-----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, DzYwX84mUpgTy/I2NEYKVxJLFaE9j/B3YRvmGJJ9X8tsV+ySKnqye15BcMjl32U5 5xvT5w/8fRK5nqhQ1N5Nbg== 0000896622-97-000006.txt : 19970626 0000896622-97-000006.hdr.sgml : 19970626 ACCESSION NUMBER: 0000896622-97-000006 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970625 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: APTARGROUP INC CENTRAL INDEX KEY: 0000896622 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 363853103 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11846 FILM NUMBER: 97629498 BUSINESS ADDRESS: STREET 1: 475 W TERRA COTTA AVE STREET 2: STE E CITY: CRYSTAL LAKE STATE: IL ZIP: 60014 BUSINESS PHONE: 8154770424 MAIL ADDRESS: STREET 1: 475 W. TERRA COTTA AVE. SUITE E CITY: CRYSTAL LAKE STATE: IL ZIP: 60014 11-K 1 PAGE 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 For the Fiscal Year Ended December 31, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ----to---- COMMISSION FILE NUMBER 1-11846 APTARGROUP, INC. Profit Sharing and Savings Plan -------------------------------- (Full title of the Plan) APTARGROUP, INC. --------------------------- (Name of issuer of certain securities held pursuant to the Plan) 475 WEST TERRA COTTA AVENUE, SUITE E CRYSTAL LAKE, IL 60014 ------------------------------------ (Address of Issuer's Principal Executive Office and Plan) PAGE 2 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN INDEX TO FINANCIAL STATEMENTS AND SCHEDULES -------------------------------------------- Title PAGE - ----- ---- Report of independent accountants 3 Financial statements: Statements of Financial Position, With Fund Information, at December 31, 1996 and 1995 4-7 Statements of Income and Changes in Plan Equity, With Fund Information, for the years ended December 31, 1996 and 1995 8-15 Notes to financial statements 16-22 Supplemental schedules: Assets held for investment purposes at December 31, 1996 (Schedule I) 23-24 Reportable transactions for year ended December 31, 1996 (Schedule II) 25-27 Consent of Independent Accountants Exhibit A Note: Supplementary schedules not included have been omitted because they are not applicable. PAGE 3 REPORT OF INDEPENDENT ACCOUNTANTS --------------------------------- To the Participants and the Administrative Committee of the AptarGroup, Inc. Profit Sharing and Savings Plan In our opinion, the accompanying statements of financial position, and the related statements of income and changes in plan equity present fairly, in all material respects, the financial position of the AptarGroup, Inc. Profit Sharing and Savings Plan at December 31, 1996 and 1995, and the results of its operations and changes in its plan equity for the years ended December 31, 1996 and 1995, in conformity with generally accepted accounting principles. 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 of these statements in accordance with generally accepted auditing standards which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in Schedules I and II is presented for purposes of additional analysis and is not a required part of the basic financial statements but is additional 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 Fund Information in the Statements of Financial Position and the Statements of Income and Changes in Plan Equity is presented for purposes of additional analysis rather than to present the financial position and statement of income and changes in plan equity of each fund. Schedules I and II and the 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/ Price Waterhouse LLP Chicago, Illinois June 12, 1997 PAGE 4 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF FINANCIAL POSITION, WITH FUND INFORMATION, AT DECEMBER 31, 1996 AND 1995 ----------------------------- Money Market Magellan Fund Fund ------------------ ------------------- ASSETS: 1996 1995 1996 1995 ---- ---- ---- ---- Investments, at market value $5,451,545 $5,002,524 $11,727,436 $11,817,471 Participant loans 846,506 781,868 -- -- --------- --------- ---------- ---------- $6,298,051 $5,784,392 $11,727,436 $11,817,471 ========= ========= ========== ========== PLAN EQUITY: Participant's equity $6,298,051 $5,784,392 $11,727,436 $11,817,471 ========= ========= ========== ========== The accompanying notes are an integral part of this statement. PAGE 5 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF FINANCIAL POSITION, WITH FUND INFORMATION (CONTINUED), AT DECEMBER 31, 1996 AND 1995 -------------------------------- AptarGroup Growth and Stock Fund Income Fund --------------------- -------------------- ASSETS: 1996 1995 1996 1995 ---- ---- ---- ---- Investments, at market value $3,191,712 $2,670,922 $5,535,499 $3,211,670 