-----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, SEb0YJ2ADLMJwBFqineCF90xjsC63+Kmnwnqv2ulpusn48Ayg1cQ9MLzJbgct/Qu 30L4Wk6+oJ7b7HOIl6xUBQ== 0001047469-99-025833.txt : 19990630 0001047469-99-025833.hdr.sgml : 19990630 ACCESSION NUMBER: 0001047469-99-025833 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HONEYWELL INC CENTRAL INDEX KEY: 0000048305 STANDARD INDUSTRIAL CLASSIFICATION: AUTO CONTROLS FOR REGULATING RESIDENTIAL & COMML ENVIRONMENT [3822] IRS NUMBER: 410415010 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-20629 FILM NUMBER: 99655455 BUSINESS ADDRESS: STREET 1: HONEYWELL PLZ STREET 2: 2701 4TH AVE S CITY: MINNEAPOLIS STATE: MN ZIP: 55408 BUSINESS PHONE: 6129511000 MAIL ADDRESS: STREET 1: PO BOX 524 CITY: MINEAPOLIS STATE: MN ZIP: 55440-0524 FORMER COMPANY: FORMER CONFORMED NAME: MINNEAPOLIS HONEYWELL REGULATOR CO DATE OF NAME CHANGE: 19670213 11-K 1 FORM 11-K 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 (Mark One) [ X ] Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 1998 OR [ ] Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to ------------------ ------------------- Commission File Number 33-44282 A. Full title of the plan and address of the plan, if different from that of the issuer named below: HONEYWELL RETIREMENT INVESTMENT PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: HONEYWELL INC. Honeywell Plaza Minneapolis, Minnesota 55408 Included herewith and set forth on pages 2 to 10 hereof are the Honeywell Retirement Investment Plan Financial Statements for the Years Ended December 31, 1998 and 1997 and Supplemental Schedules for the Year Ended December 31, 1998 prepared by the firm of Deloitte & Touche LLP, Independent Auditors. HONEYWELL RETIREMENT INVESTMENT PLAN FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997 AND INDEPENDENT AUDITORS' REPORT HONEYWELL RETIREMENT INVESTMENT PLAN TABLE OF CONTENTS - ------------------------------------------------------------------------------- PAGE INDEPENDENT AUDITORS' REPORT 1 FINANCIAL STATEMENTS: Statements of Net Assets Available for Benefits, December 31, 2, 3 1998 and 1997 Statements of Changes in Net Assets Available for Benefits, Years Ended December 31, 1998 and 1997 4, 5 Notes to Financial Statements 6 EXHIBIT 23.1 Independent Auditors' Consent i INDEPENDENT AUDITORS' REPORT Honeywell Retirement Investment Plan We have audited the statement of net assets available for benefits of Honeywell Retirement Investment Plan (the Plan) as of December 31, 1998 and 1997 and the statement 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, the accompanying financial statements present fairly, in all material respects, the net assets available for benefits as of December 31, 1998 and 1997 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 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 it is not a required part of the basic financial statements. This supplemental information by fund is the responsibility of the Plan's management. Such supplemental information by fund has been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. Minneapolis, Minnesota June 18, 1999 1 HONEYWELL RETIREMENT INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1998 (IN THOUSANDS)
- -------------------------------------------------------------------------------------------------------------------------------- SUPPLEMENTAL INFORMATION BY FUND - -------------------------------------------------------------------------------------------------------------------------------- GOVERNMENT SHORT-TERM DIVERSIFIED HONEYWELL UNITED COLUMBIA COMBINED INCOME BOND BALANCED S&P 500 STOCK INCOME SPECIAL TOTAL FUND FUND FUND FUND FUND FUND FUND ASSETS: Investments in Master Trusts $2,917,806 $755,801 $879,242 $622,829 $508,952 $15,369 $ 1,498 Investments at U.S. Bank 41,541 Other receivables 13,745 3,001 10,326 418 ---------- -------- -------- -------- -------- ------- ------- Total assets 2,973,092 758,802 889,568 623,247 508,952 15,369 1,498 LIABILITIES: Administration fees payable 407 117 171 119 Other payables 13,598 3,001 