<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11 - K
[x] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of
1934 for the fiscal year ended DECEMBER 31, 1999
or
[ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange
Act of 1934 for the transition period from ____________ to_____________
Commission file number 1 - 5542
DEXTER CORPORATION 401(K) SAVINGS PLAN
(Full title of plan)
Dexter Corporation
One Elm Street
Windsor Locks, CT 06096
(Name of issuer of the securities held pursuant to the plan
and address of its principal executive office)
REQUIRED INFORMATION
Dexter 401(k) Corporation Savings Plan ('Plan') is subject to the Employee
Retirement Income Security Act of 1974 ('ERISA'). Therefore, attached hereto, in
lieu of the requirements of Items 1 - 3 of Form 11 - K, are the financial
statements and supplemental schedule of the Plan for the two fiscal years ended
December 31, 1999 and 1998, which have been prepared in accordance with the
financial reporting requirements of ERISA.
EXHIBIT
<TABLE>
<CAPTION>
Designation Description Method of Filing
----------- ----------- ----------------
<S> <C> <C>
Exhibit 23 Consent of PricewaterhouseCoopers LLP, Filed with this report
Independent Public Accountants
</TABLE>
<PAGE> 2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Dexter
Corporation, the plan administrator of Dexter Corporation 401(k) Savings Plan,
has duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
DEXTER CORPORATION 401(K) SAVINGS PLAN
Date: June 27, 2000 /s/ Lawrence D. McClure
------------------- --------------------------------------
Lawrence D. McClure
Dexter Corporation
Plan Administrator
<PAGE> 3
DEXTER CORPORATION 401(k)
SAVINGS PLAN
FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
<PAGE> 4
DEXTER CORPORATION 401(k) SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PAGE
<S> <C>
Report of Independent Accountants 1
Financial Statements
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4-11
</TABLE>
<PAGE> 5
REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Plan Administrator of
Dexter Corporation 401(k) Savings Plan
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of Dexter Corporation 401(k) Savings Plan (the "Plan") at December 31, 1999 and
1998, and the changes in net assets available for benefits for the years then
ended, in conformity with accounting principles generally accepted in the United
States. These financial statements are the responsibility of the Plan's
management; our responsibility is to express an opinion on these financial
statements based on our audits. We conducted our audits of these statements in
accordance with auditing standards generally accepted in the United States,
which require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for the opinion expressed above.
/s/ PricewaterhouseCoopers LLP
------------------------------
PricewaterhouseCoopers LLP
May 15, 2000
Hartford, Connecticut
-1-
<PAGE> 6
DEXTER CORPORATION 401(k) SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1999 1998
<S> <C> <C>
ASSETS
Investment in Master Trust at fair value $67,021,929 $59,866,782
Contributions receivable
Employer 36,226 45,612
Employee -- 11,483
----------- -----------
Total assets 67,058,155 59,923,877
Accrued administrative costs 1,450 --
----------- -----------
Net assets available for benefits $67,056,705 $59,923,877
=========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
-2-
<PAGE> 7
DEXTER CORPORATION 401(k) SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1999 1998
<S> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO
Contributions
Employer $ 1,453,913 $ 1,564,451
Employee 4,085,295 5,569,392
Net appreciation of the master trusts 12,075,360 9,580,747
----------- -----------
17,614,568 16,714,590
----------- -----------
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO
Benefits paid directly to participants or their beneficiaries 10,450,045 3,544,001
Administrative expenses 31,695 215,700
----------- -----------
10,481,740 3,759,701
----------- -----------
Net increase 7,132,828 12,954,889
Net assets available for benefits, beginning of year 59,923,877 46,968,988
----------- -----------
Net assets available for benefits, end of year $67,056,705 $59,923,877
=========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
-3-
<PAGE> 8
DEXTER CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN AND NATURE OF OPERATIONS
The following is a general description of the Plan. Participants should
refer to the Plan document for a more complete description of the Plan's
provisions.
GENERAL
The Plan is a defined contribution plan covering all eligible employees of
the Dexter Adhesive and Coating Systems, the Dexter Electronic Materials
(including certain participants from the formerly named Magnetic
Technologies business), and certain participants from the former Dexter
Packaging Coatings businesses. It is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA) and is intended to
meet the requirements of Section 401(a), 401(k), and 501(a) of the Internal
Revenue Code of 1986, as amended (the "Code"). The 401(k) Plan was amended
and restated as of October 1, 1998 to rename the plan Dexter Corporation
401(k) Savings Plan (the "Plan"), to amend certain plan provisions and
provide changes and additions to the investment options.
