-----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, MxnxD+XF2VvYPVgGX3aNN3Chpa7Yw5TLxQdybhGwXL7QA/NTXgrj0dttAq1YqMpC 6fKzEiYMha+P3G5YeVVuYg== 0000950113-94-000080.txt : 19940705 0000950113-94-000080.hdr.sgml : 19940705 ACCESSION NUMBER: 0000950113-94-000080 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HERCULES INC CENTRAL INDEX KEY: 0000046989 STANDARD INDUSTRIAL CLASSIFICATION: 2821 IRS NUMBER: 510023450 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00496 FILM NUMBER: 94535859 BUSINESS ADDRESS: STREET 1: 1313 N MARKET ST STREET 2: HERCULES PLZ CITY: WILMINGTON STATE: DE ZIP: 19894 BUSINESS PHONE: 3025945000 MAIL ADDRESS: STREET 1: HERCULES PLAZA, ROOM 6471 NE CITY: WILMINGTON STATE: DE ZIP: 19894 FORMER COMPANY: FORMER CONFORMED NAME: HERCULES POWDER CO DATE OF NAME CHANGE: 19680321 11-K 1 COMMISSION FILE NO. 1-496 - - ------------------------------------------------------------------------------ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 1993 Title of the plan: ------------------ HERCULES INCORPORATED EMPLOYEE SAVINGS PLAN Issuer of the securities held pursuant to the plan: --------------------------------------------------- HERCULES INCORPORATED Hercules Plaza 1313 North Market Street Wilmington, Delaware 19894 HERCULES INCORPORATED EMPLOYEE SAVINGS PLAN ------------------------------------------- FINANCIAL STATEMENTS -------------------- STATEMENT OF ASSETS, LIABILITIES, AND PLAN EQUITY December 31, 1993 and 1992 STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY Years ended December 31, 1993, 1992 and 1991 For ANNUAL REPORT FORM 11-K HERCULES INCORPORATED EMPLOYEE SAVINGS PLAN STATEMENT OF ASSETS, LIABILITIES AND PLAN EQUITY December 31, 1993
Hercules Incorporated Blended Fidelity Common Gov't Bond Interest Rate Magellan Stock Equity Fund Fund Savings Fund Fund Loan Fund Total Assets Investments $2,851,663a $416,195b $65,511c $13,040,233 $1,074,037d $208,400e $17,656,039 Receivable from Company 3,514 12,626 284 169,078 6,731 0 192,233 Cash 35,252 2,799 17 266,360 74,745 0 379,173 ---------- -------- ------- ----------- ---------- -------- ----------- Total Assets $2,890,429 $431,620 $65,812 $13,475,671 $1,155,513 $208,400 $18,227,445 ========== ======== ======= =========== ========== ======== =========== Liabilities & Equity Liability for Withdrawals $ 35,376 $ 213 $ 0 $ 317,031 $ 43,651 $ 7,637 $ 403,908 Advances from Company 2,561 24,195 2,398 17,049 1,373 0 47,576 Plan Equity 2,852,492 407,212 63,414 13,141,592 1,110,489 200,763 17,775,962 ---------- -------- ------- ----------- ---------- -------- ----------- Total Liabilities & Equity $2,890,429 $431,620 $65,812 $13,475,672 $1,155,513 $208,400 $18,227,446 ========== ======== ======= =========== ========== ======== =========== December 31, 1992 Hercules Blended Incorporated Interest Rate Money Common Savings Equity Market Stock Fund Fund Fund Total ---------- ---------- ---------- ---------- ---------- Assets Investments $2,437,458a $4,189,638 $24,779b $52,845 $6,704,720 Receivable from Company 51,922 35,363 1,918 5,833 95,036 Cash 576 79,167 5,472 139 85,354 ---------- ---------- ------- ------- ---------- Total Assets $2,489,956 $4,304,168 $32,169 $58,817 $6,885,110 ========== ========== ======= ======= ========== Liabilities and Equity Liability for Withdrawals $ 701,885 $ 71,001 $ 2,564 $ 8,653 $ 784,103 Advances from Company 52,043 9,661 0 1,992 63,696 Plan Equity 1,736,028 4,223,506 29,605 48,172 6,037,311 ---------- ---------- ------- ------- ---------- Total Liability and Equity $2,489,956 $4,304,168 $32,169 $58,817 $6,885,110 ========== ========== ======= ======= ========== (a) At fair value. Cost: 1993, $931,651; 1992, $1,549,945. Shares: 1993, 25,125; 1992, 38,385. (b) At fair value. Cost: 1993, 416,195; 1992, $22,717. (c) At fair value. Cost: 1993, $65,511. (d) At fair value. Cost: 1993, $1,061,069. (e) Represents loans to plan participants. The accompanying notes are an integral part of the financial statements.
