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Previous: GOODRICH B F CO, S-3/A, 1995-06-29 |
Next: GOODRICH B F CO, 11-K, 1995-06-29 |
<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street N.W.
Washington, D.C. 20549-1004
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, 1994.
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For a transition period from _______________ to ________________
Commission file number 1-892
---------
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
THE B.F.GOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
The B.F.Goodrich Company
3925 Embassy Parkway
Akron, Ohio 44333-1799
<PAGE> 2
REQUIRED INFORMATION
1. Audited Financial Statements for the Plan.
The Report of Independent Auditors; Statement of Net Assets Available
for Plan Benefits as of December 31, 1994 and 1993; and Statement of
Changes in Net Assets Available for Plan Benefits for the years then
ended.
2. Exhibit
Consent of Independent Auditors
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, The
B.F.Goodrich Company Retirement Plus Savings Plan Committee has duly caused
this annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
THE B.F.GOODRICH COMPANY
RETIREMENT PLUS SAVINGS PLAN COMMITTEE
Date June 29, 1995 /s/Richard N. Jacobson
--------------------------------------
Richard N. Jacobson
Member of The B.F.Goodrich Company
Retirement Plus Savings Plan Committee
<PAGE> 3
Audited Financial Statements
The BFGoodrich Company Retirement
Plus Savings Plan
December 31, 1994
with Report of Independent Auditors
<PAGE> 4
<TABLE>
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
AUDITED FINANCIAL STATEMENTS
December 31, 1994
CONTENTS
<S> <C>
Report of Independent Auditors..................................1
Audited Financial Statements
Statement of Net Assets Available for Plan Benefits............ 2
Statement of Changes in Net Assets Available for
Plan Benefits.................................................5
Notes to Financial Statements...................................8
</TABLE>
<PAGE> 5
REPORT OF INDEPENDENT AUDITORS
The BFGoodrich Company
Retirement Plus Savings Plan Committee
We have audited the accompanying statement of net assets available for plan
benefits of The BFGoodrich Company Retirement Plus Savings Plan as of December
31, 1994 and 1993, and the related statement of changes in net assets available
for plan benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan
at December 31, 1994 and 1993 and the changes in its net assets available for
plan benefits for the years then ended, in conformity with generally accepted
accounting principles.
ERNST & YOUNG LLP
Cleveland, Ohio
June 26, 1995
1
<PAGE> 6
<TABLE>
THE BFGOODRICH RETIREMENT PLUS SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
December 31, 1994 and 1993
<CAPTION>
Total Fixed Income Fund
------------------------ --------------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C> <C>
ASSETS
Investments at fair value
(Notes 1 and 4):
The BFGoodrich Retirement
Plus Savings Plan Master
Trust - Notes 2 and 4 $220,207,865 $ - $76,633,873 $ -
Common Stock of The
BFGoodrich Company - 76,311,625 - -
Selection Fund - 56,027,797 - 56,027,797
S&P 500 Flagship Fund - 16,691,273 - -
Loans to participants - 6,659,054 - -
Temporary investments - 2,153,675 - 205,000
---------- ----------- ---------- ----------
Total investments 220,207,865 157,843,424 76,633,873 56,232,797
----------- ----------- ---------- ----------
Receivables:
Dividends and interest
receivable 1,700,886 1,326,228 404,586 290,168
Contributions:
- participants 1,355,296 - 209,075 -
- The BFGoodrich Company 1,025,756 - 36,279 -
Interfund receivable - 274,887 - 133,348
Other receivables 509,868 18,314 - -
----------- ----------- ---------- ----------
Total receivables 4,591,806 1,619,429 649,940 423,516
----------- ----------- ---------- ----------
Total assets 224,799,671 159,462,853 77,283,813 56,656,313
----------- ----------- ---------- ----------
LIABILITIES
Interfund payable - 274,887 - -
Other liabilities 71,870 - 40,813 -
----------- ----------- ---------- ----------
Total liabilities
71,870 274,887 40,813 -
----------- ----------- ---------- ----------
Net assets available for
plan benefits $224,727,801 $159,187,966 $77,243,000 $56,656,313
=========== =========== ========== ==========
<FN>
See notes to financial statements.
