-----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, rdqGwvVY6hGuFTs0KT54T8PXWEng3rK2cTZ314yWHOdZxTguNZ19Ebh0j49ErSwj dtKzPyqQ67iABoTeC9spbg== 0000004977-94-000013.txt : 19940707 0000004977-94-000013.hdr.sgml : 19940707 ACCESSION NUMBER: 0000004977-94-000013 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AFLAC INC CENTRAL INDEX KEY: 0000004977 STANDARD INDUSTRIAL CLASSIFICATION: 6321 IRS NUMBER: 581167100 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07434 FILM NUMBER: 94536927 BUSINESS ADDRESS: STREET 1: 1932 WYNNTON RD CITY: COLUMBUS STATE: GA ZIP: 31999 BUSINESS PHONE: 4043233431 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN FAMILY CORP DATE OF NAME CHANGE: 19920306 11-K 1 FORM 11-K 1993 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 year ended December 31, 1993 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) 1932 Wynnton Road Columbus, Georgia 31999 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 report to be signed on its behalf by the undersigned hereunto duly authorized. AFLAC INCORPORATED 401(k) PLAN Date: June 29, 1994 By: /s/ Martin A. Durant, III __________________________________ Martin A. Durant, III Senior Vice President, Corporate Services AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Table of Contents _________________ Page ____ Independent Auditors' Report 1 Statements of Net Assets Available for Plan Benefits 2 Statements of Changes in Net Assets Available for Plan Benefits 3 Notes to Financial Statements 4-10 Schedule of Assets Held for Investment Purposes 11 Schedule of Reportable Transactions 12 ii KPMG Peat Marwick Certified Public Accountants One Peachtree Center Suite 2000 303 Peachtree Street, N.E. Atlanta, Georgia 30309 Telefax (404) 222-3050 (404) 222-3000 INDEPENDENT AUDITORS' REPORT The Administrative Committee AFLAC Incorporated 401(k) Plan: We have audited the accompanying statements of net assets of the AFLAC Incorporated 401(k) Plan (the Plan) as of December 31, 1993 and 1992, and the related statements of changes in net assets 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 upon 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 of the AFLAC Incorporated 401(k) Plan at December 31, 1993 and 1992, and the changes in net assets for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements of the AFLAC Incorporated 401(k) Plan taken as a whole. The supplementary information included in Schedules 1 and 2 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is 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. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. KPMG PEAT MARWICK April 29, 1994 1 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Statements of Net Assets Available for Plan Benefits December 31, 1993 and 1992 1993 1992 __________ __________ Assets: Investments (Note 5): Money market funds $ 142,077 $ - Mutual funds (cost $4,860,693) 5,256,093 - AFLAC Incorporated common stock (cost $3,125,746) 3,662,649 - Common trust funds (cost $1,674,256) 1,808,922 - AFLAC Incorporated commingled 401(k) investment fund (cost $3,028,101) - 3,382,852 __________ _________ Total investments 10,869,741 3,382,852 __________ _________ Receivables: Employee contributions 1,748 - AFLAC Incorporated 1,122,097 - Accrued interest and dividends 44 - Other 3,610 - __________ __________ Total receivables 1,127,499 - __________ __________ Cash 3,367 - __________ __________ Total assets 12,000,607 3,382,852 __________ __________ Liabilities: Excess employee contributions payable 98,957 - Other 26,859 - __________ __________ Total liabilities 125,816 - __________ __________ Net assets $11,874,791 $ 3,382,852 ========== ========== See accompanying notes to financial statements. 2 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Statements of Changes in Net Assets Available for Plan Benefits Years ended December 31, 1993 and 1992 1993 1992 __________ __________ Contributions: Participant withholdings $ 2,582,471 $ - Participant transfers from other plans 169,526 - AFLAC Incorporated matching 1,122,097 - __________ Total 3,874,094 - Transfer from affiliated plan 4,226,426 - Interest and dividend income 352,019 - Net realized gains on sale of investments 62,393 - Net unrealized appreciation on investments 289,734 - Net investment income from the AFLAC Incorporated commingled 401(k) Investment Fund - 342,659 Distributions to participants (312,727) (220,078) __________ __________ Increase in net assets 8,491,939 122,581 Net assets available for plan benefits: Beginning of year 3,382,852 3,260,271 __________ __________ End of year $11,874,791 $ 3,382,852 ========== ========== See accompanying notes to financial statements. 