HERCULES INCORPORATED EMPLOYEE SAVINGS PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY Year Ended December 31, 1993
Hercules Incorporated Blended Fidelity Common Gov't Bond Interest Rate Magellan Loan Stock Equity Fund Fund Savings Fund Fund Fund Total Contributions: Participating Employees $ 13,640 $ 33,690 $17,651 $1,266,975 $ 106,462 $ 0 $1,438,418 Company Contributions 158,614 0 0 0 0 0 158,614 ---------- -------- ------- ---------- ---------- -------- ---------- $ 172,254 $ 33,690 $17,651 $1,266,975 $ 106,462 $ 0 $ 784,473 Interplan Transfers 352,762 572,505 0 7,856,933 931,495 201,207 2,057,900 Investment Income: Cash Dividends 57,289 0 0 0 0 0 57,289 Interest 1,281 515 833 687,673 62,350 0 515,172 Change in Market Value 1,461,885 6,746 506 1,001 13,901 0 1,483,038 ---------- -------- ------- ---------- ---------- -------- ---------- Total $2,045,471 $613,456 $18,990 $9,812,582 $1,114,208 $201,207 4,897,872 Withdrawals (554,117) (47,135) (9,213) (1,388,251) (60,909) (7,638) (2,013,738) Interfund Transfers (374,890) (188,714) 5,465 493,755 57,190 7,194 0 ---------- --------- ------- ---------- ---------- -------- ---------- Change in Plan Equity 1,116,464 377,607 15,242 8,918,086 1,110,489 200,763 11,738,651 Plan Equity, Dec. 31, 1992 1,736,028 29,605 48,172 4,223,506 0 0 6,037,311 ---------- --------- ------- ---------- ---------- -------- ---------- Plan Equity, Dec. 31, 1993 $2,852,492 $407,212 $63,414 $13,141,592 $1,110,489 $200,763 $17,775,962 ========= ======= ======= =========== ========== ======== =========== Year Ended December 31, 1992 Hercules Incorporated Blended Common Interest Rate Money Market Stock Savings Fund Equity Fund Fund Total Contributions: Participating Employees $ 66,913 $ 918,847 $10,246 $31,104 $1,027,110 Company Contributions 252,867 252,867 ----------- ---------- ------- ------- ---------- $ 319,780 $ 918,847 $10,246 $31,104 $1,279,977 Interplan Transfers 3,441 3,441 Investment Income: Cash Dividends 109,818 109,818 Interest 2,155 289,841 161 1,933 294,090 Change in Market Value 448,041 0 2,369 0 450,410 ----------- ---------- ------- ------- --------- Total $ 879,794 $1,212,129 $12,776 $33,037 2,137,736 Withdrawals (1,042,958) (2,412,196) (29,959) (27,333) (3,512,446) Interfund Transfers (350,738) 347,074 1,432 2,232 0 ----------- ----------- -------- -------- ----------- Change in Plan Equity (513,902) (852,993) (15,751) 7,936 (1,374,710) Plan Equity, Dec. 31, 1991 2,249,930 5,076,499 45,356 40,236 7,412,021 ----------- ----------- -------- -------- ----------- Plan Equity, Dec. 31, 1992 $1,736,028 $4,223,506 $29,605 $48,172 $6,037,311 ========== ========== ======== ======== =========== The accompanying notes are an integral part of the financial statements.
