-----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, Wj3TxB9xZ1s8+UK6Ittyx/xHtg8F8RNWVk8K934I1httzCEurdZGbAunxT89F96r e+0se7K/7tFwB4BZxELR/Q== 0000892569-96-001078.txt : 19981229 0000892569-96-001078.hdr.sgml : 19981229 ACCESSION NUMBER: 0000892569-96-001078 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960627 DATE AS OF CHANGE: 19981228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BECKMAN INSTRUMENTS INC CENTRAL INDEX KEY: 0000840467 STANDARD INDUSTRIAL CLASSIFICATION: 3826 IRS NUMBER: 951040600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-10109 FILM NUMBER: 96587264 BUSINESS ADDRESS: STREET 1: 2500 HARBOR BLVD CITY: FULLERTON STATE: CA ZIP: 92634 BUSINESS PHONE: 7148714848 FORMER COMPANY: FORMER CONFORMED NAME: BECKMAN INSTRUMENTS INC DATE OF NAME CHANGE: 19920703 11-K 1 FORM 11-K FOR PERIOD ENDED DECEMBER 31, 1995 1 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 [FEE REQUIRED] For the fiscal year ended December 31, 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___________________ A. Full title of the plan and the address of the plan, if different from that of the issuer named below: BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: BECKMAN INSTRUMENTS, INC. 2500 Harbor Boulevard Fullerton, California 92634 2 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN TABLE OF CONTENTS
PAGE INDEPENDENT AUDITORS' REPORT 1 FINANCIAL STATEMENTS: Statement of net assets available for benefits as of December 31, 1995 3 Statement of net assets available for benefits as of December 31, 1994 4 Statement of changes in net assets available for benefits for the year ended December 31, 1995 5 Statement of changes in net assets available for benefits for the year ended December 31, 1994 6 Notes to financial statements 7 SUPPLEMENTAL SCHEDULES: Item 27a - Schedule of assets held for investment purposes as of December 31, 1995 14 Item 27d - Schedule of reportable single transactions for the year ended December 31, 1995 16 Item 27d - Schedule of reportable series of transactions for the year ended December 31, 1995 17
3 [DELOITTE & TOUCHE LLP LETTERHEAD] INDEPENDENT AUDITORS' REPORT To the Corporate Benefits Committee of the Beckman Instruments, Inc. Savings and Investment Plan: We have audited the accompanying statements of net assets available for benefits of Beckman Instruments, Inc. Savings and Investment Plan (the Plan) as of December 31, 1995 and 1994, and the related statements of changes in net 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 1995 and 1994, and the changes in net 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 supplemental schedules listed in the Table of Contents 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 supplemental information by fund is also presented for the purpose of additional analysis of the basic financial statements rather than to present information regarding the net assets available for benefits and changes in net assets available for benefits of the individual funds, and is not a required part of the basic financial statements. The supplemental schedules and supplemental information by fund are the responsibility of the Plan's management. Such supplemental schedules 4 and supplemental information by fund 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, when considered in relation to the basic financial statements taken as a whole. /s/ Deloitte and Touche LLP - - --------------------------- May 10, 1996 2 5 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1995
SUPPLEMENTAL INFORMATION BY FUND ------------------------------------------------------------------------ BECKMAN BALANCED INTEREST EQUITY INDEX STOCK FUND FUND INCOME FUND FUND FUND ASSETS: Investments, at fair value (Note 5): Common stock of Plan sponsor (aggregate cost $17,380,744) $25,471,238 $ - $ - $ - $ - Mutual funds (aggregate cost $77,556,484) 26,675,879 46,826,536 8,053,764 Participant loans receivable Investments, at contract value: Group contracts with insurance companies (aggregate cost $65,554,038) 65,554,038 Bank investment contracts (aggregate cost $23,448,535) 23,448,535 ----------- ----------- ----------- ------------ ---------- Total investments 25,471,238 26,675,879 89,002,573 46,826,536 8,053,764 Cash and cash equivalents 44,534 21,870 3,508,752 885 3,549 Contributions receivable 89,914 115,093 279,934 163,975 55,406 Other receivables 164,496 603,339 755,768 33,127 (1,045) ----------- ----------- ----------- ------------ ---------- Total assets 25,770,182 27,416,181 93,547,027 47,024,523 8,111,674 LIABILITIES: Amounts payable for investments 90,049 602,698 9 1 7,527 Transfers (receivable) payable from other funds (6,396) (16,975) (36,726) (59,221) (4,396) ----------- ----------- ----------- ------------ ---------- NET ASSETS AVAILABLE FOR BENEFITS $25,686,529 $26,830,458 $93,583,744 $ 47,083,743 $8,108,543 =========== =========== =========== ============ ========== SUPPLEMENTAL INFORMATION BY FUND ------------------------------------------------------------ INTERNATIONAL PARTICIPANT DISBURSEMENT EQUITY FUND LOANS FUND TOTAL ASSETS: Investments, at fair value (Note 5): Common stock of Plan sponsor (aggregate cost $17,380,744) $ - $ - $ - $ 25,471,238 Mutual funds (aggregate cost $77,556,484) 906,920 82,463,099 Participant loans receivable 2,714,548 2,714,548 Investments, at contract value: Group contracts with insurance companies (aggregate cost $65,554,038) 65,554,038 Bank investment contracts (aggregate cost $23,448,535) 23,448,535 ----------- ----------- ----------- ------------ Total investments 906,920 2,714,548 199,651,458 Cash and cash equivalents 12 273,126 3,852,728 Contributions receivable 16,364 720,686 Other receivables 4,602 8 (56) 1,560,239 ----------- ----------- ----------- ------------ Total assets 927,886 2,714,568 273,070 205,785,111 LIABILITIES: Amounts payable for investments 5,943 3 706,230 Transfers (receivable) payable from other funds (2,126) 125,840 ----------- ----------- ----------- ------------ NET ASSETS AVAILABLE FOR BENEFITS $ 924,069 $ 2,588,728 $ 273,067 $205,078,881 =========== =========== =========== ============
See accompanying notes to financial statements. 3 6 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1994
SUPPLEMENTAL INFORMATION BY FUND -------------------------------------------------------- BECKMAN BALANCED INTEREST EQUITY STOCK FUND FUND INCOME FUND FUND ASSETS: Investments, at fair value (Note 5): Common stock of Plan sponsor (aggregate cost $16,357,614) $19,778,511 $ - $ - $ - Mutual funds (aggregate cost $41,348,681) 36,697,436 Collective trust fund (aggregate cost $17,221,055) 19,956,592 Investments, at contract value: Group contracts with insurance companies (aggregate cost $91,110,373) 91,110,373 Other (aggregate cost $212,348) 311,222 ----------- ------------ ----------- ----------- Total investments 19,778,511 19,956,592 91,421,595 36,697,436 Cash and cash equivalents 469,995 232,048 655,915 156 Other receivables 970 1,023 7,359 99,438 ----------- ------------ ----------- ----------- Total assets 20,249,476 20,189,663 92,084,869 36,797,030 LIABILITIES: Amounts payable for investments 176,074 8 21 5 Transfers (receivable) payable from other funds 11,105 11,288 (231,555) 126,156 ----------- ------------ ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $20,062,297 $ 20,178,367 $92,316,403 $36,670,869 =========== ============ =========== =========== -------------------------- INDEX FUND TOTAL ASSETS: Investments, at fair value (Note 5): Common stock of Plan sponsor (aggregate cost $16,357,614) $ - $ 19,778,511 Mutual funds (aggregate cost $41,348,681) 3,437,216 40,134,652 Collective trust fund (aggregate cost $17,221,055) 19,956,592 Investments, at contract value: Group contracts with insurance companies (aggregate cost $91,110,373) 91,110,373 Other (aggregate cost $212,348) 311,222 ----------- ------------ Total investments 3,437,216 171,291,350 Cash and cash equivalents 1,358,114 Other receivables 65,238 174,028 ----------- ------------ Total assets 3,502,454 172,823,492 LIABILITIES: Amounts payable for investments 176,108 Transfers (receivable) payable from other funds 83,006 ----------- ------------ NET ASSETS AVAILABLE FOR BENEFITS $ 3,419,448 $172,647,384 =========== ============
See accompanying notes to financial statements. 4 7 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1995
SUPPLEMENTAL INFORMATION BY FUND -------------------------------------------------------------------------- BECKMAN BALANCED INTEREST EQUITY INDEX STOCK FUND FUND INCOME FUND FUND FUND Additions to plan assets attributed to: Net appreciation (depreciation) in fair value of investments $ 5,274,826 $ 4,091,403 $ 109,151 $ 9,620,797 $1,388,747 Dividends 313,209 627,423 1,319,719 136,815 Interest 11,716 728,050 6,754,031 3,004 24 ----------- ----------- ----------- ----------- ---------- Total investment income 5,599,751 5,446,876 6,863,182 10,943,520 1,525,586 Contributions: Beckman Instruments, Inc. 1,283,571 18,404 2,633,146 21,781 17,990 Employees 997,917 2,888,728 4,260,147 4,154,058 1,178,307 ----------- ----------- ----------- ----------- ---------- Total contributions 2,281,488 2,907,132 6,893,293 4,175,839 1,196,297 Participant loan repayments 1,723 5,530 8,402 9,155 2,002 ----------- ----------- ----------- ----------- ---------- Net additions 7,882,962 8,359,538 13,764,877 15,128,514 2,723,885 Participant loan withdrawals (162,292) (522,769) (959,179) (934,448) (160,375) Deductions