-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, c/nwOvMFT7t6p6yAZgGYbhEUHiZem2nhzuFcEjJH02urGLIYKQuqTq88al4RloHa 4rKoTEj8PTeMxR95yQSHcw== 0000950110-95-000467.txt : 199506290000950110-95-000467.hdr.sgml : 19950629 ACCESSION NUMBER: 0000950110-95-000467 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950628 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW JERSEY RESOURCES CORP CENTRAL INDEX KEY: 0000356309 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 222376465 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08359 FILM NUMBER: 95550338 BUSINESS ADDRESS: STREET 1: 1415 WYCKOFF ROAD STREET 2: PO BOX 1468 CITY: WALL STATE: NJ ZIP: 07719 BUSINESS PHONE: 9089381494 MAIL ADDRESS: STREET 1: 1350 CAMPUS PKWY STREET 2: P O BOX 1468 CITY: WALL STATE: NJ ZIP: 07719 11-K 1 ANNUAL REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1994 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to _______ NEW JERSEY RESOURCES CORPORATION EMPLOYEES' RETIREMENT SAVINGS PLAN (Full title of plan) NEW JERSEY RESOURCES CORPORATION (Name of issuer of the securities held pursuant to the plan) 1415 Wyckoff Road Wall, New Jersey 07719 (address of principal office) [GRAPHIC OMITTED] EMPLOYEES' RETIREMENT SAVINGS PLAN ------------------------------------------------ FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993 AND INDEPENDENT AUDITORS' REPORT PREPARED FOR FILING AS PART OF THE ANNUAL RETURN-REPORT OF AN EMPLOYEE BENEFIT PLAN (FORM 5500) INDEX Description ............................................................... Page Independent Auditors' Report .............................................. 2 Statement of Net Assets Available for Benefits as of December 31, 1994 ....................................................... 3 Statement of Net Assets Available for Benefits as of December 31, 1993 ....................................................... 4 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 1994 .................................... 5 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 1993 .................................... 6 Notes to Financial Statements ............................................. 7 Item 27a - Supplemental Schedule of Assets Held for Investment as of December 31, 1994 .................................................... 10 Item 27d - Supplemental Schedule of Transactions in Excess of Five Percent of the Current Value of Plan Assets for the Year Ended December 31, 1994 ............................................ 11 Schedules required under the Employee Retirement Income Security Act of 1974 (ERISA), other than the schedules listed above, are omitted because of the absence of the conditions under which they are required. INDEPENDENT AUDITORS' REPORT Pension Administration Committee New Jersey Resources Corporation: We have audited the accompanying statements of net assets available for benefits of New Jersey Resources Corporation Employees' Retirement Savings Plan as of December 31, 1994 and 1993, 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 1994 and 1993, 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 information by fund for 1994 is presented for the purpose of additional analysis of the basic financial statements rather than to present information regarding the net assets available for benefits and changes in net assets available for benefits of the individual funds, and is not a required part of the basic financial statements. The supplemental schedules of (1) assets held for investment as of December 31, 1994 and (2) transactions in excess of five percent of the current value of plan assets for the year ended December 31, 1994 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 information and the supplemental schedules are the responsibility of the Plan's management. Such supplemental information by fund and supplemental schedules have been subjected to the auditing procedures applied in our audit of the basic 1994 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. June 28, 1995 2 NEW JERSEY RESOURCES CORPORATION EMPLOYEES' RETIREMENT SAVINGS PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1994
SUPPLEMENTAL INFORMATION BY FUND ------------------------------------------------------------------- GUARANTEED INVESTMENT EQUITY COMPANY CONTRACT BALANCED INDEX STOCK LOAN TOTAL FUND FUND FUND FUND FUND ---------- ---------- ---------- ---------- -------- -------- Cash ............... $ 14,255 $ 1 $ 5 $ 6 $ 14,243 Fidelity GIC Open End Portfolio .... 4,571,070 4,571,070 Balanced Fund ...... 1,834,349 1,834,349 Equity Index Fund .. 1,634,571 1,634,571 New Jersey Resources Common Stock ..... 856,696 856,696 Employee Loans Receivable ....... 361,561 $361,561 Contributions Receivable: Employer ...... 20,377 (161,276) 73,685 38,981 68,987 Accrued Income ..... 36,957 22,544 1 14,412 ---------- ---------- ---------- ---------- -------- -------- Net Assets Available for Benefits ..... $9,329,836 $4,432,339 $1,908,039 $1,673,559 $954,338 $361,561 ========== ========== ========== ========== ======== ========
