FORM 10-K/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Amendment No. 1
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 1-4033
VULCAN MATERIALS COMPANY
(Exact name of registrant as specified in its charter)
New Jersey 63-0366371
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Metroplex Drive, Birmingham, Alabama 35209
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (205) 877-3000
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
Common Stock, $1 Par Value New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
The aggregate market value of the voting stock held by non-affiliates of
the registrant as of February 28, 1995:
Common Stock, $1 Par Value $1,775,017,728.00
The number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date:
Shares outstanding at
February 28, 1995
Common Stock, $1 Par Value 35,858,944
Documents Incorporated by Reference:
Portions of the registrant's Annual Report to Shareholders for the year
ended December 31, 1994, are incorporated by reference into Parts I, II and IV
of this Annual Report on Form 10-K.
Portions of the registrant's annual proxy statement for the annual meeting
of its shareholders to be held on May 22, 1995, which will be filed within 120
days of the end of the fiscal year covered by this Report, are incorporated by
reference into Part III of this Annual Report on Form 10-K.
AMENDMENT NO. 1
As permitted by Rule 15d-21 under the Securities Exchange Act of 1934,
the undersigned registrant hereby amends its Annual Report for the fiscal year
ended December 31, 1994, on Form 10-K to add thereto the consents of its
independent certified accountant and the following items, financial
statements, exhibits or other portions of said Annual Report as set forth in
the pages attached hereto:
(a) Financial statements required by Form 11-K with respect
to the Vulcan Materials Company Thrift Plan for Salaried Employees
for the fiscal year ended December 31, 1994, filed as Exhibit 25(a) to
the aforesaid Annual Report.
(b) Financial statements required by Form 11-K with respect
to the Vulcan Materials Company Construction Materials Divisions
Hourly Employees Savings Plan for the fiscal year ended December 31,
1994, filed as Exhibit 25(b) to the aforesaid Annual Report.
(c) Financial statements required by Form 11-K with respect
to the Vulcan Materials Company Chemicals Division Hourly
Employees Savings Plan for the fiscal year ended December 31, 1994,
filed as Exhibit 25(c) to the aforesaid Annual Report.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
VULCAN MATERIALS COMPANY
(Registrant)
By /s/ Daniel F. Sansone
Daniel F. Sansone
Vice President, Finance and Treasurer
DATE: June 28, 1995
(This document consists of 45 sequentially
numbered pages; an index appears on Page 2 hereof.)
INDEX
The following Exhibits to the Vulcan Materials Company Annual Report
(Form 10-K) for the fiscal year ended December 31, 1994, are set forth herein,
at the pages indicated:
Exhibit 25(a): Tab 1
Financial statements required by Form 11-K with pp. 3-19
respect to the Vulcan Materials Company Thrift Plan
for Salaried Employees for the fiscal year ended
December 31, 1994, and the independent certified
accountant's consent with respect thereto.
Exhibit 25(b): Tab 2
Financial statements required by Form 11-K with pp. 20-32
respect to the Vulcan Materials Company Construction
Materials Divisions Hourly Employees Savings Plan for
the fiscal year ended December 31, 1994, and the
independent certified accountant's consent with respect
thereto.
Exhibit 25(c): Tab 3
Financial statements required by Form 11-K with pp. 33-45
respect to the Vulcan Materials Company Chemicals
Division Hourly Employees Savings Plan for the
fiscal year ended December 31, 1994, and the independent
certified accountant's consent with respect thereto.
EXHIBIT 25(a)
TO FORM 10-K
ANNUAL REPORT
OF
VULCAN MATERIALS COMPANY
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994
UNDER THE SECURITIES EXCHANGE ACT OF 1934
FINANCIAL STATEMENTS REQUIRED BY FORM 11-K
WITH RESPECT TO THE VULCAN MATERIALS COMPANY THRIFT PLAN
FOR SALARIED EMPLOYEES FOR THE FISCAL YEAR
ENDED DECEMBER 31, 1994, AND THE INDEPENDENT CERTIFIED
ACCOUNTANTS' CONSENT WITH RESPECT THERETO
FILED AS AN AMENDMENT TO THE VULCAN MATERIALS
COMPANY ANNUAL REPORT ON FORM 10-K FOR THE
FISCAL YEAR ENDED DECEMBER 31, 1994,
AS PERMITTED BY RULE 15d-21
UNDER THE SECURITIES EXCHANGE ACT OF 1934
VULCAN MATERIALS COMPANY
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED
EMPLOYEES
FINANCIAL STATEMENTS FOR THE YEARS ENDED
DECEMBER 31, 1994 and 1993 and
INDEPENDENT AUDITORS' REPORT
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
Table of Contents
Page
Independent Auditors' Report 6
Financial Statements of the Vulcan Materials Company
Thrift Plan for Salaried Employees:
Statements of Net Assets Available for Benefits:
December 31, 1994 7
December 31, 1993 8
Statements of Changes in Net Assets Available for Benefits:
December 31, 1994 9
December 31, 1993 10
Notes to Financial Statements 11-18
Independent Auditors' Consent 19
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee of Vulcan Materials Company
Thrift Plan for Salaried Employees:
We have audited the accompanying statements of net assets available for
benefits of the Vulcan Materials Company Thrift Plan for Salaried
Employees as of December 31, 1994 and 1993, 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 at
December 31, 1994 and 1993, 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
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
information by fund is the responsibility of the Plan's management.
Such supplemental information by fund has been subjected to the auditing
procedures applied in our audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects when
considered in relation to the basic financial statements taken as
a whole.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
June 2, 1995
<TABLE>
<CAPTION>
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994
Supplemental Information By Fund
Short-Term Growth and Vulcan
Money Market Intermediate- Large Small Materials
Investments Term Companies Companies International Company
and Loans to Fixed Income Common Common Equity Common
Total Participants Investments Stocks Stocks Instruments Stock
ASSETS <C> <C> <C> <C> <C> <C> <C>
<S>
INVESTMENTS (cost of $71,797,904)
(Notes 1, 4 and 5):
Collective short-term
investments $ 15,241,406 $14,142,916 $ 31 $ 72,363 $ 87,303 $ 103,271 $ 835,522
Common stock of Vulcan Materials
Company 112,377,962 112,377,962
Units in commingled funds 29,202,907 3,878,428 11,321,722 10,387,702 3,615,055
Loans to participants (Note 2) 2,117,005 2,117,005
Total investments 158,939,280 16,259,921 3,878,459 11,394,085 10,475,005 3,718,326 113,213,484
RECEIVABLE FROM VULCAN
MATERIALS COMPANY:
Employer contributions 223,842 223,842
Employee contributions 586,921 46,142 18,604 90,982 80,108 42,869 308,216
Total receivable 810,763 46,142 18,604 90,982 80,108 42,869 532,058
TRANSFERS IN PROCESS (61,984) (63,023) (201,177) (405,795) 152,128 579,851
NET ASSETS AVAILABLE FOR BENEFITS $159,750,043 $16,244,079 $3,834,040 $11,283,890 $10,149,318 $3,913,323 $114,325,393
<FN>
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1993
Supplemental Information By Fund
Short-Term Growth and Vulcan
Money Market Intermediate- Large Small Materials
Investments Term Companies Companies International Company
and Loans to Fixed Income Common Common Equity Common
Total Participants Investments Stocks Stocks Instruments Stock
ASSETS
<S> <C> <C> <C> <C> <C> <C> <C>
INVESTMENTS (Cost of $64,717,511)
(Notes 1, 4 and 5):
Collective short-term
investments $ 15,280,441 $13,988,062 $ 15 $ 87,350 $ 100,987 $ 601,913 $ 502,114
Common stock of Vulcan
Materials Company 105,843,984 105,843,984
