<PAGE> 1
FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[ X ] Annual Report Pursuant to Section 15(d) of the Securities
Exchange Act of 1934 (Fee Required)
For the Fiscal Year ended December 31, 1993
[ ] Transition Report Pursuant to Section 15(d) of the
Securities Exchange Act of 1934 (No Fee Required)
For the Transition Period from to
WYMAN-GORDON COMPANY SAVINGS/INVESTMENT PLAN
(Full Title of the Plan)
WYMAN-GORDON COMPANY
244 WORCESTER STREET
P.O. BOX 8001
NORTH GRAFTON, MASSACHUSETTS 01536-8001
(Name of Issuer of the Securities Held
Pursuant to the Plan and the Address
of its Principal Executive Offices)
1 of 6<PAGE>
<PAGE> 2
ITEM 1. CHANGES IN THE PLAN
Wyman-Gordon Company ("the Company") amended and restated the
Wyman-Gordon Company Savings/Investment Plan ("the Plan").
Effective April 1, 1993, the Plan was amended to allow Company
employees covered under the Collective Bargaining Agreement to
participate in the Plan. Additionally, the Company changed its
contribution policy whereby a stock match program was implemented
for employees of the Forgings Division. The Company matches 50%
of each Participant's quarterly contributions to the Plan with
Wyman-Gordon Company stock. Amounts eligible for the 50% stock
match are limited to 5% of the Participant's salary. The first
quarterly match was reflected on the June 30, 1993 statements for
the quarter beginning April 1, 1993 and ending June 30, 1993.
ITEM 2. CHANGES IN INVESTMENT POLICY
Effective October 1, 1993, the Company converted certain of
its investments in Wells Fargo collective trust funds to Wells
Fargo mutual funds.
ITEM 3. CONTRIBUTIONS UNDER THE PLAN
Under the terms of the Plan any contributions made by or on
behalf of the Participant of between 2% and 5% of a Participant's
annual compensation are matched by Wyman-Gordon Company ("the
Company") at its discretion at a rate determined by the Company's
Chief Executive Officer. The Company matched such contributions
at the rate of 50% until April 1, 1991 when the match was
discontinued indefinitely by the Company.
Under the terms of the Plan as subsequently amended on April
1, 1992, the Company's wholly-owned subsidiary Wyman-Gordon
Investment Castings, Inc. (WGIC) will match 25% of each eligible
WGIC Participant's pre-tax contributions for the period, provided
no WGIC match contributions shall be made based upon a
Participant's contribution in excess of 15% of his or her pay.
The Company may change the 25% matching rate or the 15% of
considered pay to any other percentages including 0%. The maximum
dollar match is limited to $270 per Participant for the Plan year.
The total 1993 Company match was $133,948.
For the years 1988 through 1993, the Company has contributed
$2,269,319 to the Plan on behalf of Plan Participants.
ITEM 4. PARTICIPATING EMPLOYEES
At December 31, 1993, 1,925 employees were Participants in
the Plan.
ITEM 5. ADMINISTRATION OF THE PLAN
The Plan is administered jointly by a Plan Committee and a
Plan Investment Committee, both of whose members are appointed by
the Company's Chief Executive Officer.
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<PAGE> 3
ITEM 5. ADMINISTRATION OF THE PLAN (CONTINUED)
The Plan Committee is responsible for the promulgation and
enforcement of necessary or appropriate rules and regulations for
the administration of the Plan, the interpretation of the terms of
the Plan, and the resolution of questions relating to an
individual's participation in the Plan. The members of the
Plan Committee are:
NAME OFFICE OR POSITION ADDRESS
Luis E. Leon Vice President- Wyman-Gordon Company
Chief Financial Officer 244 Worcester Street
and Treasurer P.O. Box 8001
North Grafton, MA
01536-8001
Raymond L. Raboin Forgings Division- Wyman-Gordon Company
Controller 244 Worcester Street
P.O. Box 8001
North Grafton, MA
01536-8001
David J. Sulzbach W-G Investment W-G Investment
Castings-Controller 839 Poquonnock Road
P.O. Box 999
Groton, CT 06340
Wallace F. Whitney, Vice President, General Wyman-Gordon Company
Jr. Counsel and Clerk 244 Worcester Street
P.O. Box 8001
North Grafton, MA
01536-8001
ITEM 6. CUSTODIAN OF INVESTMENTS
Wells Fargo Bank N.A., 420 Montgomery Street, San Francisco,
California, a Delaware Corporation, is the custodian of the assets
held by the Plan. For the year ended December 31, 1993, Wells
Fargo Bank N.A. was paid fees of approximately $37,000 for its
services, which were paid by the Plan.
Wells Fargo's coverage for property of its customers under
custody and its agents is provided under the Bankers Professional
Liability Insurance which insures the bank and its customers
against all risks of loss resulting directly from one or more
fraudulent or dishonest acts by an employee acting alone or in
collusion with others, committed with the intent to have the
employer sustain a pecuniary loss and to profit personally
thereby, physical loss of property resulting from burglary,
robbery, theft, common law or statutory larceny, mysterious
disappearance or damage thereto, while such property is lodged
within offices or premises anywhere, or while in transit anywhere
in the custody of a messenger. The limit of the coverage for each
loss or claim or annual aggregate excess of deductible is $105
million.