</TABLE>
2
<PAGE> 7
<TABLE>
<CAPTION>
Equity Index Fund BFGoodrich Stock Fund
----------------- ---------------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C>
$25,492,801 $ - $104,461,358 $ -
- - - 76,311,625
- - - -
- 16,691,273 - -
- - - -
- 120,000 - 1,557,943
---------- ---------- ---------- -----------
25,492,801 16,811,273 104,461,358 77,869,568
---------- ---------- ----------- -----------
- 210 1,296,300 1,035,257
176,859 - 951,597 -
- - 989,477 -
- 18,720 - 122,819
- - 509,868 18,314
---------- ----------- ---------- ----------
176,859 18,930 3,747,242 1,176,390
---------- ----------- ---------- ----------
25,669,660 16,830,203 108,208,600 79,045,958
---------- ----------- ----------- ----------
- - - -
4,537 - 23,097 -
---------- ---------- ---------- ---------
4,537 - 23,097 -
---------- ---------- ---------- ---------
$25,665,123 $16,830,203 $108,185,503 $79,045,958
========== ========== =========== ==========
</TABLE>
3
<PAGE> 8
<TABLE>
<CAPTION>
Brokerage Account and
Participant Loan Account Balanced Fund
------------------------- -------------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C>
$12,563,996 $ - $ 1,055,837 $ -
- - - -
- - - -
- - - -
- 6,659,054 - -
- 270,732 - -
---------- ---------- ---------- ---------
12,563,996 6,929,786 1,055,837 -
---------- ---------- ---------- ---------
- 593 - -
- - 17,765 -
- - - -
- - - -
- - - -
---------- ---------- ---------- ---------
- 593 17,765 -
---------- ---------- ---------- ---------
12,563,996 6,930,379 1,073,602 -
---------- ---------- ---------- ---------
- 274,887 - -
- - 3,423 -
---------- ---------- ---------- ---------
- 274,887 3,423 -
---------- ---------- ---------- ---------
$12,563,996 $6,655,492 $ 1,070,179 $ -
========== =========== =========== =========
</TABLE>
4
<PAGE> 9
<TABLE>
THE BFGOODRICH RETIREMENT PLUS SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
For the Years Ended December 31, 1994 and 1993
<CAPTION>
Total Fixed Income Fund
-------------------- -----------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C> <C>
ADDITIONS
Investment income:
Interest $ 5,285,319 $ 4,932,842 $ 4,621,272 $ 4,420,886
Dividends - Common Stock
of The BFGoodrich Company 4,793,388 5,029,702 - -
----------- ----------- --------- ----------
10,078,707 9,962,544 4,621,272 4,420,886
Contributions from:
Participants 17,290,360 18,234,024 3,655,068 5,576,708
The BFGoodrich Company 10,802,002 9,622,788 129,286 -
Forfeitures (69,762) (129,168) - -
----------- ----------- ---------- ----------
28,022,600 27,727,644 3,784,354 5,576,708
----------- ----------- ---------- ----------
Total additions 38,101,307 37,690,188 8,405,626 9,997,594
DEDUCTIONS
Withdrawals and terminations:
Cash 12,470,333 9,457,199 7,330,113 5,480,681
Common Stock of The
BFGoodrich Company 1,456,072 3,515,721 - -
Administrative expenses - Note 2 428,231 - 229,269 -
Distribution related to
the sale of The Geon
Company - Note 5 - 86,162,518 - 31,497,376
----------- ----------- ---------- ----------
Total deductions 14,354,636 99,135,438 7,559,382 36,978,057
----------- ----------- ---------- ----------
23,746,671 (61,445,250) 846,244 (26,980,463)
Net realized and unrealized
appreciation(depreciation)
in aggregate fair value of
investments 6,709,231 (19,996,889) (1,008,277) -
Transfers between funds, net - - 1,082,766 2,691,660
Transfers to Fidelity Investments,
net - Note 2 - - (860,575) -
Trust to trust transfers:
Simmonds Precision - Note 5 31,398,865 - 17,018,387 -
JcAIR - Note 5 3,685,068 - 3,508,142 -
----------- ----------- ---------- ----------
Net increase(decrease) 65,539,835 (81,442,139) 20,586,687 (24,288,803)
Net assets available for plan
benefits at beginning of year 159,187,966 240,630,105 56,656,313 80,945,116
----------- ----------- ---------- ----------
Net assets available for plan
benefits at end of year $224,727,801 $159,187,966 $77,243,000 $56,656,313
=========== =========== ========== ==========
<FN>
See notes to financial statements.