Units in commingled funds 29,785,650 5,373,319 10,917,328 11,981,720 1,513,283
Loans to participants
(Note 2) 2,274,600 2,274,600
Total investments 153,184,675 16,262,662 5,373,334 11,004,678 12,082,707 2,115,196 106,346,098
RECEIVABLE FROM VULCAN
MATERIALS COMPANY:
Employer contributions 192,397 192,397
Employee contributions 485,080 33,964 12,111 49,816 69,621 17,916 301,652
Total receivable 677,477 33,964 12,111 49,816 69,621 17,916 494,049
TRANSFER IN PROCESS 702,026 221,465 57,226 (112,379) 508,627 (1,376,965)
NET ASSETS AVAILABLE
FOR BENEFITS $153,862,152 $16,998,652 $5,606,910 $11,111,720 $12,039,949 $2,641,739 $105,463,182
<FN>
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1994
Supplemental Information By Fund
Short-Term Growth and Vulcan
Money Market Intermediate- Large Small Materials
Investments Term Companies Companies International Company
and Loans to Fixed Income Common Common Equity Common
Total Participants Investments Stocks Stocks Instruments Stock
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
<S> <C> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME (LOSS):
Interest, net $ 799,415 $ 737,051 $ 734 $ (8,996) $ 7,411 $ 6,433 $ 56,782
Dividends 2,902,996 2,902,996
Net investment gains
(losses):
Realized (Note 3) 7,126,922 181,472 529,985 1,029,537 15,039 5,370,889
Unrealized (Note 4) (1,325,788) (404,925) (179,134) (1,032,853) 132,216 158,908
Net investment income (loss) 9,503,545 737,051 (222,719) 341,855 4,095 153,688 8,489,575
CONTRIBUTIONS (Note 2):
Participants 8,053,422 929,575 258,510 1,253,253 1,181,280 548,953 3,881,851
Vulcan Materials Company 2,585,973 2,585,973
Total contributions 10,639,395 929,575 258,510 1,253,253 1,181,280 548,953 6,467,824
REDISTRIBUTION OF PARTICIPANTS'
INVESTMENT OPTION UNDER
THE PLAN 42,483 (639,874) (621,477) (2,357,174) 826,349 2,749,693
TOTAL ADDITIONS 20,142,940 1,709,109 (604,083) 973,631 (1,171,799) 1,528,990 17,707,092
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
WITHDRAWALS BY PARTICIPANTS
(Note 2):
Cash 13,062,035 2,463,682 1,168,787 801,461 718,832 257,406 7,651,867
Common stock of Vulcan
Materials Company 1,193,014 1,193,014
Total withdrawals 14,255,049 2,463,682 1,168,787 801,461 718,832 257,406 8,844,881
NET INCREASE (DECREASE) 5,887,891 (754,573) (1,772,870) 172,170 (1,890,631) 1,271,584 8,862,211
NET ASSETS AVAILABLE
FOR BENEFITS:
BEGINNING OF YEAR 153,862,152 16,998,652 5,606,910 11,111,720 12,039,949 2,641,739 105,463,182
END OF YEAR $159,750,043 $16,244,079 $3,834,040 $11,283,890 $10,149,318 $3,913,323 $114,325,393
<FN>
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1993
Supplemental Information By Fund
Short-Term Growth and Vulcan
Money Market Intermediate- Large Small Materials
Investments Term Companies Companies International Company
and Loans to Fixed Income Common Common Equity Common
Total Participants Investments Stocks Stocks Instruments Stock
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
<S> <C> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME (LOSS):
Interest, net $ 670,771 $ 610,035 $ 2,538 $ 1,752 $ 20,354 $ 4,744 $ 31,348
Dividends 2,815,733 2,815,733
Net investment gains
(losses):
Realized (Note 3) 2,084,861 244,129 117,482 834,031 (7,119) 896,338
Unrealized (Note 4) (3,224,776) 155,696 1,447,415 (259,834) 283,678 (4,851,731)
Net investment income (loss) 2,346,589 610,035 402,363 1,566,649 594,551 281,303 (1,108,312)
CONTRIBUTIONS (Note 2):
Participants 6,101,372 481,218 207,203 630,598 939,400 131,479 3,711,474
Vulcan Materials Company 2,369,763 2,369,763
Total contributions 8,471,135 481,218 207,203 630,598 939,400 131,479 6,081,237
REDISTRIBUTION OF PARTICIPANTS'
INVESTMENT OPTION UNDER
THE PLAN 2,031,402 (113,423) 627,035 (1,402,350) 1,658,604 (2,801,268)
TOTAL ADDITIONS 10,817,724 3,122,655 496,143 2,824,282 131,601 2,071,386 2,171,657
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
WITHDRAWALS BY PARTICIPANTS
(Note 2):
Cash 9,586,285 3,415,989 673,922 316,047 588,086 56,370 4,535,871
Common stock of Vulcan 314,618 314,618
Total withdrawals 9,900,903 3,415,989 673,922 316,047 588,086 56,370 4,850,489
NET INCREASE (DECREASE) 916,821 (293,334) (177,779) 2,508,235 (456,485) 2,015,016 (2,678,832)
NET ASSETS AVAILABLE
FOR BENEFITS:
BEGINNING OF YEAR 152,945,331 17,291,986 5,784,689 8,603,485 12,496,434 626,723 108,142,014
END OF YEAR $153,862,152 $16,998,652 $5,606,910 $11,111,720 $12,039,949 $2,641,739 $105,463,182
<FN>
See notes to financial statements.
</TABLE>
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
GENERAL - The financial statements of the Vulcan Materials Company Thrift
Plan for Salaried Employees ("Plan") have been prepared on the accrual
basis of accounting. All assets of the Plan are held by the Northern
Trust Company of Chicago, Illinois ("Trustee").
VALUATION OF INVESTMENTS - Investments are reported at fair value. All
investments in securities are traded on national and over-the-counter
exchanges and are valued at the closing bid price of the security as of
the last day of the year. Loans to participants are valued at cost plus
accrued interest. The average cost of securities sold or distributed is
used to determine net investment gains (losses) realized. Security
transactions are recorded on the settlement date. Distributions of
common stock, if any, to participants are recorded at the market value
of such stock at the end of the month prior to distribution. Vulcan
Materials Company ("Company") pays the administrative costs of the Plan,
including the trustee's fees and charges. Investment manager fees are
netted against Plan investment income. Expenses incurred in connection
with the transfer of securities, such as brokerage commissions and
transfer taxes, are added to the cost of such securities or deducted from
the proceeds thereof.
BENEFITS PAYABLE - In 1993, the Plan changed its method of accounting for
benefits payable to comply with the 1993 AICPA Audit and Accounting Guide,
"Audits of Employee Benefit Plans." The new guidance requires that
benefits payable to persons who have withdrawn from participation in a
defined contribution plan be disclosed in the footnotes to the financial
statements rather than be recorded as a liability of the Plan. As of
December 31, 1994 and 1993, benefits of $683,639 and $871,585,
respectively, were due to participants who have elected to receive
a distribution from the Plan.
2. DESCRIPTION OF THE PLAN
GENERAL - The Plan, established effective January 1, 1965 and most
recently restated effective January 1, 1989, provides for accumulation of
savings, including ownership of common stock of the Company, for salaried
employees of the Company and its participating subsidiaries, Wanatah
Trucking Co., Inc., Vulcan Gulf Coast Materials, Inc., Reed Crushed Stone
Company, Inc., Reed Terminal Company, Inc., BRT Transfer Terminal, Inc.
and Callaway Chemical Company (the "Participating Companies") through
voluntary payroll deductions and contributions by the Participating
Companies.
PARTICIPATION AND VESTING - Generally, salaried employees qualify to
participate upon completion of one year of employment service.
Participants are fully vested at all times.
The number of participants in the Plan at December 31, 1994 and 1993 was
as follows:
1994 1993
Total participants 2,406 2,123
Participants included in the above total who are
no longer employed by the Participating Companies,
but who have vested benefits under the Plan 245 228
FUNDING - The Plan is funded through contributions by participants and the
Participating Companies. The Plan provides for two types of employee
contributions to the Plan; pay conversion contributions (pre- tax) and
after-tax contributions. An employee may designate multiples of 1%,
ranging from 1% to 14%, of earnings as either pay conversion
contributions, after-tax contributions, or any combination of the two.