10,146 451 Total liabilities 14,005 3,118 10,317 570 ---------- -------- -- -------- -------- -------- ------- ------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $2,959,087 $755,684 $- $879,251 $622,677 $508,952 $15,369 $ 1,498 ---------- -------- -- -------- -------- -------- ------- ------- ---------- -------- -- -------- -------- -------- ------- ------- - -------------------------------------------------------------------------------------------------------------------- SUPPLEMENTAL INFORMATION BY FUND - -------------------------------------------------------------------------------------------------------------------- T. ROWE T. ROWE T. ROWE VANGUARD PRICE PRICE PRICE WORLD INTERNATIONAL SMALL CAP EQUITY JANUS GROWTH STOCK VALUE INCOME ISOLATED PARTICIPANT FUND FUND FUND FUND FUND FUNDS LOANS ASSETS: Investments in Master Trusts $63,976 $36,240 $4,927 $7,870 $ 9 $21,093 Investments at U.S. Bank $ 41,541 Other receivables ------- ------- ------ ------ ---- -------- ------- Total assets 63,976 36,240 4,927 7,870 9 41,541 21,093 LIABILITIES: Administration fees payable Other payables Total liabilities ------- ------- ------ ------ ---- -------- ------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $63,976 $36,240 $4,927 $7,870 $ 9 $ 41,541 $21,093 ------- ------- ------ ------ ---- -------- ------- ------- ------- ------ ------ ---- -------- -------
See accompanying notes to financial statements. 2 HONEYWELL RETIREMENT INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1997 (IN THOUSANDS)
- -------------------------------------------------------------------------------------------------------------------------------- SUPPLEMENTAL INFORMATION BY FUND - -------------------------------------------------------------------------------------------------------------------------------- GOVERNMENT SHORT-TERM DIVERSIFIED HONEYWELL UNITED COLUMBIA COMBINED INCOME BOND BALANCED S&P 500 STOCK INCOME SPECIAL TOTAL FUND FUND FUND FUND FUND FUND FUND ASSETS: Investments in Master Trusts $2,985,981 $807,708 $1,021 $870,563 $569,385 $476,681 $12,375 $59,753 Investments at U.S. Bank 41,541 Other receivables 19,915 7,308 2,787 ---------- -------- ------ -------- -------- -------- ------- ------- Total assets 3,047,437 815,016 1,021 873,350 569,385 476,681 12,375 59,753 LIABILITIES: Administration fees payable 357 74 167 116 Other payables 10,175 7,308 2,786 81 Total liabilities 10,532 7,382 2,953 197 ---------- -------- ------ -------- -------- -------- ------- ------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $3,036,905 $807,634 $1,021 $870,397 $569,188 $476,681 $12,375 $59,753 ---------- -------- ------ -------- -------- -------- ------- ------- ---------- -------- ------ -------- -------- -------- ------- ------- - ------------------------------------------------------------------------------------------------------------------------------ SUPPLEMENTAL INFORMATION BY FUND - ------------------------------------------------------------------------------------------------------------------------------ T. ROWE T. ROWE T. ROWE VANGUARD PRICE PRICE PRICE WORLD INTERNATIONAL SMALL CAP EQUITY JANUS GROWTH STOCK VALUE INCOME ISOLATED PARTICIPANT FUND FUND FUND FUND FUND FUNDS LOANS ASSETS: Investments in Master Trusts $47,908 $32,886 $20,709 $25,661 $ 3,963 $57,368 Investments at U.S. Bank $ 41,541 Other receivables 9,820 ------- ------- ------- ------- ------- -------- ------- Total assets 57,728 32,886 20,709 25,661 3,963 41,541 57,368 LIABILITIES: Administration fees payable Other payables Total liabilities ------- ------- ------- ------- ------- -------- ------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $57,728 $32,886 $20,709 $25,661 $ 3,963 $ 41,541 $57,368 ------- ------- ------- ------- ------- -------- ------- ------- ------- ------- ------- ------- -------- -------
See accompanying notes to financial statements. 3 HONEYWELL RETIREMENT INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS YEAR ENDED DECEMBER 31, 1998 (IN THOUSANDS)
