<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------
FORM 10-K/A
AMENDMENT NO. 1
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
FOR THE FISCAL YEAR ENDED: JUNE 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ________ TO ________
COMMISSION FILE NUMBER: 0-10937
SUN COAST INDUSTRIES, INC.
(Exact name as registrant as specified in its charter)
DELAWARE 59-1952968
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
2700 SOUTH WESTMORELAND AVENUE 75233
DALLAS, TEXAS (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (214) 373-7864
Securities registered pursuant to Section 12 (b) of the Act:
Title of each class Name of exchange on which registered
------------------- ------------------------------------
COMMON STOCK, PAR VALUE $.01 PER SHARE NEW YORK STOCK EXCHANGE
Securities registered pursuant to Section 12(g) of the Act:
NONE
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES [X] NO [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge in definitive proxy or information statements
incorporated by reference in Part III of this 10-K or any amendment to this Form
10-K. [X]
THE AGGREGATE MARKET VALUE OF THE VOTING STOCK HELD BY NON-AFFILIATES OF
THE REGISTRANT AT SEPTEMBER 23, 1996 WAS APPROXIMATELY $14,338,000.
THE NUMBER OF SHARES OF THE REGISTRANT'S COMMON STOCK, PAR VALUE ONE CENT
($.01) PER SHARE, OUTSTANDING AT SEPTEMBER 23, 1996 WAS 4,004,229.
DOCUMENTS INCORPORATED BY REFERENCE
PORTIONS OF THE REGISTRANT'S DEFINITIVE PROXY STATEMENT PREPARED FOR USE IN
CONNECTION WITH THE REGISTRANT'S 1996 ANNUAL MEETING OF SHAREHOLDERS TO BE HELD
DECEMBER 6, 1996, HAVE BEEN INCORPORATED BY REFERENCE INTO PART III OF THIS FORM
10-K. SUCH PROXY STATEMENT WILL BE FILED ON OR ABOUT OCTOBER 28, 1996.
================================================================================
<PAGE> 2
The Index to Exhibits of Sun Coast Industries, Inc.'s Annual Report on
Form 10-K for the fiscal year ended June 30, 1996 (the "1996 Form 10-K"), to
which reference is made in Item 14 of the 1996 Form 10-K for a list of the
exhibits to the 1996 Form 10-K, is hereby amended to reflect the inclusion
therein and the filing herewith of a new Exhibit 99.1 containing the financial
statements required by Form 11-K for the fiscal year ended June 30, 1996 with
respect to the Sun Coast Industries, Inc. Savings and Profit Sharing Plan, and
such Index to Exhibits is restated in its entirety following the signature page
hereto.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
SUN COAST INDUSTRIES, INC.
Date: December 20, 1996 By: /s/ CYNTHIA R. MORRIS
----------------------------------
Cynthia R. Morris
CFO, Secretary and Treasurer
S-1
<PAGE> 4
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- -------------------- ------------------------------------------------------------------------
<S> <C>
10.1 -- 1984 Incentive Stock Option Plan (filed as Exhibit 4.1 to the
Company's Registration Statement on Form S-8 filed with the
Securities and Exchange Commission on March 15, 1993 and incorporated
herein by reference).
10.2 -- 1987 Incentive Stock Option Plan (filed as Exhibit 4.1 to the
Company's Registration Statement on Form S-8 filed with the
Securities and Exchange Commission on March 15, 1993 and incorporated
herein by reference).
10.3 -- 1993 Incentive and Non-Statutory Stock Option Plan (filed as Exhibit
4.1 to the Company's Registration Statement on Form S-8 filed with
the Securities and Exchange Commission on March 15, 1993 and
incorporated herein by reference).
10.4 -- 1994 Long-Term Incentive Plan (filed as Exhibit 4.1 to the Company's
Registration Statement on Form S-8 filed with the Securities and
Exchange Commission on December 16, 1994 and incorporated herein by
reference).
10.5 -- 1994 Director Stock Option Plan (filed as Exhibit 4.1 to the
Company's Registration Statement on Form S-8 filed with the
Securities and Exchange Commission on December 16, 1994 and
incorporated herein by reference).
10.6 -- Form of Director and Officer Indemnification Agreements entered into
between the Company and each director and executive officer as of
July 3, 1995 (filed as Exhibit 10.19 to the Company's Form 10-K dated
June 30, 1995 and incorporated herein by reference).
