-----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, Gw8h2gFPGKCRcSeNDlLT3Mj+6gWR/jj8+qwLoHZqsI5m87oa5BVhq5anA5QqDlsI dEpUGksFER6wjPHNwtUh8g== 0000950152-99-005764.txt : 19990701 0000950152-99-005764.hdr.sgml : 19990701 ACCESSION NUMBER: 0000950152-99-005764 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL CABLE CORP /DE/ CENTRAL INDEX KEY: 0000886035 STANDARD INDUSTRIAL CLASSIFICATION: DRAWING AND INSULATING NONFERROUS WIRE [3357] IRS NUMBER: 311351333 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-12983 FILM NUMBER: 99656893 BUSINESS ADDRESS: STREET 1: 4 TESSENEER DRIVE CITY: HIGHLAND HEIGHTS STATE: KY ZIP: 41076 BUSINESS PHONE: 6065728000 11-K 1 GENERAL CABLE CORPORATION FORM 11-K 1 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 [NO FEE REQUIRED] For the fiscal year ended December 31, 1998 [ ] 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: GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN 4 Tesseneer Drive Highland Heights, Kentucky 41076 B. Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office: GENERAL CABLE CORPORATION 4 Tesseneer Drive Highland Heights, Kentucky 41076 2 SIGNATURES Pursuant to the requirements of the Securities and 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. GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN Date: June 28, 1999 By: /s/ Robert J. Siverd ----------------------------------- Name: Robert J. Siverd Title: Member, Retirement Plan Finance Committee 3 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 33-31865 of General Cable Corporation on Form S-8 of our report dated May 21, 1999, appearing in this Annual Report on Form 11-K of General Cable Corporation Retirement and Savings Plan for the year ended December 31, 1998. Deloitee & Touche LLP Cincinnati, Ohio June 28, 1999 4 -------------------------------------- GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN Financial Statements for the Years Ended December 31, 1998 and 1997 and Supplemental Schedule as of December 31, 1998 and Independent Auditors' Report 5 GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN TABLE OF CONTENTS - --------------------------------------------------------------------------------
Page INDEPENDENT AUDITORS' REPORT 1 FINANCIAL STATEMENTS: Statement of Net Assets Available for Benefits, December 31, 1998 2 Statement of Net Assets Available for Benefits, December 31, 1997 3 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 1998 4 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 1997 5 Notes to Financial Statements 6 SUPPLEMENTAL SCHEDULE - Schedule of Assets Held for Investment (Item 27a of Form 5500), December 31, 1998 12
SUPPLEMENTAL SCHEDULES OMITTED Certain of the Plan's assets are invested in the General Cable Corporation Master Defined Contribution Trust. Therefore, schedules of investments held at December 31, 1998 and of reportable transactions of the Master Defined Contribution Trust for the year ended December 31, 1998 have been certified by the Master Trustee and are separately filed with the Department of Labor. Other supplemental schedules not filed herewith are omitted because of the absence of conditions under which they are required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. 6 INDEPENDENT AUDITORS' REPORT General Cable Corporation Retirement and Savings Plan: We have audited the accompanying statements of net assets available for benefits of the General Cable Corporation Retirement and Savings Plan ("the Plan") as of December 31, 1998 and 1997, 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, 1998 and 1997, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule listed in the Table of Contents is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is 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 in the statements of net assets available for benefits and the statements of changes in net assets available for benefits is presented for the purpose of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of the individual funds. The supplemental schedules and supplemental information by fund is the responsibility of the Plan's management. Such supplemental schedules 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. Deloitte & Touche LLP Cincinnati, Ohio May 21, 1999 7 GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1998 - --------------------------------------------------------------------------------