-3-<PAGE>
<PAGE> 4
ITEM 7. REPORTS TO PARTICIPATING EMPLOYEES
Each Participant is furnished with a quarterly statement
summarizing the activity within their investment accounts for the
quarter as well as the value of their investment accounts as of
the end of the quarter.
ITEM 8. INVESTMENT OF FUNDS
(a) For the three years ended December 31, 1993, no direct
brokerage commissions were paid by the Plan.
(b) During the year ended December 31, 1993, neither the
Plan nor any Investment Manager for the Plan, pursuant to an
agreement or understanding with a broker or otherwise through an
internal allocation procedure, directed the Plan's brokerage
transactions to a broker or brokers because of research services
provided.
ITEM 9. FINANCIAL STATEMENTS AND EXHIBITS
(a) The Financial Statements of the Plan consisting of the
following are filed herewith:
(1) Report of Independent Auditors/Accountants
(2) Statements of Net Assets Available for Plan
Benefits as of December 31, 1993 and 1992
(3) Statements of Changes in Net Assets Available for
Plan Benefits for the Years Ended December 31,
1993, 1992 and 1991
(4) Supplemental Schedules
(b) Exhibits: Page
(1) The Wyman-Gordon Company Savings/Investment
Plan is incorporated by reference to
Registration Statement No. 33-26980
on Form S-8. -
(2) Agreement establishing the Wyman-Gordon
Savings/Investment Trust is incorporated
by reference to Registration Statement
No. 33-26980 on Form S-8. -
(3) Consent of Independent Auditors/
Accountants R-2C/R-2D
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<PAGE> 5
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Plan Committee of Wyman-Gordon Company has duly caused
this Annual Report to be signed by the undersigned thereunto duly
authorized.
WYMAN-GORDON COMPANY
SAVINGS/INVESTMENT PLAN
Date 6/24/94 By /s/ Luis E. Leon
Luis E. Leon
Vice President -
Chief Financial Officer
and Treasurer
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<PAGE> 6
WYMAN-GORDON COMPANY
SAVINGS/INVESTMENT PLAN
FINANCIAL STATEMENTS AND
SUPPLEMENTAL SCHEDULES
For the Years Ended December 31, 1993, 1992 and 1991
with
Report of Independent Auditors/Accountants
-6-<PAGE>
<PAGE> 7
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Index to Financial Statements and
Supplemental Schedules
<CAPTION>
Pages
<S> <C>
Report of Independent Auditors/Accountants R-2A/R-2B
Consent of Independent Auditors/Accountants R-2C/R-2D
Financial Statements:
Statements of Net Assets Available for Plan
Benefits as of December 31, 1993 and 1992 R-3
Statements of Changes in Net Assets Available
for Plan Benefits for the year ended
December 31, 1993 R-4A1-R-4A3
Statements of Changes in Net Assets Available
for Plan Benefits for the year ended
December 31, 1992 R-4B1/R-4B3
Statements of Changes in Net Assets Available
for Plan Benefits for the year ended
December 31, 1991 R-4C
Notes to Financial Statements R-5
Additional Information for Item 30(a) -
Supplemental Schedule of Assets Held for
Investment Purposes as of December 31, 1993 R-11
Additional Information for Item 30(d) -
Supplemental Schedule of Reportable Transactions
for the Year Ended December 31, 1993 R-12A/R-12B
</TABLE>
R-1<PAGE>
<PAGE> 8
REPORT OF INDEPENDENT AUDITORS
To The Trustees of Wyman-Gordon Company
Savings and Investment Plan
We have audited the accompanying statements of net assets
available for plan benefits of the Wyman-Gordon Company Savings
and Investment Plan (the Plan) as of December 31, 1993 and 1992,
and the related statements of changes in net assets available for
plan 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, the 1993 and 1992 financial statements referred to
above present fairly, in all material respects, the net assets
available for plan benefits of the Wyman-Gordon Company Savings
and Investment Plan as of December 31, 1993 and 1992, and the
changes in net assets available for plan benefits for the years
then ended, in conformity with generally accepted accounting
principles.
Our audit is made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The accompanying
supplemental schedules of assets held for investment purposes at
December 31, 1993 and reportable transactions for the year ended
December 31, 1993 are presented for purposes of complying with the
Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of
1974, and are not a required part of the basic financial
statements. The supplemental schedules have been subjected to the
auditing procedures applied in our audit of the 1993 financial
statements, and, in our opinion, are fairly stated in all material
respects in relation to the 1993 basic financial statements taken
as a whole.
