-----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, GIxUJRf7wdTbEpNTMJOYwJQqXcxKdnVHSqcWWAljKxoJ959STU6Br6adcN/Xl8xj rt+SOKUAElotux+VyDtmGg== 0000814585-95-000004.txt : 199507030000814585-95-000004.hdr.sgml : 19950703 ACCESSION NUMBER: 0000814585-95-000004 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950630 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MBIA INC CENTRAL INDEX KEY: 0000814585 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [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: 95551676 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 1994 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, 1994 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 11 MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993 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, 1994 and 1993 3 Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 1994 and 1993 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, 1994 and 1993 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 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 MBIA Inc. Employees Profit Sharing and 401(K) Salary Deferral Plan as of December 31, 1994 and 1993, and the changes in net assets available for plan benefits for the years then ended in conformity with generally accepted accounting principles. New York, New York June 5, 1995 /s/ COOPERS & LYBRAND L.L.P. ---------------------------- -2- MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS December 31 December 31 1994 1993 ----------- ----------- Assets: Allocated share of Master Trust net assets, at fair value $22,946,984 $21,069,322 Receivables: Employee contributions 33,679 --- ----------- ----------- Total assets $22,980,663 $21,069,322 Liabilities: Other liabilities 3,936 7,883 ----------- ----------- Net assets available for plan benefits $22,976,727 $21,061,439 =========== =========== 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 ----------------------------- 1994 1993 ----------------------------- Contributions: Employees' salary deferral $ 1,780,414 $ 1,774,803 Employer 1,122,997 1,049,244 Income (loss) from investment activities (412,511) 1,634,460 Benefit distributions (575,612) (367,796) ----------- ----------- Net increase 1,915,288 4,090,711 Net assets available for plan benefits, beginning of year 21,061,439 16,970,728 ----------- ----------- Net assets available for plan benefits, end of year $22,976,727 $21,061,439 =========== =========== 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, MBIA Municipal Investors Service Corporation and MBIA Securities Corp., 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 and 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. 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. -5- MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS (continued) 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 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. -6- MBIA INC. EMPLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS (continued) 4. INVESTMENTS - -------------- As of December 31, 1994 and 1993, the financial position of the Master Trust and the Plan's percentage interest in each asset category were as follows:
As of December 31, 1994 As of December 31, 1993 ----------------------------------- ------------------------------------- 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 $ 9,545,532 $ 8,640,565 100.00% $ 8,501,260 $ 8,369,235 100.00% Fidelity Puritan Fund 1,231,509 1,163,026 38.08 841,702 839,739 36.80 Fidelity Magellan Fund 2,592,316 2,461,358 43.74 1,953,054 2,042,259 43.35 Fidelity Growth Company Fund 1,769,790 1,677,874 38.76 1,457,841 1,481,496 40.72 Fidelity Growth and Income Portfolio 16,757,958 15,978,056 44.06 13,147,601 14,509,853 44.70 Fidelity Intermediate Bond Fund 1,068,373 990,843 48.50 889,881 912,294 49.33 Fidelity Overseas Fund 947,439 928,024 44.26 486,520 542,306 39.94 Fidelity Blue Chip Growth Fund 1,828,858 1,933,640 44.19 1,392,048 1,422,212 44.14 Managed Income Portfolio 6,050,045 6,050,045 41.89 5,834,398 5,834,398 43.56 ----------- ----------- ------ ---------- ----------- ------ 41,791,820 39,823,431 55.57 34,504,305 35,953,792 56.99 Investments at estimated fair value: Participant loans 1,097,170 1,097,170 74.48 812,039 812,039 71.47 ----------- ----------- ------ ----------- ----------- ------ Total invested assets available for benefits of participating plans $42,888,990 $40,920,601 56.08% $35,316,344 $36,765,831 57.31% =========== =========== ====== =========== =========== ======
