-----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, OINT3E4Gy4/HHPPmluuaeEeHaZnXHRvxCJiu/u/pCPI2P9shdlz2z4G8gLCmfTbO IEiHCcCoIKj1tYsLjUGx2g== 0000931763-99-001983.txt : 19990630 0000931763-99-001983.hdr.sgml : 19990630 ACCESSION NUMBER: 0000931763-99-001983 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCIENTIFIC ATLANTA INC CENTRAL INDEX KEY: 0000087777 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 580612397 STATE OF INCORPORATION: GA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-05517 FILM NUMBER: 99654582 BUSINESS ADDRESS: STREET 1: ONE TECHNOLOGY PKWY S CITY: NORCROSS STATE: GA ZIP: 30092-2967 BUSINESS PHONE: 7709035000 MAIL ADDRESS: STREET 1: ONE TECHNOLOGY PKWY S CITY: NORCROSS STATE: GA ZIP: 30092-2967 FORMER COMPANY: FORMER CONFORMED NAME: SCIENTIFIC ASSOCIATES INC DATE OF NAME CHANGE: 19671024 11-K 1 FORM 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________________________ FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996]. For the fiscal year ended December 31, 1998 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: 1-5517 ------ A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Scientific-Atlanta, Inc. Voluntary Employee Retirement and Investment Plan and Trust B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Scientific-Atlanta, Inc. One Technology Parkway, South Norcross, Georgia 30092. REQUIRED INFORMATION Scientific-Atlanta, Inc. Voluntary Employee Retirement and Investment Plan and Trust Financial Statements and Schedules as of December 31, 1998 and 1997 Together with Auditors' Report SCIENTIFIC-ATLANTA, INC. VOLUNTARY EMPLOYEE RETIREMENT AND INVESTMENT PLAN AND TRUST FINANCIAL STATEMENTS AND SCHEDULES DECEMBER 31, 1998 AND 1997 TABLE OF CONTENTS REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS FINANCIAL STATEMENTS Statements of Net Assets Available for Plan Benefits--December 31, 1998 and 1997 Statement of Changes in Net Assets Available for Plan Benefits, With Fund Information, for the Year Ended December 31, 1998 NOTES TO FINANCIAL STATEMENTS AND SCHEDULES SCHEDULES SUPPORTING FINANCIAL STATEMENTS Schedule I: Item 27a--Schedule of Assets Held for Investment Purposes-- December 31, 1998 Schedule II: Item 27d--Schedule of Reportable Transactions for the Year Ended December 31, 1998 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Scientific-Atlanta, Inc. Voluntary Employee Retirement and Investment Plan and Trust: We have audited the accompanying statements of net assets available for plan benefits of the SCIENTIFIC-ATLANTA, INC. VOLUNTARY EMPLOYEE RETIREMENT AND INVESTMENT PLAN AND TRUST as of December 31, 1998 and 1997 and the related statement of changes in net assets available for plan benefits, with fund information, for the year ended December 31, 1998. These financial statements and the schedules referred to below are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Scientific-Atlanta, Inc. Voluntary Employee Retirement and Investment Plan and Trust as of December 31, 1998 and 1997 and the changes in its net assets available for plan benefits for the year ended December 31, 1998, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental schedules of assets held for investment purposes and reportable transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The fund information in the statement of changes in net assets available for plan benefits is presented for purposes of additional analysis rather than to present the changes in net assets available for plan benefits of each fund. The supplemental schedules and fund information have been subjected to the auditing procedures applied in the audit 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. /s/ Arthur Andersen LLP Atlanta, Georgia June 18, 1999 SCIENTIFIC-ATLANTA, INC. VOLUNTARY EMPLOYEE RETIREMENT AND INVESTMENT PLAN AND TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 1998 AND 1997
1998 1997 ------------ ------------ ASSETS: Participant-directed investments, at market value (Notes 1 and 2): Fidelity Retirement Money Market Fund $ 24,656,889 $ 13,372,020 Fidelity Intermediate Bond Fund 8,879,181 6,946,701 Fidelity Equity Income Fund 33,253,457 32,615,892 Fidelity Spartan U.S. Equity Index Fund 25,423,649 18,593,881 Fidelity Magellan Fund 39,564,981 29,163,005 Fidelity Puritan Fund 3,707,966 2,724,374 Fidelity Low-Priced Stock Fund 7,863,603 9,546,853 Fidelity Scientific-Atlanta Common Stock Fund 39,092,320 27,187,048 Founders Growth Fund 4,794,840 2,270,674 Templeton Foreign Fund I 2,191,724 3,038,447 Participant loans receivable 3,818,954 3,497,077 ------------ ------------ Total investments 193,247,564 148,955,972 Receivables: Employer's contribution 1,669,953 1,160,091 Participants' contributions 0 393,640 ------------ ------------ NET ASSETS AVAILABLE FOR PLAN BENEFITS $194,917,517 $150,509,703 ============ ============
