-----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, HleAGd7Np5a+pF/giYrgZao6YZjIFFoz7JP6gjS9ADBQyFHDmjkr1C4CQDSN5T17 Wab5ExI2mru4ykJXo1M/iQ== 0000897101-97-001097.txt : 19971027 0000897101-97-001097.hdr.sgml : 19971027 ACCESSION NUMBER: 0000897101-97-001097 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970430 FILED AS OF DATE: 19971024 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDTRONIC INC CENTRAL INDEX KEY: 0000064670 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 410793183 STATE OF INCORPORATION: MN FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: SEC FILE NUMBER: 001-07707 FILM NUMBER: 97700235 BUSINESS ADDRESS: STREET 1: 7000 CENTRAL AVE NE STREET 2: MS 316 CITY: MINNEAPOLIS STATE: MN ZIP: 55432 BUSINESS PHONE: 6125744000 10-K/A 1 FORM 10-K/A (AMENDMENT NO. 1) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------- Amendment No. 1 to annual report pursuant to Section 13 or 15(d) of the Securities Act of 1934 for the fiscal year ended April 30, 1997. Commission File No. 1-7707 MEDTRONIC, INC. Minnesota 41-0793183 (State of Incorporation) (I.R.S. Employer Identification No.) 7000 Central Avenue N.E. Minneapolis, Minnesota 55432 (Address of principal executive offices) Telephone number: (612) 574-4000 The undersigned registrant hereby amends Part IV, Item 14(a)3, entitled "Exhibits", of its Annual Report on Form 10-K for fiscal 1997 to add the following exhibits: Exhibit No. - ----------- 99.1 Form 11-K for the Medtronic, Inc. and Participating Employers Supplemental Retirement Plan for the year ended April 30, 1997. Pursuant to the requirements of Section 13 or 15(d) 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. MEDTRONIC, INC. Dated: October 24, 1997 By: /s/ William W. George --------------------------- William W. George, Chairman and Chief Executive Officer INDEX OF EXHIBITS EXHIBITS - -------- 99.1 Form 11-K for the Medtronic, Inc. and Participating Employers Supplemental Retirement Plan for the year ended April 30, 1997. EX-99.1 2 ADDITIONAL EXHIBITS EXHIBIT 99.1 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 For the fiscal year ended April 30, 1997 Or ( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Nos.: 33-37529 and 33-44230 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Medtronic, Inc. 7000 Central Avenue N.E. Minneapolis, MN 55432 SIGNATURES 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. MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN Dated: October 24, 1997 By: /s/ Janet S. Fiola ---------------------- Janet S. Fiola Senior Vice President, Human Resources MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION APRIL 30, 1997 AND 1996 MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION APRIL 30, 1997 AND 1996 TABLE OF CONTENTS TO FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION
PAGE ---- Financial Statements: Report of Independent Accountants 1 Statement of Net Assets Available for Benefits 2 Statement of Changes in Net Assets Available for Benefits 3 Notes to Financial Statements 4-12 Additional Information:* Schedule I - Item 27a Form 5500 - Schedule of Assets Held for Investment Purposes 13 Schedule II - Item 27d Form 5500 - Schedule of Reportable Transactions 14
* Other schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable. Report of Independent Accountants October 3, 1997 To the Participants and Administrator of the Medtronic, Inc. and Participating Employers Supplemental Retirement Plan In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets of the Medtronic, Inc. and Participating Employers Supplemental Retirement Plan at April 30, 1997 and 1996, and the changes in net assets 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 audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in schedules I and II is presented for purposes of additional analysis and is not a required part of the basic financial statements but is additional information required by ERISA. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ Price Waterhouse LLP Price Waterhouse LLP Minneapolis, Minnesota MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS ($ IN 000'S) April 30, ------------------------ 1997 1996 ---------- ---------- Assets: Investments at Fair Value: Medtronic, Inc. Stock Fund $ 232,225 $ 203,833 Vanguard Wellington Fund 64,539 51,231 Vanguard Explorer Fund 11,460 9,959 Vanguard Wellesley Income Fund 7,700 5,100 VMMR Prime Portfolio 10,393 4,612 Vanguard 500 Portfolio Index Trust 55,000 33,606 Vanguard Prime Cap Fund 29,842 17,551 Vanguard Windsor II Fund 32,620 17,665 Vanguard International Growth Fund 11,754 8,523 Vanguard Total Bond Market Fund 2,439 1,682 Participant Loans 10,583 8,702 Interest in Master Trust Fund -- 7 ---------- ---------- 468,555 362,471 Deposits with Insurance Companies, at Contract Value 114,155 86,765 ---------- ---------- Total Investments 582,710 449,236 Contributions Receivable: Employer 8,601 11,413 Employee 1,970 1,564 ---------- ---------- Net Assets Available for Benefits $ 593,281 $ 462,213 ========== ========== The accompanying notes are an integral part of these financial statements. MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS ($ IN 000'S) Years ended April 30, ----------------------- 1997 1996 ---------- ---------- Additions: Contributions: Employer $ 13,043 $ 14,825 Employee 34,348 25,518 Investment Activity: Interest and Dividend Income 18,355 12,016 Interest in Master Trust Fund Investment Activity -- 338 Net Appreciation in Fair Value of Investments 78,763 78,363 ---------- ---------- Total Investment Income 97,118 90,717 Net Assets Transferred from Other Plans 423 8,657 ---------- ---------- Total Additions 144,932 139,717 Deductions: Benefit Payments (13,864) (10,716) ---------- ---------- Increase in Net Assets 131,068 129,001 Net Assets Available for Benefits: Beginning of Year 462,213 333,212 ---------- ---------- End of Year $ 593,281 $ 462,213 ========== ========== The accompanying notes are an integral part of these financial statements. MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS NOTE 1 -- DESCRIPTION OF THE PLAN The Medtronic, Inc. and Participating Employers Supplemental Retirement Plan (the Plan) is a defined contribution plan created by Medtronic, Inc. (the company). It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The Plan provides for a regular savings program whereby participants may deposit between 2% and 12% of their monthly salary. The trustees of the Plan are Vanguard Fiduciary Trust Company (Vanguard Trust) and First Trust National Association (First Trust), hereinafter referred to as the "Trustees". In fiscal 1997 and 1996, the company paid certain administrative expenses of the Plan. The company matches at least 25% of the employee contribution, up to 6% of compensation. The company may contribute additional amounts, up to an additional 75% of the amount contributed by the employee (up to 6% of compensation), if certain performance goals are achieved. Participants are 20% vested in the company contributions upon completing one year of service. Additional vesting accrues at the rate of 20% per year thereafter. Participants are 100% vested in their own contributions at all times. Participant forfeiture of nonvested amounts reduce the company contribution. Employer matching contributions of $177,244 and $158,124 during fiscal years 1997 and 1996, respectively, were forfeited by terminating employees before those amounts became vested. Participants direct investment of funds allocated to their account among eleven investments. The Vanguard Wellington Fund, a balanced fund, consists of common stocks and fixed income securities. The Interest Income Fund consists of deposits with insurance companies at fixed rates of return. The Medtronic, Inc. Stock Fund consists of holdings in Medtronic, Inc. common stock. The Vanguard 500 Portfolio Index Trust consists of stocks comprising the Standard and Poor's 500 Index. The Vanguard Explorer Fund is an aggressive growth fund consisting of common stocks of small companies. The VMMR Prime Portfolio consists of high-quality money market instruments. The Vanguard Windsor II Fund, a growth and income fund, consists of common stocks that, in the opinion of the investment advisor, are undervalued in the marketplace. The Vanguard Total Bond Market Fund is a bond fund that seeks to parallel the performance of an established Bond Index. The Vanguard Wellesley Income Fund, a balanced fund, invests in corporate bonds and stocks with above average dividend yields. The Vanguard Prime Cap Fund consists of stock, that in the opinion of the investment advisor, have strong earnings growth potential. The Vanguard International Growth Fund, an international stock fund, consists of non-U.S. stocks selected for their appreciation potential. Termination or retirement benefits