-----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, IO2VUeZwujl79QLbKUBjBL6WpKetZXImxhN8hMm/GipHc4+xC4DTlGCJ0eAuSKZW gqzw+B0X46sTutbPVwLcig== 0000950152-95-001427.txt : 199506300000950152-95-001427.hdr.sgml : 19950630 ACCESSION NUMBER: 0000950152-95-001427 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950629 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GOODRICH B F CO CENTRAL INDEX KEY: 0000042542 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] IRS NUMBER: 340252680 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00892 FILM NUMBER: 95550876 BUSINESS ADDRESS: STREET 1: 3925 EMBASSY PKWY CITY: AKRON STATE: OH ZIP: 44333 BUSINESS PHONE: 2163743985 MAIL ADDRESS: STREET 1: 3925 EMBASSY PKWY CITY: AKRON STATE: OH ZIP: 44333 11-K 1 BF GOODRICH 11-K 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 [FEE REQUIRED] FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994. OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] FOR A TRANSITION PERIOD FROM TO ----------------- ----------------- COMMISSION FILE NUMBER 1-892 ----- A. FULL TITLE OF THE PLAN AND THE ADDRESS OF THE PLAN, IF DIFFERENT FROM THAT OF THE ISSUER NAMED BELOW: THE B.F.GOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES B. NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN AND THE ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE: THE B.F.GOODRICH COMPANY 3925 EMBASSY PARKWAY AKRON, OHIO 44333-1799 2 REQUIRED INFORMATION 1. AUDITED FINANCIAL STATEMENTS FOR THE PLAN. THE REPORT OF INDEPENDENT AUDITORS; STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS AS OF DECEMBER 31, 1994 AND 1993; AND STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS FOR THE YEARS THEN ENDED. 2. EXHIBIT CONSENT OF INDEPENDENT AUDITORS SIGNATURES PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE B.F.GOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN COMMITTEE HAS DULY CAUSED THIS ANNUAL REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED HEREUNTO DULY AUTHORIZED. THE B.F.GOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN COMMITTEE DATE JUNE 29, 1995 /S/RICHARD N. JACOBSON ---------------------------------------- RICHARD N. JACOBSON MEMBER OF THE B.F.GOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN COMMITTEE 3 AUDITED FINANCIAL STATEMENTS THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES DECEMBER 31, 1994 WITH REPORT OF INDEPENDENT AUDITORS 4 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES AUDITED FINANCIAL STATEMENTS DECEMBER 31, 1994
CONTENTS Report of Independent Auditors..................................1 Audited Financial Statements Statement of Net Assets Available for Plan Benefits............ 2 Statement of Changes in Net Assets Available for Plan Benefits.................................................5 Notes to Financial Statements...................................8
5 REPORT OF INDEPENDENT AUDITORS The BFGoodrich Company Retirement Plus Savings Plan Committee We have audited the accompanying statement of net assets available for plan benefits of The BFGoodrich Company Retirement Plus Savings Plan for Wage Employees as of December 31, 1994 and 1993, and the related statement of changes in net assets available for plan benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan at December 31, 1994 and 1993, and the changes in its net assets available for plan benefits for the years then ended, in conformity with generally accepted accounting principles. ERNST & YOUNG LLP Cleveland, Ohio June 26, 1995 6 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Statement of Net Assets Available for Plan Benefits December 31, 1994 and 1993
Total Fixed Income Fund ----------------------- ---------------------- 1994 1993 1994 1993 -------- ------- -------- ------- ASSETS Investments, at fair value (Notes 1 and 4): BFGoodrich Retirement Plus Savings Plan Master Trust - Notes 2 and 4 $10,679,724 $ - $6,312,103 $ - Common Stock of The BFGoodrich Company - 1,757,637 - - Selection Fund - 162,426 - 162,426 S&P 500 Flagship Fund - 351,490 - - Temporary investments - 364,469 - 249,469 ---------- --------- --------- -------- Total investments 10,679,724 2,636,022 6,312,103 411,895 Receivables: Interest and dividends receivable 75,015 1,576 33,325 1,349 Participant and employer contributions receivable from The BFGoodrich Company 253,349 - 42,541 - Other receivables 16,398 - - - ---------- --------- --------- ------- Total receivables 344,762 1,576 75,866 1,349 Cash - 22,374 - - ---------- --------- --------- ------- Total Assets 11,024,486 2,659,972 6,387,969 413,244 LIABILITIES Other liabilities 4,332 - 3,362 - ---------- --------- --------- ------- Net assets available for plan benefits $11,020,154 $2,659,972 $6,384,607 $413,244 ========== ========== ========= ========
