-----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, PTxLkD2ZLa6qhWDMe9ZTHVLunAZFc9fbF37lbFz2egPMfJgovNMjKjPkAckWiZJ6 Vic8CZsO0n/z3+04T0QiSQ== 0000063276-96-000029.txt : 19960701 0000063276-96-000029.hdr.sgml : 19960701 ACCESSION NUMBER: 0000063276-96-000029 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960628 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MATTEL INC /DE/ CENTRAL INDEX KEY: 0000063276 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 951567322 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05647 FILM NUMBER: 96588436 BUSINESS ADDRESS: STREET 1: 333 CONTINENTAL BLVD CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: 3102522000 11-K 1 FISHER-PRICE MSP 1995 11-K 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, 1995. [_] 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 001-10783 - --------------------------------- A. Full title of the plan and the address of the plan, if different from that of the issuer named below: FISHER-PRICE, INC. MATCHING SAVINGS PLAN 636 GIRARD AVENUE EAST AURORA, NEW YORK 14052 B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: MATTEL, INC. 333 CONTINENTAL BOULEVARD EL SEGUNDO, CALIFORNIA 90245-5012 [Price Waterhouse LLP letterhead] Report of Independent Accountants --------------------------------- June 14, 1996 To the Participants and Plan Administrator of the Fisher-Price, Inc. Matching Savings Plan In our opinion, the accompanying statements of net assets available for plan benefits with fund information and the related statements of changes in net assets available for plan benefits with fund information present fairly, in all material respects, the net assets available for plan benefits of the Fisher-Price, Inc. Matching Savings Plan at December 31, 1995 and 1994, and the changes in net assets available for plan benefits for the years then ended, in conformity with generally accepted accounting principles. 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 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 management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. Our audits were made 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 at December 31, 1995 and reportable transactions for the year then ended are presented for purposes of additional analysis and are not a required part of the basic financial statements but are additional information required by ERISA. The Fund Information in the statements of net assets available for plan benefits and the statements of changes in net assets available for plan benefits is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and the changes in net assets 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/ Price Waterhouse LLP - ------------------------
FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION AT DECEMBER 31, 1995 - -------------------------------------------------------------------------- Fund Information ------------------------------------------------------------------------ Growth & Managed Income Income Mattel, Inc. Diversified Magellan Portfolio Portfolio II Stock Fund Fund Fund Fund Fund ------------ ------------ ------------ ------------ ------------ Assets Investments at fair market value: Shares of Fidelity Investments, registered investment company: Fidelity Magellan Fund $ 13,371,247 Fidelity Growth & Income Portfolio $ 12,132,581 Units of Fidelity Management Trust Company: Fidelity Managed Income Portfolio II $ 36,808,384 Short-term investments $ 3,058,687 Common stock $ 24,758,855 38,432,285 ------------ ------------ ------------ ------------ ------------ Total investments 24,758,855 41,490,972 13,371,247 12,132,581 36,808,384 Participant loans receivable Receivables: Due from brokers for securities sold 187,603 Accrued interest and dividends 49,362 77,760 Other 30,685 ------------ ------------ ------------ ------------ ------------ 80,047 265,363 - - - ------------ ------------ ------------ ------------ ------------ Total assets 24,838,902 41,756,335 13,371,247 12,132,581 36,808,384 ------------ ------------ ------------ ------------ ------------ Liabilities Accounts payable 119,230 Due to brokers for securities purchased 349,594 ------------ ------------ ------------ ------------ ------------ Total liabilities 119,230 349,594 - - - ------------ ------------ ------------ ------------ ------------ Net assets available for plan benefits $ 24,719,672 $ 41,406,741 $ 13,371,247 $ 12,132,581 $ 36,808,384 ============ ============ ============ ============ ============ FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION AT DECEMBER 31, 1995 - -------------------------------------------------------------------------- Participant Loans Total ------------ ------------ Assets Investments at fair market value: Shares of Fidelity Investments, registered investment company: Fidelity Magellan Fund $ 13,371,247 Fidelity Growth & Income Portfolio 12,132,581 Units of Fidelity Management Trust Company: Fidelity Managed Income Portfolio II 36,808,384 Short-term investments 3,058,687 Common stock 63,191,140 ------------ ------------ Total investments - 128,562,039 Participant loans receivable $ 2,424,520 2,424,520 Receivables: Due from brokers for securities sold 187,603 Accrued interest and dividends 127,122 Other 30,685 ------------ ------------ - 345,410 ------------ ------------ Total assets 2,424,520 131,331,969 ------------ ------------ Liabilities Accounts payable 119,230 Due to brokers for securities purchased 349,594 ------------ ------------ Total liabilities - 468,824 ------------ ------------ Net assets available for plan benefits $ 2,424,520 $130,863,145 ============ ============ The accompanying notes are an integral part of these financial statements.
