-----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, V2DnlvRbe2CSCbhBek9WnOBSq/EEAZyFsdpd8m6OLxprZuXuNDUfUhs2FmKMpOIg H507RCzKFItbTUGmcOHUBQ== 0000052466-95-000007.txt : 19990319 0000052466-95-000007.hdr.sgml : 19990319 ACCESSION NUMBER: 0000052466-95-000007 CONFORMED SUBMISSION TYPE: 11-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IONICS INC CENTRAL INDEX KEY: 0000052466 STANDARD INDUSTRIAL CLASSIFICATION: 3559 IRS NUMBER: 042068530 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K/A SEC ACT: SEC FILE NUMBER: 001-07211 FILM NUMBER: 95549440 BUSINESS ADDRESS: STREET 1: 65 GROVE ST CITY: WATERTOWN STATE: MA ZIP: 02172 BUSINESS PHONE: 6179262500 11-K 1 FORM 10-K/A AMENDMENT TO FORM 10-K ANNUAL REPORT SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO. 1 [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 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 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period ended___________________________ Commission File Number 1-7211 Ionics, Incorporated (Exact name of registrant as specified in it charter) Massachusetts 04-2068530 State or other jurisdiction of (I.R.S. Employer incorporation or organization Identification Number) 65 Grove Street, Watertown, Massachusetts 02172 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 617-926-2500 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, $1 par value New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None (Title of Class) The undersigned registrant hereby amends the following items, financial statements, exhibits or other portions of its Annual Report on Form 10-K for the fiscal year ended December 31, 1994 as set forth in the pages attached hereto: 1. Item 14(a) 3. of Part IV of said report on Form 10-K is amended to list Form 11-K, Annual Report of the Ionics Section 401(k) Stock Savings Plan for the year ended December 31, 1994, as Exhibit 13(b) thereto. The Annual Report of the Ionics Section 401(k) Stock Savings Plan on Form 11-K for the year ended December 31, 1994 is hereby filed pursuant to rule 15d-21 and General Instruction F to Form 10-K as an Exhibit to said Annual Report on Form 10-K. Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereunto duly authorized. IONICS, INCORPORATED (Registrant) Date: June 26, 1995 By /s/Stephen Korn Stephen Korn Vice President and General Counsel PART IV Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) 1. Financial Statements See Index to Financial Statements and Financial Statement Schedules on page IV-7. The Financial Statement Schedules are filed as part of this Annual Report on Form 10-K. 2. Financial Statement Schedules See Index to Financial Statements and Financial Statement Schedules on page IV-7. 3. Exhibits
Exhibit Page No. Description No. 3.0 Articles of Organization and By-Laws 3.1 Restated Articles of Organization (filed * as Exhibit 3(a) to Form 10-K for year ended December 31, 1986). 3.1(a) Amendment to the Restated Articles of * Organization (filed as Exhibit 3(b) to Form 10-K for year ended December 31, 1987). 3.1(b) Amendment to Restated Articles of * Organization (filed as Exhibit 3.1(b) to Registration Statement No. 33-38290 on Form S-2 effective January 24, 1991). 3.2 By-Laws, as amended (filed as Exhibit 19 to * Form 10-Q for the quarter ended September 30, 1989). 4.0 Instruments defining the rights of security holders, including indentures 4.1 Agreement for a loan payable by a consolidated ** subsidiary to a bank in Australia in the principal amount of 725,000 Australian dollars guaranteed by Registrant, and related documents. 4.2 Rights Agreement, dated as of December 22, 1987, * as amended and restated as of August 15, 1989, between Registrant and The First National Bank of Boston (filed as Exhibit 1 to Registrant's Current Report on Form 8-K dated August 30, 1989).
