-----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, dyh8Yo/7MuXalUi40e4bfv33Iyy95iTkg31x441jAaHwivOZmFOJ3qZGZpm37Xhk U9Zwern+MAuCiD5k16+gDQ== 0000050485-94-000010.txt : 19940701 0000050485-94-000010.hdr.sgml : 19940701 ACCESSION NUMBER: 0000050485-94-000010 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940615 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INGERSOLL RAND CO CENTRAL INDEX KEY: 0000050485 STANDARD INDUSTRIAL CLASSIFICATION: 3560 IRS NUMBER: 135156640 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00985 FILM NUMBER: 94534313 BUSINESS ADDRESS: STREET 1: 200 CHESTNUT RIDGE RD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07675 BUSINESS PHONE: 2015730123 MAIL ADDRESS: STREET 1: 200 CHESTNUT RIDGE ROAD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07675 11-K 1 FORM 11-K FOR YEAR ENDED DECEMBER 31, 1993 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM ll-K X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1993 or TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number A. Full title of the plan and address of the plan, if different from that of the issuer named below: INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Ingersoll-Rand Company P. O. Box 8738 Woodcliff Lake, New Jersey 07675 1 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Savings Plan Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Ingersoll-Rand Company Savings and Stock Investment Plan (Registrant) Date June 15, 1994 By /S/Donald H. Rice Donald H. Rice Savings Plan Committee Chairman 2 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (Post-Effective Amendment No. 5 to No. 2-64708) of Ingersoll-Rand Company of our report dated May 23, 1994 appearing on page 5 of this Form 11-K. /S/ Price Waterhouse PRICE WATERHOUSE Morristown, NJ June 15, 1994 3 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN INDEX TO FINANCIAL STATEMENTS Page Report of independent accountants 5 Statement of financial condition at December 31, 1993 and 1992: Combined Plan Summary 6 Fixed Income Fund 7 Mutual Fund 8 Company Stock Fund 9 Loan Fund 10 Statement of income and changes in plan/fund equity for the years ended December 31, 1993 and 1992: Combined Plan Summary 6 Fixed Income Fund 7 Mutual Fund 8 Company Stock Fund 9 Loan Fund 10 Notes to financial statements 11-19 4 Report of Independent Accountants To the Savings Plan Committee and Participants of the Ingersoll-Rand Company Savings and Investment Plan In our opinion, the financial statements listed in the accompanying index present fairly, in all material respects, the financial position of the Ingersoll-Rand Company Savings and Stock Investment Plan at December 31, 1993 and 1992, and the results of its operations and the changes in its plan equity for the years then ended, in conformity with generally accepted accounting principles. These financial statements are the responsibility of the Savings Plan Committee; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with generally accepted auditing standards which 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, assessing the accounting principles used and significant estimates made by the Savings Plan Committee, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. /S/ Price Waterhouse PRICE WATERHOUSE Morristown, New Jersey May 23, 1994 5 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN COMBINED PLAN SUMMARY STATEMENT OF FINANCIAL CONDITION December 31 1993 1992 Assets: Investments at current value: Combined Trust Fixed Income Fund $121,192,704 $114,721,757 Combined Trust Mutual Fund 80,256,130 60,021,572 Combined Trust Ingersoll-Rand Company Stock Fund 192,287,688 151,997,503 393,736,522 326,740,832 Participant loans receivable, net 16,829,263 16,537,627 Contributions receivable, net 3,611,743 3,375,732 Total assets 414,177,528 346,654,191 Plan equity $414,177,528 $346,654,191 STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY For the years ended December 31 1993 1992 Contributions: Participants $ 32,162,069 $ 31,243,727 Company 11,511,940 11,729,652 43,674,009 42,973,379 Income: Dividends and interest 13,631,187 14,447,593 Net appreciation of investments 55,716,388 13,888,001 Net income 69,347,575 28,335,594 Total 113,021,584 71,308,973 Participant withdrawals and distributions 45,809,609 41,399,566 Transfers (from) to other plans, net (311,362) 32,793,411 Net increase (decrease) in plan equity 67,523,337 (2,884,004) Plan equity at beginning of year 346,654,191 349,538,195 Plan equity at end of year $414,177,528 $346,654,191 See accompanying notes to financial statements. 