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FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION AT DECEMBER 31, 1994 - -------------------------------------------------------------------------- Fund Information ------------------------------------------------------------------------ Growth & Managed Income Income Mattel, Inc. Diversified Magellan Portfolio Portfolio II Stock Fund Fund Fund Fund Fund ------------ ------------ ------------ ------------ ------------ Assets Investments at fair market value: Shares of Fidelity Investments, registered investment company: Fidelity Magellan Fund $ 7,450,205 Fidelity Growth & Income Portfolio $ 6,410,027 Units of Fidelity Management Trust Company: Fidelity Managed Income Portfolio II $ 37,641,331 Short-term investments $ 376,847 $ 743,394 Common stock 18,846,539 31,287,226 ------------ ------------ ------------ ------------ ------------ Total investments 19,223,386 32,030,620 7,450,205 6,410,027 37,641,331 Participant loans receivable Receivables: Employer's contribution 86,003 4,925 174,143 146,735 82,594 Due from brokers for securities sold 517,267 Accrued interest and dividends 45,802 58,872 ------------ ------------ ------------ ------------ ------------ 131,805 581,064 174,143 146,735 82,594 ------------ ------------ ------------ ------------ ------------ Total assets 19,355,191 32,611,684 7,624,348 6,556,762 37,723,925 ------------ ------------ ------------ ------------ ------------ Liabilities Due to brokers for securities purchased 175,186 892,626 - - - ------------ ------------ ------------ ------------ ------------ Total liabilities 175,186 892,626 - - - ------------ ------------ ------------ ------------ ------------ Net assets available for plan benefits $ 19,180,005 $ 31,719,058 $ 7,624,348 $ 6,556,762 $ 37,723,925 ============ ============ ============ ============ ============ FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION AT DECEMBER 31, 1994 - -------------------------------------------------------------------------- Participant Loans Total ------------ ------------ Assets Investments at fair market value: Shares of Fidelity Investments, registered investment company: Fidelity Magellan Fund $ 7,450,205 Fidelity Growth & Income Portfolio 6,410,027 Units of Fidelity Management Trust Company: Fidelity Managed Income Portfolio II 37,641,331 Short-term investments 1,120,241 Common stock 50,133,765 ------------ ------------ Total investments - 102,755,569 Participant loans receivable $ 2,623,881 2,623,881 Receivables: Employer's contribution 494,400 Due from brokers for securities sold 517,267 Accrued interest and dividends 104,674 ------------ ------------ - 1,116,341 ------------ ------------ Total assets 2,623,881 106,495,791 ------------ ------------ Liabilities Due to brokers for securities purchased - 1,067,812 ------------ ------------ Total liabilities - 1,067,812 ------------ ------------ Net assets available for plan benefits $ 2,623,881 $105,427,979 ============ ============ The accompanying notes are an integral part of these financial statements.
