SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One):
/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
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED].
For the transition period from ____________ to ____________
Commission file number 1-7960
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
TIE/communications, Inc. Profit Sharing and Savings Plan
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
TIE/communications, Inc.
8500 W. 110th Street
Overland Park, KS 66210
REQUIRED INFORMATION
Financial Statements and Exhibits Index
(a) Financial Statements: Page No.
--------
1. Financial Statements of the TIE/communications, Inc.
Profit Sharing and Savings Plan:
Independent Auditors' Report F-1
Statements of Net Assets Available
for Plan Benefits F-2
Statements of Changes in Net Assets
Available for Plan Benefit F-3
Notes to Financial Statements F-4 - F-9
2. Schedules:
Schedule I: Assets Held for Investment Purposes S-1
Schedule II: Party in Interest Transactions S-2
Schedule III: Reportable Transactions S-3
(b) Exhibits
28.1 List of Subsidiaries of TIE/communications, Inc. whose
eligible employees may participate in the Plan.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
TIE/communications, Inc. Profit
Sharing and Savings Plan
By: Edward F. Muehlberger
Edward F. Muehlberger
Vice President - Human Resources
Date: June 29, 1994
INDEPENDENT AUDITORS' REPORT
The Trustees and Plan Administrator
TIE/communications, Inc. Profit Sharing and Savings Plan:
We have audited the accompanying statements of net assets available
for plan benefits of the TIE/communications, Inc. Profit Sharing and
Savings 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 three years ended December 31, 1993. 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 financial statements referred to above present
fairly, in all material respects, the net assets available for plan
benefits of the Plan as of December 31, 1993 and 1992, and the changes
in net assets available for plan benefits for the three years ended
December 31, 1993 in conformity with generally accepted accounting
principles.
Our audits were performed for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supplemental
schedules of assets held for investment purposes as of December 31,
1993, party in interest transactions for the year ended December 31,
1993, and reportable transactions for the year ended December 31, 1993,
are presented for the purpose of additional analysis and are not a
required part of the basic financial statements, but are supplementary
information required by the Department of Labor's Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The fund information in the statements of net
assets available for plan benefits and the statements of changes in net
assets available for plan benefits is presented for purposes of
additional analysis rather than to present the net assets available for
plan benefits and changes in net assets available for plan benefits of
each fund. The supplemental schedules and fund information have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as
a whole.
KPMG Peat Marwick
Kansas City, Missouri
June 29, 1994
TIE/COMMUNICATIONS, INC. PROFIT SHARING AND SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AS OF DECEMBER 31, 1993 AND 1992
<TABLE>
<CAPTION>
TIE/
COMMUNICATIONS,
INC.
TOTAL GUARANTEED INCOME DIVERSIFIED EQUITY MONEY MARKET COMMON STOCK
--------------------------------------------------------------------------------------------------------------
1993 1992 1993 1992 1993 1992 1993 1992 1993 1992
--------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments:
Common Stock of
TIE/communica-
tions, Inc. at
market value -
7,038 and
6,484 shares
(cost $182,883
and $188,134) $ 53,830 $ 70,514 $ -- $ -- $ -- $ -- $ -- $ -- $53,830 $70,514
Mutual funds at
market value -
36,536 and
32,738 shares
(cost
$1,305,649
and $1,105,046) 1,441,715 1,253,684 -- -- 1,441,715 1,253,684 -- -- -- --
Investment with
insurance
company 9,593,986 8,994,710 9,593,986 8,994,710 -- -- -- -- -- --
Other 290,962 267,228 -- -- -- -- 290,962 267,228 -- --
Employee loans
receivable 184,681 161,988 148,741 134,526 26,874 11,704 8,592 15,758 474 --
----------- ----------- ---------- ---------- ---------- ---------- -------- -------- ------- -------
Total
investments 11,565,174 10,748,124 9,742,727 9,129,236 1,468,589 1,265,388 299,554 282,986 54,304 70,514
Receivable:
Employer
contributions
receivable 12,171 21,866 7,188 16,739 4,537 3,425 1,194 1,368 (748) 334
Employee
contributions
receivable 58,022 52,481 41,875 40,535 12,120 8,249 2,669 3,028 1,358 669
----------- ----------- ---------- ---------- ---------- ---------- -------- -------- ------- -------
70,193 74,347 49,063 57,274 16,657 11,674 3,863 4,396 610 1,003
Cash 57,798 2,359 99,000 795 (58,042) 472 13,975 485 2,865 607
----------- ----------- ---------- ---------- ---------- --------- -------- -------- ------- -------
Total assets 11,693,165 10,824,830 9,890,790 9,187,305 1,427,204 1,277,534 317,392 287,867 57,779 72,124
LIABILITIES:
Payable to TIE/
communications,
Inc. 4,393 5,941 -- 5,941 -- -- -- -- 4,393 --
Payable to
employees 391,205 -- 299,918 -- 81,055 -- 10,232 -- --
Accrued
expenses 3,399 23,250 2,034 23,250 777 -- 122 -- 466 --
----------- ----------- ---------- ---------- ---------- ---------- -------- -------- ------- -------
Total
liabilities 7,792 420,396 2,034 329,109 777 81,055 122 10,232 4,859 --
----------- ----------- ---------- ---------- ---------- ---------- -------- -------- ------- -------
Net assets
available for
plan benefits $11,685,373 $10,404,434 $9,888,756 $8,858,196 $1,426,427 $1,196,479 $317,270 $277,635 $52,920 $72,124
=========== =========== ========== ========== ========== ========== ======== ======== ======= =======
</TABLE>
See accompanying Notes to Financial Statements.
