SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE,
SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to _______
NEW JERSEY RESOURCES CORPORATION
EMPLOYEES' RETIREMENT SAVINGS PLAN
(Full title of plan)
NEW JERSEY RESOURCES CORPORATION
(Name of issuer of the securities held pursuant to the plan)
1415 Wyckoff Road
Wall, New Jersey 07719
(address of principal office)
<PAGE>
[GRAPHIC OMITTED]
EMPLOYEES' RETIREMENT SAVINGS PLAN
------------------------------------------------
FINANCIAL STATEMENTS FOR THE YEARS ENDED
DECEMBER 31, 1994 AND 1993
AND
INDEPENDENT AUDITORS' REPORT
PREPARED FOR FILING AS PART OF THE ANNUAL
RETURN-REPORT OF AN EMPLOYEE BENEFIT PLAN
(FORM 5500)
<PAGE>
INDEX
Description ............................................................... Page
Independent Auditors' Report .............................................. 2
Statement of Net Assets Available for Benefits as of
December 31, 1994 ....................................................... 3
Statement of Net Assets Available for Benefits as of
December 31, 1993 ....................................................... 4
Statement of Changes in Net Assets Available for Benefits
for the Year Ended December 31, 1994 .................................... 5
Statement of Changes in Net Assets Available for Benefits
for the Year Ended December 31, 1993 .................................... 6
Notes to Financial Statements ............................................. 7
Item 27a - Supplemental Schedule of Assets Held for Investment as
of December 31, 1994 .................................................... 10
Item 27d - Supplemental Schedule of Transactions in Excess of Five
Percent of the Current Value of Plan Assets for the
Year Ended December 31, 1994 ............................................ 11
Schedules required under the Employee Retirement Income Security Act of 1974
(ERISA), other than the schedules listed above, are omitted because of the
absence of the conditions under which they are required.
<PAGE>
INDEPENDENT AUDITORS' REPORT
Pension Administration Committee
New Jersey Resources Corporation:
We have audited the accompanying statements of net assets available for benefits
of New Jersey Resources Corporation Employees' Retirement Savings Plan as of
December 31, 1994 and 1993, and the related statements of changes in net assets
available for benefits for the years then ended. These financial statements are
the responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan at December 31, 1994
and 1993, and the changes in net assets available for benefits for the years
then ended in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information by fund for
1994 is presented for the purpose of additional analysis of the basic financial
statements rather than to present information regarding the net assets available
for benefits and changes in net assets available for benefits of the individual
funds, and is not a required part of the basic financial statements. The
supplemental schedules of (1) assets held for investment as of December 31, 1994
and (2) transactions in excess of five percent of the current value of plan
assets for the year ended December 31, 1994 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 supplemental information and the
supplemental schedules are the responsibility of the Plan's management. Such
supplemental information by fund and supplemental schedules have been subjected
to the auditing procedures applied in our audit of the basic 1994 financial
statements and, in our opinion, are fairly stated in all material respects when
considered in relation to the basic financial statements taken as a whole.
June 28, 1995
2
<PAGE>
NEW JERSEY RESOURCES CORPORATION
EMPLOYEES' RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-------------------------------------------------------------------
GUARANTEED
INVESTMENT EQUITY COMPANY
CONTRACT BALANCED INDEX STOCK LOAN
TOTAL FUND FUND FUND FUND FUND
---------- ---------- ---------- ---------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Cash ............... $ 14,255 $ 1 $ 5 $ 6 $ 14,243
Fidelity GIC Open
End Portfolio .... 4,571,070 4,571,070
Balanced Fund ...... 1,834,349 1,834,349
Equity Index Fund .. 1,634,571 1,634,571
New Jersey Resources
Common Stock ..... 856,696 856,696
Employee Loans
Receivable ....... 361,561 $361,561
Contributions
Receivable:
Employer ...... 20,377 (161,276) 73,685 38,981 68,987
Accrued Income ..... 36,957 22,544 1 14,412
---------- ---------- ---------- ---------- -------- --------
Net Assets Available
for Benefits ..... $9,329,836 $4,432,339 $1,908,039 $1,673,559 $954,338 $361,561
========== ========== ========== ========== ======== ========
</TABLE>
See notes to financial statements.
