-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, YMQwUNkxUdfKOj5KvoCFkCrjQdKbqJlxjDTOJeT6Lf4kFNvin+W0r84JPchLCln+ dBsn14y8NrzsXLGaDqeXFA== 0000950131-95-001753.txt : 199506280000950131-95-001753.hdr.sgml : 19950628 ACCESSION NUMBER: 0000950131-95-001753 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950627 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TERRA INDUSTRIES INC CENTRAL INDEX KEY: 0000722079 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MISCELLANEOUS NONDURABLE GOODS [5190] IRS NUMBER: 521145429 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08520 FILM NUMBER: 95549597 BUSINESS ADDRESS: STREET 1: TERRA CENTRE 600 4TH ST STREET 2: P.O. BOX 6000 CITY: SIOUX CITY STATE: IA ZIP: 51102-6000 BUSINESS PHONE: 7122771340 MAIL ADDRESS: STREET 1: TERRA CENTER STREET 2: 600 4TH ST P O BOX 6000 CITY: SIOUX CITY STATE: IA ZIP: 51102-6000 FORMER COMPANY: FORMER CONFORMED NAME: INSPIRATION RESOURCES CORP DATE OF NAME CHANGE: 19920517 11-K 1 FORM 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 Year Ended December 31, 1994 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the Transition Period From to Commission File Number 1-8520 A. Full title of the Plan and the address of the Plan, if different from that of the issuer named below: TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN B. Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office: TERRA INDUSTRIES INC. TERRA CENTRE 600 FOURTH STREET P.O. BOX 6000 SIOUX CITY, IOWA 51102-6000 REQUIRED INFORMATION Plan financial statements and schedules are prepared in accordance with the financial reporting requirements of ERISA and are included therein as listed in the table of contents below. Table of Contents - -----------------
(a) Financial Statements Pages ------------------------ ----- Independent Auditors' Report 3 Statements of Net Assets Available for Benefits at December 31, 1994 and 1993 4-5 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1994 and 1993 6-7 Notes to Financial Statements 8-11 (b) Supplemental Schedules -------------------------- Schedule of Assets Held for Investment Purposes 12-13 Schedule of Reportable Transactions 14 (c) Exhibits ------------ Exhibit E - Independent Auditors' Consent 15
INDEPENDENT AUDITORS' REPORT To the Participants and Administrator of the Terra Industries Inc. Employees' Savings and Investment Plan We have audited the accompanying statements of net assets available for benefits of the Terra Industries Inc. Employees' Savings and Investment Plan as of December 31, 1994 and 1993, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Terra Industries Inc. Employees' Savings and Investment Plan as of December 31, 1994 and 1993, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of (1) assets held for investment purposes as of December 31, 1994, and (2) reportable transactions for the year ended December 31, 1994, are presented for purposes of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information by fund in the statements of net assets available for benefits and the statements of changes in net assets available for benefits is presented for the purpose of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of the individual funds. The supplemental schedules and supplemental information by fund is the responsibility of the Plan's management. Such supplemental schedules and supplemental information by fund have been subjected to our auditing procedures applied in our 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/ DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Omaha, Nebraska April 14, 1995 TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1994 - ----------------------------------------------------------------------------------------------------------------------------------- Employer Directed Participant Directed ------------ ---------------------------------------------------------------- Terra Terra Industries Industries Inc. Inc. Voluntary Equity Money Common Stock Common Stock Income Intermediate Stock Market Fund Fund Fund Fund Fund Fund ASSETS: Investments, at fair value: Terra Industries Inc. Common Stock $14,260,220 $3,332,045 $ - $ - $ - $ - Vista Growth and Income Fund - - 6,716,116 - - - Vista U.S. Government Income Fund - - - 4,164,658 - - Fidelity Magellan Fund - - - - 9,520,440 - Vista U.S. Government Money Market Fund - - - - - 3,528,158 Chase Bank Domestic Liquidity Fund 6,012 484 45 28 1,412 - Vanguard Windsor Fund - - - - - - BancOklahoma GIC Fund - - - - - - American Performance Bond Fund - - - - - - BancOklahoma Balanced Investment Fund - - - - - - American Performance Equity Fund - - - - - - American Performance