- ----------------------------------------------------------------------------------------------------------------------------------- SUPPLEMENTAL INFORMATION BY FUND - ----------------------------------------------------------------------------------------------------------------------------------- GOVERNMENT SHORT-TERM DIVERSIFIED DIVERSIFIED HONEYWELL UNITED COMBINED INCOME BOND INCOME BALANCED S&P 500 STOCK INCOME TOTAL FUND FUND FUND FUND FUND FUND FUND NET INVESTMENT INCOME IN MASTER TRUSTS $ 444,848 $ 38,903 $ 36 $ $ 170,142 $ 148,150 $ 54,076 $ 3,002 CONTRIBUTIONS: Employer contributions Rollover contributions Employee pretax contributions ----------- --------- ------- ---- -------- -------- --------- ------- Total contributions TRANSFERS FROM (TO) OTHER FUNDS 721 1,540 (28,295) 29,803 ----------- --------- ------- ---- -------- -------- --------- ------- TOTAL INVESTMENT INCOME, CONTRIBUTIONS, AND TRANSFERS 444,848 39,624 36 171,682 119,855 83,879 3,002 LOANS: Repayments 5,853 1,395 1,525 Distributions DISTRIBUTIONS TO PARTICIPANTS (519,312) (96,566) (1,056) (162,882) (67,098) (51,329) TRUSTEES' AND ADMINISTRATIVE FEES (3,354) (861) (1) (1,339) (793) (279) (8) ----------- --------- ------- ---- -------- -------- --------- ------- (DECREASE) INCREASE IN NET ASSETS (77,818) (51,950) (1,021) 8,856 53,489 32,271 2,994 NET ASSETS AVAILABLE FOR BENEFITS AT BEGINNING OF YEAR 3,036,905 807,634 1,021 870,397 569,188 476,681 12,375 ----------- --------- ------- ---- -------- -------- --------- ------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $ 2,959,087 $ 755,684 $ - $ $879,253 $622,677 $ 508,952 $15,369 ----------- --------- ------- ---- -------- -------- --------- ------- ----------- --------- ------- ---- -------- -------- --------- ------- - ----------------------------------------------------------------------------------------------------------------------------------- SUPPLEMENTAL INFORMATION BY FUND - ----------------------------------------------------------------------------------------------------------------------------------- T. ROWE T. ROWE T. ROWE VANGUARD PRICE PRICE PRICE COLUMBIA WORLD INTERNATIONAL SMALL CAP EQUITY SPECIAL JANUS GROWTH STOCK VALUE INCOME ISOLATED PARTICIPANT FUND FUND FUND FUND FUND FUND FUNDS LOANS NET INVESTMENT INCOME IN MASTER TRUSTS $ 1,177 $ 18,031 $ 11,871 $ 1,228 $ (3,561) $ 227 $ 1,566 CONTRIBUTIONS: Employer contributions Rollover contributions Employee pretax contributions -------- -------- -------- -------- -------- ------- -------- Total contributions TRANSFERS FROM (TO) OTHER FUNDS 9,016 (4,301) (8,484) -------- -------- -------- -------- -------- ------- -------- TOTAL INVESTMENT INCOME, CONTRIBUTIONS, AND TRANSFERS 1,177 27,047 11,871 (3,073) (12,045) 227 1,566 LOANS: Repayments 130 130 130 (9,163) Distributions DISTRIBUTIONS TO PARTICIPANTS (59,427) (20,898) (8,626) (12,703) (5,866) (4,181) (28,680) TRUSTEES' AND ADMINISTRATIVE FEES (5) (31) (21) (6) (10) -------- -------- -------- -------- -------- ------- -------- (DECREASE) INCREASE IN NET ASSETS (58,255) 6,248 3,354 (15,782) (17,791) (3,954) (36,277) NET ASSETS AVAILABLE FOR BENEFITS AT BEGINNING OF YEAR 59,753 57,728 32,886 20,709 25,661 3,963 $ 41,541 57,368 -------- -------- -------- -------- -------- ------- -------- -------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $ 1,498 $ 63,976 $ 36,240 $ 4,927 $ 7,870 $ 9 $ 41,541 $ 21,091 -------- -------- -------- -------- -------- ------- -------- -------- -------- -------- -------- -------- -------- ------- -------- --------
See accompanying notes to financial statements. 4 HONEYWELL RETIREMENT INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS YEAR ENDED DECEMBER 31, 1997 (IN THOUSANDS)