TIE/COMMUNICATIONS, INC. PROFIT SHARING AND SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1993, 1992 AND 1991
<TABLE>
<CAPTION>
TOTAL GUARANTEED INCOME DIVERSIFIED EQUITY FUND
------------------------------------- ---------------------------------- ----------------------------------
1993 1992 1991 1993 1992 1991 1993 1992 1991
------------------------------------- ---------------------------------- ----------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions to
Plan assets
attributed to:
Interest and
dividends $ 837,442 $ 820,884 $ 884,742 $ 669,860 $ 753,941 $ 794,698 $ 159,321 $ 56,551 $ 69,086
Net apprecia-
tion (depreci-
ation) of
investments (2,306) (91,197) 234,410 -- -- -- 22,869 (108,809) 250,359
Contributions:
Employee 793,424 763,865 896,944 579,479 600,143 740,864 176,846 112,785 89,564
Employer 306,807 369,516 465,688 228,823 288,856 384,789 59,533 56,379 44,269
----------- ----------- ----------- ---------- ---------- ---------- ---------- ---------- ----------
Total additions 1,935,367 1,863,068 2,481,784 1,478,162 1,639,940 1,920,351 418,569 116,906 453,278
----------- ----------- ----------- ---------- ---------- ---------- ---------- ---------- ----------
Deductions from
Plan assets
attributed to:
Benefits paid
to participants (660,749) (1,100,741) (3,273,520) (455,473) (862,974) (2,851,035) (188,525) (160,155) (257,182)
Forfeitures,
lapses and
terminations (6,490) (15,988) (37,520) (4,145) (10,003) (29,025) (976) (2,875) (5,444)
Expenses, in-
cluding trans-
fers to pay
life insurance
premiums 12,811 (47,561) (27,416) 12,016 (47,337) (27,263) 880 (32) --
Transfers -- -- -- -- 75,900 (10,352) -- (19,891) 5,449
----------- ----------- ----------- ---------- ---------- ---------- ---------- ---------- ----------
Total
deductions (654,428) (1,164,290) (3,338,456) (447,602) (844,414) (2,917,675) (188,621) (182,953) (257,177)
----------- ----------- ----------- ---------- ---------- ---------- ---------- ---------- ----------
Net increase
(decrease) in
net assets
available for
plan benefits 1,280,939 698,778 (856,672) 1,030,560 795,526 (997,324) 229,948 (66,047) 196,101
Net assets avail-
able for plan
benefits:
Beginning of
year 10,404,434 9,705,656 10,562,328 8,858,196 8,062,670 9,059,994 1,196,479 1,262,526 1,066,425
----------- ----------- ----------- ---------- ---------- ---------- ---------- ---------- ----------
End of year $11,685,373 $10,404,434 $ 9,705,656 $9,888,756 $8,858,196 $8,062,670 $1,426,427 $1,196,479 $1,262,526
=========== =========== =========== ========== ========== ========== ========== ========== ==========
<CAPTION>
MONEY MARKET COMMON STOCK
------------------------------- ------------------------------
1993 1992 1991 1993 1992 1991
------------------------------- ------------------------------
<S> <C> <C> <C> <C> <C> <C>
Additions to Plan assets attributed to:
Interest and dividends $ 8,251 $ 10,392 $ 20,958 $ 10 $ -- $ --
Net appreciation
(depreciation) of investments -- -- -- (25,175) 17,612 (15,949)
Contributions:
Employee 28,822 40,308 48,699 8,277 10,629 17,817
Employer 14,506 20,436 25,462 3,945 6,845 11,168
-------- -------- -------- -------- -------- --------
Total additions 51,579 71,136 95,119 (12,943) 35,086 13,036
-------- -------- -------- -------- -------- --------
Deductions from Plan assets attributed to:
Benefits paid to participants (11,904) (74,631) (144,228) (4,847) (2,981) (21,075)
Forfeitures, lapses and terminations (1,122) (3,001) (2,155) (247) (109) (896)
Expenses, including transfers to
pay life insurance premiums 1,082 (96) (80) (1,167) (96) (73)
Transfers -- (52,566) 2,155 -- (3,443) 2,748
-------- -------- -------- -------- -------- --------
Total deductions (11,944) (130,294) (144,308) (6,261) (6,629) (19,296)
--------- --------- --------- -------- -------- --------
Net increase (decrease) in net