Supplemental Information by Fund ------------------------------------------------------------------------------------------ Wilmington Trust Company ------------------------------------------------------------------------------------------ Massachusetts Lasalle MFS American FPA Investors Income Emerging PBHG Funds New Trust Plus Growth Growth EuroPacific Income Fund Fund Fund Fund Growth Fund Fund ASSETS: Investment in General Cable Corporation Master Defined Contribution Trust (Notes 1,2,4) $ 24,805,605 $ 11,169,395 $ 8,345,806 $ 7,719,186 $ 3,439,932 $ 5,721,547 Contributions receivable (Note 3) 46,377 43,115 33,539 25,232 16,526 11,459 Loans to participants (Note 1) ------------ ------------ ----------- ----------- ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $ 24,851,982 $ 11,212,510 $ 8,379,345 $ 7,744,418 $ 3,456,458 $ 5,733,006 ============ ============ =========== =========== =========== ===========
Supplemental Information by Fund -------------------------------------------- Wilmington Trust Company -------------------------------------------- General Cable Corporation Loan Stock Fund Fund Total ASSETS: Investment in General Cable Corporation Master Defined Contribution Trust (Notes 1,2,4) $ 2,324,751 $ 63,526,222 Contributions receivable (Note 3) 18,592 194,840 Loans to participants (Note 1) $ 2,615,782 2,615,782 ----------- ----------- ------------ NET ASSETS AVAILABLE FOR BENEFITS $ 2,343,343 $ 2,615,782 $ 66,336,844 =========== =========== ============
See notes to financial statements. -2- 8 GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1997 - --------------------------------------------------------------------------------
Supplemental Information by Fund ------------------------------------------------------------------------------------------ The Chase Manhattan Bank ------------------------------------------------------------------------------------------ Massachusetts Lasalle MFS American FPA Investors Income Emerging PBHG Funds New Trust Plus Growth Growth EuroPacific Income Fund Fund Fund Fund Growth Fund Fund ASSETS: Investment in General Cable Corporation Master Retirement Trust (Notes 1,2,4) $ 22,283,269 $ 9,555,124 $ 7,568,686 $ 10,112,715 $ 3,471,774 $ 5,717,640 Contributions receivable (Note 3) 33,647 54,475 24,033 22,431 16,022 8,011 Loans to participants (Note 1) ------------ ----------- ----------- ------------ ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $ 22,316,916 $ 9,609,599 $ 7,592,719 $ 10,135,146 $ 3,487,796 $ 5,725,651 ============ =========== =========== ============ =========== ===========
Supplemental Information by Fund ------------------------------------------- The Chase Manhattan Bank ------------------------------------------- General Cable Corporation Loan Stock Fund Fund Total ASSETS: Investment in General Cable Corporation Master Retirement Trust (Notes 1,2,4) $ 1,103,619 $ 59,812,827 Contributions receivable (Note 3) 1,602 160,221 Loans to participants (Note 1) $ 2,655,358 2,655,358 ----------- ----------- ------------ NET ASSETS AVAILABLE FOR BENEFITS $ 1,105,221 $ 2,655,358 $ 62,628,406 =========== =========== ============
See notes to financial statements. -3- 9 GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1998 - --------------------------------------------------------------------------------
Supplemental Information by Fund -------------------------------------------------------- Wilmington Trust Company -------------------------------------------------------- Massachusetts Lasalle MFS Investors Income Emerging PBHG Trust Plus Growth Growth Fund Fund Fund Fund INCREASES: Contributions (Note 1): Employee $ 779,471 $ 713,692 $ 563,534 $ 421,627 Employer 442,140 581,456 366,260 279,983 Other 156,439 228,857 50,072 39,845 ------------ ------------ ----------- ----------- Total 1,378,050 1,524,005 979,866 741,455 ------------ ------------ ----------- ----------- Equity in net earnings of the General Cable Corporation Master Defined Contribution Trust (Notes 1,2,4) 5,040,607 594,751 1,740,286 (253,340) Interest income ------------ ------------ ----------- ----------- Total increases 6,418,657 2,118,756 2,720,152 488,115 ------------ ------------ ----------- ----------- DECREASES: Distributions to participants (Note 3) 3,076,569 2,373,618 1,276,841 1,076,280 Other disbursement 44,485 ------------ ------------ ----------- ----------- Total decreases 3,076,569 2,418,103 1,276,841 1,076,280 ------------ ------------ ----------- ----------- INTERFUND TRANSFERS (807,022) 1,902,258 (656,685) (1,802,563) ------------ ------------ ----------- ----------- INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 2,535,066 1,602,911 786,626 (2,390,728) NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 22,316,916 9,609,599 7,592,719 10,135,146 ------------ ------------ ----------- ----------- End of year $ 24,851,982 $ 11,212,510 $ 8,379,345 $ 7,744,418 ============ ============ =========== ===========
