-----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, AB++5hM/Gq61C9sy8ryGl0QK/jdhcq/X14fGlsmg/olGo6Y1lSdiz39BS3Xj3unT XYqc7lKvyhBj1ko6y9q+DA== 0000950116-99-002207.txt : 19991125 0000950116-99-002207.hdr.sgml : 19991125 ACCESSION NUMBER: 0000950116-99-002207 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990531 FILED AS OF DATE: 19991124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERMAGNETICS GENERAL CORP CENTRAL INDEX KEY: 0000351012 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 141537454 STATE OF INCORPORATION: NY FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-11344 FILM NUMBER: 99764156 BUSINESS ADDRESS: STREET 1: 450 OLD NISKAYUNA RD STREET 2: PO BOX 461 CITY: LATHAM STATE: NY ZIP: 12110-0461 BUSINESS PHONE: 5187821122 MAIL ADDRESS: STREET 1: 450 OLD NISKAYUNA ROAD STREET 2: PO BOX 461 CITY: LATHAM STATE: NY ZIP: 12110-0461 11-K 1 FORM 11-K UNITED STATES 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 For the fiscal year ended May 31, 1999 ------------ or [ ] TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from _____________to______________ Commission File Number 1-11344 ------- A. Full title of the plan and the address of the plan, if different from that of the issuer named below: INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: INTERMAGNETICS GENERAL CORPORATION 450 Old Niskayuna Road Latham, New York 12110-0461 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Financial Statements and Schedules May 31, 1999 and 1998 (With Independent Auditors' Report Thereon) INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Financial Statements and Schedules May 31, 1999 and 1998 Table of Contents Page Independent Auditors' Report.............................................. 1 Statements of Assets Available for Benefits............................... 2 Statements of Changes in Assets Available for Benefits.................... 3 Notes to Financial Statements............................................. 4 Schedule 1 Line 27(a) - Schedule of Assets Held for Investment Purposes......... 12 2 Line 27(d) - Schedule of Reportable Transactions..................... 13 Independent Auditors' Report The Plan Administrator Intermagnetics General Corporation IGC Savings Plan: We have audited the accompanying statements of assets available for benefits of Intermagnetics General Corporation IGC Savings Plan as of May 31, 1999 and 1998, and the related statements of changes in 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 assets available for benefits of Intermagnetics General Corporation IGC Savings Plan as of May 31, 1999 and 1998, and the changes in assets available for benefits for the years then ended 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 and reportable transactions 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 supplemental schedules 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. July 16, 1999 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Statements of Assets Available for Benefits May 31, 1999 and 1998 1999 1998 ------------ ----------- Assets: Investments, at fair value (note 3) $ 18,951,224 17,673,520 Cash 132 132 Participant contributions receivable 12,187 48,014 Employer contributions receivable 3,277 9,741 ------------ ----------- Assets available for benefits $ 18,966,820 17,731,407 ============ =========== See accompanying notes to financial statements. 2 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Statements of Changes in Assets Available for Benefits For the years ended May 31, 1999 and 1998
1999 1998 ------------ ---------- Investment income: Net appreciation in fair value of investments (note 3) $ 1,765,213 2,277,915 Interest and dividends 49,484 47,328 ------------ ---------- 1,814,697 2,325,243 Contributions: Participants 1,271,618 1,325,315 Employer 285,572 260,101 ------------ ---------- Total additions 3,371,887 3,910,659 ------------ ---------- Withdrawals and benefits paid to participants (2,037,679) (934,550) Administrative expenses (98,795) (94,670) ------------ ---------- Total deductions (2,136,474) (1,029,220) ------------ ---------- Net increase 1,235,413 2,881,439 Assets available for benefits: Beginning of year 17,731,407 14,849,968 ------------ ---------- End of year $ 18,966,820 17,731,407 ============ ==========