Aggressive Growth Fund - - - - - - American Performance Cash Management Fund - - - - - - ----------- ---------- ---------- ---------- ---------- ---------- Total investments at fair value 14,266,232 3,332,529 6,716,161 4,164,686 9,521,852 3,528,158 Loans to participants - - - - - - ----------- ---------- ---------- ---------- ---------- ---------- Total investments 14,266,232 3,332,529 6,716,161 4,164,686 9,521,852 3,528,158 Accrued investment income - - 38,325 25,360 - - Employer contributions receivable 183,171 - - - - - Participant contributions receivable - 11,820 48,969 32,083 52,346 23,640 Cash - - - - - 16 ----------- ---------- ---------- ---------- ---------- ---------- Total assets 14,449,403 3,344,349 6,803,455 4,222,129 9,574,198 3,551,814 LIABILITIES: Accrued administrative expenses - - 4,031 2,452 5,495 2,063 Other payables - - - - - - ----------- ---------- ---------- ---------- ---------- ---------- Total liabilities - - 4,031 2,452 5,495 2,063 ----------- ---------- ---------- ---------- ---------- ---------- Net assets available for benefits $14,449,403 $3,344,349 $6,799,424 $4,219,677 $9,568,703 $3,549,751 =========== ========== ========== ========== ========== ==========
Merged Participant Plan Loans (Note F) Total ASSETS: Investments, at fair value: Terra Industries Inc. Common Stock $ - $ - $ 17,592,265 Vista Growth and Income Fund - - 6,716,116 Vista U.S. Government Income Fund - - 4,164,658 Fidelity Magellan Fund - - 9,520,440 Vista U.S. Government Money Market Fund - - 3,528,158 Chase Bank Domestic Liquidity Fund - - 7,981 Vanguard Windsor Fund - 4,861,016 4,861,016 BancOklahoma GIC Fund - 2,279,472 2,279,472 American Performance Bond Fund - 425,324 425,324 BancOklahoma Balanced Investment Fund - 951,498 951,498 American Performance Equity Fund - 1,223,346 1,223,346 American Performance Aggressive Growth Fund - 476,869 476,869 American Performance Cash Management Fund - 544,395 544,395 --------------- ------------ -------------- Total investments at fair value - 10,761,920 52,291,538 Loans to participants 1,501,570 1,027,871 2,529,441 --------------- ------------ -------------- Total investments 1,501,570 11,789,791 54,820,979 Accrued investment income - 8,212 71,897 Employer contributions receivable - 85,808 268,979 Participant contributions receivable - 159,514 328,372 Cash - - 16 --------------- ------------ -------------- Total assets 1,501,570 12,043,325 55,490,243 LIABILITIES: Accrued administrative expenses - 48,016 62,057 Other payables - 22,482 22,482 --------------- ------------ -------------- Total liabilities - 70,498 84,539 --------------- ------------ -------------- Net assets available for benefits $ 1,501,570 $ 11,972,827 $ 55,405,704 =============== ============ ==============
See notes to financial statements. -4-
TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1993 - --------------------------------------------------------------------------------------------------------- Employer Directed Participant Directed ------------ ------------------------------------------------------- Terra Terra Industries Industries Inc. Inc. Voluntary Equity Common Stock Common Stock Income Intermediate Stock Fund Fund Fund Fund Fund ASSETS: Investments, at fair value: Terra Industries Inc. Common Stock $10,196,188 $1,666,955 $ - $ - $ - Vista Growth and Income Fund - - 6,906,992 - - Vista U.S. Government Income Fund - - - 4,846,417 - Fidelity Magellan Fund - - - - 9,217,006 Vista U.S. Government Money Market Fund - - - - - Chase Bank Domestic Liquidity Fund 51,766 232 - - - ----------- ---------- ----------- ---------- ---------- Total investments at fair value 10,247,954 1,667,187 6,906,992 4,846,417 9,217,006 Loans to participants - - - - - ----------- ---------- ----------- ---------- ---------- Total investments 10,247,954 1,667,187 6,906,992 4,846,417 9,217,006 Employer contributions receivable 22,349 - - - - Participant contributions receivable - 10,661 44,166 28,936 47,212 Cash 4 27 8 13 1 ----------- ---------- ----------- ---------- ---------- Total assets 10,270,307 1,677,875 6,951,166 4,875,366 9,264,219 LIABILITIES: Accrued administrative expenses - - 12,766 9,571 16,974 ----------- ---------- ----------- ---------- ---------- Net assets available for benefits $10,270,307 $1,677,875 $ 6,938,400 $4,865,795 $9,247,245 =========== ========== =========== ========== ========== Money Market Participant Fund Loans Total ASSETS: Investments, at fair value: Terra Industries Inc. Common Stock $ - $ - $11,863,143 Vista Growth and Income Fund - - 6,906,992 Vista U.S. Government Income Fund - - 4,846,417 Fidelity Magellan Fund - - 9,217,006 Vista