a growth fund. The Fund invests primarily in common stocks of foreign and domestic companies. It has the flexibility to invest on a worldwide basis, in companies and organizations of any size. The Fund normally invests in issuers from at least five different countries. . o Fidelity Magellan Fund The Fidelity Magellan Fund is an aggressive growth fund. The Fund seeks long-term capital appreciation by investing in the stocks of both well-known and lesser-known companies with above-average growth potential and a correspondingly higher level of risk. 9 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) o Fidelity Equity-Income Fund The Fidelity Equity-Income Fund is a growth and income fund. The Fund seeks a yield that exceeds the composite yield of the Standard and Poor's 500 Index, and considers the potential for capital appreciation when selecting fund investments. The Fund invests primarily in common stocks but can also invest in bonds and convertible securities. Dividend amounts will vary depending on the yields of the securities held in the portfolio. o Fidelity Growth Company Fund The Fidelity Growth Company Fund is a growth fund. It seeks long-term capital appreciation by investing primarily in common stocks and securities convertible into common stocks. It may invest in companies of any size with above-average growth potential or companies that appear undervalued relative to their potential return. o Fidelity Investment Grade Bond Fund The Fidelity Investment Grade Bond Fund (previously, the Flexible Bond Portfolio) is an income fund. It seeks a high rate of current income consistent with reasonable risk. It invests in a broad range of fixed income securities. The Fund also seeks to protect investors' capital as well as take advantage of opportunities to realize capital appreciation, where appropriate. o Fidelity Intermediate Bond Fund The Fidelity Intermediate Bond Fund is an income fund. The Fund seeks a high level of current income. The Fund invests in high and upper-medium grade corporate bonds rated A or better with intermediate maturities, mortgage securities, bank obligations, and U.S. Government and agency securities. The Fund's average portfolio maturity ranges between three and ten years. o Fidelity Overseas Fund The Fidelity Overseas Fund is an aggressive growth fund. The Fund seeks growth of capital over the long term. The Fund invests primarily in foreign securities, including common stock and securities convertible into common stock, as well as debt instruments. 10 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) o Fidelity Real Estate Fund The Fidelity Real Estate Fund seeks to provide an above average level of income, capital growth over time and a yield that exceeds that of the S&P 500. The Fund invests primarily in stocks of domestic and foreign companies in the real estate industry. As a result its investments are sensitive to conditions in real estate values, property taxes, overbuilding and interest rates. o Fidelity Balanced Fund The Fidelity Balanced Fund is a growth and income fund. It seeks the highest amount of income possible while preserving principal by investing in investment grade or higher bonds and high-yielding securities. o Fidelity Asset Manager Fund The Fidelity Asset Manager Fund seeks high total return with reduced risk over the long-term. Its assets are allocated among and across domestic and foreign equities, bonds and short-term instruments. The Fund's assets are gradually shifted to take advantage of the outlook for market conditions. o Fidelity Asset Manager: Growth Fund The Fidelity Asset Manager: Growth Fund seeks to maximize total return over the long-term by allocating its assets among stocks, bonds, short-term instruments and other investments. The Fund allocates its assets among three principal asset classes: stocks, bonds, and short-term instruments. It may invest in many types of domestic and foreign securities. The flexible approach to diversification allows the Fund to take advantage of a wide variety of investment options in pursuit of high total return but with reduced risk from allocating its investments among the asset classes. o Fidelity Emerging Markets Fund The Fidelity Emerging Markets Fund is an international growth fund. The Fund invests primarily in stocks of small and medium sized developing companies with the potential to grow rapidly in earnings or revenues. 