10.7 -- Loan, Mortgage and Security Agreement between Manatee County, Florida
and Sun Coast Plastics, Inc. dated as of December 1, 1985 relating to
Manatee County, Florida Industrial Development Revenue Bonds, 1985
Series (Sun Coast Plastics, Inc. Project) (filed as Exhibit 10.20 to
the Company's Registration Statement on Form S-2 filed on February
17, 1995 and incorporated herein by reference).
10.8 -- Trust Indenture between Manatee County, Florida and Sun Bank,
National Association, as Trustee, dated as of December 1, 1985,
relating to Manatee County, Florida Industrial Development Revenue
Bonds, 1985 Series (Sun Coast Plastics, Inc. Project) (filed as
Exhibit 10.21 to the Company's Registration Statement on Form S-2
filed on February 17, 1995 and incorporated herein by reference).
10.9 -- United States of America, State of Florida, Manatee County Industrial
Development Revenue Bond, 1985 Series (Sun Coast Plastics, Inc.
Project) (filed as Exhibit 10.22 to the Company's Registration
Statement on Form S-2 filed on February 17, 1995 and incorporated
herein by reference).
10.10 -- Rights Agreement, dated as of June 6, 1995, between the Company and
American Stock Transfer & Trust Company (filed as Exhibit 1 to the
Company's Current Report on Form 8-K dated June 6, 1995 and
incorporated herein by reference).
10.11 -- Loan Agreement between the Company and Comerica Bank dated as of
December 20, 1995 (filed as Exhibit 10.1 to the Company's Form 10-Q
dated December 31, 1995 and incorporated herein by reference).
10.12 -- Letter dated February 12, 1996 amending the Loan Agreement between
the Company and Comerica Bank (filed as Exhibit 10.2 to the Company's
Form 10-Q dated December 31, 1995 and incorporated herein by
reference).
10.13 -- Retention Bonus Agreement, dated March 11, 1996, between the Company
and Cynthia R. Morris (filed as Exhibit 10.1 to the Company's Form
10-Q dated March 31, 1996 and incorporated herein by reference).
</TABLE>
<PAGE> 5
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- -------------------- ------------------------------------------------------------------------
<S> <C>
10.14 -- Amended Severance Agreement, dated March 13, 1996, between the
Company and Cynthia R. Morris (filed as Exhibit 10.2 to the Company's
Form 10-Q dated March 31, 1996 and incorporated herein by reference).
10.15 -- Severance Agreement, dated as of April 22, 1996, between the Company
and Eddie Lesok (filed as Exhibit 10.1 to the Company's Form 10-Q
dated March 31, 1996 and incorporated herein by reference).
10.16 -- Letter dated September 25, 1996 waiving default regarding the Loan
Agreement between the Company and Comerica Bank.
21 -- Subsidiaries of the Company
23.1 -- Consent of KPMG Peat Marwick LLP.
27 -- Financial Data Schedule.
99.1 -- Financial statements required by Form 11-K for the fiscal year ended
June 30, 1996 with respect to Sun Coast Industries, Inc. Savings and
Profit Sharing Plan.
</TABLE>
<PAGE> 1
EXHIBIT 99.1
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Financial Statements and Supplemental Schedules
June 30, 1996 and 1995
(With Independent Auditors' Report Thereon)
<PAGE> 2
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Index
Independent Auditors' Report
Statements of Net Assets Available for Benefits at June 30, 1996
and 1995
Statements of Changes in Net Assets Available for Benefits for the
years ended June 30, 1996 and 1995
Notes to Financial Statements
Schedules
Item 27a - Schedule of Assets Held for Investment at June 30, 1996 1
Item 27d - Schedule of Reportable Transactions for the year ended
June 30, 1996 2
Schedules not filed herewith are omitted because of the absence of conditions
under which they are required.
<PAGE> 3
[KPMG PEAT MARWICK LLP LETTERHEAD]
INDEPENDENT AUDITORS' REPORT
To the Participants and Administrative Committee of
Sun Coast Industries, Inc. Savings and
Profit Sharing Plan:
We have audited the accompanying statements of net assets available for
benefits of the Sun Coast Industries, Inc. Savings and Profit Sharing Plan as
of June 30, 1996 and 1995, and the related statements of changes in net assets
available for benefits for the years then ended. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Sun Coast
Industries, Inc. Savings and Profit Sharing Plan as of June 30, 1996 and 1995,
and the changes in net assets available for benefits for the years then ended
in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes and reportable transactions 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 statement of net assets available for benefits at June 30, 1996 is
presented for purposes of additional analysis rather than to present the 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.