See accompanying notes to financial statements. 3 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Notes to Financial Statements May 31, 1999 and 1998 (1) Description of the Plan The following brief description of the Intermagnetics General Corporation IGC Savings Plan (the "Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. (a) General The Plan is a defined contribution employee savings plan covering substantially all employees of Intermagnetics General Corporation (the "Company") that became effective on February 1, 1985, as restated on June 1, 1989. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). (b) Eligibility An employee must complete 30 days of service from the date of employment, and have attained the age of 18 to be eligible to participate in the Plan. Employees can join the Plan on the first Monday of the month following the 30 days of employment. (c) Contributions Employees who elect to participate in the Plan may contribute on a pretax basis up to 15% of their annual compensation, not to exceed certain Internal Revenue Code limitations. Employer contributions to the Plan are made equal to 50% of participant contributions, up to 5% of their gross compensation, which includes a participant's base compensation, overtime, fees, tips, profits, bonuses and commissions. Additional profit-sharing contributions are at the discretion of the Company. There were no discretionary contributions made by the Company in 1999 and 1998. (d) Participant Accounts Participants' accounts are credited with the participants' contributions and allocations of (a) the Company's contribution and, (b) Plan earnings, and charged with an allocation of administrative expenses. Allocations are based on participant account balances in the respective funds elected. The accumulated values of participants' accounts as of May 31 were as follows: 1999 1998 ---------- ---------- Active participants $ 16,062,765 15,221,532 Terminated participants 2,904,055 2,509,875 ---------- ---------- $ 18,966,820 17,731,407 ========== ========== (Continued) 4 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Notes to Financial Statements May 31, 1999 and 1998 (e) Vesting and Forfeitures All participants are fully vested in their contributions and employer matching contributions, plus accumulated earnings thereon. A participant vests in profit-sharing contributions, if any, based upon years of service and is 100% vested after five years of continuous service, death or disability, or upon attainment of age 65. Forfeitures of profit-sharing contributions, if any, from accounts of non-vested terminated participants are allocated to remaining participants in the same manner as Company contributions. There were no amounts forfeited during 1999 and 1998. (f) Participant Loans Participants may borrow from their accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balances. Loans are secured by the balance in the participant's account. Loan terms may not exceed five years, unless for the purchase of a primary residence. The loans bear interest at a rate of prime plus 1% at the time the loan is made, as determined by the plan administrator. (g) Payment of Benefits On termination of service due to death, disability or retirement, a participant becomes 100% vested and may elect to receive payment in the form of a lump-sum or defer payment until the later of death, disability, retirement or attainment of age 70-1/2. If a participant's account does not exceed $3,500, a lump-sum payment will be made. A participant may also elect benefits to be paid under the qualifying financial hardship provisions of the Plan. (2) Summary of Significant Accounting Policies (a) Basis of Presentation The accompanying financial statements have been prepared on an accrual basis and present the assets available for plan benefits and changes in those assets. 5 (Continued) INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Notes to Financial Statements May 31, 1999 and 1998 (b) Investments Investments are stated at their fair values. The fair values of investments in mutual funds are based on quoted redemption values on the last business day of the Plan year. The investments in the Exeter Trust Company collective investment trust funds are stated at fair value based on the market values of the underlying securities as reflected on the funds' audited financial statements. Intermagnetics General Corporation common stock ("IGC Stock Fund") owned by the Plan is carried at market value based on quoted market prices. Participant loans are valued at cost, which approximates fair value. Security transactions are recognized under a method that approximates the trade-date basis. Gain or loss on sales of the Company's common stock is determined using the first-in, first-out (FIFO) method, and, for mutual and trust funds, based on the average cost for investments in the respective funds. (c) Administrative Expenses