Supplemental Information by Fund --------------------------------------------------- Wilmington Trust Company --------------------------------------------------- American FPA General Funds New Cable EuroPacific Income Corporation Loan Growth Fund Fund Stock Fund Fund INCREASES: Contributions (Note 1): Employee $ 275,554 $ 192,689 $ 211,287 Employer 182,328 108,132 114,910 Other 22,366 47,568 30,822 ----------- ----------- ----------- ----------- Total 480,248 348,389 357,019 ----------- ----------- ----------- ----------- Equity in net earnings of the General Cable Corporation Master Defined Contribution Trust (Notes 1,2,4) 554,940 298,892 (672,179) Interest income $ 6,920 ----------- ----------- ----------- ----------- Total increases 1,035,188 647,281 (315,160) 6,920 ----------- ----------- ----------- ----------- DECREASES: Distributions to participants (Note 3) 544,491 675,173 91,763 252,251 Other disbursement ----------- ----------- ----------- ----------- Total decreases 544,491 675,173 91,763 252,251 ----------- ----------- ----------- ----------- INTERFUND TRANSFERS (522,035) 35,247 1,645,045 205,755 ----------- ----------- ----------- ----------- INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS (31,338) 7,355 1,238,122 (39,576) NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 3,487,796 5,725,651 1,105,221 2,655,358 ----------- ----------- ----------- ----------- End of year $ 3,456,458 $ 5,733,006 $ 2,343,343 $ 2,615,782 =========== =========== =========== ===========
Supplemental Information by Fund -------------------------------- Wilmington Trust Company ------------------------ Total INCREASES: Contributions (Note 1): Employee $ 3,157,854 Employer 2,075,209 Other 575,969 ------------ Total 5,809,032 ------------ Equity in net earnings of the General Cable Corporation Master Defined Contribution Trust (Notes 1,2,4) 7,303,957 Interest income 6,920 ------------ Total increases 13,119,909 ------------ DECREASES: Distributions to participants (Note 3) 9,366,986 Other disbursement 44,485 ------------ Total decreases 9,411,471 ------------ INTERFUND TRANSFERS - ------------ INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 3,708,438 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 62,628,406 ------------ End of year $ 66,336,844 ============
-4- See notes to financial statements. 10 GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1997
Supplemental Information by Fund -------------------------------------------------------------------------------------------- The Chase Manhattan Bank -------------------------------------------------------------------------------------------- Massachusetts Lasalle MFS American FPA General Investors Income Emerging PBHG Funds New Cable Trust Plus Growth Growth EuroPacific Income Corporation Fund Fund Fund Fund Growth Fund Fund Stock Fund INCREASES: Contributions (Note 3): Employee $ 390,969 $ 693,198 $ 306,223 $ 283,869 $ 208,898 $ 109,758 $ 30,294 Employer 271,752 525,132 193,530 188,931 128,336 69,520 9,741 Other 102,817 41,015 46,566 61,136 49,034 14,779 10,805 ------------ ----------- ----------- ------------ ----------- ----------- ----------- Total 765,538 1,259,345 546,319 533,936 386,268 194,057 50,840 Equity in net earnings of the General Cable Corporation Master Retirement Trust (Notes 1,2,4) 5,535,015 454,337 1,357,997 1,998,393 240,648 452,693 3,379 Interest income ------------ ----------- ----------- ------------ ----------- ----------- ----------- Total increases 6,300,553 1,713,682 1,904,316 2,532,329 626,916 646,750 54,219 ------------ ----------- ----------- ------------ ----------- ----------- ----------- DECREASES: Distributions to participants (Note 3) 1,543,010 2,425,642 56,606 805,734 45,064 356,243 Other disbursements 36,657 148 ------------ ----------- ----------- ------------ ----------- ----------- ----------- Total decreases 1,543,010 2,462,299 56,606 805,734 45,064 356,391 INTERFUND TRANSFERS 17,559,373 10,358,216 5,745,009 8,408,551 2,905,944 5,435,292 1,051,002 ------------ ----------- ----------- ------------ ----------- ----------- ----------- INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 22,316,916 9,609,599 7,592,719 10,135,146 3,487,796 5,725,651 1,105,221 NET ASSETS AVAILABLE FOR BENEFITS Beginning of year ------------ ----------- ----------- ------------ ----------- ----------- ----------- End of year $ 22,316,916 $ 9,609,599 $ 7,592,719 $ 10,135,146 $ 3,487,796 $ 5,725,651 $ 1,105,221 ============ =========== =========== ============ =========== =========== ===========
