-----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, Oe5gmdU7mTXI8AqtOomEXgTj7FLFK/XxiT+4sHgjEFxiUzF8xr98CegjsQpNItWC tqjns4dU+ReI/qccOFgd4w== 0000820626-95-000032.txt : 19951212 0000820626-95-000032.hdr.sgml : 19951212 ACCESSION NUMBER: 0000820626-95-000032 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19951211 SROS: CSX SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMC GLOBAL INC CENTRAL INDEX KEY: 0000820626 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE CHEMICALS [2870] IRS NUMBER: 363492467 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09759 FILM NUMBER: 95600761 BUSINESS ADDRESS: STREET 1: 2100 SANDERS RD CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 7082729200 MAIL ADDRESS: STREET 1: ONE NELSON C WHITE PKWY CITY: MUNDELEIN STATE: IL ZIP: 60060 FORMER COMPANY: FORMER CONFORMED NAME: IMC FERTILIZER GROUP INC DATE OF NAME CHANGE: 19920703 11-K 1 FOR YEAR ENDED 06/30/95 - ----------------------------------------------------------------------- ------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------- FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE --- SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) For the fiscal year ended June 30, 1995 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 1-9759 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: SALARY REDUCTION PLAN FOR HOURLY EMPLOYEES OF IMC GLOBAL OPERATIONS INC. REPRESENTED BY UNITED STEELWORKERS OF AMERICA AT CARLSBAD, NEW MEXICO B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: IMC GLOBAL INC. 2100 Sanders Road, Northbrook, Illinois 60062 ------------------------------------------------------------------- - ----------------------------------------------------------------------- CONTENTS Report of independent auditors Financial statements Statements of assets available for benefits, with fund information Statements of changes in assets available for benefits, with fund information Notes to financial statements Supplemental schedules Schedule Schedule of assets held for investment purposes 1 Schedule of reportable transactions 2 REPORT OF INDEPENDENT AUDITORS Plan Administrator Salary Reduction Plan for Hourly Employees of IMC Global Operations Inc. Represented by United Steelworkers of America at Carlsbad, New Mexico We have audited the accompanying statements of assets available for benefits of the Salary Reduction Plan for Hourly Employees of IMC Global Operations Inc. Represented by United Steelworkers of America at Carlsbad, New Mexico as of June 30, 1995 and 1994, and the related statements of changes in assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. 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 assets available for benefits of the Plan at June 30, 1995 and 1994, and the changes in its assets available for benefits for the years then ended, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes as of June 30, 1995, and reportable transactions for the year then ended, are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, and are not a required part of the basic financial statements. The Fund Information in the statement of assets available for benefits and the statement of changes in assets available for benefits is presented for purposes of additional analysis rather than to present the assets available for benefits and changes in assets available for 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. ERNST & YOUNG LLP November 17, 1995 SALARY REDUCTION PLAN FOR HOURLY EMPLOYEES OF IMC GLOBAL OPERATIONS INC. REPRESENTED BY UNITED STEELWORKERS OF AMERICA AT CARLSBAD, NEW MEXICO STATEMENTS OF ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION June 30, 1995 Fund Information Fixed Bond Income Balanced Equity Index Total Fund Fund Fund Fund Investments, at fair value: Mutual funds - Vanguard Wellington Fund, Inc. $ 36,330 $36,330 Fidelity Equity-Income Fund, Inc. 72,037 $72,037 LaSalle National Trust, N.A. Income Plus Fund 78,294 $78,294 The Northern Trust Company Collective Treasury Bond Index Fund 1,346,764 $1,346,764 The Northern Trust Company Collective Short Term Investment Fund 35,544 35,544 Loans to participants 65,132 9,605 55,527 --------- ------ ------ ------ --------- Total investments 1,634,101 78,294 36,330 81,642 1,437,835 Cash 4,630 1,664 878 1,836 252 Accrued interest and dividends 536 393 143 --------- ------ ------ ------ --------- Assets available for benefits $1,639,267 $80,351 $37,208 $83,478 $1,438,230 ========= ====== ====== ====== ========= (See Notes to Financial Statements) SALARY REDUCTION PLAN FOR HOURLY EMPLOYEES OF IMC GLOBAL OPERATIONS INC. REPRESENTED BY UNITED STEELWORKERS OF AMERICA AT CARLSBAD, NEW MEXICO STATEMENT OF ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION June 30, 1994 Bond Index Fund Investments, at fair value: The Northern Trust Company Collective Treasury