-----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, VaGnIazji8DeY3YDc53W/JWlIqR7KibrhO7kHRPqwSOTnEOYlyLrX6kZvCHwxD4l mgekYYvVwEYxl/e2pQp1pg== 0000950130-94-000613.txt : 19940414 0000950130-94-000613.hdr.sgml : 19940414 ACCESSION NUMBER: 0000950130-94-000613 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940413 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHILIP MORRIS COMPANIES INC CENTRAL INDEX KEY: 0000764180 STANDARD INDUSTRIAL CLASSIFICATION: 2111 IRS NUMBER: 133260245 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08940 FILM NUMBER: 94522586 BUSINESS ADDRESS: STREET 1: 120 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-880-38 11-K 1 FORM 11-K =============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------- FORM 11-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE /x/ SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended December 31, 1993 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 1-8940 -------------------------- Entenmann's, Inc. Employee Savings Plan 55 Paradise Lane, Bay Shore, New York 11706 (Full title of the plan) PHILIP MORRIS COMPANIES INC. 120 Park Avenue New York, New York 10017 (Name of issuer of the securities held pursuant to the plan and address of its principal executive office.) =============================================================================== ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN ANNUAL REPORT ON FORM 11-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 1993 TABLE OF CONTENTS
Page(s) ------- Report of Independent Accountants.............................. 3 Financial Statements: Statements of Financial Condition as of December 31, 1993 and 1992............................................... 4-5 Statements of Income and Changes in Plan Equity for the years ended December 31, 1993, 1992 and 1991............ 6-8 Notes to Financial Statements................................ 9-17 Signatures..................................................... 18 Schedules: Schedule I - Investments as of December 31, 1993............. S-1-4
Other schedules are omitted because the information required is contained in the financial statements. Exhibits: 23. Consent of Independent Accountants. -2- REPORT of INDEPENDENT ACCOUNTANTS To: The Corporate Employee Plans Investment Committee of Philip Morris Companies Inc., the Corporate Employee Benefit Committee of Philip Morris Companies Inc., the Management Committee for Employee Benefits of Kraft General Foods, Inc., the Entenmann's, Inc. Employee Savings Plan Committee and all Participants as a group (but not individually) of the Entenmann's, Inc. Employee Savings Plan: We have audited the accompanying statements of financial condition of the Entenmann's, Inc. Employee Savings Plan (the "Plan") as of December 31, 1993 and 1992, and the related statements of income and changes in plan equity for each of the three years in the period ended December 31, 1993 and the schedule of investments as of December 31, 1993. These financial statements and the financial statement schedule are the responsibility of the fiduciaries of the Plan appointed by Philip Morris Companies Inc., Kraft General Foods, Inc. or Entenmann's, Inc. (or their delegates). Our responsibility is to express an opinion on these financial statements and the financial statement schedule 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 financial position of the Plan as of December 31, 1993 and 1992, and the income and changes in plan equity for each of the three years in the period ended December 31, 1993, in conformity with generally accepted accounting principles. In addition, in our opinion, the financial statement schedule referred to above, when considered in relation to the basic financial statements taken as a whole, presents fairly, in all material respects, the information required to be included therein. COOPERS & LYBRAND Chicago, Illinois March 30, 1994 -3- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN STATEMENT of FINANCIAL CONDITION as of December 31, 1993 (in thousands of dollars) ----------