IV-1 4.3 Indenture, dated as of December 22, 1987, between * Registrant and The First National Bank of Boston, relating to Rights Agreement (filed as Exhibit 2 to Registrant's Current Report on Form 8-K dated December 22, 1987). 4.4 Form of Common Stock Certificate (filed as Exhibit * 4.10 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1990). 10. Material Contracts 10.1 1979 Stock Option Plan, as amended through * February 17, 1994 (filed as Exhibit 10.1 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1993). 10.2 1986 Stock Option Plan for Non-Employee Directors, * as amended through February 18, 1992 (filed as Exhibit 10.2 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1991). 10.3 Amended and Restated Credit Agreement between * Registrant and The First National Bank of Boston dated as of December 31, 1992 (filed as Exhibit 10.3 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1992). 10.4 Operating Agreement dated as of September 27, * 1989 between Registrant and Aqua Cool Enter- prises, Inc. (filed as Exhibit 10.4 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1989). 10.5 Term Lease Master Agreement dated as of * September 27, 1989 between Registrant and Aqua Cool Enterprises, Inc. (filed as Exhibit 10.5 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1989). 10.6 Option Agreement dated as of September 27, 1989 * among Registrant, Aqua Cool Enterprises, Inc. and the other parties named therein (filed as Exhibit 10.6 to Registrant's registration statement on Form S-2, No. 33-38290, effective January 24, 1991). 10.7 Agreement for Privatization of Water Supplies * dated as of September 18, 1990 between the Company and the City of Santa Barbara, California (filed as Exhibit 10.7 to Registrant's registration statement on Form S-2, No. 33-38290, effective January 24, 1991).
IV-2 10.8 Amendment No. 1, dated as of January 3, 1992, to * Agreement for Privatization of Water Supplies dated as of September 18, 1990 between the Company and the City of Santa Barbara, California (filed as Exhibit 10.8 to Registrant's annual report on Form 10-K for the year ended December 31, 1991). 10.9 Amendment No. 2, dated as of January 19, 1993, * to Agreement for Privatization of Water Supplies dated as of September 18, 1990 between the Company and the City of Santa Barbara, California (filed as Exhibit 10.9 to the Registrant's annual report on Form 10-K for the year ended December 31, 1992). 10.10 Amendment No. 3, dated June 28, 1994, to Agreement * for Privatization of Water Supplies dated as of September 18, 1990 between the Company and the City of Santa Barbara, California (filed electronically as Exhibit 10.1 to the Registrant's Form 10-Q for the period ended June 30, 1994). 10.11 Asset Purchase Agreement Among the Company, * Resources Conservation Company, Resources Conservation Co. International and Halliburton NUS Corporation dated December 30, 1993 (filed as Exhibit 2 to Registrant's current report on Form 8-K dated February 7, 1994 and filed electronically on the same date). 10.12 1994 Restricted Stock Plan. 11. Statement re Computation of Earnings Per Share. 13.(a) Annual Report to Stockholders of the Registrant for the year ended December 31, 1994 (only pages 17 through 32 and the inside back cover constitute an exhibit to this report). 13.(b) Form 11-K Annual Report of the Ionics Section 401(k) Stock Savings Plan for the year ended December 31, 1994. 22. Subsidiaries of the Registrant. 24. Consents 24.1 Consent of Coopers & Lybrand L.L.P. to incorporation by reference of that firm's report dated February 22, 1995, which is included on page 31 of the Registrant's Annual Report to Stockholders for the year ended December 31, 1994. 25. Power of Attorney. ________________________________ * incorporated herein by reference ** copies of which will be filed by Registrant with the Securities and Exchange Commission upon its request