Participant loans -- -- -- -- --------- --------- --------- --------- $3,191,712 $2,670,922 $5,535,499 $3,211,670 ========= ========= ========= ========= PLAN EQUITY: Participants' equity $3,191,712 $2,670,922 $5,535,499 $3,211,670 ========= ========= ========= ========= The accompanying notes are an integral part of this statement. PAGE 6 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF FINANCIAL POSITION, WITH FUND INFORMATION (CONTINUED), AT DECEMBER 31, 1996 AND 1995 ----------------------------- Managed Overseas Income Fund Fund --------------------- ------------------ ASSETS: 1996 1995 1996 1995 ---- ---- ---- ---- Investments, at market value $843,225 $806,088 $384,416 $ -- Participant loans -- -- -- -- ------- ------- ------- ------- $843,225 $806,088 $384,416 $ -- ======= ======= ======= ======= PLAN EQUITY: Participants' equity $843,225 $806,088 $384,416 $ -- ======= ======= ======= ======= The accompanying notes are an integral part of this statement. PAGE 7 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF FINANCIAL POSITION WITH FUND INFORMATION (CONTINUED), AT DECEMBER 31, 1996 AND 1995 ----------------------------- Fidelity Asset Manager TOTAL --------------------- --------------------- 1996 1995 1996 1995 ------- ------- ------- ------- ASSETS: Investments, at market value $ 55,450 $ -- $27,189,283 $23,508,675 Participant loans -- -- 846,506 781,868 ------- ------- ---------- ---------- $ 55,450 $ -- $28,035,789 $24,290,543 ======= ======= ========== ========== PLAN EQUITY: Participants' equity $ 55,450 $ -- $28,035,789 $24,290,543 ======= ======= =========== =========== PAGE 8 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION, FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 ---------------------------------------------- Money Market Magellan Fund Fund ------------------ ----------------- 1996 1995 1996 1995 ---- ---- ---- ---- Contributions: From Participating employees $ 505,506 $ 465,063 $ 842,060 $ 790,393 Employer 185,665 210,995 306,813 297,877 Income from investments: Dividends and interest 288,859 290,658 1,822,898 692,129 Appreciation/ (depreciation) in market value of investments -- -- (526,284) 2,355,099 Benefits paid to participants (277,649) (310,374) (727,197) (108,469) Administrative expenses (3,196) (1,216) (633) (209) Transfers between funds, net (185,526) (15,810) (1,807,692) (300,385) -------- --------- --------- -------- PAGE 9 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION (CONTINUED), FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 ---------------------------------------------- Money Market Magellan Fund Fund ------------------ ---------------------- 1996 1995 1996 1995 ----- ----- ----- ----- Net increase/ (decrease) in participants' equity for the period $ 513,659 $ 639,316 $ (90,035) $ 3,726,435 Participants' equity, beginning of the period 5,784,392 5,145,076 11,817,471 8,091,036 --------- --------- ---------- ---------- Participants' equity, end of the period $6,298,051 $5,784,392 $11,727,436 $11,817,471 ========= ========= ========== ========== The accompanying notes are an integral part of this statement. PAGE 10 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION (CONTINUED), FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 ----------------------------------------------- AptarGroup Growth and Stock Fund Income Fund -------------------- ------------------- 1996 1995 1996 1995 ------ ------ ------ ------ Contributions: From Participating employees $ 290,730 $204,698 $419,972 $274,629 Employer 103,954 73,261 138,231 98,023 Income from investments: Dividends and interest 32,375 22,490 257,161 163,141 Appreciation/ (depreciation) in market value of investments (161,983) 577,773 553,537 626,673 Benefits paid to participants (123,299) (3,205) (394,385) (10,209) Administrative expenses -- -- (484) (90) Transfers between funds, net 379,013 247,009 1,349,797 147,925 -------- -------- --------- -------- PAGE 11 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN -------------------------------- STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION (CONTINUED), FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 ----------------------------------------------- AptarGroup Growth and Stock Fund Income Fund ------------------- ----------------- 1996 1995 1996 1995 ------ ------ ------ ------ Net increase/ (decrease) in participants' equity for the period $ 520,790 $ 1,122,026 $2,323,829 $1,300,092 Participants' equity, beginning of the period 2,670,922 1,548,896 3,211,670 1,911,578 --------- --------- --------- --------- Participants' equity, end of the period $ 3,191,712 $ 2,670,922 $5,535,499 $3,211,670 ========= ========= ========= ========= The accompanying notes are an integral part of this statement. PAGE 12 APTARGROUP, INC PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION (CONTINUED), FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 ---------------------------------------------- Managed Overseas Income Fund Fund -------------------- -------------------- 1996 1995 1996 1995 ------ ------ ------ ------ Contributions: From Participating employees $ 116,348 $ 104,232 $ 30,782 $ -- Employer 40,086 38,791 11,575 -- Income from investments: Dividends and interest 52,111 46,133 23,557 -- Appreciation/ (depreciation) in market value of investments -- -- 928 -- Benefits paid to participants (75,713) (3,492) (21) -- Administrative expenses (170) (76) -- -- Transfers between funds, net (95,525) (78,739) 317,595 -- -------- ------ ------- ------- PAGE 13 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN -------------------------------- STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION (CONTINUED), FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 ----------------------------------------------- Managed Overseas Income Fund Fund -------------------- ------------------ 1996 1995 1996 1995 ------ ------ ------ ------ Net increase/ (decrease) in participants' equity for the period $ 37,137 $ 106,849 $ 384,416 $ -- Participants' equity, beginning of the period 806,088 699,239 -- -- ----------- ---------- -------- -------- Participants' equity, and of the period $ 843,225 $ 806,088 $ 384,416 $ -- ========== ========== ======== ======== The accompanying notes are an integral part of this statement. PAGE 14 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION (CONTINUED), FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 ---------------------------------------------- Asset Manager Total ----------------------- ----------------------- 1996 1995 1996 1995 ----- ----- ----- ----- Contributions: From Participating employees $ 8,209 $ -- $ 2,213,607 $ 1,839,015 Employer 2,408 -- 788,732 718,947 Income from investments: Dividends and interest 3,478 -- 2,480,439 1,214,551 Appreciation/ (depreciation) in market value of investments (940) -- (134,742) 3,559,545 Benefits paid to participants (43) -- (1,598,307) (435,749) Administrative expenses -- -- (4,483) (1,591) Transfers between funds, net 42,338 -- -- -- -------- -------- ---------- ---------- PAGE 15 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION (CONTINUED), FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 ---------------------------------------------- Asset Manager Total ----------------------- ----------------------- 1996 1995 1996 1995 ----- ----- ----- ----- Net increase/ (decrease) in participants' equity for the period $ 55,450 $ -- $ 3,745,246 $ 6,894,718 Participants' equity, beginning of the period -- -- 24,290,543 17,395,825 ------- -------- ---------- ---------- Participants' equity, end of the period $ 55,450 $ -- $28,035,789 $24,290,543 ======= ======= ========== ========== The accompanying notes are an integral part of this statement. PAGE 16 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 -------------------------------- NOTE 1 - DESCRIPTION OF THE PLAN - --------------------------------- The AptarGroup, Inc. Profit Sharing and Savings Plan (the "Plan"), established on April 22, 1993, covers eligible full-time employees of AptarGroup, Inc. and certain of its subsidiaries (the "Company" or the "Employer"). The Plan is administered by a committee appointed by the Company. An employee becomes eligible to participate at the beginning of each quarter after the completion of six months of service. Participation is elective and is exercised by means of authorizing contributions of salary to the Plan of not less than 1 percent and not more than 16 percent of earnings (subject to Internal Revenue Code limitations). Participants' earnings are generally defined as total compensation for services rendered to the Employer. Participants may elect to suspend their contributions at any time. Eligible employees will not share in any Employer contributions for any period in which they voluntarily suspend their contributions or do not participate in the Plan. Active participation can be elected again on the next regular enrollment date. The amount of Employer contributions is determined annually by the Employer. Such contributions are computed as a matching percentage of each participant's contribution within specified limits. Investment funds available that participants may select include the Money Market Fund, Magellan Fund, Managed Income Fund, Growth and Income Fund, Overseas Fund, Asset Manager and the AptarGroup Stock Fund. A participant may elect