are paid by the Trustees in accordance with the provisions of the Plan and the instructions of Medtronic, Inc., acting as plan administrator. In the event the Plan were terminated, participants become fully vested and the company would cause all amounts in the hands of the Trustees to be allocated and distributed to the participants based upon their investment balance. NOTE 2 -- SUMMARY OF ACCOUNTING PRINCIPLES Basis of Presentation The financial statements of the Plan are prepared on the accrual basis of accounting. Valuation of Investments As determined by the Trustees, investments are stated at fair value based upon quoted market prices, except deposits with insurance companies guaranteed investment contracts which are valued at contract value. Contract value represents contributions made under the contract, plus earnings, less plan withdrawals, and administrative expenses. Valuation of Participant Loans Participant loans are valued at cost which approximates fair value. Participants can have only one loan outstanding at a time and can borrow up to 50% of their vested balance not to exceed the maximum loan amount of $50,000. The minimum loan amount is $1,000. Loans are repaid through payroll deduction in equal amounts over a 1 to 5 year period. The interest rate is calculated as one percentage point over the prime rate in effect at First Bank, St. Paul, N.A., on the first work day of the month in which the loan is made and remains fixed for the duration for the loan. Investment Activity Interest and dividend income consists of amounts earned on investments in the Plan's separate trust held by Vanguard Trust. Use of Estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. NOTE 3 -- TRUSTEES Vanguard Trust maintains all assets of the Plan, excluding any assets held in the Master Trust Fund maintained by First Trust. Vanguard Trust is recordkeeper of the Plan assets held by Vanguard Trust and certain deposits held by insurance companies held in the Master Trust Fund. Vanguard Trust maintains a separate account in the name of each participant in the Plan to record the assets allocated to the participant and the earnings, losses, disbursements and expenses credited thereto. Medtronic, Inc. and First Trust act as recordkeeper for the remaining assets held in the Master Trust Fund. NOTE 4 -- BENEFIT OBLIGATIONS Differences in the amounts reported in the financial statements and the Form 5500 relate to benefit obligations at April 30, 1997 and 1996, for persons who have withdrawn from participation in the Plan are as follows: ($ in 000's) April 30, -------------------- 1997 1996 -------- -------- Medtronic, Inc. Stock Fund $ 251 $ 215 Interest Income Fund 606 908 Vanguard Wellington Fund 44 88 Vanguard Explorer Fund 20 3 Vanguard Wellesley Income Fund 9 -- VMMR Prime Portfolio 379 9 Vanguard 500 Portfolio Index Trust 46 32 Vanguard Prime Cap Fund 35 10 Vanguard Windsor II Fund 30 64 Vanguard International Growth Fund 6 5 Vanguard Total Bond Market Fund 3 -- Participant Loans 36 15 -------- -------- $ 1,465 $ 1,349 ======== ======== NOTE 5 -- RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500: ($ in 000's)
April 30, ------------------------- 1997 1996 ---------- ---------- Net assets available for benefits per the financial statements $ 593,281 $ 462,213 Amounts allocated to withdrawing participants (1,465) (1,349) ---------- ---------- Net assets available for benefits per the Form 5500 $ 591,816 $ 460,864 ========== ==========
NOTE 5 -- RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (CONTINUED) The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500: ($ in 000's) Year Ended April 30, 1997 ------------------------- Benefits paid to participants per the financial statements $ 13,864 Add: Amounts allocated to withdrawing participants at April 30, 1997 1,465 Less: Amounts allocated to withdrawing participants at April 30, 1996 (1,349) ---------- Benefits paid to participants per the Form 5500 $ 13,980 ========== Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to April 30 but not yet paid as of that date. NOTE 6 -- TAX STATUS The Plan has received a favorable determination letter of tax qualification from the Internal Revenue Service. The Plan administrator believes the Plan continues to qualify under the provision of Section 401(a) of the Internal Revenue Code, and that the related trust is exempt from federal income tax. NOTE 7 -- INVESTMENTS During the years ended April 30, 1997 and 1996 the Plan had transactions with Vanguard Trust and First Trust, the Plan's trustees, which are allowed by the Plan and are acceptable under the Internal Revenue Code. These transactions are classified as party-in-interest transactions. The investments held by Vanguard Trust as of April 30, 1997 and 1996 and the statement of changes for the periods then ended are presented in the following table: NOTE 7 -- INVESTMENTS (CONTINUED)