3 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Notes to Financial Statements December 31, 1993 and 1992 (1) DESCRIPTION OF THE PLAN The AFLAC Incorporated 401(k) Plan was approved by the Board of Directors of AFLAC Incorporated (the Company) on November 10, 1992, and became effective on January 1, 1993. The Plan was formed as a result of the merger of the AFLAC Incorporated 1991 401(k) Retirement Plan into the AFLAC Incorporated 1990 401(k) Retirement Plan. The Plan was established for the benefit of the employees of AFLAC Incorporated and related companies, American Family Life Assurance Company of Columbus (excluding Japan Branch employees), American Family Life Assurance Company of New York, AFLAC Broadcast Division, AFLAC International, Inc., and Communicorp, Inc. The following description provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. (a) GENERAL. Eligible employees may voluntarily participate in the Plan upon completing one year of service and attaining the age of 21. The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The Plan is administered by a plan administrator appointed by the Company's Board of Directors. All Plan expenses are paid by the Company. (b) CONTRIBUTIONS. Contributions to the Plan are made by both participants and the Company. Participants may contribute through payroll deductions from 1% to 18%, subject to certain limitations, of their aggregate compensation. The first 1% to 6% of participants' compensation contributed may be subject to a percentage matching contribution by the Company. For the years ended December 31, 1993 and 1992, the Company's matching contribution was 50% and 25%, respectively, of the first 6% of participants' contributions. (c) PARTICIPANT ACCOUNTS. An account is maintained for each participant and is credited with participant contributions and investment earnings/losses thereon. Contributions may be invested in one or more of the investment funds available under the Plan at the direction of the participant. A separate account is maintained with respect to each participant's interest in the Company's matching contributions. Amounts in this account are apportioned and invested in the same manner as the participant's account. 4 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Notes to Financial Statements (d) VESTING. Participants are 100% vested in their contributions plus actual investment earnings/losses thereon. Participants become vested in the Company's contribution upon completing five years of service. Employees who became participants on or before September 29, 1990 are 100% vested in all Company contributions. A participant's interest in the Company's contributions is also vested upon termination either because of death or disability or after attaining his/her early retirement date or normal retirement age. Participants forfeit the portion of their interest which is not vested upon termination of employment. (e) DISTRIBUTIONS. Participants may receive a distribution equal to the value of their account upon death, disability, retirement, or termination of either the participant's employment or the Plan. Distributions may only be made in the form of a lump-sum payment and/or AFLAC Incorporated common stock. (f) AGREEMENTS WITH TRUSTEE. The assets of the Plan are held in a trust maintained by Columbus Bank and Trust Company. (2) SUMMARY OF ACCOUNTING POLICIES (a) BASIS OF PRESENTATION. The accompanying statements of net assets and changes in net assets have been prepared on the accrual basis of accounting. (b) INVESTMENTS. Investments, including those held in the master trust in 1992, are stated at fair value based upon quotations obtained from national security exchanges or the value as determined by the trustees of money market or mutual funds. Securities transactions are accounted for on the trade date (the date the order to buy or sell is executed). Realized gains and losses on sale of investments are calculated based on the difference between selling price and cost on an average cost basis. The Company established commingled investment funds under a master trust arrangement with Columbus Bank and Trust Company effective July 1, 1991 to hold the combined assets of the 