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FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1995 - ------------------------------------------------------------------------- Fund Information ------------------------------------------------------------------------ Growth & Managed Income Income Mattel, Inc. Diversified Magellan Portfolio Portfolio II Stock Fund Fund Fund Fund Fund ------------ ------------ ------------ ------------ ------------ Additions to net assets attributed to: Investment Income: Interest $ 8,423 $ 150,909 $ - $ - $ - Dividends 110,015 778,135 758,595 542,074 2,284,615 Net appreciation in fair value of assets 9,767,229 11,305,126 2,241,442 2,202,477 - Contributions: Employer 328,895 57,653 613,240 508,974 294,859 Employee 800,399 266,380 1,560,703 1,272,528 665,794 ------------ ------------ ------------ ------------ ------------ Total additions 11,014,961 12,558,203 5,173,980 4,526,053 3,245,268 ------------ ------------ ------------ ------------ ------------ Deductions from net assets attributed to: Benefit payments 1,797,926 3,017,125 580,284 550,604 5,080,198 Other - (185) 423 344 (399) ------------ ------------ ------------ ------------ ------------ Total deductions 1,797,926 3,016,940 580,707 550,948 5,079,799 ------------ ------------ ------------ ------------ ------------ Net increase (decrease) prior to interfund transfers 9,217,035 9,541,263 4,593,273 3,975,105 (1,834,531) Interfund transfers (3,677,368) 146,420 1,153,626 1,600,714 918,990 ------------ ------------ ------------ ------------ ------------ Net increase (decrease) 5,539,667 9,687,683 5,746,899 5,575,819 (915,541) ------------ ------------ ------------ ------------ ------------ Net assets available for plan benefits: Beginning of year 19,180,005 31,719,058 7,624,348 6,556,762 37,723,925 ------------ ------------ ------------ ------------ ------------ End of year $ 24,719,672 $ 41,406,741 $ 13,371,247 $ 12,132,581 $ 36,808,384 ============ ============ ============ ============ ============ FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1995 - ------------------------------------------------------------------------- Participant Loans Total ------------ ------------ Additions to net assets attributed to: Investment Income: Interest $ 203,437 $ 362,769 Dividends - 4,473,434 Net appreciation in fair value of assets - 25,516,274 Contributions: Employer - 1,803,621 Employee - 4,565,804 ------------ ------------ Total additions 203,437 36,721,902 ------------ ------------ Deductions from net assets attributed to: Benefit payments 260,416 11,286,553 Other - 183 ------------ ------------ Total deductions 260,416 11,286,736 ------------ ------------ Net increase (decrease) prior to interfund transfers (56,979) 25,435,166 Interfund transfers (142,382) - ------------ ------------ Net increase (decrease) (199,361) 25,435,166 ------------ ------------ Net assets available for plan benefits: Beginning of year 2,623,881 105,427,979 ------------ ------------ End of year $ 2,424,520 $130,863,145 ============ ============ The accompanying notes are an integral part of these financial statements.
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FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1994 - ------------------------------------------------------------------------- Fund Information ------------------------------------------------------------------------ Growth & Managed Income Income Mattel, Inc. Diversified Magellan Portfolio Portfolio II Stock Fund Fund Fund Fund Fund ------------ ------------ ------------ ------------ ------------ Additions to net assets attributed to: Transfer of net assets from the Profit Sharing and Retirement Savings Plan $ 14,716,931 $ 31,568,861 $ - $ - $ 35,760,038 Investment Income: Interest 10,249 66,628 - 48 322,375 Dividends 100,785 392,162 251,060 429,427 749,810 Net appreciation (depreciation) in fair value of assets 288,089 620,978 (377,272) (308,739) - Contributions: Employer 357,210 7,343 850,344 698,108 200,211 Employee 612,897 6,219 1,565,305 1,304,714 294,739 ------------ ------------ ------------ ------------ ------------ Total additions 16,086,161 32,662,191 2,289,437 2,123,558 37,327,173 ------------ ------------ ------------ ------------ ------------ Deductions