Ernst & Young
Worcester, Massachusetts
April 29, 1994
R-2A<PAGE>
<PAGE> 9
REPORT OF INDEPENDENT ACCOUNTANTS
To The Trustees of Wyman-Gordon Company
Savings and Investment Plan
We have audited the accompanying statement of changes in net
assets available for plan benefits of the Wyman-Gordon Company
Savings and Investment Plan for the year ended December 31, 1991.
This financial statement is the responsibility of the Plan's
management. Our responsibility is to express an opinion on this
financial statement based on our audit.
We conducted our audit 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 statement is 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
audit provides a reasonable basis for our opinion.
In our opinion, the financial statement referred to above presents
fairly, in all material respects, the changes in net assets
available for plan benefits of the Wyman-Gordon Company Savings
and Investment Plan for the year ended December 31, 1991 in
conformity with generally accepted accounting principles.
COOPERS & LYBRAND
Boston, Massachusetts
June 24, 1992
R-2B<PAGE>
<PAGE> 10
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration
Statement (Form S-8 No. 33-26980) pertaining to the Wyman-Gordon
Company Savings and Investment Plan of our report dated April 29,
1994, with respect to the 1993 and 1992 financial statements and
schedules of the Wyman-Gordon Company Savings and Investment Plan
included in this Annual Report (Form 11-K) for the years ended
December 31, 1993 and 1992.
Ernst & Young
Worcester, Massachusetts
June 24, 1994
R-2C<PAGE>
<PAGE> 11
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration
statement of Wyman-Gordon Company Savings and Investment Plan on
Form S-8 (File No. 33-26980) of our report dated June 24, 1992, on
our audit of the statement of changes in net assets vailable for
plan benefits of Wyman-Gordon Company Savings and Investment Plan
for the year ended December 31, 1991, which report is included in
this Annual Report on Form 11-K.
COOPERS & LYBRAND
Boston, Massachusetts
June 24, 1994
R-2D<PAGE>
<PAGE> 12
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Statements of Net Assets Available for Plan Benefits
as of December 31, 1993 and 1992
<CAPTION>
1993 1992
Invest- 1993 Invest- 1992
ment Fair ment Fair
at Cost Value at Cost Value
<S> <C> <C> <C> <C>
ASSETS
Investment,
at fair value:
Collective Investment
Funds:
Income Accumulation
Fund of Wells Fargo
Bank N.A. $6,877,696 $ 6,877,696 $9,512,810 $ 9,512,810
Wellsfunds Asset
Allocation Fund $9,332,544 9,191,320 - -
Wellsfunds Growth
Stock Fund $3,570,692 3,546,299 - -
Wellsfunds S&P 500
Fund $2,778,674 2,803,201 - -
Wellsfunds U.S.
Treasury Allocation $3,744,521 3,536,396 - -
Asset Allocation Fund
of Wells Fargo Bank
N.A. - - $6,483,056 6,895,626
U.S. Treasury Alloca-
tion Fund of Wells
Fargo Bank N.A. - - $2,085,168 2,189,443
S&P 500 Stock Fund
of Wells Fargo Bank
N.A. - - $2,060,263 2,204,156
Growth Stock Fund
of Wells Fargo Bank
N.A. - - $1,920,749 2,285,349
25,954,912 23,087,384
Wyman-Gordon Stock Fund $ 976,299 936,903 $ 527,448 547,739
Participant Loans 527,677 271,544
27,419,492 23,906,667
LIABILITIES
Participants' withdrawals and
benefits payable - -
Net assets available for
plan benefits $27,419,492 $23,906,667
The accompanying notes are an integral part of these financial
statements.
</TABLE>
R-3<PAGE>
<PAGE> 13
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1993
<CAPTION>
U.S.
Asset Growth S&P 500 Treasury
Allocation Stock Stock Allocation
Fund Fund Fund Fund
<S> <C> <C> <C> <C>
ADDITIONS
Contributions:
Employee $ 716,590 $ 468,311 $ 400,918 $ 273,848
Employer 32,771 28,481 25,221 17,430
749,361 496,792 426,139 291,278
Net appreciation
in fair market
value of
investments 1,107,163 301,819 194,806 453,011
Total Additions 1,856,524 798,611 620,945 744,289
DEDUCTIONS
Participants'
withdrawals (329,325) (67,967) (154,542) (70,430)
Plan administrative
expenses (4,719) (2,535) (2,366) (1,730)
Net transfers/
adjustments
in (out) (8,418,106) (3,013,458) (2,668,193) (2,861,572)
Total (deductions)
additions (8,752,150) (3,083,960) (2,825,101) (2,933,732)
Increase (decrease)
in net assets
available for
plan benefits (6,895,626) (2,285,349) (2,204,156) (2,189,443)
Net assets
available for
plan benefits:
Beginning of
year 6,895,626 2,285,349 2,204,156 2,189,443
End of year $ - $ - $ - $ -
</TABLE>
The accompanying notes are an integral part of these financial
statements.