See notes to financial statements. 2 7
Equity Index Fund BFGoodrich Stock Fund -------------------------- ----------------------------- 1994 1993 1994 1993 -------- -------- ---------- --------- $497,065 $ - $3,359,521 $ - - - - 1,757,637 - - - - - 351,490 - - - - - 115,000 ------- ------- --------- --------- 497,065 351,490 3,359,521 1,872,637 - - 41,690 227 23,121 - 179,211 - - - 16,398 - ------- ------- --------- --------- 23,121 - 237,299 227 - - - 22,374 ------- ------- --------- --------- 520,186 351,490 3,596,820 1,895,238 89 - 744 - ------- ------- --------- --------- $520,097 $351,490 $3,596,076 $1,895,238 ======= ======= ========= =========
3 8
Brokerage Account and Participant Loan Account Balanced Fund ----------------------------- --------------------------- 1994 1993 1994 1993 -------- ----------- ---------- -------- $468,996 $ - $ 42,039 $ - - - - - - - - - - - - - - - - - ------- ------- --------- --------- 468,996 - 42,039 - - - - - - - 8,476 - - - - - ------- ------- --------- --------- - - 8,476 - - - - - ------- ------- --------- --------- 468,996 - 50,515 - - - 137 - ------- ------- --------- --------- $468,996 $ - $ 50,378 $ - ======== ======= ========== ==========
4 9 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Statement of Changes in Net Assets Available for Plan Benefits For the Years Ended December 31, 1994 and 1993
Total Fixed Income Fund ---------------------- ---------------------- 1994 1993 1994 1993 ---- ---- ---- ---- ADDITIONS Investment income: Interest $ 188,755 $ 11,332 $ 180,292 $ 9,277 Dividends - Common Stock of The BFGoodrich Company 133,251 75,743 - - --------- --------- --------- ------- 322,006 87,075 180,292 9,277 Contributions from: Participants 1,514,935 1,413,151 339,038 334,543 The BFGoodrich Company 635,886 408,864 - - Forfeitures (3,468) - - - --------- --------- ------- -------- 2,147,353 1,822,015 339,038 334,543 --------- --------- ------- -------- Total additions 2,469,359 1,909,090 519,330 343,820 --------- --------- ------- -------- DEDUCTIONS Withdrawals and terminations: Cash 93,731 26,242 31,333 3,447 Common Stock of The BFGoodrich Company 7,200 13,386 - - Administrative expenses - Note 2 15,694 - 9,478 - Distribution related to the sale of The Geon Company - Note 5 - 473,771 - 39,120 --------- --------- --------- ------- Total deductions 116,625 513,399 40,811 42,567 --------- --------- --------- ------- 2,352,734 1,395,691 478,519 301,253 Net realized and unrealized appreciation(depreciation) in aggregate fair value of investments 48,239 (306,652) (83,049) - Transfers between funds, net - - (368,816) 13,384 Transfers to Fidelity Investments, net - Note 2 - - (14,500) - Trust to trust transfer: Cleveland Pneumatic - Note 5 5,959,209 - 5,959,209 - --------- --------- --------- ------- Net increase 8,360,182 1,089,039 5,971,363 314,637 Net assets available for plan benefits at beginning of year 2,659,972 1,570,933 413,244 98,607 --------- --------- --------- ------- Net assets available for plan benefits at end of year $11,020,154 $ 2,659,972 $6,384,607 $413,244 =========== =========== ========== ========
See notes to financial statements. 5 10
Equity Index Fund BFGoodrich Stock Fund ---------------------- -------------------------- 1994 1993 1994 1993 -------- --------- ---------- ---------- $ 5 $ - $ 3,972 $ 2,055 - - 133,251 75,743 ------- ------- --------- --------- 5 - 137,223 77,798 211,991 221,249 913,112 857,359 - - 635,886 408,864 - - (3,468) - ------- ------- --------- --------- 211,991 221,249 1,545,530 1,266,223 ------- ------- --------- --------- 211,996 221,249 1,682,753 1,344,021 ------- ------- --------- --------- 20,745 2,419 41,653 20,376 - - 7,200 13,386 945 - 4,827 - - 51,170 - 383,481 ------- ------- --------- --------- 21,690 53,589 53,680 417,243 ------- ------- --------- --------- 190,306 167,660 1,629,073 926,778 4,165 18,857 127,113 (325,509) (4,977) 9,250 (48,848) (22,634) (20,887) - (6,500) - - - - - ------- ------ --------- --------- 168,607 195,767 1,700,838 578,635 351,490 155,723 1,895,238 1,316,603 ------- ------- --------- --------- $520,097 $351,490 $3,596,076 $1,895,238 ======== ======== ========== ==========
6 11