Participating Companies expect to make matching contributions out of
accumulated earnings and profits to match that portion of an employee's
contribution (whether pre-tax, after-tax or both) amounting up to 4% of
the employee's earnings. Matching contributions by Participating
Companies are determined by their boards of directors and normally range
from 25% to 100% depending on a participant's completed years of matching
service. Pay conversion contributions, which are subject to annual
increases pursuant to federal regulations, are limited to a maximum dollar
amount of $9,240 (1994) and $8,994 (1993). Certain additional limits may
be imposed on the amount of contributions by or on behalf of certain
higher-paid employees.
INVESTMENT OPTIONS - Participant's contributions are invested in six
separate investment funds (see Note 5) of the Plan in proportions elected
by the participant. The Participating Companies' matching contributions
are invested in the fund which consists of common stock of the Company.
PARTICIPANT ACCOUNTS AND ALLOCATIONS - Each participant has a separate
account maintained for each investment option and source of funds. For
each investment account a final balance will be determined as of the end
of each calendar month. The final balance is equal to the preliminary
month end balance (as defined in the Plan) multiplied by the ratio of the
market value of the assets held in that particular investment fund as of
the end of the calendar month to the total of the preliminary month end
balances of all investment accounts in such investment fund as of the end
of the same month.
DISTRIBUTIONS AND WITHDRAWALS - Upon termination of employment, disability
(as defined in the Plan) or death, a participant or his beneficiary is
entitled to his entire account. Distributions are made in cash, except
that the portion invested in common stock of the Company may be
distributed in whole shares of such stock, if requested by the participant
or beneficiary. An employee terminating after January 1, 1983 can
maintain his account in the Plan until age 70-1/2 if the value of such
account exceeds $3,500.
A participant may make an in-service withdrawal. If an after-tax
withdrawal exceeds the amount of after-tax contributions made by the
participant prior to January 1, 1987, or if it is the second after-tax
withdrawal within twelve months, all contributions to the participant's
accounts must be suspended for at least three months. If a participant
makes any "hardship" withdrawal (as defined in the Plan) from the pay
conversion account, all contributions to the participant's accounts must
be suspended for at least twelve months. If the participant withdraws any
of his matching contributions account, all contributions to the
participant's account must be suspended for at least six months.
Subject to the restrictions described in the preceding paragraph, a
participant may withdraw any amount up to the value of his entire account;
provided, however, that (1) no portion of an actively employed
participant's pay conversion contribution account may be distributed to
him before age 59-1/2 unless the administrative committee approves a
"hardship" withdrawal (as defined in the Plan) and (2) the preceding
twenty-four months of matching contributions may not be withdrawn by an
actively employed participant who has not been a participant in the Plan
for at least 60 months.
LOANS - A participant may apply for a loan at any time provided that the
aggregate value of his pay conversion contribution account, after-tax
contribution account and transfer contribution account invested in Fund 1
(see Note 5) is at least equal to the proposed loan plus any existing
loan. The amount of the loan cannot exceed the lesser of 50% of the
participant's total account or $50,000. If a loan is made, the
participant shall execute a note payable to the Trustee in the amount of
the loan and bearing interest at the prime interest rate plus 1%. During
1994 and 1993, the average rate of interest on loans approximated 8.15%
and 7.3%, respectively. The note shall be held as an investment by the
Trustee as part of that portion of the fund invested in fixed income
securities. Loans must be repaid in 36 monthly installments through
payroll deductions. Interest income on such loans aggregated $152,415 in
1994 and $162,570 in 1993.
PLAN TERMINATION - In the event it becomes necessary to terminate the
Plan, participants will receive a distribution of the amounts held for
their accounts.
RECLASSIFICATIONS - Certain reclassifications have been made to the 1993
financial statements to conform to the 1994 presentation.
3. NET REALIZED INVESTMENT GAINS (LOSSES)
<TABLE>
<CAPTION>
Aggregate Aggregate Net Realized
1994 Cost Proceeds Gain (Loss)
<S> <C> <C> <C>
Fund holding principally intermediate-
term fixed income investments $1,806,554 $ 1,988,026 $ 181,472
Commingled funds holding principally
common stock 2,380,439 3,939,961 1,559,522
Commingled funds holding principally
international equity instruments 104,961 120,000 15,039
Fund holding principally Vulcan
Materials Company common stock 2,179,290 7,550,179 5,370,889
Total $6,471,244 $13,598,166 $7,126,922
1993
Fund holding principally intermediate-
term fixed income investments $1,594,047 $ 1,838,176 $ 244,129
Funds holding principally common stock 1,415,995 2,367,508 951,513
Commingled funds holding principally
international equity instruments 78,385 71,266 (7,119)
Fund holding principally Vulcan
Materials Company common stock 316,713 1,213,051 896,338
Total $3,405,140 $ 5,490,001 $2,084,861
</TABLE>
4. INVESTMENTS
The Plan's investment assets consist of an interest in one of the
investment accounts of the Vulcan Materials Company Master Trust ("Master
Trust") administered by Northern Trust Company. Use of the Master Trust
permits the commingling of investment assets of a number of employee
benefit plans of the Participating Companies. Although the assets are
commingled, the Company maintains supporting records for the purpose of
allocating the investment assets and the related net earnings to the
various participating employee benefit plans.
The investment accounts of the Master Trust at December 31, 1994 and 1993
are summarized as follows:
1994 1993
Pension Investment Account $264,288,286 $270,465,591
Thrift Plan Investment Account 159,750,043 153,862,152
Chemicals Savings Account 17,151,017 16,135,387
Construction Savings Account 9,732,139 8,160,414
Net assets $450,921,485 $448,623,544
The net assets of the Master Trust at December 31, 1994 and 1993 are
summarized as follows:
1994 1993
Commingled fund holding principally
short-term fixed income investments
and loans to participants $ 30,247,021 $ 18,678,781
Guaranteed investment contracts 20,924,682 19,803,668
Fund holding principally real estate
investments 14,449,642 12,044,398
Fund holding principally intermediate-
term fixed income investments 51,667,752 57,877,310
Commingled funds holding principally
common stock 160,969,643 157,489,866
Commingled funds holding principally
international equity instruments 56,042,408 73,558,068
Fund holding Vulcan Materials Company
common stock 116,620,337 109,171,453
Net assets $450,921,485 $448,623,544
The total investment income by type of the Master Trust at December 31,
1994 and 1993 is summarized as follows:
1994 1993
Interest, net $ 1,971,049 $ 1,897,072
Dividends 3,003,469 2,898,022
Other 346,867 69,745
Net investment gains (losses):
Realized 15,145,823 24,636,203
Unrealized (4,905,558) 5,391,112
Total $15,561,650 $34,892,154
Investments held by the Plan at December 31, 1994 and 1993 and changes in
unrealized appreciation (depreciation) of investments for the years then
ended are summarized below:
<TABLE>
<CAPTION>
Market Appreciation
Cost Value (Depreciation)
<S> <C> <C> <C>
Totals at December 31, 1993 $64,717,511 $153,184,675 $ 88,467,164
Totals at December 31, 1994:
Loans to Participants 2,094,644 2,117,005
Managed Funds:
333,171 units - fixed income funds 3,572,313 3,878,428
65,712 units - common stock funds 13,352,380 21,709,424
271,497 units - international equity
instruments 3,261,665 3,615,055
$15,215,369 par - money market
investments 15,215,369 15,241,406
2,219,786 shares of Vulcan Materials
Company common stock 34,253,136 112,377,962
Accrued interest and dividends
(included in market values) 48,397
Total 71,797,904 158,939,280 87,141,376
Net change in 1994 $ 7,080,393 $ 5,754,605 $ (1,325,788)
</TABLE>
<TABLE>
<CAPTION>
Market Appreciation
Cost Value (Depreciation)
<S> <C> <C> <C>
Totals at December 31, 1992 $60,621,332 $152,313,272 $ 91,691,940
Totals at December 31, 1993:
Loans to Participants 2,260,946 2,274,600
Managed Funds:
442,817 units - fixed income funds 4,662,279 5,373,319
69,767 units - common stock funds 13,330,017 22,899,048
120,449 units - international equity
instruments 1,292,109 1,513,283
$15,239,882 par - money market
investments 15,239,882 15,280,441
2,258,005 shares of Vulcan Materials
Company common stock 27,878,065 105,843,984
Accrued interest and dividends
(included in market values) 54,213
Total 64,717,511 153,184,675 88,467,164
Net change in 1993 $ 4,096,179 $ 871,403 $ (3,224,776)
</TABLE>
5. INVESTMENT PROGRAM
A listing of the investment options and the number of participants
electing each option is shown below:
<TABLE>
<CAPTION>
As of
December 31,
1994 1993
<S> <C> <C>
(1) A commingled fund invested in short-term fixed income
investments with its primary objective being the
preservation of principal and loans to participants; 103 76
(2) A managed fund invested in intermediate-term fixed income
investments with its primary objective being to
provide an above-average rate of return; 13 5
(3) A commingled fund invested primarily in common stocks of
large companies; 31 5
(4) A managed fund invested primarily in growth stocks and
small company stocks; 15 16
(5) A commingled fund invested primarily in international
equity instruments; 4 1
(6) Common stock of Vulcan Materials Company; or 608 587
Any combination of (1), (2), (3), (4), (5), (6). 1,632 1,433
</TABLE>
All contributions of Participating Companies are invested in the fund
which consists of the Company's common stock, except that retired
employees over age 55, disabled employees or active employees over age 59
1/2 may transfer Company matching funds to the other investment funds.