to transfer certain portions of his or her account in the Plan from one fund to another up to twelve times per year subject to certain restrictions between the Money Market Fund and Managed Income Fund. PAGE 17 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- NOTES TO FINANCIAL STATEMENTS (CONT'D) DECEMBER 31, 1996 AND 1995 --------------------------------------- Fidelity Institutional Retirement Services Company is the trustee for the Money Market Fund, Magellan Fund, Growth and Income Fund, Managed Income Fund, Overseas Fund, and Asset Manager Fund. CTC Illinois Trustee Company is the trustee for the AptarGroup Stock Fund. Each participant is fully vested in his or her contributions at all times. Vesting of the Employer contribution occurs at the rate of 20 percent per year on a cumulative basis for each year of service with a participating Employer. Forfeitures of nonvested amounts occur when a participant terminates employment for any reason other than retirement after age 65, death, or disability. Upon withdrawal from the Plan, the participant will receive the amount of his or her contributions plus the vested portion of his or her Employer contributions. Forfeited amounts are used to reduce contributions of the Employer. Further information about the Plan and the vesting and benefit provisions is contained in the Summary Plan Description which is available from the Plan Administrator. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - --------------------------------------------------- Basis of accounting - ------------------- The financial statements of the Plan have been prepared on the accrual basis of accounting. Certain previously reported amounts have been reclassified to conform to the current period presentation. Valuation of investments - ------------------------ All investments are stated at current market prices in actively traded markets. PAGE 18 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- NOTES TO FINANCIAL STATEMENTS (CONT'D) DECEMBER 31, 1996 AND 1995 -------------------------------------- Contributions - ------------- Employer and employee contributions are invested directly in appropriate funds based upon employee elections made at the date of enrollment or through authorized changes in elections. Use of estimates - ---------------- The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of net assets and changes thereto. Actual amounts could differ from those estimates. Security transactions and investment income - ------------------------------------------- Purchases and sales of securities, including related gains and losses, are recorded as of the trade date. Unsettled security investments represent transactions entered into prior to the end of the accounting period for which cash settlement is made in a subsequent period. Interest income is recorded when earned. Dividend income is recorded on the ex-dividend date. In accordance with the policy of stating investments at current value, net appreciation or depreciation is reflected in the Statement of Income and Changes in Plan Equity. This net appreciation consists of realized and unrealized gains and losses. Realized gains and losses are calculated as the difference between proceeds from a sales transaction and cost determined on an average basis. Unrealized gains and losses are calculated as the change in the fair value between the beginning of the year (or purchase date if later) and the end of the year. Realized gains (losses) for the years ended December 31, 1996 and 1995 were $(154,276) and $378,300, respectively. PAGE 19 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN -------------------------------- NOTES TO FINANCIAL STATEMENTS (CONT'D) DECEMBER 31, 1996 AND 1995 -------------------------------------- Benefit payments - ---------------- The plan follows the method of accounting for benefit payment obligations to terminated employees based upon AICPA guidance for accounting and disclosure by employee benefit plans. Based on this accounting method, participant distributions payable at year-end are not presented as a liability in the Statement of Financial Position or as benefit payments in the Statement of Income and Changes in Plan Equity. This treatment results in a difference between benefit payments in the Plan's Form 5500 and the benefit payments in the financial statements. Benefit obligations payable at December 31, 1996 and 1995 were $1,445,868 and $1,364,531, respectively. Trustee and administrative expenses - ----------------------------------- Expenses incurred in the administration of the Plan, except for loan service fees which are paid by the participants, are paid by the Company. NOTE 3 - PARTY-IN-INTEREST