Diversified Equity Interest Participants' Index Income Philip Morris Loan Fund Fund Stock Fund Account Total ----------- -------- ------------- ------------- ------- ASSETS: Trust net assets $2,461 $11,157 $30,551 $1,207 $45,376 Employer contributions receivable (payable) 145 (16) 574 703 Employee contributions receivable (payable) 59 (6) 171 224 Participants' loan repayments receivable (payable) 17 37 218 (187) 85 Interfund receivables (payables) 326 91 (417) - ------ ------- ------- ------ ------- Total assets 3,008 11,263 31,097 1,020 46,388 ------ ------- ------- ------ ------- LIABILITIES: Distributions and withdrawals payable (receivable) (12) 76 166 6 236 Undistributed participants' loans 2 19 28 (49) - ------ ------- ------- ------ ------- Total liabilities (10) 95 194 (43) 236 ------ ------- ------- ------ ------- Plan equity $3,018 $11,168 $30,903 $1,063 $46,152 ====== ======= ======= ====== =======
The accompanying notes are an integral part of these financial statements. -4- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN STATEMENT of FINANCIAL CONDITION as of December 31, 1992 (in thousands of dollars) ----------
Diversified Equity Interest Participants' Index Income Philip Morris Loan Fund Fund Stock Fund Account Total ----------- -------- ------------- ------------- ------- ASSETS: Trust net assets $1,668 $9,822 $41,330 $ 955 $53,775 Employer contributions receivable 1 4 32 37 Employee contributions receivable 6 22 68 96 Participants' loan repayments receivable 4 13 17 ------ ------ ------- ------ ------- Total assets 1,675 9,852 41,443 955 53,925 ------ ------ ------- ------ ------- LIABILITIES: Distributions and withdrawals payable 61 296 573 930 Undistributed participants' loans 2 48 (50) - ------ ------ ------- ------ ------- Total liabilities 61 298 621 (50) 930 ------ ------ ------- ------ ------- Plan equity $1,614 $9,554 $40,822 $1,005 $52,995 ====== ====== ======= ====== =======
The accompanying notes are an integral part of these financial statements. -5- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY for the year ended December 31, 1993 (in thousands of dollars) ----------
Diversified Equity Interest Participants' Index Income Philip Morris Loan Fund Fund Stock Fund Account Total ----------- -------- ------------- ------------- ------- ADDITIONS: Employer contributions $ 116 $ 263 $ 1,473 $ 1,852 Employee contributions 362 917 2,579 3,858 Trust investment activities: Interest income 1 773 19 $ 101 894 Dividend income 1,377 1,377 Net (depreciation) appreciation in fair value of investments 196 (11,416) (11,220) ------ ------- ------- ------ ------- 197 773 (10,020) 101 (8,949) ------ ------- ------- ------ ------- Total (deductions) additions 675 1,953 (5,968) 101 (3,239) ------ ------- ------- ------ ------- DEDUCTIONS: Distributions and withdrawals (349) (1,137) (2,084) (40) (3,610) General and administrative expenses 3 3 ------ ------- ------- ------ ------- Total deductions (349) (1,134) (2,084) (40) (3,607) ------ ------- ------- ------ ------- Net transfers among funds 1,111 796 (1,907) - Participants' loans (61) (114) (394) 569 - Participants' loan repayments 28 113 434 (572) 3 ------ ------- ------- ------ ------- Net (deductions) additions 1,404 1,614 (9,919) 58 (6,843) ------ ------- ------- ------ ------- PLAN EQUITY: Beginning of year 1,614 9,554 40,822 1,005 52,995 ------ ------- ------- ------ ------- End of year $3,018 $11,168 $30,903 $1,063 $46,152 ====== ======= ======= ====== =======
The accompanying notes are an integral part of these financial statements. -6- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY FOR THE YEAR ENDED DECEMBER 31, 1992 (in thousands of dollars) ----------
Diversified Equity Interest Participants' Index Income Philip Morris Loan Fund Fund Stock Fund Account Total ----------- -------- ------------- ------------- ------- ADDITIONS: Employer contributions $ 34 $ 138 $ 1,388 $ 1,560 Employee contributions 220 903 2,869 3,992 Trust investment activities: Interest income 742 21 $ 66 829 Dividend income 1,272 1,272 Net (depreciation) appreciation in fair value of investments 123 (1,662) (1,539) ------ ------- ------- ------ ------- 123 742 (369) 66 562 ------ ------- ------- ------ ------- Total additions 377 1,783 3,888 66 6,114 ------ ------- ------- ------ ------- DEDUCTIONS: Distributions and withdrawals (245) (1,546) (6,139) (102) (8,032) General and administrative expenses (11) (11) ------ ------- ------- ------ ------- Total deductions (245) (1,557) (6,139) (102) (8,043) ------ ------- ------- ------ ------- Net transfers among funds 37 531 (568) - Participants' loans (16) (163) (549) 728 - Participants' loan repayments 15 77 243 (335) - ------ ------- ------- ------ ------- Net (deductions) additions 168 671 (3,125) 357 (1,929) PLAN EQUITY: Beginning of year 1,446 8,883 43,947 648 54,924 ------ ------- ------- ------ ------- End of year $1,614 $ 9,554 $40,822 $1,005 $52,995 ====== ======= ======= ====== =======