from plan assets attributed to distributions of benefits (1,751,092) (1,338,721) (8,260,249) (2,739,861) (202,647) Administrative expenses and other (232) (245) (25,157) (60) ----------- ----------- ----------- ----------- ---------- Net deductions (1,913,616) (1,861,735) (9,244,585) (3,674,369) (363,022) Net increase (decrease) in net assets available for benefits prior to interfund transfers 5,969,346 6,497,803 4,520,292 11,454,145 2,360,863 Net assets available for benefits, beginning of year 20,062,297 20,178,367 92,316,403 36,670,869 3,419,448 Net interfund transfers (345,114) 154,288 (3,252,951) (1,041,271) 2,328,232 ----------- ----------- ----------- ----------- ---------- Net assets available for benefits, end of year $25,686,529 $26,830,458 $93,583,744 $47,083,743 $8,108,543 =========== =========== =========== =========== ========== ------------------------------------------------------------- INTERNATIONAL PARTICIPANT DISBURSEMENT EQUITY FUND LOANS FUND TOTAL Additions to plan assets attributed to: Net appreciation (depreciation) in fair value of investments $ (4,004) $ - $ - $ 20,480,920 Dividends 9,804 2,406,970 Interest 4,402 13,410 10,791 7,525,428 ----------- ----------- ----------- ----------- Total investment income 10,202 13,410 10,791 30,413,318 Contributions: Beckman Instruments, Inc. 13,665 3,988,557 Employees 101,830 13,580,987 ----------- ----------- ----------- ----------- Total contributions 115,495 17,569,544 Participant loan repayments 1,063 (27,875) ----------- ----------- ----------- ----------- Net additions 126,760 (14,465) 10,791 47,982,862 Participant loan withdrawals (2,749) 2,741,812 Deductions from plan assets attributed to distributions of benefits (31) (1,232,848) (15,525,449) Administrative expenses and other (222) (25,916) ----------- ----------- ----------- ----------- Net deductions (2,780) 2,741,812 (1,233,070) (15,551,365) Net increase (decrease) in net assets available for benefits prior to interfund transfers 123,980 2,727,347 (1,222,279) 32,431,497 Net assets available for benefits, beginning of year 172,647,384 Net interfund transfers 800,089 (138,619) 1,495,346 ----------- ----------- ----------- ------------ Net assets available for benefits, end of year $ 924,069 $ 2,588,728 $ 273,067 $205,078,881 =========== =========== =========== ============
See accompanying notes to financial statements. 5 8 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1994
SUPPLEMENTAL INFORMATION BY FUND --------------------------------------------------------- BECKMAN BALANCED INTEREST INCOME EQUITY STOCK FUND FUND FUND FUND Additions to plan assets attributed to: Net appreciation (depreciation) in fair value of investments $ 321,208 $ (940,840) $ 351,029 $(1,248,270) Dividends 282,277 909,434 1,153,804 Interest 10,412 10,882 6,592,296 3,663 ----------- ----------- ------------ ----------- Total investment income (loss) 613,897 (20,524) 6,943,325 (90,803) Contributions: Beckman Instruments, Inc. 1,124,288 2,676,705 Employees 673,028 2,822,431 3,867,155 4,092,872 ----------- ----------- ------------ ----------- Total contributions 1,797,316 2,822,431 6,543,860 4,092,872 ----------- ----------- ------------ ----------- Net additions 2,411,213 2,801,907 13,487,185 4,002,069 Deductions from plan assets attributed to distributions of benefits (2,251,747) (2,416,759) (10,751,118) (4,007,107) Administrative expenses (303) (131) (19,677) (106) ----------- ----------- ------------ ----------- Net deductions (2,252,050) (2,416,890) (10,770,795) (4,007,213) Net increase (decrease) in net assets available for benefits prior to interfund transfers 159,163 385,017 2,716,390 (5,144) Net assets available for benefits, beginning of year 20,446,854 20,599,580 88,095,731 36,935,150 Net interfund transfers (543,720) (806,230) 1,504,282 (259,137) ----------- ----------- ------------ ----------- Net assets available for benefits, end of year $20,062,297 $20,178,367 $ 92,316,403 $36,670,869 =========== =========== ============ =========== INDEX FUND TOTAL Additions to plan assets attributed to: Net appreciation (depreciation) in fair value of investments $ (60,819) $ (1,577,692) Dividends 90,580 2,436,095 Interest 134 6,617,387 ---------- ------------ Total investment income (loss) 29,895 7,475,790 Contributions: Beckman Instruments, Inc. 3,800,993 Employees 875,765 12,331,251 ---------- ------------ Total contributions 875,765 16,132,244 ---------- ------------ Net additions 905,660 23,608,034 Deductions from plan assets attributed to distributions of benefits (212,161) (19,638,892) Administrative expenses (3) (20,220) ---------- ------------ Net deductions (212,164) (19,659,112) Net increase (decrease) in net assets available for benefits prior to interfund transfers 693,496 3,948,922 Net assets available for benefits, beginning of year 2,621,147 168,698,462 Net interfund transfers 104,805 ---------- ------------ Net assets available for benefits, end of year $3,419,448 $172,647,384 ========== ============
