<PAGE> 1
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 (FEE REQUIRED)
For the fiscal year ended December 31, 1993
-----------------
OR
( )TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from _____________ to _________________
Commission file number 1-5492-1
-----------
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
Nashua Corporation Employees' Savings Plan
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
Nashua Corporation
44 Franklin Street
P.O. Box 2002
Nashua, New Hampshire 03061-2002
<PAGE> 2
NASHUA CORPORATION
- - ------------------
EMPLOYEES' SAVINGS PLAN
- - -----------------------
FINANCIAL STATEMENTS
- - --------------------
DECEMBER 31, 1993
- - -----------------
<PAGE> 3
NASHUA CORPORATION
------------------
EMPLOYEES' SAVINGS PLAN
-----------------------
<TABLE>
INDEX TO FINANCIAL STATEMENTS
-----------------------------
<CAPTION>
PAGES
-----
<S> <C>
Financial Statements:
Report of Independent Accountants 1
Statement of Net Assets Available for Plan Benefits
(with Fund Information) as of December 31, 1993 and 1992 2-3
Statement of Changes in Net Assets Available for
Plan Benefits (with Fund Information)
for the Years Ended December 31, 1993 and 1992 4-5
Notes to Financial Statements 6-10
</TABLE>
Supplementary Information: *
* Schedules required by Section 2520.103-10 of the Department of
Labor Rules and Regulations for Reporting and Disclosure under
ERISA have been omitted because they are not applicable.
<PAGE> 4
Report of Independent Accountants
July 14, 1994
To the Participants and Pension Committee of the
Nashua Corporation Employees' Savings Plan
In our opinion, the accompanying statement of net assets available for plan
benefits and the related statement of changes in net assets available for plan
benefits present fairly, in all material respects, the net assets available for
plan benefits of the Nashua Corporation Employees' Savings Plan (the "Plan") at
December 31, 1993 and 1992 and the changes in net assets available for plan
benefits for the years then ended, in conformity with generally accepted
accounting principles. 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 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 management, and evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for the opinion expressed above.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The fund information in the statement
of net assets available for plan benefits and the statement of changes in net
assets available for plan benefits is presented for purposes of additional
analysis rather than to present the net assets available for plan benefits and
changes in net assets available for plan benefits of each fund. The fund
information has been subjected to the auditing procedures applied in the audit
of the basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
<PAGE> 5
<TABLE>
NASHUA CORPORATION
EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS (WITH FUND INFORMATION)
DECEMBER 31, 1993
- - ----------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
GUARANTEED NASHUA
INVESTMENT COMMON EQUITY- GROWTH
CONTRACT STOCK PURITAN MAGELLAN INCOME COMPANY
FUND FUND FUND FUND FUND FUND
----------- ---------- ---------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
GUARANTEED INVESTMENT CONTRACT FUND,
AT CONTRACT VALUE $23,101,156 $ - $ - $ - $ - $ -
INVESTMENT AT FAIR VALUE:
NASHUA COMMON STOCK FUND - 7,194,638 - - - -
MUTUAL FUNDS - - 3,976,148 9,931,160 2,121,219 2,488,107
EMPLOYEE CONTRIBUTIONS RECEIVABLE 203,192 2,390 37,635 109,166 23,132 34,983
EMPLOYER CONTRIBUTIONS RECEIVABLE 12,022 102,289 6,846 17,335 3,271 7,614
PARTICIPANT LOANS RECEIVABLE,
AT FAIR VALUE - - - - - -
----------- ---------- ---------- ----------- ---------- ----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $23,316,370 $7,299,317 $4,020,629 $10,057,661 $2,147,622 $2,530,704