With respect to investment alternatives (1) the short-term money market
fund, (2) the intermediate-term fixed income fund, (3) the large companies
stock fund, (4) the growth stock fund and the small companies stock fund,
and (5) the international equity fund, investment managers have been
appointed whose duty it is to advise the Trustee as to particular
investments to be made. As of December 31, 1994, the investment managers
were as follows:
(1) Money market fund The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60675
(2) Intermediate-term fixed income fund MacKay-Shields Financial
Corporation
9 West 57th Street
New York, NY 10019
(3) Large companies stock fund Trinity Investment Management
Corporation
Ten Tremont Street
Boston, MA 02108
(4) Growth and small companies
common stock fund:
(i) Growth stock The Chicago Corporation
208 South LaSalle Street
Chicago, IL 60604
(ii) Small companies stock Nicholas Company, Inc.
312 East Wisconsin Avenue
Milwaukee, WI 53202
(5) International equity fund:
(i) Hedged fund Bankers Trust Company
P.O. Box 318
New York, NY 10008
(ii) Non-hedged fund State Street Bank
225 Franklin Street
Boston, MA 02110
6. PLAN TRANSFERS
During 1994, the Plan accepted rollover contributions from a group of
employees from an acquired company. With Administrative Committee
approval, salaried employees of Callaway Chemical Company were allowed at
their election, to rollover assets totaling $1,428,324 distributed from
their previous employer's thrift plans into the Plan. Such amounts are
included with contributions in the accompanying financial statements.
7. TAX STATUS
The Plan obtained its latest determination letter on May 24, 1995, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the Internal Revenue
Code. The Plan administrator believes that the Plan is currently designed
and being operated in compliance with the applicable requirements of the
Internal Revenue Code. Therefore, no provision for income taxes has been
included in the Plan's financial statements.
* * * * *
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement
No. 33-24051 of Vulcan Materials Company on Form S-8 of our reports dated
February 3, 1995 and June 2, 1995, appearing in the Annual Report on Form 10-K
of Vulcan Materials Company for the year ended December 31, 1994 and in the
Annual Report on Form 11-K of the Vulcan Materials Company Thrift Plan for
Salaried Employees for the year ended December 31, 1994, respectively. We
also consent to the reference to us under the heading "Experts" in the
Registration Statement.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
June 26, 1995
EXHIBIT 25(b)
TO FORM 10-K
ANNUAL REPORT
OF
VULCAN MATERIALS COMPANY
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994
UNDER THE SECURITIES EXCHANGE ACT OF 1934
FINANCIAL STATEMENTS REQUIRED BY FORM 11-K WITH
RESPECT TO THE VULCAN MATERIALS COMPANY CONSTRUCTION
MATERIALS DIVISIONS HOURLY EMPLOYEES SAVINGS PLAN FOR
THE FISCAL YEAR ENDED DECEMBER 31, 1994, AND THE INDEPENDENT
CERTIFIED ACCOUNTANTS' CONSENT WITH RESPECT THERETO
FILED AS AN AMENDMENT TO THE VULCAN MATERIALS
COMPANY ANNUAL REPORT ON FORM 10-K FOR THE
FISCAL YEAR ENDED DECEMBER 31, 1994,
AS PERMITTED BY RULE 15d-21
UNDER THE SECURITIES EXCHANGE ACT OF 1934
VULCAN MATERIALS COMPANY
VULCAN MATERIALS COMPANY
CONSTRUCTION MATERIALS
DIVISIONS HOURLY EMPLOYEES
SAVINGS PLAN
Financial Statements for the Years Ended
December 31, 1994 and 1993
and Independent Auditors' Report
VULCAN MATERIALS COMPANY
CONSTRUCTION MATERIALS DIVISIONS
HOURLY EMPLOYEES SAVINGS PLAN
Table of Contents
Page
Independent Auditors' Report 23
Financial Statements of the Vulcan Materials Company
Construction Materials Divisions Hourly Employees
Savings Plan:
Statements of Net Assets Available for Benefits
as of December 31, 1994 and 1993 24
Statements of Changes in Net Assets Available for
Benefits for Each Year in the Periods Ended
December 31, 1994 and 1993 25
Notes to Financial Statements 26-31
Independent Auditors' Consent 32
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee of Vulcan Materials Company
Construction Materials Divisions Hourly Employees Savings Plan:
We have audited the accompanying statements of net assets available for
benefits of the Vulcan Materials Company Construction Materials
Divisions Hourly Employees Savings Plan as of December 31, 1994 and
1993, 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 at
December 31, 1994 and 1993, 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
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
information by fund is the responsibility of the Plan's management.
Such supplemental information by fund has been subjected to the auditing
procedures applied in our audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects when
considered in relation to the basic financial statements taken as
a whole.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
June 2, 1995
<TABLE>
<CAPTION>
VULCAN MATERIALS COMPANY
CONSTRUCTION MATERIALS DIVISIONS HOURLY EMPLOYEES SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994 AND 1993
1994 1993
Supplemental Information by Fund Supplemental Information by Fund
Vulcan Vulcan
Large Materials Large Materials
Guaranteed Companies Company Guaranteed Companies Company
Investment Common Common Investment Common Common
Total Contracts Stock Stock Total Contracts Stock Stock
ASSETS:
<S> <C> <C> <C> <C> <C> <C> <C> <C>
INVESTMENTS [Cost of $9,180,265
(1994) and $7,820,483 (1993)]
(Notes 1, 3 & 5):
Collective short-term
investments $ 16,794 $ 16,615 $ 32 $ 147 $ 24,691 $ 22,725 $ 948 $ 1,018
Guaranteed investment
contracts 7,735,521 7,735,521 6,683,740 6,683,740
Commingled funds holding
principally common stock 297,310 297,310 224,756 224,756
Fund holding Vulcan Materials
Company common stock 1,402,059 1,402,059 1,057,500 1,057,500
Total investments 9,451,684 7,752,136 297,342 1,402,206 7,990,687 6,706,465 225,704 1,058,518
RECEIVABLE FROM VULCAN
MATERIALS COMPANY:
Employer contributions 73,550 73,550 35,655 35,655
Employee contributions 206,905 143,933 13,574 49,398 134,072 92,472 5,788 35,812
Total receivable 280,455 217,483 13,574 49,398 169,727 128,127 5,788 35,812
TOTAL ASSETS 9,732,139 7,969,619 310,916 1,451,604 8,160,414 6,834,592 231,492 1,094,330
TRANSFERS IN PROCESS 3,910 (8,580) 4,670 (601) 601
NET ASSETS AVAILABLE
FOR BENEFITS $9,732,139 $7,973,529 $302,336 $1,456,274 $8,160,414 $6,834,592 $230,891 $1,094,931
<FN>
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
VULCAN MATERIALS COMPANY
CONSTRUCTION MATERIALS DIVISIONS HOURLY EMPLOYEES SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
1994 1993
Supplemental Information by Fund Supplemental Information by Fund
Vulcan Vulcan
Large Materials Large Materials
Guaranteed Companies Company Guaranteed Companies Company
Investment Common Common Investment Common Common
Total Contracts Stock Stock Total Contracts Stock Stock
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
<S> <C> <C> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME (LOSS):
Interest $ 407,847 $ 406,815 $ 142 $ 890 $ 404,902 $ 404,032 $ 93 $ 777
Dividends 32,677 32,677 24,359 24,359
Net investment gains (losses):
Realized 664 664
Unrealized (Note 4) 101,215 7,829 93,386 10,010 31,239 (21,229)
Net investment income 541,739 406,815 7,971 126,953 439,935 404,032 31,996 3,907
CONTRIBUTIONS (Note 2):
Participants 1,620,053 1,117,784 91,752 410,517 1,394,709 980,516 57,824 356,369
Vulcan Materials Company 498,395 498,395 370,925 370,925
Total contributions 2,118,448 1,616,179 91,752 410,517 1,765,634 1,351,441 57,824 356,369
REDISTRIBUTION OF PARTICIPANTS'
INVESTMENT OPTION UNDER
THE PLAN (14,539) (3) 14,542 (62,926) 5,737 57,189
TRANSFERS FROM OTHER PLANS (Note 6) 9,264 7,388 938 938
TOTAL ADDITIONS 2,660,187 2,008,455 99,720 552,012 2,214,833 1,699,935 96,495 418,403
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
WITHDRAWALS BY PARTICIPANTS
(Note 2) (1,088,462) (869,518) (28,275) (190,669) (923,880) (750,320) (22,204) (151,356)
NET INCREASE 1,571,725 1,138,937 71,445 361,343 1,290,953 949,615 74,291 267,047
NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR 8,160,414 6,834,592 230,891 1,094,931 6,869,461 5,884,977 156,600 827,884
END OF YEAR $9,732,139 $7,973,529 $302,336 $1,456,274 $8,160,414 $6,834,592 $230,891 $1,094,931
<FN>
See notes to financial statements.