See accompanying notes to financial statements. 6 9 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 1. DESCRIPTION OF PLAN The following description of the Plan provides only general information. Participants should refer to the Plan agreement for a complete description of the Plan's provision. General - Beckman Instruments, Inc. (the Company) established and adopted the Beckman Instruments, Inc. Savings and Investment Plan (the Plan) effective August 1, 1989. The Plan is a defined contribution plan covering substantially all employees of the Company who have completed three months of continuous employment and 500 hours of service. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The Plan is administered by the Corporate Benefits Committee (the Committee), whose members are appointed by the Board of Directors of the Company. The Plan was restated in August 1992, and the Plan document incorporates all amendments made to the Plan through August 1992. The Plan was amended effective January 1, 1995 to add the International Equity Fund as an investment option and to allow participants to direct Company contributions to any of the investment funds, as well as to provide for participant loans. Contributions - Participants may elect to contribute up to 15% of their eligible compensation in the form of pre-tax and/or after-tax withholdings, although the combined contribution cannot exceed 15% of eligible compensation. Each participant's pre-tax contributions in the calendar year may not exceed $9,240 in 1995 and 1994. Company matching contributions to the Plan are allocated to participants based on a specified percentage of actual employee contributions. Forfeitures of the Company match will be first used to re-instate previously forfeited balances of certain former employees who are re-employed by the Company and then will be used to reduce future Company contributions. Upon commencement of benefit payments, participants are subject to federal income tax on the receipt of participant pre-tax contributions, Company matching contributions, and earnings on all contributions. Investment Options - Participants have a choice of six different investment funds for their contributions. Effective January 1, 1995, Company contributions may be directed to any of the six different investment funds. Prior to January 1, 1995, participants could direct Company contributions to the Interest Income Fund or the Beckman Stock Fund. Participants have the right to elect investment options upon enrollment or re-enrollment into the Plan. Additionally, participants may elect to change their investment options effective as of the first day of each month and to transfer their account balances among the different investment funds on a daily basis. 7 10 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 (Continued) Income on investment funds is allocated to participants' accounts based on the participants' investment fund balance as a percentage of the total investment fund balance. A description of each investment fund follows: Beckman Stock Fund - The Beckman Stock Fund is invested in Beckman Instruments, Inc. common stock. Balanced Fund - The Balanced Fund is invested primarily in stocks, bonds and cash. The stock portfolio consists of large, intermediate and small companies. The bond portfolio consists of U.S. Treasury, U.S. Agency and corporate issues. The Balanced Fund is managed by Brinson Partners, Inc. under the name U.S. Balanced Fund. Interest Income Fund - The Interest Income Fund is invested in a portfolio of group annuity contracts issued by major insurance companies and investment contracts with banks. Equity Fund - The Equity Fund is invested in a portfolio of common stocks to meet the objective of long-term growth of capital and income. The Equity Fund is managed by The Vanguard Group under the name Windsor Fund. Index Fund - The Index Fund invests in all of the stocks included in the S&P 500 Index in approximately the same proportions as they are represented in the S&P 500 Index. The Index Fund is managed by The Vanguard Group under the name Vanguard Index Trust-500 Portfolio. International Equity Fund - The International Equity Fund invests in stocks and other equity-based forms of investment in companies operating principally outside of the United States. The International Equity Fund is managed by Templeton Franklin Investment Services under the name Templeton Funds Inc. Foreign Fund. The number of participants for each fund is as follows:
1995 1994 (unaudited) (unaudited) Beckman Stock Fund 2,633 2,573 Balanced Fund 2,575 2,492 Interest Income Fund 3,904 3,966 Equity Fund 2,893 2,835 Index Fund 1,112 747 International Equity Fund 324 Total Plan participants 4,184 4,148
8 11 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 (Continued) Participant Loans - Effective September 25, 1995, participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Repayment is generally required within 5 years or up to 15 years for the purchase of a principal residence. The loans are secured by the balance in the participants' account and bear interest at a rate commensurate with market interest rates for similar loans as determined by the Plan committee (9.75% during 1995). Benefits and Vesting - Participants become entitled to payment of the total vested value of their accounts at the time of termination, retirement, permanent layoff, permanent disability or death. Upon death, a lump-sum distribution is made during the year of death. If total vested value is greater than $3,500, the participants may elect to postpone their lump-sum distribution until the year following the year they attain age 70-1/2. Participants' interests in the Company's contributions, income, gains and losses on investments become fully vested following completion of three years of service. Participants also become fully vested upon reaching normal retirement age, permanent layoff, death or permanent disability. Participants immediately vest in the value of their contributions. Benefits Payable - At December 31, 1995 and 1994, the amounts of benefits payable to participants who have withdrawn from participation in the Plan were $1,006,121 and $2,678,872, respectively. Such amounts are not considered liabilities for financial reporting purposes, and accordingly, the balances are not included in the deductions from plan assets attributed to distribution of benefits for the years ended December 31, 1995 and 1994. Continuation of the Plan - The Company anticipates and believes the Plan will continue without interruption but reserves the right to discontinue the Plan. If the Plan is terminated by the Company, the accounts of all affected participants become 100% vested and nonforfeitable without regard to the years of service of participants. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Accounting - The accompanying financial statements have been prepared on the accrual basis of accounting. Investment Valuation - Investments are stated at fair value except for guaranteed investment contracts which are stated at contract value (Note 3). The fair value of the common stock is based upon quotations obtained from national securities exchanges on the last business day of the Plan year. The fair values of the mutual funds and commingled funds are based on the net asset value reported by the funds. The purchases and sales of securities are recorded as of the date of trade. The average cost method is used in determining gains and losses on the sales of securities. 9 12 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 (Continued) Expenses of the Plan - Principally all of the Plan's administrative expenses are paid by the Company. Such expenses amounted to approximately $605,000 and $479,000 for the years ended December 31, 1995 and 1994, respectively. Reclassifications - Certain reclassifications of prior year amounts have been made to conform to the current year presentation. 3. VALUATION OF INVESTMENT CONTRACTS Effective January 1, 1995, the Plan adopted the provisions of Statement of Position 94-4, Reporting of Investment Contracts Held by Health and Welfare Benefit Plans and Defined-Contribution Pension Plans. This statement requires a plan to disclose the fair value of fully-benefit responsive guaranteed investment contracts, which are carried at contract value in the financial statements. The Plan's guaranteed investment contracts are fully-benefit responsive and have an estimated fair value of approximately $94,729,000 at December 31, 1995. The Plan's guaranteed investment contracts earn interest at rates ranging from 6.0% to 8.0% at December 31, 1995. 4. REALIZED GAINS AND LOSSES Upon sale of investments, the fair value of common stock is based upon quotations obtained from national securities exchanges on the date of trade. The fair values of the mutual funds and the commingled funds are based upon the net asset value reported by the funds. The cost of the financial instruments is determined by using the average cost method. The following is a summary of aggregate proceeds, aggregate costs and resulting gains on the sales of securities for the years ended December 31, 1995 and 1994.