The accompanying notes are an integral part of these financial statements. -7- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY for the year ended December 31, 1991 (in thousands of dollars) ----------
Diversified Equity Interest Participants' Index Income Philip Morris Loan Fund Fund Stock Fund Account Total ----------- -------- ------------- ------------- ------- ADDITIONS: Employer contributions $ 19 $ 131 $ 1,274 $ 1,424 Employee contributions 181 1,005 2,546 3,732 Trust investment activities: Interest income 1 765 23 $ 47 836 Dividend income 1,017 1,017 Net appreciation in fair value of investments 348 15,075 15,423 ------ ------ ------- ---- ------- 349 765 16,115 47 17,276 ------ ------ ------- ---- ------- Total additions 549 1,901 19,935 47 22,432 ------ ------ ------- ---- ------- DEDUCTIONS: Distributions and withdrawals (128) (1,187) (3,933) (31) (5,279) General and administrative expenses (12) (12) ------ ------ ------- ---- ------- Total deductions (128) (1,199) (3,933) (31) (5,291) ------ ------ ------- ---- ------- Net transfers among funds (157) (1,062) 1,219 - Participants' loans (21) (123) (233) 377 - Participants' loan repayments 13 78 167 (258) - ------ ------ ------- ---- ------- Net additions (deductions) 256 (405) 17,155 135 17,141 PLAN EQUITY: Beginning of year 1,190 9,288 26,792 513 37,783 ------ ------ ------- ---- ------- End of year $1,446 $8,883 $43,947 $648 $54,924 ====== ====== ======= ==== =======
The accompanying notes are an integral part of these financial statements. -8- ENTENMANN'S INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS 1. General Description of the Plan: The Entenmann's, Inc. Employee Savings Plan (the "Plan") is a defined contribution plan designed to encourage employees to save for retirement by providing eligible employees with an opportunity to invest a portion of their compensation and to share in the profits of Entenmann's, Inc. ("Entenmann's") by making such contribution. Entenmann's is a wholly owned subsidiary of Kraft General Foods, Inc. ("KGF"), which, in turn, is a subsidiary of Philip Morris Companies Inc. (the "Company"). Salaried and hourly employees of Entenmann's and certain of its domestic subsidiaries (the "Entenmann's Companies") who are not represented by a collective bargaining unit, are eligible to participate in the Plan, provided they meet eligibility requirements. After completing one year of service, eligible employees generally may make before-tax and after-tax contributions. Matching contributions by Entenmann's from Entenmann's profits (the "Entenmann's Contributions") are contributed to the Plan in accordance with the formula described in Note 3. The provisions of the Plan are detailed in the official Plan document which legally governs the operation of the Plan. The administration of the Plan has generally been delegated to the Management Committee for Employee Benefits of KGF (the "Committee") comprised of employees of KGF. The Committee has appointed the Entenmann's, Inc. Employee Savings Plan Committee (the "Administrative Committee") to handle certain Plan administration matters. The Corporate Employee Plans Investment Committee of Philip Morris Companies Inc. (the "Investment Committee") (the Committee, the Administrative Committee and the Investment Committee, collectively the "Fiduciaries") is responsible for the selection of the investment options in which participants invest their assets in the Plan and monitors the performance of these investment options. Assets of the Plan are invested in an investment fund known as the Entenmann's, Inc. Employee Savings Plan Trust (the "Trust") (Note 7). Bankers Trust Company (the "Trustee") has been appointed Trustee of the Trust. Participants have the option of investing their Plan Accounts (Note 4) in 5% increments, with a 10% minimum, in the three funds listed below. Effective July 1, 1991, participants may invest Entenmann's Contributions in any of the three investment funds. Prior to July 1, 1991, Entenmann's Contributions were invested in the Philip Morris Stock Fund and, once fully vested, could be invested at the direction of the participant. DIVERSIFIED EQUITY INDEX FUND - This fund is invested primarily in an index fund of stocks on a weighted average basis in approximately the same proportion as the Standard & Poor's Composite Index of 500 Stocks ("S&P 500"). -9- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (continued) INTEREST