U.S. Government Money Market Fund 2,786,381 - 2,786,381 Chase Bank Domestic Liquidity Fund - - 51,998 ----------- ---------- ----------- Total investments at fair value 2,786,381 - 35,671,937 Loans to participants - 1,116,198 1,116,198 ----------- ---------- ----------- Total investment 2,786,381 1,116,198 36,788,135 Employer contributions receivable - - 22,349 Participant contributions receivable 21,321 - 152,296 Cash 6,563 - 6,616 ----------- ---------- ----------- Total assets 2,814,265 1,116,198 36,969,396 LIABILITIES: Accrued administrative expenses 5,552 - 44,863 ----------- ---------- ----------- Net assets available for benefits $ 2,808,713 $1,116,198 $36,924,533 =========== ========== ===========
See notes to financial statements. -5- TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1994
- ----------------------------------------------------------------------------------------------------------------------- Employer Directed Participant Directed ------------ ---------------------------------------------------------- Terra Terra Industries Industries Inc. Inc. Voluntary Equity Common Stock Common Stock Income Intermediate Stock Fund Fund Fund Fund Fund Investment income: Dividend, interest, and other income $ 110,058 $ 21,981 $ 217,460 $ 381,069 $ 376,829 Net appreciation (depreciation) in fair value of investments 3,682,515 725,856 (373,042) (496,865) (548,140) ----------- ---------- ---------- ---------- ---------- Total investment income 3,792,573 747,837 (155,582) (115,796) (171,311) Employer contributions 1,339,290 - - - - Participant contributions - 351,851 1,464,477 918,700 1,564,946 Transfer of assets from merged plan - - - - - ----------- ---------- ---------- ---------- ---------- Total additions 5,131,863 1,099,688 1,308,895 802,904 1,393,635 Deductions: Benefit payments 949,775 49,202 873,203 815,500 1,057,277 Administrative expenses - 74 28,375 17,915 37,877 Interfund transfers/net loans 2,992 (616,062) 546,293 615,607 (22,977) ----------- ---------- ---------- ---------- ---------- Total deductions 952,767 (566,786) 1,447,871 1,449,022 1,072,177 ----------- ---------- ---------- ---------- ---------- Net increase (decrease) 4,179,096 1,666,474 (138,976) (646,118) 321,458 Assets available for benefits: Beginning of year 10,270,307 1,677,875 6,938,400 4,865,795 9,247,245 ----------- ---------- ---------- ---------- ---------- End of year $14,449,403 $3,344,349 $6,799,424 $4,219,677 $9,568,703 =========== ========== ========== ========== ==========
- ---------------------------------------------------------------------------------------------------- Participant Directed ------------------------------------------------------- Money Merged Market Participant Plan Fund Loans (Note F) Total Investment income: Dividend, interest, and other income $ 118,733 $ 183,523 $ - $ 1,409,653 Net appreciation (depreciation) in fair value of investments - - - 2,990,324 ---------- ---------- ----------- ----------- Total investment income 118,733 183,523 - 4,399,977 Employer contributions - - - 1,339,290 Participant contributions 676,944 - - 4,976,918 Transfer of assets from merged plan - - 11,972,827 11,972,827 ---------- ---------- ----------- ----------- Total additions 795,677 183,523 11,972,827 22,689,012 Deductions: Benefit payments 299,018 67,417 - 4,111,392 Administrative expenses 12,208 - - 96,449 Interfund transfers/net loans (256,587) (269,266) - - ---------- ---------- ----------- ----------- Total deductions 54,639 (201,849) - 4,207,841 ---------- ---------- ----------- ----------- Net increase (decrease) 741,038 385,372 11,972,827 18,481,171 Assets available for benefits: Beginning of year 2,808,713 1,116,198 - 36,924,533 ---------- ---------- ----------- ----------- End of year $3,549,751 $1,501,570 $11,972,827 $55,405,704 ========== ========== =========== ===========
See notes to financial statements. TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1993 - ----------------------------------------------------------------------------------------------------------------------------------- Employer Directed Participant Directed ------------ ------------------------------------------------------------------ Terra Terra Industries Industries Inc. Inc. Voluntary Equity Money Common Stock Common Stock Income Intermediate Stock Market Fund Fund Fund Fund Fund Fund Investment income: Dividend, interest, and other income $ 27,362 $ 4,671 $ 56,029 $ 267,222 $ 642,871 $ 76,970 Net appreciation in fair value of investments 3,873,921 675,736 582,470 132,226 1,066,860 - ----------- ---------- ---------- ---------- ---------- ---------- Total investment income 3,901,283 680,407 638,499 