-----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, N5hBrKM8X0iV6pq9spHAZbDhKS00PEOK8+AQg7K37E9nDljUkLQ6M3t09J7c7LC7 SDU05ErY7RGLw3zeqkKD3A== 0000072843-97-000014.txt : 19970701 0000072843-97-000014.hdr.sgml : 19970701 ACCESSION NUMBER: 0000072843-97-000014 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970630 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHERN INDIANA PUBLIC SERVICE CO CENTRAL INDEX KEY: 0000072843 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 350552990 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04125 FILM NUMBER: 97632296 BUSINESS ADDRESS: STREET 1: 5265 HOHMAN AVE CITY: HAMMOND STATE: IN ZIP: 46320-1775 BUSINESS PHONE: 2198535200 MAIL ADDRESS: STREET 1: 5265 HOHMAN AVENUE CITY: HAMMOND STATE: IN ZIP: 46320-1775 11-K 1 SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 11-K (X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the fiscal year ended December 31, 1996 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 1-9779 Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan (Full title of plan) NIPSCO INDUSTRIES. INC. (Issuer of the Securities) 5265 Hohman Avenue, Hammond, Indiana 46320-1775 (Address of Principal Executive Office) REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Bargaining Unit Tax Deferred Savings Plan Committee of Northern Indiana Public Service Company: We have audited the accompanying statements of net assets available for benefits of the Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan (the Plan) as of December 31, 1996 and 1995, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements and the supplemental schedules referred to below are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements and supplemental schedules based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 1996 and 1995, and the changes in its net assets available for benefits for the years then ended, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes and reportable transactions are presented for 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 Fund Information in the statements of net assets available for benefits and the statements of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. The supplemental schedules and Fund Information have been subjected to the auditing procedures applied in the audit 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/ Arthur Andersen LLP Chicago, Illinois June 20, 1997
Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan Statements of Net Assets Available for Benefits December 31, ------------------------------ 1996 1995 ============= ============ Investments, at fair value (Notes 1 and 2 and Schedule of Assets Held for Investment Purposes) Fixed Income Fund $ 4,231,525 $ 4,090,072 Company Common Stock Fund 16,004,510 15,100,995 Equity Fund 20,544,813 18,365,448 Interest Bearing Cash Fund 5,247,948 4,799,480 Growth and Income Fund 8,154,867 4,517,172 Overseas Fund 657,911 247,108 ------------ ------------ Total Investments $54,841,574 $47,120,275 Loans to Participants (Note 1) 1,038,668 875,719 ------------ ------------ Net Assets Available for Benefits $55,880,242 $47,995,994 ============ ============ The accompanying notes to financial statements are an integral part of these statements.
Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan Statement of Changes in Net Assets Available for Benefits For the Year Ended December 31, 1996 Fixed Company Income Common Fund Stock Fund ========== ========== Net Assets Available for Benefits, Beginning of year $ 4,090,072 $15,100,995 ----------- ----------- Changes in Net Assets Available for Benefits: Contributions from participants (Note 1) 411,167 1,426,988 Contributions from employer (Note 1) - 158,260 Investment Income 278,103 666,171 Net unrealized appreciation (depreciation) in fair value of investments (Note 2) (113,653) 593,417 Net realized gain (loss) on disposition of investments (Note 2) (18,648) (65,016) Benefits paid to participants (Note 1) (151,387) (831,604) Transfers of participants' balances, net (Note 1) (254,338) (966,431) Transfers to/from loan fund, net (Note 1) (6,448) (33,977) Interest on participant loans 3,946 26,903 Other (7,289) (71,196) ------------ ------------- Total Changes in Net Assets Available for Benefits 141,453 903,515 ---------- ------------- NET ASSETS AVAILABLE FOR BENEFITS, End of year $ 4,231,525 $16,004,510 ============ ============ Interest Equity Bearing Fund Cash Fund ============= ============= Net Assets Available for Benefits, Beginning