R-4A1<PAGE>
<PAGE> 14
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1993 (Continued)
<CAPTION>
Income
Accumu- Wellsfunds Wellsfunds
lation Asset Growth Wellsfunds
Fund Allocation Stock S&P 500
<S> <C> <C> <C> <C>
ADDITIONS
Contributions:
Employee $ 465,374 $ 220,766 $ 146,954 $ 124,334
Employer 12,722 3,508 2,935 3,198
478,096 224,274 149,889 127,532
Interest 380,317 154,026 100,831 18,975
Net appreciation
(depreciation)
in fair market
value of
investments - (140,044) (24,531) 25,788
Total Additions 858,413 238,256 226,189 172,295
DEDUCTIONS
Participants'
withdrawals (1,409,326) (67,963) (69,626) (65,465)
Plan administrative
expenses (7,022) (1,400) (871) (742)
Net transfers/
adjustments
in (out) (2,077,179) 9,022,427 3,390,607 2,697,113
Total (deductions)
additions (3,493,527) 8,953,064 3,320,110 2,630,906
Increase (decrease)
in net assets
available for
plan benefits (2,635,114) 9,191,320 3,546,299 2,803,201
Net assets
available for
plan benefits:
Beginning of
year 9,512,810 - - -
End of year $6,877,696 $9,191,320 $3,546,299 $2,803,201
</TABLE>
The accompanying notes are an integral part of these financial
statements.
R-4A2<PAGE>
<PAGE> 15
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1993 (Continued)
<CAPTION>
Wellsfunds W-G
Treasury Stock
Allocation Fund Loans Total
<S> <C> <C> <C> <C>
ADDITIONS
Contributions:
Employee $ 93,169 $107,905 $ - $ 3,018,169
Employer 2,753 272,686 - 401,705
95,922 380,591 - 3,419,874
Interest 151,623 - 29,357 835,129
Net appreciation
(depreciation)
in fair market
value of
investments (210,649) (71,650) - 1,635,713
Total Additions 36,896 308,941 29,357 5,890,716
DEDUCTIONS
Participants'
withdrawals (69,738) (29,892) (6,190) (2,340,464)
Plan administrative
expenses (14,948) (1,094) - (37,427)
Net transfers/
adjustments
in (out) 3,584,186 111,209 232,966 -
Total (deductions)
additions 3,499,500 80,223 226,776 (2,377,891)
Increase (decrease)
in net assets
available for
plan benefits 3,536,396 389,164 256,133 3,512,825
Net assets
available for
plan benefits:
Beginning of
year - 547,739 271,544 23,906,667
End of year $3,536,396 $936,903 $527,677 $27,419,492
</TABLE>
The accompanying notes are an integral part of these financial
statements.
R-4A3<PAGE>
<PAGE> 16
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1992
<CAPTION>
W-G Asset
Income Equity Stock Allocation
Fund Fund Fund Fund
<S> <C> <C> <C> <C>
ADDITIONS
Contributions:
Employee $ 301,852 $ 29,040 $ 74,443 $ 666,789
Employer - - 4,754 32,565
301,852 29,040 79,197 699,354
Interest 8,302 1,047 - -
Net appreciation
in fair market
value of
investments 245,647 379,224 56,639 477,901
Total Additions 555,801 409,311 135,836 1,177,255
DEDUCTIONS
Participants'
withdrawals (1,257,974) (9,739) (10,769) (92,237)
Net transfers/
adjustments
in (out) (19,236,406) (2,240,879) 300,255 5,810,608
Total (deductions)
additions (20,494,380) (2,250,618) 289,486 5,718,371
Increase (decrease)
in net assets
available for
plan benefits (19,938,579) (1,841,307) 425,322 6,895,626
Net assets
available for
plan benefits:
Beginning of
year 19,938,579 1,841,307 122,417 -
End of year $ - $ - $547,739 $6,895,626
</TABLE>
The accompanying notes are an integral part of these financial
statements.
R-4B1<PAGE>
<PAGE> 17
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1992 (Continued)
<CAPTION>
U.S.
Income Growth S&P 500 Treasury
Accumulation Stock Stock Allocation
Fund Fund Fund Fund
<S> <C> <C> <C> <C>
ADDITIONS
Contributions:
Employee $ 427,319 $ 370,964 $ 295,226 $ 230,500
Employer 29,638 25,936 24,009 17,864
456,957 396,900 319,235 248,364
Interest 576,466 - - -
Net appreciation
in fair market
value of
investments - 368,368 145,552 127,230
Total Additions 1,033,423 765,268 464,787 375,594
DEDUCTIONS
Participants'
withdrawals (1,413,383) (21,075) (87,419) (26,551)
Net transfers/
adjustments
in (out) 9,892,770 1,541,156 1,826,788 1,840,400
Total (deductions)
additions 8,479,387 1,520,081 1,739,369 1,813,849
Increase (decrease)
in net assets
available for
plan benefits 9,512,810 2,285,349 2,204,156 2,189,443
Net assets
available for
plan benefits:
Beginning of
year - - - -
End of year $9,512,810 $2,285,349 $2,204,156 $2,189,443
</TABLE>
The accompanying notes are an integral part of these financial
statements.
