SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM ll-K
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
or
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number
A. Full title of the plan and address of the plan, if
different from that of the issuer named below:
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
Ingersoll-Rand Company
P. O. Box 8738
Woodcliff Lake, New Jersey 07675
1 <PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Savings Plan Committee has duly caused this annual
report to be signed on its behalf by the undersigned hereunto
duly authorized.
Ingersoll-Rand Company Savings
and Stock Investment Plan
(Registrant)
Date June 15, 1994 By /S/Donald H. Rice
Donald H. Rice
Savings Plan Committee Chairman
2 <PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the
Registration Statement on Form S-8 (Post-Effective Amendment No. 5
to No. 2-64708) of Ingersoll-Rand Company of our report dated
May 23, 1994 appearing on page 5 of this Form 11-K.
/S/ Price Waterhouse
PRICE WATERHOUSE
Morristown, NJ
June 15, 1994
3 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
INDEX TO FINANCIAL STATEMENTS
Page
Report of independent accountants 5
Statement of financial condition at
December 31, 1993 and 1992:
Combined Plan Summary 6
Fixed Income Fund 7
Mutual Fund 8
Company Stock Fund 9
Loan Fund 10
Statement of income and changes in
plan/fund equity for the years ended
December 31, 1993 and 1992:
Combined Plan Summary 6
Fixed Income Fund 7
Mutual Fund 8
Company Stock Fund 9
Loan Fund 10
Notes to financial statements 11-19
4 <PAGE>
Report of Independent Accountants
To the Savings Plan Committee and Participants
of the Ingersoll-Rand Company Savings and
Investment Plan
In our opinion, the financial statements listed in the
accompanying index present fairly, in all material respects, the
financial position of the Ingersoll-Rand Company Savings and
Stock Investment Plan at December 31, 1993 and 1992, and the
results of its operations and the changes in its plan equity for
the years then ended, in conformity with generally accepted
accounting principles. These financial statements are the
responsibility of the Savings Plan Committee; our responsibility
is to express an opinion on these financial statements based on
our audits. We conducted our audits of these statements in
accordance with generally accepted auditing standards which
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used
and significant estimates made by the Savings Plan Committee, and
evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the
opinion expressed above.
/S/ Price Waterhouse
PRICE WATERHOUSE
Morristown, New Jersey
May 23, 1994
5 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
COMBINED PLAN SUMMARY
STATEMENT OF FINANCIAL CONDITION
December 31 1993 1992
Assets:
Investments at current value:
Combined Trust Fixed Income Fund $121,192,704 $114,721,757
Combined Trust Mutual Fund 80,256,130 60,021,572
Combined Trust Ingersoll-Rand
Company Stock Fund 192,287,688 151,997,503
393,736,522 326,740,832
Participant loans receivable, net 16,829,263 16,537,627
Contributions receivable, net 3,611,743 3,375,732
Total assets 414,177,528 346,654,191
Plan equity $414,177,528 $346,654,191
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
For the years ended December 31 1993 1992
Contributions:
Participants $ 32,162,069 $ 31,243,727
Company 11,511,940 11,729,652
43,674,009 42,973,379
Income:
Dividends and interest 13,631,187 14,447,593
Net appreciation of investments 55,716,388 13,888,001
Net income 69,347,575 28,335,594
Total 113,021,584 71,308,973
Participant withdrawals and
distributions 45,809,609 41,399,566
Transfers (from) to other plans,
net (311,362) 32,793,411
Net increase (decrease) in plan
equity 67,523,337 (2,884,004)
Plan equity at beginning of year 346,654,191 349,538,195
Plan equity at end of year $414,177,528 $346,654,191
See accompanying notes to financial statements.