11 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) o Fidelity Asset Manager: Income Fund The Fidelity Asset Manager: Income Fund seeks a high level of current income by maintaining a diversified portfolio of stocks, bonds, short-term instruments, and other investments. The Fund emphasizes investment in bonds and short-term instruments for income and price stability, but allows some investment in stocks for their potential to grow and keep pace with inflation. The asset mix is designed to provide a relatively conservative asset allocation across various market conditions. o Fidelity Small Cap Stock Fund The Fidelity Small Cap Stock Fund seeks long-term capital appreciation. Using proprietary computer models and fundamental research, the Fund invests in all types of equity securities issued by companies with small market capitalizations. These companies may include start-ups with good potential, firms that have recently gone public, or companies that operate in small industries or regional markets. The Fund may also invest a portion of its assets in stock issued by companies with larger market capitalizations. o Fidelity Retirement Money Market Trust The Fidelity Retirement Money Market Trust is a money market fund. The Trust seeks as high a level of current income as is consistent with the preservation of capital and liquidity. It invests in high-quality, U.S. dollar-denominated money market instruments of U.S. and foreign issuers. The Trust's objective is to be a conservative, low-risk investment. o Fidelity Retirement Government Money Market Trust The Fidelity Retirement Government Money Market Trust is a money market fund. It seeks as high a level of current income as is consistent with the preservation of principal and liquidity. It invests in obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and in repurchase agreements secured by these obligations. The Trust's objective is to be a conservative, relatively low-risk investment. o Fidelity Managed Income Portfolio The Fidelity Managed Income Portfolio (previously, the GIC Open-End Portfolio) seeks preservation of capital and a competitive level of income over time. The Portfolio 12 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) purchases high-quality, short and long-term investment contracts (GICs), bank investment contracts, short-term money market instruments, and "synthetic" GICs (debt obligations issued by one institution and insured by another as to payment of interest and return of principal at maturity). While the Company has not expressed any intention to do so, termination prior to maturity of the GICs would result in certain penalties. The participants are exposed to credit loss in the event of nonperformance by the companies with whom the guaranteed insurance contracts are placed. However, the plan administrator does not anticipate nonperformance by these companies. o Fidelity U.S. Equity Index Portfolio The Fidelity U.S. Equity Index Portfolio is a growth and income fund. It seeks investment results that correspond to the total return performance of the S&P 500 Index, which is comprised of common stocks. The number of employees participating in each fund of the Plan at December 31, 1996 and 1995 are as follows: 1996 1995 ---- ---- General Re Corporation Preferred Stock 2,118 1,947 General Re Corporation Common Stock Fund 1,202 1,223 Founders Balanced Fund 55 - PIMCO Global Fund 11 - PIMCO High Yield Fund 18 - Templeton Developing Markets Fund 45 - Janus Worldwide Fund 203 - Fidelity Magellan Fund 1,322 1,378 Fidelity Equity-Income Fund 1,034 978 Fidelity Growth Company Fund 709 552 Fidelity Investment Grade Bond Fund 169 178 Fidelity Intermediate Bond Fund 634 686 Fidelity Overseas Fund 686 677 Fidelity Real Estate Fund 35 - Fidelity Balanced Fund 244 273 Fidelity Asset Manager Fund 104 86 Fidelity Asset Manager: Growth Fund 164 120 Fidelity Emerging Markets Fund 18 - Fidelity Asset Manager: Income Fund 45 38 Fidelity Small Cap Stock Fund 269 166 Fidelity Retirement Money Market Portfolio 976 1,028 Fidelity Retirement Government Money Market Portfolio 93 102 Fidelity Managed Income Portfolio 518 573 Fidelity US Equity Index Portfolio 298 183 13 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) 3. Summary of Significant Accounting Policies The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of change in net assets available for plan benefits during the reporting period. Actual results could differ from those estimates. The following summarizes the Plan's significant accounting policies: Investments - Investments in mutual, money market and common collective trust shares are valued based on reported net asset values. Investments in stocks traded on a national securities exchange are valued at the last reported sales price on the last business day of the year. The financial statements include securities valued at $273,049,491 and $270,673,773 at December 