For the years ended December 31, 1994 and 1993, 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 -------------------------- 1994 1993 ------------ ----------- Fidelity funds ($1,101,182) $1,818,599 Employer Stock Fund (928,820) (123,315) ----------- ---------- ($2,030,002) $1,695,284 =========== ========== -7- MBIA INC. EMLOYEES PROFIT SHARING AND 401(K) SALARY DEFERRAL PLAN NOTES TO FINANCIAL STATEMENTS (Continued) For the years ended December 31, 1994 and 1993, investment income consisting of dividends and interest in the Master Trust were $2,102,733 and $1,998,407, respectively. 5. NET ASSETS AND CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND - --------------------------------------------------------------------------- As of December 31, 1994 and 1993, the net assets available for Plan benefits of the individual investment funds were as follows: As of December 31 ----------- ----------- 1994 1993 Employer Stock Fund $ 8,670,308 $ 8,361,353 Fidelity Puritan Fund 442,856 308,983 Fidelity Magellan Fund 1,076,482 885,340 Fidelity Growth Company Fund 650,287 603,251 Fidelity Growth and Income Portfolio 7,039,153 6,485,978 Fidelity Intermediate Bond Fund 480,600 450,070 Fidelity Overseas Fund 410,752 216,602 Fidelity Blue Chip Growth Fund 854,507 627,755 Managed Income Portfolio 2,534,659 2,541,744 Participant Loans 817,123 580,363 ----------- ----------- $22,976,727 $21,061,439 =========== =========== For the years ended December 31, 1994 and 1993, 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, 1994 ----------------------------------------------------------------------------------------------------------------------- Employer Growth Growth Blue Chip Managed Stock Puritan Magellan Company and Income Intermediate Overseas Growth Income Participant Fund Fund Fund Fund Fund Bond Fund Fund Fund Portfolio Loans Total ----------- --------- --------- --------- ----------- ------------ -------- -------- ----------- ---------- ----------- Contri- butions: Employees' salary deferral $ 162,623 $ 68,908 $237,893 $124,361 $ 652,962 $59,396 $ 99,927 $122,171 $252,173 $ --- $1,780,414 Employer 1,122,997 --- --- --- --- --- --- --- --- --- 1,122,997 Income from investment act- ivities (779,006) 5,047 (22,275) (15,316) 150,790 (8,177) (1,860) 66,299 139,866 52,121 (412,511) Benefit distri- butions (222,668) (3,331) (28,829) (15,426) (150,353) (2,464) (5,634) (47,717) (65,243) (33,947) (575,612) Transfers (to) from other funds 25,009 63,249 4,353 (46,583) (100,224) (18,225) 101,717 85,999 (333,881) 218,586 --- ---------- -------- -------- ------- -------- ------- -------- -------- -------- -------- ---------- Net increase (decrease) in net assets available for Plan bene- fits $ 308,955 $133,873 $191,142 $47,036 $553,175 $ 30,530 $194,150 $226,752 $ (7,085) $236,760 $1,915,288 ========== ======== ======== ======= ======== ======== ======== ======== ======== ======== ==========
Year ended December 31, 1993 ----------------------------------------------------------------------------------------------------------------------- Employer Growth Growth Blue Chip Managed Stock Puritan Magellan Company and Income Intermediate Overseas Growth Income Participant Fund Fund Fund Fund Fund Bond Fund Fund Fund Portfolio Loans Total ----------- --------- --------- --------- ----------- ------------ -------- --------- ---------- ----------- ----------- Contri- butions: Employees' salary defer- ral $ 80,834 $ 57,019 $138,823 $108,392 $ 870,039 $90,306 $ 27,896 $135,473 $266,021 $ --- $1,774,803 Employ- er 1,049,244 --- --- --- --- --- --- --- --- --- 1,049,244 Income from invest- ment activit- ies (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 distri- butions (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 bene- fits $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 ========== ======== ======== ======== ========== ======== ======== ======== ======== ======== ==========
-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- SIGANTURES ---------- 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 /s/ Hilda H. Boas Date: June 5, 1995 ------------------------------ Hilda H. Boas Senior Vice President Plan Administrator /s/ Louis G. Lenzi Date: June 5, 1995 ------------------------------ Louis G. Lenzi General Counsel -11- -----END PRIVACY-ENHANCED MESSAGE-----