from net assets attributed to: Benefit payments 514,483 448,081 191,892 173,252 1,807,636 Other 2,318 (20) (844) (1,470) (289) ------------ ------------ ------------ ------------ ------------ Total deductions 516,801 448,061 191,048 171,782 1,807,347 ------------ ------------ ------------ ------------ ------------ Net increase prior to interfund transfers 15,569,360 32,214,130 2,098,389 1,951,776 35,519,826 Interfund transfers 761,757 (495,072) (54,770) (39,485) 2,204,099 ------------ ------------ ------------ ------------ ------------ Net increase (decrease) 16,331,117 31,719,058 2,043,619 1,912,291 37,723,925 ------------ ------------ ------------ ------------ ------------ Net assets available for plan benefits: Beginning of year 2,848,888 - 5,580,729 4,644,471 - ------------ ------------ ------------ ------------ ------------ End of year $ 19,180,005 $ 31,719,058 $ 7,624,348 $ 6,556,762 $ 37,723,925 ============ ============ ============ ============ ============ FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1994 - ------------------------------------------------------------------------- Fund Information ------------ Managed Income Portfolio Participant Fund Loans Total ------------ ------------ ------------ Additions to net assets attributed to: Transfer of net assets from the Profit Sharing and Retirement Savings Plan $ - $ 1,954,425 $ 84,000,255 Investment Income: Interest - 92,824 492,124 Dividends 64,482 - 1,987,726 Net appreciation (depreciation) in fair value of assets - - 223,056 Contributions: Employer 176,757 - 2,289,973 Employee 268,722 - 4,052,596 ------------ ------------ ------------ Total additions 509,961 2,047,249 93,045,730 ------------ ------------ ------------ Deductions from net assets attributed to: Benefit payments 64,684 26,811 3,226,839 Other 639 - 334 ------------ ------------ ------------ Total deductions 65,323 26,811 3,227,173 ------------ ------------ ------------ Net increase prior to interfund transfers 444,638 2,020,438 89,818,557 Interfund transfers (2,618,170) 241,641 - ------------ ------------ ------------ Net increase (decrease) (2,173,532) 2,262,079 89,818,557 ------------ ------------ ------------ Net assets available for plan benefits: Beginning of year 2,173,532 361,802 15,609,422 ------------ ------------ ------------ End of year $ - $ 2,623,881 $105,427,979 ============ ============ ============ The accompanying notes are an integral part of these financial statements.
-5- FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- NOTES TO FINANCIAL STATEMENTS - ----------------------------- 1. DESCRIPTION OF PLAN The Fisher-Price, Inc. Matching Savings Plan (the Plan), was established January 1, 1992 as a defined contribution plan to cover all eligible employees of Fisher-Price, Inc. (the Company). In accordance with the Plan agreement, eligibility is defined as a common law employee with at least six months of service and an age of twenty and one-half years or older. The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 (ERISA). On June 30, 1994, the Plan was merged with the Fisher-Price Profit Sharing and Retirement Savings Plan (the Profit Sharing Plan) such that all assets of the Profit Sharing Plan were transferred into the Plan. The Plan was restated on July 1, 1994 to replace the January 1, 1992 original plan document. The restatement was made to reflect the merger of the plans and to meet requirements of the Internal Revenue Service in obtaining a favorable determination letter. These changes had no significant impact on the Plan. Participants should refer to the 1994 Restatement plan document for more complete information. In addition, on November 30, 1993, the Company became a wholly-owned subsidiary of Mattel, Inc. (Mattel). There was no effect on Plan provisions as a result of the merger. Participants may elect to make voluntary contributions of 1% to 10% of their annual compensation subject to certain limitations. The Company will match 100% of the first $300 of a participant's contribution, 75% of the next $200 contributed and 40% of contributions over $500 up to a maximum of 6% of annual compensation. Additionally, the Board of Directors of Mattel can authorize an additional "discretionary" contribution of up to 50% of the participant's