See notes to financial statements. 3 NEW JERSEY RESOURCES CORPORATION EMPLOYEES' RETIREMENT SAVINGS PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1993
SUPPLEMENTAL INFORMATION BY FUND ------------------------------------------------------------------- GUARANTEED INVESTMENT EQUITY COMPANY CONTRACT BALANCED INDEX STOCK LOAN TOTAL FUND FUND FUND FUND FUND ---------- ---------- ---------- ---------- -------- -------- Cash ............... $ 9,710 $ 166 $ 9,544 Fidelity GIC Open End Portfolio .... 3,538,086 3,538,086 Balanced Fund ...... 1,819,107 $1,819,107 Equity Index Fund .. 1,623,956 $1,623,956 New Jersey Resources Common Stock ..... 866,864 866,864 Employee Loans Receivable ....... 325,875 $325,875 Contributions Receivable: Employer ...... 11,944 (123,237) 67,932 15,886 51,363 Accrued Income ..... 91,000 16,559 39,128 26,907 8,406 ---------- ---------- ---------- ---------- -------- -------- Net Assets Available for Benefits .... $8,286,542 $3,431,574 $1,926,167 $1,666,749 $936,177 $325,875 ========== ========== ========== ========== ======== ========
See notes to financial statements. 4 NEW JERSEY RESOURCES CORPORATION EMPLOYEES' RETIREMENT SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1994
SUPPLEMENTAL INFORMATION BY FUND ------------------------------------------------------------------------- GUARANTEED INVESTMENT EQUITY COMPANY CONTRACT BALANCED INDEX STOCK LOAN TOTAL FUND FUND FUND FUND FUND ---------- ---------- ---------- ---------- -------- --------- ADDITIONS: Contributions: Employees ............ $ 952,172 $ 356,389 $ 273,791 $ 211,257 $110,735 Employer ............. 354,453 130,790 101,019 81,947 40,697 Investment Income ...... 415,946 239,498 55,449 48,397 50,016 $ 22,586 Loan Repayments ........ (2,220) 38,030 58,488 39,141 23,071 (160,950) Net Appreciation (Depreciation) in Fair Value of Investments . (269,767) (147,285) (30,546) (91,936) Transfer Between Funds ................ 372,839 (244,155) (264,779) (37,955) 174,050 ---------- ---------- ---------- ---------- -------- --------- Total Additions ....... 1,450,584 1,137,546 97,307 85,417 94,628 35,686 DEDUCTIONS: Withdrawals ............ 407,290 136,781 115,435 78,607 76,467 ---------- ---------- ---------- ---------- -------- --------- INCREASE (DECREASE) IN NET ASSETS ........... 1,043,294 1,000,765 (18,128) 6,810 18,161 35,686 NET ASSETS AVAILABLE FOR BENEFITS - BEGINNING OF YEAR ................. 8,286,542 3,431,574 1,926,167 1,666,749 936,177 325,875 ---------- ---------- ---------- ---------- -------- --------- NET ASSETS AVAILABLE FOR BENEFITS - END OF YEAR .............. $9,329,836 $4,432,339 $1,908,039 $1,673,559 $954,338 $ 361,561 ========== ========== ========== ========== ======== =========
See notes to financial statements. 5 NEW JERSEY RESOURCES CORPORATION EMPLOYEES' RETIREMENT SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1993
SUPPLEMENTAL INFORMATION BY FUND ----------------------------------------------------------------------------- GUARANTEED INVESTMENT EQUITY COMPANY CONTRACT BALANCED INDEX STOCK LOAN TOTAL FUND FUND FUND FUND FUND ---------- ----------- ---------- ---------- -------- --------- ADDITIONS: Contributions: Employees ............ $ 867,965 $ 364,244 $ 226,200 $ 183,836 $ 93,685 Employer ............. 322,760 143,958 80,749 66,247 31,806 Investment Income ...... 481,121 237,810 136,839 52,583 35,148 $ 18,741 Loan Repayments ........ (668) 34,236 41,753 26,011 13,881 (116,549) Net Appreciation (Depreciation) in Fair Value of Investments . 121,923 67,258 60,247 (5,582) Transfer Between Funds . (1,401,766) 463,653 379,424 408,539 150,150 ---------- ----------- ---------- ---------- -------- --------- Total Additions ........ 1,793,101 (621,518) 1,016,452 768,348 577,477 52,342 DEDUCTIONS: Withdrawals ............ 310,613 285,085 17,039 1,788 6,701 ---------- ----------- ---------- ---------- -------- --------- INCREASE (DECREASE) IN NET ASSETS ........ 1,482,488 (906,603) 999,413 766,560 570,776 52,342 NET ASSETS AVAILABLE FOR BENEFITS - BEGINNING OF YEAR .... 6,804,054 4,338,177 926,754 900,189 365,401 273,533 ---------- ----------- ---------- ---------- -------- --------- NET ASSETS AVAILABLE FOR BENEFITS - END OF YEAR ................. $8,286,542 $ 3,431,574 $1,926,167 $1,666,749 $936,177 $ 325,875 ========== =========== ========== ========== ======== =========