assets available for plan benefits 39,635 (59,158) (49,189) (19,204) 28,457 (6,260)
Net assets available for plan benefits:
Beginning of year 277,635 336,793 385,982 72,124 43,667 49,927
-------- -------- -------- -------- -------- --------
End of year $317,270 $277,635 $336,793 $ 52,920 $ 72,124 $ 43,667
======== ======== ======== ======== ======== ========
</TABLE>
See accompanying Notes to Financial Statements.
TIE/COMMUNICATIONS, INC. PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 1993
1) Description of Plan
The following description of the TIE/communications, Inc. Profit
Sharing and Savings Plan (the Plan) provides only general information.
Participants should refer to the Plan agreement for a more complete
description of the Plan's provisions.
(a) General. The Plan is a defined contribution plan covering all
non-union full-time employees of the Company who have one-half
of a year of service as defined. The Plan allows electing
employees to defer their contributions from current taxable
income. Contributions made by the Company and electing employees
will not be included in the employees' taxable income until the
year of withdrawal from the Plan. The Plan also allows transfers
into the Plan from other plans which satisfy the applicable
requirements of Section 401(a) or 403(a) of the Internal Revenue
Code.
The Plan has been amended to conform with the requirements of
the Employee Retirement Income Security Act of 1974 (ERISA) and
subsequent amendments to the Internal Revenue Code. The Plan
Trustee is the Compensation Committee of the Board of Directors
and the Plan is administered by the TIE/communications, Inc.,
Human Resources Department.
(b) Contributions. Participating employees may elect to contribute
to the Plan from 1% to 16% of their earnings on a before-tax
basis. Effective June 1, 1992, the Company contributes an
additional amount equal to 50% of the first 6% of the employees'
contribution. Prior to June 1, 1992, the Company contributed an
additional amount equal to 100% of the first 3% of the
employees' contribution. Participating employees may also make
after-tax contributions from 1% to 10%, however, an employees'
contribution percentage cannot exceed 22%. After-tax
contributions are not matched by the Company. At the discretion
of the TIE/communications, Inc. Board of Directors, an
additional amount may be contributed by TIE/communications, Inc.
based on company profitability. No additional amounts were
contributed during the 1993, 1992 or 1991 Plan years.
Amounts which have been forfeited are allocated to reduce
company contributions in accordance with the amended provisions
of the Plan.
(c) Vesting. Participants are immediately vested in their voluntary
contributions plus actual earnings thereon. Vesting in the
remainder of their accounts is based on years of service.
Vesting of participants is as follows:
Years of Service Vesting Percentage
---------------- ------------------
Less than 1 year 0%
1 25%
2 50%
3 75%
4 years or more 100%
A year of service is a Plan year (January 1 - December 31)
during which an employee has completed at least 1,000 hours of
service.
(d) Loan Provision. Participants may have access to their savings
and their earnings by borrowing from their Plan account. Loans
from the Plan are subject to meeting the qualifications for
"hardship" as defined by the Plan. Participants may borrow 50%
of their vested account balance with the minimum amount being
$1,000 and the maximum $50,000. Only one outstanding loan is
permitted at a time. The interest rate on the loan is
established by the Plan Administrator and remains constant
throughout the term of the loan. Active employees repay their
loans through payroll deductions. If a participant terminates
employment with the Company, the loan immediately becomes due
and payable.