=========== ========== ========== =========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
INTER- GOV'T
ASSET PACIFIC MEDIATE MONEY
MANAGER EUROPE BASIN BOND MARKET LOAN
FUND FUND FUND FUND FUND FUND TOTAL
-------- -------- -------- ------- -------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
GUARANTEED INVESTMENT CONTRACT FUND,
AT CONTRACT VALUE $ - $ - $ - $ - $ - $ - $23,101,156
INVESTMENT AT FAIR VALUE:
NASHUA COMMON STOCK FUND - - - - - - 7,194,638
MUTUAL FUNDS 612,242 320,938 802,418 27,313 208,286 - 20,487,831
EMPLOYEE CONTRIBUTIONS RECEIVABLE 2,931 2,343 6,660 487 4,236 - 427,155
EMPLOYER CONTRIBUTIONS RECEIVABLE 1,434 731 1,650 65 812 - 154,069
PARTICIPANT LOANS RECEIVABLE,
AT FAIR VALUE - - - - - 1,563,913 1,563,913
-------- -------- -------- ------- -------- ---------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $616,607 $324,012 $810,728 $27,865 $213,334 $1,563,913 $52,928,762
======== ======== ======== ======= ======== ========== ===========
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
- 2 -
<PAGE> 6
<TABLE>
NASHUA CORPORATION
EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS (WITH FUND INFORMATION)
DECEMBER 31, 1992
- - ----------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
GUARANTEED NASHUA
INVESTMENT COMMON EQUITY- GROWTH
CONTRACT STOCK PURITAN MAGELLAN INCOME COMPANY
FUND FUND FUND FUND FUND FUND
----------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
GUARANTEED INVESTMENT CONTRACT FUND,
AT CONTRACT VALUE $20,577,517 $ - $ - $ - $ - $ -
INVESTMENTS AT FAIR VALUE:
NASHUA CORPORATION COMMON STOCK - 8,091,299 - - - -
MUTUAL FUNDS - - 2,423,948 6,568,934 1,371,938 1,762,936
EMPLOYEE CONTRIBUTIONS RECEIVABLE 240,814 1,148 33,686 99,187 23,043 30,850
EMPLOYER CONTRIBUTIONS RECEIVABLE 10,713 129,205 4,591 8,872 2,033 5,052
DIVIDENDS RECEIVABLE - 51,328 - - - -
PARTICIPANT LOANS RECEIVABLE, AT FAIR
VALUE - - - - - -
----------- ---------- ---------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $20,829,044 $8,272,980 $2,462,225 $6,676,993 $1,397,014 $1,798,838
=========== ========== ========== ========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
GOV'T
MONEY
MARKET LOAN
FUND FUND TOTAL
-------- ---------- -----------
<S> <C> <C> <C>
ASSETS:
GUARANTEED INVESTMENT CONTRACT FUND,
AT CONTRACT VALUE $ - $ - $20,577,517
INVESTMENTS AT FAIR VALUE:
NASHUA CORPORATION COMMON STOCK - - 8,091,299
MUTUAL FUNDS 198,178 - 12,325,934
EMPLOYEE CONTRIBUTIONS RECEIVABLE 5,688 - 434,416
EMPLOYER CONTRIBUTIONS RECEIVABLE 761 - 161,227
DIVIDENDS RECEIVABLE - - 51,328
PARTICIPANT LOANS RECEIVABLE, AT FAIR
VALUE - 1,255,942 1,255,942
-------- ---------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $204,627 $1,255,942 $42,897,663
======== ========== ===========
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
- 3 -
<PAGE> 7
<TABLE>
NASHUA CORPORATION
EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS (WITH FUND INFORMATION)
YEAR ENDED DECEMBER 31, 1993
- - ---------------------------------------------------------------------------------------------------------------------------
<CAPTION>
GUARANTEED NASHUA
INVESTMENT COMMON EQUITY- GROWTH
CONTRACT STOCK PURITAN MAGELLAN INCOME COMPANY
FUND FUND FUND FUND FUND FUND
----------- ---------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
SOURCES OF NET ASSETS:
EMPLOYEE CONTRIBUTIONS $ 2,435,187 $ 21,924 $ 519,614 $ 1,465,892 $ 369,352 $ 466,379
EMPLOYER CONTRIBUTIONS 129,070 1,233,136 88,279 153,075 38,703 90,407
INVESTMENT INCOME 1,588,148 91,767 448,390 883,101 73,613 226,748
NET APPRECIATION OF INVESTMENTS - - 153,795 871,639 261,855 83,158
LOAN REPAYMENTS 155,889 475 26,001 80,227 17,792 20,317
LOAN INTEREST 60,612 963 10,092 27,494 5,949 6,620
----------- ---------- ---------- ----------- ---------- ----------