1990 Plan and the 1991 Plan. The Plan's investment in the AFLAC Incorporated commingled 401(k) fund at December 31, 1992, represents the pro rata interest in the net assets of the master trust. Effective January 1, 1993, the 1991 Plan and 1990 Plan were merged and such investments are now held directly by the Plan. 5 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Notes to Financial Statements (3) FEDERAL INCOME TAXES The Company has not filed an application for a tax determination letter with the Internal Revenue Service. When filed, if a favorable ruling is obtained, participants in the Plan will not be subject to Federal income taxes on their contributions, on amounts contributed by the employer, or on earnings or appreciation of investments held by the Plan until withdrawn by the participant or distributed to the participant's named beneficiary in the event of death. The Company expects the plan will obtain a favorable tax determination ruling. (4) PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right to terminate the Plan at any time subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts. (5) INVESTMENT FUNDS The following schedules show net assets of the trust as of December 31, 1993 and 1992 and changes in net assets for the years ended December 31, 1993 and 1992 by investment fund. 6 PAGE AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Notes to Financial Statements Net Assets December 31, 1993
Disburse- AFLAC Master Money ment GIC Income American Washington Incorporated Fidelity Market Fund Account Fund 4 Balanced Mutual Common Stock Magellan Totals ____________ ________ __________ ________ __________ ____________ ________ ______ Investments: Money market funds $ 238 32,698 17,025 30,041 62,075 - 142,077 Mutual funds - - - 1,480,523 3,036,098 - 739,472 5,256,093 AFLAC Incorporated common stock - - - - - 3,662,649 - 3,662,649 Common trust funds - - 1,808,922 - - - - 1,808,922 _________ ________ _________ _________ _________ _________ _______ __________ Total Investments 238 - 1,841,620 1,497,548 3,066,139 3,724,724 739,472 10,869,741 Receivables: Employee contributions 1,748 - - - - - - 1,748 AFLAC Incorporated - - 150,994 145,300 267,516 407,153 151,134 1,122,097 Accrued interest and dividends - 5 39 - - - - 44 Other assets 1,253 - - - - 2,357 - 3,610 Cash - 2,319 - - - 1,048 - 3,367 Accrued transfers (3,239) 23,620 (10,319) (4,607) (9,042) (3,896) 7,483 - Excess employee contributions payable - - (3,760) (17,795) (33,636) (30,723) (13,043) (98,957) Other liabilities - (25,944) - - - (915) - (26,859) _________ _______ _________ _________ _________ _________ _______ __________ Net assets $ - - 1,978,574 1,620,446 3,290,977 4,099,748 885,046 11,874,791 ========= ======= ========= ========= ========= ========= ======= ==========
7 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Notes to Financial Statements AFLAC Incorporated Commingled 401(k) Investment Fund Net Assets December 31, 1992
Disburse- AFLAC Master Money ment GIC Income American Washington Incorporated Fidelity Market Fund Account Fund 4 Balanced Mutual Common Stock Magellan Totals ____________ _________ __________ ________ __________ ____________ ________ ______ Investments: Money market funds $ 3,069 - 46,560 12,842 25,491 35,912 - 123,874 Mutual funds - - - 1,041,540 2,280,910 - 201,939 3,524,389 AFLAC Incorporated common stock - - - - - 2,146,762 - 2,146,762 Common trust funds - - 1,453,472 - - - - 1,453,472 _________ ________ _________ _________ _________ _________ _______ _________ Total Investments 3,069 - 1,500,032 1,054,382 2,306,401 2,182,674 201,939 7,248,497 Receivables: Employee contributions 2,147 - - - - - - 2,147 AFLAC Incorporated - - 83,963 68,569 139,120 127,637 25,977 445,266 Accrued interest and dividends - - 22 - - - - 22 Other assets 1,507 - - - - 778 - 2,285 Cash - 100 - 4 20 - - 124 Accrued transfers (6,723) 34,849 (14,467) (1,227) (4,498) (10,474) 2,540 - Excess employee contributions payable - - (1,462) (10,615) (22,604) (11,815) (2,396) (48,892) Other liabilities - (34,949) - - - (5,222) - (40,171) _________ _______ _________ _________ _________ _________ _______ _________ Net assets $ - - 1,568,088 1,111,113 2,418,439 2,283,578 228,060 7,609,278 ========= ======= ========= ========= ========= ========= ======= ========= Total Net Assets by Plan: 1990 Plan 3,382,852 1991 Plan 4,226,426
8 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Notes to Financial Statements Changes in Net Assets Year Ended December 31, 1993