Vanguard Medtronic, Inc. Interest Vanguard Vanguard Wellesley VMMR Vanguard Stock Income Wellington Explorer Income Prime 500 Portfolio 1997 ($ in 000's) Fund Fund Fund Fund Fund Portfolio Index Trust ---------------------------------------------------------------------------------------------------- Balance, April 30, 1996 $ 203,833 $ 86,765 $ 51,231 $ 9,959 $ 5,100 $ 4,612 $ 33,606 Net Assets Transferred from Other Plans 59 5 15 53 8 70 29 Contributions 18,469 7,098 4,858 2,511 841 942 5,195 Inter-Fund Transfers (47,043) 19,313 751 104 1,216 4,645 7,199 Interest and Dividend Income 1,290 5,652 4,674 725 590 437 1,024 Realized/Unrealized Gain/(Loss) 59,752 -- 4,630 (1,633) 101 -- 8,612 Distributions (4,135) (4,685) (1,620) (259) (156) (313) (665) Net Assets Transferred from Master Trust 7 ---------------------------------------------------------------------------------------------------- Balance, April 30, 1997 $ 232,225 $ 114,155 $ 64,539 $ 11,460 $ 7,700 $ 10,393 $ 55,000 ====================================================================================================
[WIDE TABLE CONTINUED FROM ABOVE]
Vanguard Vanguard Vanguard Vanguard Prime Cap Windsor II International Total Bond Participant 1997 ($ in 000's) Fund Fund Growth Fund Market Fund Loans Total ------------------------------------------------------------------------------------ Balance, April 30, 1996 $ 17,551 $ 17,665 $ 8,523 $ 1,682 $ 8,702 $ 449,229 Net Assets Transferred from Other Plans 88 56 27 10 3 423 Contributions 4,152 3,547 1,725 459 -- 49,797 Inter-Fund Transfers 3,999 7,379 808 174 1,455 -- Interest and Dividend Income 739 1,797 477 140 810 18,355 Realized/Unrealized Gain/(Loss) 3,702 3,092 511 (4) -- 78,763 Distributions (389) (916) (317) (22) (387) (13,864) Net Assets Transferred from Master Trust 7 ------------------------------------------------------------------------------------ Balance, April 30, 1997 $ 29,842 $ 32,620 $ 11,754 $ 2,439 $ 10,583 $ 582,710 ====================================================================================
Vanguard Medtronic, Inc. Interest Vanguard Vanguard Wellesley VMMR Vanguard Stock Income Wellington Explorer Income Prime 500 Portfolio 1996 ($ in 000's) Fund Fund Fund Fund Fund Portfolio Index Trust -------------------------------------------------------------------------------------------------- Balance, April 30, 1995 $ 126,087 $ 85,566 $ 39,176 $ 6,152 $ 1,892 $ 2,348 $ 21,535 Net Assets Transferred from Other Plans 1,390 1,190 731 516 372 453 810 Contributions 14,458 7,055 4,003 1,525 535 464 3,319 Inter Fund Transfers 6,385 (21,912) (717) (319) 2,052 1,373 1,700 Interest and Dividend Income 956 4,864 2,376 624 310 213 708 Realized/Unrealized Gain/(Loss) 57,906 -- 6,917 1,617 82 -- 6,271 Distributions (3,349) (3,740) (1,255) (156) (143) (239) (737) Net Assets Transferred from Master Trust 13,742 -------------------------------------------------------------------------------------------------- Balance, April 30, 1996 $ 203,833 $ 86,765 $ 51,231 $ 9,959 $ 5,100 $ 4,612 $ 33,606 ==================================================================================================
[WIDE TABLE CONTINUED FROM ABOVE]
Vanguard Vanguard Vanguard Vanguard Prime Cap Windsor II International Total Bond Participant 1996 ($ in 000's) Fund Fund Growth Fund Market Fund Loans Total ----------------------------------------------------------------------------------- Balance, April 30, 1995 $ 7,954 $ 7,660 $ 3,965 $ 871 $ 6,860 $ 310,066 Net Assets Transferred from Other Plans 1,540 446 760 198 251 8,657 Contributions 2,604 1,821 1,046 271 -- 37,101 Inter Fund Transfers 2,948 5,144 1,848 265 1,233 -- Interest and Dividend Income 497 635 149 86 598 12,016 Realized/Unrealized Gain/(Loss) 2,464 2,265 846 (5) -- 78,363 Distributions (456) (306) (91) (4) (240) (10,716) Net Assets Transferred from Master Trust 13,742 --------------------------------------------------------------------------------- Balance, April 30, 1996 $ 17,551 $ 17,665 $ 8,523 $ 1,682 $ 8,702 $ 449,229 =================================================================================