PLAN ADMINISTRATOR
Dexter Corporation (the "Company") is the administrator of the Plan. Among
the responsibilities of the Company as the administrator are to calculate
employer contributions, to determine financial hardship for participant
withdrawals and to make such rules and regulations as it may deem necessary
to carry out the provisions of the Plan. All administrative fees are paid
from the assets of the Plan.
ELIGIBILITY
Each eligible employee becomes a participant in the Plan on the first day
of the month following the first day of employment.
CONTRIBUTIONS AND PARTICIPANT ACCOUNTS
Participants may make on a pre-tax or after-tax basis, or a combination of
pre-tax and after-tax basis, elective contributions to the Plan of 1% to
15% of the participant's compensation during the plan year. Such
participant contributions are subject to certain requirements including
Sections 402(g) and 415(d) of the Code.
The Company makes contributions of 50% of the actual total pre-tax
participant contributions in the plan year to the extent that these pre-tax
contributions do not exceed 6% of the participant's salary. These
contributions are made at least quarterly. Additionally, the Company may
make discretionary contributions on behalf of all eligible participants of
amounts in excess of 50% of participants' contributions.
At any time, a participant may direct the Plan's trustee to invest in 1%
increments the value of his or her account and/or future contributions in a
Spartan U.S. Equity Index Fund, Managed Income Portfolio (MIP) II, Dexter
Corporation Stock Fund, Small Cap Selector, Diversified International Fund,
Puritan Fund, Equity-Income Fund, Blue Chip Growth Fund, Aggressive Growth
Fund, and PIMCO Total Return Fund.
-4-
<PAGE> 9
DEXTER CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
VESTING
Matching contributions and associated earnings vest according to the
following schedule:
<TABLE>
<CAPTION>
YEARS OF PARTICIPATION PERCENT VESTED
<S> <C>
1 25%
2 50%
3 100%
</TABLE>
A year of participation equals four quarters of a participation year.
One-quarter of a participation year is a calendar quarter of the plan year
in which a pre-tax contribution is made.
If the interest of the participant in the Company matching contributions
account has not become fully vested under the above schedule, the account
will become fully vested upon (a) attaining the age of 65 while employed by
the Company, (b) death, (c) termination of employment due to disability,
(d) discontinuance of contributions by the company or termination of the
Plan, or (e) termination of employment in certain situations during a
one-year period beginning on the date of a change in control of the Company
(as further described in the Plan document). If a participant separates
from the Company before becoming fully vested, non-vested matching
contributions will be forfeited. These forfeitures will first be used to
pay administrative expenses and then will be applied toward Company
matching contributions.
Employee contributions are immediately fully vested.
PAYMENT OF BENEFITS
Each participant is eligible to receive payment of his or her account no
later than 60 days after the end of the later of the plan year in which the
participant attains age 65 or the plan year in which the participant
separates from service. There are also provisions for distributions upon a
participant's early retirement, late retirement, termination of employment,
death, or disability.
All payments under the Plan are made in a single lump sum or in Company
securities, or some combination of Company securities or cash. In the event
that any portion of the participant's account is invested in Dexter stock,
he or she may request payment in whole shares of stock (with any fractional
shares paid in cash), in cash, or in some combination of shares of stock
and cash.
Daily, the yield (interest, dividends and net realized and unrealized gains
and losses) on investments is allocated to each participant's account in
accordance with the ratio of the value of a participant's account to the
value of the fund(s).
WITHDRAWALS AND LOANS
A participant may withdraw all or any portion of his or her vested account
balance resulting only from his or her contributions exclusive of certain
earnings on pre-tax contributions. Withdrawals are subject to a
participant's proof of hardship due to an immediate and heavy financial
need as further provided in the Plan. The determination of financial
hardship and the amount withdrawn shall be made by the Plan Administrator
in accordance with nondiscrimination standards applied uniformly to all
participants similarly situated.
-5-
<PAGE> 10
DEXTER CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
Participants may also obtain loans from the Plan. A participant may have no
more than two loans outstanding at any time. The total amount outstanding
shall not exceed the lesser of 50% of the participant's vested interest in
his or her account or $50,000. Interest is charged on the outstanding loan
balance at a rate in accordance with the loan policy and subject to uniform
and nondiscrimination rules as established by the Plan Administrator.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USE OF ESTIMATES
The financial statements have been prepared on the accrual basis of
accounting. The preparation of financial statements in conformity with
generally accepted accounting principles requires the Plan Administrator to
make estimates and assumptions that affect the reported amounts of net
assets available for benefits at the date of the financial statements and
the reported amounts of additions to and deductions from net assets
available for benefits during the reporting period. Actual results could
differ from those estimates.