of year $18,365,448 $ 4,799,480 ------------- ------------- Changes in Net Assets Available for Benefits: Contributions from participants (Note 1) 1,823,759 524,002 Contributions from employer (Note 1) - - Investment Income 3,085,555 253,756 Net unrealized appreciation (depreciation) in fair value of investments (Note 2) (661,215) - Net realized gain (loss)on disposition of investments (Note 2) (247,314) - Benefits paid to participants (Note 1) (581,595) (330,321) Transfers of participants' balances, net (Note 1) (1,091,913) (5,064) Transfers to/from loan fund, net (Note 1) (116,916) (20,367) Interest on participant loans 23,155 8,923 Other (54,151) 17,539 ------------ -------------- Total Changes in Net Assets 2,179,365 448,468 Available for Benefits ------------ ------------- NET ASSETS AVAILABLE FOR BENEFITS, End of year $20,544,813 $ 5,247,948 ============ =========== Growth and Income Overseas Fund Fund ============= ============= Net Assets Available for Benefits, Beginning of year $ 4,517,172 $ 247,108 ------------- ------------- Changes in Net Assets Available for Benefits: Contributions from participants (Note 1) 735,264 61,619 Contributions from employer (Note 1) - - Investment Income 363,735 39,881 Net unrealized appreciation (depreciation) in fair value of investments (Note 2) 704,105 12,669 Net realized gain (loss) on disposition of investments (Note 2) 108,811 6,020 Benefits paid to participants (Note 1) (300,118) (12,651) Transfers of participants' balances, net (Note 1) 2,026,056 291,690 Transfers to/from loan fund, net (Note 1) (5,926) 10,693 Interest on participant loans 5,961 882 Other (193) - ------------- ------------- Total Changes in Net Assets Available for Benefits 3,637,695 410,803 ------------- ------------- NET ASSETS AVAILABLE FOR BENEFITS, End of year $ 8,154,867 $ 657,911 =========== ============ Loan Fund Total ========== ========== Net Assets Available for Benefits, Beginning of year $ 875,719 $47,995,994 ----------- ------------ Changes in Net Assets Available for Benefits: Contributions from participants (Note 1) - 4,982,799 Contributions from employer (Note 1) - 158,260 Investment Income - 4,687,201 Net unrealized appreciation (depreciation) in fair value of investments (Note 2) - 535,323 Net realized gain (loss) on disposition of investments (Note 2) - (216,147) Benefits paid to participants (Note 1) (9,992) (2,217,668) Transfers of participants' balances, net (Note 1) - - Transfers to/from loan fund, net (Note 1) 172,941 - Interest on participant loans 69,770 Other (115,290) ----------- ------------ Total Changes in Net Assets Available for Benefits 162,949 7,884,248 ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS, End of year $ 1,038,668 $55,880,242 =========== =========== The accompanying notes to financial statements are an integral part of this statement.
Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan Statement of Changes in Net Assets Available for Benefits For the Year Ended December 31, 1995 Fixed Company Income Common Fund Stock Fund ============ ============ Net Assets Available for Benefits, Beginning of year $ 3,581,738 $11,263,686 ----------- ----------- Changes in Net Assets Available for Benefits: Contributions from participants (Note 1) 428,197 1,245,370 Contributions from employer (Note 1) - 138,056 Investment Income 242,354 603,582 Net unrealized appreciation in fair value of investments (Note 2) 191,377 3,131,593 Net realized gain on disposition of investments (Note 2) 23,156 136,636 Benefits paid to participants (Note 1) (342,124) (721,638) Transfers of participants' balances, net (Note 1) (4,085) (664,012) Transfers to/from loan fund, net (Note 1) (16,597) (16,816) Interest on participant loans 4,491 20,114 Other (18,435) (35,576) ---------- ----------- Total Changes in Net Assets Available for Benefits 508,334 3,837,309 ---------- ----------- NET ASSETS AVAILABLE FOR BENEFITS, End of year $ 4,090,072 $15,100,995 =========== =========== Interest Equity Bearing Fund Cash Fund =========== ============= Net Assets Available for Benefits, Beginning of year $13,001,051 $ 4,036,245 ----------- ----------- Changes in Net Assets Available for Benefits: Contributions from participants (Note 1) 1,640,912 520,008 Contributions from employer (Note 1) - - Investment Income 1,058,173 253,505 Net unrealized appreciation in fair value of investments (Note 2) 3,197,307 - Net realized gain on disposition of investments (Note 2) 565,817 - Benefits paid to participants (Note 