4,368,906 1,348,265 1,246,171 3,481,428 767,264 893,629
----------- ---------- ---------- ----------- ---------- ----------
APPLICATIONS OF NET ASSETS:
PLAN WITHDRAWALS 944,057 367,739 75,905 424,849 49,705 47,616
NET DEPRECIATION OF INVESTMENTS - 196,601 - - - -
LOAN WITHDRAWALS 358,320 62 72,272 135,355 61,107 21,693
PLAN TRANSFER 20,876 9,774 2,611 8,652 956 81
ADMINISTRATIVE EXPENSES 5,222 801 667 2,917 510 305
----------- ---------- ---------- ----------- ---------- ----------
1,328,475 574,977 151,455 571,773 112,278 69,695
----------- ---------- ---------- ----------- ---------- ----------
INCREASE IN NET ASSETS
DURING THE YEAR 3,040,431 773,288 1,094,716 2,909,655 654,986 823,934
NET TRANSFERS BETWEEN FUNDS (553,105) (1,746,951) 463,688 471,013 95,622 (92,068)
NET ASSETS AVAILABLE FOR
PLAN BENEFITS:
BEGINNING OF YEAR 20,829,044 8,272,980 2,462,225 6,676,993 1,397,014 1,798,838
----------- ---------- ---------- ----------- ---------- ----------
END OF YEAR $23,316,370 $7,299,317 $4,020,629 $10,057,661 $2,147,622 $2,530,704
=========== ========== ========== =========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
INTER- GOV'T
ASSET PACIFIC MEDIATE MONEY
MANAGER EUROPE BASIN BOND MARKET LOAN
FUND FUND FUND FUND FUND FUND
--------- -------- -------- ------- -------- ----------
<S> <C> <C> <C> <C> <C> <C>
SOURCES OF NET ASSETS:
EMPLOYEE CONTRIBUTIONS $ 37,588 $ 14,131 $ 53,331 $18,458 $106,894 $ -
EMPLOYER CONTRIBUTIONS 6,726 3,593 7,476 141 9,293 -
INVESTMENT INCOME 20,120 1,540 13,216 1,487 6,268 -
NET APPRECIATION OF INVESTMENTS 10,646 32,827 95,063 - - -
LOAN REPAYMENTS 557 540 133 - 1,754 (303,685)
LOAN INTEREST 159 700 52 - 106 -
-------- -------- -------- ------- -------- ----------
75,796 53,331 169,271 20,086 124,315 (303,685)
-------- -------- -------- ------- -------- ----------
APPLICATIONS OF NET ASSETS:
PLAN WITHDRAWALS - - - - 13,055 39,844
NET DEPRECIATION OF INVESTMENTS - - - 728 - -
LOAN WITHDRAWALS - - - - 2,691 (651,500)
PLAN TRANSFER - - - - 184 -
ADMINISTRATIVE EXPENSES - - - - 23 -
-------- -------- -------- ------- -------- ----------
- - - 728 15,953 (611,656)
-------- -------- -------- ------- -------- ----------
INCREASE IN NET ASSETS
DURING THE YEAR 75,796 53,331 169,271 19,358 108,362 307,971
NET TRANSFERS BETWEEN FUNDS 540,811 270,681 641,457 8,507 (99,655) -
NET ASSETS AVAILABLE FOR
PLAN BENEFITS:
BEGINNING OF YEAR - - - - 204,627 1,255,942
-------- -------- -------- ------- -------- ----------
END OF YEAR $616,607 $324,012 $810,728 $27,865 $213,334 $1,563,913
======== ======== ======== ======= ======== ==========
</TABLE>
<TABLE>
<CAPTION>
TOTAL
-----------
<S> <C>
SOURCES OF NET ASSETS:
EMPLOYEE CONTRIBUTIONS $ 5,508,750
EMPLOYER CONTRIBUTIONS 1,759,899
INVESTMENT INCOME 3,354,398
NET APPRECIATION OF INVESTMENTS 1,508,983
LOAN REPAYMENTS -
LOAN INTEREST 112,747
-----------
12,244,777
-----------
APPLICATIONS OF NET ASSETS:
PLAN WITHDRAWALS 1,962,770
NET DEPRECIATION OF INVESTMENTS 197,329
LOAN WITHDRAWALS -
PLAN TRANSFER 43,134
ADMINISTRATIVE EXPENSES 10,445
-----------
2,213,678
-----------
INCREASE IN NET ASSETS
DURING THE YEAR 10,031,099
NET TRANSFERS BETWEEN FUNDS -
NET ASSETS AVAILABLE FOR
PLAN BENEFITS:
BEGINNING OF YEAR 42,897,663
-----------
END OF YEAR $52,928,762
===========
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
- 4 -
<PAGE> 8
<TABLE>
NASHUA CORPORATION
EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS (WITH FUND INFORMATION)
YEAR ENDED DECEMBER 31, 1992
- - ---------------------------------------------------------------------------------------------------------------------------
<CAPTION>
GUARANTEED NASHUA
INVESTMENT COMMON EQUITY- GROWTH
CONTRACT STOCK PURITAN MAGELLAN INCOME COMPANY
FUND FUND FUND FUND FUND FUND
----------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