R-4B2<PAGE>
<PAGE> 18
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1992 (Continued)
<CAPTION>
Loans Total
<S> <C> <C>
ADDITIONS
Contributions:
Employee $ - $ 2,396,133
Employer - 134,766
- 2,530,899
Interest 6,236 592,051
Net appreciation
in fair market
value of
investments - 1,800,561
Total Additions 6,236 4,923,511
DEDUCTIONS
Participants'
withdrawals - (2,919,147)
Net transfers/
adjustments
in (out) 265,308 -
Total (deductions)
additions 265,308 (2,919,147)
Increase (decrease)
in net assets
available for
plan benefits 271,544 2,004,364
Net assets
available for
plan benefits:
Beginning of
year - 21,902,303
End of year $271,544 $23,906,667
</TABLE>
The accompanying notes are an integral part of these financial
statements.
R-4B3<PAGE>
<PAGE> 19
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Statements of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1991
<CAPTION>
W-G
Income Equity Stock
Fund Fund Fund Total
<S> <C> <C> <C> <C>
ADDITIONS
Contributions:
Employee $ 1,550,022 $ 102,229 $ 34,219 $ 1,686,470
Employer 123,432 13,546 4,218 141,196
1,673,454 115,775 38,437 1,827,666
Interest 2,063,602 32,832 185 2,096,619
Dividends - - 4,775 4,775
Net appreciation
(depreciation)
in fair market
value of
investments - 488,950 (41,787) 447,163
Total Additions 3,737,056 637,557 1,610 4,376,223
DEDUCTIONS
Participants'
withdrawals (6,182,377) (345,322) (25,844) (6,553,543)
Net transfers/
adjustments
in (out) (43,699) (10,305) 54,004 -
Total (deductions)
additions (6,226,076) (355,627) 28,160 (6,553,543)
Increase (decrease)
in net assets
available for
plan benefits (2,489,020) 281,930 29,770 (2,177,320)
Net assets
available for
plan benefits:
Beginning of
year 22,427,599 1,559,377 92,647 24,079,623
End of year $19,938,579 $1,841,307 $122,417 $21,902,303
</TABLE>
The accompanying notes are an integral part of these financial
statements.
R-4C<PAGE>
<PAGE> 20
Wyman-Gordon Company Savings/Investment Plan
NOTES TO FINANCIAL STATEMENTS
1. Plan Description
The Wyman-Gordon Company Savings/Investment Plan ("the Plan")
is a single employer defined contribution plan covering
certain employees of Wyman-Gordon Company ("the Company").
The Plan was established on January 1, 1981 for the purpose
of providing eligible employees with opportunities for (I)
convenient and regular personal savings; (II) sharing in
contributions by the Company out of its current and
accumulated net profits; and (III) supplementing retirement
benefits. The Plan is a single-employer contributory Plan
which is funded by a trust arrangement with the Wyman-Gordon
Savings/Investment Trust (the "Trust").
Eligibility
Effective April 1, 1993, the Plan was amended to allow
Company employees covered under the Collective Bargaining
Agreement to participate in the Plan. Previously, any full-
time weekly or monthly employee not covered by a Collective
Bargaining Agreement who has been continuously employed by
the Company (or a participating subsidiary) for at least six
months is eligible to participate in the Plan.
Federal Income Taxes
The Internal Revenue Service (IRS) made a favorable
determination in a letter dated September 15, 1986 that the
Plan is qualified under Section 401(a) and 401(k) of the
Internal Revenue Code (the "Code"), and accordingly, the
Trust thereunder has been determined to be exempt from
taxation under provisions of Section 501(a) of the Code. It
is not anticipated that amendments made to the Plan after the
IRS' determination letter will affect the qualified and tax
exempt status of the Plan and Trust respectively.
Employee Contributions
Upon becoming a Participant, an eligible employee may elect
to reduce his or her compensation between 1% and 15% and have
such amount contributed to the Plan by the employer as a
pre-tax contribution. The election shall be made in advance
as a whole percentage of their compensation. Additionally,
an eligible employee may elect to make after-tax
contributions to the Plan subject to the percentage
limitations discussed above.
In addition, in no event shall the contributions made by or
on behalf of a Participant for a Plan year exceed certain
limitations as required by the Employee Retirement Income
Security Act of 1974 (ERISA). The Internal Revenue Code also
includes provisions which limit the amount of employer
contributions which may be made on behalf of any individual
Participant.
R-5<PAGE>
<PAGE> 21
Wyman-Gordon Company Savings/Investment Plan
NOTES TO FINANCIAL STATEMENTS, (Cont.)
Plan Description, (Cont.)
Company Contributions
Effective April 1, 1993, the Company changed its contribution
policy whereby a stock match program was implemented for
employees of the Forgings Division. The Company matches 50%
of each Participant's quarterly contributions to the Plan
with Wyman-Gordon Company stock. Amounts eligible for the
50% stock match are limited to 5% of the Participant's
salary. The first quarterly match occurred for the quarter
beginning April 1, 1993 and ending June 30, 1993.