- ---------------------------------------------------------------------------------------------------------------------------------- SUPPLEMENTAL INFORMATION BY FUND - ---------------------------------------------------------------------------------------------------------------------------------- GOVERNMENT SHORT-TERM DIVERSIFIED DIVERSIFIED HONEYWELL COMBINED INCOME BOND INCOME BALANCED S&P 500 STOCK TOTAL FUND FUND FUND FUND FUND FUND NET INVESTMENT INCOME IN MASTER TRUSTS $ (697,549) $ 112,792 $ (6,331) $ (13,320) $(162,615) $(195,183) $(458,114) OTHER 1,215,079 (320,543) 7,161 64,951 526,068 531,689 430,617 ----------- --------- -------- --------- --------- --------- --------- 517,530 (207,751) 830 51,631 363,453 336,506 (27,497) CONTRIBUTIONS: Employer contributions Rollover contributions Employee pretax contributions ----------- --------- -------- --------- --------- --------- --------- Total contributions TRANSFERS FROM (TO) OTHER FUNDS 359,133 (2,005) (53,465) (204,680) (191,284) 145,095 ----------- --------- -------- --------- --------- --------- --------- TOTAL INVESTMENT INCOME, CONTRIBUTIONS, AND TRANSFERS 517,530 151,382 (1,175) (1,834) 158,773 145,222 117,598 LOANS: Repayments 14,803 3,683 12,031 4,681) Distributions DISTRIBUTIONS TO PARTICIPANTS (976,584) (200,029) (1,654) (5,594) (268,070) (174,926) (215,609) TRUSTEES' AND ADMINISTRATIVE FEES (6,346) (3,100) 159 67 (790) (960) (1,392) ----------- --------- -------- --------- --------- --------- --------- (DECREASE) INCREASE IN NET ASSETS (465,400) (36,944) (2,670) (7,361) (106,404) (18,633) (94,722) NET ASSETS AVAILABLE FOR BENEFITS AT BEGINNING OF YEAR 3,502,305 844,578 3,691 7,361 976,801 587,821 571,403 ----------- --------- -------- --------- --------- --------- --------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $ 3,036,905 $ 807,634 $ 1,021 $ - $ 870,397 $ 569,188 $ 476,681 ----------- --------- -------- --------- --------- --------- --------- ----------- --------- -------- --------- --------- --------- --------- - ---------------------------------------------------------------------------------------------------------------------------------- SUPPLEMENTAL INFORMATION BY FUND - ---------------------------------------------------------------------------------------------------------------------------------- T. ROWE T. ROWE T. ROWE VANGUARD PRICE PRICE PRICE UNITED COLUMBIA WORLD INTERNATIONAL SMALL CAP EQUITY INCOME SPECIAL JANUS GROWTH STOCK VALUE INCOME ISOLATED PARTICIPANT FUND FUND FUND FUND FUND FUND FUND FUNDS LOANS NET INVESTMENT INCOME IN MASTER TRUSTS $ (1,569) $ 11,405 $ 6,934 $ 4,120 $ (2,327) $ (1,281) $ 1,480 $ 6,460 OTHER 1,580 8,364 14,175 3,500 8,755 7,160 5,026 $ (19,882) (53,542) -------- -------- -------- -------- -------- -------- -------- --------- --------- 11 19,769 21,109 7,620 6,428 5,879 6,506 (19,882) (47,082) CONTRIBUTIONS: Employer contributions Rollover contributions Employee pretax contributions -------- -------- -------- -------- -------- -------- -------- --------- --------- Total contributions TRANSFERS FROM (TO) OTHER FUNDS 12,283 (21,308) 20,008 (12,283) 811 13,518 (65,823) -------- -------- -------- -------- -------- -------- -------- --------- --------- TOTAL INVESTMENT INCOME, CONTRIBUTIONS, AND TRANSFERS 12,294 (1,539) 21,109 27,628 (5,855) 6,690 20,024 (85,705) (47,082) LOANS: Repayments 97 97 1,009 1,485 327 1,255 (39,468) Distributions DISTRIBUTIONS TO PARTICIPANTS (11,112) (10,556) (37,233) (6,795) (731) (23,296) (20,979) TRUSTEES' AND ADMINISTRATIVE FEES (18) (87) (82) (33) (51) (48) (11) -------- -------- -------- -------- -------- -------- -------- --------- --------- (DECREASE) INCREASE IN NET ASSETS 12,373 (12,641) 11,480 (8,153) (12,374) 7,166 (3,283) (85,705) (107,529) NET ASSETS AVAILABLE FOR BENEFITS AT BEGINNING OF YEAR 2 72,394 46,248 41,039 33,083 18,495 7,246 127,246 164,897 -------- -------- -------- -------- -------- -------- -------- --------- --------- NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $ 12,375 $ 59,753 $ 57,728 $ 32,886 $ 20,709 $ 25,661 $ 3,963 $ 41,541 $ 57,368 -------- -------- -------- -------- -------- -------- -------- --------- --------- -------- -------- -------- -------- -------- -------- -------- --------- ---------