1) (630,293) (517,729) Transfers of participants' balances, net (Note 1) (405,615) 543,698 Transfers to/from loan fund, net (Note 1) (32,330) (39,832) Interest on participant loans 15,649 6,409 Other (45,223) (2,824) ------------ ------------ Total Changes in Net Assets 5,364,397 763,235 Available for Benefits ------------ ------------ NET ASSETS AVAILABLE FOR BENEFITS, End of year $18,365,448 $ 4,799,480 =========== =========== Growth and Income Overseas Fund Fund =========== ============= Net Assets Available for Benefits, Beginning of year $ 2,702,297 $ - ----------- ----------- Changes in Net Assets Available for Benefits: Contributions from participants (Note 1) 552,241 39,324 Contributions from employer (Note 1) - - Investment Income 215,978 5,370 Net unrealized appreciation in fair value of investments (Note 2) 687,531 11,245 Net realized gain on disposition of investments (Note 2) 180,447 3,319 Benefits paid to participants (Note 1) (112,999) - Transfers of participants' balances, net (Note 1) 318,957 211,057 Transfers to/from loan fund, net (Note 1) (5,548) (23,385) Interest on participant loans 7,045 178 Other (28,777) - ------------ ------------- Total Changes in Net Assets Available for Benefits 1,814,875 247,108 ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS, End of year $ 4,517,172 $ 247,108 =========== =========== Loan Fund Total ========== ========== Net Assets Available for Benefits, Beginning of year $ 751,515 $35,336,532 ----------- ----------- Changes in Net Assets Available for Benefits: Contributions from participants (Note 1) - 4,426,052 Contributions from employer (Note 1) - 138,056 Investment Income - 2,378,962 Net unrealized appreciation in fair value of investments (Note 2) - 7,219,053 Net realized gain on disposition of investments (Note 2) - 909,375 Benefits paid to participants (Note 1) (10,304) (2,335,087) Transfers of participants' balances, net (Note 1) - - Transfers to/from loan fund, net (Note 1) 134,508 - Interest on participant loans - 53,886 Other - (130,835) ----------- ------------ Total Changes in Net Assets Available for Benefits 124,204 12,659,462 ----------- ------------- NET ASSETS AVAILABLE FOR BENEFITS, End of year $ 875,719 $47,995,994 =========== =========== The accompanying notes to financial statements are an integral part of this statement.
Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan Notes to Financial Statements (1) Description of the Plan The following brief description of the Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan (the Plan) is provided for general information purposes only. Participants should refer to the Plan document for a more complete description of the Plan. (a) General - The Plan was established on October 1, 1987. It is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). The Plan is available to all active bargaining unit employees of Northern Indiana Public Service Company (the Company) who have been employed by the Company for at least six consecutive months. There were 1,987 participants in the Plan as of December 31, 1996. (b) Plan Administration - The Company serves as administrator and sponsor of the Plan as those terms are used in ERISA. The Company maintains an administrative committee appointed by the Board of Directors which has the responsibility to assist the Company in administering the Plan. The Company has entered into a trust agreement dated October 10,1987 with Fidelity Management Trust Company (the Trustee) of Boston, Massachusetts, pursuant to which the Trustee holds the Plan's assets and executes investment transactions. (c) Investment Funds - There are six investment alternatives available for the investment of contributions to the Plan. The interest bearing cash fund, which is invested in Fidelity's Retirement Money Market Fund, offers a fixed interest return for a stated period of time. The equity fund is a pooled account which invests in Fidelity's Magellan Fund and seeks capital appreciation by investing primarily in common stock and securities convertible into common stock. The fixed income fund invests in corporate and government bonds through Fidelity's Intermediate Bond Fund. The Company common stock fund invests solely in common shares of NIPSCO Industries, Inc., the parent company of Northern Indiana Public Service Company. The overseas fund is a pooled account which invests in Fidelity's Overseas Fund. The growth and income fund is a pooled account which invests in Fidelity's Growth and Income Fund. Participants may invest their