</TABLE>
VULCAN MATERIALS COMPANY
CONSTRUCTION MATERIALS DIVISIONS
HOURLY EMPLOYEES SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
GENERAL - The financial statements of the Vulcan Materials Company
Construction Materials Divisions Hourly Employees Savings Plan ("Plan")
have been prepared on the accrual basis of accounting. All assets of the
Plan are held by The Northern Trust Company, Chicago, Illinois
("Trustee"). Vulcan Materials Company ("Company") pays the administrative
costs of the Plan, including the trustee's fees and charges.
VALUATION OF INVESTMENTS - Investments other than guaranteed investment
contracts are reported at fair value. Investments in securities traded on
national and over-the-counter exchanges are valued at the closing bid
price of the security as of the last day of the year. Guaranteed
investment contracts are reported at their contract value, which is cost
increased by interest earned. The average cost of securities sold or
distributed is used to determine net investment gains (losses) realized.
Security transactions are recorded on the settlement date. Distributions
of common stock, if any, to participants are recorded at the market value
of such stock at the end of the month prior to distribution.
BENEFITS PAYABLE - In 1993, the Plan changed its method of accounting for
benefits payable to comply with the 1993 AICPA Audit and Accounting Guide,
"Audits of Employee Benefit Plans." The new guidance requires that
benefits payable to persons who have withdrawn from participation in a
defined contribution plan be disclosed in the footnotes to the financial
statements rather than be recorded as a liability of the Plan. As of
December 31, 1994 and 1993, benefits of $98,270 and $144,667,
respectively, were due to participants who had elected to receive a
distribution from the Plan.
NEW ACCOUNTING STANDARD NOT YET ADOPTED - The Plan has not yet adopted
Statement of Position (SOP) No. 94-4 "Reporting of Investment Contracts
Held by Health and Welfare Benefit Plans and Defined Contribution Pension
Plans," issued in September 1994. The new guidance requires defined
contribution plans to report investment contracts with fully
benefit-responsive features (as defined in the SOP) at contract value.
Other investment contracts are recorded at fair value. This SOP is
effective for financial statements for plan years beginning after December
15, 1994, except that the application of this SOP to investment contracts
entered into before December 31, 1993, is delayed to plan years beginning
after December 15, 1995, at which time the Plan intends to adopt this SOP.
The impact of adoption of SOP No. 94-4 is expected to be insignificant.
2. DESCRIPTION OF THE PLAN
GENERAL - The Plan, established October 1, 1983 and restated as of May 1,
1991, is a defined contribution employee benefit plan covering all hourly
employees of the Company's Southeast, Mideast, Midsouth and Southwest
Divisions, as well as all non-union hourly employees of the Company's
Southern and Midwest Divisions and its wholly-owned subsidiaries, Vulcan
Gulf Coast Materials, Wanatah Trucking Co., Inc., Reed Crushed Stone, Reed
Terminal Company, Inc. and BRT Transfer Terminal, Inc., (the
"Participating Companies").
PARTICIPATION AND VESTING - Generally, hourly employees qualify to
participate upon completion of one year of employment service.
Participants are fully vested at all times.
The number of participants in the Plan at December 31, 1994 and 1993 was
as follows:
1994 1993
Total participants 1,821 1,831
Participants included in the above total who
have transferred to a bargaining unit not
covered by the Plan, or are no longer employed
by the Company, but who have vested benefits
under the Plan 47 60
FUNDING - The Plan is funded through participants' and Company
contributions. A participant may make weekly matched contributions in
multiples of $1 up to a maximum weekly matched contribution as stated in
the plan document. Company contributions equal a percentage of
participants' contributions, based on the participant's length of service
as stated in the plan document. In addition to the matched contributions,
participants may make weekly unmatched contributions in multiples of $1 up
to a maximum weekly contribution as stated in the plan document.
ALLOCATION AND DETERMINATION OF ACCOUNTS - Separate accounts are
maintained for each participant for matched, unmatched, and Company
contributions and accumulated earnings on each. Additionally, subaccounts
are maintained for matched and unmatched accounts for the portion of each
account that is attributable to pre-tax contributions and the portion
attributable to after-tax contributions. Monthly net earnings are
allocated to each participant's account in the ratio of the participant's
account balance to total participants' account balances.
DISTRIBUTIONS AND WITHDRAWALS - A participant's total account is
distributed upon retirement, disability, death or termination of
employment unless the account value is greater than $3,500, in which case
the participant may defer until age 70-1/2. Prior to a termination of
employment, participants may make partial withdrawals or may withdraw
their total account, except that if a participant has not maintained a
participant contribution account for the 60 months immediately preceding
the voluntary withdrawal, no Company contributions which have been on
deposit less than 24 months will be distributed until 24 months after the
earlier of the employee's withdrawal date or the employee's termination of
employment. In addition, any in-service distribution from a participant's
pre-tax contributions must meet the requirements of a "hardship
withdrawal," as set forth in the Plan document.
INVESTMENTS - Participants' contributions are invested in three separate
investment funds (see Note 5) of the Plan in proportions elected by the
participant. The Company's matching contributions are invested in the
fund which invests primarily in guaranteed investment contracts.
PLAN TERMINATION - In the event it becomes necessary to terminate the
Plan, participants will receive a distribution of the amounts held for
their accounts.
3. INVESTMENTS
The Plan's investment assets consist of an interest in one of the
investment accounts of the Vulcan Materials Company Master Trust ("Master
Trust") administered by Northern Trust Company. Use of the Master Trust
permits the commingling of investment assets of a number of employee
benefit plans of the Participating Companies. Although the assets are
commingled, the Company maintains supporting records for the purpose of
allocating the investment assets and the related net earnings to the
various participating employee benefit plans.