See notes to financial statements. 6 NEW JERSEY RESOURCES CORPORATION EMPLOYEES' RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS 1. PLAN DESCRIPTION New Jersey Resources Corporation (the "Company"), on August 15, 1991, adopted New Jersey Natural Gas Company's Employees' Retirement Savings Plan (NJNG's "Plan") to encourage thrift and savings by eligible employees. All employees of the Company and its subsidiaries (with the exception of employees represented by certain collective bargaining units) who have attained age 21 and have completed one year of service are eligible to participate. Participation in the Plan is voluntary. The Plan is administered by the Company through a Pension Administration Committee appointed by the Company's Board of Directors. Under the Plan, eligible employees may make contributions to the Plan of between 1% and 16% of base compensation and, of this amount, the smaller of 10% of compensation or the calendar year dollar limit in effect for 401(k) contributions shall be permitted as pre-tax contributions. The Company contributes an amount equal to 50% of participants contributions up to 6% of base compensation, subject to certain exceptions as described in the Plan. The Participants' contributions are fully vested at all times. The Company's contributions vest on the basis of participation in the Plan ranging from 25% after two years to 100% after four years. All contributions by employees are made through payroll deductions. Contributions by employees and the Company are transferred to a Trustee and held in the Plan's Trust Fund for investment and other transactions, as directed by the Pension Administration Committee. Participants, prior to retirement or termination of service with the Company, may withdraw their contributions from the Plan once every six months subject to certain limitations as described in the Plan. Participants may not withdraw the Company's contributions until they are vested and only after the participants' contributions are completely withdrawn. Such withdrawals may generally be made only upon disability, hardship or the attainment of age 59-1/2. Distributions made upon retirement or death may be made either in a lump sum or in equal installments over a period not to exceed five years. All other distributions are made in a lump sum payment. The allocations of the Trust Fund to the Participants' accounts are determined by the Trustee on the basis of market values as of each valuation date. The accounts as of the preceding valuation date are adjusted so as to reflect the effect of income collected or accrued, realized and unrealized profits and losses, distributions, withdrawals, contributions, and all other transactions since such preceding valuation date. The plan may loan to a Participant an amount which shall not exceed the lesser of 50% of the value of the vested portion of such Participant's Account or $50,000. Any Participant loan must be for a principal amount of $1,000 or more and no Participant may have more than two loans outstanding at any time. No loan shall be for a term of more than five years except for loans used to acquire the 7 Participant's principal residence, which term shall not exceed ten years. A Participant may repay any such loan in full by check at any time in accordance with such rules as may be prescribed by the Committee. Following repayment, a Participant may not request a new loan for 6 months. Payments of principal and interest on loans shall be credited to the Participant's account(s) from which the loan was funded and shall be reinvested in investment funds in accordance with the Participant's then current investment selection. Each loan bears interest at a rate set monthly based on the prime rate plus 1% published in the Wall Street Journal on the first business day of each month. The rate of interest applicable to any loan at its inception shall remain in effect for the duration of such loan. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Valuation of Investment - Investment in the Guaranteed Investment Contract Fund consists of shares in the Fidelity Investments Guaranteed Investment contract open-end Portfolio (Portfolio). The Portfolio investments in Guaranteed Investment Contracts (GIC's) are stated at contract value and bank investment contracts and synthetic investment contracts (Benefits Accessible Securities Investment Contracts) are stated at fair value as determined in good faith by the Fidelity Group Trust For Employee Benefit Plans which generally approximates contract value. The Plan's investment in the Balanced Fund, Equity Index Fund and Company Stock Fund are based upon quoted market values. Expenses of Plan - All expenses incurred in connection with the administration of the Plan, including expenses of the Trustee, are paid directly by the Company. Other - Accounts are maintained on the accrual basis. 