(e) Investments. Upon enrollment or re-enrollment, each participant
shall direct that their contributions be invested in one or more
of the investment programs set forth below; provided that no
more than 25% of a participant's contribution may be invested in
the TIE/communications, Inc. Commmon Stock Fund at any time.
Such direction may be revised by participants on a quarterly
basis. Company contributions are invested in the various funds
in the same proportion as participant contributions.
The investment programs of the Plan are as follows:
Guaranteed Income Fund - an insurance company contract which
guarantees a fixed interest rate over a specified period;
Diversified Equity Fund - a portfolio of corporate equity
securities or mutual funds investing in those types of
securities;
Money Market Fund - short-term liquid investments such as
short-term money market instruments, certificates of deposit and
Treasury Bills;
TIE/communications Inc. Common Stock Fund - TIE/communications,
Inc. Common Stock.
Universal Life Insurance Option - Participants were given the
option of purchasing a universal life insurance contract
through the plan with their own contributions. Effective June 1,
1992, this option was discontinued. Company contributions were
not used to purchase life insurance contracts, and the cash
surrender values of the contracts are not considered to be Plan
assets as the insurance contracts were between the insurance
company and the Plan participant.
The number of participants in each fund was as follows:
December 31,
------------------
1993 1992
---- ----
Guaranteed Income Fund 507 508
Diversified Equity Fund 176 152
Money Market Fund 78 83
TIE/communications, Inc. Common Stock Fund 58 54
The total number of participants in the Plan was less than the
sum of the number of participants shown above because many were
participating in more than one fund.
(f) Distributions. Distributions of vested balances are available
upon termination subject to the approval of the Plan
Administrator, retirement at or after age sixty-five, death or
permanent and total disability. Distributions are made in a
lump-sum to designated beneficiaries and joint survivors. The
Plan allows former employee participants the option of leaving
the full value of their contributions, earnings and vested
Company contributions in the Plan. These amounts may be
withdrawn upon demand.
2) Summary of Accounting Policies
(a) Basis of Accounting. The accompanying financial statements have
been prepared on the accrual basis of accounting.
(b) Reverse Stock Split. On June 19, 1991, TIE/communications, Inc.
and 25 of its domestic subsidiaries emerged from Chapter 11
protection of the United States Bankruptcy Code as the United
States Bankruptcy Court for the District of Delaware confirmed
the Company's First Amended Joint Plan of Reorganization (the
"Plan"). Pursuant to a reverse stock split effected in
connection with the Plan, the stockholders of the Company
received one share of Common Stock (the "New Common Stock") in
exchange for every 35 shares of Common Stock (the "Old Common
Stock") they owned prior to confirmation of the Plan. The New
Common Stock has a par value of $0.10 per share as compared to
$0.05 per share for the Old Common Stock. All references in the
accompanying financial statements to the number of common shares
and per share amounts have been restated to reflect the reverse
stock split and change in par value.
(c) Investment Valuation. Investments in the guaranteed investment
contract are reported at cost plus the guaranteed interest
credited to the fund (contract value). Investments in the
remaining funds are reported at the fair value of the underlying
assets. The fair value of marketable securities is based upon
quotations from national securities exchanges. Purchases and
sales of securities are recorded on a trade-date basis. Net
appreciation includes both realized and unrealized gains/losses.
(d) Administration Expenses. Expenses incurred in 1993, 1992 and
1991 for administering the Plan were paid by the Company.
3) Investments
The investments of the Plan at December 31, 1993 and 1992 are
summarized as follows:
December 31,
---------------------------
1993 1992
----------- -----------
Investments as determined by quoted
market prices:
TIE/communications, Inc. Common Stock $ 53,830 $ 70,514
Diversified equity fund 1,441,715 1,253,684
----------- -----------
1,495,545 1,324,198
Guaranteed income and money market funds 9,884,948 9,261,938
Employee loans receivable 184,681 161,988
----------- -----------
$11,565,174 $10,748,124
=========== ===========
The investment in the TIE/communications, Inc. Common Stock Fund is stated
at market value based upon the closing sales price transacted on the
American Stock Exchange. The closing price of TIE/communications, Inc.
was $7.375 and $10.875 per share at December 31, 1993 and 1992,
respectively. The investment in the Diversified Equity Fund is stated at
market value based upon the per share market value of the portfolio of
the fund. The market price per share at December 31, 1993 and 1992 was
$39.46 and $38.72, respectively. The investment in the Guaranteed
Income Fund is stated at contract value as reported to the Plan by
CIGNA. The investment in the Money Market Fund is stated at cost which
approximates fair value.