Supplemental Information by Fund ------------------------------------------------------------------------------------ Nations Bank ------------------------------------------------------------------------------------ American NB Short- NB NB NB NB Financial Intermediate Capital Equity Equity Strategic Group Stock Government Growth Income Index Fixed Income Fund Fund Fund Fund Fund Fund INCREASES: Contributions (Note 3): Employee $ 147,835 $ 225,720 $ 202,762 $ 243,799 $ 123,772 Employer 85,893 144,430 119,236 160,384 62,223 Other 19 9,736 1,451 1,386 ---------- ----------- ----------- ----------- ------------ ----------- Total 233,747 379,886 323,449 405,569 185,995 Equity in net earnings of the General Cable Corporation Master Retirement Trust (Notes 1,2,4) $ (7,757) 6,450 (150,997) 178,935 290,211 (13,777) Interest income ---------- ----------- ----------- ----------- ------------ ----------- Total increases (7,757) 240,197 228,889 502,384 695,780 172,218 ---------- ----------- ----------- ----------- ------------ ----------- DECREASES: Distributions to participants (Note 3) 35,422 241,174 258,124 376,191 434,185 188,108 Other disbursements 505 525 113 317 ---------- ----------- ----------- ----------- ------------ ----------- Total decreases 35,422 241,679 258,124 376,716 434,298 188,425 INTERFUND TRANSFERS (1,794,626) (6,079,780) (9,110,581) (9,289,704) (12,252,160) (5,047,909) ---------- ----------- ----------- ----------- ------------ ----------- INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS (1,837,805) (6,081,262) (9,139,816) (9,164,036) (11,990,678) (5,064,116) NET ASSETS AVAILABLE FOR BENEFITS Beginning of year 1,837,805 6,081,262 9,139,816 9,164,036 11,990,678 5,064,116 ---------- ----------- ----------- ----------- ------------ ----------- End of year $ - $ - $ - $ - $ - $ - ========== =========== =========== =========== ============ ===========
Supplemental Information by Fund -------------------------------------- Nations Bank NB Treasury Loan Fund Fund Total INCREASES: Contributions (Note 3): Employee $ 69,184 $ 3,036,281 Employer 110,914 2,070,022 Other 338,744 ----------- ----------- ------------ Total 180,098 5,445,047 Equity in net earnings of the General Cable Corporation Master Retirement Trust (Notes 1,2,4) 131,433 10,476,960 Interest income $ 214,011 214,011 ----------- ----------- ------------ Total increases 311,531 214,011 16,136,018 ----------- ----------- ------------ DECREASES: Distributions to participants (Note 3) 212,165 62,502 7,040,170 Other disbursements 405 38,670 ----------- ----------- ------------ Total decreases 212,570 62,502 7,078,840 INTERFUND TRANSFERS (8,040,023) 151,396 - ----------- ----------- ------------ INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS (7,941,062) 302,905 9,057,178 NET ASSETS AVAILABLE FOR BENEFITS Beginning of year 7,941,062 2,352,453 53,571,228 ----------- ----------- ------------ End of year $ - $ 2,655,358 $ 62,628,406 =========== =========== ============
See notes to financial statements. -5- 11 GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- 1. PLAN DESCRIPTION The assets of the Plan are maintained in the General Cable Corporation Master Defined Contribution Trust ("Master Trust"). The following brief description of the Plan is provided for general information only. Participants should refer to the Summary Plan Description for more information. General - The General Cable Corporation Retirement and Savings Plan (the "Plan") is a defined contribution plan of General Cable Corporation (the "Company") consisting primarily of the following components: the Savings Account which accumulates the participant's share of the trust funds attributable to participant contributions (after tax contributions and before tax deferrals); the Retirement Account which accumulates the participant's share of the trust funds attributable to the Company's discretionary contributions allocated to participants based on compensation; Matching Contribution Account which accumulates the participant's share of the trust funds attributable to Company matching contributions; the Retirement Rollover Account which represents the participant's share of the trust funds attributable to the rollover of their