The accompanying notes are an integral part of these statements. Page 1 of 2 SCIENTIFIC-ATLANTA, INC. VOLUNTARY EMPLOYEE RETIREMENT AND INVESTMENT PLAN AND TRUST STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1998
Participant-Directed Investments ---------------------------------------------------------- Fidelity Fidelity Fidelity Retirement Fidelity Equity Spartan U.S. Money Intermediate Income Equity Market Fund Bond Fund Fund Index Fund ----------- ----------- ----------- ---------- INVESTMENT INCOME: Net appreciation (depreciation) in fair value of investments $ 0 $ 72,320 $ 1,489,842 $ 4,520,424 Dividends and Interest 897,659 446,383 1,926,662 491,193 ----------- ---------- ----------- ----------- 897,659 518,703 3,416,504 5,011,617 ----------- ---------- ----------- ----------- CONTRIBUTIONS: Participants 872,013 577,201 2,207,005 1,803,105 Employer 0 0 0 0 Rollover deposits 386,833 108,333 67,735 206,285 ----------- ---------- ----------- ----------- 1,258,846 685,534 2,274,740 2,009,390 ----------- ---------- ----------- ----------- Total additions 2,156,505 1,204,237 5,691,244 7,021,007 PAYMENTS TO PARTICIPANTS (3,127,205) (515,953) (2,666,423) (1,638,224) ADMINISTRATIVE EXPENSES (3,657) (1,420) (6,887) (3,978) INTERFUND TRANSFERS 12,259,226 1,245,616 (2,380,369) 1,450,963 ----------- ---------- ----------- ----------- NET INCREASE (DECREASE) 11,284,869 1,932,480 637,565 6,829,768 NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year 13,372,020 6,946,701 32,615,892 18,593,881 ----------- ---------- ----------- ----------- NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $24,656,889 $8,879,181 $33,253,457 $25,423,649 =========== ========== =========== =========== ------------------------------- Fidelity Fidelity Magellan Puritan Fund Fund ------------ ----------- INVESTMENT INCOME: Net appreciation (depreciation) in fair value of investments $ 7,376,599 $ 119,339 Dividends and Interest 1,814,420 372,666 ------------ ----------- 9,191,019 492,005 CONTRIBUTIONS: ------------ ----------- Participants 2,618,848 439,150 Employer 0 0 Rollover deposits 266,854 84,939 ------------ ----------- 2,885,702 524,089 ------------ ----------- Total additions 12,076,721 1,016,094 PAYMENTS TO PARTICIPANTS (2,302,860) (225,966) ADMINISTRATIVE EXPENSES (8,545) (1,066) INTERFUND TRANSFERS 636,660 194,530 ------------ ----------- NET INCREASE (DECREASE) 10,401,976 983,592 NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year 29,163,005 2,724,374 ------------ ----------- NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $ 39,564,981 $ 3,707,966 ============ ===========
Page 2 of 2
Participant-Directed Investments -------------------------------------------------------------- Fidelity Fidelity Scientific- Founders Templeton Low-Priced Atlanta Common Growth Foreign Stock Fund Stock Fund Fund Fund I ----------- ------------ ----------- ----------- INVESTMENT INCOME: Net appreciation (depreciation) in fair value of investments $ (850,600) $ 18,081,518 $ 361,464 $ (443,594) Dividends and interest 726,323 0 235,931 233,697 ----------- ------------ ----------- ----------- (124,277) 18,081,518 597,395 (209,897) ----------- ------------ ----------- ----------- CONTRIBUTIONS: Participants 1,143,199 943,317 538,026 428,385 Employer 0 5,253,285 0 0 Rollover deposits 72,433 64,195 139,683 10,984 ----------- ------------ ----------- ----------- 1,215,632 6,260,797 677,709 439,369 ----------- ------------ ----------- ----------- Total additions 1,091,355 24,342,315 1,275,104 229,472 PAYMENTS TO PARTICIPANTS (676,246) (1,418,346) (254,075) (394,129) ADMINISTRATIVE EXPENSES (4,901) (47,249) (7,297) (6,773) INTERFUND TRANSFERS (2,093,458) (10,971,448) 1,510,434 (675,293) ----------- ------------ ----------- ----------- NET INCREASE (DECREASE) (1,683,250) 11,905,272 2,524,166 (846,723) NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year 9,546,853 27,187,048 2,270,674 3,038,447 ----------- ------------ ----------- ----------- NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $ 7,863,603 $ 39,092,320 $ 4,794,840 $ 2,191,724 =========== ============ =========== =========== Participant Loans Receivable Other Total ---------- ---------- ------------ INVESTMENT INCOME: Net appreciation (depreciation) in fair value of investments $ 0 $ 0 $ 30,727,312 Dividends and interest 326,050 0 7,470,984 ---------- ---------- ------------ 326,050 0 38,198,296 ---------- ---------- ------------ CONTRIBUTIONS: Participants 0 0 11,570,249 Employer 0 1,669,953 6,923,238 Rollover deposits 0 0 1,408,274 ---------- ---------- ------------ 0 1,669,953 19,901,761 ---------- ---------- ------------ Total additions 326,050 1,669,953 58,100,057 PAYMENTS TO PARTICIPANTS (381,043) 0 (13,600,470) ADMINISTRATIVE EXPENSES 0 0 (91,773) INTERFUND TRANSFERS 376,870 (1,553,731) 0 ---------- ---------- ------------ NET INCREASE (DECREASE) 321,877 116,222 44,407,814 NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year 3,497,077 1,553,731 150,509,703 ---------- ---------- ------------ NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $3,818,954 $1,669,953 $194,917,517 ========== ========== ============