IV-3 Exhibit No. 13(b) to Annual Report on Form 10-K of Ionics, Incorporated for the year ended December 31, 1994 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 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 the transition period from _________ to _________ Commission file number 1-7211 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Ionics Section 401(k) Stock Savings Plan B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: IONICS, INCORPORATED 65 Grove Street Watertown, Massachusetts 02172 IONICS, INCORPORATED SECTION 401(k) STOCK SAVINGS PLAN INDEX OF FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES For the years ended December 31, 1994 and 1993 ________ Page(s) Report of Independent Accountants 2 Financial Statements: Statements of Financial Condition with Fund Information at December 31, 1994 and 1993 3-4 Statements of Income and Changes in Plan Equity with Fund Information for the years ended December 31, 1994 and 1993 5-6 Notes to Financial Statements 7-10 Supplemental Schedules: Schedule of Assets Held for Investment Purposes, at December 31, 1994 11 Schedule of Reportable Transactions for the year ended December 31, 1994 12 REPORT OF INDEPENDENT ACCOUNTANTS To the Administrators of the Ionics Section 401(k) Stock Savings Plan: We have audited the accompanying statements of financial condition of the Ionics Section 401(k) Stock Savings Plan as of December 31, 1994 and 1993 and the related statements of income and changes in plan equity 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 financial condition of the Ionics Section 401(k) Stock Savings Plan as of December 31, 1994 and 1993, and the income and changes in plan equity for the years then ended in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of Assets Held for Investment Purposes and Reportable Transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employment Retirement Income Security Act of 1974. The Fund Information in the statements of financial condition and the related statements of income and changes in plan equity is presented for purposes of additional analysis rather than to present the financial condition and income and changes in plan equity available for plan benefits of each fund. The supplemental schedules and Fund Information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/Coopers & Lybrand L.L.P. Boston, Massachusetts May 26, 1995 -2- IONICS SECTION 401(k) STOCK SAVINGS PLAN STATEMENTS OF FINANCIAL CONDITION WITH FUND INFORMATION
IONICS,INC ASSET BT PARTIC- COMMON PURITAN MANAGER CONTRAFUND PYRAMID IPANT CONDUIT STOCK FUND FUND FUND FUND GIC FUND LOANS ACCOUNT TOTAL DECEMBER 31, 1994 ----------------- ASSETS: INVESTMENTS, AT MARKET (SEE NOTES 2 & 6) IONICS, INCORPORATED COMMON STOCK: 138,691 SHARES @ $62.75 PER SHARE $8,702,860 $ 8,702,860 FIDELITY INVESTMENTS: PURITAN FUND: 58620.372 SHARES @ $14.81 PER SHARE $868,168 868,168 ASSET MANAGER FUND: 14,771.251 SHARES @ $13.83 PER SHARE $204,286 204,286 CONTRAFUND FUND: 19,295.65 SHARES @ $30.28 PER SHARE $584,272 584,272 BT PYRAMID GIC FUND $788,297 788,297 CASH AND CASH EQUIVALENTS 241 $90,768 91,009 ACCRUED INCOME 65 65 AMOUNTS RECEIVABLE FROM IONICS, INCORPORATED AND PLAN PARTICIPANTS 77,926 77,926 AMOUNTS PAYABLE TO PLAN PARTICIPANTS (14,994) (14,994) LOANS RECEIVABLE FROM PLAN PARTICIPANTS $235,321 235,321 $8,703,166 $868,168 $204,286 $584,272 $788,297 $235,321 $153,700 $11,537,210 ========== ======== ======== ========= ======== ======== ======== =========== LIABILITIES AND PLAN EQUITY: PLAN EQUITY $8,703,166 $868,168 $204,286 $584,272 $788,297 $235,321 $153,700 $11,537,210 ========== ======== ======== ========= ======== ========= ======== =========== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
-3- IONICS SECTION 401(k) STOCK SAVINGS PLAN STATEMENTS OF FINANCIAL CONDITION WITH FUND INFORMATION
IONICS, INC. EQUITY CASH COMMON INCOME RESERVES PURITAN STOCK FUND FUND FUND FUND TOTAL DECEMBER 31, 1993 ASSETS: INVESTMENTS, AT MARKET(SEE NOTE 2 & 6): IONICS, INCORPORATED COMMON STOCK: 127,379 SHARES @ $49.625 PER SHARE $6,321,183 $6,321,183 FIDELITY INVESTMENTS: EQUITY INCOME FUND: 29,736 SHARES @ $33.84 PER SHARE $1,006,251 1,006,251 CASH RESERVES: 242,898 SHARES @ $1.00 PER SHARE $ 242,898 242,898 PURITAN FUND: 43,122 SHARES @ $15.75 PER SHARE $679,171 679,171 CASH AND CASH EQUIVALENTS 60,767 11,852 3,489 9,464 85,572 ACCRUED INCOME 78 5 1 4 88 RECEIVABLE FROM IONICS, INCORPORATED AND PLAN PARTICIPANTS 40,949 5,921 1,480 6,349 54,699 $6,422,977 $1,024,029 $247,868 $694,988 $8,389,862 LIABILITIES AND PLAN EQUITY: PLAN EQUITY $6,422,977 $1,024,029 $247,868 $694,988 $8,389,862 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