INCOME FUND - This fund consists primarily of investment contracts entered into by the Trustee with financial institutions, each of which agrees to repay in full the amounts invested with the institution, plus interest. Beginning January 1, 1993, the assets of the Interest Income Fund have also been invested in pools of mortgage-backed and asset-backed securities, corporate bonds, and obligations of the United States government and its agencies. As an integral part of the purchase of each pool of these investments for the Interest Income Fund, a financial institution agrees to protect the pool to the extent its market value fluctuates, but not in the event of a default of any security in the pool. PHILIP MORRIS STOCK FUND - This fund is invested in the common stock, $1 par value, of the Company (the "Common Stock") and short-term temporary investments. None of the foregoing funds guarantees a return to the participant. Participants may change their options effective the first day of the calendar quarter. Each participant may vote all the shares of Common Stock held in his or her Accounts and invested in the Philip Morris Stock Fund. The Trustee will vote full and fractional shares of the Common Stock in accordance with each individual participant's instruction. The Trustee votes those shares of Common Stock for which no or inadequate voting instructions have been received in the same proportions as the shares for which instructions have been received. At December 31, 1993 and 1992, there were 1,765 and 1,688 participants, respectively, some of whom elected to invest in more than one fund. Set forth below is the number of participants investing in each fund.
DECEMBER 31, ------------ 1993 1992 ----- ----- Diversified Equity Index Fund 548 320 Interest Income Fund 1,140 725 Philip Morris Stock Fund 1,654 1,270
Each participant is at all times fully vested in the balance of his or her After-Tax Contributions Account, Before-Tax Contributions Account, Rollover Account and in the balance of his or her Company Contribution Account attributable to amounts contributed on or before December 31, 1985 (Note 4). A participant shall be fully vested in the balance in -10- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (continued) his or her Company Contribution Account upon attainment of age 65, retirement, termination due to work force reduction, permanent and total disability or death. A participant who is employed by the Company or any subsidiary shall be fully vested in his or her Company Contribution Account upon completion of five years of service. Forfeitures: Entenmann's Contributions forfeited by terminated participants are used to reduce future Entenmann's Contributions to the Plan. 2. Summary of Significant Accounting Policies: Valuation of Trust Investments: Investments in common trust funds of the General Employee Benefit Common Trust of Bankers Trust Company ("GEBT") are valued on the basis of the relative interest of each participating investor (including each participant) in the fair value of the underlying assets of each of the respective GEBT common trust funds. Investment contracts and the pools of mortgage-backed and asset-backed securities and other investments held in the Interest Income Fund are recorded at their contract values, which represent contributions and reinvested income, less any withdrawals plus accrued interest. Securities listed on an exchange are valued at the closing price on the last business day of the year; listed securities for which no sale was reported on that date are recorded at the last reported bid price. Securities that are not listed on an exchange are generally traded in active markets and valued by the Trustee from quoted market prices. Short-term temporary investments are generally carried at cost, which approximates fair value. Investment Transactions and Investment Income of the Trust: Investment transactions are accounted for on the dates purchases or sales are executed. Realized gains and losses are computed on the basis of average cost of investments sold. Dividend income is recorded on the ex- dividend date; interest income is recorded as earned on an accrual basis. In accordance with the policy of stating investments at fair value, the net appreciation (depreciation) in the fair value of investments reflects both realized gains or losses and the change in the unrealized appreciation of investments held at year-end (Note 