-----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, LS0hJywoeX+J2CKST/++iiM+nIsR5cj4fN5kEg5DB4sHPM+uyfvKgobL7g3qGSM5 pEaYbTczzcLn0HxvInlodQ== 0001047469-98-025780.txt : 19980630 0001047469-98-025780.hdr.sgml : 19980630 ACCESSION NUMBER: 0001047469-98-025780 CONFORMED SUBMISSION TYPE: 11-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980629 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEORGIA GULF CORP /DE/ CENTRAL INDEX KEY: 0000805264 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 581563799 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K/A SEC ACT: SEC FILE NUMBER: 001-09753 FILM NUMBER: 98656589 BUSINESS ADDRESS: STREET 1: 400 PERIMETER CTR TERRACE STREET 2: STE 595 CITY: ATLANTA STATE: GA ZIP: 30346 BUSINESS PHONE: 4043954500 11-K/A 1 11-K/A FORM 11-K/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (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, 1997 [ ] 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 No. 1-9753 A. Full title of the plan: Georgia Gulf Corporation Savings and Capital Growth Plan (referred to herein as the "Plan") B. Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office: Georgia Gulf Corporation 400 Perimeter Center Terrace Suite 595 Atlanta, GA 30346 (770) 395-4500 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this annual report to be signed by the undersigned hereunto duly authorized. GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN GEORGIA GULF CORPORATION (Plan Administrator) By: /S/ JOEL I. BEERMAN ----------------------- Joel I. Beerman Vice-President June 23, 1998 GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN FINANCIAL STATEMENTS AND SCHEDULES AS OF DECEMBER 31, 1997 AND 1996 TOGETHER WITH AUDITORS' REPORT GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN FINANCIAL STATEMENTS AND SCHEDULES DECEMBER 31, 1997 AND 1996 TABLE OF CONTENTS REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS FINANCIAL STATEMENTS Statements of Net Assets Available for Plan Benefits, With Fund Information--December 31, 1997 and 1996 Statements of Changes in Net Assets Available for Plan Benefits, With Fund Information, for the Years Ended December 31, 1997 and 1996 NOTES TO FINANCIAL STATEMENTS AND SCHEDULES SCHEDULES SUPPORTING FINANCIAL STATEMENTS Schedule I: Item 27a--Schedule of Assets Held for Investment Purposes--December 31, 1997 Schedule II: Item 27d--Schedule of Reportable Transactions for the Year Ended December 31, 1997 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Plan Administrator of Georgia Gulf Corporation Savings and Capital Growth Plan: We have audited the accompanying statements of net assets available for plan benefits, with fund information, of the GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN as of December 31, 1997 and 1996 and the related statements of changes in net assets available for plan benefits, with fund information, for the years then ended. These financial statements and the schedules referred to below are the responsibility of the Plan's administrator. Our responsibility is to express an opinion on these financial statements and 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 plan benefits of the Georgia Gulf Corporation Savings and Capital Growth Plan as of December 31, 1997 and 1996 and the changes in its net assets available for plan 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 the purpose 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 - 2 - statements of net assets available for plan benefits and the statements of changes in net assets available for plan benefits is presented for the purpose of additional analysis rather than to present the net assets available for plan benefits and the changes in net assets available for plan benefits of each fund. The supplemental schedules and fund information have been subjected to the auditing procedures applied in 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. Arthur Andersen L.L.P. Atlanta, Georgia June 5, 1998 Page 1 of 3 GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION DECEMBER 31, 1997 AND 1996