/s/ KPMG PEAT MARWICK LLP
Dallas, Texas
October 18, 1996
<PAGE> 4
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Statements of Net Assets Available for Benefits
June 30, 1996 and 1995
<TABLE>
<CAPTION>
June 30, 1996
--------------------------------------------------------------------------------------------
Fidelity Sun Coast Fidelity
Fidelity Fidelity Intermediate Industries, U.S.
Magellan Contra Term Bond Inc. Common Government Participant
Total Fund Fund Fund Stock Money Market Notes
----------- --------- --------- ------------ ----------- ------------ -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Investments at fair value (note 4):
Fidelity Magellan Fund (18,866
shares; cost of $1,362,992) $ 1,411,192 1,411,192 - - - - -
Fidelity Contra Fund (29,653
shares; cost of $977,520) 1,166,555 - 1,166,555 - - - -
Fidelity Intermediate Term Bond
Fund (65,898 shares; cost
of $653,498) 658,976 - - 658,976 - - -
Sun Coast Industries, Inc., common
stock (36,975 shares; cost of
$461,942) 157,319 - - - 157,319 - -
Fidelity U.S. Government Reserve
Fund (607,382 shares; cost of
$607,382) 607,382 - - - - 607,382 -
Participant notes receivable 320,575 - - - - - 320,575
----------- --------- --------- ------- ------- ------- -------
Total investments 4,321,999 1,411,192 1,166,555 658,976 157,319 607,382 320,575
----------- --------- --------- ------- ------- ------- -------
Receivables:
Employer contributions
receivable 61,294 21,579 23,265 5,905 4,736 5,809 -
Employee contributions
receivable 12,890 4,680 4,858 1,106 892 1,354 -
Interest receivable 5,962 - - 3,514 - 2,448 -
----------- --------- --------- ------- ------- ------- -------
Total receivables 80,146 26,259 28,123 10,525 5,628 9,611 -
----------- --------- --------- ------- ------- ------- -------
Net assets available
for benefits $ 4,402,145 1,437,451 1,194,678 669,501 162,947 616,993 320,575
=========== ========= ========= ======= ======= ======= =======
</TABLE>
See accompanying notes to the financial statements.
<PAGE> 5
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Statements of Net Assets Available for Benefits, Continued
<TABLE>
<CAPTION>
June 30, 1995
-----------------------------------------------------------------------------------------
Fidelity Sun Coast Fidelity
Fidelity Fidelity Intermediate Industries, U.S.
Magellan Contra Term Bond Inc. Common Government
Total Fund Fund Fund Stock Money Market
----------- --------- -------- ------------ ----------- ------------
<S> <C> <C> <C> <C> <C> <C>
Investments at fair value (note 4):
Fidelity Magellan Fund
(16,021 shares; cost of
$1,097,912) $ 1,337,712 1,337,712 - - - -
Fidelity Contra Fund
(24,383 shares; cost of
$753,718) 891,426 - 891,426 - - -
Fidelity Intermediate Term
Bond Fund (76,786 shares;
cost of $758,167) 786,287 - - 786,287 - -
Sun Coast Industries, Inc.,
common stock (34,064
shares; cost of $491,139) 328,302 - - - 328,302 -
Fidelity U.S. Government
Reserve Fund (890,301
shares; cost of $890,301) 890,301 - - - - 890,301
Participant notes receivable 250,950 - - - - -
----------- --------- ------- ------- ------- -------
Total investments 4,484,978 1,337,712 891,426 786,287 328,302 890,301
----------- --------- ------- ------- ------- -------
Receivables:
Employer contributions
receivable 42,018 - - - - -
Employee contributions
receivable 14,031 - - - - -
Interest receivable 7,352 - - - - -
----------- --------- ------- ------- ------- -------
Total receivables 63,401 - - - - -
----------- --------- ------- ------- ------- -------
Net assets available
for benefits $ 4,548,379 1,337,712 891,426 786,287 328,302 890,301
=========== ========= ======= ======= ======= =======
<CAPTION>
June 30, 1995
----------------------
Participant
Notes Other
----------- ------
<S> <C> <C>
Investments at fair value (note 4):
Fidelity Magellan Fund
(16,021 shares; cost of
$1,097,912) - -
Fidelity Contra Fund
(24,383 shares; cost of
$753,718) - -
Fidelity Intermediate Term
Bond Fund (76,786 shares;
cost of $758,167) - -
Sun Coast Industries, Inc.,
common stock (34,064
shares; cost of $491,139) - -
Fidelity U.S. Government
Reserve Fund (890,301
shares; cost of $890,301) - -
Participant notes receivable 250,950 -
------- ------
Total investments 250,950 -
------- ------
Receivables:
Employer contributions
receivable - 42,018
Employee contributions
receivable - 14,031
Interest receivable - 7,352
------- ------
Total receivables - 63,401
------- ------
Net assets available
for benefits 250,950 63,401
======= ======
</TABLE>
See accompanying notes to the financial statements.