8). -11- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (continued) 3. Contributions: No contribution is required from any eligible employee under the Plan. Eligible employees may make contributions on a before-tax basis, an after-tax basis, or in a combination of the two. Basic Contributions are those made on an after-tax basis ("After-Tax Basic Contributions") and before-tax basis ("Before-Tax Basic Contributions") that are not in excess of 6% of each compensation payment to the participant. Contributions in excess of 6% of each compensation payment to the participant and up to 11% of each compensation payment are referred to as Supplemental Contributions, which may be made only on an after-tax basis. The percentage of compensation available for both before-tax and after-tax contributions varies from year-to-year in order that the aggregate contributions actually made by participants do not cause the Plan to violate limitations on such contributions set forth in the Internal Revenue Code of 1986, as amended (the "Code"). The Code also imposes a dollar limitation on the amount of before-tax contributions for a calendar year. For 1993, a participant's before-tax contributions were limited to $8,994; for 1994, each participant's before-tax contributions will be limited to $9,240. Each year Entenmann's Contributions are based on the amount of each participant's Basic Contributions to the Plan. Entenmann's Contributions are equal to 50% of participants' Basic Contributions, subject to certain limitations under the Code. Participants' contributions are recorded in the period in which they are withheld by the Entenmann's Companies. Entenmann's Contributions for the year are accrued by the Plan based upon the amount to be funded each year in accordance with the Plan's formula noted above. Entenmann's Contributions are discretionary. While Entenmann's has not expressed any intent to discontinue making Entenmann's Contributions, it is free to do so at any time. Entenmann's Contributions and participant contributions are subject to specified limitations as described in the Code and the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The Plan provides, in the event of a Change of Control (as defined in the Plan) of the Company, for Entenmann's Contributions for the year in which the Change of Control occurs and for two years thereafter (the "Control Period") equal to $.50 for each $1 of the first 5% of the aggregate compensation of the participants for each year during the Control Period. -12- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (continued) 4. Valuation of Participant Accounts: The Trustee maintains Accounts for each participant to reflect the source and the participant's share of the funds invested in the Trust:
Account Source ------- ------ Company Contribution Account Entenmann's Contributions Before-Tax Contributions Account Before-Tax Basic Contributions After-Tax Contributions Account After-Tax Basic and Supplemental Contributions Rollover Account Amounts transferred (directly or indirectly) from another plan qualified under Section 401(a) of the Code Loan Account Outstanding loans obtained from the Plan
At the end of each month, the Trustee determines the current fair value of each fund in the Trust. The fair value of each participant's share in the Trust is determined with respect to their Company Contribution, Before-Tax Contributions, After-Tax Contributions and Rollover Accounts on the basis of their proportionate share in each fund. 5. Withdrawals and Distributions: Participants may make withdrawals against their Company Contribution, Before-Tax Contributions, After-Tax Contributions and Rollover Accounts under limited circumstances in accordance with the provisions outlined in the Plan. Upon termination of employment, including retirement, a participant has several options available, as described in the Plan, with respect to the distribution of his or her Accounts. Normally, distributions are made one month after such termination. -13- ENTENMANN'S INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (continued) In the event the Plan is terminated, distributions will be made in accordance with the current value of participants' Accounts under the direction of the Committee and in accordance with the Code. 6. Participants' Loans: The loan program permits participants to borrow from their Before-Tax Contributions Account in accordance with the provisions outlined in the Plan. A participant's Loan Account equals