6 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
FIXED INCOME FUND
STATEMENT OF FINANCIAL CONDITION
December 31 1993 1992
Assets:
Investments at current value:
Combined Trust Fixed Income Fund $121,192,704 $114,721,757
Contributions receivable, net 1,403,395 1,445,106
Total assets 122,596,099 116,166,863
Fund equity $122,596,099 $116,166,863
STATEMENT OF INCOME AND CHANGES IN FUND EQUITY
For the years ended December 31 1993 1992
Contributions from participants $ 17,266,615 $ 18,149,038
Income:
Interest 8,048,111 9,043,454
Net income 8,048,111 9,043,454
Transfers to other funds, net (581,248) (5,184,023)
Total 24,733,478 22,008,469
Participant withdrawals and
distributions 18,440,086 17,732,298
Transfers (from) to other plans,
net (135,844) 11,613,796
Net increase (decrease) in fund
equity 6,429,236 (7,337,625)
Fund equity at beginning of year 116,166,863 123,504,488
Fund equity at end of year $122,596,099 $116,166,863
See accompanying notes to financial statements.
7 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
MUTUAL FUND
STATEMENT OF FINANCIAL CONDITION
December 31 1993 1992
Assets:
Investments at current value:
Combined Trust Mutual Fund $80,256,130 $60,021,572
Contributions receivable, net 1,032,739 754,514
Total assets 81,288,869 60,776,086
Fund equity $81,288,869 $60,776,086
STATEMENT OF INCOME AND CHANGES IN FUND EQUITY
For the years ended December 31 1993 1992
Contributions from participants $10,848,533 $ 9,418,521
Income:
Dividends and interest 4,837,730 4,233,743
Net appreciation of investments 5,115,439 131,782
Net income 9,953,169 4,365,525
Transfers from other funds, net 6,292,084 1,324,181
Total 27,093,786 15,108,227
Participant withdrawals and
distributions 6,688,769 4,805,286
Transfers (from) to other plans,
net (107,766) 5,123,736
Net increase in fund equity 20,512,783 5,179,205
Fund equity at beginning of year 60,776,086 55,596,881
Fund equity at end of year $81,288,869 $60,776,086
See accompanying notes to financial statements.
8 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
COMPANY STOCK FUND
STATEMENT OF FINANCIAL CONDITION
December 31 1993 1992
Assets:
Investments at current value:
Combined Trust Ingersoll-Rand
Company Stock Fund $192,287,688 $151,997,503
Contributions receivable, net 1,175,609 1,176,112
Total assets 193,463,297 153,173,615
Fund equity $193,463,297 $153,173,615
STATEMENT OF INCOME AND CHANGES IN FUND EQUITY
For the years ended December 31 1993 1992
Contributions:
Participants $ 4,046,921 $ 3,676,168
Company 11,511,940 11,729,652
15,558,861 15,405,820
Income:
Net appreciation of investments 50,600,949 13,756,219
Net income 50,600,949 13,756,219
Transfers (to) from other funds,
net (6,071,293) 2,002,628
Total 60,088,517 31,164,667
Participant withdrawals and
distributions 19,854,396 18,181,264
Transfers (from) to other plans,
net (55,561) 14,984,342
Net increase (decrease) in fund
equity 40,289,682 (2,000,939)
Fund equity at beginning of year 153,173,615 155,174,554
Fund equity at end of year $193,463,297 $153,173,615
See accompanying notes to financial statements.
9 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
LOAN FUND
STATEMENT OF FINANCIAL CONDITION
December 31 1993 1992
Participant loans receivable, net $16,829,263 $16,537,627
Fund equity $16,829,263 $16,537,627
STATEMENT OF INCOME AND CHANGES IN FUND EQUITY
For the years ended December 31 1993 1992
Transfers from other funds
for loans $ 9,500,000 $ 9,688,615
Interest income from loans 745,346 1,170,396
10,245,346 10,859,011
Transfers to other funds
for repayments 9,139,543 7,831,401
Transfers (from) to other
plans, net (12,191) 1,071,537
Participant distributions 826,358 680,718
Net increase in fund equity 291,636 1,275,355
Fund equity at beginning of year 16,537,627 15,262,272
Fund equity at end of year $16,829,263 $16,537,627
See accompanying notes to financial statements.
