-----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, brUM7cJTMWQB3kgMk98XPM3kW66+JdhgoDBWm12L//ADyi/w3g8/1kBWXiEaaGPz shyx1Qyq048vF5iYZefqBA== 0000814585-94-000024.txt : 19940705 0000814585-94-000024.hdr.sgml : 19940705 ACCESSION NUMBER: 0000814585-94-000024 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940628 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MBIA INC CENTRAL INDEX KEY: 0000814585 STANDARD INDUSTRIAL CLASSIFICATION: 6351 IRS NUMBER: 061185706 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09583 FILM NUMBER: 94536219 BUSINESS ADDRESS: STREET 1: 113 KING ST CITY: ARMONK STATE: NY ZIP: 10504 BUSINESS PHONE: 9142734545 MAIL ADDRESS: STREET 1: 113 KING ST CITY: ARMONK STATE: NY ZIP: 10504 11-K 1 Y/E 1993 11-K (PROFIT) 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 for the fiscal year ended December 31, 1993 or ( ) TRANSITION REPORTS PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from __________ to __________ Commission File No. 1-9583 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: MBIA INC. EMPLOYEES PROFIT SHARING AND 401 (K) SALARY DEFERRAL PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: MBIA INC. 113 King Street Armonk, N. Y. 10504 PAGE 1 OF 13 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1993 AND 1992 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN FINANCIAL STATEMENTS INDEX ----- Pages ----- Report of Independent Accountants 2 Financial Statements: Statements of Net Assets Available for Plan Benefits as of December 31, 1993 and 1992 3 Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 1993 and 1992 4 Notes to Financial Statements 5-10 1 REPORT OF INDEPENDENT ACCOUNTANTS --------------------------------- TO THE PLAN ADMINISTRATOR OF MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN: We have audited the accompanying statements net assets available for plan benefits of the MBIA Inc. Employees Profit Sharing and 401(K) Salary Deferral Plan as of December 31, 1993 and 1992, and the related statements of changes in net assets available for plan benefits for the years then ended. These financial statements are the responsibility of the plan administrator. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts of 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 MBIA Inc. Employees Profit Sharing and 401(K) Salary Deferral Plan as of December 31, 1993 and 1992, and the changes in net assets available for plan benefits for the years then ended in conformity with generally accepted accounting principles. COOPERS & LYBRAND New York, New York June 24, 1994. 2 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS December 31, 1993 December 31, 1992 ----------------- ----------------- Assets: Allocated share of Master Trust net assets, at fair value $21,069,322 $16,742,600 Receivables: Employee contributions --- 116,405 Employer contributions --- 111,723 ----------- ----------- Total assets $21,069,322 $16,970,728 Liabilities: Other liabilities 7,883 --- ----------- ----------- Net assets available for plan benefits $21,061,439 $16,970,728 =========== =========== The accompanying notes are an integral part of the financial statements. 3 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS Years ended December 31 -------------------------- 1993 1992 ------------ ------------ Contributions: Employees' salary deferral $ 1,774,803 $ 1,489,575 Employer 1,049,244 723,970 Income from investment activities 1,634,460 2,594,444 Benefit distributions (367,796) (346,943) ----------- ---------- Net increase 4,090,711 4,461,046 Net assets available for plan benefits, beginning of year 16,970,728 12,509,682 ----------- ----------- Net assets available for plan benefits, end of year $21,061,439 $16,970,728 =========== =========== The accompanying notes are an integral part of the financial statements. 4 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS 1. PLAN DESCRIPTION - - -------------------- The MBIA Inc. Employees Profit Sharing and 401(K) Salary Deferral Plan (the "Plan") is a defined contribution plan for employees of Municipal Bond Investors Assurance Corporation and MBIA Municipal Investors Service Corporation, which are wholly-owned subsidiaries of MBIA Inc. (the "Company"). Effective April 1, 1987, a 401(K) deferral feature was implemented enabling eligible participants to defer up to 10% of their total eligible compensation. Matching contributions are made by the Company for those participants making salary deferred contributions at the rate of 100% of the participant's contribution and up to a maximum of 5% of the participant's eligible compensation. Participants may request loans from their accounts in accordance with established guidelines. The assets of both the Plan and the MBIA Inc. Employees Pension Plan are managed by Fidelity Management Trust Company ("Fidelity"), the investment advisor, master trustee and custodian. The participants of the Plan have the option to direct the investment of their contribution share into one or more of eight Fidelity funds or the Employer Stock Fund. Vesting in employer contributions begins after three years of service and