399,448 1,709,731 76,970 Employer contributions 1,319,912 - - - - - Participant contributions - 282,350 1,030,059 697,542 1,097,071 543,010 ----------- ---------- ---------- ---------- ---------- ---------- Total additions 5,221,195 962,757 1,668,558 1,096,990 2,806,802 619,980 Deductions: Benefit payments 399,579 10,004 458,586 457,736 346,496 632,316 Administrative expenses - - 27,926 21,798 35,105 12,176 Interfund transfers/net loans 275 (244,185) (792,318) 697,791 109,035 301,867 ----------- ---------- ---------- ---------- ---------- ---------- Total deductions 399,854 (234,181) (305,806) 1,177,325 490,636 946,359 ----------- ---------- ---------- ---------- ---------- ---------- Net increase (decrease) 4,821,341 1,196,938 1,974,364 (80,335) 2,316,166 (326,379) Assets available for benefits: Beginning of year 5,448,966 480,937 4,964,036 4,946,130 6,931,079 3,135,092 ----------- ---------- ---------- ---------- ---------- ---------- End of year $10,270,307 $1,677,875 $6,938,400 $4,865,795 $9,247,245 $2,808,713 =========== ========== ========== ========== ========== ========== Participant Loans Total Investment income: Dividend, interest, and other income $ 59,277 $ 1,134,402 Net appreciation in fair value of investments - 6,331,213 ---------- ----------- Total investment income 59,277 7,465,615 Employer contributions - 1,319,912 Participant contributions - 3,650,032 ---------- ----------- Total additions 59,277 12,435,559 Deductions: Benefit payments 31,328 2,336,045 Administrative expenses - 97,005 Interfund transfers/net loans (72,465) - ---------- ----------- Total deductions (41,137) 2,433,050 ---------- ----------- Net increase (decrease) 100,414 10,002,509 Assets available for benefits: Beginning of year 1,015,784 26,922,024 ---------- ----------- End of year $1,116,198 $36,924,533 ========== ===========
See notes to financial statements. -7- TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 1994 AND 1993 - ------------------------------------------------------------------------------ A. DESCRIPTION OF PLAN The following brief description of the Terra Industries Inc. Employees' Savings and Investment Plan (the Plan) is provided for general information only. Participants should refer to the Plan Agreement for more complete information. GENERAL - The Plan, established as of January 1, 1984, is a defined contribution plan covering eligible employees of Terra Industries Inc. and eligible subsidiaries and affiliates (collectively, the Company). The Plan is subject to the Employee Retirement Income Security Act of 1974 (ERISA) and is administered by the Employee Benefit Plan Committee (the Committee) of the Company. The assets of the Plan are held by the Chase Manhattan Bank, N.A., and BancOklahoma Trust Company, the trustees of the Plan. PARTICIPATION - All full-time active employees of the Company are eligible for Plan participation on the first day of the month following the date their employment commenced. Participation in the Plan is voluntary. PARTICIPANTS' ACCOUNTS - Each participant's account is credited with the participant's contributions, the employer's matching contributions and an allocation of fund earnings. A participant's benefit is limited to the amount that can be provided from the participant's account, subject to the applicable vesting requirements. CONTRIBUTIONS - Participants earning $66,000 and $64,245 or less annually in 1994 and 1993, respectively, could elect to contribute up to 10% of their annual compensation on a pretax basis and 10% on an after-tax basis. Participants earning more than $66,000 and $64,245 in 1994 and 1993, respectively, could contribute up to 6% of their annual compensation on a combined pretax and after-tax basis. The maximum participant pretax contribution was $9,240 in 1994 and $8,994 in 1993. Participants may elect to invest their contributions in one or more of the five available participant directed investment options. EMPLOYER - The Company contributes an amount determined by its Board of Directors, currently equal to one half of the participants' contributions up to 6% of their annual compensation for both 1994 and 1993. The contributions made by the Company must be invested in the Terra Industries Inc. Common Stock Fund. The Company may elect to make an additional contribution, subject to certain limitations as defined in the Plan, in such amount as its Board of Directors shall determine. No such additional contributions were made in 1994 or 1993. Employer contributions are reduced by the amount of any participant forfeitures during the period. Participant forfeitures totaled to $196,592 and $34,819 in 1994 and 