See accompanying notes to financial statements. 5 HONEYWELL RETIREMENT INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 1998 AND 1997 - -------------------------------------------------------------------------------- 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING - The financial statements of the Honeywell Retirement Investment Plan (the Plan) are prepared under the accrual method of accounting. Contributions to the Plan were included in income in the year the contributions payable were accrued by Honeywell Inc. (the Sponsor) or paid in by plan participants. INVESTMENT VALUATION - All determinations of fair values of investments are made by the trustees and are based upon quoted prices in an active market, except unallocated insurance contracts, which are valued at their contract values, as determined by the issuing insurance companies. PAYMENT OF BENEFITS - Benefits are recorded when paid. 2. PLAN DESCRIPTION GENERAL INFORMATION - The Plan is a voluntary, tax-deferred savings program designed to provide supplemental retirement benefits to certain employees. It succeeded Part B of the Sperry Retirement Program. Most legal provisions of the Sperry Plan remained unchanged, and the Plan continues to serve employees covered by a collective bargaining agreement which provided for coverage under the Plan. The Board of Directors selects the standing member positions of the Savings Plan Committee, which is a named fiduciary in the document. The Savings Plan Committee has the authority to take such actions as may be necessary for the administration of the Plan. The Savings Plan Committee appoints the members to the Honeywell Pension and Retirement Administrative Committee and may delegate certain responsibilities to this Committee. In May 1996, the Sponsor sold the division to which the participants were employed. In accordance with the sale, participants can no longer contribute to the Plan and no longer receive contributions from the Sponsor. All participants became fully vested upon sale of the division. It is Honeywell's intent to hold these assets until the participants are eligible to access them under plan provisions. There were no other significant changes to the provisions of the Plan. LOANS TO PARTICIPANTS - The Plan allows participants to apply for and obtain loans in an amount as defined in the Plan (not less than $1,000 and not greater than $50,000 or 50% of their pretax and pretax rollover account balances) from the balance of their accounts. The loans can be repaid through payroll deductions over the period of 12 to 48 months or up to 180 months for the purchase of a primary residence, or they can be repaid in full at any time that is at least 6 months after the date of the loan. Interest is charged at a rate equal to prime rate plus 1%. Payments of principal and interest are credited to the participants' accounts. Also, participants may have only one outstanding loan at a time. No loans were made to participants subsequent to May 1996. 6 PARTICIPATION - Employees are eligible to participate in the Plan only if they are classified regular full-time or regular part-time employees, are not covered by any other savings plan maintained by Honeywell Inc., and are covered under a collective bargaining agreement which provides for participation in the Plan. VESTING - Participants are 100% vested in the portion of their individual accounts attributable to their contributions and become 100% vested in the portion of their accounts attributable to sponsor contributions to the Stock Match Fund after three years of service. In the event of plan termination, the individual participants' vested accounts become distributable to the participants or their beneficiaries in accordance with the provisions of the Plan. FORFEITURES - All nonvested sponsor contributions are forfeited by participants when they terminate employment. Prior to May 1996, such forfeitures are used to reduce the Sponsor's subsequent contributions. INVESTMENT OPTIONS - For contributions, the Plan provides for several investment options. Individual participants choose the fund or funds in which to invest from the following: GOVERNMENT INCOME FUND - Invests primarily in short-term U.S. Government securities. SHORT-TERM BOND