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY (cont'd) Year Ended December 31, 1991
Hercules Fund for Incorporated Blended United States United States Common Interest Rate Money Market Gov't Savings Gov't Stock Savings Fund Equity Fund Fund Bonds Securities Total Contributions: Participating Employees $ 95,036 $1,166,917 $10,323 $32,756 $ 16,400 $ 1,350 $1,322,782 Company Contributions 329,614 0 0 0 0 0 329,614 ---------- ---------- ------- ------- --------- -------- ---------- 424,650 1,166,917 10,323 32,756 16,400 1,350 $1,652,396 ========== ========== ======= ======= ========= ======== ========== Interplan Transfers 866 3,814 0 896 0 0 5,576 Investment Income: Cash Dividends 119,157 0 0 0 0 0 119,157 Interest 1,693 488,657 46 1,834 68 347 492,645 Change in Market Value 849,574 0 1,790 0 0 57 851,421 ---------- ---------- ------- ------- --------- -------- ---------- Total $1,395,940 $1,659,388 $12,159 $35,486 $ 16,468 $ 1,754 $3,121,195 Withdrawals (826,011) (2,219,085) (1,985) (8,521) (185,968) 0 (3,241,570) Interfund Transfers (50,071) 21,187 35,182 13,271 (559) (19,010) 0 ---------- ---------- ------- ------- --------- -------- ---------- Change in Plan Equity 519,858 (538,510) 45,356 40,236 (170,059) (17,256) (120,375) Plan Equity, Dec. 31, 1990 1,730,072 5,615,009 0 0 170,059 17,256 7,532,396 ---------- ---------- ------- ------- --------- -------- ---------- Plan Equity, Dec. 31, 1991 $2,249,930 $5,076,499 $45,356 $40,236 $ $ $7,412,021 ========== ========== ======= ======= ========= ======== ========== The accompanying notes are an integral part of the financial statements.
NOTES TO FINANCIAL STATEMENTS 1. Summary of Significant Accounting Policies Investments in the Plan are carried at fair value. The fair value of the common stock of Hercules Incorporated is based upon the price at which the stock closed on the New York Stock Exchange on the last business day of the year. The Blended Interest Rate Savings Fund, the Government Bond Fund and the Fidelity Magellan Fund are carried at cost plus accrued interest which is equivalent to fair value. The fair value of the Equity Fund is based on the market price of the underlying securities held by the fund. The Plan provides that participants who retire from the Company may elect an Optional Valuation Date (OVD) for determining their final withdrawal. The OVD is the last business day in January of the year following retirement. The liability for such withdrawals is reflected in the financial statements on the Optional Valuation Date. The Plan presents in the statement of income and changes in plan equity the net appreciation (depreciation) in fair value of its investments (under the caption Change in Market Value), which consists of the realized gains or losses and the change in unrealized appreciation (depreciation) on those investments. The unrealized appreciation (depreciation) for all investments at December 31, 1993, December 31, 1992, and December 31, 1991 and January 1, 1991 was $1,932,981, $889,575, $590,088, and $(245,169), respectively. 2. Investment Program At time of enrollment in the Plan, a participant, by giving written notice to the Trustee, shall direct the investment of his monthly savings in any of the following, or a combination thereof, providing his monthly savings in any one medium selected is not less than 20% of the total amount saved and is stated in 5% increments. During May 1993, the Money Market Fund was eliminated and a U.S. Government Bond Fund and a Long-Term Capital Appreciation Fund (Fidelity Magellan) were added as investment media under the Plan. Participants with balances in the Money Market Fund were provided the option to transfer their balances to other investment funds or have their balances automatically transferred to the new U.S. Government Bond Fund. The following investment medium are available under the Employee Savings Plan. 1. Hercules Incorporated Common Stock. 2. A Blended Interest Rate Savings Fund, wherein savings so directed are deposited with various major insurance companies, who guarantee the payment of principal. For 1993, the blended yield of these contracts was approximately 7.6%. 3. Equity Fund. This Fund is made up of substantially all the stocks that make up the Standard and Poor's 500 Index in such a mix as to track as closely as possible the movement of the Index. 4. U.S. Government Bond Fund, which invests in U.S. Treasury and Agency issues and fully insured savings bank deposits. 