Under the terms of the Plan as amended April 1, 1989, any
contributions made by or on behalf of the Participant of
between 2% and 5% of a Participant's annual compensation were
matched by the Company at its discretion at a rate determined
by the Company's Chief Executive Officer. The Company
matched such contributions at the rate of 50% until April 1,
1991 when the Company match was discontinued indefinitely by
the Company.
Under the terms of the Plan as subsequently amended on April
1, 1992, the Company's wholly-owned subsidiary Wyman-Gordon
Investment Castings, Inc. (WGIC) will match 25% of each
eligible WGIC Participant's pre-tax contributions for the
period, provided no WGIC match contributions shall be made
based upon a Participant's contribution in excess of 15% of
his or her pay. The Company may change the 25% matching rate
or the 15% of considered pay to any other percentages
including 0%. The maximum dollar match is limited to $270
per Participant for the Plan year. The total Company match
for Plan years 1993, 1992 and 1991 was $133,948, $134,766 and
$141,196 respectively.
Participant Accounts
Each Participant's account is credited with the Participant's
contribution and allocation of the Company's contribution,
Plan earnings, and forfeitures of terminated Participants'
nonvested accounts. Allocations are based on Participant
earnings or account balances, as defined. The benefit to
which a Participant is entitled is the benefit that can be
provided from the Participant's account.
Investment Funds
Effective October 1, 1993, the Company converted certain of
its investments in Wells Fargo collective trust funds to
Wells Fargo mutual funds. Participants in the Plan have the
following six investment funds available:
R-6<PAGE>
<PAGE> 22
Wyman-Gordon Company Savings/Investment Plan
NOTES TO FINANCIAL STATEMENTS, (Cont.)
Plan Description, (Cont.)
Investment Funds (Cont.)
The Wellsfunds Asset Allocation Fund seeks to achieve
superior long-term gains at reasonable risk by actively
shifting investment among common stocks, U.S. Treasury bonds
and money market instruments. The investment strategy of the
Asset Allocation Fund focuses on the relative attractiveness
of asset classes at given points in time. The Fund uses a
computerized portfolio selection model to determine the
optimum mix among stocks, bonds and money market instruments.
There were 801 Participants in the Wellsfunds Asset
Allocation Fund at December 31, 1993.
The Wellsfunds U.S. Treasury Allocation Fund seeks to achieve
over the long-term a high rate of return at reasonable risk
by actively shifting investment among three classes of debt
securities. The Fund pursues a strategy of allocating and
reallocating investment among long-term bonds, intermediate-
term notes and 91 Day Treasury bills. The Fund invests in
U.S. Treasury bonds with maturities of 20 years or more, U.S.
Treasury notes with maturities of 5-7 years and U.S. Treasury
bills. The Fund attempts to realize long-term performance
which is superior to investment in any individual
fixed-income class. There were 505 Participants in the
Wellsfunds U.S. Treasury Allocation Fund at December 31,
1993.
The Wellsfunds S&P 500 Stock Fund seeks to achieve the same
total rate of return as the S&P 500 Index. The S&P 500 Stock
Fund invests in the same stocks and in substantially the same
percentages as the S&P 500 Index. The stocks included in the
Fund represent those held by the Index itself and do not
reflect subjective options concerning individual companies or
industries. There were 780 Participants in the Wellsfunds
S&P 500 Stock Fund at December 31, 1993.
The Income Accumulation Fund invests in a mix of fixed-rate
and variable-rate securities with strong credit ratings. The
Fund diversifies its investments by limiting its holdings of
any one issuer to 10% of the Fund assets at the time of
purchase. This limitation does not apply to the U.S.
Government or its agencies. Between 25% and 50% of the Fund
is held in publicly traded instruments. There were 1,095
Participants in the Income Accumulation Fund at December 31,
1993.
The Wellsfunds Growth Stock Fund seeks to provide investors
an above average rate of return as measured against the S&P
500 Index and against similar growth stock funds, through the
active management of a diversified portfolio of growth
R-7<PAGE>
<PAGE> 23
Wyman-Gordon Company Savings/Investment Plan
NOTES TO FINANCIAL STATEMENTS, (Cont.)
Plan Description, (Cont.)
Investment Funds, (Cont.)
oriented common stocks. The Fund will invest primarily in
common stocks that are expected to generate above market
rates of growth in revenues and earnings. There were 683
Participants in the Wellsfunds Growth Stock Fund at December
31, 1993.
The Wyman-Gordon Stock Fund invests in the common stock of
Wyman-Gordon Company. Amounts contributed to the
Wyman-Gordon Stock Fund may be temporarily invested in other
short-term investments pending the purchase of Company stock.
This Fund is subject to a relatively high degree of risk
because it is not a diversified investment and is subject to
any potential volatility in the price of the Company's common
stock. There were 586 Participants in the Wyman-Gordon Stock
Fund at December 31, 1993.