1993, respectively. -8- MAXIMUM CONTRIBUTIONS PER PARTICIPANT - The sum of a participant's contribution and employer matching contribution cannot exceed the lesser of $30,000 or 25% of net compensation of the participant. Net compensation is defined as total participant compensation less any pretax contributions made by the participant. Eligible compensation was limited to $150,000 and $235,840 in 1994 and 1993, respectively. VESTING - Participants are immediately fully vested in their contributions and earnings on their voluntary contributions. Employer contributions vest at a rate of 20% per year, until fully vested after five years of service. PARTICIPANT LOANS - Participants may borrow from their individual contribution accounts subject to maximum limitations as defined in the Plan. Loan repayments are reinvested in the funds in accordance with the participant's investment election at the time of repayment. BENEFITS - Participants or their beneficiaries are eligible to receive the value of their vested account balance upon the occurrence of one of the following: early or normal retirement; termination of employment; death or total disability. B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES VALUATION OF INVESTMENTS - Investments, except for loans to participants, are reported at fair value, which is determined, in the case of Terra Industries Inc.'s Common Stock, from the latest available market quotations and, in the case of investments in mutual funds, at quoted net asset value. Money market funds are reported at fair value as determined by the issuer and common funds are valued at the unit value as reported by the fund. Dividend income is recorded on the ex- dividend date. Participant loans are reported at the outstanding balance. The Plan has investments in six funds. The net assets and net investment income of the funds are allocated to the participants in the Plan based upon each participant's participation relative to the total participation in each of the six investment funds. A summary description of each investment fund follows: TERRA INDUSTRIES INC. COMMON STOCK FUND (EMPLOYER DIRECTED) - A fund invested primarily in Terra Industries Inc. Common Stock which is limited to employer contributions only. TERRA INDUSTRIES INC. VOLUNTARY COMMON STOCK FUND (PARTICIPANT DIRECTED) - A fund invested primarily in Terra Industries Inc. Common Stock. EQUITY INCOME FUND (PARTICIPANT DIRECTED) - A fund invested primarily in shares of Vista Growth and Income Fund, which is comprised primarily of income producing equity securities and securities convertible into such equity securities. INTERMEDIATE FUND (PARTICIPANT DIRECTED) - A fund invested primarily in shares of Vista U.S. Government Income Fund, which is comprised primarily of debt obligations backed by the full faith and credit of the U.S. Government. STOCK FUND (PARTICIPANT DIRECTED) - A fund invested primarily in shares of Fidelity Magellan Fund, which is comprised primarily of common stocks and which seeks long-term capital appreciation. MONEY MARKET FUND (PARTICIPANT DIRECTED) - A fund invested primarily in shares of Vista U.S. Government Money Market Fund so as to preserve capital and maintain a high degree of liquidity. -9- Investment transactions are recognized on a trade date basis. The net unrealized appreciation (depreciation) of investments is recognized in the statements of changes in net assets available for benefits. The fair value at the beginning of the plan year, or the purchased cost if acquired during the year, is used in determining realized gains and losses on the sale of each investment. BENEFITS PAYABLE - The Plan's policy is to record benefit payments upon distribution of balances to participants. Benefits due and unpaid to retired and terminated participants were $96,718 and $603,825 at December 31, 1994 and 1993, respectively. ADMINISTRATIVE EXPENSES - Administrative expenses are comprised of charges relating to routine services provided by the Plan's trustee and recordkeeping agent and fees associated with the annual audit of the Plan's financial statements. Administrative expenses are allocated to the investment funds, other than the Terra Industries Inc. Common Stock Fund and the Terra Industries Inc. Voluntary Common Stock Fund, based upon the fair value of each fund's investment relative to the total fair value of all investment funds to which expenses are allocated. C. INVESTMENTS The fair value of the Plan's investments, other than loans to participants, by basis of valuation, are presented in the following tables. Investments that represent 5% or more of the Plan's investments are separately identified.