Administrative expenses paid by the Company on behalf of the Plan were approximately $16,000 and $18,000 during 1999 and 1998, respectively. (d) Use of Estimates The Plan administrator has made certain estimates and assumptions related to the reporting of the financial status of the Plan and changes therein to prepare these financial statements in conformity with generally accepted accounting principles. Actual results could differ from those estimates. (3) Investments The Plan offers participants the option to choose from eight funds, including the IGC Stock Fund. The eight funds currently available to participants are as follows: American Century Ultra Fund Neuberger & Berman Guardian Fund Strong Government Securities Fund Exeter Trust Company collective investment trust funds: Long-Term Growth Growth with Reduced Volatility Defensive Growth Stable Income IGC Stock Fund Company contributions are allocated on the same bases as those chosen for participant contributions. (Continued) 6 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Notes to Financial Statements May 31, 1999 and 1998 A summary of plan investments as of and for the years ended May 31, 1999 and 1998 follows: May 31, 1999: Net Appreciation Number of Shares (Depreciation) or Principal in Fair Value Amount During Year Fair Value ---------------- ----------------- ---------- Investment in mutual funds: American Century Ultra Fund 221,437 shares $ 1,421,367 7,940,955 Neuberger & Berman Guardian Fund 89,786 shares (22,674) 1,603,314 Strong Government Securities Fund 62,440 shares 34,474 650,643 Investment in Exeter Trust Company collective investment trusts: Long-Term Growth 211,804 shares 217,989 3,129,102 Growth with Reduced Volatility 140,819 shares 86,358 1,884,523 Defensive Growth 52,339 shares 27,692 665,790 Stable Income 165,665 shares 88,177 2,123,395 Participant loans $540,282 -- 540,282 IGC Stock Fund 47,047 shares (88,170) 413,220 ----------- ----------- $ 1,765,213 18,951,224 =========== =========== (Continued) 7 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Notes to Financial Statements May 31, 1999 and 1998 May 31, 1998: Net Appreciation Number of Shares (Depreciation) or Principal in Fair Value Amount During Year Fair Value --------------- ------------- ---------- Investment in mutual funds: American Century Ultra Fund 182,592 shares $ 1,266,893 5,775,599 Neuberger & Berman Guardian Fund 127,935 shares 347,757 2,477,180 Strong Government Securities Fund 54,100 shares 48,668 584,919 Investment in Exeter Trust Company collective investment trusts: Long-Term Growth 257,409 shares 394,291 3,575,073 Growth with Reduced Volatility 181,252 shares 236,817 2,278,341 Defensive Growth 54,344 shares 63,413 662,458 Stable Income 114,143 shares 73,234 1,289,822 Participant loans $555,364 555,364 IGC Stock Fund 46,366 shares (153,158) 474,764 ----------- ----------- $ 2,277,915 17,673,520 =========== =========== (Continued) 8 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Notes to Financial Statements May 31, 1999 and 1998 (4) Summary of Assets Available for Benefits A summary of asset balances (including allocated contributions receivable) as of May 31, 1999 and 1998 and changes in assets available for benefits for the years then ended for each investment fund follows:
Exeter Trust Company Collective Investment Trust --------------------------- American Neuberger & Strong Growth Century Berman Government with Ultra Guardian Securities Long-Term Reduced Fund Fund Fund Growth Volatility ---- ---- ---- ------ ---------- Assets available for benefits at May 31, 1997 $ 4,405,113 1,995,708 456,247 3,093,680 2,053,036 Contributions 525,300 200,090 55,304 407,511 194,291 Net additions to (deductions from) investments from investment income and net realized and unrealized appreciation (depreciation) in fair value of investments 1,269,175 348,244 48,932 395,107 237,310 Reductions in investments due to withdrawals, benefit payments and expenses (334,555) (138,452) (76,360) (169,330) (148,984) New loans to participants (94,038) (46,900) (600) (108,067) (15,770) Repayments of loans from participants 86,210 35,340 4,198 90,642 22,420 Transfers, net (61,695) 91,288 99,454 (120,972) (56,786) ---------- ---------- --------- ---------- ---------- Assets available for benefits at May 31, 1998 5,795,510 2,485,318 587,175 3,588,571 2,285,517 ---------- ---------- --------- ---------- ---------- Contributions 641,228 188,667 62,851 314,121 169,910 Net additions to (deductions from) investments from investment income and net realized and unrealized appreciation (depreciation) in fair value of investments 1,423,121 (21,809) 35,589 218,554 87,099 Reductions in investments due to withdrawals, benefit payments and expenses (605,737) (296,481) (287,632) (247,687) (389,980) New loans to participants (91,415) (12,228) (12,300) (34,219) (31,455) Repayments of loans from participants 106,773 32,234 5,299 81,000 19,764 Transfers, net 675,646 (770,688) 260,151 (787,600) (253,506) ---------- ---------- --------- ---------- ---------- Assets available for benefits at May 31, 1999 $ 7,945,126 1,605,013 651,133 3,132,740 1,887,349 ========== ========== ========= ========== ==========