full vesting is achieved after five years of service. Participants are fully vested in their salary deferred contributions at all times. Upon reaching the normal retirement date, death or becoming disabled, a participant becomes fully vested in the Company's contributions. Nonvested benefits remaining after termination of employment serve to reduce future Company contributions. The benefit to which a participant is entitled is the benefit that can be provided by the contributions and income thereon, including net realized and unrealized investment gains and losses of each participant's account. Upon retirement, death or termination, a participant or beneficiary can elect to receive a lump-sum distribution, installment distributions or purchase a joint and survivor annuity contract or single life annuity contract. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). Participants should refer to the Summary Plan Description and Plan Document for specific information regarding Plan provisions. 5 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS (Continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - - ---------------------------------------------- INVESTMENTS The Plan's assets are invested in the MBIA Inc. Master Trust (the "Trust") with the assets of the MBIA Inc. Employees Pension Plan. The Plan's share of investments and income from investment activities in the Trust is determined based on the Plan's underlying contribution to the investment classification which is, in turn, based on the investment fund elections of the participants. Investments in the Fidelity funds and the Company's common stock are valued at their current fair values based on last reported sales prices on the last business day of the year. Participant loans are stated at cost plus accrued income, which approximates fair value. Gain or loss on sale of investments is based on specifically identified cost. Interest income from investments is recorded as earned on the accrual basis. Dividend income is recorded on the ex-dividend date. The Plan's income from investment activities includes the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. CONTRIBUTIONS Contributions from eligible participants and matching Company contributions are recorded in the month the related payroll deductions are made. PARTICIPANT ACCOUNTS Each participant has an account which is credited with the Company's contribution, employees' contribution and the income (loss) from the investment activities of the participant's account. ADMINISTRATIVE EXPENSES Administrative expenses are paid directly by the Company rather than out of Plan assets. Employee loan fees are paid out of the participants' accounts. 3. PLAN TERMINATION - - -------------------- The Company has not expressed any intent to discontinue its contributions or terminate the Plan. However, it reserves the right to temporarily suspend 6 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS (Continued) contributions to or amend or terminate the Plan. Upon termination of the Plan, the accounts of all participants shall become fully vested, and the net assets of the Plan shall be distributed among the participants and beneficiaries of the Plan in proportion to their respective account balances. 4. INVESTMENTS - - --------------- As of December 31, 1993 and 1992, the financial position of the Master Trust and the Plan's percentage interest in each asset category were as follows:
As of December 31, 1993 As of December 31, 1992 ----------------------------------- ------------------------------------- Total Master Trust Total Master Trust ------------------------ Plan's ------------------------- Plan's Cost Fair Value % Interest Cost Fair Value % Interest ----------- ----------- ---------- ----------- ----------- ---------- Investments at fair value as determined by quoted market price: Employer Stock Fund $ 8,501,260 $ 8,369,235 100.00% $ 5,472,887 $ 7,125,137 100.00% Fidelity Puritan Fund 841,702 839,739 36.80 --- --- --- Fidelity Magellan Fund 1,953,054 2,042,259 43.35 1,170,214 1,095,356 47.80 Fidelity Growth Company Fund 1,457,841 1,481,496 40.72 828,819 855,781 47.08 Fidelity Growth and Income Portfolio 13,147,601 14,509,853 44.70 11,680,343 11,331,013 45.66 Fidelity Intermediate Bond Fund 889,881 912,294 49.33 646,828 651,944 49.16 Fidelity Overseas Fund 486,520 542,306 39.94 --- --- --- Fidelity Blue Chip Growth Fund 1,392,048 1,422,212 44.14 986,968 1,052,406 41.47 Managed Income Portfolio 5,834,398 5,834,398 43.56 5,767,747 5,767,747 44.65 ----------- ----------- ----------- ----------- 34,504,305 35,953,792 56.99 26,553,806 27,879,384 59.39 Investments at estimated fair value: Participant loans 812,039 812,039 71.47 380,013 380,013 48.94 ----------- ----------- ----------- ----------- Total invested assets available for benefits of participating plans $35,316,344 $36,765,831 57.31% $26,933,819 $28,259,397 59.25% =========== =========== =========== ===========
