-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Q7JAqfzxqQrQB0Q7UmKGLwjMcp9nadww+81k0F/s/p3wSrQi1UjOZ/XD2NQl/8KP o1s/sJ7cPp+DSaaCVMNmmA== 0000009801-94-000008.txt : 19940715 0000009801-94-000008.hdr.sgml : 19940715 ACCESSION NUMBER: 0000009801-94-000008 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANTA CORP CENTRAL INDEX KEY: 0000009801 STANDARD INDUSTRIAL CLASSIFICATION: 2732 IRS NUMBER: 390148550 STATE OF INCORPORATION: WI FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-06187 FILM NUMBER: 94536037 BUSINESS ADDRESS: STREET 1: 225 MAIN ST CITY: MENASHA STATE: WI ZIP: 54952 BUSINESS PHONE: 4147227777 FORMER COMPANY: FORMER CONFORMED NAME: BANTA GEORGE CO INC DATE OF NAME CHANGE: 19890509 FORMER COMPANY: FORMER CONFORMED NAME: BANTA GEORGE PUBLISHING CO DATE OF NAME CHANGE: 19720505 - - -----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, sv1rb3pzTQc1DILoWcbs3MhaL9ESiiJW4AD+KWAjapqoAb2uZo4fDZUGxTWKAs5p Omwp/FPwfOq+aoX5RGf7bw== 0000009801-94-000008.txt : 19940701 0000009801-94-000008.hdr.sgml : 19940701 ACCESSION NUMBER: 0000009801-94-000008 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANTA CORP CENTRAL INDEX KEY: 0000009801 STANDARD INDUSTRIAL CLASSIFICATION: 2732 IRS NUMBER: 390148550 STATE OF INCORPORATION: WI FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-06187 FILM NUMBER: 94536037 BUSINESS ADDRESS: STREET 1: 225 MAIN ST CITY: MENASHA STATE: WI ZIP: 54952 BUSINESS PHONE: 4147227777 FORMER COMPANY: FORMER CONFORMED NAME: BANTA GEORGE CO INC DATE OF NAME CHANGE: 19890509 FORMER COMPANY: FORMER CONFORMED NAME: BANTA GEORGE PUBLISHING CO DATE OF NAME CHANGE: 19720505 11-K 1 '93 11-K FOR BANTA CORP. INCENTIVE SAVINGS PLAN 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, 1993 or [ ] TRANSACTION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from ________ to ________. Commission File Number 0-6187 A. Full title of the plan and address of the plan, if different from that of the issuer named below: BANTA CORPORATION INCENTIVE SAVINGS PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Banta Corporation River Place 225 Main Street P.O. Box 8003 Menasha, Wisconsin 54952 Page number of Exhibit Index [ 16 ] REQUIRED INFORMATION The following financial statements and schedules of the Banta Corporation Incentive Savings Plan, prepared in accordance with the financial reporting requirements of the Employees Retirement Income Securities Act of 1974, as amended, are filed herewith. BANTA CORPORATION INCENTIVE SAVINGS PLAN FINANCIAL STATEMENTS AS OF DECEMBER 31, 1993 AND 1992 TOGETHER WITH AUDITORS' REPORT REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Board of Directors of Banta Corporation: We have audited the accompanying statements of net assets available for benefits of the BANTA CORPORATION INCENTIVE SAVINGS PLAN as of December 31, 1993 and 1992, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements and the schedules referred to in the accompanying index are the responsibility of the Plan's administrative committee. 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 financial status of the Banta Corporation Incentive Savings Plan as of December 31, 1993 and 1992, and the changes in net assets available for the years then ended, in conformity with general accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules referred to in the accompanying index are presented for purposes of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules have been subjected to the auditing procedure applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. ARTHUR ANDERSEN & CO. Milwaukee, Wisconsin, June 20, 1994. BANTA CORPORATION INCENTIVE SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1993