Brokerage Account and Participant Loan Account Balanced Fund ---------------------------- --------------------------------- 1994 1993 1994 1993 -------- ----------- ---------- ---------- $ 4,486 $ - $ - $ - - - - - -------- --------- ---------- ---------- 4,486 - - - - - 50,794 - - - - - - - - - -------- --------- ---------- ---------- - - 50,974 - -------- --------- ---------- ---------- 4,486 - 50,794 - -------- --------- ---------- ---------- - - - - - - - - - - 444 - - - - - -------- --------- ---------- ---------- - - 444 - -------- --------- ---------- --------- 4,486 - 50,350 - - - 10 - 419,646 - 2,995 - 44,864 - (2,977) - - - - - -------- --------- ---------- --------- 468,996 - 50,378 - - - - - -------- --------- ---------- --------- $468,996 $ - $ 50,378 $ - ======== ========= ========== =========
7 12 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements December 31, 1994 1. SIGNIFICANT ACCOUNTING POLICIES The accounts of The BFGoodrich Retirement Plus Savings Plan for Wage Employees (the "Plan") are reported on the accrual basis of accounting. Investments in The BFGoodrich Company Retirement Plus Savings Plan Master Trust are stated at fair value. Common stock of The BFGoodrich Company (the "Company") is valued at the last reported sales price on the last business day of the plan year. Investments in the Selection Fund represent the Plan's proportionate share of the net assets of the Fund. The assets of the Selection Fund, primarily deposits under insurance contracts, are valued at contract value, plus income received thereon, less distributions and administrative expense payments. Investments in the S&P 500 Flagship Fund represent the Plan's proportionate share of the net assets of the Fund. The assets of the S&P 500 Flagship Fund, primarily equity securities, are valued at the last reported sales price on the last business day of the plan year. In the event that no sale was reported, the valuation is based on the more recent of the last published price or the mean between the last reported bid and asked prices. Temporary investments represent investments in short-term fixed income obligations which have a fair value approximately equal to cost. 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. 2. DESCRIPTION OF THE PLAN The Plan became effective on January 1, 1992 and is a defined contribution plan covering substantially all full time wage employees of the Calvert City, Kentucky; Louisville, Kentucky; Union, West Virginia; and Phoenix, Arizona plants. Effective June 10, 1993, substantially all full time wage employees of the Tullahoma, Tennessee plant became eligible to participate in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). 8 13 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 2. DESCRIPTION OF THE PLAN (CONTINUED) Effective February 1, 1994, The BFGoodrich Company Retirement Plus Savings Plan Master Trust ("Master Trust") was established to hold the assets of the Plan and the assets of The BFGoodrich Company Retirement Plus Savings Plan. Also, effective August 1, 1994, the Cleveland Pneumatic Supplemental Retirement Plan for Hourly Employees ("Cleveland Pneumatic") which applies to bargaining unit employees at the Company's Cleveland, Ohio manufacturing plant, was merged into the Plan. The Trustee of the Plan maintains the following four investment funds under the Plan: FIXED INCOME FUND--Contributions are invested primarily in securities that have a fixed rate of return. EQUITY INDEX FUND--Contributions are invested primarily in equity securities, including mutual fund shares. The contributions to this Fund may also be invested in Common Stock of the Company. BFGOODRICH STOCK FUND--Contributions are invested primarily in Common Stock of the Company. BALANCED FUND--Contributions are invested primarily in equity securities (approximately 60% of fund portfolio) and bonds (approximately 40% of fund portfolio). This fund became available effective April 1, 1994. In addition, effective January 1, 1994, the Participant Loan Account became available to Plan participants and represents cumulative loans to Plan participants. Effective May 2, 1994, the Plan contains a Brokerage Account pursuant to which participants may transfer balances from the four above investment funds to one or more of 10 mutual funds sponsored by Fidelity Investments. Employee contributions cannot be made directly to the Brokerage Account. The Plan offers participants the choice of two savings options: a regular savings option and a tax-deferred, 401(k) savings option. 