accrued benefits under former retirement plans; and the Pre-Spinoff Account which maintains the participant's share in the trust fund attributable to Company contributions made to plans prior to the spinoff from American Premier Underwriters, Inc. in July 1992. The Wilmington Trust Company ("Wilmington") became the Trustee of the Plan effective January 1, 1998 replacing The Chase Manhattan Bank ("Chase"). Chase became the Trustee of the Plan effective April 1, 1997 replacing Nations Bank, N.A. The purpose of the Plan is to provide eligible employees with an opportunity to save on a regular basis and thereby accumulate capital for their retirement years. The Plan is intended to comply with the provisions of Sections 401(a) and 401(k) of the Internal Revenue Code, and the requirements of the Employee Retirement Income Security Act of 1974 ("ERISA"). Participation - Generally, employees of the Company or a participating company as defined by the Plan, other than those included in a collective bargaining unit and covered by an agreement between the Company and such unit, are eligible to participate in the Plan upon completion of one month of service. Participation in the Plan is voluntary as to the Savings Account and automatic as to the Matching Contribution and Retirement Accounts. Separate participant accounts are maintained and participants can choose from among the following investment funds within the Master Trust. The Investment Fund descriptions have been provided by the trustee of the Plan or the plan administrator. - Massachusetts Investors Trust Fund - Invests primarily in equity securities. The fund seeks reasonable current income and long-term growth of income and capital. - LaSalle Income Plus Fund - Invests principally in guaranteed investment contracts with the objective of obtaining competitive fixed income returns in different interest rate environments. -6- 12 - MFS Emerging Growth Fund - Invests primarily in emerging growth companies, early in their life cycles, with the objective of long-term growth of capital. - PBHG Growth Fund - Invests principally in common stocks with the objective of capital appreciation. - American Funds EuroPacific GrowthFund - Invests in the stocks of non-U.S. companies with the objective of long-term growth of capital. - FPA New Income Fund - Invests primarily in bonds with short to intermediate maturities, U.S. Government Securities, mortgage-backed securities, and commercial paper. - General Cable Corporation Stock Fund - Invests principally in common stock of General Cable Corporation. During the first three months of 1997, participants could choose from among eight investment funds. A brief description of these funds, provided by the Fund Prospectus, is as follows: - American Financial Group Stock Fund - Invests principally in the common stock of American Financial Group. - NationsBank Short-Intermediate Government Fund - Invests principally in bonds issued by the U.S. Government, its agencies and instrumentalities. It is structured to have an average weighted maturity of less than five years. - NationsBank Capital Growth Fund - Invests in stocks which, in the opinion of the fund manager, have superior growth characteristics, selling at reasonable prices, that should outperform the market over time and focuses on companies with both above average growth potential and solid financial statements. - NationsBank Equity Income Fund - Invests in common stocks and convertible securities that together, in the opinion of the fund manager, exhibit a 50% higher current yield relative to the Standard and Poor's 500 Stock Index. - NationsBank Equity Index Fund - Invests principally in stocks included in the Standard and Poor's 500 Stock Index. - NationsBank Strategic Fixed Income Fund - Invests principally in a mix of investment grade (BBB or better) corporate, government, and mortgage backed securities. It is structured to have an average weighted maturity of 10 years or less. - NationsBank Treasury Fund - Invests in obligations both issued and guaranteed by the U.S. Treasury and repurchase agreements secured by such obligations. Maturities are limited to thirteen months or less. The Plan also has a Loan Fund from which loans to participants are permitted at an interest rate equal to the prime rate plus 1%. The amount borrowed may not exceed, as of the date of the loan, the lesser of one half the participant's vested amount in the Plan or 100% of the participant's vested Savings Account, Rollover Contribution Account, and Matching Contribution Account, not to exceed $50,000. -7- 13 The interest rate on loans outstanding at December 31, 1998 ranges from 7% to 10% and the loans mature from 1999 to 2010. The interest rate on loans outstanding at December 31, 1997 ranged from 7% to 10% and the loans matured from 1998 to 2008. 