Participant-Directed ---------------------------------------------------------------------------------------------------- Blue Chip Total Return Fund Stable Value Fund Growth Fund Stock Fund ---------------------------------------------------------------------------------------------------- 1997 1996 1997 1996 1997 1996 1997 1996 ----------- ----------- ---------- ---------- ---------- ---------- ----------- ---------- ASSETS: Investments: INVESCO Total Return Fund $41,539,454 $37,482,133 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 INVESCO Stable Value Fund 0 0 8,588,029 6,842,962 0 0 0 0 Fidelity Blue Chip Growth Fund 0 0 0 0 9,987,117 5,566,950 0 0 Dodge & Cox Stock Fund 0 0 0 0 0 0 14,631,514 9,161,725 UAM Small Company Fund 0 0 0 0 0 0 0 0 American Funds Europacific Growth Fund 0 0 0 0 0 0 0 0 Equity securities 0 0 0 0 0 0 0 0 Participant loans (Note 4) 0 0 0 0 0 0 0 0 ----------- ----------- ---------- ---------- ---------- ---------- ----------- ---------- NET ASSETS AVAILABLE FOR PLAN BENEFITS $41,539,454 $37,482,133 $8,588,029 $6,842,962 $9,987,117 $5,566,950 $14,631,514 $9,161,725 ----------- ----------- ---------- ---------- ---------- ---------- ----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------- ----------
Page 2 of 3
Participant-Directed ---------------------------------------------------------------------------------------------------- Europacific Small Company Fund Growth Fund Georgia Gulf Stock Fund Participant Loan Fund ---------------------------------------------------------------------------------------------------- 1997 1996 1997 1996 1997 1996 1997 1996 ----------- ----------- ---------- ---------- ---------- ---------- ----------- ---------- ASSETS: Investments: INVESCO Total Return Fund $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 INVESCO Stable Value Fund 0 0 0 0 0 0 0 0 Fidelity Blue Chip Growth Fund 0 0 0 0 0 0 0 0 Dodge & Cox Stock Fund 0 0 0 0 0 0 0 0 UAM Small Company Fund 12,403,394 7,502,074 0 0 0 0 0 0 American Funds Europacific Growth Fund 0 0 4,080,782 2,663,347 0 0 0 0 Equity securities 0 0 0 0 26,980,718 27,119,427 0 0 Participant loans (Note 4) 0 0 0 0 0 0 2,974,350 2,681,692 ----------- ---------- ---------- ---------- ----------- ----------- ---------- ---------- NET ASSETS AVAILABLE FOR PLAN BENEFITS $12,403,394 $7,502,074 $4,080,782 $2,663,347 $26,980,718 $27,119,427 $2,974,350 $2,681,692 ----------- ---------- ---------- ---------- ----------- ----------- ---------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- ---------- ----------
Page 3 of 3 Nonparticipant-Directed Total Return Fund Total ------------------------- -------------------------- 1997 1996 1997 1996 ----------- ----------- ------------ ------------ ASSETS: Investments: INVESCO Total Return Fund $32,185,494 $26,495,574 $ 73,724,948 $ 63,977,707 INVESCO Stable Value Fund 0 0 8,588,029 6,842,962 Fidelity Blue Chip Growth Fund 0 0 9,987,117 5,566,950 Dodge & Cox Stock Fund 0 0 14,631,514 9,161,725 UAM Small Company Fund 0 0 12,403,394 7,502,074 American Funds Europacific Growth Fund 0 0 4,080,782 2,663,347 Equity securities 0 0 26,980,718 27,119,427 Participant loans (Note 4) 0 0 2,974,350 2,681,692 ----------- ----------- ------------- ------------ NET ASSETS AVAILABLE FOR PLAN BENEFITS $32,185,494 $26,495,574 $153,370,852 $125,515,884 ----------- ----------- ------------ ------------ ----------- ----------- ------------ ------------
The accompanying notes are an integral part of these statements.