The investment accounts of the Master Trust at December 31, 1994 and
1993 are summarized as follows:
1994 1993
Pension Investment Account $264,288,286 $270,465,591
Thrift Plan Investment Account 159,750,043 153,862,152
Chemicals Savings Account 17,151,017 16,135,387
Construction Savings Account 9,732,139 8,160,414
Net assets $450,921,485 $448,623,544
The net assets of the Master Trust at December 31, 1994 and 1993 are
summarized as follows:
1994 1993
Commingled fund holding principally
short-term fixed income investments
and loans to participants $ 30,247,021 $ 18,678,781
Guaranteed investment contracts 20,924,682 19,803,668
Fund holding principally real estate
investments 14,449,642 12,044,398
Fund holding principally intermediate-
term fixed income investments 51,667,752 57,877,310
Commingled funds holding principally
common stock 160,969,643 157,489,866
Commingled funds holding principally
international equity instruments 56,042,408 73,558,068
Fund holding Vulcan Materials Company
common stock 116,620,337 109,171,453
Net assets $450,921,485 $448,623,544
The total investment income by type of the Master Trust at December 31,
1994 and 1993 is summarized as follows:
1994 1993
Interest, net $ 1,971,049 $ 1,897,072
Dividends 3,003,469 2,898,022
Other 346,867 69,745
Net investment gains (losses):
Realized 15,145,823 24,636,203
Unrealized (4,905,558) 5,391,112
Total $15,561,650 $34,892,154
Investments held by the Plan at December 31, 1994 and 1993 respectively,
are as follows:
1994 1993
Collective short-term investments
(cost and market) $16,794 $24,691
<TABLE>
<CAPTION>
Guaranteed investment contract at contract value -
Insurance Contract Guaranteed
Company Year Rate* Maturity Dates 1994 1993
<S> <C> <C> <C> <C> <C>
Metropolitan Life 1991 5.75%** May 1, annually $7,735,521 $6,683,740
<FN>
* Rates are net of insurance company charges.
** Interest rate was 7.43% from January 1 - April 30, 1993,
6.09% from May 1, 1993 - April 30, 1994,
and 5.75% from May 1 - December 31, 1994.
Upon maturity, the Company renegotiates new terms on these contracts.
</TABLE>
<TABLE>
<CAPTION>
Commingled funds: 1994 1993
Cost Market Cost Market
<S> <C> <C> <C> <C>
Funds holding principally
common stock - 1,014.11 shares
(1994) and 791.30 shares (1993) $ 230,313 $ 297,310 $165,588 $ 224,756
Fund holding Vulcan Materials
Company common stock -
27,695 shares (1994) and
22,560 shares (1993) $1,197,637 $1,402,059 $946,464 $1,057,500
</TABLE>
4. CHANGES IN UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENTS
Investments held by the Plan at December 31, 1994 and 1993 and changes in
unrealized appreciation (depreciation) of investments for the years then
ended are summarized below:
<TABLE>
<CAPTION>
Current
Market or Year
Contract Cumulative Appreciation Prior Years
Cost Value Appreciation (Depreciation) Appreciation
<S> <C> <C> <C> <C> <C>
December 31, 1994:
Collective short-term
investments $ 16,794 $ 16,794
Guaranteed investment
contracts 7,735,521 7,735,521
Commingled funds
holding principally
common stock 230,313 297,310 $ 66,997 $ 7,829 $ 59,168
Fund holding Vulcan
Materials Company
common stock 1,197,637 1,402,059 204,422 93,386 111,036
Total $9,180,265 $9,451,684 $271,419 $101,215 $170,204
December 31, 1993:
Collective short-term
investments $ 24,691 $ 24,691
Guaranteed investment
contracts 6,683,740 6,683,740
Commingled funds
holding principally
common stock 165,588 224,756 $ 59,168 $ 31,239 $ 27,929
Fund holding Vulcan
Materials Company
common stock 946,464 1,057,500 111,036 (21,229) 132,265
Total $7,820,483 $7,990,687 $170,204 $ 10,010 $160,194
</TABLE>
5. INVESTMENT PROGRAM
The number of participants electing each investment option is
shown below:
As of December 31,
1994 1993
(1) A fund invested in guaranteed
investment contracts 1,003 889
(2) Commingled funds invested
primarily in common stocks
of large companies 17 15
(3) Common stock of Vulcan
Materials Company 185 191
(4) Any combination of (1),
(2) or (3) 616 736
Investment managers have been appointed whose duty is to advise the
trustee as to particular investments to be made. As of December 31,
1994 the investment managers were as follows:
(1) Guaranteed investment The Northern Trust Company
contracts and Vulcan Materials 50 South LaSalle Street
Company stock fund Chicago, Illinois 60675
(2) Large companies Trinity Investment
common stock fund Management Corporation
Ten Tremont Street
Boston, Massachusetts 02108
6. PLAN TRANSFERS
During 1993, the Plan accepted rollover contributions of $9,264 from
employees of Thrift Brothers, Inc., an acquired company. Such amounts are
included with contributions in the accompanying financial statements.
7. TAX STATUS
The Plan obtained its latest determination letter on May 24, 1995, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the Internal Revenue
Code. The Plan administrator believes that the Plan is currently designed
and being operated in compliance with the applicable requirements of the
Internal Revenue Code. Therefore, no provision for income taxes has been
included in the Plan's financial statements.
* * * * *
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement
No. 33-28398 of Vulcan Materials Company on Form S-8 of our reports dated
February 3, 1995 and June 2, 1995, appearing in the Annual Report on Form
10-K of Vulcan Materials Company for the year ended December 31, 1994 and in
the Annual Report on Form 11-K of the Vulcan Materials Company Construction
Materials Divisions Hourly Employees Savings Plan for the year ended
December 31, 1994, respectively. We also consent to the references to us
under the heading "Experts" in the Registration Statement.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
June 26, 1995
EXHIBIT 25(c)
TO FORM 10-K
ANNUAL REPORT
OF
VULCAN MATERIALS COMPANY
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994
UNDER THE SECURITIES EXCHANGE ACT OF 1934
FINANCIAL STATEMENTS REQUIRED BY FORM 11-K WITH
RESPECT TO THE VULCAN MATERIALS COMPANY CHEMICALS
DIVISION HOURLY EMPLOYEES SAVINGS PLAN FOR THE
FISCAL YEAR ENDED DECEMBER 31, 1994, AND THE INDEPENDENT
CERTIFIED ACCOUNTANTS' CONSENT WITH RESPECT THERETO
FILED AS AN AMENDMENT TO THE VULCAN MATERIALS
COMPANY ANNUAL REPORT ON FORM 10-K FOR THE
FISCAL YEAR ENDED DECEMBER 31, 1994,
AS PERMITTED BY RULE 15d-21
UNDER THE SECURITIES EXCHANGE ACT OF 1934
VULCAN MATERIALS COMPANY
VULCAN MATERIALS COMPANY
CHEMICALS DIVISION
HOURLY EMPLOYEES
SAVINGS PLAN
Financial Statements for the Years
Ended December 31, 1994 and 1993
and Independent Auditors' Report
VULCAN MATERIALS COMPANY
CHEMICALS DIVISION HOURLY EMPLOYEES SAVINGS PLAN
Table of Contents
Page
Independent Auditors' Report 36
Financial Statements of the Vulcan Materials Company
Chemicals Division Hourly Employees Savings Plan:
Statements of Net Assets Available for Benefits
as of December 31, 1994 and 1993 37
Statements of Changes in Net Assets Available
for Benefits for Each Year in the Periods Ended
December 31, 1994 and 1993 38
Notes to Financial Statements 39-44
Independent Auditors' Consent 45
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee of Vulcan Materials Company
Chemicals Division Hourly Employees Savings Plan:
We have audited the accompanying statements of net assets available for
benefits of the Vulcan Materials Company Chemicals Division Hourly Employees
Savings Plan as of December 31, 1994 and 1993, 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 at December 31,
1994 and 1993, 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 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 information by fund is the responsibility of the
Plan's management. Such supplemental information by fund has been subjected
to the auditing procedures applied in our audits of the basic financial
statements and, in our opinion, is fairly stated in all material respects
when considered in relation to the basic financial statements taken as a
whole.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
June 2, 1995
<TABLE>
<CAPTION>
VULCAN MATERIALS COMPANY
CHEMICALS DIVISION HOURLY EMPLOYEES SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994 AND 1993