the principal amount of his or her loans outstanding. The principal amount of loan repayments reduce the Loan Account and are added back to the participant's Before-Tax Contributions Account. The repaid amount (including interest) is reinvested in the funds according to the participant's current investment authorization. Participants' loans are carried at the original principal amount less principal repayments. Participants' loan repayments receivable represent amounts withheld by the Entenmann's Companies from participants' compensation and not yet remitted to the Plan. Amounts to be disbursed under employee loan agreements are recorded as undistributed participants' loans as of the loan agreement date. 7. Investments Held by the Trust: The Trust is comprised solely of the assets of the Plan. Most expenses incurred in administering the Plan are borne by Entenmann's, with the exception of brokerage commissions, investment management fees and transfer taxes, which are paid by the Trust. Expenses paid by Entenmann's are not reflected in the financial statements of the Plan. Investments that represented five percent or more of total Trust assets as of December 31, 1993 and 1992 were:
1993 1992 ------- ------- Philip Morris Stock Fund Common Stock $29,543 $40,548 Diversified Equity Index Fund $2,461 -
The GEBT Equity Index Fund currently includes the Common Stock. -14- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (in thousands of dollars, except per unit data) (continued) At December 31, 1993 and 1992 the financial position of the Trust was:
1993 1992 ------- ------- Assets: Investments at fair value: Diversified Equity Index Fund (cost $1,621 and $927) $ 2,461 $ 1,668 Philip Morris Stock Fund: Common stock (cost $14,109 and $13,268) 29,543 40,548 Short-term temporary investments (cost approximates fair value) 660 437 Interest Income Fund: Investment contracts (cost approximates fair value) 10,365 8,903 Short-term temporary investments (cost approximates fair value) 725 854 Participants' Loan Account: Loans to participants 1,175 956 ------- ------- Total investments 44,929 53,366 Receivables: Interest income 101 65 Dividend income 346 344 ------- ------- Net assets $45,376 $53,775 ======= =======
The number of employee participation units and the net asset value per unit for the funds at December 31, 1993 and 1992 were:
Diversified Equity Interest Participants' Index Income Philip Morris Loan Fund Fund Stock Fund Account Total ----------- -------- ------------- ------------- ------- 1993: Net assets $2,461 $11,157 $30,551 $1,207 $45,376 Number of participation units 490 3,974 3,973 Net asset value per unit $5.0224 $2.8075 $7.6897 1992: Net assets $1,668 $9,822 $41,330 $955 $53,775 Number of participation units 362 3,775 4,064 Net asset value per unit $4.6077 $2.6019 $10.1698
-15- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (in thousands of dollars) (continued) 8. Net (Depreciation) Appreciation in Fair Value of Trust Investments: The realized gains and losses on disposals and changes in unrealized appreciation of investments in the Trust for the years ended December 31, 1993, 1992 and 1991 were:
Diversified Equity Index Philip Morris Fund Stock Fund Total ----------- ------------- ------- 1993 ---- Realized gains: Proceeds $265 $ 1,189 $ 1,454 Cost 168 759 927 ---- ------- ------- Net realized gains 97 430 527 ---- ------- ------- Unrealized appreciation: Beginning of year 741 27,280 28,021 End of year 840 15,434 16,274 ---- ------- ------- (Decrease) increase 99 (11,846) (11,747) ---- ------- ------- Net (depreciation) appreciation in fair value of investments $196 ($11,416) ($11,220) ==== ======= ======= 1992 ---- Realized gains: Proceeds $210 $ 3,439 $ 3,649 Cost 116 1,372 1,488 ---- ------- ------- Net realized gains 94 2,067 2,161 ---- ------- ------- Unrealized appreciation: Beginning of year 712 31,009 31,721 End of year 741 27,280 28,021 ---- ------- ------- Increase (decrease) 29 (3,729) (3,700) ---- ------- ------- Net appreciation (depreciation) in fair value of investments $123 ($ 1,662) ($ 1,539) ==== ======= =======
-16- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS (in thousands of dollars) (concluded)
Diversified Equity Index Philip Morris Fund Stock Fund Total ----------- ------------- ------- 1991 ---- Realized gains: Proceeds $458 $ 7,819 $ 8,277 Cost 372 6,234 6,606 ---- ------- ------- Net realized gains 86 1,585 1,671 ---- ------- ------- Unrealized appreciation: Beginning of year 450 17,519 17,969 End of year 712 31,009 31,721 ---- ------- ------- Increase 262 13,490 13,752 ---- ------- ------- Net appreciation in fair value of investments $348 $15,075 $15,423 ==== ======= =======