contribution, limited to 6% of his or her annual compensation. A discretionary contribution in the amount of $494,400 was approved by the Board for the 1994 plan year. There was no discretionary contribution for the 1995 plan year. Participants are immediately vested in their voluntary contributions, the Company's contributions, and their share of actual earnings. INVESTMENT PROGRAMS The Plan allows participants to direct their contributions, in 1% increments, to any combination of five investment accounts. All investment accounts are maintained by Fidelity Management Trust Company (FMTC). The investment options are as follows: - MATTEL, INC. STOCK FUND The underlying assets of the fund consist of Mattel, Inc. common stock, which is listed on the New York Stock Exchange (Symbol: MAT) and a money market type fund to provide daily liquidity. The Mattel, Inc. Stock Fund of the Plan and the Profit Sharing Plan were combined in conjunction with the merger of the plans. The combined fund was unitized by FMTC (the Trustee) and shares of the fund are reflected as units. Prior to the unitization, -6- the underlying assets of the fund consisted solely of Mattel, Inc. common stock. The unitization allows participants to transfer monies into and out of the fund on any business day and also provides FMTC with additional flexibility in managing the fund. At December 31, 1995 and 1994, participants had 1,615,665 units with a net asset value of $15.30 per unit and 1,915,146 units with a net asset value of $9.97 per unit, respectively. Shares of Mattel, Inc. common stock held by the fund at December 31, 1995 and 1994 were 1,006,458 with a fair market value of $24,758,855 and 1,172,048 with a fair market value of $18,846,539, respectively. - DIVERSIFIED FUND This fund, transferred from the Profit Sharing Plan, invests principally in large capitalization U.S. equities, U.S. Treasury fixed income securities and high grade money market instruments. The equities portion of the fund is diversified among a variety of economic sectors and industries. Similar to the Mattel, Inc. Stock Fund, this fund is a unitized fund, such that the shares in the fund are stated in units and a short-term investment fund provides liquidity. At December 31, 1995 and 1994, participants had 2,869,490 units with a net asset value of $14.43 per unit and 3,073,671 units with a net asset value of $10.31 per unit, respectively. Shares of Mattel, Inc. common stock held by the fund at December 31, 1995 and 1994 were 15,500 with a fair market value of $381,300 and 27,500 with a fair market value of $442,200, respectively. - FIDELITY MAGELLAN FUND This fund invests primarily in common stock and securities convertible to common stock, issued by domestic and foreign companies offering long-term capital growth. - FIDELITY GROWTH & INCOME PORTFOLIO FUND This fund invests in any combination of common stock, securities convertible to common stock, preferred stock and fixed income securities of domestic and foreign companies offering growth of earnings potential while paying current dividends. - FIDELITY MANAGED INCOME PORTFOLIO II FUND This fund option was created due to the combination of the Managed Income Portfolio Fund from the Plan prior to the merger with the Profit Sharing Plan and the Guaranteed Interest Rate Fund from the Profit Sharing Plan. This fund invests primarily in guaranteed investment contracts issued by insurance companies and commercial banks and other similar types of fixed principal investments. - PARTICIPANT LOANS Participant loans consist of amounts borrowed by participants less principal repayments. Participants may borrow from their accounts from a minimum of $1,000 to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan terms range from 1-4 years or up to 15 years for the purchase of a primary residence. The loans -7- are secured by the balance in the participant's account and bear interest at the prime rate plus 1%. The interest rate is set for the duration of the loan. As of December 31, 1995, interest rates on loans outstanding ranged from 7% to 10%. Principal and interest are paid ratably through payroll deductions. In addition, funds may be withdrawn by participants prior to retirement under limited circumstances, subject to