-----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, HlvF1wVEWaZFybYun6dISUjvcnlQ0lfSwngFMYTL5q+0L6iMANAMcuKiqD8Onxh/ KykR/KYiZ4cgyUpnIKMeAQ== 0000059198-96-000011.txt : 19960626 0000059198-96-000011.hdr.sgml : 19960626 ACCESSION NUMBER: 0000059198-96-000011 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960625 SROS: CSE SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRINOVA CORP CENTRAL INDEX KEY: 0000059198 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 344288310 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00924 FILM NUMBER: 96585258 BUSINESS ADDRESS: STREET 1: 3000 STRAYER CITY: MAUMEE STATE: OH ZIP: 43537 BUSINESS PHONE: 4198672200 FORMER COMPANY: FORMER CONFORMED NAME: LIBBEY OWENS FORD CO DATE OF NAME CHANGE: 19860814 FORMER COMPANY: FORMER CONFORMED NAME: LIBBEY OWENS FORD GLASS CO DATE OF NAME CHANGE: 19681004 11-K 1 FORM 11-K FORM 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1995 Commission file no. 1-924 A. Full title of the plan: TRINOVA CORPORATION RETIREMENT SAVINGS AND PROFIT-SHARING PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: TRINOVA CORPORATION 3000 Strayer Maumee, Ohio 43537-0050 This document, including exhibits, contains 28 pages. The cover page consists of 1 page. The Exhibit Index is located on page 27. REQUIRED INFORMATION The following financial statements are furnished for the TRINOVA Corporation Retirement Savings and Profit-Sharing Plan: Page Report of Independent Auditors 3 Statements of Assets Available for Plan Benefits 4 Statements of Changes in Assets Available for Plan Benefits 5 Notes to Financial Statements 6 Exhibit The following exhibit is filed herewith: Exhibit Number (1) Consent of Independent Auditors SIGNATURE The 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. TRINOVA CORPORATION RETIREMENT SAVINGS AND PROFIT-SHARING PLAN By: /S/ WILLIAM R. AMMANN William R. Ammann Vice President - Administration and Treasurer -2- REPORT OF INDEPENDENT AUDITORS Administrative Committee TRINOVA Corporation Retirement Savings and Profit-Sharing Plan We have audited the accompanying statements of assets available for plan benefits of the TRINOVA Corporation Retirement Savings and Profit-Sharing Plan as of December 31, 1995 and 1994, and the related statements of changes in assets available for plan benefits for each of the three years in the period ended December 31, 1995. 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 assets available for plan benefits of the Plan at December 31, 1995 and 1994, and the changes in its assets available for plan benefits for each of the three years in the period ended December 31, 1995, in conformity with generally accepted accounting principles. /S/ ERNST & YOUNG LLP Toledo, Ohio May 31, 1996 - -3- STATEMENTS OF ASSETS AVAILABLE FOR PLAN BENEFITS TRINOVA CORPORATION RETIREMENT SAVINGS AND PROFIT-SHARING PLAN December 31 1995 1994 ASSETS - Note 1 Contributions receivable from employer $25,123,673 $20,063,389 Contributions receivable from employees 594,798 1,736 Investments - Note 5 Fixed Income Fund 253,280,476 255,902,476 Vanguard Mutual Funds 206,811,782 146,962,206 TRINOVA Stock Fund 24,656,070 14,469,415 Loans receivable from plan participants 13,184,364 9,415,580 497,932,692 426,749,677 ASSETS AVAILABLE FOR PLAN BENEFITS $523,651,163 $446,814,802 See accompanying notes - -4- STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR PLAN BENEFITS TRINOVA CORPORATION RETIREMENT SAVINGS AND PROFIT-SHARING PLAN Year Ended December 31 1995 1994 1993 ADDITIONS Assets at April 1, 1994 transferred from merged plans (Note 1) $ $407,661,558 $ Contributions by employees 19,075,293 14,081,847 571,110 Contributions by employer 31,964,065 25,523,448 732,516 Net investment income Interest 16,767,116 12,559,652 266,324 Dividends 11,771,083 6,808,153 126,128 Other - principally realized and unrealized gains (losses) on investments 34,636,073 (4,226,014) 891,501 63,174,272 15,141,791 1,283,953 114,213,630 462,408,644 2,587,579 DEDUCTIONS Benefits paid to participants 37,292,958 25,979,573 854,447 Investment management fees 84,311 62,869 18,206 Other - principally net transfers to affiliated benefit plans __________ 15,558 12,189 37,377,269 26,058,000 884,842 NET ADDITIONS 76,836,361 436,350,644 1,702,737 Assets available