contributions to the Plan in any one or more of the investment funds and may request the transfer of their contributions among the funds through direct communication with the Trustee on a daily basis, excluding the Company common stock fund, for which transfers can be made on a quarterly basis. Company matching contributions must be invested in the Company common stock fund. (d) Employee Contributions - A participant may elect to enter into a written salary reduction agreement with the Company on a before-tax and an after-tax basis. The terms of any such agreement shall provide that the participant consents to a reduction in salary from the Company, in whole dollar or percentage - based amounts not less that $10 or 1% of gross compensation per pay period, respectively, or in lump sum amounts from bonuses, provided that any participant's after-tax reduction does not exceed 10% of gross compensation and the participant's total reduction does not exceed 20% of gross compensation in accordance with the Plan's provisions. Individual tax deferred contributions were limited to $9,500 in 1996. (e) Employer Matching Contributions A participant will receive a matching contribution from the Company equal to 1/9 th of his or her pre-tax contribution invested in the Company common stock fund. Matching contributions must remain invested in the Company common stock fund until final distribution. Matching contributions are not available for a hardship withdrawal or a loan but may be used to determine the amount available for a loan. (f) Payment of Benefits - Except for certain withdrawal rights under the Plan, distribution of Plan benefits is made commencing no earlier than the participant's retirement on or after age 65, disability, death or other termination of employment. All distributions from a participant's account shall be made in a lump sum amount of cash, except that a participant or beneficiary may elect a distribution from the portion of his or her account invested in the Company common stock fund to be in whole shares of common stock, with cash being paid for the remaining fractional share. The payment of benefits is to begin within four months after termination. For account balances less than or equal to $3,500, the amount will be paid in a lump sum as soon as practicable, in full satisfaction and release of all further rights of the participant to receive any benefits under the Plan. For balances greater than $3,500 no payments can begin at any time prior to the first to occur of the participant's 65th birthday or death, without the participant's written consent. Participants who do not consent to a distribution of benefits shall be entitled to request a distribution of the entire balance, at any time prior to the first to occur of the participant's 65th birthday and the date of the participant's death by written instrument delivered to the administrative committee at least 90 days prior to the valuation date as to which the distribution is to be determined. Certain withdrawals can be made prior to termination of employment in the event of financial hardship or after age 59 1/2. After-tax contributions can be withdrawn at any time. (g) Vesting - The interest of a participant or a former participant in his or her tax deferred and after-tax contribution account, including the Company matching portion, shall at all times be non-forfeitable and fully vested. (h) Loans to Participants - Loan provisions in the Plan enable participants to borrow against the tax deferred balances in their accounts in accordance with the following guidelines: Participant's Maximum Amount Account Balance of Loan $2,000 - $100,000 50% of account balance not less than $1,000 $100,000 and over $50,000 No loans may be made from after-tax contribution accounts. Applicants must have participated in the Plan for at least one year to be eligible for a loan. The repayment period may not exceed five years unless the loan is used for the participant's residence, subject to certain restrictions. The interest rate is based on the prevailing rate charged by a commercial lender, subject to review periodically by the administrative committee. The range of interest rates on loans outstanding at December 31, 1996 is 6.0% to 10.0%. (i) Administrative Expenses - Administrative expenses of the Plan are paid by the Company. (2) Summary of Significant Accounting Policies (a) Method of Accounting - The financial statements of the Plan have been prepared on the accrual basis. (b) Investment Valuation - The