restrictions as defined by the Plan. Income earned by each fund, including realized and unrealized gains and losses on investments, is allocated to participants' accounts based on their pro-rata share of contributions and income earned thereon. At December 31, 1995 there were 3,097 participants in the Plan of which 2,094 were participating in the Mattel, Inc. Stock Fund, 1,311 in the Diversified Fund, 1,460 in the Fidelity Magellan Fund, 1,295 in the Fidelity Growth & Income Portfolio Fund and 1,766 in the Fidelity Managed Income Portfolio II Fund. There were 1,086 participants with loans outstanding at December 31, 1995. The Plan provides participants the flexibility to reallocate their account balances among the investment options at various times throughout the year as stipulated in the Plan agreement. WITHDRAWALS, DISTRIBUTIONS AND LOANS A participant undergoing certain types of financial hardship, as defined by the Plan, may request the Plan administrator to distribute all or a portion of his or her account. Such distributions may be granted by the Plan administrator if the participant meets certain criteria defined by the Plan. If a participant dies, is permanently disabled or attains normal retirement age, distributions under the Plan may commence immediately. If a participant's account balance is less than $3,500 upon termination, the participant's interest in the Plan is distributed in the form of a lump sum payment. If the amount in a participant's account exceeds $3,500, benefit payments will be delayed until a participant dies, is permanently disabled or attains normal retirement age; however, a participant may request in writing to receive his or her benefits at any time after employment terminates. The Plan provides certain elections for participants under which distributions from the Plan may be deferred. Additionally, an active participant may elect to borrow from the accumulated amount of assets in his or her account. All loans are subject to the review and approval of the Plan administrator. Terms and conditions of loans are discussed in the Plan agreement. ADMINISTRATION The Plan is administered by the Company. The Company has selected Fidelity Management Trust Company to be the Trustee of the Plan. The Trustee is responsible for maintaining the assets of the Plan and reporting on the earnings and assets of the Plan. In addition, the Company has selected Institutional Capital Corporation (ICAP) as the investment manager for the Diversified Fund. ICAP manages the fund using defined investment objectives and guidelines established by the Plan's Investment Committee. All administrative expenses, excluding broker commissions paid for the purchase and sale of securities for the Mattel, Inc. Stock Fund and the Diversified Fund, are paid by the Company. -8- 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING The financial statements are prepared using the accrual basis of accounting. INVESTMENTS Investments are reflected at current market value as measured by quoted market prices in an active market or as determined in good faith by the Trustee. Net realized gains or losses on the disposition of investments and investment income are also determined by the Trustee. The unrealized appreciation and depreciation of investments is determined from information provided by the Trustee. PAYMENT OF BENEFITS Benefits are recorded when paid. 3. INVESTMENTS The following table presents the Plan's investments. During 1995, the Plan's investments (including investment bought, sold, and held during the year) appreciated in value as follows:
Net Appreciation In Value December 31, During 1995 1995 ------------ ------------ Investments at fair value as determined by quoted market price: Fidelity Magellan Fund $ 2,241,442 $ 13,371,247 Fidelity Growth & Income Portfolio 2,202,477 12,132,581 Common stock: Mattel, Inc.* 9,767,229 24,758,855 Other 11,305,126 38,432,285 Short term investments - 3,058,687 Investments at fair value as determined in good faith by the Trustee: Fidelity Management Trust Company Managed Income Portfolio II - 36,808,384 ------------ ------------ $ 25,516,274 $128,562,039 ============ ============ * Party-in-interest