10 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - DESCRIPTION OF THE PLAN:
The following brief description of the Ingersoll-Rand Company
Savings and Stock Investment Plan (plan) is for general
information purposes. Participants should refer to the plan
document for more complete information.
The Ingersoll-Rand Company (company) adopted the plan for
eligible employees of participating locations. Members of
collective bargaining units may not participate in the plan,
unless provided for in their collective bargaining agreement.
Eligible employees may participate the first day of the month
following 30 calendar days of employment.
Participants may contribute as basic contributions one to six
percent (in whole percentages) of their compensation through
payroll deductions. Participants contributing six percent of
compensation may contribute an additional one to eight percent of
compensation as supplemental contributions. Only basic
contributions receive company matching contributions.
Participants may use before or after-tax dollars for part or all
of their contributions. Contributions are subject to varying
limitations to ensure compliance with Internal Revenue Code
requirements. Participants may change their contribution amounts
effective the first day of any payroll period with proper advance
written notice.
The plan assets are held in the Combined Investment Trust
(Combined Trust), together with assets from other participating
plans.
Participants may invest their contributions, in multiples of one
percent, in one or more of the following funds:
o Fixed Income Fund - A fund that invests in securities and
debt that produce a fixed rate of return. Investments
may include United States government securities, corporate
bonds, notes, debentures, convertible securities,
preferred stocks, investment funds or investment
contracts.
o Mutual Fund - Participants may select the following
Fidelity Mutual Funds: Fidelity Fund, Growth and Income
Portfolio, U.S. Equity Index Portfolio, and Magellan Fund.
11 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
o Company Stock Fund - A mutual fund consisting primarily of
the company's common stock. This fund limits participant
investment to 50% of current contributions or account
balance on transfers.
Each fund reinvests its income in that fund.
The company matches basic contributions at a rate determined
annually by the company's board of directors. For 1993 and 1992,
the match was set at 50 percent of basic contributions. The plan
requires that company contributions be at least 25 percent, but
no more than 100 percent of participants' basic contributions.
Participant contributions are always 100 percent vested. Company
contributions vest on a seven-year, graded-vesting schedule.
Employees are 20 percent vested after completing three years of
service. The vested percentage then increases in increments of
20 percent per year until fully vested after seven years of
service. All company contributions become 100 percent vested if
the participant's employment terminates due to disability,
retirement or death.
On any business day, participants may change their allocation of
future contributions and transfer prior contributions between
funds. Transfers of prior contributions are in whole percentages
or dollars (with a $250 minimum).
Participants have several options that permit access to their
contributions, earnings and certain vested company contributions.
These options are subject to certain rules and restrictions.
Plan distributions may be in the form of a lump sum, installments
over a maximum of five years or in such other manner that the
Savings Plan Committee may permit.
The Savings Plan Committee, appointed by the company's board of
directors, manages the plan. The Finance Committee of the
company's board of directors establishes the plan's investment
policies.
The company intends to continue the plan indefinitely. However,
the company retains the right to discontinue the plan. If the
company discontinues the plan, all participant account balances
become fully vested at the termination date.
12 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
The plan follows the accrual method of accounting. A summary of
the plan's significant accounting policies follows.
Valuation of Investments:
Plan assets are part of the Combined Trust, which provides
unified investment management. The Fidelity Management Trust
Company (trustee) invests the plan assets in the various Combined
Trust investment funds.
Separate participant accounts are maintained by investment fund.
These accounts record contributions, withdrawals, transfers,
earnings and changes in market value.
The insurance company guaranteed interest contracts and the
Putnam Guaranteed Horizon Accounts are recorded at their
respective contract value. Contract value approximates current
value assuming the trust holds the investment until maturity.
Contract value equals principal plus cumulative interest earned,
reduced by distributions.
The Fidelity Retirement Money-Market Portfolio contains
short-term debt, including commercial paper, bank certificates of
deposit and collateralized repurchase agreements. The Fidelity
Separate U.S. Government Reserves Portfolio invests in money-
market debt. All investments are issued or guaranteed by the
U.S. government or its agencies. Repurchase agreements are
secured by such instruments. Rates of return on the money-market
funds vary with the instruments purchased and changes in
short-term interest rates.