for plan benefits at beginning of year 446,814,802 10,464,158 8,761,421 ASSETS AVAILABLE FOR PLAN BENEFITS AT END OF YEAR $523,651,163 $446,814,802 $10,464,158 See accompanying notes - -5- NOTES TO FINANCIAL STATEMENTS TRINOVA CORPORATION RETIREMENT SAVINGS AND PROFIT-SHARING PLAN December 31, 1995 NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES Merger of Plans Effective April 1, 1994, the Vickers, Incorporated Retirement Savings and Profit Sharing Plan, the Aeroquip Corporation Retirement Savings and Profit Sharing Plan, the Aeroquip Corporation Retirement Savings and Profit Sharing Plan for Hourly Employees and the Retirement Savings Plan for Spring Arbor Hourly Employees were merged into the Plan. Hazlehurst and Associates was terminated as recordkeeper of the plan assets and The Vanguard Group was added as trustee and recordkeeper. Basis of Accounting The accounting records of the TRINOVA Corporation Retirement Savings and Profit-Sharing Plan (the Plan) are maintained on the accrual basis. Investment Valuation and Income Recognition Marketable securities are stated at aggregate fair value and are valued at the last sales price quoted by a national securities exchange on the last business day of the plan year. Mutual funds are stated at the net asset value on the last business day of the plan year. The difference between fair value and the cost of investments is reflected in the statement of changes in assets available for plan benefits as unrealized gains (losses) on investments. Guaranteed investment contracts are stated at contract value. The contract value of these fully benefit-responsive contracts approximates the fair value. Realized gains or losses on the sales of investments represent the differences between the proceeds received upon the sale and the cost of investments sold, determined on an average cost basis. The Plan's assets, along with assets of other plans, were maintained under a Master Trust agreement with The Northern Trust Company (the "Master Trust") through March 31, 1994. Therefore, the Plan had combined interest, dividends, realized gains and losses on sales of investments, and other-principally unrealized gains and losses on investments and reported the net amount on line b(viii) of Item 32 on Form 5500 for the year ended December 31, 1993. With the merger of the plans (as described above), on April 1, 1994, TRINOVA Corporation ("TRINOVA" or the "Company") entered into a Trust Agreement with Vanguard Fiduciary Trust Company (the "Trust") and the Plan's assets were transferred from the Master Trust to the Trust. Reclassification Certain balances from the prior year were reclassified to conform to the current year presentation. -6- NOTE 2 - DESCRIPTION OF THE PLAN The Plan is a defined contribution plan. Eligible participants include all U.S. regular full-time salaried employees and non-bargaining hourly employees of TRINOVA and its subsidiaries, Aeroquip Corporation ("Aeroquip") and Vickers, Incorporated ("Vickers"), as well as certain part-time employees who worked more than 1,000 hours during the 12-month period. Bargaining unit employees are eligible to participate only if the bargaining agreement permits participation. Temporary employees who work less than 1000 hours during a 12- month period and interns are not eligible to participate in the Plan. Participants may contribute to the Plan on a pretax basis by salary reduction up to 15 percent of their annual compensation (in increments of 1 percent). After-tax voluntary contributions up to 10 percent of annual wages were allowed through October 31, 1994. Information concerning the Plan document, matching and profit-sharing contributions and vesting is contained in the summary plan description ("SPD") for the plan. Copies of the SPD are available from the employee benefits administration department of the Company. Each participant individually directs his or her contributions and TRINOVA's contributions, except for 25 percent of TRINOVA's profit-sharing contribution, into one or more of the following investment funds (in multiples of 1 percent). (1) TRINOVA Stock Fund is invested in TRINOVA common stock. Cash dividends paid on shares held by the Trust are used to purchase additional shares for participant accounts. Twenty-five percent