Equity Equity Company Fixed Income Growth Stock Income Loan ASSETS Fund Fund Fund Fund Fund Total INVESTMENTS, at fair value (cost of $32,096,372): Fidelity Equity Income Fund $14,437,439 $ - $ - $ - $ - $14,437,439 Phoenix Service Growth Fund - 3,759,120 - - - 3,759,120 Banta Corporation common stock - - 3,834,453 - - 3,834,453 Fixed income investments - - - 13,463,973 - 13,463,973 Marshall Money Market Fund 34,639 14,452 28,863 28,829 - 106,783 ----------- ----------- ----------- ----------- ----------- ----------- Total investments 14,472,078 3,773,572 3,863,316 13,492,802 - 35,601,768 LOANS TO PARTICIPANTS - - - - 1,324,615 1,324,615 RECEIVABLES: Participants' contribution 46,748 26,714 26,713 33,392 - 133,567 Employer's contribution 10,294 5,883 5,882 7,353 - 29,412 Accrued interest and dividends 17 2 67 5,180 - 5,266 ----------- ----------- ----------- ----------- ----------- ----------- Total receivables 57,059 32,599 32,662 45,925 - 168,245 ----------- ----------- ----------- ----------- ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $14,529,137 $ 3,806,171 $ 3,895,978 $13,538,727 $ 1,324,615 $37,094,628 =========== =========== =========== =========== =========== ===========
The accompanying notes are an integral part of these financial statements. BANTA CORPORATION INCENTIVE SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1992
Equity Fixed Income Income Loan ASSETS Fund Fund Fund Total INVESTMENTS, at fair value (cost of $24,545,624): Fidelity Equity Income Fund $11,991,335 $ - $ - $11,991,335 Fixed income investments - 13,062,672 - 13,062,672 Marshall Money Market Fund 1,387 6,835 - 8,222 ----------- ----------- ----------- ----------- Total investments 11,992,722 13,069,507 - 25,062,229 LOANS TO PARTICIPANTS - - 895,844 895,844 RECEIVABLES: Participants' contribution 45,464 44,564 - 90,028 Employer's contribution 10,037 9,839 - 19,876 Accrued interest and dividends 12 64 20,476 20,552 ----------- ----------- ----------- ---------- Total receivables 55,513 54,467 20,476 130,456 CASH - 5,386 - 5,386 ----------- ----------- ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $12,048,235 $13,129,360 $ 916,320 $26,093,915 =========== =========== =========== ===========
The accompanying notes are an integral part of these financial statements. BANTA CORPORATION INCENTIVE SAVINGS PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1993
Equity Equity Company Fixed Income Growth Stock Income Loan Fund Fund Fund Fund Fund Total ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income - Net appreciation in fair value of investments $ 1,832,753 $ 102,202 $ 606,154 $ 39,803 $ - $ 2,580,912 Interest 353 204 2,324 915,142 63,502 981,525 Dividends 441,218 51,694 31,727 - - 524,639 ------------ ------------ ------------ ------------ ------------ ------------ Total investment income 2,274,324 154,100 640,205 954,945 63,502 4,087,076 Contributions: Employer 460,339 250,640 172,564 446,895 - 1,330,438 Participants 2,066,203 1,128,130 778,189 2,002,304 - 5,974,826 ------------ ------------ ------------ ------------ ------------ ------------ Total contributions 2,526,542 1,378,770 950,753 2,449,199 - 7,305,264 ------------ ------------ ------------ ------------ ------------ ------------ Total additions 4,800,866 1,532,870 1,590,958 3,404,144 63,502 11,392,340 DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Benefit and withdrawal payments to participants 493,244 80,907 33,626 699,131 22,368 1,329,276 ------------ ------------ ------------ ------------ ------------ ------------ Total deductions 493,244 80,907 33,626 699,131 22,368 1,329,276 ------------ ------------ ------------ ------------ ------------ ------------ NET INCREASE BEFORE TRANSFERS 4,307,622 1,451,963 1,557,332 2,705,013 41,134 10,063,064 TRANSFERS FROM OTHER QUALIFIED PLANS 281,466 247,145 284,459 124,579 - 937,649 TRANSFERS BETWEEN FUNDS (2,108,186) 2,107,063 2,054,187 (2,420,225) 367,161 - ------------ ------------ ------------ ------------ ------------ ------------ NET INCREASE 2,480,902 3,806,171 3,895,978 409,367 408,295 11,000,713 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 12,048,235 - - 13,129,360 916,320 26,093,915 ------------ ------------ ------------ ------------ ------------ ------------ End of year $14,529,137 $ 3,806,171 3,895,978 $13,538,727 1,324,615 $37,094,628 ============ ============ ============ ============ ============ ============
The accompanying notes are an integral part of these financial statements. BANTA CORPORATION INCENTIVE SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1992