The financial statements report investments in the Mutual Fund
and the Company Stock Fund at current value based on published
market quotations.
Security Transactions and Investment Income:
Realized gains or losses on security transactions are recorded on
trade date. Realized gains or losses are the difference between
the proceeds received and the participant's average unit cost.
13 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Dividend income is recorded on the ex-dividend date and interest
income is recorded when earned.
The statement of income and changes in plan equity includes
unrealized appreciation or depreciation in accordance with the
policy of stating investments at current value.
Contributions:
Participant and company matching contributions are made to the
Combined Trust within five working days after the end of the
month. Participant contributions for each fund are based on the
participants' investment decisions. The company matching
contributions are made to the Company Stock Fund in cash or
common stock.
Forfeitures:
Forfeitures of nonvested company contributions occur when
participants are terminated. Forfeitures of $777,301 in 1993 and
$560,449 in 1992 were used to reduce future company
contributions.
Expenses of the Plan:
Most expenses for the administration of the plan and the Combined
Trust are paid for by the company. Expenses of the funds related
to the investment and reinvestment of assets are included in the
cost of the related investments.
Benefit obligations:
Employee distributions to terminated employees are recorded in
each fund's financial statements, when paid. The approved and
unpaid amounts at December 31, 1993 totaled $219,707 and at
December 31, 1992 were insignificant.
14 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 3 - FIXED INCOME FUND:
Investments in the Fixed Income Fund at December 31 were as
follows:
1993 1992
Benefit accumulation contracts with
Aetna Life Insurance Company $ 14,711,197 $ 22,239,938
Group annuity contracts with:
The Travelers Companies 3,920,135 3,661,967
Hartford Life Insurance
Company 3,243,161 9,120,429
Putnam Guaranteed Horizon
Accounts 121,719,040 101,314,890
Fidelity Retirement Money-
Market Portfolio 17,339,721 12,635,837
Total Combined Trust Fixed
Income Fund 160,933,254 148,973,061
Less: Other plans 39,740,550 34,251,304
Plan investment in
Fixed Income Fund $121,192,704 $114,721,757
The deposit held in the Aetna Life Insurance Company benefit
accumulation contract has a fixed interest rate of 9.23% and
matures December 5, 1994. On December 14, 1993, a $9.5 million
benefit accumulation contract with Aetna matured. The trustee
transferred the funds to the Fidelity Retirement Money-Market
Portfolio.
The Travelers Companies' group annuity contract establishes a new
interest rate every December, when the contract renews. The new
rate applies to all funds held in the group annuity contract
during the next plan year. The interest rate was 7.05% for 1993
and is set at 6.4% for 1994. The contract has no final maturity
date and ends upon written notice.
The Hartford Life Insurance Company's group annuity contract has
a fixed interest rate of 9.08% and matures December 31, 1994.
Certain assets of the plan are invested in Putnam Guaranteed
Horizon accounts. Putnam Fiduciary Trust Company manages these
accounts and provides a guaranteed annual rate of return and
specific distributions through the maturity of the account.
15 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
At December 31, 1993, the annual rate of return and maturity dates
were as follows:
Amount Interest Rate Maturity Date
$ 9,856,416 8.57% February 15, 1994
10,355,628 8.09% February 15, 1996
10,049,992 8.21% May 15, 1996
18,312,621 4.70% November 15, 1996
15,107,102 6.12% May 15, 1997
21,395,076 7.63% December 22, 1997
36,642,205 6.41% November 15, 1999
$121,719,040
The Fidelity Retirement Money-Market Portfolio reported an annual
rate of return of 2.99% and 3.75% for 1993 and 1992,
respectively.
NOTE 4 - MUTUAL FUND:
Participants in the Mutual Fund may invest in the Fidelity Fund,
Growth and Income Portfolio, U.S. Equity Index Portfolio and
Magellan Fund. Each fund consists of a portfolio of common
stocks or other securities based on the fund's investment
objective. Prospectuses are available from the Fidelity
Management Trust Company.
