11-K 1 g70207be11-k.txt GOODRICH CORPORATION 1 SECURITIES AND EXCHANGE COMMISSION 450 Fifth Street N.W. Washington, D.C. 20549-1004 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the fiscal year ended December 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the transition period from ___________ to _____________ Commission file number 1-892 ----- A. Full title and the address of the plan, if different from that of the issuer named below: ROHR, INC. SAVINGS PLAN FOR EMPLOYEES COVERED BY COLLECTIVE BARGAINING AGREEMENTS. B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Goodrich Corporation Four Coliseum Centre 2730 West Tyvola Road Charlotte, NC 28217-4578 2 REQUIRED INFORMATION 1. Audited Financial Statements for the Plan. The Report of Independent Auditors; Statements of Assets Available for Benefits as of December 31, 2000 and 1999; and Statement of Changes in Assets Available for Benefits for the year ended December 31, 2000. 2. Exhibit 23 Consent of Independent Auditors - Ernst & Young LLP SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, The B.F.Goodrich Company Benefit Design and Administration Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. THE B.F.GOODRICH COMPANY BENEFIT DESIGN AND ADMINISTRATION COMMITTEE. June 27, 2001 /S/ Kevin P. Heslin -------------------------------------- Kevin P. Heslin Chairman of The B.F.Goodrich Company Benefit Design and Administration Committee. 3 AUDITED FINANCIAL STATEMENTS Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements, December 31, 2000 and 1999 and year ended December 31, 2000 with Report of Independent Auditors 4 Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements Audited Financial Statements December 31, 2000 and 1999 and Year Ended December 31, 2000 CONTENTS Report of Independent Auditors......................................... 1 AUDITED FINANCIAL STATEMENTS Statements of Assets Available for Benefits............................ 2 Statement of Changes in Assets Available for Benefits.................. 3 Notes to Financial Statements.......................................... 4 5 Report of Independent Auditors The BFGoodrich Company Benefit Design and Administration Committee We have audited the accompanying statements of assets available for benefits of Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements as of December 31, 2000 and 1999, and the related statement of changes in assets available for benefits for the year ended December 31, 2000. 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 auditing standards generally accepted in the United States. 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 the Plan at December 31, 2000 and 1999, and the changes in its assets available for benefits for the year ended December 31, 2000, in conformity with accounting principles generally accepted in the United States. /s/ ERNST & YOUNG LLP June 4, 2001 1 6 Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements Statements of Assets Available for Benefits DECEMBER 31 2000 1999 --------------------------------------- ASSETS Investments, at fair value (Note 3) $ - $ 248,954 --------------------------------------- ASSETS AVAILABLE FOR BENEFITS $ - $ 248,954 ======================================= See accompanying notes to financial statements. 2 7 Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements Statement of Changes in Assets Available for Benefits
YEAR ENDED DECEMBER 31, 2000 -------------------------- ADDITIONS Investment income: Net depreciation in fair value of investments (Note 3) $ (6,741) Dividends and interest 16,555 -------------------------- 9,814 Contributions: Employees 14,640 Employer 6,110 -------------------------- 20,750 -------------------------- Total additions 30,564 DEDUCTIONS Withdrawals and benefit payments 1,998 Administrative expenses 67 -------------------------- Total deductions 2,065 -------------------------- Net increase 28,499 Assets available for benefits at beginning of year 248,954 Assets transferred to The Pretax Savings Plan for the Salaried Employees of Rohr, Inc. (Note 1) (277,453) -------------------------- ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $ - ==========================
See accompanying notes to financial statements. 3 8 Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements Notes to Financial Statements December 31, 2000 1. DESCRIPTION OF THE PLAN The following description of the Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements (the "Plan") is provided for general information purposes only. Participants should refer to the Plan document for a more complete description of the Plan's provisions. GENERAL The Plan is a defined contribution savings plan, first made effective January 1, 1966, and restated as of December 1, 1994. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). The purpose of the Plan is to provide a regular savings and investment program for eligible employees of BFGoodrich Aerospace, Aerostructures and Aviation Group, formerly Rohr, Inc., (the "Company"), which was acquired by The B.F.Goodrich Company ("BFGoodrich"). On December 31, 1999, all obligations under this plan to provide benefits with respect to members whose benefits and other terms of employment have been determined pursuant to the collective bargaining agreement between the Company and the International Association of Machinists and Aerospace Workers were assumed by, and the assets held in connection with such benefits were transferred to, The Pretax Savings Plan for Salaried Employees of Rohr, Inc. On September 30, 2000, all remaining assets of the Plan were transferred to the Pretax Savings Plan for Salaried Employees of Rohr, Inc. PARTICIPATION IN THE PLAN Employees of the Company are eligible to participate in the Plan if they: (1) are covered by a collective bargaining agreement specifying that they are to be covered by the Plan and (2) have completed 12 calendar months of employment. 