9 [restubbed table]
Exeter Trust Company Collective Investment Trust --------------------------- IGC Defensive Stable Stock Participant Growth Income Fund Loan Fund Cash Total ------ ------ ---- --------- ---- ----- Assets available for benefits at May 31, 1997 571,514 1,186,001 584,382 504,155 132 14,849,968 Contributions 64,300 80,712 57,908 -- -- 1,585,416 Net additions to (deductions from) investments from investment income and net realized and unrealized appreciation (depreciation) in fair value of investments 63,482 73,664 (152,831) 42,160 -- 2,325,243 Reductions in investments due to withdrawals, benefit payments and expenses (18,675) (116,070) (17,921) (8,873) -- (1,029,220) New loans to participants (5,988) (8,400) (1,000) 280,763 -- -- Repayments of loans from participants 3,835 11,653 8,543 (262,841) -- -- Transfers, net (13,530) 64,983 (2,742) -- -- -- ---------- ---------- --------- ---------- ----- ----------- Assets available for benefits at May 31, 1998 664,938 1,292,543 476,339 555,364 132 17,731,407 ---------- ---------- --------- ---------- ----- ----------- Contributions 63,944 76,703 39,766 -- -- 1,557,190 Net additions to (deductions from) investments from investment income and net realized and unrealized appreciation (depreciation) in fair value of investments 27,786 89,483 (87,825) 42,699 -- 1,814,697 Reductions in investments due to withdrawals, benefit payments and expenses (45,778) (214,791) (46,944) (1,444) -- (2,136,474) New loans to participants (18,637) (15,732) (1,259) 217,245 -- -- Repayments of loans from participants 5,283 15,919 7,310 (273,582) -- -- Transfers, net (30,774) 880,254 26,517 -- -- -- ---------- ---------- --------- ---------- ----- ----------- Assets available for benefits at May 31, 1999 666,762 2,124,379 413,904 540,282 132 18,966,820 ========== ========== ========= ========== ===== ===========
10 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Notes to Financial Statements May 31, 1999 and 1998 (5) Plan Termination Although it has not expressed any intent to do so, the Company may terminate the Plan at any time. If the Plan is terminated, the assets of the Plan shall be distributed to the participants based upon the participants' respective accumulated account balances. (6) Income Tax Status The Internal Revenue Service has ruled that the Plan qualifies under Section 401(a) of the Internal Revenue Code (IRC) and is, therefore, not subject to tax under present income tax law. Once qualified, the Plan is required to operate in conformity with the IRC in order to maintain its qualified plan status. The Plan administrator is not aware of any course of action or series of events that have occurred that might adversely impact the Plan's qualified status. (7) Reconciliation of Financial Statements to Form 5500 The following is a reconciliation of assets available for benefits per the financial statements to Form 5500:
May 31, 1999 1998 ---------- ---------- Assets available for benefits per the financial statements $18,966,820 17,731,407 Less: Amounts allocated to withdrawing participants - 50,441 ----------- ---------- Assets available for benefits per Form 5500 $18,966,820 17,680,966 =========== ========== The following is a reconciliation of benefits paid to participants per the financial statements to Form 5500: Year Ended May 31, 1999 1998 ---------- ---------- Benefits paid to participants per the financial statements $ 2,037,679 934,550 Add: Amounts allocated to withdrawing participants at May 31, 1998 - 50,441 Less: Amounts allocated to withdrawing participants at December 31, 1998 50,441 - ---------- ---------- Benefits paid to participants per form 5500 $ 1,987,238 984,991 ========== ==========
Amounts allocated to withdrawing participants are recorded on Form 5500 for benefit claims that have been processed and approved for payment prior to May 31, 1998 but not yet paid as of that date. 11 Schedule 1 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Line 27(a) - Schedule of Assets Held for Investment Purposes May 31, 1999