3
<PAGE>
NEW JERSEY RESOURCES CORPORATION
EMPLOYEES' RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1993
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-------------------------------------------------------------------
GUARANTEED
INVESTMENT EQUITY COMPANY
CONTRACT BALANCED INDEX STOCK LOAN
TOTAL FUND FUND FUND FUND FUND
---------- ---------- ---------- ---------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Cash ............... $ 9,710 $ 166 $ 9,544
Fidelity GIC Open
End Portfolio .... 3,538,086 3,538,086
Balanced Fund ...... 1,819,107 $1,819,107
Equity Index Fund .. 1,623,956 $1,623,956
New Jersey Resources
Common Stock ..... 866,864 866,864
Employee Loans
Receivable ....... 325,875 $325,875
Contributions
Receivable:
Employer ...... 11,944 (123,237) 67,932 15,886 51,363
Accrued Income ..... 91,000 16,559 39,128 26,907 8,406
---------- ---------- ---------- ---------- -------- --------
Net Assets Available
for Benefits .... $8,286,542 $3,431,574 $1,926,167 $1,666,749 $936,177 $325,875
========== ========== ========== ========== ======== ========
</TABLE>
See notes to financial statements.
4
<PAGE>
NEW JERSEY RESOURCES CORPORATION
EMPLOYEES' RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-------------------------------------------------------------------------
GUARANTEED
INVESTMENT EQUITY COMPANY
CONTRACT BALANCED INDEX STOCK LOAN
TOTAL FUND FUND FUND FUND FUND
---------- ---------- ---------- ---------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Contributions:
Employees ............ $ 952,172 $ 356,389 $ 273,791 $ 211,257 $110,735
Employer ............. 354,453 130,790 101,019 81,947 40,697
Investment Income ...... 415,946 239,498 55,449 48,397 50,016 $ 22,586
Loan Repayments ........ (2,220) 38,030 58,488 39,141 23,071 (160,950)
Net Appreciation
(Depreciation) in Fair
Value of Investments . (269,767) (147,285) (30,546) (91,936)
Transfer Between
Funds ................ 372,839 (244,155) (264,779) (37,955) 174,050
---------- ---------- ---------- ---------- -------- ---------
Total Additions ....... 1,450,584 1,137,546 97,307 85,417 94,628 35,686
DEDUCTIONS:
Withdrawals ............ 407,290 136,781 115,435 78,607 76,467
---------- ---------- ---------- ---------- -------- ---------
INCREASE
(DECREASE) IN
NET ASSETS ........... 1,043,294 1,000,765 (18,128) 6,810 18,161 35,686
NET ASSETS
AVAILABLE FOR
BENEFITS -
BEGINNING OF
YEAR ................. 8,286,542 3,431,574 1,926,167 1,666,749 936,177 325,875
---------- ---------- ---------- ---------- -------- ---------
NET ASSETS
AVAILABLE FOR
BENEFITS - END
OF YEAR .............. $9,329,836 $4,432,339 $1,908,039 $1,673,559 $954,338 $ 361,561
========== ========== ========== ========== ======== =========
</TABLE>
See notes to financial statements.
5
<PAGE>
NEW JERSEY RESOURCES CORPORATION
EMPLOYEES' RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1993
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-----------------------------------------------------------------------------
GUARANTEED
INVESTMENT EQUITY COMPANY
CONTRACT BALANCED INDEX STOCK LOAN
TOTAL FUND FUND FUND FUND FUND
---------- ----------- ---------- ---------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Contributions:
Employees ............ $ 867,965 $ 364,244 $ 226,200 $ 183,836 $ 93,685
Employer ............. 322,760 143,958 80,749 66,247 31,806
Investment Income ...... 481,121 237,810 136,839 52,583 35,148 $ 18,741
Loan Repayments ........ (668) 34,236 41,753 26,011 13,881 (116,549)
Net Appreciation
(Depreciation) in Fair
Value of Investments . 121,923 67,258 60,247 (5,582)
Transfer Between Funds . (1,401,766) 463,653 379,424 408,539 150,150
---------- ----------- ---------- ---------- -------- ---------
Total Additions ........ 1,793,101 (621,518) 1,016,452 768,348 577,477 52,342
DEDUCTIONS:
Withdrawals ............ 310,613 285,085 17,039 1,788 6,701
---------- ----------- ---------- ---------- -------- ---------
INCREASE (DECREASE)
IN NET ASSETS ........ 1,482,488 (906,603) 999,413 766,560 570,776 52,342
NET ASSETS AVAILABLE
FOR BENEFITS -
BEGINNING OF YEAR .... 6,804,054 4,338,177 926,754 900,189 365,401 273,533
---------- ----------- ---------- ---------- -------- ---------
NET ASSETS AVAILABLE
FOR BENEFITS - END OF
YEAR ................. $8,286,542 $ 3,431,574 $1,926,167 $1,666,749 $936,177 $ 325,875
========== =========== ========== ========== ======== =========
</TABLE>
See notes to financial statements.