-4- IONICS SECTION 401(k) STOCK SAVINGS PLAN STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY WITH FUND INFORMATION
IONICS,INC. EQUITY CASH ASSET BT PARTIC- COMMON INCOME RESERVES PURITAN MANAGER PYRAMID IPANT CONDUIT STOCK FUND FUND FUND FUND FUND CONTRAFUND GIC FUND LOANS ACCOUNT TOTAL YEAR ENDED DECEMBER 31, 1994 PLAN EQUITY - BEGINNING OF YEAR $6,422,977 $1,024,029 $247,868 $694,988 - - - - - $8,389,862 NET INVESTMENT INCOME, PRINCIPALLY INTEREST AND DIVIDENDS 927 8,048 2,681 27,347 3,317 - 28,966 6,932 3,482 81,700 NET APPRECIATION (DEPREC- IATION) IN THE FAIR VALUE OF INVESTMENTS 1,819,681 (27,132) - (17,184) (6,110) 10,239 - - - 1,779,494 CONTRIBUTIONS: PARTICIPANTS 213,552 55,981 9,595 57,457 - - - - 1,208,544 1,545,129 IONICS, INCORPORATED 106,777 - - - - - - - 325,998 432,775 FORFEITURES USED TO REDUCE COMPANY'S CONTRIBUTIONS (29,279) - - - - - - - (27,814) (57,093) LOAN REPAYMENTS - - - - - - - (28,939) 28,939 - TRANSFERS 241,802 (1,056,080) (258,212) 113,345 207,079 574,033 760,767 257,328 (840,062) - WITHDRAWALS BY AND DISTRIBUTIONS TO PARTICIPANTS (73,271) (4,846) (1,932) (7,785) - - (1,436) - (545,387 (634,657) NET CHANGES IN PLAN EQUITY 2,280,189 (1,024,029) (247,868) 173,180 204,286 584,272 788,297 235,321 153,700 3,147,348 PLAN EQUITY - END OF YEAR $8,703,166 - - $868,168 $204,286 $584,272 $788,297 $235,321 $153,700 $11,537,210 =========== ========== ======== ======== ======== ========= ======== ======== ========= =========== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
-5- IONICS SECTION 401(k) STOCK SAVINGS PLAN STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY WITH FUND INFORMATION
IONICS, INC. EQUITY CASH COMMON INCOME RESERVES PURITAN STOCK FUND FUND FUND FUND TOTAL YEAR ENDED DECEMBER 31, 1993 PLAN EQUITY-BEGINNING OF YEAR $7,924,284 $ 765,421 $277,237 $473,938 $9,440,880 NET INVESTMENT INCOME, PRINCIPALLY INTEREST AND DIVIDENDS 2,167 32,080 8,234 25,554 68,035 NET APPRECIATION(DEPRECIATION) IN THE FAIR VALUE OF INVESTMENTS (2,043,967) 134,633 - 78,509 (1,830,825) CONTRIBUTIONS:PARTICIPANTS 613,976 145,575 40,637 122,116 922,304 IONICS, INCORPORATED 306,987 - - - 306,987 FORFEITURES USED TO REDUCE COMPANY'S CONTRIBUTIONS - - - - - TRANSFERS - 19,418 (67,884) 48,466 - WITHDRAWALS BY AND DISTRIBUTIONS TO PARTICIPANTS (380,470) (73,098) (10,356) (53,595) (517,519) NET CHANGES IN PLAN EQUITY (1,501,307) 258,608 (29,369) 221,050 (1,051,018) PLAN EQUITY-END OF YEAR $6,422,977 $1,024,029 $247,868 $694,988 $8,389,862 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
-6- IONICS SECTION 401(k) STOCK SAVINGS PLAN Notes to Financial Statements Note 1: The Plan and Its Provisions The Ionics Section 401(k) Stock Savings Plan (the "Plan") became effective January 1, 1986. Effective May 1, 1994, the Plan was amended to provide a broader range of investment selections for plan participants and the opportunity to change investment elections on a quarterly basis. Other amendments to the Plan were also adopted, including provisions to permit participants to borrow from their accounts. In addition, the Plan trustee was changed from the Bank of Boston to the PNC Bank, New England. Funds Prior to the May 1, 1994 amendment, the following investments were available to participants:: a. Ionics, Incorporated Common Stock Fund - This fund invests directed contributions solely in common stock of the Company. b. Fidelity Equity Income Fund - This mutual fund maintains a broadly-based diversified investment portfolio of stocks, bonds and convertible securities with its primary objective of producing current income and capital appreciation. c. Fidelity Cash Reserves - This mutual fund is essentially a money market fund which invests principally in prime commercial paper, high-grade corporate obligations, U.S. Government obligations and Certificates of Deposit issued by major banks. d. Fidelity Puritan Fund - This mutual fund maintains a broadly based conservatively managed diversified investment portfolio which is primarily income oriented with a secondary emphasis on growth. Its portfolio consists principally of high yielding common and preferred