4 9 Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) CONTRIBUTIONS Upon enrollment in the Plan, participants may elect to contribute fixed amounts to the Plan ranging from $10 to $140 for each two week pay period. Such contributions are made by payroll deductions. The Company contributes an amount equal to fifty percent of the first $70 of the contribution made by each participant for any two-week payroll period. VESTING PROVISIONS Participants vest 20% in the Company's contributions for each year in which they work 1,000 hours. PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contributions and the Company's contributions. The accounts are further adjusted for allocations of the Plan investment income or losses and administrative expenses. WITHDRAWALS Under the Plan, a participating employee or his or her legal successors will be entitled to a distribution of the value of the investments held in his or her account upon retirement, death, entry into the armed forces, permanent and total disability, layoff or termination for other reasons. Upon termination of employment for any reason, participants have the option of deferring distribution of the vested value of his or her account until the later of retirement or attainment of age 70-1/2. Active employees must make a total withdrawal by April 1 following the calendar year they attain the age 70-1/2. Participants may elect to have Employer Stock Fund distributions paid in shares, with residual amounts (fractional shares) paid in cash. Distributions are paid in cash unless stock is requested. 5 10 Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) A participant may voluntarily withdraw from participation in the Plan but may not thereafter become a participant in the Plan again until 12 months have elapsed. The amount distributable upon withdrawal includes the full value of the investments held in the withdrawing participant's account attributable to his own contributions and the value of the investments attributable to that portion of the Company's contributions that has become vested. A participant may also make a partial withdrawal of the amounts in his or her account under the Plan if such a partial withdrawal is approved by the Plan Administrator as being required to relieve financial hardship caused by such matters as illness or disability of the participant or a dependent member of his or her immediate family or a situation beyond the participant's control involving serious financial loss. Only one partial withdrawal may be made during any six-month period, and for six months after such partial withdrawal no further contributions may be made by the participant or the Company for his or her account. Any partial withdrawal must be for at least $100, and any larger amount must be in additional increments of $50. Withdrawals can only be made from fully vested Company contributions or from participant contributions that have been in the Plan at least seventeen quarters. FORFEITURE OF INTEREST The value of investments in each participant's account attributable to the participant's own contributions is not subject to forfeiture. Any participant who voluntarily withdraws from participation or whose employment is terminated for reasons other than retirement, layoff for four weeks or more, death, entry into the armed forces or permanent and total disability will forfeit that portion of the value of his account attributable to the Company's contributions in which no interest has vested. All amounts forfeited under the Plan will remain in the Plan and used to reduce future contributions to the Plan by the Company. If the Plan is terminated, any forfeited amounts not yet applied against Company contributions will accrue ratably to the remaining participants in the Plan at the date of termination. 6 11 Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements Notes to Financial Statements (continued) 2. SUMMARY OF ACCOUNTING POLICIES BASIS OF ACCOUNTING The Plan's financial statements are prepared on the accrual basis of accounting. INVESTMENT VALUATION The Plan investments are stated at fair value. The shares of registered investment companies are valued at quoted market prices which represent the net asset values of shares held by the Plan at year end. The Employer Stock Fund is a unitized fund comprised of common stock of BFGoodrich and short-term cash investments. The unit value of the fund is derived from the market values of the common stock and the short-term cash investments. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. 3. INVESTMENTS The following presents investments that represent 5 percent or more of the Plan's assets. DECEMBER 31 1999 ---------------- Fidelity Growth and Income Portfolio, 545,724 shares $ 151,669 Fidelity Short-Term Bond Portfolio, 11,036 shares 93,803 Fidelity Retirement Money Market Portfolio, 1,797 shares 1,797 During 2000, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value by $6,741. 7 12 Rohr, Inc. Savings Plan for Employees Covered by Collective Bargaining Agreements Notes to Financial Statements (continued) 4. INCOME TAX STATUS The Plan has received a determination letter from the Internal Revenue Service dated August 30, 1995, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the "Code") and, therefore, the related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax exempt. 5. TRANSACTIONS WITH PARTIES-IN-INTEREST The Company pays certain legal and accounting expenses of the Plan. Other than as described above or pursuant to the Trust Agreement with Fidelity Investments, the Plan has no agreements or transactions with any parties-in-interest 8