2. SIGNIFICANT ACCOUNTING POLICIES The following are the significant accounting policies followed by the Plan: - Investments are generally valued on the basis of the quoted market value. - Security transactions are recorded on the trade date. - Income from investments is recognized when earned. Use of Estimates - The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases or decreases in net assets available for benefits during the reporting period. Actual results could differ from those estimates. 3. PARTICIPANTS' ACCOUNTS AND BENEFITS Contributions - The Company may elect to make a Retirement Account contribution to Plan participants who have reached one year of service. The Retirement Account contribution, which totaled $1,379,396 and $1,368,173 for the years ended December 31, 1998 and 1997, respectively, is determined at the discretion of the Board of Directors. The Retirement Account contribution is allocated to participants based on the participant's total compensation (wages, salaries and other amounts paid for personal services actually rendered, periodic continuation payments, any amounts paid in lieu of unused vacation days, and short-term disability payments). Employees who are eligible to participate in the Plan may make a before-tax Savings Account contribution up to 13% of their compensation subject to an overall limitation. The Company may elect to match a percentage of each participant's before tax compensation contribution to the Savings Account. This matching contribution percentage is determined at the discretion of the Board of Directors. Company matching contributions totaled $695,813 and $701,849 for the years ended December 31, 1998 and 1997, respectively. In addition, participants may make unmatched contributions up to 10% of their compensation on an after-tax basis which is also subject to an overall limitation. The increase or decrease in the net assets of the Plan is allocated on the basis of participant account balances in each of the funds. Rollovers - A participant may at any time make a rollover contribution to the Plan if satisfactory evidence that the amount qualifies as a "Rollover Contribution" as defined in the Internal Revenue Code is provided and the rollover does not impose a substantial administrative burden on the Plan. -8- 14 Vesting - Participants' contributions are fully vested. The Company's matching contributions are vested based upon completed years of service (as defined by the Plan) as follows: Vested Completed Years of Service Percentage Less than 1 0 % 1 but less than 2 25 % 2 but less than 3 50 % 3 but less than 4 75 % 4 or more 100 % The Company's contributions to a participant's Retirement Account and pre-spinoff Company Retirement Account contributions included in the prior plan accounts become vested based on their completed years of service (as defined by the Plan) as follows: Vested Completed Years of Service Percentage Less than 3 0 % 3 but less than 4 20 % 4 but less than 5 40 % 5 but less than 6 60 % 6 but less than 7 80 % 7 or more 100 % In the event of death, disability, attainment of age 65, or attainment of age 55 and five years of service, Company contributions become fully vested. Benefit Payments - Upon retirement or other termination of employment, a participant's vested account balance less any amount necessary to repay participant loans may be distributed to the participant, or in the case of death, to a designated beneficiary, in a lump-sum distribution, or, if hired prior to July 1, 1994, by purchase of a single life or joint and survivor annuity, by transfer to the Company's Retirement Income Guarantee Plan (a defined benefit plan) to be paid from such plan in the form as may be available under such plan, or other method as defined in the Plan. The distribution is made as soon as practicable following the participant's termination of employment. Withdrawals - The portion of a participant's account attributable to participant pre-tax contributions and vested pre-spinoff matching contributions may be withdrawn at any time without penalty once the participant has attained the age 59-1/2. Participant after-tax contributions may be withdrawn up to two times per year. Certain other account balances may be