Distribution of Benefits
A Participant (or his or her beneficiary in the case of his
or her death) may elect to have his or her vested account
balance paid to them following their termination of
employment with the Company, by submitting a completed
distribution election form to the Plan Administrator.
A Participant may elect to be paid in any of these forms:
(a) a lump sum, or
(b) periodic installments over a period of years not to
exceed the life expectancy of the Participant and his or
her spouse.
Vesting
The Plan's vesting policy changed during 1992 from one where
participants vested in the Company contributions and related
investment earnings 20% annually to a policy in which
Participants are fully vested in all accounts at all times.
Withdrawals
Withdrawals may only be made in accordance with the terms of
the Plan. Hardship withdrawals of tax deferred
contributions and related earnings are subject to approval by
the Plan Administrator based upon the Participant's financial
need and are subject to IRS limitations.
Withdrawal of after-tax contributions, rollover account
withdrawals, withdrawals for Participants over age 59 1/2 and
withdrawals for certain Company contributions are allowed for
amounts up to the extent of Participant's account balance
with certain restrictions.
R-8<PAGE>
<PAGE> 24
Wyman-Gordon Company Savings/Investment Plan
NOTES TO FINANCIAL STATEMENTS, (Cont.)
Plan Description, (Cont.)
Plan Trustee and Custodian
The Plan's Trustee and Custodian of its funds changed during
1992 from State Street Bank and Trust Company to Wells Fargo
Bank N.A.
Participant Loans
No provision for Participant loans had been made prior to the
April 1992 Plan amendment which now permits them.
2. Summary of Significant Accounting Policies
The following is a summary of significant accounting policies
followed by the Plan in preparation of its financial
statements. The financial statements are prepared in
accordance with generally accepted accounting principles:
Valuation of Investments
Investments are valued on the basis of market valuations
provided by independent pricing services. Such valuations
are generally determined as follows:
* Units of Wells Fargo Bank N.A. collective trust funds
are valued on the basis of the unit value established
for each fund at each valuation date. Valuation of the
Funds' units occurs, at a minimum, on a monthly basis.
Unit values are determined by dividing the value of the
Funds' net assets by the number of units outstanding on
the valuation date.
* Stocks and mutual funds traded on security exchanges are
valued at closing market prices on the valuation date.
Security Transactions and Related Investment Income
Security transactions are accounted for on the trade date.
Interest income is accounted for on the daily accrual basis.
Dividend income is recorded on the ex-dividend date. The
cost of securities sold is computed on an average cost basis.
Investment Income
Net investment income, as earned, is allocated to Participant
accounts and reinvested. The Plan presents, in the
Statements of Changes in Net Assets Available for Plan
Benefits, net appreciation (depreciation) in the fair market
value of investments which consists of the realized gains or
losses and the unrealized appreciation (depreciation) on
those investments. Income from investments is recorded as
earned on an accrual basis.
R-9<PAGE>
<PAGE> 25
Wyman-Gordon Company Savings/Investment Plan
NOTES TO FINANCIAL STATEMENTS, (Cont.)
Plan Description, (Cont.)
Investment Income, (Cont.)
Purchases and Redemptions of Units
The value of participating units, upon admission to or
withdrawal from the Funds, is based upon the market value of
net assets held as of the valuation date. Upon purchase or
redemption of units by a Participant, transaction costs
incurred for the related security transactions are borne by
that Participant.
Expenses
Record-keeping, loan, extra investment, and recurring payment
fees are paid by the Participants; all other fees are paid by
the Company.
3. Plan Liabilities
Wells Fargo Bank uses a daily valuation method whereby all
account activity and related transactions take place on the
same day as the day of record. Therefore, all benefit
payments to Participants or Plan expenses are paid from the
various funds on a current basis and at December 31, 1993
there were no accrued liabilities for the Plan.
4. Other Matters
During the years ended December 31, 1993 and 1992 there were
no loans, fixed income obligations or leases in default or
classified as uncollectible by the Plan.
R-10<PAGE>
<PAGE> 26
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Additional Information for Item 30(a)
Supplemental Schedule of Assets Held for Investment Purposes
as at December 31, 1993
<CAPTION>
(d) Description
of investment
ment including
maturity date,
(a) Identity of issue rate of interest,
borrowers, lessor, or collateral par (d) Current
similar party or maturity value (c) Cost value
<S> <C> <C> <C>
Wells Fargo Bank N.A. 894,968 Shares
Wellsfunds Asset
Allocation Fund $ 9,332,544 $ 9,191,320
Wells Fargo Bank N.A. 356,132 Shares
Wellsfunds U.S.