-9- 4. FEDERAL INCOME TAXES The Internal Revenue Service has determined and informed the Company by letter dated June 29, 1995 that the Plan, as restated and amended in 1994, constitutes a qualified plan under Section 401(a) of the Internal Revenue Code (IRC). The applicable provisions of the IRC exempt the Plan from federal income taxes. Accordingly, no provision for income taxes has been recorded on the Plan's financial statements. 5. PLAN MERGER The Company anticipates that prior to the end of 1997, the net assets of the Plan will be merged with and invested in funds of the Mattel, Inc. Personal Investment Plan based upon participant elections. -10-
FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT DECEMBER 31, 1995 - ---------------------------------------------------------- FIDELITY MANAGED ASSETS ----------------------- FIDELITY INVESTMENTS: - --------------------- Shares/ Market Units Description Cost Value - ---------- ---------------------------------- ----------- ----------- 155,516 MAGELLAN FUND $11,554,071 $13,371,247 =========== =========== 448,524 GROWTH & INCOME PORTFOLIO $10,191,788 $12,132,581 =========== =========== FMTC: - ----- 36,808,384 MANAGED INCOME PORTFOLIO II $36,808,384 $36,808,384 =========== =========== MATTEL, INC. STOCK FUND Common Stock ------------ 1,006,458 Mattel, Inc.* $ 9,193,916 $24,758,855 =========== =========== * Party-in-interest -11- FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT DECEMBER 31, 1995 (CONTINUED) - ---------------------------------------------------------- ICAP MANAGED ASSETS ------------------- Par Value/ Market Shares Description Cost Value - ---------- ---------------------------------- ----------- ----------- DIVERSIFIED FUND Short-Term Investments ---------------------- 1,086,600 Bankers Trust Company Short-Term Investment Fund $ 1,086,600 $ 1,086,600 500,000 Ford Motor Credit Discount Commercial Paper, 03/04/96 494,413 494,413 1,000,000 Hewlett-Packard Commercial Paper, 5.630%, 01/18/96 984,674 984,674 500,000 Hewlett-Packard Commercial Paper, 02/29/96 493,000 493,000 ----------- ----------- Total short-term investments 3,058,687 3,058,687 ----------- ----------- Common Stock ------------ 25,400 Abbott Laboratories 1,043,518 1,060,450 25,999 Allstate Corporation 731,764 1,069,209 9,850 American Home Products 668,119 955,450 8,900 American Standard Companies 253,689 249,200 14,200 Amoco Corporation 901,052 1,020,625 9,250 Atlantic Richfield Corporation 1,053,978 1,024,438 16,250 Bankamerica Corporation 785,834 1,052,187 13,350 Burlington Northern Santa Fe 802,804 1,041,300 42,600 Canadian Pacific Ltd. 687,307 772,125 16,700 Carnival Corporation 364,878 407,062 10,700 Capital Cities/ABC Inc. 1,255,097 1,320,112 28,700 CIBA-Geigy A.G. 1,176,819 1,269,975 6,600 Circuit City Stores, Inc. 205,120 182,325 13,800 Circus Circus Enterprises 370,356 384,675 15,750 Citicorp 493,353 1,059,188 -12- FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT DECEMBER 31, 1995 (CONTINUED) - ---------------------------------------------------------- ICAP MANAGED ASSETS ------------------- Par Value/ Market Shares Description Cost Value - ---------- ---------------------------------- ----------- ----------- Common Stock ------------ 12,550 Compaq Computer Corporation $ 480,433 $ 602,400 20,850 Deere & Company 516,812 734,963 10,100 Dow Chemical Company 665,674 710,788 500 Dun & Bradstreet Corporation 31,434 32,375 15,700 Dupont (EI) De Nemours 941,046 1,097,038 26,500 Federated Department Stores, Inc. 573,269 728,750 10,350 Hoechst ADR 1,220,002 1,406,488 12,650 International Business Machines Corp. 1,204,048 1,160,637 30,200 International Paper Company 1,244,149 1,143,825 12,800 ITT Corporation 505,071 678,400 11,700 ITT Industries, Inc. 208,533 280,800 16,600 Keycorp 575,396 601,750 15,500 Mattel, Inc.* 252,749 381,300 9,200 McDonnell Douglas Corp. 344,264 846,400 8,300 Mobil Corp. 776,071 929,600 10,100 Motorola, Inc. 611,319 575,700 63,600 Newscorp Limited Pfd. ADR 1,116,231 1,224,300 13,900 Pepsico Inc. 542,469 776,663 13,750 Philip Morris Companies Inc. 932,200 1,244,375 38,300 Philips Electronics NV NY 1,109,488 1,374,013 16,500 Silicon Graphics, Inc. 509,101 453,750 15,300 Tele Danmark AS CL B ADR 390,527 422,662 24,000 Tenet Healthcare Corp. 381,045 498,000 14,150 Texas Instruments, Inc. 796,646 732,262 30,500 Time Warner Inc. 1,135,946 1,155,188 21,900 Travelers Group Inc. 879,483 1,376,962 10,150 Unilever NV ADR 1,372,865 1,428,612 14,150 Union Pacific Corp. 919,935 933,900 21,150 Weyerhaeuser Co. 853,561 914,738 37,400 WMX Technologies, Inc. 1,032,296 1,117,325 ----------- ----------- Total common stock 32,915,751 38,432,285 ----------- ----------- Total assets held by the Diversified Fund $35,974,438 $41,490,972 =========== =========== * Party-in-interest