- ----------------------------------------------------------------------------- December 31, 1994 Number of Shares or Principal Amount Fair Value Investments, at Fair Value: Terra Industries Inc. Common Stock 1,695,640 $17,592,265 Fidelity Magellan Fund 142,522 9,520,440 Vista Growth and Income Fund 230,874 6,716,116 Vanguard Windsor Fund 386,101 4,861,016 Vista U.S. Government Income Fund 396,257 4,164,658 Vista U.S. Government Money Market Fund 3,528,158 3,528,158 BancOklahoma Guaranteed Investment Contract Fund 140,089 2,279,472 American Performance Equity Fund 121,364 1,223,346 BankOklahoma Balanced Investment Fund 57,371 951,498 American Performance Cash Management Fund 544,395 544,395 American Performance Aggressive Growth Fund 38,395 476,869 American Performance Bond Fund 48,332 425,324 Chase Bank Domestic Liquidity Fund 7,981 7,981 ----------- $52,291,538 ===========
-10-
- -------------------------------------------------------------------- December 31, 1993 Number of Shares or Principal Amount Fair Value Investments, at Fair Value: Terra Industries Inc. Common Stock 1,555,822 $11,863,143 Vista Growth and Income Fund 225,350 6,906,992 Fidelity Magellan Fund 130,092 9,217,006 Vista U.S. Government Income Fund 414,578 4,846,417 Vista U.S. Government Money Market Fund 2,786,381 2,786,381 Chase Bank Domestic Liquidity Fund 51,998 51,998 ----------- $35,671,937 ===========
D. PLAN TERMINATION Although it has expressed no intent to do so, the Company specifically reserves the right to amend or terminate the Plan or to discontinue contributions at any time. Upon termination, a participant's entire account will become fully vested and the assets shall be administered in the manner provided for in the Plan. E. FEDERAL INCOME TAX STATUS The Internal Revenue Service (IRS) has ruled that the Plan, as established on January 1, 1984, meets the requirements of Section 401 (a) of the Internal Revenue Code (the Code) and is exempt from federal income taxes under Section 501 (a) of the Code. A determination letter to this effect has been received from the Internal Revenue Service, dated March, 1986. The Plan administrator believes that the Plan, as amended March 9, 1995, is in compliance with current regulations. Therefore, no provision for income taxes has been included in the Plan's financial statements. Plan income, participant pretax contributions and employer contributions represent taxable income to the participating employees at the time of distribution in accordance with IRS regulations currently in effect. F. PLAN MERGER Effective December 31, 1994, the AMCI Employees' Savings Plan was merged into the Terra Industries Inc. Employees' Savings and Investment Plan as a result of the Company's acquisition of Agricultural Minerals and Chemicals, Inc. (AMCI). As a result of the merger of these plans, $11,972,827 was transferred into the Terra Industries Inc. Employees' Savings and Investment Plan. Subsequent to December 31, 1994, the assets of the merged plan, except for the GIC Fund, Vanguard Windsor Fund, and Participant Loans, were sold. The proceeds of the sale were reinvested in the five investment fund options available to participants (Note B). The GIC Fund, a fund invested primarily in guaranteed investment contracts so as to provide current income while maintaining a stable market valuation and the Vanguard Windsor Fund, a fund invested primarily of income producing equity securities, were added as additional investment fund options available to all participants effective January 1, 1995. -11-
TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN PN 333 EIN #52-1145429 ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1994 - ----------------------------------------------------------------------------------------- Column B Column C Column D Column E Description of investment Identity of issue, including collateral, rate borrower, lessor or of interest, maturity date, Current similar party par or maturity value Cost Value Common Stock: - ------------- * Terra Industries Inc. 1,695,640 shares $ 9,364,208 $ 17,592,265 Mutual Funds: - ------------- Fidelity Magellan Fund 142,522 shares 9,070,585 9,520,440 * Vista Growth and Income Fund 230,874 shares 6,609,449 6,716,116 Vanguard Windsor Fund 386,101 shares 5,121,601 4,861,016 * Vista U.S. Government Income Fund 396,257 shares 4,528,153 4,164,658 * Vista U.S. Government Money Market Fund 3,528,158 shares 3,528,158 3,528,158 * American Performance Equity Fund 121,364 shares 1,382,325 1,223,346 * American Performance Cash Management Fund 544,395 shares 544,395 544,395 * American Performance Aggressive Growth Fund 38,395 shares 471,591 476,869 * American Performance Bond Fund 48,332 shares 500,178 425,324
* Party-In-Interest -12-
TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN PN 333 EIN #52-1145429 ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (CONTINUED) December 31, 1994 - ---------------------------------------------------------------------------------------- Column B Column C Column D Column E Description of investment Identity of issue, including collateral, rate borrower, lessor or of interest, maturity date, Current similar party par or maturity value Cost Value Common Funds: - ------------- * BancOklahoma GIC Fund 140,089 shares $1,990,969 $ 2,279,472 * BancOklahoma Balanced Investment Fund 57,371 shares 818,702 951,498 * Chase Bank Domestic Liquidity Fund 7,981 shares 7,981 7,981 Other Investments: - ------------------ * Loans to Participants Principal balance of $2,529,441 bearing interest at rates ranging from 8% to 14% and maturing from January 1995 to November 2022 2,529,441 ------------ $ 54,820,979 ============
-13-
TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN PN 333 EIN #52-1145429 ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1994 - ------------------------------------------------------------------------------------------------------------------------ Column A Column B Column C Column D Column E Column F Column G Total Dollar Total Dollar Identity of Number of Number of Value of Value of Net Gain Party Involved Description of Asset Purchases Sales Purchases Sales or (Loss) Series of Transactions When Aggregated Involving an Amount in Excess of 5 Percent of the Current Value of Plan Assets - ----------------------------------------------------------------- * Terra Industries Inc. Common Stock 49 28 $1,895,312 $ 574,560 $ 234,231 Fidelity Institutional Retirement Services Company Fidelity Magellan Fund 40 41 2,382,418 1,530,844 120,251 * Chase Manhattan Bank, N.A. Vista Growth and Income Fund 35 52 1,818,003 1,635,837 76,022 * Chase Manhattan Bank, N.A. Vista U.S. Government Income Fund 39 55 1,356,059 1,540,953 (70,451) * Chase Manhattan Bank, N.A. Vista U.S. Government Money Market Fund 67 43 1,425,992 684,215 - * Chase Manhattan Bank, N.A. Chase Bank Domestic Liquidity Fund 271 206 5,661,975 5,705,992 -
* Party-In-Interest -14- Exhibit E INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement 33-46734 on Form S-8 of our report dated April 14, 1995, appearing in this Annual Report on Form 11-K of the Terra Industries Inc. Employees' Savings and Investment Plan for the year ended December 31, 1994. /s/ Deloitte & Touche LLP DELOITTE & TOUCHE LLP Omaha, Nebraska June 22, 1995 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the members of the Terra Industries Inc. Employee Benefit Plan Committee have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TERRA INDUSTRIES INC. EMPLOYEES' SAVINGS AND INVESTMENT PLAN Date June 27, 1995 By /s/ George H. Valentine --------------------------- ------------------------------ George H. Valentine Vice President, General Counsel and Corporate Secretary -----END PRIVACY-ENHANCED MESSAGE-----