TRANSACTIONS - --------------------------------------- Party-in-interest transactions consisted of loans made to participants and investments in the AptarGroup Stock Fund. The Plan provides that a participant may, for specified reasons, borrow from the Plan an amount not to exceed 50 percent of the participant's vested account balance. Each participant loan is evidenced by a note and is considered an investment to that participants's account. Accordingly, principal and interest payments are credited to the respective participant's account. Each participant note carries an interest rate equal to the prime rate plus one percent (at December 31, 1996 interest rates on outstanding notes ranged from 7.0% to 11.0%) charged by the Trustee on the date of the loan, and repayment occurs through payroll withholding over a period not to exceed 60 months. PAGE 20 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- NOTES TO FINANCIAL STATEMENTS (CONT'D) DECEMBER 31, 1996 AND 1995 -------------------------------------- Stock in the AptarGroup Stock Fund was acquired by the Trustee in 1996 and 1995 on behalf of investment elections by participants in the Plan. NOTE 5 - AMENDMENT AND TERMINATION OF PLAN - ------------------------------------------ The Plan may be amended at any time by the Company. However, no amendment may adversely affect the current rights of the participants in the Plan with respect to contributions made prior to the date of the amendment. Employer contributions may be discontinued and the Company may terminate its participation in the Plan at any time. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA) applicable to defined contribution plans. Since the Plan provides for an individual account for each participant and for benefits based solely on the amount contributed to the participant's account and any income, expenses, gains and losses attributed thereto, its benefits are not insured by the Pension Benefit Guaranty Corporation pursuant to Title IV of ERISA. PAGE 21 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN -------------------------------- NOTES TO FINANCIAL STATEMENTS (CONT'D) DECEMBER 31, 1996 AND 1995 ------------------------------------- NOTE 6 - INVESTMENTS: - --------------------- The cost and market value of investments at December 31, 1996 and 1995 are as follows: Market 1996 Investments Cost Value - ---------------- ----- ------- Money Market Fund- Fidelity Money Market Fund, 5,451,545 shares $ 5,451,545 $ 5,451,545 Magellan Fund- Fidelity Magellan Fund Portfolio, 145,411 shares 10,555,922 11,727,436 AptarGroup Stock Fund- AptarGroup, Inc. Stock, 90,545 shares 2,483,054 3,191,712 Growth and Income Fund- Fidelity Growth and Income Portfolio #027-0254927262, 180,133 shares 4,444,659 5,535,499 Managed Income Fund- Fidelity Managed Income, 843,225 shares 843,225 843,225 Overseas Fund- Fidelity Overseas Fund 12,465 shares 383,723 384,416 Asset Manager Fund- Fidelity Asset Manager 3,367 shares 56,378 55,450 Participant Loans- Range of interest rates 7-11% 846,506 846,506 ----------- ----------- $25,065,012 $28,035,789 =========== =========== PAGE 22 APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN -------------------------------- NOTES TO FINANCIAL STATEMENTS (CONT'D) DECEMBER 31, 1996 AND 1995 ------------------------------------- Market 1995 Investments Cost Value - ---------------- ----- ------- Money Market Fund- Fidelity Money Market Fund, 5,002,524 shares $ 5,002,524 $ 5,002,524 Magellan Fund- Fidelity Magellan Fund Portfolio, 137,444 shares 9,840,187 11,817,471 AptarGroup Stock Fund- AptarGroup, Inc. Stock, 71,463 shares 1,720,595 2,670,922 Growth and Income Fund- Fidelity Growth and Income Portfolio #027-0254927262, 118,731 shares 2,625,766 3,211,670 Managed Income Fund- Fidelity Managed Income, 806,088 shares 806,088 806,088 Participant Loans- Range of interest rates 7-11% 781,868 781,868 ----------- ----------- $20,777,028 $24,290,543 =========== =========== PAGE 23 SCHEDULE I APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN ------------------------------- ASSETS HELD FOR INVESTMENT PURPOSES AT DECEMBER 31, 1996 -------------------- Number of Party Involved Description Shares - ---------------------- ------------ ---------- Fidelity Money Market Trust Retirement Government Money Market Portfolio Mutual Fund 5,451,545 Fidelity Magellan Fund Portfolio Mutual Fund 145,411 AptarGroup, Inc. Stock Common Stock 90,545 Fidelity Growth and Income Portfolio #027-0254927262 Mutual Fund 180,133 Fidelity Managed Income Fund Mutual Fund 843,225 Fidelity Overseas Fund Mutual Fund 12,465 Fidelity Asset Manager Mutual Fund 3,367 Participant Loans Loan -- PAGE 24 SCHEDULE I APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN (CONT'D) ---------------------------------------- ASSETS HELD FOR INVESTMENT PURPOSES AT DECEMBER 31, 1996 -------------------- Party Involved Cost Market Value - ------------------------- ------ ------------- Fidelity Money Market Trust Retirement Government Money Market Portfolio $ 5,451,545 $ 5,451,545 Fidelity Magellan Fund Portfolio 10,555,922 11,727,436 AptarGroup, Inc. Stock 2,483,054 3,191,712 Fidelity Growth and Income Portfolio #027-0254927262 4,444,659 5,535,499 Fidelity Managed Income Fund 843,225 843,225 Fidelity Overseas Fund 383,723 384,416 Fidelity Asset Manager 56,378 55,450 Participant Loans 846,506 846,506 ---------- ---------- Total Assets Held for Investment $25,065,012 $28,035,789 ========== ========== PAGE 25 SCHEDULE II APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN -------------------------------- REPORTABLE TRANSACTIONS For the Year Ended December 31, 1996 ------------------------------------- AGGREGATED 5% SECURITY TRANSACTIONS BY ISSUE -------------------------------------------- Description No. of Purchase Selling Party involved of investment transactions price price - -------------------- ------------- ------------- -------- --------- Fidelity Magellan Fund Mutual fund 123 $3,319,720 $ -- Fidelity Magellan Fund Mutual fund 98 -- 2,883,471 Fidelity Money Market Trust Mutual fund 78 1,350,346 -- Fidelity Money Market Trust Mutual fund 82 -- 901,325 Fidelity Growth & Income Mutual fund 104 2,330,558 -- Fidelity Growth & Income Mutual fund 38 -- 560,266 Managed Income Fund Mutual fund 53 585,147 -- Managed Income Fund Mutual fund 39 -- 548,010 AptarGroup Stock Fund Common stock 63 1,069,580 -- AptarGroup Stock Fund Common stock 35 -- 386,806 Fidelity Overseas Fund Mutual fund 34 386,739 -- Fidelity Overseas Fund Mutual fund 5 -- 3,251 Fidelity Asset Manager Mutual fund 22 56,471 -- Fidelity Asset Manager Mutual fund 4 -- 80 PAGE 26 SCHEDULE II APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN (CONT'D) ---------------------------------------- REPORTABLE TRANSACTIONS For the Year Ended December 31, 1996 ------------------------------------- AGGREGATED 5% SECURITY TRANSACTIONS BY ISSUE -------------------------------------------- Lease Expense Party involved rental incurred - ---------------------- ------- --------- Fidelity Magellan Fund -- -- Fidelity Magellan Fund -- -- Fidelity Money Market Trust -- -- Fidelity Money Market Trust -- -- Fidelity Growth & Income -- -- Fidelity Growth & Income -- -- Managed Income Fund -- -- Managed Income Fund -- -- AptarGroup Stock Fund -- -- AptarGroup Stock Fund -- -- Fidelity Overseas Fund -- -- Fidelity Overseas Fund -- -- Fidelity Asset Manager -- -- Fidelity Asset Manager -- -- PAGE 27 SCHEDULE II APTARGROUP, INC. PROFIT SHARING AND SAVINGS PLAN (CONT'D) ---------------------------------------- REPORTABLE TRANSACTIONS For the Year Ended December 31, 1996 ------------------------------------- AGGREGATED 5% SECURITY TRANSACTIONS BY ISSUE -------------------------------------------- Current Net Cost value gain Party involved of asset transaction date or (loss) - ---------------------- ---------- ----------------- ----------- Fidelity Magellan Fund $ -- $ 3,319,720 $ -- Fidelity Magellan Fund 2,603,985 2,883,471 279,486 Fidelity Money Market Trust -- 1,350,346 -- Fidelity Money Market Trust 901,325 901,325 -- Fidelity Growth & Income -- 2,330,558 -- Fidelity Growth & Income 511,665 560,266 48,601 Managed Income Fund -- 585,147 -- Managed Income Fund 548,010 548,010 -- AptarGroup Stock Fund -- 1,069,580 -- AptarGroup Stock Fund 307,120 386,806 79,686 Fidelity Overseas Fund -- 386,739 -- Fidelity Overseas Fund 3,016 3,251 235 Fidelity Asset Manager -- 56,471 -- Fidelity Asset Manager 92 80 (12) PAGE 28 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, AptarGroup, Inc., as plan administrator, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. AptarGroup, Inc. By: AptarGroup, Inc., as Plan Administrator By: /s/Lawrence Lowrimore ---------------------- Lawrence Lowrimore Vice President-Human Resources June 25, 1997 PAGE 29 EXHIBIT INDEX Exhibit No. Description Sequential Page No. - ----------- ------------ -------------------- A Consent of Independent Accountants 30 PAGE 30 EXHIBIT A CONSENT OF INDEPENDENT ACCOUNTANTS ----------------------------------- We hereby consent to the incorporation by reference in the Registration Statement of Form S-8 (No. 33-80408) of AptarGroup, Inc of our report dated June 12, 1997 appearing on page 3 of this Form 11-K. /S/ Price Waterhouse LLP - ------------------------ Price Waterhouse LLP Chicago, Illinois June 25, 1997 -----END PRIVACY-ENHANCED MESSAGE-----