9. Tax Status: The U.S. Treasury Department has determined that the Plan, as amended and in effect as of November 18, 1986, constitutes a qualified plan under Section 401(a) of the Code and the related Trust is, therefore, exempt from Federal income taxes under the provisions of Section 501(a) of the Code. The Plan has been amended since that date. These amendments have been drafted to comply with the provisions of the Code applicable to qualified plans. The Fiduciaries believe that the Plan, as so amended, continues to comply with the applicable provisions of the Code and that the Plan continues to be administered in accordance with the applicable provisions of the Code. Participants will not be subject to income tax on Entenmann's Contributions, before-tax contributions made on their behalf by the Entenmann's Companies or with respect to rollover contributions when made to the Trust, nor on earnings credited to their Accounts until withdrawn or distributed. -17- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Management Committee for Employee Benefits of Kraft General Foods, Inc., having administrative responsibility of the Plan, has duly caused this annual report to be signed by the undersigned thereunto duly authorized. ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN (Name of Plan) By /s/ DANIEL M. DRESSEL ------------------------------------- Daniel M. Dressel, Chairman, Management Committee for Employee Benefits of Kraft General Foods, Inc. Date: April 12, 1994 -18- ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN SCHEDULE I - INVESTMENTS as of December 31, 1993
Column A Column B Column C Column D -------- --------------- ----------- ----------- Face Amount Cost or Number Basis of Name of Issuer and Title of Issue of Shares/Units Investments Fair Value - --------------------------------- --------------- ----------- ----------- PHILIP MORRIS STOCK FUND -- 67.2% Common Stock -- 65.7% Tobacco -- 65.7% Philip Morris Companies Inc. 531,111 $14,108,788 $29,543,049 Short-Term Investments -- 1.5% GEBT Pyramid Directed Account Cash Fund 659,703 659,703 659,703 ----------- ----------- Total Philip Morris Stock Fund 14,768,491 30,202,752 ----------- ----------- DIVERSIFIED EQUITY INDEX FUND -- 5.5% GEBT Pyramid Equity Index Fund -- 5.5% 2,489 1,620,622 2,460,636 ----------- ----------- Total Diversified Equity Index Fund 1,620,622 2,460,636 ----------- ----------- INTEREST INCOME FUND -- 24.7% Investment Contracts -- 23.1% Participation Contracts with Institutions -- 19.3% Aetna Life Ins. #LT 10218 DYA 1988 8.94% matures 1/3/94 1,409,497 1,409,497 1,409,497 Confederation Life Ins. Co. GIC# 61702 9.85% matures 3/15/94 1,051,398 1,051,398 1,051,398 New York Life Ins. Co. #05939 9.35% matures 8/26/95 1,516,350 1,516,350 1,516,350 Provident Mutual Life Ins. Co. #8142-001 8.72% matures 12/31/95 955,932 955,932 955,932
S-1 ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN SCHEDULE I - INVESTMENTS as of December 31, 1993
Column A Column B Column C Column D -------- --------------- ----------- ---------- Face Amount Cost or Number Basis of Name of Issuer and Title of Issue of Shares/Units Investments Fair Value - --------------------------------- --------------- ----------- ---------- Participation Contracts with Institutions (continued) Ohio National Life Co. #5265 8.47% matures 3/1/96 428,242 $ 428,242 $ 428,242 Prudential Insurance Co. of America GA-7270 6.05% matures 6/30/96 2,176,138 2,176,138 2,176,138 Metropolitan Life Ins. Co. Acct# 12891 6.64% matures 12/15/96 1,120,246 1,120,246 1,120,246 ---------- ---------- Total Contracts 8,657,803 8,657,803 ---------- ---------- Financial Institution Pools -- 3.8% National Westminster Bank No. SAM 0104C 5.80% GEBT Short-Term Investment Fund 684 684 684 Federal Home Loan Mtg. Corporation matures 6/15/99 6.00% 82,500 82,168 82,168 Federal National Mortgage Association matures 6/25/2005 6.25% 44,000 44,302 44,302 Federal Home Loan Mtg. Corporation matures 8/15/2005 6.25% 22,000 22,421 22,421 Federal National Mortgage Association matures 8/25/2005 6.00% 9,625 9,565 9,565 Federal National Mortgage Association matures 8/25/2005 6.00% 68,200 67,883 67,883 Federal National Mortgage Association matures 11/25/2005 7.00% 121,000 124,962 124,962 Federal Home Loan Mtg. Corporation matures 3/15/2007 6.75% 33,000 34,060 34,060 Federal Home Loan Mtg. Corporation matures 5/15/2007 6.25% 53,350 53,381 53,381 Federal Home Loan Mtg. Corporation matures 4/15/2008 6.50% 13,750 13,809 13,809 Federal Home Loan Mtg. Corporation matures 8/15/2008 6.50% 68,904 69,544 69,544