</TABLE>
5
<PAGE> 10
<TABLE>
<CAPTION>
Equity Index Fund BFGoodrich Stock Fund
----------------- ---------------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C>
$ 616 $ 2,362 $ 136,145 $ 36,532
- - 4,793,388 5,029,702
---------- ---------- ----------- -----------
616 2,362 4,929,533 5,066,234
2,546,099 2,477,280 10,644,799 10,180,036
- - 10,672,716 9,622,788
- - (69,762) (129,168)
---------- ---------- ----------- -----------
2,546,099 2,477,280 21,247,753 19,673,656
---------- ---------- ----------- -----------
2,546,715 2,479,642 26,177,286 24,739,890
1,645,873 1,033,655 3,170,687 2,586,176
- - 1,456,072 3,515,721
52,104 - 133,401 -
- 7,730,976 - 43,147,184
---------- ---------- ----------- -----------
1,697,977 8,764,631 4,760,160 49,249,081
---------- ---------- ----------- -----------
848,738 (6,284,989) 21,417,126 (24,509,191)
2,146,220 1,523,363 5,554,988 (21,520,252)
(293,964) 2,817,217 (3,365,678) (6,538,957)
(829,585) - (227,372) -
6,963,511 - 5,760,481 -
- - - -
---------- ---------- ----------- -----------
8,834,920 (1,944,409) 29,139,545 (52,568,400)
16,830,203 18,774,612 79,045,958 131,614,358
---------- ----------- ----------- -----------
$ 25,665,123 $16,830,203 $108,185,503 $ 79,045,958
=========== ========== =========== ===========
</TABLE>
6
<PAGE> 11
<TABLE>
<CAPTION>
Brokerage Account and
Participant Loan Account Balanced Fund
------------------------ ---------------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C>
$ 527,286 $ 473,062 $ - $ -
- - - -
---------- ---------- ----------- -----------
527,286 473,062 - -
- - 444,394 -
- - - -
- - - -
---------- ---------- ----------- -----------
- - 444,394 -
---------- ---------- ----------- -----------
527,286 473,062 444,394 -
314,198 356,687 9,462 -
- - - -
- - 13,457 -
- 3,786,982 - -
---------- ---------- ----------- -----------
314,198 4,143,669 22,919 -
---------- ---------- ----------- -----------
213,088 (3,670,607) 421,475 -
- - 16,300 -
1,870,578 1,030,080 706,298 -
1,991,426 - (73,894) -
1,656,486 - - -
176,926 - - -
---------- ---------- ----------- -----------
5,908,504 (2,640,527) 1,070,179 -
6,655,492 9,296,019 - -
---------- ---------- ----------- -----------
$12,563,996 $ 6,655,492 $ 1,070,179 $ -
========== ========== =========== ===========
</TABLE>
7
<PAGE> 12
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements
December 31, 1994
1. SIGNIFICANT ACCOUNTING POLICIES
The accounts of The BFGoodrich Retirement Plus Savings Plan (the "Plan") are
reported on the accrual basis of accounting.