Bond Index Fund $1,341,212 The Northern Trust Company Collective Short Term Investment Fund 17,775 ---------- Total investments 1,358,987 Receivables: Contributions receivable 7,775 Accrued interest 27 ---------- Total receivables 7,802 Cash 18 ---------- Assets available for benefits $1,366,807 ========== (See Notes to Financial Statements) SALARY REDUCTION PLAN FOR HOURLY EMPLOYEES OF IMC GLOBAL OPERATIONS INC. REPRESENTED BY UNITED STEELWORKERS OF AMERICA AT CARLSBAD, NEW MEXICO STATEMENT OF CHANGES IN ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION For the Year Ended June 30, 1995 Fund Information Fixed Bond Income Balanced Equity Index Total Fund Fund Fund Fund Investment income: Interest and dividends $ 106,588 $ 1,154 $ 424 $ 717 $ 104,293 Net appreciation in fair value of investments 58,783 2,301 4,242 52,240 Loans to participants - interest 1,683 189 1,494 ---------- ------- ------- ------- --------- Total investment income 167,054 1,154 2,725 5,148 158,027 Participant contri- butions 251,010 21,891 11,580 21,160 196,379 Cash distributed to withdrawing partici- pants (145,604) (145,604) Transfers of invest- ment direction 57,306 22,903 57,170 (137,379) ---------- ------- ------- ------- --------- Net increase in assets available for benefits 272,460 80,351 37,208 83,478 71,423 Assets available for benefits- beginning of year 1,366,807 1,366,807 ---------- ------- ------- ------- --------- Assets available for benefits- end of year $1,639,267 $80,351 $37,208 $83,478 $1,438,230 ========== ======= ======= ======= ========= (See Notes to Financial Statements) SALARY REDUCTION PLAN FOR HOURLY EMPLOYEES OF IMC GLOBAL OPERATIONS INC. REPRESENTED BY UNITED STEELWORKERS OF AMERICA AT CARLSBAD, NEW MEXICO STATEMENT OF CHANGES IN ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION For the Year Ended June 30, 1994 Bond Index Fund Investment income (loss): Interest $ 93,377 Net depreciation in fair value of investments (110,926) ---------- Total investment (loss) income (17,549) Participant contributions 241,800 Cash distributed to withdrawing participants (149,419) ---------- Net increase in assets available for benefits 74,832 Assets available for benefits- beginning of year 1,291,975 ---------- Assets available for benefits- end of year $1,366,807 ========== (See Notes to Financial Statements) SALARY REDUCTION PLAN FOR HOURLY EMPLOYEES OF IMC GLOBAL OPERATIONS INC. REPRESENTED BY UNITED STEELWORKERS OF AMERICA AT CARLSBAD, NEW MEXICO NOTES TO FINANCIAL STATEMENTS 1. Description of the Plan The following description of the Salary Reduction Plan for Hourly Employees of IMC Global Operations Inc. Represented by United Steelworkers of America at Carlsbad, New Mexico (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan's provisions. General The Plan was established on July 1, 1983 and was most recently restated on June 30, 1991. Hourly employees at Carlsbad, New Mexico operations of IMC Global Operations Inc. (the Company) represented by the United Steelworkers of America are eligible to participate in the Plan on the July 1 or January 1 following their date of hire. While the Company has not expressed any intent to terminate the Plan, it is free to do so at any time. The Plan is maintained pursuant to a collective bargaining agreement between the Company and the Union. Contributions The Plan is funded by contributions, known as salary reduction contributions, from participants in the form of payroll deductions of $5 to $250 each pay period, but not to exceed 25 percent of the participant's compensation within the meaning of Section 415 of the Internal Revenue Code (the IRC). A participant may change the amount of payroll deduction on each July 1 or January 1. The Plan provides a qualified cash and deferred arrangement within the meaning of Section 401(k) of the IRC; such contributions were subject to the calendar year maximum of $9,240 in 1995 and 1994. Participant Accounts Separate accounts are maintained for each participant. Each participant's account balance is adjusted for contributions, withdrawals, if any, interest, dividends and net realized and unrealized gains or losses on the last day of each month. Administrative Expenses Certain administrative expenses of the Plan are borne by the Company. Investment Programs The Plan investments are administered by The Northern Trust Company as successor trustee to the Western Commerce Bank under a trust agreement dated September 30, 1983. Investment programs available to participants are as follows: Fixed Income Fund - Investments of the Fixed Income Fund are managed by LaSalle Street Capital Management, Ltd. Investments are made in shares of the LaSalle National Trust, N.A. Income Plus Fund, a pooled fund which primarily invests in investment contracts, U.S. Government money market investments and alternative contracts