S-2 ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN SCHEDULE I - INVESTMENTS as of December 31, 1993
Column A Column B Column C Column D -------- --------------- ----------- ---------- Face Amount Cost or Number Basis of Name of Issuer and Title of Issue of Shares/Units Investments Fair Value - --------------------------------- --------------- ----------- ---------- Financial Institution Pools (continued) Federal Home Loan Mtg. Corporation matures 4/15/2011 5.00% 44,000 $ 43,998 $ 43,998 Federal National Mortgage Association matures 8/25/2012 5.60% 29,425 29,519 29,519 Federal National Mortgage Association matures 8/25/2013 6.70% 77,000 77,196 77,196 Federal National Mortgage Association matures 9/25/2015 6.00% 44,000 44,833 44,833 Federal Home Loan Mtg. Corporation matures 12/15/2015 6.50% 53,350 54,566 54,566 Federal National Mortgage Association matures 6/25/2016 5.70% 81,400 82,076 82,076 Federal National Mortgage Association matures 7/25/2016 5.65% 43,670 43,880 43,880 Federal National Mortgage Association matures 6/15/2018 7.00% 5,830 6,110 6,110 Federal National Mortgage Association matures 1/25/2020 7.00% 77,000 79,780 79,780 Federal Home Loan Mtg. Corporation matures 5/15/2021 6.50% 14,300 13,916 13,916 -------- -------- Total National Westminster Bank Contract 998,653 998,653 -------- -------- Provident Life & Accident GAC No. 63005582 5.50% GEBT Short-Term Investment Fund 10,640 10,640 10,640 Federal Home Loan Mtg. Corporation matures 9/15/2002 4.85% 57,500 58,360 58,360 Federal Home Loan Mtg. Corporation matures 1/15/2008 5.78% 57,500 57,171 57,171 Federal Home Loan Mtg. Corporation matures 9/15/2008 6.00% 53,680 55,202 55,202 Federal Home Loan Mtg. Corporation matures 10/15/2008 5.90% 65,320 65,630 65,630 Federal National Mortgage Association matures 6/25/2013 5.00% 52,900 53,639 53,639
S-3 ENTENMANN'S, INC. EMPLOYEE SAVINGS PLAN SCHEDULE I - INVESTMENTS as of December 31, 1993
Column A Column B Column C Column D -------- --------------- ----------- ----------- Face Amount Cost or Number Basis of Name of Issuer and Title of Issue of Shares/Units Investments Fair Value - --------------------------------- --------------- ----------- ----------- Financial Institution Pools (continued) Federal National Mortgage Association matures 11/25/2013 5.50% 57,500 $ 57,680 $ 57,680 Federal National Mortgage Association matures 3/25/2018 5.75% 57,500 58,604 58,604 Federal National Mortgage Association matures 9/25/2019 5.50% 57,500 56,979 56,979 Federal National Mortgage Association matures 10/25/2022 5.40% 60,950 62,821 62,821 Federal National Mortgage Association Pool matures 4/1/2023 6.50% 57,500 58,112 58,112 Federal National Mortgage Association matures 8/25/2023 3.00% 64,400 56,188 56,188 Federal Home Loan Mtg. Corporation matures 10/15/2023 7.00% 55,532 57,619 57,619 ----------- ----------- Total Provident Life & Accident Contract 708,645 708,645 ----------- ----------- Total Pools 1,707,298 1,707,298 ----------- ----------- Total Investment Contracts 10,365,101 10,365,101 ----------- ----------- Short-term Investments -- 1.6% GEBT Pyramid Discretionary Cash Fund 724,832 724,832 724,832 ----------- ----------- Total Interest Income Fund 11,089,933 11,089,933 ----------- ----------- PARTICIPANTS' LOAN ACCOUNT -- 2.6% GEBT Pyramid Discretionary Fund 12 12 12 Participants' Loans 1,175,400 1,175,400 ----------- ----------- Total Participants' Loan Account 1,175,412 1,175,412 ----------- ----------- TOTAL INVESTMENTS $28,654,458 $44,928,733 =========== ===========
S-4 EX-23 2 CONSENT/COOPERS & LYBRAND Exhibit 23 CONSENT of INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the Philip Morris Companies Inc. registration statement on Form S-8 (File No. 33-38781) of the Entenmann's, Inc. Employee Savings Plan of our report dated March 30, 1994, on our audits of the financial statements of the Entenmann's, Inc. Employee Savings Plan as of December 31, 1993 and 1992 and for the years ended December 31, 1993, 1992 and 1991, and the financial statement schedule as of December 31, 1993, which report is included in this annual report on Form 11-K. COOPERS & LYBRAND Chicago, Illinois April 13, 1994 -----END PRIVACY-ENHANCED MESSAGE-----