stocks and corporate bonds. The May 1, 1994 amendment changed the investment options by eliminating the Fidelity Equity Income Fund and the Fidelity Cash Reserves and adding the following options: a. Fidelity Asset Manager Fund - This mutual fund maintains an investment portfolio of stocks, bonds and short-term instruments of U.S. and foreign issuers, and has a primary objective of high total return with reduced risk over the long term. b. Fidelity Contrafund - This mutual fund invests primarily in common stocks and securities convertible into common stocks, and has capital appreciation as its investment objective. -7- c. BT Pyramid GIC Fund - This fund, administered by The Bankers Trust Company, invests primarily in Guaranteed Investment Contracts and Bank Investment Contracts and Bankers Trust Commingled short-term investment funds, and has as its objectives safety of principal, stability, superior yields and a predictable annual return. The fund sets an estimated range of return on an annual basis, but because results can be affected by economic or market conditions, it does not guarantee the rate. All cash transactions, including contributions, fund purchases, fund liquidations, loans, distributions, etc are made through a conduit account, which is an interest bearing cash account with the PNC Bank, New England. Participant Contributions Employees who meet certain length of service requirements may elect to become participants in the Plan and contribute, on a pre-tax basis, from 1% to 12% of their compensation as defined by the Plan. The annual amounts so contributed by employees are subject to certain federal income tax limitations. Company Contributions The terms and conditions of the Plan provide for the Company to contribute 50% of the first 6% an employee elects to invest in common stock of the Company (subject to certain limitations). The maximum annual amount that the Company may contribute on behalf of employees is currently $450,000, and that limit is set by the Board of Directors of the Company. Non-vested Company contributions may, subject to certain restrictions, be forfeited upon withdrawal of the employee from the Plan and be used as a credit to reduce future Company contributions. No forfeited shares are included in the investment of the Ionics, Incorporated Common Stock Fund at December 31, 1994 and 1,150 forfeited shares with a market value of approximately $57,000 were included at December 31, 1993. Investments Contributions made by employees to the Plan may be used to purchase either common stock of the Company or may be directed to be invested in any of the available funds (see preceding "Funds"). Matching Company contributions under the Plan are invested solely in common stock of the Company. The Plan presents in the statement of income and changes in plan equity the net appreciation(depreciation) in the fair value of its investments which consists of realized gains or losses and the unrealized appreciation(depreciation) of these investments. Vesting All participant contributions are 100% vested when made. Company -8- matching contributions are vested in increasing percentages based on the years of service of the individual employee, from 33 1/3% after two years to 100% after four years. Plan Expenses The Plan provides that all expenses of the Plan and its administration shall be paid by the Company. Withdrawals A participant can make a hardship withdrawal of their own contributions, subject to Internal Revenue Service restrictions. A participant may withdraw the entire vested amount due to their own contributions after attaining age 59 1/2. Loans A participant can borrow money from their vested account subject to certain rules including a minimum amount of $1,000 and a maximum amount not to exceed the lesser of 50% of the participant's total vested account balance or $50,000. Note 2: Basis of Presentation and Significant Accounting Policies The financial statements are presented in conformity with generally accepted accounting principles. Investments Investment of the Plan in Ionics, Incorporated common stock is stated at market, market being the last sale price on December 31, 1994 of Ionics, Incorporated common stock as reported on the New York Stock Exchange. Investments in the Plan of the three (3) Fidelity Funds and the BT Pyramid GIC Fund are stated at the Net Asset Value of the funds reported as of December 31, 1994. The following is a summary of the Investments in the funds at December 31, 1994 and 1993, respectively:
Market Value Cost Fund 1994 1993 1994 1993 Ionics, Incorporated Common Stock $8,702,860 $6,321,183 $3,993,545 $3,174,341 Fidelity Funds: Equity Income - 1,006,251 809,176 Cash Reserves - 242,898 242,898 Puritan 868,168 679,171 879,599 619,726 Asset Manager 204,286 - 212,900 - Contrafund 584,272 - 575,294 - BT Pyramid GIC Fund 788,297 - 788,297 - -9-
Note 3: Taxes The United States Treasury Department issued a letter on April 15, 1987 indicating that the original Plan was considered to be exempt from federal income taxes under provisions of Section 501(a). The amended Plan has been submitted for a determination letter. Note 4: Plan Termination Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100 percent vested in their accounts. Note 5: Distributions Payable In accordance with generally accepted accounting principles, the Plan does not recognize as a liability, in the statement of financial condition, amounts allocated to participants who have withdrawn from the Plan as of year end, but for which disbursement of related funds has not been made by year end. At December 31, 1994 and 1993, $298,949 and $164,052, respectively of distributions payable were included in the assets listed on the statement of financial condition rather than recorded as a liability. Note 6: Subsequent Events The investment in Ionics, Incorporated Common Stock does not reflect a 2-for-1 stock split effected by a 100% stock dividend paid on January 6, 1995. -10- ATTACHMENT TO FORM 5500 ITEM 27A EIN: 04-2068530 PN: 003
IONICS, INCORPORATED SECTION 401(k) STOCK SAVINGS PLAN ITEM 27A SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1994 Security Description Shares Cost Value Cash and Cash Equivalents - $ 91,009 $ 91,009 Ionics, Incorporated Common Stock 138,691 3,993,545 8,702,860 Fidelity Investments Puritan Fund 58,620 879,599 868,168 Asset Manager Fund 14,771 212,900 204,286 Contrafund 19,296 575,294 584,272 BT Pyramid GIC Fund - 788,297 788,297 Participant Loans (Rate of Interest 8.75% to 10.0%) - - 235,321 Total Funds Invested 231,378 $6,540,644 $11,474,213
-11- ATTACHMENT TO FORM 5500 ITEM 27D EIN: 04-2068530 PN: 003 IONICS, INCORPORTED SECTION 401(k) STOCK SAVINGS PLAN ITEM 27D SCHEDULE OF REPORTABLE TRANSACTIONS for the year ended December 31, 1994
a. Type of b. Identity of c. Description d. Purchase f. Cost g. Net gain Transaction Party Involved of Asset Price Cost e. Proceeds of Asset ( Loss) INDIVIDUAL TRANSACTIONS Purchase Bankers Trust BT Pyramid GIC Fund $ 775,521 Sale Fidelity Investments 32,483 shares of Equity Income Fund $1,039,120 900,860 138,260 SERIES OF TRANSACTIONS Purchase Fidelity Investments 1,534 shares of Equity Income Fund 51,988 Purchase Fidelity Investments 22,683 shares of Contrafund 676,640 Purchase Company Stock 22,543 shares of Ionics, Inc. Common Stock 1,090,868 Purchase Bankers Trust BT Pyramid GIC Fund 1,085,314 Sale Fidelity Investments 3,387 shares of Contrafund 102,607 101,346 1,261 Sale Company Stock 10,757 shares of Ionics, Inc. Common Stock 517,406 260,199 257,207 Sale Bankers Trust BT Pyramid GIC Fund 324,547 324,547 -
-12- SIGNATURES Ionics Section 401(k) Stock Savings Plan. 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. IONICS SECTION 401(k) STOCK SAVINGS PLAN Date: June 26, 1995 By /s/Marianne Manzon Winsser Marianne Manzon Winsser Administrator -13- EX-23 2 EXHIBIT 1 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statement of the Ionics Section 401(k) Stock Savings Plan on Form S-8 (Registration No. 33-2092) of our report dated May 26, 1995 on our audits of the financial statements of the Ionics Section 401(k) Stock Savings Plan as of December 31, 1994, which report is included in this Annual Report on Form 11-K of the Plan which is being filed as Exhibit 13(b) to the Annual Report on Form 10-K of Ionics, Incorporated for the year ended December 31, 1994. /s/Coopers & Lybrand L.L.P. Boston, Massachusetts June 23, 1995 -14- -----END PRIVACY-ENHANCED MESSAGE-----