6
<PAGE>
NEW JERSEY RESOURCES CORPORATION
EMPLOYEES' RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. PLAN DESCRIPTION
New Jersey Resources Corporation (the "Company"), on August 15, 1991,
adopted New Jersey Natural Gas Company's Employees' Retirement Savings Plan
(NJNG's "Plan") to encourage thrift and savings by eligible employees. All
employees of the Company and its subsidiaries (with the exception of
employees represented by certain collective bargaining units) who have
attained age 21 and have completed one year of service are eligible to
participate. Participation in the Plan is voluntary.
The Plan is administered by the Company through a Pension Administration
Committee appointed by the Company's Board of Directors.
Under the Plan, eligible employees may make contributions to the Plan of
between 1% and 16% of base compensation and, of this amount, the smaller of
10% of compensation or the calendar year dollar limit in effect for 401(k)
contributions shall be permitted as pre-tax contributions. The Company
contributes an amount equal to 50% of participants contributions up to 6%
of base compensation, subject to certain exceptions as described in the
Plan. The Participants' contributions are fully vested at all times. The
Company's contributions vest on the basis of participation in the Plan
ranging from 25% after two years to 100% after four years.
All contributions by employees are made through payroll deductions.
Contributions by employees and the Company are transferred to a Trustee and
held in the Plan's Trust Fund for investment and other transactions, as
directed by the Pension Administration Committee.
Participants, prior to retirement or termination of service with the
Company, may withdraw their contributions from the Plan once every six
months subject to certain limitations as described in the Plan.
Participants may not withdraw the Company's contributions until they are
vested and only after the participants' contributions are completely
withdrawn. Such withdrawals may generally be made only upon disability,
hardship or the attainment of age 59-1/2. Distributions made upon
retirement or death may be made either in a lump sum or in equal
installments over a period not to exceed five years. All other
distributions are made in a lump sum payment.
The allocations of the Trust Fund to the Participants' accounts are
determined by the Trustee on the basis of market values as of each
valuation date. The accounts as of the preceding valuation date are
adjusted so as to reflect the effect of income collected or accrued,
realized and unrealized profits and losses, distributions, withdrawals,
contributions, and all other transactions since such preceding valuation
date.
The plan may loan to a Participant an amount which shall not exceed the
lesser of 50% of the value of the vested portion of such Participant's
Account or $50,000. Any Participant loan must be for a principal amount of
$1,000 or more and no Participant may have more than two loans outstanding
at any time. No loan shall be for a term of more than five years except for
loans used to acquire the
7
<PAGE>
Participant's principal residence, which term shall not exceed ten years.
A Participant may repay any such loan in full by check at any time in
accordance with such rules as may be prescribed by the Committee. Following
repayment, a Participant may not request a new loan for 6 months. Payments
of principal and interest on loans shall be credited to the Participant's
account(s) from which the loan was funded and shall be reinvested in
investment funds in accordance with the Participant's then current
investment selection.
Each loan bears interest at a rate set monthly based on the prime rate plus
1% published in the Wall Street Journal on the first business day of each
month. The rate of interest applicable to any loan at its inception shall
remain in effect for the duration of such loan.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Valuation of Investment - Investment in the Guaranteed Investment Contract
Fund consists of shares in the Fidelity Investments Guaranteed Investment
contract open-end Portfolio (Portfolio). The Portfolio investments in
Guaranteed Investment Contracts (GIC's) are stated at contract value and
bank investment contracts and synthetic investment contracts (Benefits
Accessible Securities Investment Contracts) are stated at fair value as
determined in good faith by the Fidelity Group Trust For Employee Benefit
Plans which generally approximates contract value.
The Plan's investment in the Balanced Fund, Equity Index Fund and Company
Stock Fund are based upon quoted market values.
Expenses of Plan - All expenses incurred in connection with the
administration of the Plan, including expenses of the Trustee, are paid
directly by the Company.
Other - Accounts are maintained on the accrual basis.
3. INVESTMENTS
Participants can elect to have their contributions invested in one or more
of the following four
8
<PAGE>
investment funds. However, through September 30, 1992 Participants were
required to maintain 50% of their account balance in the guaranteed
investment contract fund. Participants can also reallocate their account
balances on a quarterly basis.
Guaranteed Investment Contract Fund - The Portfolio seeks preservation of
capital and a competitive level of income over time. The Portfolio
purchases high quality, short and long-term GIC's, Bank Investment
Contracts (BIC's), short-term market instruments and synthetic GIC's.
Balanced Fund invests in the Fidelity Puritan Trust Balanced Fund, a mutual
fund. This fund seeks the highest amount of current income possible while
preserving capital. The fund must be 25% invested in fixed income
securities at all times.
Equity Index Fund invests in the Fidelity U.S. Equity Index portfolios,
which seeks investment results that correspond to the total return
performance of all U.S. publicly traded stocks. The fund meets this
objective by duplicating the composition of the Standard and Poors 500.