backed by the U.S. Government, U.S. Government Agency and other AAA rated fixed income instruments. Balanced Fund - Investments are made in shares of the Vanguard Wellington Fund, Inc., a mutual fund which invests in a diversified portfolio of 60-70 percent common stocks and 30-40 percent bonds. Equity Fund - Investments are made in shares of the Fidelity Equity-Income Fund, Inc., a mutual fund which invests at least 65 percent of its assets in income producing equity securities. The balance of the portfolio is invested in all types of domestic and foreign instruments, including bonds. Bond Index Fund - Investments are made in shares of The Northern Trust Company Collective Treasury Bond Index Fund, a pooled fund which invests primarily in a portfolio of securities issued as direct obligations of the U.S. Treasury. Participants elect their desired investment program upon joining the Plan. As of July 1, October 1, January 1 and April 1 of any Plan year, upon giving prescribed notice, participants may elect to transfer their existing account balances in any fund or funds at that date to any other fund, or in 25 percent increments to any combination of funds. Participants may elect to change the investment direction of their future contributions four times a year (July 1, October 1, January 1 and April 1). Such a change only affects the investment of the participants' contributions and employer contributions received by the Plan after the effective date of the change. The Fixed Income Fund, the Balanced Fund and the Equity Fund investment programs were introduced to the Plan effective January 1, 1995. Vesting All Plan participants are immediately and nonforfeitably vested in their Plan accounts. Withdrawals Participants may withdraw their interest in the Plan upon termination of employment. Under certain conditions of financial hardship, participants may withdraw funds, subject to prior approval of the Employee Benefits Committee, but their participation in the Plan will be suspended for at least one year. Full withdrawals are available after age 59 1/2 or in the event of total and permanent disability. Deferred Distributions Participants who terminate employment and have an account balance in excess of $3,500 may elect (at any time prior to age 65) to defer receipt of distribution until no later than their 70th birthday. Loans to Participants Participants in the Plan may be granted loans subject to certain terms and maximum dollar or Plan account balance limits, as defined by the Plan. The amount of any such loan is borrowed from the account of the participant to whom the loan was made and such account does not share in the allocation of income, gains and losses of the investment funds to the extent of the outstanding balance of such loan. Principal repayments, which are over one to five years for general purpose loans and over one to ten years for residential loans, and related interest income are credited to the borrowing participant's account. Loan payments are made by weekly payroll deductions. Each loan bears interest at the prevailing rate for loans of similar risk, date of maturity and date of grant. 2. Summary of Significant Accounting Policies Investment Valuation All investments are carried at fair value. Fair value is the last reported sale price on the last business day of the month for securities traded on a national securities exchange and in the over-the-counter market. Fair value for shares of the mutual funds, the LaSalle National Trust, N.A. Income Plus Fund, The Northern Trust Company Collective Treasury Bond Index Fund and units of The Northern Trust Company Collective Short Term Investment Fund is the net asset value of those shares or units, as determined by the respective funds. Loans to participants are valued at cost which approximates fair value. Income Recognition Purchases and sales of securities are accounted for on the trade date (date the order to buy or sell is executed). Dividend income is recorded on the ex-dividend date. Interest from investments is recorded as earned on an accrual basis. Contributions Participant contributions are recorded each pay period as withheld by the Company. Participant Withdrawals Withdrawals are recorded when payments are made to participants. Withdrawals requested but not paid are presented in Department of Labor Form 5500 (Annual Return/Report of Employee Benefit Plan) as liabilities. There were no unpaid withdrawals at June 30, 1995 and 1994. 