of each participant's profit-sharing allocation is automatically invested in the TRINOVA Stock Fund until distribution to the participant or until the participant reaches age 55. Upon reaching age 55, the participant has the option to redirect the investment of the 25 percent portion from the TRINOVA Stock Fund into any of the other available funds. Participants may elect to have additional amounts over TRINOVA's 25 percent profit-sharing contribution invested in the TRINOVA Stock Fund. TRINOVA common stock is acquired in open market purchases at fair market value. Participant directed contributions to the TRINOVA Stock Fund amounted to $1,688,543 and $742,527 for the year ended December 31, 1995 and 1994, with accumulated participant contributions and earnings of $14,833,389 and $8,754,104 at December 31, 1995 and 1994. (2) The Fixed Income Fund is invested in fully benefit-responsive insurance company investment contracts, bank investment contracts and their equivalents. These contracts pay a negotiated interest rate for a period of one to five years. At December 31, 1995 and 1994, the investment contracts had a weighted average crediting interest rate of 6.21% and 6.47% respectively. The average yield on these contracts was 6.34% and 6.78% for the years ended December 31, 1995 and 1994 respectively. Contracts are negotiated with insurance companies or financial institutions rated AA+ by Standard and Poor's or its equivalent and have a maximum average contract life of five years. -7- NOTE 2 - DESCRIPTION OF THE PLAN (Continued) (3) The Multi-Asset Fund was invested in nine major world capital classes, including stocks and bonds of U.S. and international companies, venture capital, real estate and cash equivalents. This fund was terminated March 31, 1994 and all assets under this fund were transferred to the Vanguard STAR Fund. Brinson Partners, Inc. was the investment manager of the Multi-Asset Fund. (4) The Government Securities Fund was invested in fixed income securities issued or guaranteed by the U.S. Government, or its agents or instrumentalities. These securities included U.S. Treasury bills, notes and bonds. This fund was terminated March 31, 1994 and all assets under this fund were transferred to the Vanguard Money Market Reserve U.S. Treasury Portfolio Fund. Ryan Labs., Inc. was the investment manager of the Government Securities Fund. (5) Vanguard Mutual Funds are managed by The Vanguard Group of Investment Companies. There are seven individual mutual funds in which participants may invest: (a) Vanguard Money Market Reserves - U.S. Treasury Portfolio Fund (Money Market Fund): Money in the Money Market Fund is 100 percent invested in securities backed by the full faith and credit of the U.S. government. It seeks the maximum current income that is consistent with the preservation of capital and liquidity. Average maturities for the securities held by the Money Market Fund are normally maintained in the range of 30 - 60 days and no longer than one year. (b) Vanguard Index Trust - 500 Portfolio Fund (Index Fund): Money in the Index Fund is invested in stocks of the companies which make up the Standard & Poor's 500 Composite Stock Price Index. The objective of the Index Fund is to match the performance of the Standard & Poor's 500 Index. ` (c) Vanguard Windsor II Fund (Windsor II Fund): Money in the Windsor II Fund is invested in stocks which, in the opinion of the fund's investment manager, are undervalued in the marketplace. The stocks held in the Windsor II Fund tend to offer above-average dividend yields and will normally have below-average price-to earnings ratios and below-average price-to-book value ratios relative to the stock market in general. (d) Vanguard/Morgan Growth Fund (Morgan Growth Fund): Money in the Morgan Growth Fund is invested primarily in stocks of "established growth" companies. The companies will normally be medium and larger size companies with above-average growth in sales and earnings over extended periods. (e) Vanguard International Growth Portfolio Fund (International Growth Fund): Money in the International Growth Fund is invested in non- U.S. stocks that have been selected for their growth potential. The International Growth Fund tends to be widely diversified both geographically and in