For the years ended December 31, 1993 and 1992, net appreciation (depreciation) in the fair value of investments (determined by quoted market price) of the Master Trust (including investments bought and sold, as well as held during the year) was as follows: Years ended December 31 ----------------------------------------- 1993 1992 -------------------- --------------- Fidelity funds $1,818,599 ($ 262,396) Employer Stock Fund (123,315) 1,679,971 ---------- ---------- $1,695,284 $1,417,575 ========== ========== 7 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS (Continued) For the years ended December 31, 1993 and 1992, investment income consisting of dividends and interest in the Master Trust were $1,998,407 and $2,203,788, respectively. 5. NET ASSETS AND CHANGES IN NET ASSETS AVAILABLE FOR PLAN - - ----------------------------------------------------------- BENEFITS BY FUND ---------------- As of December 31, 1993 and 1992, the net assets available for Plan benefits of the individual investment funds were as follows: As of December 31 ---------------------------- 1993 1992 ------------ ------------ Employer Stock Fund $ 8,361,353 $ 7,237,487 Fidelity Puritan Fund 308,983 2,168 Fidelity Magellan Fund 885,340 530,713 Fidelity Growth Company Fund 603,251 415,064 Fidelity Growth and Income Portfolio 6,485,978 5,238,409 Fidelity Intermediate Bond Fund 450,070 324,882 Fidelity Overseas Fund 216,602 185 Fidelity Blue Chip Growth Fund 627,755 445,046 Managed Income Portfolio 2,541,744 2,590,812 Participant Loans 580,363 185,962 ----------- ----------- $21,061,439 $16,970,728 =========== =========== For the years ended December 31, 1993 and 1992, the changes in net assets available for Plan benefits of the individual investment funds were as shown on the following page: 8 MBIA INC. EMPLOYEES PROFIT SHARING and 401 (K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS (Continued)
Year ended December 31, 1993 -------------------------------------------------------------------------------------------------------------- Growth Blue Employer Growth and Intermed Chip Managed Stock Puritan Magellan Company Income Bond Overseas Growth Income Participant Fund Fund Fund Fund Fund Fund Fund Fund Portfolio Loans Total ---------- -------- -------- -------- ---------- --------- -------- -------- --------- ----------- ------------ Contributions: Employees' salary deferral $ 80,834 $ 57,019 $138,823 $108,392 $ 870,039 $ 90,306 $ 27,896 $135,473 $ 266,021 $ --- $1,774,803 Employer 1,049,244 --- --- --- --- --- --- --- --- --- 1,049,244 Income from invest- ment activities (16,966) 39,275 131,823 77,264 1,042,941 45,584 24,415 118,806 141,522 29,796 1,634,460 Benefit distributions (147,922) --- (8,772) (22,006) (84,974) --- (8,286) (15,078) (80,758) --- (367,796) Transfers (to) from other funds 158,676 210,521 92,753 24,537 (580,437) (10,702) 172,392 (56,492) (375,853) 364,605 --- ---------- -------- -------- -------- ---------- -------- -------- -------- --------- -------- ---------- Net increase (decrease) in net assets available for Plan benefits $1,123,866 $306,815 $354,627 $188,187 $1,247,569 $125,188 $216,417 $182,709 $ (49,068) $394,401 $4,090,711 ========== ======== ======== ======== ========== ======== ======== ======== ========= ======== ==========
Year ended December 31, 1992 -------------------------------------------------------------------------------------------------------------- Growth Blue Employer Growth and Intermed Chip Managed Stock Puritan Magellan Company Income Bond Overseas Growth Income Participant Fund Fund Fund Fund Fund Fund Fund Fund Portfolio Loans Total ----------- --------- -------- -------- ---------- -------- -------- --------- --------- ----------- --------- Contributions: Employees' salary deferral $ 13,665 $ 2,168 $ 65,101 $ 50,386 $ 924,996 $ 33,258 $ 185 $ 69,364 $ 330,452 $ --- $1,489,575 Employer 723,970 --- --- --- --- --- --- --- --- --- 723,970 Income from invest- ment activities 1,739,560 --- 32,159 30,919 546,877 22,806 --- 40,458 169,393 12,272 2,594,444 Benefit distributions (154,812) --- (11,684) (3,371) (105,434) (5,057) --- (75) (66,510) --- (346,943) Transfers (to) from other funds 113,631 --- 445,137 337,130 (929,090) 273,875 --- 335,299 (694,126) 118,144 --- ---------- -------- -------- -------- -------- -------- ------- -------- --------- -------- ---------- Net increase (decrease) in net assets available for Plan benefits $2,436,014 $ 2,168 $530,713 $415,064 $437,349 $324,882 $ 185 $445,046 $(260,791) $130,416 $4,461,046 ========== ======== ======== ======== ======== ======== ======= ======== ========= ======== ==========
9 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS (Continued) 6. TAX STATUS - - -------------- The Internal Revenue Service has advised that the Plan constitutes a qualified plan under Section 401 (a) of the Internal Revenue Code and is therefore exempt from federal income taxes under provisions of Section 501 (a). 10 SIGNATURES ------------ Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN Hilda H. Boas Date: June 24, 1994 ------------------------------------ Hilda H. Boas Senior Vice President Plan Administrator Louis G. Lenzi Date: June 24, 1994 ------------------------------------ Louis G. Lenzi General Counsel 11 -----END PRIVACY-ENHANCED MESSAGE-----