<PAGE> 6
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Statements of Changes in Net Assets
Available for Benefits
Years ended June 30, 1996 and 1995
<TABLE>
<CAPTION>
1996 1995
----------- ---------
<S> <C> <C>
Additions to net assets attributed to:
Investment income:
Net appreciation (depreciation) in fair value of
investments (note 4) $ (245,722) 357,253
Dividend and interest income 498,339 146,769
Other 29,217 5,803
----------- ---------
281,834 509,825
Employee contributions 341,816 413,986
Employer contributions 152,381 243,142
----------- ---------
Total additions 776,031 1,166,953
----------- ---------
Deductions from net assets attributed to:
Withdrawals 890,679 1,196,942
Administrative expenses 31,586 44,373
----------- ---------
Total deductions 922,265 1,241,315
----------- ---------
Transfer of net assets available for benefits from:
Sun Coast Closures Retirement Savings Plan (note 1) - 671,712
Sun Coast Closures Profit Sharing Plan (note 1) - 164,139
----------- ---------
Net increase (decrease) (146,234) 761,489
Net assets available for benefits:
----------- ---------
Beginning of year 4,548,379 3,786,890
----------- ---------
End of year $ 4,402,145 4,548,379
=========== =========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 7
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Notes to Financial Statements
June 30, 1996 and 1995
(1) Description of Plan
(a) General
Effective July 1, 1994, the assets and obligations of the Sun
Coast Closures Retirement Savings Plan and the Sun Coast Closures
Profit Sharing Plan ("Merged Plans") were transferred to the
Plastics Manufacturing Company Savings and Profit Sharing Plan
("Predecessor Plan). All assets and obligations of the Merged
Plans were transferred to the Predecessor Plan at their respective
carrying values at July 1, 1994. The Predecessor Plan was renamed
the Sun Coast Industries, Inc. Savings and Profit Sharing Plan
(the "Plan"). The Plan is a defined contribution plan covering
substantially all full-time salaried employees of Sun Coast
Industries, Inc. (the "Company", "Employer" or "SCI") with one
year of service and is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA). Participants
should refer to the Plan document for more complete information.
(b) Contributions
Each participant may make voluntary contributions while a
participant in the Plan. Participant contributions are limited
to twelve percent of the participant's compensation. The Company
also makes matching contributions to the Plan equal to $.50 for
each $1 contributed, up to a maximum amount of $500. The
aggregate (determined on an annual basis) of participant
contributions to the Plan and other Company retirement plans and
Company contributions to the Plan and other Company retirement
plans on behalf of the participant are limited to the lesser of
$30,000 or 25% of the participant's annual compensation.
(c) Participant Accounts
Each participant's account is credited with the participant's
voluntary contributions and an allocation of the Company's
contribution and Plan earnings. Allocations are based on
participant account balances, as defined.
(d) Investment Program and Vesting
The Plan allows participants to direct the investments of their
contributions into five different funds (four separate mutual
funds and the common stock of SCI).
Voluntary contributions by the participant are immediately fully
vested and nonforfeitable. A participant's share of Employer
contributions vests 100 percent after five years of employment
(except for in the case of death, retirement or permanent
disability whereby the participant is immediately fully vested).
(Continued)
<PAGE> 8
2
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Notes to Financial Statements
Participation in each investment option at June 30, 1996 and 1995
is presented below. The sum of participation by investment option
is greater than the total number of Plan participants because
participation is allowed in more than one option. A summary of
participants by investment options follows:
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
Fidelity Magellan Fund 166 179
Fidelity Contra Fund 160 141
Fidelity Intermediate Term Bond Fund 75 97
SCI Common Stock 79 99
Fidelity U.S. Government Money Market 85 96
</TABLE>
(e) Payment of Benefits
Upon death, disability or termination of service, a participant or
designated beneficiary receives a lump sum payment of cash and/or
stock at the discretion of the Administrative Committee.