Investments in The BFGoodrich Company Retirement Plus Savings Plan Master
Trust are stated at fair value. Common Stock of The BFGoodrich Company (the
"Company") is valued at the last reported sales price on the last business day
of the plan year. Investments in the Selection Fund represent the Plan's
proportionate share of the net assets of the Fund. The assets of the Selection
Fund, primarily deposits under insurance contracts, are valued at contract
value which represents deposits under insurance contracts, plus income received
thereon, less distributions and administrative expense payments. Investments
in the S&P 500 Flagship Fund represent the Plan's proportionate share of the
net assets of the Fund. The assets of the S&P 500 Flagship Fund, primarily
equity securities, are valued at the last reported sales price on the last
business day of the plan year. In the event that no sale was reported, the
valuation is based on the more recent of the last published price or the mean
between the last reported bid and asked prices. The loans to participants are
valued at cost which approximates fair value. Temporary investments represent
investments in short-term fixed income obligations which have a fair value
approximately equal to cost.
Purchases and sales of securities are recorded on a trade date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
2. DESCRIPTION OF THE PLAN
The BFGoodrich Company Retirement Plus Savings Plan became effective on October
1, 1969. The Plan is a defined contribution plan covering substantially all
full-time salaried employees of the Company and certain subsidiaries of the
Company to which the Plan has been extended. In June, 1993, the Plan was
amended to cover eligible employees of the Cleveland Pneumatic Landing Gear
business. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA).
8
<PAGE> 13
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN (CONTINUED)
Effective January 1, 1994, the Retirement Plus Savings Plan for Employees of
Simmonds Precision Products, Inc. ("Simmonds Precision") was merged into the
Plan. In addition, effective February 1, 1994, The BFGoodrich Company
Retirement Plus Savings Plan Master Trust ("Master Trust") was established to
hold the assets of the Plan and the assets of The BFGoodrich Company Retirement
Plus Savings Plan For Wage Employees. Effective August 1, 1994, the JcAIR
Profit Sharing Plan and Trust ("JcAIR") was merged into the Plan. The Plan was
amended to permit profit sharing contributions to be made to the Plan accounts
of participants who are employees of the Company's JcAir subsidiary.
The Trustee of the Plan maintains the following four investment funds under the
Plan:
FIXED INCOME FUND--Contributions are invested primarily in securities that
have a fixed rate of return.
EQUITY INDEX FUND--Contributions are invested primarily in equity
securities, including mutual fund shares. The contributions to this Fund
may also be invested in Common Stock of the Company.
BFGOODRICH STOCK FUND--Contributions are invested primarily in Common
Stock of the Company.
BALANCED FUND--Contributions are invested primarily in equity securities
(approximately 60% of fund portfolio) and bonds (approximately 40% of fund
portfolio). This fund became available effective April 1, 1994.
In addition, the Participant Loan Account represents cumulative loans to Plan
participants.
Effective May 2, 1994, the Plan contains a Brokerage Account pursuant to which
participants may transfer balances from the four above investment funds to one
or more of 10 mutual funds sponsored by Fidelity Investments. Employee
contributions cannot be made directly to the Brokerage Account.
The Plan offers participants the choice of two savings options: a regular
savings option and a tax-deferred, 401(k) savings option.
9
<PAGE> 14
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN (CONTINUED)
Under the regular savings option, employee contributions are subject to Federal
income taxes, whereas under the tax-deferred savings option the participant
postpones paying Federal income taxes on the amount of contributions deducted
from their salary until the contributions are withdrawn from the Plan.
Participants can elect to participate in either or both of the savings options.
Participants can contribute to each of the four investment funds under both
savings options.
Each employee who elects to become a participant in the Plan authorizes a
monthly payroll deduction from 1% to 14% of their eligible earnings.
The Plan provides that for each plan year the employer will contribute a
percentage of the participants' contributions that are 6% or less of the
participants' monthly eligible earnings.
The employer contribution rate is 100% of participants' eligible contributions
to the BFGoodrich Stock Fund and 50% of participants' eligible contributions to
the other funds. Employer contributions, excluding profit sharing
contributions, are invested only in the BFGoodrich Stock Fund under the regular
savings option. Profit sharing contributions made to the Plan accounts of
participants who are employees of the Company's JcAir subsidiary are invested
only in the Fixed Income Fund.