SOURCES OF NET ASSETS:
EMPLOYEE CONTRIBUTIONS $ 2,614,779 $ 4,159 $ 362,491 $1,068,414 $ 231,318 $ 314,240
EMPLOYER CONTRIBUTIONS 55,570 1,551,368 25,906 51,740 11,305 26,893
INVESTMENT INCOME 1,479,061 194,000 213,584 883,124 46,052 78,726
NET APPRECIATION OF
INVESTMENTS - 1,361,346 78,310 - 115,522 32,706
LOAN REPAYMENTS 136,014 93 18,166 50,817 11,745 10,190
LOAN INTEREST 53,808 456 6,546 23,203 4,356 3,724
----------- ---------- ---------- ---------- ---------- ----------
4,339,232 3,111,422 705,003 2,077,298 420,298 466,479
----------- ---------- ---------- ---------- ---------- ----------
APPLICATIONS OF NET ASSETS:
PLAN WITHDRAWALS 1,221,034 388,307 85,205 241,815 72,772 62,560
NET DEPRECIATION OF INVESTMENTS - - - 469,384 - -
LOAN WITHDRAWALS 433,639 - 33,154 119,814 26,524 18,343
PLAN TRANSFER 235,024 87,434 8,883 30,156 20,281 1,781
ADMINISTRATIVE EXPENSES 7,018 - 285 735 - 22
----------- ---------- ---------- ---------- ---------- ----------
1,896,715 475,741 127,527 861,904 119,577 82,706
----------- ---------- ---------- ---------- ---------- ----------
INCREASE IN NET ASSETS
DURING THE YEAR 2,442,517 2,635,681 577,476 1,215,394 300,721 383,773
NET TRANSFERS BETWEEN FUNDS (351,398) (245,695) 69,584 (33,898) 59,402 675,505
NET ASSETS AVAILABLE FOR
PLAN BENEFITS:
BEGINNING OF YEAR 18,737,925 5,882,994 1,815,165 5,495,497 1,036,891 739,560
----------- ---------- ---------- ---------- ---------- ----------
END OF YEAR $20,829,044 $8,272,980 $2,462,225 $6,676,993 $1,397,014 $1,798,838
=========== ========== ========== ========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
GOV'T
MONEY
MARKET LOAN
FUND FUND TOTAL
-------- ---------- -----------
<S> <C> <C> <C>
SOURCES OF NET ASSETS:
EMPLOYEE CONTRIBUTIONS $ 62,066 $ - $ 4,657,467
EMPLOYER CONTRIBUTIONS 3,988 - 1,726,770
INVESTMENT INCOME 11,922 - 2,906,469
NET APPRECIATION OF
INVESTMENTS - - 1,587,884
LOAN REPAYMENTS 812 (227,837) -
LOAN INTEREST 195 - 92,288
-------- ---------- -----------
78,983 (227,837) 10,970,878
-------- ---------- -----------
APPLICATIONS OF NET ASSETS:
PLAN WITHDRAWALS 13,890 75,374 2,160,957
NET DEPRECIATION OF INVESTMENTS - - 469,384
LOAN WITHDRAWALS - (631,474) -
PLAN TRANSFER 1,279 14,901 399,739
ADMINISTRATIVE EXPENSES 7 - 8,067
-------- ---------- -----------
15,176 (541,199) 3,038,147
-------- ---------- -----------
INCREASE IN NET ASSETS
DURING THE YEAR 63,807 313,362 7,932,731
NET TRANSFERS BETWEEN FUNDS (173,500) - -
NET ASSETS AVAILABLE FOR
PLAN BENEFITS:
BEGINNING OF YEAR 314,320 942,580 34,964,932
-------- ---------- -----------
END OF YEAR $204,627 $1,255,942 $42,897,663
======== ========== ===========
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
- 5 -
<PAGE> 9
NASHUA CORPORATION
------------------
EMPLOYEES' SAVINGS PLAN
-----------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- - ---------------------------------------------------
Basis of Accounting
- - -------------------
The financial statements of the Nashua Corporation Employees' Savings
Plan ("the Plan") are presented on the accrual basis of accounting.
Asset Maintenance
- - -----------------
Fidelity Management Trust Company is the Plan trustee ("the Trustee").
Assets of the Plan are invested, at the election of the participants,
in up to nine Fidelity Investments' mutual funds (Fidelity Magellan
Fund, Fidelity Puritan Fund, Fidelity Equity-Income Fund, Fidelity
Growth Company Fund, Fidelity Pacific Basin Fund, Fidelity Europe
Fund, Fidelity Asset Manager, Fidelity Intermediate Bond Fund, or
Fidelity Retirement Government Money Market Fund), a Guaranteed
Investment Contract Fund managed by the Trustee, or the Nashua Common
Stock Fund. Effective August 1, 1993, the Plan's investment in Nashua
Corporation common stock was converted into a unitized stock fund.