NOTE 8 -- INTEREST IN THE MASTER TRUST FUND Certain assets of the Plan are invested by the Trustees in a Master Trust Fund with certain assets of the Medtronic, Inc. and Participating Employers Retirement Plan, and the Medtronic, Inc. Employees Stock Ownership Plan (ESOP). The Trustees maintain a separate account for Medtronic, Inc. and Participating Employers Supplemental Retirement Plan assets held within the Master Trust Fund. The separate account assets primarily consist of deposits with insurance companies. The Plan's interest in the total net assets held in the Master Trust Fund and changes in net assets during the period are as follows: ($ in 000's) Years ended April 30, ---------------------- 1997 1996 --------- --------- Interest in Master Trust, Beginning of Year $ 7 $ 13,411 Interest and Dividend Income -- 338 Net Assets Transferred to Separate Trust (7) (13,742) --------- --------- Interest in Master Trust, End of Year $ 0 $ 7 ========= ========= During the years ended April 30, 1997 and 1996, the Plan had transactions with First Trust, the Plan's Trustee, which are allowed by the Plan and are acceptable under the Internal Revenue Code. These transactions have been classified as party-in-interest transactions. NOTE 8 -- INTEREST IN THE MASTER TRUST FUND (CONTINUED) The financial data of the master trust fund on an accrual basis is as follows: MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS MASTER TRUST FUND STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS (UNAUDITED, $ IN 000'S) April 30, ------------------------- 1997 1996 ---------- ---------- Assets: Investments at Fair Value: Short-Term Investment Fund $ 3,577 $ 4,175 U.S. Government Securities 17,564 7,429 Corporate Debt Securities 18,287 19,609 Medtronic, Inc. Common Stock 222,585 183,212 Other Common Stocks 100,914 84,411 Capital/Real Estate Fund (90) 337 ---------- ---------- Total 362,837 299,173 Deposits with Insurance Companies, at contract value -- 7 ---------- ---------- Total Investments 362,837 299,180 Cash Balance 232 -- Accrued Income 760 672 ---------- ---------- Total Assets 363,829 299,852 Liabilities: Cash Overdrawn -- 723 Accrued Expenses 65 74 Loan From Medtronic, Inc. 27,900 28,672 ---------- ---------- Total Liabilities 27,965 29,469 ---------- ---------- Net Assets Available for Benefits $ 335,864 $ 270,383 ========== ========== NOTE 8 -- INTEREST IN THE MASTER TRUST FUND (CONTINUED) The financial data of the master trust fund on an accrual basis is as follows: MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS MASTER TRUST FUND STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS (UNAUDITED, $ IN 000'S) Years ended April 30, ------------------------ 1997 1996 ---------- ---------- Additions: Contributions: Employer $ 16,229 $ 16,984 Investment Income: Interest Income 3,720 3,269 Dividend Income 1,100 813 Other Income 730 488 Net Appreciation in Fair Value of Investments 62,077 69,702 ---------- ---------- Total Investment Income 67,627 74,272 ---------- ---------- Total Additions 83,856 91,256 Deductions: Interest Expense 2,581 2,698 Benefit Payments 1,872 1,575 Expenses 755 688 Net Assets Transferred to Other Trustees 13,167 25,310 ---------- ---------- Total Deductions 18,375 30,271 ---------- ---------- Increase in Net Assets 65,481 60,985 Net Assets Available for Benefits: Beginning of Year 270,383 209,398 ---------- ---------- End of Year $ 335,864 $ 270,383 ========== ========== NOTE 8 -- INTEREST IN THE MASTER TRUST FUND (CONTINUED) MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS MASTER TRUST FUND For the years ended April 30, 1997 and 1996 investments in the Master Trust Fund (including gains and losses on investments bought and sold during the year) appreciated in value by $62,077,000 and $69,702,000, respectively, as follows: ($ in 000's) Years ended April 30, ------------------------- 1997 1996 ---------- ---------- Net Appreciation/(Depreciation) in Fair Value of Investments: Short-Term Investment Fund $ (1,462) $ 88 U.S. Government Securities (269) 168 Corporate Debt Securities (934) (561) Medtronic, Inc. Common Stock 52,533 55,174 Other Common Stocks 12,399 14,651 Capital/Real Estate Funds (190) 182 ---------- ---------- $ 62,077 $ 69,702 ========== ========== ADDITIONAL INFORMATION MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN SCHEDULE I-ITEM 27A FORM 5500 SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (IN 000'S EXCEPT FOR NUMBER OF PARTICIPANTS/SHARES) APRIL 30, 1997