6 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN FIXED INCOME FUND STATEMENT OF FINANCIAL CONDITION December 31 1993 1992 Assets: Investments at current value: Combined Trust Fixed Income Fund $121,192,704 $114,721,757 Contributions receivable, net 1,403,395 1,445,106 Total assets 122,596,099 116,166,863 Fund equity $122,596,099 $116,166,863 STATEMENT OF INCOME AND CHANGES IN FUND EQUITY For the years ended December 31 1993 1992 Contributions from participants $ 17,266,615 $ 18,149,038 Income: Interest 8,048,111 9,043,454 Net income 8,048,111 9,043,454 Transfers to other funds, net (581,248) (5,184,023) Total 24,733,478 22,008,469 Participant withdrawals and distributions 18,440,086 17,732,298 Transfers (from) to other plans, net (135,844) 11,613,796 Net increase (decrease) in fund equity 6,429,236 (7,337,625) Fund equity at beginning of year 116,166,863 123,504,488 Fund equity at end of year $122,596,099 $116,166,863 See accompanying notes to financial statements. 7 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN MUTUAL FUND STATEMENT OF FINANCIAL CONDITION December 31 1993 1992 Assets: Investments at current value: Combined Trust Mutual Fund $80,256,130 $60,021,572 Contributions receivable, net 1,032,739 754,514 Total assets 81,288,869 60,776,086 Fund equity $81,288,869 $60,776,086 STATEMENT OF INCOME AND CHANGES IN FUND EQUITY For the years ended December 31 1993 1992 Contributions from participants $10,848,533 $ 9,418,521 Income: Dividends and interest 4,837,730 4,233,743 Net appreciation of investments 5,115,439 131,782 Net income 9,953,169 4,365,525 Transfers from other funds, net 6,292,084 1,324,181 Total 27,093,786 15,108,227 Participant withdrawals and distributions 6,688,769 4,805,286 Transfers (from) to other plans, net (107,766) 5,123,736 Net increase in fund equity 20,512,783 5,179,205 Fund equity at beginning of year 60,776,086 55,596,881 Fund equity at end of year $81,288,869 $60,776,086 See accompanying notes to financial statements. 8 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN COMPANY STOCK FUND STATEMENT OF FINANCIAL CONDITION December 31 1993 1992 Assets: Investments at current value: Combined Trust Ingersoll-Rand Company Stock Fund $192,287,688 $151,997,503 Contributions receivable, net 1,175,609 1,176,112 Total assets 193,463,297 153,173,615 Fund equity $193,463,297 $153,173,615 STATEMENT OF INCOME AND CHANGES IN FUND EQUITY For the years ended December 31 1993 1992 Contributions: Participants $ 4,046,921 $ 3,676,168 Company 11,511,940 11,729,652 15,558,861 15,405,820 Income: Net appreciation of investments 50,600,949 13,756,219 Net income 50,600,949 13,756,219 Transfers (to) from other funds, net (6,071,293) 2,002,628 Total 60,088,517 31,164,667 Participant withdrawals and distributions 19,854,396 18,181,264 Transfers (from) to other plans, net (55,561) 14,984,342 Net increase (decrease) in fund equity 40,289,682 (2,000,939) Fund equity at beginning of year 153,173,615 155,174,554 Fund equity at end of year $193,463,297 $153,173,615 See accompanying notes to financial statements. 9 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN LOAN FUND STATEMENT OF FINANCIAL CONDITION December 31 1993 1992 Participant loans receivable, net $16,829,263 $16,537,627 Fund equity $16,829,263 $16,537,627 STATEMENT OF INCOME AND CHANGES IN FUND EQUITY For the years ended December 31 1993 1992 Transfers from other funds for loans $ 9,500,000 $ 9,688,615 Interest income from loans 745,346 1,170,396 10,245,346 10,859,011 Transfers to other funds for repayments 9,139,543 7,831,401 Transfers (from) to other plans, net (12,191) 1,071,537 Participant distributions 826,358 680,718 Net increase in fund equity 291,636 1,275,355 Fund equity at beginning of year 16,537,627 15,262,272 Fund equity at end of year $16,829,263 $16,537,627 See accompanying notes to financial statements. 