The accompanying notes are an integral part of this statement. SCIENTIFIC-ATLANTA, INC. VOLUNTARY EMPLOYEE RETIREMENT AND INVESTMENT PLAN AND TRUST NOTES TO FINANCIAL STATEMENTS AND SCHEDULES DECEMBER 31, 1998 AND 1997 1. PLAN DESCRIPTION Effective January 1, 1986, Scientific-Atlanta, Inc. (the "Company") established the Scientific-Atlanta, Inc. Voluntary Employee Retirement and Investment Plan and Trust (the "Plan"). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). A description of the Plan's provisions has been published in a summary plan description available to all participants and beneficiaries. The following ten investment funds have been established by the Plan for investing participants' contributions. All investment elections are participant-directed. Participants may change their investment elections daily with the exception of the Fidelity Scientific-Atlanta Common Stock Fund, in which participants may only change their investment elections once each calendar month. The Plan has specific guidelines and limitations as to the type of securities eligible for investment by each fund. Fidelity Retirement Money Market Fund. This is a fixed income fund invested in short-term securities with the objective of current income that is designed to provide investors with a return that reflects current short-term money market rates. Fidelity Intermediate Bond Fund. This is a fixed income fund invested in U.S. Treasury bonds or other government bonds and corporate bonds with a fixed interest rate. Fidelity Equity Income Fund. This is a fund containing a variety of corporate securities, with more investment risk than the Bond Fund and Money Market Fund, with the objective of both current income and capital appreciation. Fidelity Spartan U.S. Equity Index Fund. This is a fund that invests primarily in the common stocks of the 500 companies included in the S&P 500 Index. The objective is for both current income and long-term capital appreciation. Fidelity Magellan Fund. This fund is invested in securities of large United States and foreign corporations as well as smaller, lesser known companies with the objective of long-term capital appreciation. This fund offers more overall investment risks than the other funds currently offered under the Plan. Fidelity Puritan Fund. This fund invests in a broad list of high- yielding securities among a variety of companies and industries. The fund's objective is to obtain as much income as possible, consistent with the preservation of capital. Fidelity Low-Priced Stock Fund. This fund seeks long-term capital appreciation and invests mainly in equity securities that are considered by the fund's management to be low-priced at the time of purchase. Fidelity Scientific-Atlanta Common Stock Fund. This fund is invested primarily in Scientific-Atlanta common stock with the balance in short- term money market investments. The objective of this fund is to give employees the opportunity to become shareholders of the Company and to share in the Company's performance. Employees have the option to redirect the Company's matching contribution, which is made only to this fund, to the other investment options. Investments in this fund are assigned units of participation. The unit value of the fund is determined daily based on the fair market value of the underlying net assets. The total units assigned to participants at December 31, 1998 and 1997 were 2,912,989 and 2,673,260, respectively. The unit value at December 31, 1998 and 1997 was $13.42 and $10.17, respectively. Founders Growth Fund. This fund invests in the common stock of well- established, high-quality growth companies, both domestic and abroad. The fund's objective is to increase its investment over the long term through capital growth. Templeton Foreign Fund I. This fund invests primarily in common stock of companies in developed and developing foreign countries. The fund's objective is capital appreciation and growth; however, foreign investments involve greater risks, causing share price and return to vary. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The financial statements are prepared on the accrual basis in accordance with generally accepted accounting principles. The preparation of the financial statements in conformity with generally accepted accounting principles requires the Plan's management to use estimates and assumptions that affect the accompanying financial statements and disclosures. Actual results could differ from these estimates. Realized gains and losses on investment transactions are determined for accounting purposes as of the trade date on a moving average cost basis. Net realized gains (losses) and changes in unrealized appreciation (depreciation) are recorded in the accompanying statement of changes in net assets available for plan benefits as net appreciation (depreciation) in fair value of investments. Investments are stated at market value (based on quoted market prices) in the accompanying statements of net assets available for plan benefits. 3. PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. 4. TAX STATUS The Internal Revenue Service has determined and informed the Company by a letter dated September 29, 1995 that the Plan was designed in accordance with applicable sections of the Internal Revenue Code ("IRC"). The Plan has been amended since receiving this letter; however, the plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the IRC. Therefore, the plan administrator believes that the Plan was qualified and the related trust was tax-exempt as of the financial statement dates. 5. PARTICIPATION Employees of the Company are eligible to participate in the Plan if they are at least 18 years of age with the exception of workers classified as casual or temporary employees (including co-op employees) and any person rendering services to the Company purportedly as an independent contractor. Outside contractors are not eligible to participate in the Plan even if later determined to be common law employees. Eligibility begins immediately upon employment provided the above age and employment status are met. This eligibility requirement complies with the provisions of ERISA. Participants may contribute to the Plan an amount ranging from 1/2% to 15% of their annual compensation. Individual accounts are maintained for each of the Plan's participants to reflect the participant's share of the Plan's income, the Company's contribution, and the participant's contribution. Allocations of income are based on participant account balances, as defined. The amount contributed to the Plan by the Company on behalf of a participant is equal to $1 for each dollar contributed by the participant up to 3% of the participant's annual compensation plus $.50 for each dollar of the participant's contribution between 3% and 6% of the participant's annual compensation. In addition, for any plan year, the Company's contribution on behalf of the participant to this Plan shall not exceed 4.5% of the participant's annual compensation for such plan year. The Company's matching contributions to the Plan are in the form of Scientific-Atlanta, Inc. common stock and are made only at the end of each quarter. Vesting is immediate for both the participant's contribution and the Company's matching contribution. Effective July 1, 1996, 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 account balances. Each loan shall be treated as an investment of the borrower's account. The interest rate on participant loans issued during plan years 1998 and 1997 was 9.25%. The participant shall be required to repay the loan in approximately equal installments of principal and interest over a period not in excess of five years, or up to ten years for the purchase of a primary residence. The loans are secured by an assignment of the participant's right, title, and interest in the participant's account balance. Repayment of principal and payment of interest will be effected through payroll withholding. The principal amount of the loan, together with all accrued interest, shall immediately become due when the participant is no longer employed by an employing company, as defined, and is no longer a party in interest under Section 3(14) of ERISA. 6. DISPOSAL OF MICROWAVE INSTRUMENTATION BUSINESS UNIT In November 1997, the Company disposed of the microwave instrumentation business unit. During 1998, assets of $505,722 were transferred out of the Plan and into another account held by the Plan's trustee at the election of certain participants. These transfers have been accounted for as payments to participants in the accompanying statement of changes in net assets available for plan benefits. 7. TRUST AGREEMENT At December 31, 1998, the Plan's assets were held by the Trustee of the Plan, Fidelity Management Trust Company. Company contributions are held and managed by the trustee, which invests cash received, interest, and dividend income and makes distributions to participants. Certain administrative functions are performed by officers or employees of the Company or its subsidiaries, and they act as the plan administrator. No such officer or employee receives compensation from the Plan. Administrative expenses, such as trustee fees, are paid by the Plan. 8. INVESTMENTS The following table presents the fair values of investments that represent 5% or more of the Plan's total investments for the years ended December 31, 1998 and 1997:
1998 1997 ----------- ----------- Fidelity Retirement Money Market Fund $24,656,889 $13,372,020 Fidelity Equity Income Fund 33,253,457 32,615,892 Fidelity Spartan U.S. Equity Index Fund 25,423,649 18,593,881 Fidelity Magellan Fund 39,564,981 29,163,005 Fidelity Low-Priced Stock Fund 7,863,603 9,546,853 Fidelity Scientific-Atlanta Common Stock Fund 39,092,320 27,187,048
SCHEDULE I SCIENTIFIC-ATLANTA, INC. VOLUNTARY EMPLOYEE RETIREMENT AND INVESTMENT PLAN AND TRUST SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1998
Face Amount Identity of Issuer Investment Description or Shares Cost Current Value -------------------- ---------------------------- ---------- ------------ ------------- * Fidelity Investments Retirement Money Market Fund 24,656,889 $ 24,656,889 $ 24,656,889 * Fidelity Investments Intermediate Bond Fund 864,575 8,866,773 8,879,181 * Fidelity Investments Equity Income Fund 598,622 24,701,852 33,253,457 * Fidelity Investments Spartan U.S. Equity Index Fund 578,336 17,288,088 25,423,649 * Fidelity Investments Magellan Fund 327,470 28,502,687 39,564,981 * Fidelity Investments Puritan Fund 184,752 3,481,868 3,707,966 * Fidelity Investments Low-Priced Stock Fund 344,140 7,810,689 7,863,603 * Fidelity Investments Scientific-Atlanta Common Stock Fund 2,912,989 29,016,143 39,092,320 Founders Management Founders Growth Fund 234,926 4,485,214 4,794,840 Franklin Templeton Templeton Foreign Fund I 261,231 2,657,932 2,191,724 * The Plan Participant loans (interest rate at 9.25%) 3,818,954 3,818,954 ------------ ------------- Total Investments $155,287,089 $ 193,247,564 ============ =============
*Indicates a party in interest. The accompanying notes are an integral part of this schedule. SCHEDULE II SCIENTIFIC-ATLANTA, INC. VOLUNTARY EMPLOYEE RETIREMENT AND INVESTMENT PLAN AND TRUST ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS (a) FOR THE YEAR ENDED DECEMBER 31, 1998
Purchases Sales ------------------------- -------------------------------------- Identity of Number of Purchase Number of Selling Cost of Party Involved Description of Asset Transactions Price Transactions Price Asset -------------------- ---------------------------- ------------ ----------- ------------ ----------- ----------- * Fidelity Investments Retirement Money Market Fund 249 $48,817,956 243 $37,533,088 $37,533,088 * Fidelity Investments Intermediate Bond Fund 224 5,911,118 178 4,050,957 4,041,022 * Fidelity Investments Equity Income Fund 250 12,053,776 236 12,906,053 11,317,503 * Fidelity Investments Spartan U.S. Equity Index Fund 246 13,475,842 233 11,166,498 9,955,098 * Fidelity Investments Magellan Fund 252 15,980,872 240 12,955,495 11,959,687 * Fidelity Investments Low-Priced Stock Fund 224 3,962,972 192 4,795,622 4,730,643 * Fidelity Investments Scientific-Atlanta Common Stock Fund 251 51,846,185 246 57,513,006 48,626,539 Founders Management Growth Fund 215 4,917,321 146 2,754,618 2,868,286 ----------- Identity of Net Party Involved Description of Asset Gain (Loss) -------------------- ---------------------------- ----------- * Fidelity Investments Retirement Money Market Fund $ 0 * Fidelity Investments Intermediate Bond Fund 9,935 * Fidelity Investments Equity Income Fund 1,588,550 * Fidelity Investments Spartan U.S. Equity Index Fund 1,211,400 * Fidelity Investments Magellan Fund 995,808 * Fidelity Investments Low-Priced Stock Fund 64,979 * Fidelity Investments Scientific-Atlanta Common Stock Fund 8,886,467 Founders Management Growth Fund (113,668)
* Indicates a party in interest. (a) Represents individual transactions or a series of transactions in securities of the same issue or with a person in excess of 5% of the market value of the Plan's assets as of January 1, 1998. The accompanying notes are an integral part of this schedule. 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 hereunto duly authorized. Scientific-Atlanta, Inc. Voluntary Employee Retirement and Investment Plan and Trust Date: June 28, 1999 By: Scientific-Atlanta, Inc. Employee Benefit Committee By: /s/ Brian C. Koenig ------------------- Name: Brian C. Koenig Title: Senior Vice President, Human Resources EXHIBIT INDEX Exhibit 23 Consent of Arthur Andersen LLP EX-23 2 CONSENT OF ARTHUR ANDERSEN EXHIBIT 23 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation of our report included in this Form 11-K into Scientific-Atlanta, Inc.'s previously filed Registration Statement covering the Scientific-Atlanta, Inc. Voluntary Employee Retirement and Investment Plan and Trust. /s/ Arthur Andersen LLP ARTHUR ANDERSEN LLP Atlanta, Georgia June 24, 1999 -----END PRIVACY-ENHANCED MESSAGE-----