Page 1 of 3 GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION FOR THE YEARS ENDED DECEMBER 31, 1997 AND 1996 Participant-Directed ------------------------------------------------------------------------------ Blue Chip Total Return Fund Stable Value Fund Growth Fund ------------------------- ------------------------ ----------------------- 1997 1996 1997 1996 1997 1996 ----------- ----------- ---------- ---------- ---------- ---------- CONTRIBUTIONS (Note 4): Employer $ 753,215 $ 816,098 $ 280,689 $ 241,454 $ 375,119 $ 268,708 Employee 932,331 1,043,896 291,046 296,513 556,379 473,825 ----------- ----------- ---------- ---------- ---------- ---------- Total contributions 1,685,546 1,859,994 571,735 537,967 931,498 742,533 INTEREST AND DIVIDEND INCOME 0 0 405,243 391,934 0 0 NET GAIN (LOSS) FROM INVESTMENTS (Note 2) 8,466,699 4,573,177 0 0 1,626,970 650,110 INTEREST INCOME--PARTICIPANT LOANS (Note 4) 64,414 65,304 19,460 17,060 31,104 19,578 PRINCIPAL REPAYMENTS--PARTICIPANT LOANS 232,658 235,071 61,407 77,775 112,644 60,998 ----------- ----------- ---------- ---------- ---------- ---------- 10,449,317 6,733,546 1,057,845 1,024,736 2,702,216 1,473,219 ----------- ----------- ---------- ---------- ---------- ---------- LESS: Benefit payments (2,159,440) (4,459,437) (669,945) (2,283,437) (459,974) (94,365) Loan disbursements (504,422) (663,793) (123,192) (63,281) (94,486) (71,446) ----------- ----------- ---------- ---------- ---------- ---------- (2,663,862) (5,123,230) (793,137) (2,346,718) (554,460) (165,811) ----------- ----------- ---------- ---------- ---------- ---------- INTERFUND TRANSFERS (3,728,134) (5,653,826) 1,480,359 1,781,055 2,272,411 4,259,542 ----------- ----------- ---------- ---------- ---------- ---------- NET INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR PLAN BENEFITS 4,057,321 (4,043,510) 1,745,067 459,073 4,420,167 5,566,950 NET ASSETS AVAILABLE FOR PLAN BENEFITS AT BEGINNING OF YEAR 37,482,133 41,525,643 6,842,962 6,383,889 5,566,950 0 ----------- ----------- ---------- ---------- ---------- ---------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT END OF YEAR $41,539,454 $37,482,133 $8,588,029 $6,842,962 $9,987,117 $5,566,950 ----------- ----------- ---------- ---------- ---------- ---------- ----------- ----------- ---------- ---------- ---------- ----------
Page 2 of 3
Participant-Directed --------------------------------------------------------------------------------------------------------- Europacific Georgia Gulf Stock Fund Small Company Fund Growth Fund Stock Fund ----------------------- ------------------------ ----------------------- -------------------------- 1997 1996 1997 1996 1997 1996 1997 1996 ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- CONTRIBUTIONS (Note 4): Employer $ 394,366 $ 307,688 $ 328,402 $ 253,478 $ 139,901 $ 86,226 $ 942,834 $ 1,144,186 Employee 522,220 464,771 519,691 429,370 198,846 117,320 1,345,565 1,615,715 ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- Total contributions 916,586 772,459 848,093 682,848 338,747 203,546 2,288,399 2,759,901 INTEREST AND DIVIDEND INCOME 0 0 0 0 0 0 333,743 0 NET GAIN (LOSS) FROM INVESTMENTS (Note 2) 2,825,204 1,467,799 2,349,700 1,381,700 150,500 290,723 3,577,377 (1,732,681) INTEREST INCOME-- PARTICIPANT LOANS (Note 4) 29,780 23,268 26,092 17,640 9,741 4,887 92,173 92,606 PRINCIPAL REPAYMENTS-- PARTICIPANT LOANS 118,271 70,369 88,931 55,963 43,188 23,956 275,013 302,772 ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- 3,889,841 2,333,895 3,312,816 2,138,151 542,176 523,112 6,566,705 1,422,598 ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- LESS: Benefit payments (733,219) (556,650) (399,180) (307,274) (189,760) (32,736) (791,375) (1,374,940) Loan disbursements (88,168) (74,125) (83,486) (90,350) (42,711) (7,041) (309,168) (469,064) ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- (821,387) (630,775) (482,666) (397,624) (232,471) (39,777) (1,100,543) (1,844,004) ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- INTERFUND TRANSFERS 2,401,335 2,514,668 2,071,170 1,459,008 1,107,730 2,180,012 (5,604,871) (6,395,461) ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- NET INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR PLAN BENEFITS 5,469,789 4,217,788 4,901,320 3,199,535 1,417,435 2,663,347 (138,709) (6,816,867) NET ASSETS AVAILABLE FOR PLAN BENEFITS AT BEGINNING OF YEAR 9,161,725 4,943,937 7,502,074 4,302,539 2,663,347 0 27,119,427 33,936,294 ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT END OF YEAR $14,631,514 $9,161,725 $12,403,394 $7,502,074 $4,080,782 $2,663,347 $26,980,718 $27,119,427 ----------- ---------- ----------- ---------- ---------- ---------- ----------- ----------- ----------- ---------- ----------- ---------- ---------- ---------- ----------- -----------