(f) Participant Notes Receivable
Participants may borrow from their fund accounts amounts not
exceeding the lesser of 50% of their vested balance or $50,000.
Loan terms range from one to five years or up to twenty-five years
for the purchase of a primary residence.
The loans are secured by the balance in the participant's account
and bear interest at a market rate. Principal and interest are
repaid ratably through payroll deductions.
(2) Summary of Significant Accounting Policies
(a) Basis of Accounting
The Plan maintains its records, and the accompanying financial
statements have been prepared, on an accrual method of accounting.
(b) Investments
Except for participant notes, all investments are valued at fair
value based on quoted market prices. Participant notes are
presented at the unpaid principal balance which approximates
estimated fair value. Any net unrealized appreciation or
depreciation for the year is reflected in the statement of changes
in net assets available for benefits. Purchases and sales of
securities are recorded on a trade-date basis. Expenses relating
to the purchase or sale of investment securities are added to the
cost or deducted from the proceeds, respectively.
(Continued)
<PAGE> 9
3
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Notes to Financial Statements
(c) Use of Management Estimates
The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
(3) Plan Termination
Although it has not expressed an intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan. Upon termination, participants will become fully
vested in their accounts.
(4) Investments
The following table presents the fair value of investments representing
5% or more of the Plan's net assets at June 30, 1996 and 1995:
<TABLE>
<CAPTION>
1996 1995
-------------------------- ------------------------
Number of Fair Number of Fair
shares/par value shares/par value
---------- ----------- ---------- ------------
<S> <C> <C> <C> <C>
Fidelity Magellan Fund 18,866 $ 1,411,192 16,021 1,337,712
Fidelity Contra Fund 29,653 1,166,555 24,383 891,426
Fidelity Intermediate Term
Bond Fund 65,898 658,976 76,786 786,287
Sun Coast Industries, Inc. 36,975 157,319 34,064 $ 328,302
common stock
Fidelity U.S. Government
Money Market 607,382 607,382 890,301 890,301
Participant notes (at interest
rates ranging from 7% to
10%) - 320,575 - 250,950
</TABLE>
For the years ended June 30, 1996 and 1995, the Plan's investments
(including investments bought, sold and held during the year) appreciated
(depreciated) as follows:
<TABLE>
<CAPTION>
1996 1995
---------- --------
<S> <C> <C>
Fidelity Contra Fund $ 76,232 168,744
Fidelity Magellan Fund (127,507) 288,271
Fidelity Intermediate Term Bond Fund (15,099) 13,229
SCI common stock (179,348) (112,991)
---------- --------
Net appreciation (depreciation) in fair value $ (245,722) 357,253
========== ========
</TABLE>
(Continued)
<PAGE> 10
4
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Notes to Financial Statements
(5) Allocation to Investment Alternatives
Participants can direct their contributions into various investment
alternatives. The allocation of net assets among these investment
alternatives at June 30, 1996 and 1995 and the changes in net assets
available for benefits for the years then ended are as follows:
<TABLE>
<CAPTION>
Participant Directed
----------------------------------------------------------------------------------
Fidelity Sun Coast Fidelity
Fidelity Fidelity Intermediate Industries, Inc. U.S.