31, 1996 and 1995, respectively, (63% and 66% of total assets of the Plan, respectively) whose values have been estimated by the trustees of the Plan in the absence of readily ascertainable market values. Because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the securities existed, and the differences could be material. It is at least reasonably possible that a change in the estimate will occur in the near term that may have a material effect on the financial statements. The Plan presents in the statement of changes in net assets the net appreciation in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation on those investments. Purchases and sales of investments are recorded as of the trade date. Interest income is recorded as earned on the accrual basis. Dividend income is recorded on the ex-dividend date. Participant loans are carried at unpaid principal. The fair value of participant loans was not readily determinable due to the high number of loans and their varying terms. Interest income on the loans is recorded as earned on an accrual basis. Contributions - Contributions from the employees and the employer are recorded in the period in which the payroll deductions are made from Plan participants. 14 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) Employer contributions to the General Re Corporation Preferred Stock Fund are made in shares of Preferred Stock. Expenses - The management and service fees of the Fidelity Group of Mutual Funds are charged to operations of the respective funds. Certain administrative expenses, primarily consulting and auditing fees, are paid by the Company. 4. Investments Investments held by the Plan at December 31, 1996 and 1995 are summarized as follows:
1996 1995 ------------------------------ ----------------- Fair Fair Cost Value Cost Value Founders Balanced Fund $600,812 $590,052 - - PIMCO Global Fund 56,236 55,185 - - PIMCO High Yield Fund 342,459 347,913 - - Templeton Developing Markets Fund 558,132 568,709 - - Janus Worldwide Fund 2,872,035 2,785,185 - - Fidelity Magellan Fund 26,473,166 30,860,025 $24,722,712 $31,541,775 Fidelity Equity Income Fund 18,533,585 24,782,210 14,721,083 18,832,833 Fidelity Growth Company Fund 9,597,662 11,421,815 5,315,909 6,426,613 Fidelity Investment Grade Bond Fund 1,168,813 1,144,566 1,169,484 1,181,283 Fidelity Intermediate Bond Fund 9,976,802 9,852,933 10,055,857 10,234,307 Fidelity Overseas Fund 7,042,937 7,848,523 6,278,317 6,844,718 Fidelity Real Estate Fund 310,617 354,756 - - Fidelity Balanced Fund 1,756,797 1,888,213 2,384,905 2,505,836 Fidelity Asset Manager Fund 1,316,876 1,401,557 1,231,348 1,297,013 Fidelity Asset Manager: Growth Fund 1,648,805 1,782,166 1,457,797 1,587,728 Fidelity Emerging Markets Fund 109,648 107,617 - - Fidelity Asset Manager: Income Fund 172,096 174,841 425,400 451,164 Fidelity Small Cap Fund 2,633,134 2,862,463 1,480,521 1,549,090 Fidelity Retirement Money Market Portfolio 12,501,203 12,501,203 11,840,707 11,840,707 Fidelity Retirement Government Money Market Portfolio 1,138,786 1,138,786 964,590 964,590 Fidelity Managed Income Portfolio 7,930,358 7,930,358 7,664,924 7,664,924 Fidelity U.S. Equity Index Portfolio 4,318,280 5,277,244 1,580,475 1,974,693 General Re Corporation Preferred Stock 146,368,049 273,049,491 147,405,164 270,673,773 General Re Corporation Common Stock 17,469,695 26,654,213 18,391,686 28,608,030 ---------- ---------- ------------- ------------- Total $274,896,983 $425,380,024 $257,090,879 $404,179,077 ============ ============ ============ ============
15 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) The cost basis of nonresidence participant loans was $3,038,329 and $2,836,829 at December 31, 1996 and 1995, respectively, and the cost basis of participant loans for the purchase of a principal residence was $3,482,976 and $3,087,561 at December 31, 1996 and 1995, respectively. During 1996, the Plan's investments (including investment, bought sold, and held during the year) appreciated in value by $8,059,839 as follows: Net Change in Fair Value Year Ended Investments at Fair Value December 31, 1996 ------------------------- ----------------- Founders Balanced Fund ($10,457) PIMCO Global Fund (1,050) PIMCO High Yield Fund 5,459 Templeton Developing Markets Fund 11,587 Janus Worldwide Fund (81,629) Fidelity Magellan Fund (1,697,930) Fidelity Equity Income Fund 2,625,513 Fidelity Growth Company Fund 910,476 Fidelity Investment Grade Bond Fund (43,608) Fidelity Intermediate Bond Fund (312,859) Fidelity Overseas Fund 452,482 Fidelity Real Estate Fund 44,197 Fidelity Balanced Fund 68,368 Fidelity Asset Manager Fund 48,535 Fidelity Asset Manager: Growth Fund 95,064 Fidelity Emerging Markets Fund 1,853 Fidelity Asset Manager: Income Fund 686 Fidelity Small Cap Fund 220,089 Fidelity Retirement Money Market Portfolio 0 Fidelity Retirement Government Money Market Portfolio 0 Fidelity Managed Income Portfolio 0 Fidelity U.S. Equity Index Portfolio 635,208 General Re Corporation Common Stock 850,170 Investments at Estimated Fair Value General Re Corporation Preferred Stock 4,241,394 Total $8,059,839 16 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES NOTES to FINANCIAL STATEMENTS (continued) Realized gains from securities transactions were $4,315,566 for 1996. At December 31, 1996, the Fidelity Magellan Fund, Fidelity Equity Income Fund, General Re Corporation Preferred Stock and General Re Corporation Common Stock, each exceeded 5% of the net assets available for plan benefits. At December 31, 1995, the Fidelity Magellan Fund, Fidelity Equity Income Fund, General Re Corporation Preferred Stock and General Re Corporation Common Stock each exceeded 5% of the net assets available for plan benefits. 5. Plan Termination The Company intends to continue the Plan indefinitely but reserves the right to suspend contributions temporarily or to amend or terminate the Plan. If the Plan were to be terminated, all members would become fully vested, and all the Plan assets would be used solely to provide the benefits payable to employees and their beneficiaries. 6. Tax Status The Plan obtained its latest determination letter on April 28, 1995, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with applicable requirements of the Internal Revenue Code. The determination letter is subject to the Plan's adoption of the proposed amendments submitted to the Internal Revenue Service in letters dated March 21, 1995 and April 17, 1995, which were adopted in 1995. The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan's tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan's financial statements. 17 EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES SUPPLEMENTAL SCHEDULE ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES at December 31, 1996
Number of Current Shares Description Cost Value (1) Mutual Funds 55,613 Founders Balanced Fund $ 590,052 5,301 PIMCO Global Fund 55,185 31,064 PIMCO High Yield Fund 347,913 36,929 Templeton Developing Markets Fund 568,709 82,671 Janus Worldwide Fund 2,785,185 382,641 Fidelity Magellan Fund 30,860,025 578,618 Fidelity Equity Income Fund 24,782,210 282,299 Fidelity Growth Company Fund 11,421,815 160,754 Fidelity Investment Grade Bond Portfolio 1,144,566 977,474 Fidelity Intermediate Bond Fund 9,852,933 254,492 Fidelity Overseas Fund 7,848,523 19,676 Fidelity Real Estate Fund 354,,756 134,106 Fidelity Balanced Fund 1,888,213 195,816 Fidelity U.S. Equity Index Portfolio 5,277,244 85,098 Fidelity Asset Manager Fund 1,401,557 109,001 Fidelity Asset Manager: Growth Fund 1,782,166 6,475 Fidelity Emerging Markets Fund 107,617 15,060 Fidelity Asset Manager: Income Fund 174,841 211,096 Fidelity Small Cap Stock Fund 2,862,463 Money Market Funds 12,501,203 Fidelity Retirement Money 12,501,203 Market Portfolio 1,138,786 Fidelity Retirement Government 1,138,786 Money Market Portfolio Common/Collective Trusts 7,930,358 Fidelity Managed Income Portfolio 7,930,358 Preferred Stocks 1,711,907 General Re Corporation 273,049,491 Common Stocks 2,434,175 General Re Corporation 26,654,213 Participant Loans Residence, at cost 3,482,976 Nonresidence, at cost 3,038,329 Total $431,901,329 (1) The record keeper has informed the Plan's management that it is not possible for the record keeper to provide historical cost. The accompanying notes are an integral part of the supplemental schedule. 18
EMPLOYEE SAVINGS AND STOCK OWNERSHIP PLAN of GENERAL RE CORPORATION and ITS DOMESTIC SUBSIDIARIES SUPPLEMENTAL SCHEDULE ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS for the year ended December 31, 1996 The following schedule itemizes those securities for which the aggregate amount of purchase and sale transactions, or for which a single transaction, was in excess of 5% of the current fair value of the Plan's net assets at January 1, 1996. Aggregate Reportable Transactions
Cost of Net Gain Description of Asset Purchases Sales Assets (1)or (Loss) (1) - -------------------- --------- ----- ------ --------- Fidelity Magellan Fund $8,734,611 $7,718,427 Single Reportable Transactions
None (1) The record keeper has informed the Plan's management that it is not possible for the record keeper to provide this information. The accompanying notes are an integral part of the supplemental schedule. 19 -----END PRIVACY-ENHANCED MESSAGE-----