RISKS AND UNCERTAINTIES
The plan provides for investment options in various funds of the Master
Trust which hold any combination of stocks, bonds, fixed income, and other
investment securities. Investment securities are exposed to interest rate,
market, credit and other risks. Due to the uncertainty related to changes
in these factors, it is at least reasonably possible that changes in the
value of investments in the near term could materially affect participants'
account balances and the amounts reported in the statements of net assets
available for benefits and the statements of changes in net assets
available for benefits.
PAYMENT OF BENEFITS
Benefits are recorded when paid.
INVESTMENT VALUATION
All assets are valued as of the last business day of the year according to
the following methods:
Fleet National Bank held certain combined assets of the Plan and other
employee benefit plans of the Company in a Master Trust (the "Fleet Master
Trust") through July 31, 1998. On August 1, 1998, the Fleet Master Trust
assets for all defined contribution plans were transferred to a newly
established Master Trust held by Fidelity Management Trust Company
("Fidelity Master Trust"). The allocable portion of the Plan's assets and
related income of the master trusts are included in these financial
statements.
Approximately twenty-five percent of the assets of the Fidelity Master
Trust are owned by the Plan at December 31, 1999 (approximately twenty-six
percent owned of the Fidelity Master Trust at December 31, 1998). In
addition to Fidelity, other managers act as investment advisors for certain
of the combined assets of the Trust.
The investment in Master Trust consists of holdings in pooled funds which
are valued at fair value as noted below for each type of investment. A unit
value for each fund is determined by dividing the outstanding units into
the fair value of the fund. The unit values are utilized to allocate
investment income and the assets to an individual participant's account.
-6-
<PAGE> 11
DEXTER CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
At December 31, 1999, investments contained in mutual and pooled funds were
valued according to the following methods:
COMMON STOCKS
If listed on a major exchange or traded over-the-counter, the Trust
uses the closing price for that exchange. If the stock is traded on
more than one exchange, the closing composite price is used.
CORPORATE BONDS
Corporate bonds are stated at values determined on the basis of matrix
prices received from a third-party broker.
GOVERNMENT SECURITIES
The Trust accounting reflects dealer market value quotes at the last
business day of the month.
SHORT-TERM OBLIGATIONS
Short-term instruments are valued at cost, which approximates fair
value.
GUARANTEED INVESTMENT CONTRACTS
Fully benefit-responsive guaranteed investment contracts are valued at
cost (contract value) plus accrued interest.
PARTICIPANT LOANS
Participant loans are stated at the unpaid principal balance.
MUTUAL FUNDS
The fund's net asset value per share is the value of a single share.
Fidelity normally calculates the fund's net assets value per share as
of the close of business of the New York Stock Exchange.
MANAGED INCOME PORTFOLIO (MIP) II
The value of each share is determined on a daily basis by subtracting
total liabilities from the total value of the assets, including accrued
income, and dividing the amount remaining by the number of units
outstanding on each valuation date. Portfolio assets are valued at fair
value as determined in good faith by Fidelity.
OTHER
The Fleet Master Trust recorded purchases and sales of securities on a
settlement date basis. Gains or losses on sales of securities were based on
average cost. Dividend income was recorded on the ex-dividend date. The
Fidelity Master Trust values transactions daily on a trade date basis.
Income from other investments is recorded as earned on the accrual basis.
The net appreciation in the fair value of investments is presented in the
statements of changes in net assets available for benefits under the
caption "net appreciation of the master trusts". This amount includes the
realized gains or losses, the unrealized appreciation or depreciation on
those investments, and interest income earned.
-7-
<PAGE> 12
DEXTER CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
3. TAX STATUS
The Internal Revenue Service has determined and informed the Company by a
letter dated May 28, 1998 that the Plan, as amended through May 16, 1996,
is designed in accordance with the applicable requirements of the Internal
Revenue Code. The Plan has been amended since May 16, 1996. The Plan
Administrator and the Plan's tax counsel believe that the Plan is designed
and is currently being operated in compliance with the applicable
requirements of the Internal Revenue Code.
4. PLAN TERMINATION
In the event of the termination or partial termination of the Plan or the
permanent discontinuance of contributions, a distribution of one hundred
percent of each participant's share will be made. Distribution may be made,
as feasible, to another qualified plan or to an individual retirement
account.