assets invested in the Company common stock fund, the equity fund, the growth and income fund, the fixed income fund and the overseas fund are stated at fair value. The interest bearing cash fund is valued at cost, which approximates fair value. Realized and unrealized gains and losses are calculated as the difference between fair value at the beginning of the year, or date of purchase if subsequent to the beginning of the year, and fair value at date of sale or year-end, respectively. (c) Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. (3) Income Tax Status The Plan obtained its latest determination letter on January 28, 1997, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. (4) Plan Termination Although it has not expressed any intent to do so, the Company reserves the right under the Plan agreement to terminate the Plan at any time, subject to the provisions of ERISA. In the event of Plan termination, the rights of each participant to the amounts then credited to his or her account shall continue to be non-forfeitable. (5) Plan Amendment The Plan was amended effective October 1, 1996 to entitle part-time employees to participate in the Plan. Signature Pursuant to the requirements of the Securities Exchange Act of 1934, the Vice President of Human Resources of Northern Indiana Public Service Company, who administers the Plan, has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan (Name of Plan) BY: /s/ Owen Johnson Vice President of Human Resources Northern Indiana Public Service Company Date: June 30, 1997
Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan Question 27(a)-Schedule of Assets Held for Investment Purposes As of December 31, 1996 Plan 003 Employer ID #35-0552990 Share Fair Investments Balance Price Cost Value ========================== ========= ====== =========== =========== Fidelity Intermediate Bond Fund (b) $ 419,794 $10.08 $ 4,289,265 $ 4,231,525 NIPSCO Industries, Inc. Common Shares (a)(b) 403,899 39.62 8,082,258 16,004,510 Fidelity Magellan Fund (b) 254,740 80.65 $17,637,517 20,544,813 Retirement Money Market Fund(b) 5,247,948 1.00 5,247,948 5,247,948 Fidelity Growth and Income Fund (b) 265,372 30.73 6,654,944 8,154,867 Fidelity Overseas Fund (b) 21,333 30.84 631,105 657,911 --------- --------- Total Investments $42,543,037 $54,841,574 ----------- ----------- Loans to Participants (c) - 1,038,668 ----------- ----------- Total Assets Held for Investment $42,543,037 $55,880,242 (a) Excludes cost of shares transferred from the NIPSCO Industries, Inc. Employee Stock Purchase Plan in 1989. (b) Party-in-interest transactions. (c) The range of interest rate on loans outstanding at December 31, 1996 is 10%-highest and 6%-lowest. The accompanying notes to financial statements are an integral part of this schedule.
Northern Indiana Public Service Company Bargaining Unit Tax Deferred Savings Plan Question 27(d)-Schedule of Reportable Transactions(a) For the Year Ended December 31, 1996 Plan 003 Employer ID #35-0552890 Description of Number of Purchase Selling Cost Realized Transactions Trans- Price Price of Asset Gain actions ====================== ========= ======== ========= ======== ========= Fidelity Growth and Income Fund(b) Purchases 184 $4,239,258 $ - $4,239,258 $ - Sales 63 - 1,414,479 1,300,320 114,159 NIPSCO Industries, Inc. Common Shares(b) Purchases 79 2,516,576 - 2,516,576 - Sales 46 - 2,141,461 1,296,491 844,970 Fidelity Magellan Fund(b) Purchases 169 5,872,990 - 5,872,990 - Sales 110 - 2,785,096 2,550,171 234,925 Retirement Money Market Fund(b) Purchases 141 2,854,662 - 2,854,662 - Sales 149 - 2,406,194 2,406,194 - (a) This schedule includes series of transactions involving securities of the same issue which in the aggregate, amount to more than 5% of the current value of Plan assets at the beginning of the Plan year. (b) Party-in-interest transactions. The accompanying notes to financial statements are an integral part of this schedule.
EX-23 2 Exhibit 23 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation of our report included in this Form 11-K, into NIPSCO Industries, Inc.'s previously filed Form S-8 Registration Statement No. 33-30619; Form S-8 Registration No. 33-30621; Form S-8 Registration Statement No. 333-08263; Form S-8 Registration Statement No. 333-19981; Form S-8 Registration Statement No. 333-19983; Form S-8 Registration Statement No. 333-19985; and Form S-8 Registration Statement No. 333-22347. /s/ Arthur Andersen LLP Chicago, Illinois June 26, 1997 -----END PRIVACY-ENHANCED MESSAGE-----