3. Net Appreciation (Depreciation) in Fair Value of Investments During 1995 and 1994, net appreciation (depreciation) in fair value of the Plan's investments as determined by quoted market price was as follows: 1995 1994 Mutual funds - Balanced Fund $ 2,301 Equity Fund 4,242 Bond Index Fund 52,240 $(110,114) U.S. Government and government sponsored enterprise obligations (812) --------- --------- $ 58,783 $(110,926) ========= ========= 4. Significant Investments Investments that represent 5 percent or more of assets available for benefits at June 30 were as follows: 1995 1994 Fidelity Equity-Income Fund, Inc. $ 72,037 LaSalle National Trust, N.A. Income Plus Fund 78,294 The Northern Trust Company Collective Treasury Bond Index Fund 1,346,764 $1,341,212 5. Federal Income Tax Status The Internal Revenue Service ruled on September 11, 1995 that the Plan qualified under Section 401(a) of the IRC and, therefore, the related trust is not subject to tax under present income tax law. Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The Plan Administrator is not aware of any course of action or series of events that have occurred that might adversely affect the Plan's qualified status. SUPPLEMENTAL SCHEDULES Schedule 1 SALARY REDUCTION PLAN FOR HOURLY EMPLOYEES OF IMC GLOBAL OPERATIONS INC. REPRESENTED BY UNITED STEELWORKERS OF AMERICA AT CARLSBAD, NEW MEXICO SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES June 30, 1995 Principal amount or number of Current Description shares or units Cost value Mutual funds - Vanguard Wellington Fund, Inc. 1,621 shares $ 34,029 $ 36,330 Fidelity Equity- Income Fund, Inc. 2,077 shares 68,018 72,037 LaSalle National Trust, N.A. Income Plus Fund 78,294 shares 78,294 78,294 The Northern Trust Company Collective Treasury Bond Index Fund (A) 6,497 shares 1,387,215 1,346,764 The Northern Trust Company Collective Short Term Investment Fund (A) 35,544 units 35,544 35,544 Loans to participants (9.5% - 10%) $65,132 65,132 65,132 ---------- ---------- Total investments $1,668,232 $1,634,101 ========== ========== NOTE: (A) Party-in-interest transactions not prohibited by ERISA. Schedule 2 SALARY REDUCTION PLAN FOR HOURLY EMPLOYEES OF IMC GLOBAL OPERATIONS INC. REPRESENTED BY UNITED STEELWORKERS OF AMERICA AT CARLSBAD, NEW MEXICO SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED JUNE 30, 1995 Purchases Sales Description Number Cost Number Cost Proceeds Gain(loss) Category (i) transaction - individual transactions in excess of 5 percent of plan assets: The Northern Trust Company Collective Treasury Bond Index Fund (A) 1 $160,473 $150,158 $(10,315) Category (iii) transactions - series of transactions in excess of 5 percent of plan assets: Fidelity Equity - Income Fund, Inc. 16 $75,797 1 7,779 7,946 167 LaSalle National Trust, N.A. Income Plus Fund 18 78,327 3 33 33 (B) The Northern Trust Company Collective Short Term Investment Fund (A) 31 132,364 11 114,595 114,595 (B) NOTES: (A) Party-in-interest transactions not prohibited by ERISA. (B) Due to the nature of these transactions, there is no gain or loss on disposition. (C) There were no category (ii) or (iv) reportable transactions during the year ended June 30, 1995. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, I, the undersigned Chairman of the Employee Benefits Committee, have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Salary Reduction Plan for Hourly Employees of IMC Global Operations Inc. Represented by United Steelworkers of America at Carlsbad, New Mexico ROBERT C. BRAUNEKER ------------------------------------------- Robert C. Brauneker Chairman of the Employee Benefits Committee Date: December 11, 1995 Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons in their capacities as members of the Employee Benefits Committee and on the dates indicated. Signature Title Date - ----------------------------------------------------------------------- ROBERT C. BRAUNEKER - ------------------- Robert C. Brauneker Executive Vice President December 11, 1995 Chief Financial Officer C. STEVEN HOFFMAN - ----------------- C. Steven Hoffman Senior Vice President, December 11, 1995 Marketing ALLEN C. MILLER - --------------- Allen C. Miller Senior Vice President, December 11, 1995 Human Resources MARSCHALL I. SMITH - ------------------ Marschall I. Smith Senior Vice President, December 11, 1995 Secretary and General Counsel JAMES D. SPEIR - -------------- James D. Speir President and December 11, 1995 Chief Operating Officer EX-23 2 CONSENT OF INDEPENDENT AUDITORS Exhibit 23 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-42074) pertaining to the Salary Reduction Plan for Hourly Employees of IMC Global Operations Inc., Represented by United Steelworkers of America at Carlsbad, New Mexico, and in the related Prospectus of our report dated November 27, 1995, with respect to the financial statements and supplemental schedules of the Salary Reduction Plan for Hourly Employees of IMC Global Operations Inc., Represented by United Steelworkers of America at Carlsbad, New Mexico included in this Annual Report (Form 11-K) for the year ended June 30, 1995. ERNST & YOUNG LLP Chicago, Illinois December 11, 1995 Docket No. 112997 -----END PRIVACY-ENHANCED MESSAGE-----