The Company reserves the right by resolution of its Board of Directors to
amend or modify the Plan at any time and for any reason, and also reserves
the right by resolution to terminate the Plan at any time and for any
reason. However, no such action shall permit any part of the assets of the
fund to be used for, or diverted to, purposes other than for the exclusive
benefit of participants, retired participants or beneficiaries, or to
revert to the Company prior to satisfaction of all the liabilities under
the Plan; nor shall such action, except to the extent required to permit
the Plan to meet the requirements of the Internal Revenue Code or of any
governmental authority, affect adversely, in any way, rights theretofore
acquired by the participants.
-8-
<PAGE> 13
DEXTER CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
5. INVESTMENT CONTRACTS WITH INSURANCE COMPANIES
VALUATION
The MIP II Blend fund of the Fidelity Master Trust, in which the Plan
participates, invests in two guaranteed investment contracts (GICs) with
insurance companies in 1999 (five in 1998). Also included in the MIP II
Blend fund in 1998 was the SEI Stable fund which is a commingled fund
consisting of GICs and other investments. These GICs are fully
benefit-responsive and are included in the Fidelity Master Trust at
contract value plus accrued interest. The fair values of the individual
contracts have been determined based on market interest rates for interest
rate swap agreements of comparable duration for the years ended December
31, 1999 and 1998 and are presented below:
<TABLE>
<CAPTION>
1999
--------------------------------------------------------------------------------------------------------------
CONTRACT VALUE
MATURITY CREDITING INCLUDING FAIR
ISSUER DATE INTEREST RATE ACCRUED INTEREST VALUE
<S> <C> <C> <C> <C>
Metropolitan Life Insurance Company 6/15/01 6.70% $ 3,538,388 $ 3,528,925
New York Life Insurance and Annuity Corporation 12/15/00 6.35 3,014,222 3,001,909
Fidelity IPL N/A 5.76 55,663,718 55,663,718
----------- -----------
Total $62,216,328 $62,194,552
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
1998
--------------------------------------------------------------------------------------------------------------
CONTRACT VALUE
MATURITY CREDITING INCLUDING FAIR
ISSUER DATE INTEREST RATE ACCRUED INTEREST VALUE
<S> <C> <C> <C> <C>
John Hancock Mutual Life Insurance Company 12/15/99 7.50% $ 6,900,854 $ 7,037,358
John Hancock Mutual Life Insurance Company 6/15/99 8.25 3,432,078 3,473,941
Metropolitan Life Insurance Company 6/15/01 6.70 3,316,202 3,316,203
New York Life Insurance and Annuity Corporation 12/15/99 6.35 5,654,207 5,750,004
SEI Stable Asset fund 3/13/99 6.16 25,437,398 25,437,389
Fidelity IPL N/A 5.62 16,514,080 16,514,080
----------- -----------
Total $61,254,819 61,528,975
=========== ==========
</TABLE>
CONCENTRATION OF CREDIT RISK
Of the guaranteed investment contracts included in the MIP II Blend fund,
one (two in 1998), which was held with one individual insurance company at
December 31, 1999 (two companies in 1998) represent concentrations of
credit risk. The total contract value(s) held is approximately $55.7
million ($6.9 million and $16.5 million at December 31, 1998) and
represents 84.6% (11.1% and 26.5% at December 31, 1998) of the total fair
value of the MIP II Blend fund.