The net unrealized appreciation (depreciation) of investments included
in Plan net assets is as follows:
Diversified TIE/communications, Inc.
Equity Common Stock Fund
Fund (See Note 1) Total
----------- ------------------------ --------
Year ended
December 31, 1993 -
Balance at beginning
of year $ 148,638 $(117,621) $ 31,017
Change for the year (12,572) (11,442) (24,014)
--------- --------- ---------
Balance at end of year $ 136,066 $(129,063) $ 7,003
========= ========= =========
Year ended
December 31, 1992 -
Balance at beginning
of year $ 276,846 $(171,317) $ 105,529
Change for the year (128,208) 53,696 (74,512)
--------- --------- ---------
Balance at end of year $ 148,638 $(117,621) $ 31,017
========= ========= =========
Year ended
December 31, 1991 -
Balance at beginning
of year $ 77,390 $(196,564) $(119,174)
Change for the year 199,456 25,247 224,703
--------- --------- ---------
Balance at end of year $ 276,846 $(171,317) $ 105,529
========= ========= =========
The net realized gain (loss) on disposition of investments was as follows:
Diversified TIE/communications, Inc.
Equity Common Stock Fund
Fund (See Note 1) Total
----------- ------------------------ --------
Year ended
December 31, 1993 -
Amount realized $ 212,671 $ 7,225 $ 219,896
Cost - average 177,230 20,958 198,188
--------- --------- ---------
Net realized gain (loss) $ 35,441 $ (13,733) $ 21,708
========= ========= =========
Year ended
December 31, 1992 -
Amount realized $ 127,217 $ 7,237 $ 134,454
Cost - average 107,818 43,321 151,139
--------- --------- ---------
Net realized gain (loss) $ 19,399 $ (36,084) $ (16,685)
========= ========= =========
Year ended
December 31, 1991 -
Amount realized $ 314,637 $ 21,079 $ 335,716
Cost - average 263,734 62,275 326,009
--------- --------- ---------
Net realized gain (loss) $ 50,903 $ (41,196) $ 9,707
========= ========= =========
The market value of investments held which exceed 5% of the Plan equity
at December 31, 1993 or 1992 were as follows:
At December 31,
----------------------
Issuer Description 1993 1992
------ ----------- ---------- ----------
Connecticut General Life Guaranteed Income Fund $9,593,986 $8,994,710
Insurance Company
Fixed Income Account
Twentieth Century Group Diversified Equity Fund 1,441,715 1,253,684
Select Investors
Mutual Fund
Transactions with parties in interest during the years ended December 31,
1993, 1992 and 1991 were as follows:
Sales Net Gain
Description of transaction Cost Proceeds (Loss)
- - -------------------------- ------- -------- --------
Year ended December 31, 1993:
Purchased 1,613 shares of TIE/communications,
Inc. Common Stock $15,850 $ -- $ --
Distributed 798 shares of TIE/communications,
Inc. Common Stock 20,958 7,225 (13,733)
Year ended December 31, 1992:
Purchased 2,370 shares of TIE/communications,
Inc. Common Stock 18,211 -- --
Distributed 1,296 shares of TIE/communications,
Inc. Common Stock 43,321 7,237 (36,084)
Year ended December 31, 1991:
Purchased 2,308 shares of TIE/communications,
Inc. Common Stock 30,925 -- --
Distributed 1,289 shares of TIE/communications,
Inc. Common Stock 62,294 21,079 (41,215)
4) Plan Termination
Although it has not expressed any intent to do so the Company has
the right under the Plan to discontinue its contributions at any
time and to terminate the Plan subject to provisions of ERISA. In
the event of Plan termination or permanent discontinuation of
contributions, participants will become 100 percent vested in their
accounts.
5) Income Tax Status
The Plan has received a favorable determination letter from the
Internal Revenue Service, dated August 7, 1986, indicating that it
is qualified under Section 401(a) of the Internal Revenue Code and
therefore the related trust is exempt from tax under Section 501(a)
of the Code. The Plan has been restated to comply with the Tax
Reform Act of 1986 and subsequent legislation. Although the Plan has
not yet applied for a new determination letter on the restated
document, the Plan Administrator is confident that the Plan meets
the requirements of Section 401(a). Upon application to the Internal
Revenue Service, the Plan Administrator will make any amendments
necessary for the Plan to obtain a favorable determination letter.