1994 1993
Supplemental Information by Fund Supplemental Information by Fund
Guaranteed Vulcan Vulcan
Investment Large Materials Large Materials
Contracts Companies Company Guaranteed Companies Company
and Loans to Common Common Investment Common Common
Total Participants Stock Stock Total Contracts Stock Stock
ASSETS:
<S> <C> <C> <C> <C> <C> <C> <C> <C>
INVESTMENTS [Cost of $16,410,301
(1994) and $15,602,729 (1993)]
(Notes 1, 3, & 5):
Collective short-term
investments $ 17,884 $ 17,640 $ 28 $ 216 $ 15,595 $ 15,438 $ 8 $ 149
Guaranteed investment
contracts 13,189,161 13,189,161 13,119,928 13,119,928
Commingled funds holding
principally common stock 857,309 857,309 542,420 542,420
Fund holding Vulcan Materials
Company common stock 2,840,316 2,840,316 2,269,969 2,269,969
Loans to participants 48,560 48,560
Total investments 16,953,230 13,255,361 857,337 2,840,532 15,947,912 13,135,366 542,428 2,270,118
RECEIVABLE FROM VULCAN
MATERIALS COMPANY:
Employer contributions 53,256 39,831 13,425 49,191 49,191
Employee contributions 144,531 85,688 19,118 39,725 138,284 88,834 10,736 38,714
Total receivable 197,787 125,519 19,118 53,150 187,475 138,025 10,736 38,714
TOTAL ASSETS 17,151,017 13,380,880 876,455 2,893,682 16,135,387 13,273,391 553,164 2,308,832
TRANSFERS IN PROCESS (20,287) (3,696) 23,983 (28,700) 18,711 9,989
NET ASSETS AVAILABLE
FOR BENEFITS $17,151,017 $13,360,593 $872,759 $2,917,665 $16,135,387 $13,244,691 $571,875 $2,318,821
<FN>
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
VULCAN MATERIALS COMPANY
CHEMICALS DIVISION HOURLY EMPLOYEES SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
1994 1993
Supplemental Information by Fund Supplemental Information by Fund
Guaranteed Vulcan Vulcan
Investment Large Materials Large Materials
Contracts Companies Company Guaranteed Companies Company
and Loans to Common Common Investment Common Common
Total Participants Stock Stock Total Contracts Stock Stock
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
<S> <C> <C> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME (LOSS):
Interest $ 758,054 $ 756,656 $ 293 $ 1,105 $ 817,064 $ 815,964 $ 140 $ 960
Dividends 67,796 67,796 57,930 57,930
Net investment gains (losses):
Realized 17,853 16,756 1,097 8,803 1,366 7,437
Unrealized (Note 4) 197,746 5,430 192,316 (2,467) 68,041 (70,508)
Net investment income
(loss) 1,041,449 756,656 22,479 262,314 881,330 815,964 69,547 (4,181)
CONTRIBUTIONS (Note 2):
Participants 1,384,294 839,069 173,321 371,904 1,329,129 843,136 95,016 390,977
Vulcan Materials Company 495,185 409,549 85,636 435,262 435,262
Total contributions 1,879,479 1,248,618 173,321 457,540 1,764,391 1,278,398 95,016 390,977
REDISTRIBUTION OF
PARTICIPANTS' INVESTMENT
OPTIONS UNDER THE PLAN (104,982) 130,416 (25,434) (67,173) 101,349 (34,176)
TOTAL ADDITIONS 2,920,928 1,900,292 326,216 694,420 2,645,721 2,027,189 265,912 352,620
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
WITHDRAWALS BY
PARTICIPANTS (Note 2) (1,905,298) (1,784,390) (25,332) (95,576) (1,110,924) (959,368) (17,527) (134,029)
NET INCREASE 1,015,630 115,902 300,884 598,844 1,534,797 1,067,821 248,385 218,591
NET ASSETS AVAILABLE
FOR BENEFITS:
BEGINNING OF YEAR 16,135,387 13,244,691 571,875 2,318,821 14,600,590 12,176,870 323,490 2,100,230
END OF YEAR $17,151,017 $13,360,593 $872,759 $2,917,665 $16,135,387 $13,244,691 $571,875 $2,318,821
<FN>
See notes to financial statements.
</TABLE>
VULCAN MATERIALS COMPANY
CHEMICALS DIVISION HOURLY EMPLOYEES SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
GENERAL - The financial statements of the Vulcan Materials Company
Chemicals Division Hourly Employees Savings Plan ("Plan") have been
prepared on the accrual basis of accounting. All assets of the Plan are
held by The Northern Trust Company, Chicago, Illinois ("Trustee"). Vulcan
Materials Company ("Company") pays the administrative costs of the Plan,
including the trustee's fees and charges.
VALUATION OF INVESTMENTS - Investments other than guaranteed investment
contracts are reported at fair value. Investments in securities traded on
national and over-the-counter exchanges are valued at the closing bid
price of the security as of the last day of the year. Guaranteed
investment contracts are reported at their contract value, which is cost
increased by interest earned. The average cost of securities sold or
distributed is used to determine net investment gains (losses) realized.
Security transactions are recorded on the settlement date. Distributions
of common stock, if any, to participants are recorded at the market value
of such stock at the end of the month prior to distribution.
BENEFITS PAYABLE - In 1993, the Plan changed its method of accounting for
benefits payable to comply with the 1993 AICPA Audit and Accounting Guide,
"Audits of Employee Benefit Plans." The new guidance requires that
benefits payable to persons who have withdrawn from participation in a
defined contribution plan be disclosed in the footnotes to the financial
statements rather than be recorded as a liability of the Plan. As of
December 31, 1994 and 1993, benefits of $101,489 and $55,517,
respectively, were due to participants who had elected to receive a
distribution from the Plan.
NEW ACCOUNTING STANDARD NOT YET ADOPTED - The Plan has not yet adopted
Statement of Position (SOP) No. 94-4 "Reporting of Investment Contracts
Held by Health and Welfare Benefit Plans and Defined Contribution Pension
Plans," issued in September 1994. The new guidance requires defined
contribution plans to report investment contracts with fully-benefit
responsive features (as defined in the SOP) at contract value. Other
investment contracts are reported at fair value. This SOP is effective
for financial statements for plan years beginning after December 15, 1994,
except that the application of this SOP to investment contracts entered
into before December 31, 1993, is delayed to plan years beginning after
December 15, 1995, at which time the Plan intends to adopt this SOP. The
impact of adoption of SOP No. 94-4 is expected to be insignificant.
2. DESCRIPTION OF THE PLAN
GENERAL - The Plan was established effective January 1, 1972 and was most
recently restated as of May 1, 1991. The purpose of the Plan is to
provide for accumulation of savings for qualifying hourly paid employees
of the Chemicals Division of Vulcan Materials Company ("Employer") who are
represented by collective bargaining units which have specifically adopted
the Plan.
PARTICIPATION AND VESTING - Chemicals Division Hourly employees, with one
year of service covered by a collective bargaining unit which has adopted
the Plan, are eligible for participation. Participants are fully vested
at all times.
The number of participants in the Plan at December 31, 1994 and 1993 was
as follows:
1994 1993
Total participants 530 551
Participants included in the above total who
have transferrd to a bargaining unit not
covered by the Plan, or are no longer employed
by the Company, but who have vested benefits
under the Plan 18 29
FUNDING - The Plan is funded through participants' and Company
contributions. Participants contribute to the Plan through weekly payroll
deductions at a rate dependent upon the participant's years of service. A
participant may make weekly matched contributions in multiples of $1 up to
a maximum weekly matched contribution as stated in the plan document for
the participants' collective bargaining unit. Company contributions equal
a percentage of participants' contributions, such percentage being defined
in the plan document for the collective bargaining unit covering the
participant. In addition to the matched contributions, participants may
make weekly unmatched contributions in multiples of $1 up to a maximum as
stated in the applicable plan document for the participants' collective
bargaining agreement.
ALLOCATION AND DETERMINATION OF ACCOUNTS - Separate accounts are
maintained for each participant for matched, unmatched, deductible
supplemental, and Company contributions and accumulated earnings on each.