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FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995 (1) - ----------------------------------------------------------------- Identity of Description Purchase Party Involved of Asset Price Transaction(s) - -------------------- ------------ ----------- -------------- Series of Transactions: Fidelity Investments Magellan $ 6,589,859 225 (FI) Fund - - FI Growth & 5,428,229 201 Income - - Portfolio FI Managed 10,235,163 221 Income - - Portfolio II Fidelity Mgmt. Bankers Trust 23,189,694 111 Trust Co. (FMTC) Co. STIF - - FMTC Fidelity Inst'l 7,281,390 116 Cash Portfolio - - Cl A FMTC Mattel, Inc. 2,855,648 24 Common Stock - - FISHER-PRICE, INC. MATCHING SAVINGS PLAN - ---------------------------------------- ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995 (1) - ----------------------------------------------------------------- Current Expense Value of Incurred Asset on Identity of Description Selling With Cost of Transaction Net Gain Party Involved of Asset Price Transaction(s) Transaction Asset Date or (Loss) - -------------------- ------------ ----------- -------------- ----------- ----------- ----------- ----------- Series of Transactions: Fidelity Investments Magellan $ - - $ - $ 6,589,859 $ 6,589,859 $ - (FI) Fund 2,910,260 157 - 2,641,143 2,910,260 269,117 FI Growth & - - - 5,428,229 5,428,229 - Income 1,908,152 136 - 1,715,896 1,908,152 192,256 Portfolio FI Managed - - - 10,235,163 10,235,163 - Income 11,068,110 208 - 11,068,110 11,068,110 - Portfolio II Fidelity Mgmt. Bankers Trust - - - 23,189,694 23,189,694 - Trust Co. (FMTC) Co. STIF 22,119,228 120 - 22,119,228 22,119,228 - FMTC Fidelity Inst'l - - - 7,281,390 7,281,390 - Cash Portfolio 7,644,119 130 - 7,644,119 7,644,119 - Cl A FMTC Mattel, Inc. - - 2,835 2,858,483 2,855,648 - Common Stock 6,621,495 60 10,124 2,539,812 6,621,495 4,071,559 (1) Computed based on the net asset value of the Plan at December 31, 1994 of $105,427,979 Prepared from data certified by FMTC. -14- POWER OF ATTORNEY ----------------- We, the undersigned directors of Fisher-Price, Inc., the Plan Administrator for the Fisher-Price, Inc. Matching Savings Plan, do hereby severally constitute and appoint John L. Vogelstein, Ned Mansour and Leland P. Smith, and each of them, our true and lawful attorneys and agents, to do any and all acts and things in our name and behalf in our capacities as directors and officers and to execute any and all instruments for us and in our names in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said Plan to comply with the Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements of the Securities and Exchange Commission, in connection with this Annual Report on Form 11-K, including specifically, but without limitation, power and authority to sign for us or any of us, in our names in the capacities indicated below, any and all amendments hereto; and we do each hereby ratify and confirm all that said attorneys and agents or any one of them, shall do or cause to be done by virtue hereof. 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. Fisher-Price, Inc. Matching Savings Plan ---------------------------------------- (Name of Plan) Fisher-Price, Inc., Plan Administrator /s/ Ned Mansour --------------------- Ned Mansour, Director /s/ Byron Davis Date: June 28, 1996 --------------------- ------------- Byron Davis, Director
EX-23.0 2 CONSENT OF PW EXHIBIT 23.0 CONSENT OF INDEPENDENT ACCOUNTANTS ---------------------------------- We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 033-54391) of the Fisher-Price, Inc. Matching Savings Plan, as amended, of our report dated June 14, 1996 appearing on page 1 of this Form 11-K. /s/ Price Waterhouse LLP - ------------------------ Buffalo, New York June 28, 1996 -----END PRIVACY-ENHANCED MESSAGE-----