Treasury Allocation
Fund 3,744,521 3,536,396
Wells Fargo Bank N.A. 268,506 Shares
Wellsfunds S&P 500
Stock Fund 2,778,674 2,803,201
Wells Fargo Bank N.A. 613,762 Shares
Income Accumulation
Fund 6,877,696 6,877,696
Wells Fargo Bank N.A. 322,098 Shares
Wellsfunds Growth
Stock Fund 3,570,692 3,546,299
Wells Fargo Bank N.A. 125,590 Shares
Wyman-Gordon Stock
Fund 976,299 936,903
$27,280,426 $26,891,815
</TABLE>
R-11<PAGE>
<PAGE> 27
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Additional Information for Item 30(d)
Supplemental Schedule of Reportable Transactions
For the Year Ended December 31, 1993
<CAPTION>
(b)Description
of assets
(include interest
(a)Identity of rate and maturity (c)Purchase (d)Selling
party involved in case of a loan) price price
Series (iii) reportable transactions - series of transactions in
excess of 5% of Plan assets:
<S> <C> <C> <C>
Wells Fargo Asset Allocation $2,253,629 -
Fund - $10,255,368
(107 Purchases,
59 Sales)
Wells Fargo Income Accumu- - $ 4,121,645
lation Fund
(114 Sales)
Wells Fargo Growth Stock - $ 3,438,205
Fund (53 Sales)
Wells Fargo S&P 500 Stock - $ 3,226,972
Fund (57 Sales)
Wells Fargo U.S. Treasury $1,352,549 -
Allocation Fund - $ 3,989,904
(97 Purchases,
44 Sales)
Wells Fargo Wellsfunds- $9,580,609 -
Asset Allocation
(36 Purchases)
Wells Fargo Wellsfunds-Growth $3,651,452 -
Stock Fund
(39 Purchases)
Wells Fargo Wellsfunds- $2,887,810 -
S&P 500 Fund
(31 Purchases)
Wells Fargo Wellsfunds- $3,914,525 -
U.S. Treasury
Allocation
(34 Purchases)
</TABLE>
R-12A<PAGE>
<PAGE> 28
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Additional Information for Item 30(d)
Supplemental Schedule of Reportable Transactions
For the Year Ended December 31, 1993 (Continued)
<CAPTION>
(h)Current
(f)Expense value of asset
(e)Lease incurred with (g)Cost on transaction (i)Net gain
rental transaction of asset date or (loss)
Series (iii) reportable transactions - series of transactions in
excess of 5% of Plan assets:
<S> <C> <C> <C> <C>
- - $2,253,629 $ 2,253,629 -
- - $8,736,684 $10,255,368 $1,518,684
- - $4,121,645 $ 4,121,645 -
- - $2,772,041 $ 3,438,205 $ 666,164
- - $2,888,647 $ 3,226,972 $ 338,325
- - $1,352,549 $ 1,352,549 -
- - $3,437,717 $ 3,989,904 $ 552,187
- - $9,580,609 $ 9,580,609 -
- - $3,651,452 $ 3,651,452 -
- - $2,887,810 $ 2,887,810 -
- - $3,914,525 $ 3,914,525 -
</TABLE>
R-12A-1<PAGE>
<PAGE> 29
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Additional Information for Item 30(d)
Supplemental Schedule of Reportable Transactions
For the Year Ended December 31, 1993
<CAPTION>
(b)Description
of assets
(include interest
(a)Identity of rate and maturity (c)Purchase (d)Selling
party involved in case of a loan) price price
Series (i) reportable transactions - single transactions in excess
of 5% of Plan assets:
<S> <C> <C> <C>
Wells Fargo Asset Allocation - $9,034,485
Fund (1 Sale)
Wells Fargo Growth Stock - $3,143,840
Fund (1 Sale)
Wells Fargo S&P 500 Stock - $2,673,025
Fund (1 Sale)
Wells Fargo U.S. Treasury - $3,172,613
Allocation Fund
(1 Sale)
Wells Fargo Wellsfunds- $9,033,350 -
Asset Allocation
(1 Purchase)
Wells Fargo Wellsfunds-Growth $3,143,058 -
Stock Fund
(1 Purchase)
Wells Fargo Wellsfunds- $2,673,024 -
S&P 500 Fund
(1 Purchase)
Wells Fargo Wellsfunds- $3,174,538 -
U.S. Treasury
Allocation
(1 Purchase)
</TABLE>
R-12B<PAGE>
<PAGE> 30
<TABLE>
Wyman-Gordon Company Savings/Investment Plan
Additional Information for Item 30(d)
Supplemental Schedule of Reportable Transactions
For the Year Ended December 31, 1993 (Continued)
<CAPTION>
(h)Current
(f)Expense value of asset
(e)Lease incurred with (g)Cost on transaction (i)Net gain
rental transaction of asset date or (loss)
Series (i) reportable transactions - single transactions in excess
of 5% of Plan assets:
<S> <C> <C> <C> <C>
- - $7,663,813 $9,034,485 $1,370,672
- - $2,519,206 $3,143,849 $ 624,643
- - $2,383,933 $2,673,025 $ 289,092
- - $2,693,666 $3,172,613 $ 478,947
- - $9,033,350 $9,033,350 -
- - $3,143,058 $3,143,058 -
- - $2,673,024 $2,673,024 -
- - $3,174,538 $3,174,538 -
R-12B-1
</TABLE>