terms of size of companies. -8- NOTE 2 - DESCRIPTION OF THE PLAN (Continued) (f) Vanguard STAR Fund (STAR Fund): Money in the STAR Fund is invested in a portfolio of Vanguard mutual funds that emphasizes either equity, fixed income or money market securities. It is designed as a balanced "fund of funds" for long-term investors. (g) Vanguard Fixed Income Securities - Long-term Corporate Portfolio Fund (Fixed Income Securities Fund): Money in the Fixed Income Securities Fund is invested in a diversified portfolio of long-term investment grade bonds which seeks to provide a high and sustainable level of current income consistent with the maintenance of principal and liquidity. Participants of the Plan have general purpose and home loans available. The minimum loan permitted is $1,000. Under a general purpose or home loan, a participant may borrow up to the lesser of one-half of his or her vested account balance or the total of his or her pretax, matching and roll-in contributions to the Plan, up to a maximum of $50,000. In no event may the aggregate amount of loans exceed $50,000. All loans are repaid to the Plan in equal installments through payroll deductions over a period not to exceed five years for general purpose and twenty years for home loans. Interest is charged at the prime rate, plus 1 percent. TRINOVA reserves the right to amend, modify or terminate the Plan at any time. NOTE 3 - BENEFITS A participant is entitled to the benefit provided by the contributions and income thereon (including realized and unrealized gains and losses) allocated to the participant's account. Upon termination of employment due to retirement, total and permanent disability or death, a participant or his or her spousal beneficiary will be entitled to receive a distribution of the participant's entire account without regard to the Plan's vesting rules: (i) in one lump sum amount; or (ii) in monthly installments of a fixed amount or over a specified period of time in an amount of at least $100 per month. Distribution payments to non-spousal beneficiaries will be made in a lump sum only. If the value of a participant's account is less than $3,500, the plan administrator will distribute the participant's entire interest in one lump sum payment. Withdrawals of pretax contributions, profit-sharing allocations and matching contributions during a participant's employment are not permitted prior to age 59-1/2, unless the participant can show financial hardship for which he or she has no other available resources. Such situations are limited to: (i) certain medical expenses; (ii) payment of tuition and related educational fees for post-secondary education for the next year; (iii) costs related to the purchase of a principal residence; or (iv) payments necessary to avoid eviction from, or a foreclosure on the mortgage of, the participant's principal residence. -9- NOTE 4 - INCOME TAX STATUS The Plan has received a favorable determination letter from the Internal Revenue Service as to the tax qualified status of the Plan under Section 401(a) of the Internal Revenue Code and is, therefore, not subject to Federal income tax. This letter does not express an opinion as to whether the Plan satisfies the provisions of the Tax Reform Act of 1986. Such a letter has been requested. TRINOVA believes that the Plan is in operational compliance with the Internal Revenue Code of 1986 and the trust will remain qualified and exempt from Federal income tax. NOTE 5 - INVESTMENTS The fair values of individual investments that represent 5% or more of the Plan's assets are as follows: December 31 1995 1994 _________________________________ Index Fund $ 45,832,054 $ 28,031,705 Windsor II Fund 35,722,568 23,322,538 STAR Fund 80,788,703 63,439,180 Bankers Trust Delaware Contract 26,913,111 29,353,871 Mutual Benefit Life Insurance Contract 26,226,637 25,720,078 The Plan's investments, except for loans, were held in safekeeping by the Northern Trust Company as Trustee under a Master Trust agreement through March 31, 1994. The Master Trust held the investment assets for the Plan and other designated defined contribution plans of TRINOVA, Aeroquip and Vickers. Net investment income of the Master Trust for the year ended December 31, 1993 and the period from January 1 through March 31, 1994 is as follows: Period of three Year Ended months ended December 31 March 31, 1994 1993 ______________ ____________ Interest earned $ 5,410,175 $21,924,851 Dividends received 172,192 2,182,874 Other-principally realized and unrealized gains (losses) (1,825,874) 11,992,838 ____________ ___________ $ 3,756,493 $36,100,563 -10- NOTE 6 - CHANGES IN ASSETS BY INVESTMENT OPTION