FUND - Invests in U.S. Government, mortgage, and high-quality corporate bonds with short-term and intermediate-term (one to five years) maturities. DIVERSIFIED INCOME FUND - Diversified among U.S. Treasury bills, high-quality intermediate- and long-term bonds, and domestic stocks. DIVERSIFIED BALANCED FUND - Invests in domestic stocks that make up the Standard & Poor's 500 Composite Stock Index, high-quality bonds, T. Rowe Price Foreign Equity Fund, and U.S. Treasury bills. S&P 500 FUND - Invests in stocks that make up the Standard & Poor's 500 Composite Stock Index. HONEYWELL STOCK FUND - Invests entirely in shares of Honeywell Inc. common stock. UNITED INCOME FUND - Invests primarily in common stocks of large, well-established companies that pay above-average dividends. The Fund also invests, to a lesser extent, in fixed income securities - both high-quality corporate bonds and U.S. Treasury obligations. COLUMBIA SPECIAL FUND - Invests primarily in smaller companies with capitalizations that are less than the average for the companies included in the Standard & Poor's 500 Stock Index. JANUS FUND - Invests primarily in a combination of large, established corporations and small, rapidly emerging companies. VANGUARD WORLD GROWTH FUND - Invests primarily in high-quality, established growth stocks of companies with exceptional earnings records, strong market positions, good financial strength, and low sensitivity to changing economic conditions. 7 T. ROWE PRICE INTERNATIONAL STOCK FUND - Invests primarily in stock of established companies outside the United States with proven performance records. T. ROWE PRICE SMALL CAP VALUE FUND - Invests primarily in common stocks of small, rapidly growing companies. T. ROWE PRICE EQUITY INCOME FUND - Invests primarily in common stocks of large, well-established companies that pay above-average dividends. PLAN STATUS - The Plan has received a favorable determination letter from the Internal Revenue Service stating that the Plan was qualified under the applicable sections of the Internal Revenue Code. PLAN TERMINATION - Although it has not expressed any intent to do so, the Sponsor has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974. 3. INVESTMENT IN EXECUTIVE LIFE INSURANCE COMPANY At December 31, 1998 and 1997, the Plan's Isolated Funds consisted primarily of investments in Executive Life Insurance Company (Executive Life) guaranteed investment contracts (GICs), which represented approximately 1% of total net assets available for benefits in both years. In 1991, the State of California insurance commissioner seized Executive Life and placed it in a court-supervised conservatorship. As of the report date, June 11, 1998, the Plan has received 91% of the contract balance. Further, the Plan's management currently estimates that the sum of additional distributions from the conservator, and recoveries from various state guarantee funds, will not differ significantly from the remaining recorded contract values. After the conservatorship was established, the Sponsor isolated the Executive Life GICs into the Isolated Fund pursuant to a plan amendment requiring such action. Currently, there are certain restrictions on the ability to withdraw, transfer, or conduct settlement activity with respect to the remaining balances. 4. INTERESTS IN MASTER TRUSTS The Plan's investments are included in Master Trusts with T. Rowe Price Trust Company and U.S. Bank National Association, which were established in 1993 for the investment of assets of the Plan and several other Honeywell-sponsored retirement plans. Each participating retirement plan has an undivided interest in the Master Trusts. At December 31, 1998 and 1997, the Plan's interest in the net assets of the Master Trusts was approximately .1%, in each year. Investment income and administrative expenses related to the Master Trust are allocated to the individual plans based upon average monthly balances invested by each plan. 8 The following table presents the fair value of investments held in Master Trusts (in thousands).