10 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS NOTE 1 - DESCRIPTION OF THE PLAN: The following brief description of the Ingersoll-Rand Company Savings and Stock Investment Plan (plan) is for general information purposes. Participants should refer to the plan document for more complete information. The Ingersoll-Rand Company (company) adopted the plan for eligible employees of participating locations. Members of collective bargaining units may not participate in the plan, unless provided for in their collective bargaining agreement. Eligible employees may participate the first day of the month following 30 calendar days of employment. Participants may contribute as basic contributions one to six percent (in whole percentages) of their compensation through payroll deductions. Participants contributing six percent of compensation may contribute an additional one to eight percent of compensation as supplemental contributions. Only basic contributions receive company matching contributions. Participants may use before or after-tax dollars for part or all of their contributions. Contributions are subject to varying limitations to ensure compliance with Internal Revenue Code requirements. Participants may change their contribution amounts effective the first day of any payroll period with proper advance written notice. The plan assets are held in the Combined Investment Trust (Combined Trust), together with assets from other participating plans. Participants may invest their contributions, in multiples of one percent, in one or more of the following funds: o Fixed Income Fund - A fund that invests in securities and debt that produce a fixed rate of return. Investments may include United States government securities, corporate bonds, notes, debentures, convertible securities, preferred stocks, investment funds or investment contracts. o Mutual Fund - Participants may select the following Fidelity Mutual Funds: Fidelity Fund, Growth and Income Portfolio, U.S. Equity Index Portfolio, and Magellan Fund. 11 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS o Company Stock Fund - A mutual fund consisting primarily of the company's common stock. This fund limits participant investment to 50% of current contributions or account balance on transfers. Each fund reinvests its income in that fund. The company matches basic contributions at a rate determined annually by the company's board of directors. For 1993 and 1992, the match was set at 50 percent of basic contributions. The plan requires that company contributions be at least 25 percent, but no more than 100 percent of participants' basic contributions. Participant contributions are always 100 percent vested. Company contributions vest on a seven-year, graded-vesting schedule. Employees are 20 percent vested after completing three years of service. The vested percentage then increases in increments of 20 percent per year until fully vested after seven years of service. All company contributions become 100 percent vested if the participant's employment terminates due to disability, retirement or death. On any business day, participants may change their allocation of future contributions and transfer prior contributions between funds. Transfers of prior contributions are in whole percentages or dollars (with a $250 minimum). Participants have several options that permit access to their contributions, earnings and certain vested company contributions. These options are subject to certain rules and restrictions. Plan distributions may be in the form of a lump sum, installments over a maximum of five years or in such other manner that the Savings Plan Committee may permit. The Savings Plan Committee, appointed by the company's board of directors, manages the plan. The Finance Committee of the company's board of directors establishes the plan's investment policies. The company intends to continue the plan indefinitely. However, the company retains the right to discontinue the plan. If the company discontinues the plan, all participant account balances become fully vested at the termination date. 12 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The plan follows the accrual method of accounting. A summary of the plan's significant accounting policies follows. Valuation of Investments: Plan assets are part of the Combined Trust, which provides unified investment management. The Fidelity Management Trust Company (trustee) invests the plan assets in the various Combined Trust investment funds. Separate participant accounts are maintained by investment fund. These accounts record contributions, withdrawals, transfers, earnings and changes in market value. The insurance company guaranteed interest contracts and the Putnam Guaranteed Horizon Accounts are recorded at their respective contract value. Contract value approximates current value assuming the trust