Vanguard Fixed Income Mutual TRINOVA Stock Fund Funds Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1994 $255,902,476 $146,962,206 $14,469,415 ADDITIONS Contributions Employees 6,876,072 10,791,304 814,855 Employer 10,021,894 10,849,801 6,032,086 16,897,966 21,641,105 6,846,941 Net investment income Interest 15,851,574 Dividends 11,180,523 590,560 Other - principally realized and unrealized gains (losses) on investments 33,558,023 1,078,050 15,851,574 44,738,546 1,668,610 32,749,540 66,379,651 8,515,551 DEDUCTIONS Benefits paid to participants 25,439,603 9,639,872 1,432,871 Investment management fees 40,191 35,751 8,369 Other - net transfers among investment funds 9,891,746 (3,145,548) (3,112,344) 35,371,540 6,530,075 (1,671,104) NET ADDITIONS (DEDUCTIONS) (2,622,000) 59,849,576 10,186,655 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1995 $253,280,476 $206,811,782 $24,656,070
-11- NOTE 6 - CHANGES IN ASSETS BY INVESTMENT OPTION (Continued)
Contributions Loans Receivable Total ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1994 $9,415,580 $20,065,125 $446,814,802 ADDITIONS Contributions Employees 593,062 19,075,293 Employer 5,060,284 31,964,065 5,653,346 51,039,358 Net investment income Interest 915,542 16,767,116 Dividends 11,771,083 Other - principally realized and unrealized gains(losses) on investments 34,636,073 915,542 63,174,272 915,542 5,653,346 114,213,630 DEDUCTIONS Benefits paid to participants 780,612 37,292,958 Investment management fees 84,311 Other - net transfers among investment funds (3,633,854) __________ (2,853,242) 37,377,269 NET ADDITIONS (DEDUCTIONS) 3,768,784 5,653,346 76,836,361 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1995 $13,184,364 $25,718,471 $523,651,163
- -12- NOTE 6 - CHANGES IN ASSETS BY INVESTMENT OPTION
Vanguard Fixed Income Mutual Multi-Asset TRINOVA Stock Fund Funds Fund Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1993 $3,288,535 $2,487,309 $2,726,582 $1,138,707 ADDITIONS Assets at April 1, 1994 transferred from merged plans (Note 1) 249,823,573 137,716,170 14,401,889 Contributions Employees 5,625,494 7,926,612 55,629 477,243 Employer 2,550,463 2,912,692 107,258 366,032 8,175,957 10,839,304 162,887 843,275 Net investment income Interest 12,131,215 20,986 Dividends 6,567,058 0 241,095 Other - principally realized and unrealized gains (losses) on investments (1,946,681) 973 (2,277,608) 12,131,215 4,620,377 21,959 (2,036,513) 270,130,745 153,175,851 184,846 13,208,651 DEDUCTIONS Benefits paid to participants 17,426,733 7,178,963 843,023 Investment management fees 30,484 20,329 7,238 4,776 Other - principally net transfers among investment funds and net transfers to benefit plans of affiliated companies 59,587 1,501,662 2,904,190 (969,856) 17,516,804 8,700,954 2,911,428 (122,057) NET ADDITIONS (DEDUCTIONS) 252,613,941 144,474,897 (2,726,582) 13,330,708 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1994 $255,902,476 $146,962,206 $ 0 $14,469,415
-13- NOTE 6 - CHANGES IN ASSETS BY INVESTMENT OPTION (Continued)
Government Securities Contributions Fund Loans Receivable Total ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1993 $ 134,082 $ 173,833 $ 515,110 $10,464,158 ADDITIONS Assets at April 1, 1994 transferred from merged plans (Note 1) 5,719,926 407,661,558 Contributions Employees 13,578 (16,709) 14,081,847 Employer 20,279 19,566,724 25,523,448 33,857 19,550,015 39,605,295 Net investment income Interest 2,798 404,653 12,559,652 Dividends 6,808,153 Other - principally realized and unrealized gains(losses) on investments (2,698) (4,226,014) 100 404,653 15,141,791 33,957 6,124,579 19,550,015 462,408,644 DEDUCTIONS Benefits paid to participants 530,854 25,979,573 Investment management fees 42 62,869 Other - principally net transfers among investment funds and net transfers to benefit plans of affiliated companies 167,997 (3,648,022) 15,558 168,039 (3,117,168) 19,550,015 26,058,000 NET ADDITIONS (DEDUCTIONS) (134,082) 9,241,747 19,550,015 436,350,644 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1994 $ 0 $9,415,580 $20,065,125 $446,814,802