Equity Fixed Income Income Loan Fund Fund Fund Total ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income - Net appreciation in fair value of investments $ 1,007,217 $ - $ - $ 1,007,217 Interest 627 940,107 74,165 1,014,899 Dividends 395,982 - - 395,982 ------------ ------------ ------------ ------------ Total investment income 1,403,826 940,107 74,165 2,418,098 Contributions: Employer 548,049 551,655 - 1,099,704 Participants 2,265,994 2,304,418 - 4,570,412 ------------ ------------ ------------ ------------ Total contributions 2,814,043 2,856,073 - 5,670,116 ------------ ------------ ------------ ------------ Total additions 4,217,869 3,796,180 74,165 8,088,214 DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Benefit and withdrawal payments to participants 658,153 739,252 22,308 1,419,713 ------------ ------------ ------------ ------------ Total deductions 658,153 739,252 22,308 1,419,713 ------------ ------------ ------------ ------------ NET INCREASE BEFORE TRANSFERS 3,559,716 3,056,928 51,857 6,668,501 TRANSFERS FROM OTHER QUALIFIED PLANS 237,494 381,331 - 618,825 TRANSFERS BETWEEN FUNDS 462,515 (727,446) 264,931 - ------------ ------------ ------------ ------------ NET INCREASE 4,259,725 2,710,813 316,788 7,287,326 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 7,788,510 10,418,547 599,532 18,806,589 ------------ ------------ ------------ ------------ End of year $12,048,235 $13,129,360 $ 916,320 $26,093,915 ============ ============ ============ ============
The accompanying notes are an integral part of these financial statements. BANTA CORPORATION INCENTIVE SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1993 AND 1992 (1) Description of Plan - The Banta Corporation Incentive Savings Plan (the "Plan") is a defined contribution plan covering selected nonunion and regularly scheduled part-time employees of Banta Corporation and Subsidiaries (the "Company"). The Plan is regulated by the Department of Labor's Rules and Regulation for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The purpose of the Plan is to give eligible employees an opportunity to accumulate savings on a tax-advantaged basis pursuant to Section 401(k) of the Internal Revenue Code. Other significant provisions of the Plan include the following: (a) Participants' accounts - Separate accounts are maintained for each participant in the Plan. These accounts reflect the contributions made on behalf of each participant, matching contributions made by the Company, as well as the trust earnings accumulated on the participant's account balance. Benefits and withdrawals are paid out of amounts accumulated in each participant's account. (b) Investments - All participant and Company contributions are invested in funds selected by individual participants. A participant may allocate his or her fund balance and contributions in increments of 10% among the various investment funds offered by the Plan, except that no more than 50% of a participant's balance may be allocated to the Company Stock Fund. As of January 1, 1993, the Plan offered two new investment options, a Company Stock Fund and an Equity Growth Fund. The Company Stock Fund invests primarily in the common stock of the Company. The Equity Growth Fund and the Equity Income Fund invest primarily in common stocks. The Fixed Income Fund invests primarily in fixed income securities, and funds that invest in fixed income securities, with yields, as of December 31, 1993, ranging from 6.15% to 9.75%. (c) Vesting - All employer and employee contributions to the Plan, including the earnings attributable to them, are fully vested at the time they are made to the Plan. (d) Benefits - Distribution of a participant's account will be made in a lump sum as soon as practicable upon termination. If a participant's balance is greater than $3,500 at the termination date, the participant may defer distribution. In any event, the distribution will be made within 60 days after the end of the plan year in which a participant has reached age 65 or becomes