9 14 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 2. DESCRIPTION OF THE PLAN (CONTINUED) Under the regular savings option, employee contributions are subject to federal income taxes, whereas under the tax-deferred savings option the participants postpone paying federal income taxes on the amount of contributions deducted from their salary until the contributions are withdrawn from the Plan. Participants can elect to participate in either or both of the savings options, and can contribute to each of the four investment funds under both savings options. Each employee who elects to become a participant in the Plan authorizes a monthly payroll deduction from 1% to 14% of their eligible earnings, except for employees at the Tullahoma, Tennessee plant whose payroll deductions are from $0 to $100 per pay period, not to exceed 20% of eligible earnings for the year. The Plan provides that for each plan year the employer will contribute a percentage of the participants' contributions that are 6% or less of the participant's monthly eligible earnings, except for contributions made for the participants employed at the Tullahoma, Tennessee plant (Tullahoma) and the Phoenix, Arizona plant (Phoenix). Tullahoma participants are not eligible to receive employer contributions. Employer contributions made for the Phoenix participants are limited to 4% or less of the participant's monthly eligible earnings. In addition, the Plan provides that the employer will contribute 2% of the monthly eligible earnings of Phoenix employees, whether or not the employee elects to contribute to the Plan. The employer contribution rate is 50% of participants' eligible contributions to the BFGoodrich Stock Fund and 25% of participants' eligible contributions to the other funds, except for participants from Cleveland Pneumatic for whom the employer contribution rate is 50% of participants' eligible contributions to all funds up to a maximum of $572. Employer contributions are invested only in the BFGoodrich Stock Fund under the regular savings option. The Plan provides for the acceptance of rollover contributions from other plans qualified under the Internal Revenue Code (the "Code"). Rollover contributions can be made only in cash to the Plan's tax-deferred savings option. Dividends, interest and proceeds from sale of investments in each Fund are reinvested in the respective Fund. 10 15 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 2. DESCRIPTION OF THE PLAN (CONTINUED) Participant contributions are always fully vested and all Company contributions vest immediately upon completion of three years of service by the participant. Company contributions may not be withdrawn until the participant reaches age 55. Forfeitures are applied to reduce contributions required by the Company. A participant who elects to withdraw from the Plan is paid the current value of his vested account balance. Distributions from the BFGoodrich Stock Fund are made in cash or stock of the Company, and distributions from the other funds are made in cash. Participants may borrow against their employee contributions and related earnings as permitted under the Code not to exceed the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as a transfer to/from the investment fund and the Participant Loan Account. Loan terms range from 1 to 5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participant's account and bear interest at a rate commensurate with prevailing market rates as determined monthly by the Trustee. Principal and interest is paid ratably through monthly payroll deductions. Effective April 1, 1994, the Plan was amended to provide that administrative expenses relating to record keeping and investment management fees be paid by the Plan and charged to participants' accounts. These expenses are charged against the earnings of the investment funds in which the participants' funds are invested. Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue such contributions at any time and terminate the Plan subject to the provisions of ERISA. In the event of a termination of the Plan, the net assets of the Plan will be distributed to the participants based on the value of their accounts. Since this is an individual account plan, the Pension Benefit Guaranty Corporation does not guarantee any benefits. The foregoing description of the Plan provides only general information. Participants should refer to the BFGFlex Benefits Handbook, for a more complete description of the Plan's provisions. Copies of the handbook are available from the Human Resource Department of the Company. 