holds the investment until maturity. Contract value equals principal plus cumulative interest earned, reduced by distributions. The Fidelity Retirement Money-Market Portfolio contains short-term debt, including commercial paper, bank certificates of deposit and collateralized repurchase agreements. The Fidelity Separate U.S. Government Reserves Portfolio invests in money- market debt. All investments are issued or guaranteed by the U.S. government or its agencies. Repurchase agreements are secured by such instruments. Rates of return on the money-market funds vary with the instruments purchased and changes in short-term interest rates. The financial statements report investments in the Mutual Fund and the Company Stock Fund at current value based on published market quotations. Security Transactions and Investment Income: Realized gains or losses on security transactions are recorded on trade date. Realized gains or losses are the difference between the proceeds received and the participant's average unit cost. 13 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS Dividend income is recorded on the ex-dividend date and interest income is recorded when earned. The statement of income and changes in plan equity includes unrealized appreciation or depreciation in accordance with the policy of stating investments at current value. Contributions: Participant and company matching contributions are made to the Combined Trust within five working days after the end of the month. Participant contributions for each fund are based on the participants' investment decisions. The company matching contributions are made to the Company Stock Fund in cash or common stock. Forfeitures: Forfeitures of nonvested company contributions occur when participants are terminated. Forfeitures of $777,301 in 1993 and $560,449 in 1992 were used to reduce future company contributions. Expenses of the Plan: Most expenses for the administration of the plan and the Combined Trust are paid for by the company. Expenses of the funds related to the investment and reinvestment of assets are included in the cost of the related investments. Benefit obligations: Employee distributions to terminated employees are recorded in each fund's financial statements, when paid. The approved and unpaid amounts at December 31, 1993 totaled $219,707 and at December 31, 1992 were insignificant. 14 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS NOTE 3 - FIXED INCOME FUND: Investments in the Fixed Income Fund at December 31 were as follows: 1993 1992 Benefit accumulation contracts with Aetna Life Insurance Company $ 14,711,197 $ 22,239,938 Group annuity contracts with: The Travelers Companies 3,920,135 3,661,967 Hartford Life Insurance Company 3,243,161 9,120,429 Putnam Guaranteed Horizon Accounts 121,719,040 101,314,890 Fidelity Retirement Money- Market Portfolio 17,339,721 12,635,837 Total Combined Trust Fixed Income Fund 160,933,254 148,973,061 Less: Other plans 39,740,550 34,251,304 Plan investment in Fixed Income Fund $121,192,704 $114,721,757 The deposit held in the Aetna Life Insurance Company benefit accumulation contract has a fixed interest rate of 9.23% and matures December 5, 1994. On December 14, 1993, a $9.5 million benefit accumulation contract with Aetna matured. The trustee transferred the funds to the Fidelity Retirement Money-Market Portfolio. The Travelers Companies' group annuity contract establishes a new interest rate every December, when the contract renews. The new rate applies to all funds held in the group annuity contract during the next plan year. The interest rate was 7.05% for 1993 and is set at 6.4% for 1994. The contract has no final maturity date and ends upon written notice. The Hartford Life Insurance Company's group annuity contract has a fixed interest rate of 9.08% and matures December 31, 1994. Certain assets of the plan are invested in Putnam Guaranteed Horizon accounts. Putnam Fiduciary Trust Company manages these accounts and provides a guaranteed annual rate of return and specific distributions through the maturity of the account. 