- ------------------------------------------------------------------------------------------------------------------------------------ Description of Investment Investment Type Participants Shares Cost Market Value - ------------------------------------------------------------------------------------------------------------------------------------ Medtronic, Inc. Stock Fund Company Stock Fund 5,738 8,134,959 $ 116,648 $ 232,225 Interest Income Fund Unallocated Insurance Contracts 4,682 114,095,220 114,155 114,155 Vanguard Wellington Fund Registered Investment Company 3,023 2,378,552 52,654 64,539 Vanguard Explorer Fund Registered Investment Company 1,666 232,519 11,753 11,460 Vanguard Wellesley Income Fund Registered Investment Company 713 377,798 7,574 7,700 VMMR Prime Portfolio Registered Investment Company 608 10,387,536 10,393 10,393 Vanguard 500 Portfolio Index Trust Registered Investment Company 2,983 733,978 39,524 55,000 Vanguard Prime Cap Fund Registered Investment Company 2,413 900,449 23,988 29,842 Vanguard Windsor II Fund Registered Investment Company 2,318 1,293,318 27,856 32,620 Vanguard International Growth Fund Registered Investment Company 1,284 691,062 10,633 11,754 Vanguard Total Bond Market Fund Registered Investment Company 453 251,046 2,451 2,439 Participant Loans Loans Other Than Mortgages 1,644 - 10,583 10,583 (interest rates: 7.25% to 10.0%) - ------------------------------------------------------------------------------------------------------------------------------------ Totals $ 428,212 $ 582,710 ====================================================================================================================================
The above data was prepared from information certified as complete and accurate by Vanguard Fiduciary Trust Company, and First Trust, the Plan's Trustees . ADDITIONAL INFORMATION MEDTRONIC, INC. AND PARTICIPATING EMPLOYERS SUPPLEMENTAL RETIREMENT PLAN SCHEDULE II-ITEM 27D FORM 5500 SCHEDULE OF REPORTABLE TRANSACTIONS (IN 000'S EXCEPT FOR NUMBER OF PURCHASES/SALES) YEAR ENDED APRIL 30, 1997
- ------------------------------------------------------------------------------------------------------------------------------------ Cost of No. of Proceeds No. of Historical Description of Investment Purchase Purchases from Sale Sales Cost of Sales Gain or (Loss) - ------------------------------------------------------------------------------------------------------------------------------------ Medtronic, Inc. Stock Fund $ 106,512 237 $ 137,880 245 $ 108,586 $ 29,294 Interest Income Fund 100,988 259 67,521 254 67,521 - Vanguard Wellington Fund 18,595 207 9,901 224 8,701 1,200 Vanguard Explorer Fund 11,787 209 8,662 209 8,533 129 Vanguard Wellesley Income Fund 5,820 138 3,320 136 3,306 14 VMMR Prime Portfolio 31,205 233 25,452 198 25,452 - Vanguard 500 Portfolio Index Trust 25,830 230 13,037 217 11,871 1,166 Vanguard Prime Cap Fund 15,079 212 6,508 212 5,899 609 Vanguard Windsor II Fund 25,102 226 13,256 195 12,516 740 Vanguard International Growth Fund 6,493 180 3,776 160 3,605 171 Vanguard Total Bond Market Fund 1,876 138 1,115 93 1,121 (6) - ------------------------------------------------------------------------------------------------------------------------------------ Totals $ 349,287 $ 290,428 $ 257,111 $ 33,317 ====================================================================================================================================
The above data represents information relating to the Plan's individual trust only. It was prepared from information certified as complete and accurate by Vanguard Fiduciary Trust Company, the Plan's Trustee. Consent of Independent Accountants We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 33-37529 and 33-44230) of the Medtronic, Inc. and Participating Employers Supplemental Retirement Plan of our report dated October 3, 1997 appearing in this Annual Report of the Medtronic, Inc. and Participating Employers Supplemental Retirement Plan on Form 11-K for the year ended April 30, 1997. /s/ Price Waterhouse LLP Price Waterhouse LLP Minneapolis, Minnesota October 23, 1997
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