The Plan provides for the acceptance of rollover contributions from other plans
qualified under the Internal Revenue Code (the "Code"). Rollover contributions
can be made only in cash to the Plan's tax-deferred savings option.
Dividends, interest and proceeds from sale of investments in each Fund are
reinvested in the respective Fund.
Participant contributions are always fully vested and all Company contributions
vest immediately upon completion of three years of service by the participant.
Company contributions made after January 1, 1990 may not be withdrawn until the
participant reaches age 55. Forfeitures are applied to reduce contributions
required by the Company.
10
<PAGE> 15
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN (CONTINUED)
A participant who elects to withdraw from the Plan is paid the
current value of his vested account balance. Distributions from the BFGoodrich
Stock Fund are made in cash or stock of the Company, and distributions from the
other funds are made in cash.
Participants may borrow against their employee contributions and related
earnings as permitted under the Code not to exceed the lesser of $50,000 or 50%
of their vested account balance. Loan transactions are treated as a transfer
to/from the investment fund and the Participant Loan Account. Loan terms range
from 1 to 5 years or up to 15 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 rate commensurate with prevailing market rates as determined
monthly by the Trustee. Principal and interest is paid ratably through monthly
payroll deductions.
Effective April 1, 1994, the Plan was amended to provide that administrative
expenses relating to record keeping and investment management fees be paid by
the Plan and charged to participants' accounts. These expenses are charged
against the earnings of the investment funds in which the participants' funds
are invested.
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue such contributions at any time and terminate the
Plan subject to the provisions of ERISA. In the event of a termination of the
Plan, the net assets of the Plan will be distributed to the participants based
on the value of their accounts. Since this is an individual account plan, the
Pension Benefit Guaranty Corporation does not guarantee any benefits.
The foregoing description of the Plan provides only general information.
Participants should refer to the BFGFlex Benefits Handbook, for a more complete
description of the Plan's provisions. Copies of the handbook are available
from the Human Resource Department of the Company.
11
<PAGE> 16
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
3. INCOME TAX STATUS
The Internal Revenue Service has ruled (September 11, 1986) that the Plan is a
qualified Plan under Sections 401(a) and (k) of the Code and that the Trust of
the Plan qualifies under Section 501(a) of the Code. Thus, contributions and
earnings received by the Trust are not subject to tax under present income tax
laws. Once qualified, the Plan is required to operate in conformity with the
Code to maintain its qualification. The BFGoodrich Company Retirement Plus
Savings Plan Committee is not aware of any course of action or series of events
that have occurred including plan amendments made subsequent to the ruling date
that might adversely affect the Plan's qualified status. In March 1995, the
Company applied for a new determination letter ruling that the Plan, as
currently in effect, remains a qualified plan.
4. INVESTMENTS
The Plan's approximate undivided interest in the commingled investment accounts
of the Master Trust at December 31, 1994, is as follows: Fixed Income Fund -
92%; Equity Index Fund - 98%; BFGoodrich Stock Fund - 97 %; and Balanced Fund -
96%. The Plan has a divided interest in the Brokerage Account and Participant
Loan Account which reflects the Plan's specific brokerage and loan
transactions. Participation by the Plan in the Master Trust investment
accounts is increased or decreased by the purchase or redemption of units of
participation at the unit value established at the end of the day on which the
purchase or redemption of units occurred. Total additions into the Master
Trust include the net assets of the Plan and The BFGoodrich Company Retirement
Plus Savings Plan for Wage Employees that were transferred into the Master
Trust on February 1, 1994. Summarized financial information for the Master