withdrawn prior to termination of employment if the participant qualifies for financial hardship, as defined by the Plan. However, in no event is a participant permitted to withdraw any portion (whether or not vested) of their Retirement Account or their Retirement Rollover Account prior to termination of employment. Net assets available for benefits include amounts allocated to accounts of persons who have withdrawn from participation in the Plan of $2,725,688 and $978,037 at December 31, 1998 and 1997, respectively. Forfeitures - Upon a participant's termination from the Company, Company contributions which are not vested are used to reduce future Company contributions to the Plan. -9- 15 4. INVESTMENTS The Plan's investment in the Master Trust consists of an interest in a commingled employee benefit trust administered by the Company's Retirement Plans Finance Committee with Wilmington as trustee. For 1998, the Master Trust includes the Company's two qualified defined contribution plans as compared to 1997 which includes the Company's four qualified benefit plans (two defined contribution plans and two defined benefit plans). The assets of the various retirement plans of the Company are commingled for investment purposes; however, the trustee accounts for changes in net assets of the Master Trust for each plan. The Master Trust is presented at fair value based on the market value of the investments of the Master Trust. Market values are generally determined by the quoted closing price of the securities on the last business day of the period. Income from investments is recognized when earned. The cost of investments sold is determined by the average cost method. Net assets and changes in net assets of the Master Trust are:
DECEMBER 31, DECEMBER 31, NET ASSETS, AT FAIR VALUE 1998 1997 Noninterest-bearing cash $ 489,780 Temporary investment fund 525,328 Corporate common stocks $ 2,510,053 35,734,274 Mutual and money market funds 64,636,542 114,528,213 Coal lease 5,282,199 Guaranteed investment contract 2,365,039 ------------ ------------ Total investments 67,146,595 158,924,833 Other assets and liabilities, net (174,133) ------------ ------------ Total net assets $ 67,146,595 $158,750,700 ============ ============
YEAR ENDED YEAR ENDED DECEMBER 31, DECEMBER 31, CHANGES IN NET ASSETS 1998 1997 Deposits by participating plans $ 6,696,513 $ 8,232,587 Withdrawals by participating plans (9,300,671) (15,263,955) Interest and dividends 3,082,175 13,385,776 Unrealized gain/(loss) 2,785,245 3,754,192 Realized gain (loss) 1,813,177 11,407,792 ------------ ------------ Total change in net assets $ 5,076,439 $ 21,516,392 ============ ============ Plan's investment in Master Trust as a percent of total 94.61 % 37.68 % ===== =====
Equity in the net earnings of the Master Trust is allocated to participating plans and participants daily. -10- 16 5. PLAN TERMINATION The Company expects to continue the Plan indefinitely, but reserves the right to terminate it by duly adopted written resolution of the Board of Directors of the Company. In the event of termination, the assets of the Plan credited to each participant's account become fully vested and non-forfeitable, and the plan assets will be allocated to provide benefits to participants as set forth in the Plan, or as otherwise required by law. 6. TAX STATUS The Plan obtained its latest determination letter on April 6, 1995, in which the Internal Revenue Service stated that the Plan was in compliance with the applicable requirements of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter; however, the plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable provisions of the IRC and the Plan was qualified and the related trust was tax-exempt as of the financial statement date. Therefore, no provision for income taxes has been included in the Plan's financial statements. ************ -11- 17 GENERAL CABLE CORPORATION RETIREMENT AND SAVINGS PLAN SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT (ITEM 27A OF FORM 5500), DECEMBER 31, 1998 - --------------------------------------------------------------------------------
IDENTITY OF ISSUE, BORROWER, FAIR LESSOR OR SIMILAR PARTY DESCRIPTION OF INVESTMENT COST VALUE Participant loans 276 loans with maturities ranging from May 1999 to February 2010 and interest rates ranging from 7% - 10% $ - $ 2,615,782 ==== ===========
Note: The remaining net assets of the Plan are held in the General Cable Corporation Master Defined Contribution Trust. -12- -----END PRIVACY-ENHANCED MESSAGE-----