1995 --------------------------------------------- Fund Proceeds Cost Gain Beckman Stock Fund $ 6,777,539 $ 6,172,310 $ 605,229 Balanced Fund 28,979,987 23,991,755 4,988,232 Interest Income Fund 93,907,007 93,698,983 208,024 Equity Fund 12,706,443 8,053,073 4,653,370 Index Fund 715,664 612,251 103,413 International Equity Fund 120,733 102,023 18,710 Disbursement Fund 6,747,276 6,747,276 ------------ ------------ ----------- Total $149,954,649 $139,377,671 $10,576,978 ============ ============ ===========
10 13 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 (CONTINUED) - - --------------------------------------------------------------------------------
1994 ---------------------------------------------- FUND PROCEEDS COST GAIN Beckman Stock Fund $ 7,893,953 $ 7,404,567 $ 489,386 Balanced Fund 5,851,525 5,746,848 104,677 Interest Income Fund 83,153,476 82,901,320 252,156 Equity Fund 11,848,969 9,268,449 2,580,520 Index Fund 721,470 705,869 15,601 ------------ ------------ ------------ Total $109,469,393 $106,027,053 $ 3,442,340 ============ ============ ============
5. ASSETS HELD FOR INVESTMENT Information regarding assets held for investment as of December 31, 1995 and 1994 is as follows:
1995 1994 -------------------------------------- -------------------------------------- Shares Fair/contract Shares Fair/contract or units Cost value or units Cost value Common stock - Beckman Instruments, Inc. 720,035 $17,380,744 $25,471,238 709,543 $16,357,614 $19,778,511 Mutual funds: Vanguard Windsor Fund 3,222,748 43,121,091 46,826,536 2,914,808 37,959,420 36,697,436 Vanguard Index Trust - 500 Portfolio 139,822 6,720,474 8,053,764 79,991 3,389,261 3,437,216 Templeton Funds Inc. Foreign Fund 98,793 929,634 906,920 Brinson U.S. Balanced Fund 2,317,626 26,785,285 26,675,879 ----------- ----------- ----------- ----------- Total mutual funds 77,556,484 82,463,099 41,348,681 40,134,652 Collective trust fund - Brinson Partners, commingled funds: Fixed income: International cash and management fund 197,936 1,448,020 1,655,967 Institutional bond fund 96,396 10,583,638 12,279,441 Equity - Institutional equity fund 11,816 5,189,397 6,021,184 ----------- ----------- Total collective trust fund 17,221,055 19,956,592
11 14 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 (CONTINUED) - - --------------------------------------------------------------------------------
1995 1994 --------------------------------------- ----------------------------------------- SHARES FAIR/CONTRACT SHARES FAIR/CONTRACT OR UNITS COST VALUE OR UNITS COST VALUE Interest Income Fund: NOMURA Lending Agreement - $ - $ - (8,054,668) $ (8,054,668) $ (8,054,668) Society National Bank Magic Fund 826,702 8,267,016 8,365,890 UBS Agreement - Contract 2077 9,644,638 9,644,638 9,644,638 10,069,681 10,069,681 10,069,681 Citibank Contract #1 12,786,208 12,786,208 12,786,208 Lehman GIC #101121895G 1,017,689 1,017,689 1,017,689 Group insurance contracts: Aetna Plan 013274, Contract 01402 10,534,837 10,534,837 10,534,837 Capital Holding: GIC-BDA000039TR 10,231,106 10,231,106 10,231,106 GIC-BDA000039TR-2 3,314,962 3,314,962 3,314,962 John Hancock: GAC 5972 17,894,663 17,894,663 17,894,663 GAC 7543 16,591,856 16,591,856 16,591,856 Metropolitan Life Plan - 13014 25,549,405 25,549,405 25,549,405 23,656,856 23,656,856 23,656,856 Provident - GIC027-04582-02A 2,819,458 2,819,458 2,819,458 Prudential: GA6430 2,392,932 2,392,932 2,392,932 GA6430-212 11,011,548 11,011,548 11,011,548 10,195,878 10,195,878 10,195,878 People's Security Life: Placement 3 Carg 1995 - M1 A1 9,368,847 9,368,847 9,368,847 Placement 4 FGSB 6 1/2 TBA 3,032,382 3,032,382 3,032,382 ------------ ------------ ------------ ------------ Total Interest Income Fund 89,002,573 89,002,573 91,322,721 91,421,595 Participant loans receivable 2,714,548 2,714,548 ------------ ------------ Total assets held for investments $186,654,349 $199,651,458 $166,250,071 $171,291,350 ============ ============ ============ ============
12 15 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994 (CONTINUED) - - -------------------------------------------------------------------------------- The Plan's investments (including investments bought, sold and held) appreciated (depreciated) in value during the years ended December 31, 1995 and 1994 as follows:
1995 1994 Net appreciation (depreciation) in fair value: Beckman Stock Fund $ 5,274,826 $ 321,208 Balanced Fund 4,091,403 (940,840) Interest Income Fund 109,151 351,029 Equity Fund 9,620,797 (1,248,270) Index Fund 1,388,747 (60,819) International Equity Fund (4,004) ------------ ------------ $ 20,480,920 $ (1,577,692) ============ ============
6. TAX STATUS The Plan obtained its latest determination letter in 1990, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan's tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. 13 16 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1995 - - --------------------------------------------------------------------------------
SHARES CURRENT DESCRIPTION OF INVESTMENT OR UNITS COST VALUE COMMON STOCK - Beckman Instruments, Inc. 720,035 $17,380,744 $25,471,238 EQUITY FUND - Vanguard Windsor Fund 3,222,748 43,121,091 46,826,536 INDEX FUND - Vanguard Index Trust - 500 Portfolio 139,822 6,720,474 8,053,764 INTERNATIONAL EQUITY FUND - Templeton Funds Inc. Foreign Fund 98,793 929,634 906,920 BALANCED FUND - Brinson Partners U.S. Balanced Fund 2,317,626 26,785,285 26,675,879
See accompanying independent auditors' report. 14 17 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1995 (CONTINUED) - - --------------------------------------------------------------------------------
INTEREST MATURITY CURRENT DESCRIPTION OF INVESTMENT RATE DATE COST VALUE INTEREST INCOME FUND - Group insurance contracts: John Hancock - GAC 7543 7.510% 6/15/00 $ 16,591,856 $ 16,591,856 Metropolitan Life Plan - 13014 8.000% 6/15/96, 25,549,405 25,549,405 6/15/97, 6/15/98 People's Security Life: Placement 3 Carg 1995 - M1 A1 6.742% 3/25/02 9,368,847 9,368,847 Placement 4 FGSB 6 1/2 TBA 6.742% 8/1/02 3,032,382 3,032,382 Prudential GA 6430-212 8.000% 12/15/00 11,011,548 11,011,548 ------------ ------------ Total group insurance contracts 65,554,038 65,554,038 BANK INVESTMENT CONTRACTS: UBS Agreement - Contract 2077 6.000% 7/15/02 9,644,638 9,644,638 Citibank Contract #1 6.410% 9/1/09 12,786,208 12,786,208 Lehman GIC #101121895G 6.305% 12/17/01 1,017,689 1,017,689 ------------ ------------ Total bank investment contracts 23,448,535 23,448,535 Participant loans receivable (interest at 9.75%) 2,714,548 2,714,548 ------------ ------------ Total investments $186,654,349 $199,651,458 ============ ============