Trust is as follows:
12
<PAGE> 17
<TABLE>
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
4. INVESTMENTS (CONTINUED)
<CAPTION>
December 31, 1994
-----------------------------------------------------------------------------------
Brokerage
Account &
Fixed Equity BFGoodrich Participant
Income Index Stock Loan Balanced
Statement of Net Assets Fund Fund Fund Account Fund
- ----------------------- ------------ ------------ ---------- ----------- ----------
<S> <C> <C> <C> <C> <C>
Investments at fair value:
Government Corporate Fund $ - $ - $ - $ - $ 440,028
Common Stock of The
BFGoodrich Company - - 105,119,181 - -
Selection Fund 82,945,976 - - - -
S&P 500 Flagship Fund - 25,989,866 - - 657,848
Loans to participants - - - 10,996,702 -
Fidelity Investments - - - 2,036,290 -
Temporary Investments - - 2,701,698 - -
------------ ------------ ---------- ---------- ----------
Total investments 82,945,976 25,989,866 107,820,879 13,032,992 1,097,876
Total receivables 725,806 199,980 3,984,541 - 26,241
Total liabilities (44,175) (4,626) (23,841) - (3,560)
------------ ------------ ---------- ---------- ----------
Net Assets Payable to
Participating Plans $ 83,627,607 $ 26,185,220 $111,781,579 $13,032,992 $1,120,557
=========== ============ ========== ========== ==========
<CAPTION>
11 Months Ended December 31, 1994
-----------------------------------------------------------------------------------
Brokerage
Account &
Fixed Equity BFGoodrich Participant
Statement of Changes Income Index Stock Loan Balanced
in Net Assets Fund Fund Fund Account Fund
- -------------------- ----------- ----------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Net assets payable to
participating plans
at beginning of period $ - $ - $ - $ - $ -
Total additions 91,952,820 28,244,497 112,808,693 13,261,637 1,127,610
Total deductions (7,233,887) (1,513,065) (4,185,995) (228,645) (23,363)
Net realized and unrealized
appreciation(depreciation)
in fair value of
investments (1,091,326) (546,212) 3,158,881 - 16,310
------------ ------------ ---------- ---------- ----------
Net assets payable to
participating plans at
end of period $ 83,627,607 $ 26,185,220 $111,781,579 $13,032,992 $1,120,557
=========== ============ =========== ========== =========
</TABLE>
13
<PAGE> 18
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
4. INVESTMENTS (CONTINUED)
Net realized and unrealized (depreciation)appreciation in the aggregate fair
value of plan investments during the year ended December 31, 1993 are as
follows:
<TABLE>
<CAPTION>
Year Ended
December 31,
1993
------------
<S> <C>
Common Stock of The BFGoodrich
Company $(21,520,252)
S&P 500 Flagship Fund 1,523,363
-----------
$(19,996,889)
============
</TABLE>
Investments are stated at fair value in the Plan's Statement of Net Assets
Available for Plan Benefits. Cost information is as follows at December 31,
1993.
<TABLE>
<CAPTION>
December 31, 1993
---------------------------------------
Shares or
Units Held Cost
---------- --------
<S> <C> <C>
Common Stock of The
BFGoodrich Company 1,895,941 $75,566,699
shares
Selection Fund for
Employee Trusts
of State Street Bank 56,027,797 56,027,797
units
State Street Bank S&P
500 Flagship Fund 239,834 11,354,464
units
Loans to Participants - 6,659,054
State Street Bank Short
Term Investment Fund 2,153,675 2,153,675
units
------------
Total Investments at Cost $151,761,689
===========
</TABLE>
14
<PAGE> 19
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
4. INVESTMENTS (CONTINUED)
The fair value of individual investments that represent 5% or more of the
Plan's net assets available for plan benefits are as follows:
<TABLE>
<CAPTION>
December 31, 1993
------------------------------
Amounts or Market
Units Held Value
---------- ------
<S> <C> <C>
Common Stock of The
BFGoodrich Company 1,895,941 $76,311,625
shares
Selection Fund for
Employee Trusts of
State Street Bank 56,027,797 56,027,797
units
State Street Bank S&P
500 Flagship Fund 239,834 16,691,273
units
</TABLE>
5. TRUST TO TRUST TRANSFER
Effective January 1, 1994, Simmonds Precision was merged into the Plan and
consequently $31,398,865 in plan assets were transferred into the Plan from the
Simmonds Precision trust. In addition, effective August 1, 1994, JcAIR was
merged into the Plan resulting in the transfer of $3,685,068 of plan assets
into the Plan from the JcAIR trust.