Page 3 of 3
Nonparticipant-Directed Participant Loan Fund Total Return Fund Total ----------------------- -------------------------- --------------------------- 1997 1996 1997 1996 1997 1996 ---------- ---------- ----------- ----------- ------------ ------------ CONTRIBUTIONS (Note 4): Employer $ 0 $ 0 $ 0 $ 0 $ 3,214,526 $ 3,117,838 Employee 0 0 0 0 4,366,078 4,441,410 ---------- ---------- ----------- ----------- ------------ ------------ Total contributions 0 0 0 0 7,580,604 7,559,248 INTEREST AND DIVIDEND INCOME 0 0 0 0 738,986 391,934 NET GAIN (LOSS) FROM INVESTMENTS (Note 2) 0 0 6,751,545 3,105,214 25,747,995 9,736,042 INTEREST INCOME--PARTICIPANT LOANS (Note 4) 0 0 0 0 272,764 240,343 PRINCIPAL REPAYMENTS--PARTICIPANT LOANS (932,112) (826,904) 0 0 0 0 ---------- ---------- ----------- ----------- ------------ ------------ (932,112) (826,904) 6,751,545 3,105,214 34,340,349 17,927,567 ---------- ---------- ----------- ----------- ------------ ------------ LESS: Benefit payments (20,863) (324,262) (1,061,625) (1,478,360) (6,485,381) (10,911,461) Loan disbursements 1,245,633 1,439,100 0 0 0 0 ---------- ---------- ----------- ----------- ------------ ------------ 1,224,770 1,114,838 (1,061,625) (1,478,360) (6,485,381) (10,911,461) ---------- ---------- ----------- ----------- ------------ ------------ INTERFUND TRANSFERS 0 0 0 (144,998) 0 0 ---------- ---------- ----------- ----------- ------------ ------------ NET INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR PLAN BENEFITS 292,658 287,934 5,689,920 1,481,856 27,854,968 7,016,106 NET ASSETS AVAILABLE FOR PLAN BENEFITS AT BEGINNING OF YEAR 2,681,692 2,393,758 26,495,574 25,013,718 125,515,884 118,499,778 ---------- ---------- ----------- ----------- ------------ ------------ NET ASSETS AVAILABLE FOR PLAN BENEFITS AT END OF YEAR $2,974,350 $2,681,692 $32,185,494 $26,495,574 $153,370,852 $125,515,884 ---------- ---------- ----------- ----------- ------------ ------------ ---------- ---------- ----------- ----------- ------------ ------------
The accompanying notes are an integral part of these statements. GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN NOTES TO FINANCIAL STATEMENTS AND SCHEDULES DECEMBER 31, 1997 AND 1996 1. THE PLAN The Georgia Gulf Corporation Savings and Capital Growth Plan (the "Plan") was established effective January 1, 1985 in connection with the acquisition of Georgia-Pacific Chemicals, Inc. ("Chemicals") by Georgia Gulf Corporation (the "Company") from Georgia-Pacific Corporation ("G-P"). G-P transferred assets with a fair value of $9,758,567 to the Plan which related to benefits earned by employees of Chemicals under a benefit plan sponsored by G-P. Effective October 1, 1995, Georgia Gulf Corporation transferred the Plan's assets from Wachovia Bank of Georgia, N.A. ("Wachovia") to a new trustee, INVESCO Trust Company ("INVESCO"). 2. SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES Basis of Accounting The accompanying financial statements have been prepared on the accrual basis of accounting. The preparation of the financial statements in conformity with generally accepted accounting principles requires the Plan's management to use estimates and assumptions that affect the accompanying financial statements and disclosures. Actual results could differ from these estimates. Investment Valuation Investments in the Plan are stated at fair market value, based on current security exchange prices. Net gain (loss) from investments includes realized gains (losses) from the sales of investments and unrealized appreciation (depreciation) of investments.