-14- NOTE 6 - CHANGES IN ASSETS BY INVESTMENT OPTION (Continued)
Vanguard Fixed Income Mutual Multi-Asset TRINOVA Stock Fund Funds Fund Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1992 $3,796,406 $1,571,316 $2,194,948 $ 789,379 ADDITIONS Contributions Employees 120,588 194,076 155,703 59,393 Employer 81,088 110,541 85,320 76,180 201,676 304,617 241,023 135,573 Net investment income Interest 241,855 1,635 335 Dividends 100,914 25,214 Realized gains on sales of investments 45,921 33,585 41,223 Other - principally realized and unrealized gains (losses) on investments 220,070 291,341 378,756 241,855 320,984 292,976 404,305 443,531 625,601 533,999 539,878 DEDUCTIONS Benefits paid to participants 316,079 197,203 308,019 30,710 Investment management fees 2,014 16,042 Other - principally net transfers among investment funds and net transfers to benefit plans of affiliated companies 635,323 (489,609) (321,696) 159,840 951,402 (290,392) 2,365 190,550 NET ADDITIONS (DEDUCTIONS) (507,871) 915,993 531,634 349,328 ASSETS AVAILABLE FOR PLAN BENEFITS $ 3,288,535 $2,487,309 $ 2,726,582 $ 1,138,707 AT DECEMBER 31, 1993
- -15- NOTE 6 - CHANGES IN ASSETS BY INVESTMENT OPTION (Continued)
Government Securities Contributions Fund Loans Receivable Total ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1992 $ 111,067 $172,729 $125,576 $8,761,421 ADDITIONS Contribution Employees 19,816 21,534 571,110 Employer 11,387 368,000 732,516 31,203 389,534 1,303,626 Net investment income Interest 6,311 16,188 266,324 Dividends 126,128 Other - principally realized and unrealized gains(losses) on investments 1,334 891,501 7,645 16,188 1,283,953 38,848 16,188 389,534 2,587,579 DEDUCTIONS Benefits paid to participants 2,436 854,477 Investment management fees 150 18,206 Other - principally net transfers among investment funds and net transfers to benefit plans of affiliated companies 13,247 15,084 12,189 15,833 15,084 884,842 NET ADDITIONS (DEDUCTIONS) 23,015 1,104 389,534 1,702,737 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1993 $ 134,082 $ 173,833 $ 515,110 $10,464,158
-16- NOTE 7 - VANGUARD MUTUAL FUNDS A summary of the activity within the separate Vanguard Mutual Fund options for the year ended December 31, 1995 is as follows:
Morgan International Growth Fund Index Fund Windsor II Fund Growth Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1994 $8,620,791 $28,031,705 $23,322,538 $18,248,898 Contributions and transfers from other investment options 1,796,591 5,092,941 3,836,403 2,538,041 Net investment income Dividends 1,260,913 1,025,313 2,048,964 512,813 Realized and unrealized gains/(losses) 2,083,996 10,319,351 7,069,389 1,923,784 3,344,909 11,344,664 9,118,353 2,436,597 Net Intra-Vanguard Transfers 2,178,263 4,385,899 1,480,418 (2,804,258) 7,319,763 20,823,504 14,435,174 2,170,380 Benefit payments and transfer to other investment options 821,444 3,017,620 2,030,855 1,345,531 Expenses 1,941 5,535 4,289 2,913 823,385 3,023,155 2,035,144 1,348,444 NET ADDITIONS 6,496,378 17,800,349 12,400,030 821,936 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1995 $15,117,169 $45,832,054 $35,722,568 $19,070,834
- -17- NOTE 7 - VANGUARD MUTUAL FUNDS (Continued)
Total Money STAR Fixed Income Vanguard Market Fund Fund Securities Fund Mutual Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1994 $4,527,146 $63,439,180 $ 771,948 $146,962,206 Contributions and transfers from other investment options 2,633,073 7,907,452 317,523 24,122,024 Net investment income Dividends 371,073 5,834,835 126,612 11,180,523 Realized and unrealized gains/(losses) 11,878,924 282,579 33,558,023 371,073 17,713,759 409,191 44,738,546 Net Intra-Vanguard Transfers 106,959 (2,523,583) 1,631,931 4,455,629 3,111,105 23,097,628 2,358,645 73,316,199 Benefit payments and transfer to other investment options 427,597 5,734,394 53,431 13,430,872 Expenses 7,048 13,711 314 35,751 434,645 5,748,105 53,745 13,466,623 NET ADDITIONS 2,676,460 17,349,523 2,304,900 59,849,576 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1995 $7,203,606 $80,788,703 $3,076,848 $206,811,782