In February, 1993 the Company announced its intentions to transfer
substantially all the assets and liabilities of the Geon Vinyl Division to a
new subsidiary, The Geon Company ("Geon") and to register the stock of Geon
with the Securities and Exchange Commission for an initial public offering
("IPO"). In conjunction with the IPO, a separate plan, The Geon Retirement
Plus Savings Plan, was established for employees of Geon. In June, 1993
$86,162,518 in plan assets were transferred from the Plan to the Trust of The
Geon Retirement Plus Savings Plan.
15
<PAGE> 20
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
6. TRANSACTIONS WITH PARTIES-IN-INTEREST
Prior to April 1, 1994, all legal, accounting and administrative expenses of
the Plan were paid by the Company except for the administrative expenses
incurred by the Selection Fund. Effective April 1, 1994, administrative
expenses related to record keeping and investment management fees are paid by
the Plan. Other than as described above or pursuant to the trust agreement
(see Note 4), the Plan has had no agreements or transactions with any
parties-in-interest.
7. DIFFERENCES BETWEEN FINANCIAL STATEMENTS AND FORM 5500
The following is a reconciliation of net assets available for plan benefits per
the financial statements to Form 5500:
<TABLE>
<CAPTION>
December 31, December 31,
1994 1993
----------- ------------
<S> <C> <C>
Net Assets available for
plan benefits per the
financial statements $224,727,801 $159,187,966
Amounts allocated to
withdrawn participants (60,061) (1,095,000)
------------ ------------
Net assets available for
benefits per the Form 5500 $224,667,740 $158,092,966
============ ============
</TABLE>
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500:
<TABLE>
<CAPTION>
Year Ended
December 31,
1994
-----------
<S> <C>
Withdrawals and terminations
paid to participants per
the financial statements $13,926,405
Add amounts allocated to
withdrawn participants
at December 31, 1994 60,061
Less amounts allocated to
withdrawn participants
at December 31, 1993 (1,095,000)
-----------
Benefits paid to participants
per the Form 5500 $ 12,891,466
===========
</TABLE>
Amounts allocated to withdrawn participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
year-end but not yet paid.
16
<PAGE> 21
THE BFGOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN
Notes to Financial Statements (continued)
8. SUBSEQUENT EVENTS
Effective January 1, 1995, the account balances of salaried participants in the
Tremco Stock Ownership Plan were merged into the Plan, and those participants
became eligible to participate in the Plan.
9. NUMBER OF PARTICIPANTS (UNAUDITED)
Following are the number of participants contributing to the Plan fund options.
For purposes of this disclosure the following legend applies: Fund A = Fixed
Income Fund; Fund B = Equity Index Fund; Fund C = BFGoodrich Stock Fund; and
Fund E = Balanced Fund.
<TABLE>
<CAPTION>
December 31, December 31,
1994 1993
------------ ------------
<S> <C> <C>
Fund A 532 128
Fund B 73 57
Fund C 2,532 2,035
Fund E 7 -
Funds A and B 159 87
Funds A and C 590 473
Funds A and E 4 -
Funds B and C 555 421
Funds B and E 5 -
Funds C and E 45 -
Funds A, B and C 280 169
Funds A, B and E 3 -
Funds A, C and E 13 -
Funds B, C and E 44 -
Funds A, B, C and E 34 -
----- -----
Total participants contributing 4,876 3,370
===== =====
</TABLE>
17
<PAGE> 1
EXHIBIT
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in Post-Effective Amendment No. 2
to the Registration Statement (Form S-8 No. 2-88940) pertaining to The
BFGoodrich Company Retirement Plus Savings Plan of our report dated June 26,
1995, with respect to the financial statements of The BFGoodrich Company
Retirement Plus Savings Plan included in this Annual Report (Form 11-K) for the
year ended December 31, 1994.
ERNST & YOUNG LLP
Cleveland, Ohio
June 26, 1995
18
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