3. INVESTMENTS Participants can elect to have their contributions invested in one or more of the following four 8 investment funds. However, through September 30, 1992 Participants were required to maintain 50% of their account balance in the guaranteed investment contract fund. Participants can also reallocate their account balances on a quarterly basis. Guaranteed Investment Contract Fund - The Portfolio seeks preservation of capital and a competitive level of income over time. The Portfolio purchases high quality, short and long-term GIC's, Bank Investment Contracts (BIC's), short-term market instruments and synthetic GIC's. Balanced Fund invests in the Fidelity Puritan Trust Balanced Fund, a mutual fund. This fund seeks the highest amount of current income possible while preserving capital. The fund must be 25% invested in fixed income securities at all times. Equity Index Fund invests in the Fidelity U.S. Equity Index portfolios, which seeks investment results that correspond to the total return performance of all U.S. publicly traded stocks. The fund meets this objective by duplicating the composition of the Standard and Poors 500. Company Stock Fund invests in the common stock of the Company. Loan Fund - Subject to certain limitations, employees may borrow up to 50% of the value of their account. Repayment is over 1 to 10 years with interest at 1% above the prime rate. 4. TAX STATUS The Plan obtained its latest determination letter on October 6, 1994 in which the Internal Revenue Service stated that the Plan was 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. 5. TERMINATION The Company has reserved the right to terminate the Plan at any time. If the Plan is terminated, no further contributions shall be made by an employee, but the Trust Fund shall be continued in accordance with the Trust Agreement and the provisions of the Plan as though the Plan were otherwise in full force and effect. 6. DISTRIBUTIONS PAYABLE TO PARTICIPANTS In 1993, the Plan changed its method of accounting for distributions payable to comply with the 1993 AICPA Audit and Accounting Guide - "Audits of Employee Benefit Plans." The new guidance requires that distributions payable to persons who have withdrawn from participation in a defined contribution plan be disclosed in the footnotes to the financial statements rather than be recorded as a 9 liability of the Plan. As of December 31, 1994 and 1993, benefits of $83,060 and $17,124 respectively, were due to participants who have withdrawn from participation in the Plan. 7. NEW ACCOUNTING PRONOUNCEMENT In September 1994 the American Institute of Certified Public Accountants issued Statement of Position No. 94-4 entitled "Reporting of Investment Contracts Held by Health and Welfare Benefit Plans and Defined-Contribution Pension Plans", which requires certain investment contracts to be reported at fair value or contract value. The statement is effective for financial statements for plan years beginning after December 15, 1994, except that the application of the statement to investment contracts entered into before December 31, 1993, is delayed to plan years beginning after December 15, 1995. The Plan is currently evaluating the impact of this statement. 10 NEW JERSEY RESOURCES CORPORATION EMPLOYEES' RETIREMENT SAVING PLAN ITEM 27a - SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT AS OF DECEMBER 31,1994
Description of Identity of Issue Investment Cost Current Value - ----------------- -------------- ---------- ------------- Fidelity GIC Open-End Commingled pool of the Fidelity $4,571,070 $4,571,070 Portfolio Group Trust for employee benefit plans, current price $1.00/share Fidelity Puritan Trust Mutual Fund, 149,255 shares 1,918,636 1,834,349 Balanced Fund Current price $12.29/share Fidelity U.S. Equity Mutual Fund, 96,664 shares 1,562,065 1,634,571 Index Portfolio Current price $16.91/share New Jersey Resources Common Stock, 37,865 shares 911,474 856,696 Corporation Current price $22.625/share Employee Loans Employee Loan at prime plus 361,561 361,561 Receivable 1%; maturity dates of 1-10 years ---------- ---------- $9,324,806 $9,258,247 ========== ==========
11 NEW JERSEY RESOURCES CORPORATION EMPLOYEES' RETIREMENT SAVINGS PLAN ITEM 27d - SUPPLEMENTAL SCHEDULE OF TRANSACTIONS IN EXCESS OF FIVE PERCENT OF THE CURRENT VALUE OF PLAN ASSETS FOR THE YEAR ENDED DECEMBER 31, 1994 Party Description Cost of Selling Net Gain/ Involved of Asset Asset Price (Loss) - -------- ----------- ------ ------- -------- Purchases Fidelity Equity Index $ 370,224 Investments Fund 35 Transactions Fidelity Balanced Fund 654,911 Puritan 34 Transactions Trust New Jersey Common Stock 548,091 Resources 16 Transactions Corporation Fidelity GIC Open-end 1,085,151 Investments Portfolio 41 Transactions Sales Fidelity Equity Index 84,769 $ 89,189 $4,420 Investments Fund 10 Transactions Fidelity Balanced Fund 246,877 242,719 (4,158) Puritan Trust 6 Transactions New Jersey Common Stock 384,060 388,757 4,697 Resources 5 Transactions Corporation Fidelity GIC Open-End 548,534 548,534 _ Investments Portfolio 10 Transactions 12 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 33-52409 on Form S-8 of New Jersey Resources Corporation of our report dated June 28, 1995 appearing in this Annual Report on Form 11-K of New Jersey Resources Corporation Employees' Retirement Savings Plan for the year ended December 31, 1994. Parsippany, New Jersey June 28, 1995 13 -----END PRIVACY-ENHANCED MESSAGE-----