AFLAC GIC Incorporated Income American Washington Common Fidelity Fund 4 Balanced Mutual Stock Magellan Totals ______ ________ __________ ____________ ________ ______ Contributions: Employee $ 435,805 379,021 716,725 985,998 234,448 2,751,997 AFLAC Incorporated 150,994 145,300 267,516 407,153 151,134 1,122,097 Transfer from affiliated plan 810,963 650,602 1,370,589 1,247,563 146,709 4,226,426 Interest and dividend income 248 112,333 146,064 42,014 51,360 352,019 Net realized gains on sale of investments 6,405 5,613 24,675 23,171 2,529 62,393 Net unrealized appreciation (depreciation) on investments 96,260 19,362 150,456 (1,635) 25,291 289,734 Transfers (210,002) (93,128) (366,093) 471,035 198,188 - Distributions to participants (69,224) (59,168) (66,805) (111,566) (5,964) (312,727) _________ _________ _________ _________ _______ __________ Net change 1,221,449 1,159,935 2,243,127 3,063,733 803,695 8,491,939 Net assets at beginning of year 757,125 460,511 1,047,850 1,036,015 81,351 3,382,852 _________ _________ _________ _________ _______ __________ Net assets at end of year $1,978,574 1,620,446 3,290,977 4,099,748 885,046 11,874,791 ========= ========= ========= ========= ======= ==========
9 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Notes to Financial Statements AFLAC Incorporated Commingled 401(k) Investment Fund Changes in Net Assets Year Ended December 31, 1992
AFLAC GIC Incorporated Income American Washington Common Fidelity Fund 4 Balanced Mutual Stock Magellan Totals ______ ________ __________ ____________ ________ ______ Contributions: Employee $ 457,267 349,107 728,098 580,335 55,476 2,170,283 AFLAC Incorporated 190,116 133,063 283,759 202,927 25,977 835,842 Interest and dividend income 47,144 61,857 91,378 23,891 15,638 239,908 Net realized gains on sale of investments 1,027 1,385 5,937 10,684 - 19,033 Net unrealized appreciation (depreciation) on investments 38,343 20,393 83,888 283,963 (6,268) 420,319 Transfers (211,269) (30,098) (157,297) 261,427 137,237 - Distributions to participants (133,156) (37,586) (103,714) (79,508) - (353,964) _________ _________ _________ _________ _______ _________ Net change 389,472 498,121 932,049 1,283,719 228,060 3,331,421 Net assets at beginning of year 1,178,616 612,992 1,486,390 999,859 - 4,277,857 _________ _________ _________ _________ _______ _________ Net assets at end of year $1,568,088 1,111,113 2,418,439 2,283,578 228,060 7,609,278 ========= ========= ========= ========= ======= =========
10 PAGE Schedule 1 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Item 27a - Schedule of Assets Held for Investment Purposes December 31, 1993 Shares/Units Description (1) Cost Current Value ____________ _______________ _________ _____________ Money Market Funds ------------------ Master Money Market 142,077 Fund $ 142,077 $ 142,077 _________ _________ Mutual Funds ------------ 170,759 Washington Mutual Fund 2,735,697 3,036,098 American Balanced 117,782 Mutual Fund 1,404,546 1,480,523 Fidelity Magellan 10,437 Mutual Fund 720,450 739,472 _________ _________ Total Mutual Funds 4,860,693 5,256,093 _________ _________ Common Stocks ------------- 128,514 AFLAC Incorporated 3,125,746 3,662,649 _________ _________ Common Trust Fund ----------------- 1,808,922 GIC Income Fund 1,674,256 1,808,922 _________ _________ Total Investments $ 9,802,772 $10,869,741 ========== ========== [FN] (1) All assets included are considered party-in-interest. 11 PAGE Schedule 2 AFLAC INCORPORATED 401(k) PLAN (formerly AFLAC Incorporated 1990 401(k) Retirement Plan) Item 27d - Schedule of Reportable Transactions Year Ended December 31, 1993
Purchase Selling Net Description (1) Number Price Price Cost Gain/(Loss) _______________ ______ ________ _______ ____ ___________ Purchases: Washington Mutual Fund 30 842,000 - 842,000 - American Balanced Mutual Fund 28 481,537 - 481,537 - Fidelity Magellan Mutual Fund 37 524,032 - 524,032 - AFLAC Incorporated Common Stock 78 1,610,463 - 1,610,463 - GIC Income Fund 48 866,608 - 866,608 - Sales: Washington Mutual Fund 11 - 253,561 228,886 24,675 American Balanced Mutual Fund 9 - 67,529 61,916 5,613 Fidelity Magellan Mutual Fund 2 - 12,677 11,791 886 AFLAC Incorporated Common Stock 26 - 109,699 86,528 23,171 GIC Income Fund 34 - 629,303 621,255 8,048 (1) All transactions are considered party-in-interest.
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