See accompanying independent auditors' report. 15 18 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN ITEM 27d - SCHEDULE OF REPORTABLE SINGLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995 - - --------------------------------------------------------------------------------
CURRENT VALUE OF ASSET ON IDENTITY OF PURCHASE COST OF TRANSACTION NET GAIN PARTY INVOLVED DESCRIPTION OF ASSET PRICE SELLING PRICE ASSET DATE (LOSS) Brinson Funds Inc. U.S. Balanced Fund CL A $22,646,106 $ - $22,646,106 $22,646,106 $ - Aetna Aetna Plan 013274 Contract 01402 11,156,482 11,156,482 11,156,482 Mellon Bank N A EB Temporary Investment Fund 10,322,730 10,322,730 10,322,730 Mellon Bank N A EB Temporary Investment Fund 9,923,958 9,923,958 9,923,958 Mellon Bank N.A. EB Temporary Investment Fund 16,769,841 16,769,841 16,769,841 Mellon Bank N.A. EB Temporary Investment Fund 13,133,572 13,133,572 13,133,572 Mellon Bank N.A. EB Temporary Investment Fund 15,269,335 15,269,335 15,269,335 Brinson Trust Company U.S. Balanced Fund 24,057,989 20,448,269 24,057,989 3,609,720
See accompanying independent auditors' report. 16 19 BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN ITEM 27d - SCHEDULE OF REPORTABLE SERIES OF TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995 - - --------------------------------------------------------------------------------
CURRENT VALUE OF ASSET ON NO. OF IDENTITY OF PURCHASE COST OF TRANSACTION Net gain TRANSACTIONS PARTY INVOLVED DESCRIPTION OF ASSET PRICE SELLING PRICE ASSET DATE (loss) 39 Brinson Funds Inc. U.S. Balanced Fund CL A $26,788,193 $ - $26,788,193 $26,788,193 $ - 30 Brinson Funds Inc. U.S. Balanced Fund CL A 1,285,111 1,238,980 1,285,111 46,131 66 Vanguard Windsor Fund 5,450,133 5,450,133 5,450,133 49 Vanguard Windsor Fund 5,517,309 4,841,357 5,517,309 675,952 214 Mellon Bank N A EB Temporary Investment Fund 70,064,097 70,064,097 70,064,097 394 Mellon Bank N A EB Temporary Investment Fund 72,832,988 72,832,988 72,832,988 3 Brinson Trust Company U.S. Balanced Fund 597,879 597,879 597,879 8 John Hancock Contract #7543 10,701,784 10,701,784 10,701,784 9 John Hancock Contract #7543 8,036,045 8,036,045 8,036,045
See accompanying independent auditors' report. 17 20 SIGNATURES The Plan. Pursuant to the requirements of the Securities and Exchange Act of 1934, the Benefits Committee appointed by the Beckman Instruments, Inc. Board of Directors to administer the plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN By: Beckman Instruments, Inc. Benefits Committee Date: June 25, 1996 By: /s/ Fidencio M. Mares ---------------------------------- Fidencio M. Mares Committee Chairman Vice President - Human Resources 21 INDEX TO EXHIBITS
Exhibit Sequential Number Description Page Number - - ------- ----------- ----------- 23.1 Consent of Deloitte & Touche LLP 20
EX-23.1 2 EX-23.1 INDEPENDENT AUDITORS' CONSENT 1 EXHIBIT 23.1 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation in reference in this Registration Statement (No. 33-51506) of Beckman Instruments, Inc. on Form S-8 of our report dated May 10, 1996, appearing in the Annual Report on Form 11-K of Beckman Instruments, Inc. Savings and Investment Plan for the year ended December 31, 1995. /s/ Deloitte & Touche LLP Costa Mesa, California June 25, 1996 -----END PRIVACY-ENHANCED MESSAGE-----