deceased. (e) Withdrawals - Participants may withdraw all or part of their account balance if they can demonstrate financial hardship pursuant to the Internal Revenue Code. Withdrawals are limited to one per year and must be approved by the administrative committee. (f) Loans - Participants may obtain a loan using their balance in the Plan as collateral. The maximum loans are 50% of the participant's fixed income fund contributions and earnings and 40% of the participant's equity fund contributions and earnings as of the previous quarter end. The loans cannot be less than $1,000 or more than $50,000. Participants repay the loans through payroll deductions and all interest paid is credited to their participant account. Interest is charged at the prime rate when the loan was made plus 2%. The term of the loan is established by the administrative committee but is not to exceed five years, unless the funds are to be used to purchase a primary residence, in which case the term may not exceed ten years. (g) Termination of the Plan - The Company may amend or terminate the Plan upon written notice. Upon termination, the trust funds shall be liquidated and each participant shall receive a pro rata distribution based on the participant's account balance to the total of all participant accounts. (2) Significant Accounting Policies - Basis of accounting - The financial statements have been prepared on the accrual basis of accounting. (3) Funding Policy - Eligible employees are able to make pretax contributions to the Plan between 1% and 12% of the participant's compensation, as defined in the Plan agreement. Employee contributions (as defined by the Tax Reform Act of 1986) allocated to a participant's account are limited to $8,994 and $8,728 in 1993 and 1992, respectively. The Company makes matching contributions of 50% of the first 2% of compensation and 25% of the second 2% of compensation contributed by the employee, not to exceed 1.5% of total compensation. Allocation of trust earnings are made quarterly to the participant's account on a pro rata basis. Cash amounts from other qualified plans may be transferred to this Plan if certain conditions are met as set forth in the Plan document. (4) Investments - Investments are stated at fair market value as determined by the Trustee by reference to published market data. The fair market value of individual assets which represent 5% or more of the Plan's net assets as of December 31, 1993 are included in the accompanying Supplemental Schedule I. (5) Benefits Paid to Participants - Benefits paid to participants represent the amount paid to participants who terminated employment during the year, as determined by their vesting status at the time of termination. Included in net assets available for benefits at December 31, 1993 and 1992, is approximately $273,000 and $286,000, respectively, which is payable to terminated employees who have withdrawn from the Plan. (6) Income Tax Status - The Plan has obtained a determination letter from the Internal Revenue Service dated July 1, 1987, approving the Plan as qualified for tax- exempt status. Plan amendments adopted since the last tax determination letter will be included in the Company's next filing. In the opinion of the Company's management, the Plan, as currently amended, remains tax- exempt. (7) Related Party Transactions - Expenses of the Plan are paid by the Company with the exception of investment fees, which are netted against investment income. At December 31, 1993, 105,778 shares of the Company's common stock were held for investment by the Company Stock Fund. The Plan periodically invests in common funds managed by the Trustee. The investments are included in the Supplemental Schedules. The above transactions are not considered prohibited transactions by statutory exemptions under the ERISA regulations. BANTA CORPORATION INCENTIVE SAVINGS PLAN DECEMBER 31, 1993 Index to Supplemental Schedules Schedule of assets held for investment purposes Schedule I Schedule of reportable transactions Schedule II BANTA CORPORATION SCHEDULE I INCENTIVE SAVINGS PLAN ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1993