15 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS At December 31, 1993, the annual rate of return and maturity dates were as follows: Amount Interest Rate Maturity Date $ 9,856,416 8.57% February 15, 1994 10,355,628 8.09% February 15, 1996 10,049,992 8.21% May 15, 1996 18,312,621 4.70% November 15, 1996 15,107,102 6.12% May 15, 1997 21,395,076 7.63% December 22, 1997 36,642,205 6.41% November 15, 1999 $121,719,040 The Fidelity Retirement Money-Market Portfolio reported an annual rate of return of 2.99% and 3.75% for 1993 and 1992, respectively. NOTE 4 - MUTUAL FUND: Participants in the Mutual Fund may invest in the Fidelity Fund, Growth and Income Portfolio, U.S. Equity Index Portfolio and Magellan Fund. Each fund consists of a portfolio of common stocks or other securities based on the fund's investment objective. Prospectuses are available from the Fidelity Management Trust Company. Investments in the Mutual Fund at December 31 were as follows: 1993 1992 Fidelity Fund $ 4,132,465 $ 1,860,627 Growth and Income Portfolio 22,079,073 11,712,911 U.S. Equity Index Portfolio 45,590,187 45,449,681 Magellan Fund 31,327,038 16,340,239 Total Combined Trust Mutual Fund 103,128,763 75,363,458 Less: Other Plans 22,872,633 15,341,886 Plan investment in Mutual Fund $80,256,130 $60,021,572 These funds cost $94,887,251 and $71,447,704 at December 31, 1993 and 1992, respectively. 16 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS Net realized and unrealized appreciation or (depreciation) of investments for the years ended December 31, 1993 and 1992, were as follows: 1993 1992 Fidelity Fund $ (24,150) $ 28,306 Growth and Income Portfolio 1,800,981 (375,078) U.S.Equity Index Portfolio 2,476,178 1,917,619 Magellan Fund 2,146,258 (1,169,544) Total Combined Trust Mutual Fund 6,399,267 401,303 Less: Other plans 1,283,828 269,521 Net plan appreciation $5,115,439 $ 131,782 NOTE 5 - COMPANY STOCK FUND: Investments in the Company Stock Fund at December 31 were as follows: 1993 1992 Ingersoll-Rand Company common stock $211,944,551 $167,227,013 Fidelity Separate U.S. Government Reserves Portfolio 1,462,125 2,143,225 Total Combined Trust Company Stock Fund 213,406,676 169,370,238 Less: Other plans 21,118,988 17,372,735 Plan investment in Company Stock Fund $192,287,688 $151,997,503 The Company Stock Fund investment in company common stock at December 31, 1993 and 1992, included 5,541,034 shares and 5,741,700 shares, respectively. At December 31, 1993 and 1992, these shares cost $103,917,832 and $101,977,275, respectively. 17 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS Net realized and unrealized appreciation or (depreciation) of investments for the years ended December 31, 1993 and 1992, were as follows: 1993 1992 Combined Investment Trust $56,158,664 $13,167,932 Less: Other plans 5,557,715 (588,287) Net plan appreciation $50,600,949 $13,756,219 NOTE 6 - LOAN FUND: The plan allows participants to borrow from their vested account balances subject to certain limits. Loans are withdrawn from the participants' accounts in a sequence outlined in the plan. The Savings Plan Committee establishes the loan interest rate and reviews the rate quarterly. The interest rate on new loans in 1993 ranged from 8% to 9%. In 1992, the interest rate on new loans was 9%. Interest charges begin 60 days after the initial loan date. Loans are repaid in equal installments through payroll deductions over a maximum of five years. Loan repayments consist of interest and principal, and are reinvested according to the participant's current investment elections. If a participant terminates employment with the company, any outstanding loan balance is considered a distribution. NOTE 7 - FEDERAL INCOME TAXES: In June 1991, a favorable determination letter was received from the Internal Revenue Service indicating that the plan documentation satisfied the requirements for tax qualification under Section 401(a) of the Internal Revenue Code. The trust established for the plan is exempt from federal income tax under Section 501(a) of the Internal Revenue Code. Filing for certain amendments is pending. The company believes the plan complies with Section 401(a); therefore, the financial statements do not provide for income taxes. 18 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS Employees defer taxes on income earned, company contributions and contributions made under the salary deferral feature. Taxes on employee distributions depend on the form and amount of such payment. NOTE 8 - TRANSFERS (FROM) TO OTHER PLANS: Transfers (from) to the Ingersoll-Dresser Pump Company Savings and Investment Plan were $(311,362) and $31,717,017 in 1993 and 1992, respectively. There were no other significant plan to plan transfers. 19 -----END PRIVACY-ENHANCED MESSAGE-----