5. Fidelity Magellan Fund is a Long-Term Capital Appreciation Fund, which invests in common stocks, and securities convertible to common stock, issued by companies operating in the U.S. and abroad as well as foreign companies. The Company contribution, as defined in the Plan, is equal to 25% of the participants' contribution. The Company contribution must be invested in common stock of Hercules Incorporated. There were 812 participants at December 31, 1993 who participated in one or more of the five investment media. At December 31, 1993 the number of participants selecting each of the investment media for their contributions was as follows: Hercules Incorporated Common Stock . . . . 25 Equity Fund. . . . . . . . . . . . . . . . 62 Government Bond Fund . . . . . . . . . . . 12 Blended Interest Rate Savings Fund . . . . 745 Fidelity Magellan Fund . . . . . . . . . . 99 3. Interplan Transfers Interplan transfers represent transfers from acquired company plans and rollovers of new employees' distributions from defined contribution plans. Effective July 1, 1993, the net assets of the Employee Savings Plan (approximately $10mm) of the Aqualon Company (a wholly-owned subsidiary of Hercules Incorporated) were transferred to the Hercules Incorporated Employee Savings Plan. Participant's benefits under the plan were substantially unaffected by the transfer of net assets. 4. Tax Status The United States Treasury Department advised on October 24, 1986, that the Plan as amended through January 1, 1985 is a qualified trust under Section 401(a) of the Internal Revenue Code and is therefore exempt from Federal income taxes under provisions of Section 501(a) of the code. The Federal Income Tax status of the employee is covered under the caption "Federal Tax Aspects" of the Registration Statement "Hercules Incorporated Employee Savings Plan" (No. 33-21667) on Form S-8 and supplemented by periodic benefit updates. 5. Investments Investments that represent five percent or more of Plan Equity at December 31, 1993 or 1992 are as follows: 1993 1992 ---- ---- Hercules Incorporated Common Stock $2,851,663 $2,437,458 Fidelity Magellan Fund $1,074,037 -- Group Annuity Contract with Peoples Life Insurance Company (#BDA 00002TR) $1,853,071 $ 649,024 Group Annuity Contract with Provident Life and Accident Insurance Company (#630-05537) $1,231,962 -- Group Annuity Contract with Travelers Insurance Company (#15135), 9.3%, 6/30/92 -- $ 441,459 Group Annuity Contract with Aetna Life Insurance Company (#13762), 9.2%, 4/30/97 -- $ 315,512 Group Annuity Contract with Metropolitan Life Insurance Company (#12833), 7.43%, 4/30/95 -- $ 309,168 REPORT OF INDEPENDENT ACCOUNTANTS To the Board of Directors, Hercules Incorporated, Wilmington, Delaware We have audited the accompanying statements of assets, liabilities and plan equity of Hercules Incorporated Employee Savings Plan as of December 31, 1993 and 1992, and the related statements of income and changes in plan equity for each of the three years in the period ended December 31, 1993. These financial statements are the responsibility of the Plan's administrators. 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 financial position of Hercules Incorporated Employee Savings Plan as of December 31, 1993 and 1992, and its income and changes in plan equity for each of the three years in the period ended December 31, 1993 in conformity with generally accepted accounting principles. 2400 Eleven Penn Center Coopers & Lybrand Philadelphia, Pennsylvania 19103 June 20, 1994 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed by the undersigned thereunto duly authorized. HERCULES INCORPORATED EMPLOYEE SAVINGS PLAN ------------------------------------------- H. Eugene McBrayer, Chairman Finance Committee, Hercules Incorporated, Plan Administrator Date: June 20, 1994 EXHIBIT INDEX Number Description 1 Consent of Independent Accountants. Exhibit 1. CONSENT OF INDEPENDENT ACCOUNTANTS. We consent to the incorporation by reference in the registration statement of Hercules Incorporated on Form S-8 (Registration No. 33-21667) of our report dated June 20, 1994 on our audits of the financial statements of Hercules Incorporated Employee Savings Plan as of December 31, 1993 and 1992 and for each of the three years in the period ended December 31, 1993, which report is included in this Annual Report on Form 11-K. 2400 Eleven Penn Center Coopers & Lybrand Philadelphia, Pennsylvania 19103 June 23, 1994 -----END PRIVACY-ENHANCED MESSAGE-----