-18- NOTE 7 - VANGUARD MUTUAL FUNDS (Continued) A summary of the activity within the separate Vanguard Mutual Fund options for the year ended December 31, 1994 is as follows:
Morgan International Growth Fund Index Fund Windsor II Fund Growth Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1993 $289,658 $781,093 $768,412 $648,067 Assets at April 1, 1994 transferred from merged plans (Note 1) 8,131,373 25,306,737 20,305,837 15,050,725 Contributions and transfers from other investment options 936,772 2,767,667 2,343,155 1,766,176 Net investment income Dividends 261,057 692,562 1,421,359 244,932 Realized and unrealized gains/(losses) (67,963) 642,657 (744,245) 73,878 193,094 1,335,219 677,114 318,810 Net Intra-Vanguard Transfers (428,911) (440,654) 534,057 1,430,332 8,832,328 28,968,969 23,860,163 18,566,043 Benefit payments and transfer to other investment options 499,862 1,714,550 1,303,316 963,251 Expenses 1,333 3,807 2,721 1,961 501,195 1,718,357 1,306,037 965,212 NET ADDITIONS 8,331,133 27,250,612 22,554,126 17,600,831 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1994 $8,620,791 $28,031,705 $23,322,538 $18,248,898
-19- NOTE 7 - VANGUARD MUTUAL FUNDS (Continued)
Total Money STAR Fixed Income Trustee Vanguard Market Fund Fund Securities Fund Cash Account Mutual Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1993 $0 $0 $0 $79 $2,487,309 Assets at April 1, 1994 transferred from merged plans (Note 1) 3,395,392 65,526,106 137,716,170 Contribution and transfers from other investment options 1,120,536 6,124,544 62,926 15,121,776 Net investment income Dividends 137,900 3,781,984 27,343 (79) 6,567,058 Realized and unrealized gains/(losses) (1,820,488) (30,520) (1,943,681) 137,900 1,961,496 (3,177) (79) 4,620,377 Net Intra-Vanguard Transfers 93,545 (5,055,543) 725,223 (3,141,951) 4,747,373 68,556,603 784,972 (79) 154,316,372 Benefit payments and transfer to other investment option Expenses 2,244 8,209 54 20,329 220,227 5,117,423 13,024 9,841,475 NET ADDITIONS (DEDUCTIONS) 4,527,146 63,439,180 771,948 (79) 144,474,897 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1994 $4,527,146 $63,439,180 $771,948 $ 0 $146,962,206
-20- NOTE 7 - VANGUARD MUTUAL FUNDS (Continued) A summary of the activity within the separate Vanguard Mutual Fund options for the year ended December 31, 1993 is as follows:
Morgan International Growth Fund Index Fund Windsor II Fund Growth Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1992 $256,610 $631,953 $550,526 $134,720 Contributions and transfers from other investment options 188,000 306,534 225,521 289,918 Net investment income Dividends 32,027 20,752 42,917 5,218 Realized and unrealized gains/(losses) (8,987) 52,271 42,566 134,220 23,040 73,023 85,483 139,438 Net Intra-Vanguard Transfers (61,863) (110,206) 54,658 117,411 149,177 269,351 365,392 546,767 Benefit payments and transfer to other investment options 115,727 119,292 147,059 33,174 Expenses 402 919 447 246 116,129 120,211 147,506 33,402 NET ADDITIONS (DEDUCTIONS) 33,048 149,140 217,886 513,347 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1993 $289,658 $781,093 $768,412 $648,067
-21- NOTE 7 - VANGUARD MUTUAL FUNDS (Continued)
Total Trustee Benefits Vanguard Cash Account Payable Mutual Fund ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1992 $ 2,505 ($ 4,998) $1,571,316 Contribution and transfers from other investment options 1,009,703 Net investment income Dividends 100,914 Realized and unrealized gains/(losses) 220,070 320,984 Net Intra-Vanguard Transfer 1,330,687 Benefit payments and transfer to other investment options 2,426 (4,998) 412,680 Expenses 2,014 2,426 (4,998) 414,694 NET ADDITIONS (DEDUCTIONS) ( 2,426) 4,998 915,993 ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1993 $ 79 $ 0 $2,487,309
-22- EX-99 2 EXHIBIT INDEX EXHIBIT INDEX Exhibit Number Page (1) Consent of Independent Auditors 24 -23- EX-1 3 EXHIBIT 1 Exhibit (1) CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in Registration Statement No. 333-55399 on Form S-8 of our report dated May 31, 1996 with respect to the financial statements of the TRINOVA Corporation Retirement Savings and Profit- Sharing Plan included in this Annual Report (Form 11-K) for the plan year ended December 31, 1995. /S/ ERNST & YOUNG LLP Toledo, Ohio June 25, 1996 -24- -----END PRIVACY-ENHANCED MESSAGE-----