SHARES / MARKET FACE VALUE DESCRIPTION COST VALUE EQUITY INCOME FUND: 34,639 Marshall Money Market Fund $ 34,639 $ 34,639 426,638 Fidelity Equity Income Fund 11,577,889 14,437,439* ----------- ----------- Total Equity Income Fund $11,612,528 $14,472,078 =========== =========== EQUITY GROWTH FUND: 14,452 Marshall Money Market Fund $ 14,452 $ 14,452 178,665 Phoenix Service Growth Fund 3,744,569 3,759,120* ----------- ----------- Total Equity Growth Fund $ 3,759,021 $ 3,773,572 =========== =========== COMPANY STOCK FUND: 28,863 Marshall Money Market Fund $ 28,863 $ 28,863 105,778 Banta Corporation common stock 3,242,924 3,834,453* ---------- ----------- Total Company Stock Fund $ 3,271,787 $ 3,863,316 =========== =========== FIXED INCOME FUND: 28,829 Marshall Money Market Fund $ 28,829 $ 28,829 Guaranteed Fixed Income Investments: 94,821 Shearson Lehman GIC Income Fund 997,861 1,037,627 1,041,512 M&I Stable Principal Fund 1,041,512 1,041,512 2,087,299 The Hartford Life Insurance Co. 2,087,299 2,087,299* 1,735,069 Sun Life Assurance Co. of Canada 1,735,069 1,735,069 2,930,429 Massachusetts Mutual Life Insurance Co.2,930,429 2,930,429* 2,695,374 Metropolitan Life Insurance Co. 2,695,374 2,695,374* 1,936,663 Metropolitan Life Insurance Co. 1,936,663 1,936,663* ----------- ----------- Total Fixed Income Fund $13,453,036 $13,492,802 =========== =========== * Investment represents 5% or more of the Plan's net assets as of December 31, 1993.
The accompanying notes are an integral part of these financial statements. BANTA CORPORATION SCHEDULE II INCENTIVE SAVINGS PLAN ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1993
PURCHASES SALES _________________ ________________________________________________ DESCRIPTION OF ASSET TYPE OF SECURITY NUMBER AMOUNT NUMBER PROCEEDS COST GAIN * Banta Corporation Common Stock Common Stock 63 $ 3,417,448 9 $ 189,244 $ 174,618 $ 14,626 Fidelity Equity Income Fund Common Stock Fund 61 3,269,523 9 2,606,265 2,270,519 335,746 Phoenix Service Growth Fund Common Stock Fund 56 4,520,810 7 781,764 776,241 5,523 Shearson Lehman Trust Guaranteed Investment Contract 3 1,001,080 3 1,001,080 1,001,080 - Massachusetts Mutual Guaranteed Life Insurance Co. Investment Contract 2 33,761 1 2,593,167 2,593,167 - Metropolitan Life Guaranteed Insurance Co. Investment Contract 62 3,874,290 7 2,832,774 2,832,774 - * Marshall Money Market Fund Money Market Fund 316 10,895,609 447 10,802,434 10,802,434 - *Represents a party in interest for the year ended December 31, 1993.
The accompanying notes are an integral part of these financial statements. SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Banta Corporation Incentive Savings Plan Administrative Committee, which administers the Plan, has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Menasha, and State of Wisconsin, on this 28th day of June, 1994. BANTA CORPORATION INCENTIVE SAVINGS PLAN /s/ GERALD A. HENSELER _____________________________________________________ Gerald A. Henseler /s/ ROSALIE N. BARBERA _____________________________________________________ Rosalie N. Barbera /s/ CURTIS A. BOHM _____________________________________________________ Curtis A. Bohm /s/ THOMAS E. BOLL _____________________________________________________ Thomas E. Boll /s/ JAMES E. MILSLAGLE _____________________________________________________ James E. Milslagle The foregoing persons are a majority of the members of the Banta Corporation Incentive Savings Plan Administrative Committee which is the administrator of the Banta Corporation Incentive Savings Plan. EXHIBIT INDEX BANTA CORPORATION INCENTIVE SAVINGS PLAN FORM 11-K Page Number in Sequentially Numbered Exhibit No. Exhibit Form 11-K 23.1 Consent of Arthur Andersen & Co. EX-23.1 2 CONSENT OF INDEP. PUB. ACCOUNTANTS EXHIBIT 23.1 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 the previously filed Banta Corporation S-8 Registration Statement (No. 33-54576) for the Banta Corporation Incentive Savings Plan. ARTHUR ANDERSEN & CO. Milwaukee, Wisconsin, June 27, 1994. -----END PRIVACY-ENHANCED MESSAGE-----