Additionally, subaccounts are maintained for matched and unmatched
accounts for the portion of each account that is attributable to pre-tax
contributions and the portion attributable to after-tax contributions.
Monthly net earnings are allocated to each participant's account in the
ratio of the participant's account balance to total participants' account
balances.
DISTRIBUTIONS AND WITHDRAWALS - A participant's total account is
distributed upon retirement, disability, death or termination of
employment unless the account value is greater than $3,500, in which case
the participant may defer until age 70-1/2. Prior to a termination of
employment, participants may make partial withdrawals or may withdraw
their total account, except that if a participant has not maintained a
participant contribution account for the 60 months immediately preceding
the voluntary withdrawal, no Company contributions which have been on
deposit less than 24 months will be distributed until 24 months after the
earlier of the employee's withdrawal date or the employee's termination of
employment. In addition, any in-service distribution from a participant's
pre-tax contributions must meet the requirements of a "hardship
withdrawal," as set forth in the plan document.
INVESTMENTS - Participants' contributions are invested in three separate
investment funds (see Note 5) of the Plan in proportions elected by the
participant. The Company's matching contributions are invested either in
the fund which invests primarily in guaranteed investment contracts or the
fund which invests in Vulcan Materials Company common stock.
LOANS - Effective September 1, 1994, participants covered by certain
collective bargaining unit agreements may apply for a loan at any time
provided that the aggregate value of his account invested in Fund 1 (see
Note 5) is at least equal to the proposed loan plus any existing loan.
The amount of the loan cannot exceed the lesser of 50% of the
participant's total account or $50,000. If a loan is made, the
participant shall execute a note payable to the Trustee in the amount of
the loan and bearing interest at the prime interest rate plus 1%. During
1994, the average rate of interest on loans approximated 8.75%. Such note
shall be held as an investment by the Trustee as part of that portion of
the fund invested in guaranteed investment contracts. Loans must be
repaid in 36 monthly installments through payroll deductions.
PLAN TERMINATION - In the event it becomes necessary to terminate the
Plan, participants will receive a distribution of the amounts held for
their accounts.
3. INVESTMENTS
The Plan's investment assets consist of an interest in one of the
investment accounts of the Vulcan Materials Company Master Trust ("Master
Trust") administered by Northern Trust Company. Use of the Master Trust
permits the commingling of investment assets of a number of employee
benefit plans of the participating companies. Although the assets are
commingled, the Company maintains supporting records for the purpose of
allocating the investment assets and the related net earnings to the
various participating employee benefit plans.
The investment accounts of the Master Trust at December 31, 1994 and 1993
are summarized as follows:
1994 1993
Pension Investment Account $264,288,286 $270,465,591
Thrift Plan Investment Account 159,750,043 153,862,152
Chemicals Savings Account 17,151,017 16,135,387
Construction Savings Account 9,732,139 8,160,414
Net assets $450,921,485 $448,623,544
The net assets of the Master Trust at December 31, 1994 and 1993 are
summarized as follows:
1994 1993
Commingled fund holding principally
short-term fixed income investments
and loans to participants $ 30,247,021 $ 18,678,781
Guaranteed investment contracts 20,924,682 19,803,668
Fund holding principally real
estate investments 14,449,642 12,044,398
Fund holding principally intermediate-
term fixed income investments 51,667,752 57,877,310
Commingled funds holding principally
common stock 160,969,643 157,489,866
Commingled funds holding principally
international equity instruments 56,042,408 73,558,068
Fund holding Vulcan Materials Company
common stock 116,620,337 109,171,453
Net assets $450,921,485 $448,623,544
The total investment income by type of the Master Trust at December 31,
1994 and 1993 is summarized as follows:
1994 1993
Interest, net $ 1,971,049 $ 1,897,072
Dividends 3,003,469 2,898,022
Other 346,867 69,745
Net investment gains (losses):
Realized 15,145,823 24,636,203
Unrealized (4,905,558) 5,391,112
Total $15,561,650 $34,892,154
Investments held by the Plan at December 31, 1994 and 1993, respectively
are as follows:
1994 1993
Collective short-term investments
(cost and market) $17,884 $15,595
Guaranteed investment contract (at contract value) -
<TABLE>
<CAPTION>
Insurance Contract Guaranteed
Company Year Rate* Maturity Dates 1994 1993
<S> <C> <C> <C> <C> <C>
Metropolitan Life 1991 5.75%** May 1, annually $13,189,161 $13,119,928
<FN>
* Rates are net of insurance company charges.
** Interest rate was 7.43% from January 1 - April 30, 1993,
6.09% from May 1, 1993 - April 30, 1994,
and 5.75% from May 1 - December 31, 1994.
Upon maturity, the Company renegotiates new terms on these contracts.
</TABLE>
<TABLE>
<CAPTION>
Commingled funds: 1994 1993
Cost Market Cost Market
<S> <C> <C> <C> <C>
Funds holding principally
common stock - 2,924.24
shares (1994) and
1,909.70 shares (1993) $ 739,822 $ 857,309 $ 430,363 $ 542,420
Fund holding Vulcan Materials
Company common stock -
56,105 shares (1994)
and 48,426 shares (1993) $2,414,874 $2,840,316 $2,036,843 $2,269,969
</TABLE>
4. CHANGES IN UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENTS
Investments held by the Plan at December 31, 1994 and 1993 and changes in
unrealized appreciation (depreciation) of investments for the years then
ended are summarized below:
<TABLE>
<CAPTION>
Market or Current Year
Contract Cumulative Appreciation Prior Years
Cost Value Appreciation (Depreciation) Appreciation
<S> <C> <C> <C> <C> <C>
December 31, 1994:
Collective short-term
investments $ 17,884 $ 17,884
Guaranteed investment
contracts 13,189,161 13,189,161
Commingled funds
holding principally
common stock 739,822 857,309 $117,487 $ 5,430 $112,057
Fund holding Vulcan
Materials Company
common stock 2,414,874 2,840,316 425,442 192,316 233,126
Loans to participants 48,560 48,560
Total $16,410,301 $16,953,230 $542,929 $197,746 $345,183
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
December 31, 1993:
Collective short-term
investments $ 15,595 $ 15,595
Guaranteed investment
contracts 13,119,928 13,119,928
Commingled funds
holding principally
common stock 430,363 542,420 $112,057 $ 68,041 $ 44,016
Fund holding Vulcan
Materials Company
common stock 2,036,843 2,269,969 233,126 (70,508) 303,634
Total $15,602,729 $15,947,912 $345,183 $ (2,467) $347,650
</TABLE>
5. INVESTMENT PROGRAM
The number of participants electing each investment option is shown
below:
As of December 31,
1994 1993
(1) A fund invested in guaranteed
investment contracts 209 245
(2) Commingled funds invested
primarily in common stocks
of large companies 13 6
(3) Common stock of Vulcan
Materials Company 30 31
(4) Any combination of (1),
(2) or (3) 278 269
Investment managers have been appointed whose duty is to advise the
trustee as to particular investments to be made. As of December 31, 1994,
the investment managers were as follows:
(1) Guaranteed investment The Northern Trust Company
contracts and Vulcan 50 South LaSalle Street
Materials Company Chicago, Illinois 60675
stock fund
(2) Large companies Trinity Investment
common stock fund Management Corporation
Ten Tremont Street
Boston, Massachusetts 02108
6. TAX STATUS
The Plan obtained its latest determination letter on June 14, 1993, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the Internal Revenue
Code. The Plan has been amended since receiving the determination letter.
However, the Plan administrator believes that the Plan is currently
designed and being operated in compliance with the applicable requirements
of the Internal Revenue Code. Therefore, no provision for income taxes
has been included in the Plan's financial statements.
* * * * *
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement
No. 33-28397 of Vulcan Materials Company on Form S-8 of our reports dated
February 3, 1995 and June 2, 1995, appearing in the Annual Report on Form
10-K of Vulcan Materials Company for the year ended December 31, 1994 and in
the Annual Report on Form 11-K of the Vulcan Materials Company Chemicals
Division Hourly Employees Savings Plan for the year ended December 31, 1994,
respectively. We also consent to the reference to us under the heading
"Experts" in the Registration Statement.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
June 26, 1995