Current Identity of Issue Description of Investment Cost Value - ------------------------------------ ---------------------------------------------------- ------------ ----------- American Century Ultra Fund $ 6,929,991 7,940,955 Neuberger & Berman Guardian Fund 1,479,441 1,603,314 Strong Funds Government Securities Fund 680,734 650,643 Exeter Trust Long-Term Growth Collective Investment Trust 2,463,973 3,129,102 Exeter Trust Growth with Reduced Volatility Collective Investment Trust 1,545,834 1,884,523 Exeter Trust Defensive Growth Collective Investment Trust 595,415 665,790 Exeter Trust Stable Income Collective Investment Trust 2,076,953 2,123,395 *Intermagnetics General Corporation Common Stock 289,345 413,220 Participant Loans Loans 540,282 540,282 ------------ ---------- $ 16,601,968 18,951,224 ============ ==========
*Indicates that the issuer is a party-in interest as defined in the Employee Retirement Income Security Act of 1974. 12 Schedule 2 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Line 27(d) - Schedule of Reportable Transactions Year ended May 31, 1999
Current value Expense of asset on Identity of Purchase Selling Lease incurred with Cost of transaction Net gain Party Involved Description of Asset price price rental transaction asset date or (loss) -------------- -------------------- ----- ----- ------ ----------- ----- ---- -------- American Century Ultra Fund $3,239,049 -- -- -- 3,239,049 3,239,049 -- Ultra Fund -- 1,916,545 -- -- 1,643,553 1,916,545 272,992 Neuberger & Berman Guardian Fund 1,073,060 -- -- -- 1,073,060 1,073,060 -- Guardian Fund -- 1,755,617 -- -- 1,631,751 1,755,617 123,866 Strong Funds Strong Government Securities Fund 1,001,309 -- -- -- 1,001,309 1,001,309 -- Strong Government Securities Fund -- 901,401 -- -- 887,252 901,401 14,149 Exeter Trust Stable Income Fund 1,979,697 -- -- -- 1,979,697 1,979,697 -- Stable Income Fund -- 1,375,516 -- -- 1,229,501 1,375,516 146,015 Exeter Trust Long-Term Growth Fund 391,467 -- -- -- 391,467 391,467 -- Long-Term Growth Fund -- 1,025,757 -- -- 775,851 1,025,757 249,906
13 Schedule 2 INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN Line 27(d) - Schedule of Reportable Transactions Year ended May 31, 1999 Note: Reportable transactions include: (a) A single transaction within the plan year in excess of 5% of the current value of the plan assets; (b) Any series of transactions with, or in conjunction with, the same person, involving property other than securities, which amount in the aggregate within the plan year (regardless of the category of asset and the gain or loss on any transaction) to more than 5% of the current value of plan assets; (c) Any transaction within the plan year involving securities of the same issue if within the plan year any series of transactions with respect to such securities amount in the aggregate to more than 5% of the current value of the plan assets; and (d) Any transaction within the plan year with respect to securities with, or in conjunction with, a person if any prior or subsequent single transaction within the plan year with such person, with respect to securities, exceeds 5% of the current value of plan assets. 14 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. INTERMAGNETICS GENERAL CORPORATION IGC SAVINGS PLAN (Name Of Plan) By: /s/ Carl H. Rosner ------------------------------- Carl H. Rosner Trustee By: /s/ Michael C. Zeigler ------------------------------- Michael C. Zeigler Trustee By: /s/ Catherine E. Arduini ------------------------------- Catherine E. Arduini Trustee Dated: November 24, 1999 15 Exhibit Index ------------- Exhibit Page - ------- ---- 23 Consent Of KPMG LLP......................................... 16 EX-23 2 EXHIBIT 23 Exhibit 23 CONSENT OF INDEPENDENT AUDITORS The Board of Directors Intermagnetics General Corporation We consent to incorporation by reference in the registration statements on Form S-8 (Nos. 2-80041, 2-94701, 33-2517, 33-12762, 33-12763, 33-38145, 33-44693, 33-50598, 33-55092, 33-72160, 333-10553, 333-42163 and 333-75269) of Intermagnetics General Corporation of our report dated July 16, 1999, with respect to the statements of assets available for benefits of the Intermagnetics General Corporation IGC Savings Plan as of May 31, 1999 and 1998, and the related statements of changes in assets available for benefits for the years then ended, and related schedules, which report appears in the May 31, 1999 annual report on Form 11-K of the Intermagnetics General Corporation IGC Savings Plan. /s/ KPMG LLP Albany, New York November 24, 1999 17 -----END PRIVACY-ENHANCED MESSAGE-----