11 16 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 3. INCOME TAX STATUS The plan administrator has applied for a ruling from the Internal Revenue Service as to whether the Plan qualifies under Sections 401(a) and (k) of the Code and that the Trust of the Plan qualifies under Section 501(a) of the Code. In a qualified plan, contributions and earnings received by the Trust are not subject to tax under present income tax laws. The Plan is required to operate in conformity with the Code to maintain its qualification. The plan administrator is not aware of any course of action or series of events that would prevent the Plan from being a qualified plan. 4. INVESTMENTS The Plan's approximate undivided interest in the commingled investment accounts of the Master Trust at December 31, 1994, is as follows: Fixed Income Fund - 8%; Equity Index Fund - 2%; BFGoodrich Stock Fund - 3 %; and Balanced Fund - 4%. The Plan has a divided interest in the Brokerage Account and Participant Loan Account which reflects the Plan's specific brokerage and loan transactions. Participation by the Plan in the Master Trust investment accounts is increased or decreased by the purchase or redemption of units of participation at the unit value established at the end of the day on which the purchase or redemption of units occurred. Total additions into the Master Trust include the net assets of the Plan and The BFGoodrich Company Retirement Plus Savings Plan that were transferred into the Master Trust on February 1, 1994. Summarized financial information for the Master Trust is as follows: 12 17 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 4. INVESTMENTS (CONTINUED)
December 31, 1994 ----------------------------------------------------------------------------------- Brokerage Account & Fixed Equity BFGoodrich Participant Income Index Stock Loan Balanced Statement of Net Assets Fund Fund Fund Account Fund - ----------------------- ------------ ------------ ---------- ----------- -------- Investments at fair value: Government Corporate Fund $ - $ - $ - $ - $ 440,028 Common Stock of The BFGoodrich Company - - 105,119,181 - - Selection Fund 82,945,976 - - - - S&P 500 Flagship Fund - 25,989,866 - - 657,848 Loans to participants - - - 10,996,702 - Fidelity Investments - - - 2,036,290 - Temporary investments - - 2,701,698 - - ------------ ------------ ------------ ----------- ---------- Total investments 82,945,976 25,989,866 107,820,879 13,032,992 1,097,876 Total receivables 725,806 199,980 3,984,541 - 26,241 Total liabilities (44,175) (4,626) (23,841) - (3,560) ------------ ------------ ------------ ----------- ---------- Net Assets Payable to Participating Plans $ 83,627,607 $ 26,185,220 $111,781,579 $13,032,992 $1,120,557 ============ ============ ============ =========== ==========
11 Months Ended December 31, 1994 ----------------------------------------------------------------------------------- Brokerage Account & Fixed Equity BFGoodrich Participant Statement of Changes Income Index Stock Loan Balanced in Net Assets Fund Fund Fund Account Fund - -------------------- ----------- ----------- ---------- ---------- -------- Net assets payable to participating plans at beginning of period $ - $ - $ - - $ - Total additions 91,952,820 28,244,497 112,808,693 $13,261,637 1,127,610 Total deductions (7,233,887) (1,513,065) (4,185,995) (228,645) (23,363) Net realized and unrealized appreciation (depreciation) in fair value of investments (1,091,326) (546,212) 3,158,881 - 16,310 ------------ ----------- ------------ ----------- ---------- Net assets payable to participating plans at end of period $ 83,627,607 $26,185,220 $111,781,579 $13,032,992 $1,120,557 ============ =========== ============ =========== ==========
13 18 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 4. INVESTMENTS (CONTINUED) Net realized and unrealized (depreciation)appreciation in the aggregate fair value of plan investments during the year ended December 31, 1993 are as follows:
Year Ended December 31, 1993 ------------ Common Stock of The BFGoodrich Company $(325,509) S&P 500 Flagship Fund 18,857 --------- $(306,652) =========
Investments are stated at fair value in the Plan's Statement of Net Assets Available for Plan Benefits. Cost information is as follows at December 31, 1993.