Investments in the Mutual Fund at December 31 were as follows:
1993 1992
Fidelity Fund $ 4,132,465 $ 1,860,627
Growth and Income Portfolio 22,079,073 11,712,911
U.S. Equity Index Portfolio 45,590,187 45,449,681
Magellan Fund 31,327,038 16,340,239
Total Combined Trust Mutual Fund 103,128,763 75,363,458
Less: Other Plans 22,872,633 15,341,886
Plan investment in Mutual Fund $80,256,130 $60,021,572
These funds cost $94,887,251 and $71,447,704 at December 31, 1993
and 1992, respectively.
16 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Net realized and unrealized appreciation or (depreciation) of
investments for the years ended December 31, 1993 and 1992, were
as follows:
1993 1992
Fidelity Fund $ (24,150) $ 28,306
Growth and Income Portfolio 1,800,981 (375,078)
U.S.Equity Index Portfolio 2,476,178 1,917,619
Magellan Fund 2,146,258 (1,169,544)
Total Combined Trust Mutual Fund 6,399,267 401,303
Less: Other plans 1,283,828 269,521
Net plan appreciation $5,115,439 $ 131,782
NOTE 5 - COMPANY STOCK FUND:
Investments in the Company Stock Fund at December 31 were as
follows:
1993 1992
Ingersoll-Rand Company common stock $211,944,551 $167,227,013
Fidelity Separate U.S. Government
Reserves Portfolio 1,462,125 2,143,225
Total Combined Trust
Company Stock Fund 213,406,676 169,370,238
Less: Other plans 21,118,988 17,372,735
Plan investment in Company
Stock Fund $192,287,688 $151,997,503
The Company Stock Fund investment in company common stock at
December 31, 1993 and 1992, included 5,541,034 shares and
5,741,700 shares, respectively. At December 31, 1993 and 1992,
these shares cost $103,917,832 and $101,977,275, respectively.
17 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Net realized and unrealized appreciation or (depreciation) of
investments for the years ended December 31, 1993 and 1992, were
as follows:
1993 1992
Combined Investment Trust $56,158,664 $13,167,932
Less: Other plans 5,557,715 (588,287)
Net plan appreciation $50,600,949 $13,756,219
NOTE 6 - LOAN FUND:
The plan allows participants to borrow from their vested account
balances subject to certain limits. Loans are withdrawn from the
participants' accounts in a sequence outlined in the plan.
The Savings Plan Committee establishes the loan interest rate and
reviews the rate quarterly. The interest rate on new loans in
1993 ranged from 8% to 9%. In 1992, the interest rate on new
loans was 9%. Interest charges begin 60 days after the initial
loan date.
Loans are repaid in equal installments through payroll deductions
over a maximum of five years. Loan repayments consist of
interest and principal, and are reinvested according to the
participant's current investment elections. If a participant
terminates employment with the company, any outstanding loan
balance is considered a distribution.
NOTE 7 - FEDERAL INCOME TAXES:
In June 1991, a favorable determination letter was received from
the Internal Revenue Service indicating that the plan
documentation satisfied the requirements for tax qualification
under Section 401(a) of the Internal Revenue Code. The trust
established for the plan is exempt from federal income tax under
Section 501(a) of the Internal Revenue Code. Filing for certain
amendments is pending. The company believes the plan complies
with Section 401(a); therefore, the financial statements do not
provide for income taxes.
18 <PAGE>
INGERSOLL-RAND COMPANY
SAVINGS AND STOCK INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Employees defer taxes on income earned, company contributions and
contributions made under the salary deferral feature. Taxes on
employee distributions depend on the form and amount of such
payment.
NOTE 8 - TRANSFERS (FROM) TO OTHER PLANS:
Transfers (from) to the Ingersoll-Dresser Pump Company Savings
and Investment Plan were $(311,362) and $31,717,017 in 1993 and
1992, respectively. There were no other significant plan to plan
transfers.
19 <PAGE>