1997 1996 ---- ---- Net gain/(loss) from Georgia Gulf Corporation stock $ 3,577,377 $(1,732,681) Net gain from other investments 22,170,618 11,468,723 ------------ ----------- $25,747,995 $ 9,736,042 ------------ ----------- ------------ -----------
Prior to October 1, 1995, certain Plan assets were commingled in the Georgia Gulf Corporation Master Employee Benefits Trust (the "MEBT") together with the assets of the Company's Salaried Employees Retirement Plan and Hourly Employees Retirement Plan. On October 1, 1995, all Plan assets in the MEBT were transferred to INVESCO. Tax Status The Plan obtained its latest determination letter on November 13, 1996, in which the Internal Revenue Service ("IRS") stated that the Plan, as amended as of August 26, 1996, was in compliance with the applicable requirements of the Internal Revenue Code ("IRC"). In the opinion of the plan administrator, the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC and is therefore tax-exempt as of the financial statement dates. 3. TRUST AGREEMENT Effective October 1, 1995, INVESCO (the "Trustee") accepted fiduciary responsibility as Trustee for the Georgia Gulf Corporation Savings and Capital Growth Plan. Expenses incurred by the Trustee in the performance of its duties under this agreement, other than investment advisor fees, are paid by the Plan. 4. PLAN DESCRIPTION The following description of the Plan is provided for informational purposes only: General The Plan is a defined contribution plan covering substantially all salaried employees of the Company. Established in 1985, the Plan provides for a yearly defined company contribution. In addition, the Company contributes a matching percentage of employee contributions up to a designated maximum percentage. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended. The Plan is divided into three accounts, each containing specific benefits, vesting, and limitations, as defined in the plan document: Capital Growth Account Contributions consist of a yearly company contribution of 3% of annual compensation, as defined by the plan agreement. The contribution is limited to current and accumulated earnings and profits in accordance with IRS regulations and is fully vested immediately. Pursuant to an amendment effective October 1, 1995, the contribution is participant-directed. Employees whose termination is due to disability or death or whose termination occurs after reaching age 55 with five or more years of service will be entitled to a contribution for the year of termination. On December 31, 1997, 992 employees or former employees received a basic contribution to their capital growth account. Savings Account Contributions consist of pretax and/or after-tax employee contributions and a company matching contribution equal to 50% of employee before-tax contributions up to a maximum of 4% of annual compensation. Company contributions are limited to current and accumulated earnings and profits in accordance with IRS regulations. Matching contributions vest at a rate of 10% per year for the first four years of service and 20% per year for the fifth, sixth, and seventh years of service or vest immediately, if an employee leaves the Company due to death, disability, or retirement at age 60 or later. As of December 31, 1997, 946 employees were making contributions to their savings accounts. Prior Plan Account Present participants of the Plan who were previously employees of G-P may have participated in the G-P Savings and Capital Growth Plan, which consisted of an employer fund and employee fund. Employer fund balances consisted of annual contributions, plus earnings. Employee fund balances consisted of employee after-tax contributions, plus earnings. Upon termination of employment by G-P due to the Company's acquisition of Chemicals, these prior plan account balances were transferred to the Plan and became fully vested. When an employee leaves the Company, he may elect to receive his entire employer fund prior plan account balance as a lump-sum distribution or, if eligible, to transfer the amount to the Company's defined benefit plan, the Salaried Employees Retirement Plan. If the employee elects a lump-sum distribution, the pre-1985 pension benefit is reduced by the monthly annuity value of the employer fund balance. Employee fund balances are classified as an after-tax savings account and are subject to plan distribution rules. Investment Funds as of December 31, 1997 and 1996 Assets held in the Plan as of December 31, 1997, are invested by the Trustee in one or more of the seven investment fund options: the Total Return Fund, the Stable Value Fund, the Stock Fund, the Small Company Fund, the Georgia Gulf Stock Fund, the Blue Chip Growth Fund, and the Europacific Growth Fund. Prior plan account assets are invested in the Total Return Fund at December 31, 1997, and 1996. Savings account assets may be divided at the participants' discretion among the fund options in 1% increments, and participants may change their investment elections monthly. A description of the investment funds follows: Total Return Fund (Formerly Known as the Balanced Fund) A fund comprised of units in the INVESCO Total Return Fund, which invests in stocks and bonds to achieve a competitive rate of return while maintaining low volatility. Stable Value Fund (Formerly Known as the Interest Income Fund) A fund comprised of units in the INVESCO Retirement Stable Value Fund, which invests in investment contracts designed to essentially ensure return of principal and a higher return than typically offered by money market funds. Guaranteed income contracts that provide for benefit payments or withdrawals on a contractual basis and with respect to which there is no active trading market are valued at their fair values, as determined by the Trustee, which in the case of such investments providing for such payments or withdrawals without penalties, is generally deemed to be accrued at book value (cost plus accrued income). Due to the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investment contracts existed. Blue Chip Growth Fund A fund comprised of units in the Fidelity Blue Chip Growth Fund. This fund invests in a diversified portfolio of common stocks of well-known and established companies to achieve long-term capital appreciation. Stock Fund (Formerly Known as the Common Stock Fund) A fund comprised of a mutual fund investing in common stock of well-established companies to achieve long-term capital growth. Small Company Fund (Formerly Known as the Emerging Growth Fund) A fund comprised of an aggressive equity mutual fund investing in small-sized companies to achieve substantial capital appreciation. Europacific Growth Fund A fund comprised of units in the American Funds Europacific Growth Fund. This fund invests in a portfolio of companies outside the United States which offer above-average growth potential to achieve long-term capital appreciation. Georgia Gulf Stock Fund A fund comprised of Georgia Gulf Corporation common stock to achieve substantial capital appreciation. Benefits Benefits of the Plan are payable to the designated beneficiary if termination is due to death. Distributions to employees are made only upon termination. Participant Loans A Plan participant may borrow up to 50% of his total vested account balance. The vested account balance consists of employee pretax contributions, his vested portion of company matching contributions, and the company basic contributions. Loans will be made for no less than $1,000 and no more than $50,000. Loans are repaid by monthly payroll deductions covering both principal and interest. The loans must be repaid within five years, unless used to purchase a primary residence, in which case the term may be extended. Interest rates are based on the prime interest rate plus 1% at the time a loan is approved. Plan Termination In the event the Plan terminates, employees become 100% vested for all company contributions regardless of length of service. In addition, any unallocated Plan funds will be allocated to the appropriate accounts of Plan members and beneficiaries.