December 31, 1993 ---------------------------------- Shares or Units Held Cost ---------- ---------- Common Stock of The BFGoodrich Company 43,668 $2,010,432 shares Selection Fund for Employee Trusts of State Street Bank 162,426 162,426 units State Street Bank S&P 500 Flagship Fund 5,051 327,718 units State Street Bank Short- Term Investment Fund 364,469 364,469 units ---------- Total Investments at Cost $2,865,045 ==========
14 19 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 4. INVESTMENTS (CONTINUED) The fair value of individual investments that represent 5% or more of the Plan's net assets available for plan benefits are as follows:
December 31, 1993 --------------------------------- Amounts or Market Units Held Value ---------- ---------- Common Stock of The BFGoodrich Company 43,668 $1,757,637 shares Selection Fund for Employee Trust of State Street Bank 62,426 162,426 units State Street Bank S&P 500 Flagship Fund 5,051 351,490 units State Street Bank Short-Term Investment 364,469 364,469 Fund units
5. TRUST TO TRUST TRANSFER Effective August 1, 1994, the Cleveland Pneumatic plan was merged into the Plan resulting in the transfer of $5,959,209 in plan assets. In February, 1993 the Company announced its intentions to transfer substantially all the assets and liabilities of the Geon Vinyl Division to a new subsidiary, The Geon Company ("Geon") and to register the stock of Geon with the Securities and Exchange Commission for an initial public offering ("IPO"). In conjunction with the IPO, a separate plan, The Geon Retirement Plus Savings Plan for Wage Employees, was established for certain wage employees of Geon. In June, 1993 the accounts of these participants primarily at the Louisville, Kentucky plant and related plan assets of $473,771 were transferred from the Plan to the Trust of The Geon Retirement Plus Savings Plan for Wage Employees. 15 20 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 6. TRANSACTIONS WITH PARTIES-IN-INTEREST Prior to April 1, 1994, all legal, accounting and administrative expenses were paid by the Company except for the administrative expenses incurred by the Selection Fund. Effective April 1, 1994, administrative expenses related to record keeping and investment management fees are paid by the Plan. Other than as described above or pursuant to the trust agreement (see Note 4), the Plan has had no agreements or transactions with any parties-in-interest. 7. DIFFERENCES BETWEEN FINANCIAL STATEMENTS AND FORM 5500 The following is a reconciliation of net assets available for plan benefits per the financial statements to the Form 5500:
December 31, December 31, 1994 1993 ------------ ------------ Net assets available for plan benefits per the financial statements $11,020,154 $2,659,972 Amounts allocated to withdrawn participants - (5,200) ----------- ---------- Net assets available for benefits per the Form 5500 $11,020,154 $2,654,772 =========== ==========
The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500:
Year Ended December 31, 1994 ------------ Withdrawals and terminations paid to participants per the financial statements $ 100,931 Add amounts allocated to withdrawn participants at December 31, 1994 - Less amounts allocated to withdrawn participants at December 31, 1993 (5,200) -------- Benefits paid to participants per the Form 5500 $ 95,731 =========
Amounts allocated to withdrawn participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to year-end but not yet paid. 16 21 THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN FOR WAGE EMPLOYEES Notes to Financial Statements (continued) 8. SUBSEQUENT EVENTS Effective January 1, 1995, and March 1, 1995, the account balances of union participants in the Tremco Stock Ownership Plan ("Tremco Plan") were merged into the Plan, and those participants became eligible to participate in the Plan. The Barbourville, Kentucky plant wage employees' component of the Tremco Plan merged into the Plan on January 1, 1995, and the Cleveland, Ohio Kinsman plant wage employees' component of the Tremco Plan merged into the Plan on March 1, 1995. In addition, The BFGoodrich Employees' Retirement Accumulation Plan merged into the Plan effective January 1, 1995. 9. NUMBER OF PARTICIPANTS (UNAUDITED) Following are the number of participants contributing to the Plan fund options. For purposes of this disclosure the following legend applies: Fund A = Fixed Income Fund; Fund B = Equity Index Fund; Fund C = BFGoodrich Stock Fund; and Fund E = Balanced Fund.
December 31, December 31, 1994 1993 ------------ ------------ Fund A 207 48 Fund B 22 11 Fund C 323 295 Fund E 4 - Funds A and B 19 7 Funds A and C 78 52 Funds A and E 8 - Funds B and C 44 48 Funds B and E 7 - Funds C and E 12 - Funds A, B and C 22 18 Funds A, B and E 11 - Funds A, C and E 13 - Funds B, C and E 7 - Funds A, B, C and E 30 - --- --- Total participants contributing 807 479 === ===
17 EX-23 2 BF GOODRICH EX-23 1 EXHIBIT CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-59580) pertaining to The BFGoodrich Company Retirement Plus Savings Plan for Wage Employees of our report dated June 26, 1995, with respect to the financial statements of The BFGoodrich Company Retirement Plus Savings Plan for Wage Employees included in this Annual Report (Form 11-K) for the year ended December 31, 1994. ERNST & YOUNG LLP Cleveland, Ohio June 26, 1995 18 -----END PRIVACY-ENHANCED MESSAGE-----