Company Stock Fund invests in the common stock of the Company.
Loan Fund - Subject to certain limitations, employees may borrow up to 50%
of the value of their account. Repayment is over 1 to 10 years with
interest at 1% above the prime rate.
4. TAX STATUS
The Plan obtained its latest determination letter on October 6, 1994 in
which the Internal Revenue Service stated that the Plan was in compliance
with the applicable requirements of the Internal Revenue Code. Therefore,
no provision for income taxes has been included in the Plan's financial
statements.
5. TERMINATION
The Company has reserved the right to terminate the Plan at any time. If
the Plan is terminated, no further contributions shall be made by an
employee, but the Trust Fund shall be continued in accordance with the
Trust Agreement and the provisions of the Plan as though the Plan were
otherwise in full force and effect.
6. DISTRIBUTIONS PAYABLE TO PARTICIPANTS
In 1993, the Plan changed its method of accounting for distributions
payable to comply with the 1993 AICPA Audit and Accounting Guide - "Audits
of Employee Benefit Plans." The new guidance requires that distributions
payable to persons who have withdrawn from participation in a defined
contribution plan be disclosed in the footnotes to the financial statements
rather than be recorded as a
9
<PAGE>
liability of the Plan. As of December 31, 1994 and 1993, benefits of
$83,060 and $17,124 respectively, were due to participants who have
withdrawn from participation in the Plan.
7. NEW ACCOUNTING PRONOUNCEMENT
In September 1994 the American Institute of Certified Public Accountants
issued Statement of Position No. 94-4 entitled "Reporting of Investment
Contracts Held by Health and Welfare Benefit Plans and Defined-Contribution
Pension Plans", which requires certain investment contracts to be reported
at fair value or contract value. The statement is effective for financial
statements for plan years beginning after December 15, 1994, except that
the application of the statement to investment contracts entered into
before December 31, 1993, is delayed to plan years beginning after December
15, 1995. The Plan is currently evaluating the impact of this statement.
10
<PAGE>
NEW JERSEY RESOURCES CORPORATION
EMPLOYEES' RETIREMENT SAVING PLAN
ITEM 27a - SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR
INVESTMENT AS OF DECEMBER 31,1994
<TABLE>
<CAPTION>
Description of
Identity of Issue Investment Cost Current Value
- ----------------- -------------- ---------- -------------
<S> <C> <C> <C>
Fidelity GIC Open-End Commingled pool of the Fidelity $4,571,070 $4,571,070
Portfolio Group Trust for employee
benefit plans, current price
$1.00/share
Fidelity Puritan Trust Mutual Fund, 149,255 shares 1,918,636 1,834,349
Balanced Fund Current price $12.29/share
Fidelity U.S. Equity Mutual Fund, 96,664 shares 1,562,065 1,634,571
Index Portfolio Current price $16.91/share
New Jersey Resources Common Stock, 37,865 shares 911,474 856,696
Corporation Current price $22.625/share
Employee Loans Employee Loan at prime plus 361,561 361,561
Receivable 1%; maturity dates of 1-10
years
---------- ----------
$9,324,806 $9,258,247
========== ==========
</TABLE>
11
<PAGE>
NEW JERSEY RESOURCES CORPORATION
EMPLOYEES' RETIREMENT SAVINGS PLAN
ITEM 27d - SUPPLEMENTAL SCHEDULE OF TRANSACTIONS IN EXCESS OF FIVE PERCENT OF
THE CURRENT VALUE OF PLAN ASSETS FOR THE YEAR ENDED DECEMBER 31, 1994
Party Description Cost of Selling Net Gain/
Involved of Asset Asset Price (Loss)
- -------- ----------- ------ ------- --------
Purchases
Fidelity Equity Index $ 370,224
Investments Fund
35 Transactions
Fidelity Balanced Fund 654,911
Puritan 34 Transactions
Trust
New Jersey Common Stock 548,091
Resources 16 Transactions
Corporation
Fidelity GIC Open-end 1,085,151
Investments Portfolio
41 Transactions
Sales
Fidelity Equity Index 84,769 $ 89,189 $4,420
Investments Fund
10 Transactions
Fidelity Balanced Fund 246,877 242,719 (4,158)
Puritan Trust 6 Transactions
New Jersey Common Stock 384,060 388,757 4,697
Resources 5 Transactions
Corporation
Fidelity GIC Open-End 548,534 548,534 _
Investments Portfolio
10 Transactions
12
<PAGE>
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
33-52409 on Form S-8 of New Jersey Resources Corporation of our report dated
June 28, 1995 appearing in this Annual Report on Form 11-K of New Jersey
Resources Corporation Employees' Retirement Savings Plan for the year ended
December 31, 1994.
Parsippany, New Jersey
June 28, 1995
13