SCHEDULE I GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1997 Shares or Market Historical Identity of Issuer Description Face Value Value Cost ---------------------------- ------------------ ------------ ---------------- --------------- GUARANTEED INCOME FUND: * INVESCO INVESCO Stable Value Fund 8,588,029 $ 8,588,029 $ 8,588,029 MUTUAL FUNDS: * INVESCO INVESCO Total Return Fund 2,534,374 73,724,948 56,524,673 Fidelity Blue Chip Growth Fund 253,095 9,987,117 8,796,168 Dodge & Cox Dodge & Cox Stock Fund 154,716 14,631,514 12,228,631 UAM UAM Small Company Fund 472,330 12,403,394 10,370,383 American Funds Europacific Growth Fund 156,833 4,080,782 4,101,939 -------------- ------------- Total mutual funds 114,827,755 92,021,794 NOTES AND MORTGAGES: * The Plan Employee loans (with interest rates ranging from 7% to 12%) 2,974,350 2,974,350 2,974,350 EQUITY SECURITIES: * Georgia Gulf Georgia Gulf Stock Fund 849,470 26,980,718 17,337,263 ------------ ------------ Total investments $153,370,852 $120,921,436 ------------ ------------ ------------ ------------ *Represents a party in interest. The accompanying notes are an integral part of this schedule.
SCHEDULE I GEORGIA GULF CORPORATION SAVINGS AND CAPITAL GROWTH PLAN ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS(a) FOR THE YEAR ENDED DECEMBER 31, 1997 Purchases --------------------------------------------- Current Value of Number Asset on of Purchase Transaction Investment Description Transactions Price Date --------------------------------------------- --------------- ------------- -------------- MUTUAL FUNDS: INVESCO Stable Value Fund 80 $6,828,286 $6,828,286 INVESCO Total Return Fund 116 6,530,556 6,530,556 Dodge & Cox Common Stock Fund 134 6,703,545 6,703,545 EQUITY SECURITIES: Georgia Gulf Stock Fund 95 9,264,786 9,264,786
Sales or Maturities ---------------------------------------------------------------------------- Current Value of Number Asset on of Transaction Realized Investment Description Transactions Proceeds Cost Date Gain (Loss) --------------------------------------------- -------------- --------------- --------------- -------------- -------------- MUTUAL FUNDS: 117 $ 5,040,702 $ 5,040,702 $ 5,040,702 $ 0 INVESCO Stable Value Fund 177 9,237,493 7,672,361 9,237,493 1,565,132 INVESCO Total Return Fund 147 3,004,567 2,578,621 3,004,567 425,946 Dodge & Cox Common Stock Fund EQUITY SECURITIES: 265 13,482,455 12,084,456 13,482,455 1,397,999 Georgia Gulf Stock Fund (a) Represents a transaction or series of transactions in securities of the same issue in excess of 5% of fair market value of plan assets as of the beginning of the year. The accompanying notes are an integral part of this schedule.
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 the Company's previously filed Registration Statements on Form S-8, File No. 33-14696, File No. 33-40952, File No. 33-27365, File No. 33-42008, File No. 33-42190, File No. 33-56711, and File No. 33-64749. Arthur Andersen L.L.P. Atlanta, Georgia June 23, 1998 -----END PRIVACY-ENHANCED MESSAGE-----