Magellan Contra Term Bond Common Government
Fund Fund Fund Stock Money Market
----------- --------- ----------- ---------------- ------------
<S> <C> <C> <C> <C> <C>
Net assets available for benefits,
June 30, 1994 $ - - - - -
Net assets transferred from other
plans 457,637 92,730 15,960 106,772 -
Employee contributions 111,018 71,662 44,494 48,397 49,395
Employer contributions 29,518 21,061 10,241 12,811 9,779
Net appreciation (depreciation)
in fair value of investments 288,271 168,744 13,229 (112,991) -
Other 21,921 20,154 2,123 (23,164) -
Dividend and interest income 9,911 10,197 30,957 1,596 30,120
Withdrawals (116,940) (79,331) (56,769) (52,451) (844,773)
Administrative expenses (8,286) (5,126) (4,473) (1,989) (5,090)
Interfund transfers, net 544,662 591,335 730,525 349,321 1,650,870
----------- --------- -------- -------- ---------
Net assets available for benefits,
June 30, 1995 1,337,712 891,426 786,287 328,302 890,301
Employee contributions 133,528 106,555 29,629 31,743 40,361
Employer contributions 50,895 45,376 15,886 14,462 25,762
Net appreciation (depreciation)
in fair value of investments (127,507) 76,232 (15,099) (179,348) -
Other 14,645 6,033 2,549 1,776 4,214
Dividend and interest income 284,285 131,172 47,057 1,449 34,376
Withdrawals (226,141) (59,890) (185,118) (51,505) (347,615)
Administrative expenses (10,988) (7,800) (5,101) (2,746) (4,951)
Interfund transfers, net (18,978) 5,574 (6,589) 18,814 (25,455)
----------- --------- -------- -------- ---------
Net assets available for benefits,
June 30, 1996 $ 1,437,451 1,194,678 669,501 162,947 616,993
=========== ========= ======== ======== =========
<CAPTION>
Participant Directed
-------------------------
Nonparticipant
Participant Directed
Notes Other Account Total
----------- -------- -------------- ----------
<S> <C> <C> <C> <C>
Net assets available for benefits,
June 30, 1994 - - 3,786,890 3,786,890
Net assets transferred from other
plans - 161,839 913 835,851
Employee contributions - 14,031 74,989 413,986
Employer contributions - 42,018 117,714 243,142
Net appreciation (depreciation)
in fair value of investments - - - 357,253
Other - (1,087) (14,144) 5,803
Dividend and interest income - 8,135 55,853 146,769
Withdrawals (38,881) - (7,797) (1,196,942)
Administrative expenses - (6,875) (12,534) (44,373)
Interfund transfers, net 289,831 (154,660) (4,001,884) -
------- -------- ---------- ----------
Net assets available for benefits,
June 30, 1995 250,950 63,401 - 4,548,379
Employee contributions - - - 341,816
Employer contributions - - - 152,381
Net appreciation (depreciation)
in fair value of investments - - - (245,722)
Other - - - 29,217
Dividend and interest income - - - 498,339
Withdrawals (20,410) - - (890,679)
Administrative expenses - - - (31,586)
Interfund transfers, net 90,035 (63,401) - -
------- -------- ---------- ----------
Net assets available for benefits,
June 30, 1996 320,575 - - 4,402,145
======= ======== ========== ==========
</TABLE>
(Continued)
<PAGE> 11
5
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Notes to Financial Statements
(6) Tax Status
The Plan obtained its latest determination letter on December 8, 1995,
in which the Internal Revenue Service stated that the Plan is in
compliance with the applicable requirements of the Internal Revenue
Code. The United States federal income tax status of the participants
with respect to their contributions to the Plan is described in
information submitted to the participants and, subject to certain
limitations, such contributions are tax deferred.
<PAGE> 12
Schedule 1
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Item 27a - Schedule of Assets Held for Investment
June 30, 1996
<TABLE>
<CAPTION>
Face amount or
number Current
of shares Cost value
-------------- ----------- ---------
<S> <C> <C> <C>
Fidelity Magellan Fund 18,966 $ 1,362,992 1,411,192
Fidelity Contra Fund 29,653 977,520 1,166,555
Fidelity Intermediate Term Bond Fund 65,898 653,498 658,976
Sun Coast Industries, Inc. common stock* 36,975 461,942 157,319
Participant notes (at interest rates ranging from
7% to 10%) - 320,575 320,575
Fidelity U.S. Government Money Market 607,382 607,382 607,382
----------- ---------
Total assets held for investment $ 4,383,909 4,321,999
=========== =========
</TABLE>
*Party-in-interest
See accompanying independent auditors' report.
<PAGE> 13
Schedule 2
SUN COAST INDUSTRIES, INC.
SAVINGS AND PROFIT SHARING PLAN
Item 27d - Schedule of Reportable Transactions
Year ended June 30, 1996
<TABLE>
<CAPTION>
Current
Aggregate Expense value at Net
number of Selling Lease incurred with Cost of transaction gain or
Description transactions Purchase price price rental transaction assets date (loss)
----------- ------------ -------------- ------- ------ ------------- ------- ----------- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fidelity U.S. Government Money Market 49 $ - 440,623 - - 440,623 440,623 -
Fidelity Contra Fund 107 330,068 - - - 330,068 330,068 -
Fidelity Magellan Fund 56 - 355,179 - - 336,932 355,179 18,247
Fidelity Magellan Fund 111 556,165 - - - 556,165 556,165 -
Fidelity Intermediate Term Bond Fund 43 - 234,681 - - 234,299 234,681 382
</TABLE>
See accompanying independent auditors' report.