-9-
<PAGE> 14
DEXTER CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
6. MASTER TRUST
Investments and net appreciation of the master trusts for the Dexter
Corporation Master Trusts and the Plan's allocable portion at December 31,
1999 and 1998 and for the years then ended, are as follows:
<TABLE>
<CAPTION>
INVESTMENT IN FIDELITY MASTER TRUST DECEMBER 31, 1999
-----------------------------------------------------------------------
FIDELITY MASTER TRUST PLAN'S SHARE OF FIDELITY MASTER TRUST
------------------------------ -------------------------------------
FAIR VALUE COST FAIR VALUE COST
<S> <C> <C> <C> <C>
Spartan U.S. Equity Index fund $141,119,619 $113,966,101 $ 35,053,654 $ 28,376,096
MIP II Blend fund 65,832,413 65,832,413 11,511,583 11,511,583
Dexter Corporation Stock fund 2,253,486 1,650,752 1,867,509 1,338,398
Participant Loan fund 4,174,643 4,174,643 2,598,128 2,598,128
Small Cap Selector 4,448,248 3,794,788 2,460,460 2,102,465
Diversified International fund 6,242,455 5,033,979 2,082,434 1,584,144
Puritan fund 1,632,181 1,670,675 348,003 359,563
Equity-Income fund 1,353,350 1,391,517 387,553 405,270
Blue Chip Growth fund 10,047,811 8,357,417 3,075,981 2,543,440
Aggressive Growth fund 28,742,808 21,826,041 7,113,812 5,180,269
PIMCO Total Return fund 3,311,224 3,499,712 522,812 545,070
------------ ------------ ------------ ------------
$269,158,238 $231,198,038 $ 67,021,929 $ 56,544,426
============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION>
INVESTMENT IN FIDELITY MASTER TRUST DECEMBER 31, 1998
-----------------------------------------------------------------------
FIDELITY MASTER TRUST PLAN'S SHARE OF FIDELITY MASTER TRUST
------------------------------ -------------------------------------
FAIR VALUE COST FAIR VALUE COST
<S> <C> <C> <C> <C>
Spartan U.S. Equity Index fund $144,559,480 $136,435,450 $ 35,924,800 $ 33,833,056
MIP II Blend fund 62,349,051 62,349,051 12,011,222 12,011,222
Dexter Corporation Stock fund 2,224,784 1,907,087 1,594,356 1,330,947
Participant Loan fund 4,374,338 4,374,338 2,998,258 2,998,258
Small Cap Selector 5,525,948 5,353,926 2,779,150 2,690,161
Diversified International fund 2,426,685 2,519,856 1,347,704 1,395,528
Puritan fund 1,539,278 1,451,542 324,394 305,959
Equity-Income fund 886,202 844,886 64,906 61,563
Blue Chip Growth fund 5,502,563 4,769,996 1,593,539 1,355,939
Aggressive Growth fund 2,179,539 1,908,378 809,999 702,361
PIMCO Total Return fund 2,479,245 2,548,929 418,454 432,833
------------ ------------ ------------ ------------
$234,047,113 $224,463,439 $ 59,866,782 $ 57,117,827
============ ============ ============ ============
</TABLE>
-10-
<PAGE> 15
DEXTER CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
6. MASTER TRUST, CONTINUED
<TABLE>
<CAPTION>
NET APPRECIATION OF THE MASTER TRUSTS
---------------------------------------------------------------------------------
FOR THE YEARS ENDED
---------------------------------------------------------------------------------
DECEMBER 31, 1999 DECEMBER 31, 1998
------------------------------ ----------------------------------------------
PLAN'S SHARE PLAN'S SHARE
FIDELITY MASTER OF FLEET MASTER FIDELITY MASTER OF
TRUST MASTER TRUST TRUST TRUST MASTER TRUST
<S> <C> <C> <C> <C> <C>
Spartan U.S. Equity Index fund/Large $ 27,006,238 $ 6,688,940 $ 30,494,147 $ 13,458,797 $ 8,454,442
MIP II Blend fund 3,655,216 705,676 2,439,406 1,794,340 776,644
Dexter Corporation Stock fund 598,373 457,635 (2,565,897) 203,524 (582,031)
Participant Loan fund 352,810 234,781 160,191 156,919 237,128
Pension Bond fund -- -- 2,142,956 -- --
Pension Fixed fund -- -- 538 -- --
Small Cap Equity fund 585,215 297,532 267,638 (25,919) 146,212
Diversified International fund 1,543,873 643,971 947,107 (92,647) 113,264
Puritan fund 3,977 5,573 -- 155,327 24,974
Equity-Income fund 68,258 19,274 -- 68,932 5,396
Blue Chip Growth fund 1,910,956 588,554 -- 770,395 252,281
Aggressive Growth fund 9,368,939 2,436,598 -- 387,852 149,898
PIMCO Total Return fund (13,044) (3,174) -- 15,179 2,539
------------ ------------ ------------ ------------ ------------
$ 45,080,811 $ 12,075,360 $ 33,886,086 $ 16,892,699 $ 9,580,747
============ ============ ============ ============ ============
</TABLE>
At December 31, 1999, 1,115 employees (1,210 in 1998) were participating in
the Plan. Approximate participation by fund was:
<TABLE>
<CAPTION>
NUMBER OF PARTICIPANTS
--------------------------------------
December 31, 1999 December 31, 1998
<S> <C> <C>
Spartan U.S. Equity Index fund 904 1,118
MIP II Blend fund 659 855
Dexter Corporation Stock fund 293 449
Participant Loan fund 431 373
Small Cap Equity fund 270 389
Diversified International fund 227 277
Puritan fund 62 56
Equity-Income fund 64 50
Blue Chip Growth fund 231 181
Aggressive Growth fund 253 124
PIMCO Total Return fund 46 43
</TABLE>
-11-