The Plan Administrator is not aware of any activity or transactions
that may adversely affect the qualified status of the Plan.
6) Form 5500
The accompanying financial statements differ from the Form 5500
for the Plan year ended December 31, 1993 in that $139,363 is
reflected as a benefit claims payable on the Form 5500 and is
included in net assets available for plan benefits in the
accompanying financial statements.
SCHEDULE I
TIE/COMMUNICATIONS, INC. PROFIT SHARING AND SAVINGS PLAN
ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1993
Shares or
Principal
Amount Cost Fair Value
--------- ----------- -----------
COMMON STOCK FUND
TIE/communications, Inc. Common
Stock 7,299 $ 182,893 $ 53,830
GUARANTEED INCOME FUND
Fixed Interest Rate Contracts
Connecticut General Life Insur-
ance Company Fixed Income Ac-
count 9,593,986 9,593,986 9,593,986
DIVERSIFIED EQUITY FUND
Pooled Equity Fund
Twentieth Century Group
Select Investors Mutual Fund 36,536 1,305,649 1,441,715
MONEY MARKET FUND
Cash Equivalent
Gabelli O'Conner Employee
Benefit Savings Fund 290,962 290,962 290,962
Employee Loans Receivable 184,681 184,681 184,681
----------- -----------
TOTAL ASSETS HELD FOR INVESTMENT
PURPOSES $11,558,171 $11,565,174
=========== ===========
See accompanying independent auditors' report.
SCHEDULE II
TIE/COMMUNICATIONS, INC. PROFIT SHARING AND SAVINGS PLAN
PARTY IN INTEREST TRANSACTIONS
YEAR ENDED DECEMBER 31, 1993
Description Sales Net Gain
Identity of Issue of Transaction Cost Proceeds (Loss)
- - ------------------------ ----------------------- ------- -------- --------
TIE/communications, Inc. Purchased 1,613 shares
of TIE/communications,
Inc. Common Stock $15,850 $ -- $ --
TIE/communications, Inc. Distributed 798 shares
of TIE/communications,
Inc. Common Stock 20,958 7,225 (13,733)
See accompanying independent auditors' report.
SCHEDULE III
TIE/COMMUNICATIONS, INC. PROFIT SHARING AND SAVINGS PLAN
REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1993
<TABLE>
<CAPTION>
Purchase Selling Cost of Net Gain
Identity of Issue Description of Assets Price Price Asset (Loss)
- - ------------------------ ------------------------- --------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
TIE/communications, Inc. Guaranteed Income Fund
24 purchases and 24 sales $803,936 $868,687 $868,687 $ --
</TABLE>
NOTES:
A reportable transaction is defined by the Department of Labor as:
o A single transaction in excess of 5% of the current value of Plan assets.
o A series of transactions with or in conjunction with the same person,
involving property other than securities, which amounts in the aggregate
to more than 5% of the current value of the Plan assets.
o A series of transactions with respect to securities of the same issue
which amounts in the aggregate to more than 5% of the current value
of the Plan assets.
o Any transaction with or in conjunction with a person if a prior or subsequent
single transaction has occurred with respect to securities with or in
conjunction with the same person in an amount in excess of 5% of the current
value of Plan assets.
A reportable transaction is identified by comparing the current value of the
transaction at the transaction date with the current value of the Plan assets at
the beginning of the Plan year.
See accompanying independent auditors' report.
TIE/communications, Inc.
Profit Sharing and Savings Plan
INDEX OF EXHIBITS
28.1 - List of Subsidiaries of TIE/communications, Inc. Whose Eligible
Employees May Participate in the Plan
EXHIBIT 28.1
Exhibit 28.1
Subsidiaries of TIE/communications, Inc.
Whose Eligible Employees May Participate in the Plan
State or jurisdiction of
Name Organization
---- ------------------------
TIE Systems, Inc. Delaware
TIE International, Inc. Delaware
TIE Systems, Inc. Southeast Florida Florida
TIE Systems, Inc. Minnesota Minnesota
TIE Systems, Inc. Illinois Colorado
TIE Systems, Inc. Mississippi Valley Iowa