1998 1997 Investments at fair value: Custom funds: Government Income Fund $ 405,703 $ 351,626 Short-Term Bond Fund 35,670 17,050 Diversified Income Fund 76,692 53,566 Diversified Balanced Fund 376,469 335,838 S&P 500 Fund 714,874 550,320 Honeywell Stock Fund 552,364 486,146 Mutual funds, primarily equity securities 587,066 450,322 Participants' loans 42,645 36,203 ------------ ------------ $ 2,791,483 $ 2,281,071 ------------ ------------ ------------ ------------
Investment income for the Master Trust is as follows (in thousands): Net appreciation of fair value of investments: Custom funds: Short-Term Bond Fund $ 1,887 $ 1,063 Diversified Income Fund 8,708 6,437 Diversified Balanced Fund 62,215 55,009 S&P 500 Fund 161,309 136,367 Honeywell Stock Fund 50,802 18,488 Mutual funds, primarily equity securities 44,825 31,918 ------------ ------------ 329,746 249,282 Interest and dividends 76,602 64,274 ------------ ------------ $ 406,348 $ 313,556 ------------ ------------ ------------ ------------
In 1993, the Sponsor transferred the GICs issued by Executive Life and Mutual Benefit Life Insurance Company to U.S. Bank National Association. A Master Trust was established for the investment of these assets of the Plan and several other Honeywell-sponsored retirement plans. Each participating retirement plan has an undivided interest in the Master Trust. At December 31, 1998 and 1997, the Plan's interest in the net assets of the Master Trust was approximately 1%. The contract value of the GICs for the Master Trust was approximately $6.6 million at December 31, 1998 and 1997. 5. PARTY-IN-INTEREST TRANSACTIONS There were no prohibited party-in-interest transactions during the years ended December 31, 1998 and 1997. 9 6. INFORMATION PROVIDED BY TRUSTEES Plan funds are held in trust by trustees for the sole purpose of making investments and plan payments and paying trust operating expenses. Trustees appointed by the Honeywell Pension and Retirement Committee as of December 31, 1998 were T. Rowe Price Trust Company and U.S. Bank National Association. The trustees provide the Plan with monthly statements which report all transactions. The plan administrator has obtained certifications from the trustees that the information in such statements is complete and accurate. The amounts in the accompanying statements of net assets available for benefits and of changes in net assets available for benefits have been derived from the information submitted by the trustees. The Government Income Fund, Stocks Plus Fund, S&P 500 Fund, and Honeywell Stock Fund individually represent 5% or more of net assets available for benefits as of December 31, 1998 and 1997. 7. SUBSEQUENT EVENT Effective June 7, 1999, Honeywell Inc., the Sponsor, and AlliedSignal Inc. signed a definitive merger agreement. The Sponsor has not yet determined the impact this event will have upon the Plan. 10 SIGNATURE 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. HONEYWELL RETIREMENT INVESTMENT PLAN Dated: June 29, 1999 By: /s/ Jim Porter ---------------------------------- Exhibit Index Page Exhibit 23.1 -- Independent Auditors' Consent i EX-23.1 2 EXHIBIT 23.1 EXHIBIT 23.1 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 33-44282 of the Honeywell Retirement Investment Plan on Form S-8 of our report dated June 18, 1999, appearing in this Annual Report on Form 11-K of the Honeywell Retirement Investment Plan for the year ended December 31, 1998. Minneapolis, Minnesota June 25, 1999 i -----END PRIVACY-ENHANCED MESSAGE-----