Also, effective July 1, 1992, employees can direct up to 25% of their
account balances into the Nashua Common Stock Fund. The Europe Fund,
Pacific Basin Fund, Intermediate Bond Fund, and Asset Manager are new
investment options effective July 15, 1993.
The Plan's assets are commingled with assets of the Nashua Corporation
Savings Plan for Specified Hourly Employees in a participant-directed
master trust arrangement. The Plan's participation in the net assets
of the master trust is recorded based on individual Plan participants'
account balances. Investment income and expenses for each investment
option are allocated to the individual participant account balances
based on the prorata beginning account balances less withdrawals and
loans made to participants.
Investment Valuation
- - --------------------
Common shares of Nashua Corporation ("the Company") held in the Plan
are valued at closing sales prices supplied by a pricing service. The
cost of Nashua common stock is determined on an average cost basis.
The Plan's guaranteed investment contracts are valued at contract
value. Contract value represents contributions made under the
contracts, plus interest earned, less funds used to pay withdrawals
and expenses. The Plan's mutual fund accounts are valued at the
respective funds' closing net asset values.
Contributions
- - -------------
The Plan has certain established criteria for eligibility. All
contributions are immediately 100% vested.
401(k) Plan contributions - Employees may make a basic contribution of
up to 15% of their earnings to the Plan. The Company contributes an
amount equal to 50% of up to 6% of the employees' contributed
earnings. Contributions are subject to certain limitations. Effective
July 1, 1992, employees can direct the Company matching contribution
into any of the investment funds available for their contributions.
Prior to July 1, 1992, the Company's contributions were invested
solely in common shares of the Company.
Voluntary Plan contributions - Employees may elect to contribute from
1% to 10% of their annual earnings to the Plan on an after-tax basis.
-6-
<PAGE> 10
Withdrawals and Loans
- - ---------------------
Plan participants may withdraw part or all of their account balances
subject to certain restrictions stipulated by current Internal Revenue
Service regulations. The Plan also provides for optional forms of
withdrawal at the time of retirement. Plan participants may borrow
against individual Plan balances subject to Plan and current Internal
Revenue Service regulations. Interest on the loans is payable at 2%
above the prime rate. Loans are payable within 5 years from the date
of withdrawal unless the amount was withdrawn to purchase a primary
residence, in which case the term of the loan is 20 years. At
December 31, 1993 and 1992, there were 378 and 310 loans outstanding
totalling $1,563,913 and $1,255,942, respectively.
Expenses
- - --------
Trustee administrative fees, audit and other expenses are paid
directly by the Company and, accordingly, such items are not reflected
in the financial statements of the Plan.
Investment Income
- - -----------------
Income from investments is recorded as earned on an accrual basis.
Federal Income Tax Status
- - -------------------------
The Company was advised by the U.S. Treasury Department in February of
1990 that the Plan is qualified under Section 401 of the Internal
Revenue Code ("the Code") and is therefore exempt from federal income
taxes. The Plan has subsequently been amended. A new determination
letter has not yet been requested. Management believes that the Plan,
as amended, and its operations, have been and continue to be in
accordance with all applicable provisions of the Code and the Employee
Retirement Income Security Act of 1974 ("ERISA").
Reclassifications
- - -----------------
Certain reclassifications were made to the 1992 financial statements
to conform to the 1993 presentation.
NOTE 2 - GENERAL DESCRIPTION OF THE PLAN
- - ----------------------------------------
The following brief description of the Plan is provided for general
information purposes only. Participants should refer to the Plan
agreement for more complete information.
1. GENERAL - The Plan is a defined contribution plan covering all
eligible employees. It is subject to the provisions of ERISA.
2. INVESTMENT FUNDS - Employees' contributions and, effective July
1, 1992, Company contributions can be invested in guaranteed
investment contracts and/or mutual funds at the election of the
participants. Additionally, effective July 1, 1992, employees can
direct up to 25% of their contributions into the Nashua Common
Stock Fund. Prior to July 1, 1992, all contributions of the
Company were invested solely in common shares of Nashua
Corporation.
3. TERMINATION - The Plan is administered by the Nashua Pension
Committee, which is composed of officers of the Company. The
Company anticipates and believes that the Plan will continue
without interruption, but reserves the right to discontinue the
Plan. In the event that such discontinuance results in the
termination of the Plan, the Plan provides that net assets shall
be allocated among the participants and beneficiaries in the order
provided for by ERISA.
-7-
<PAGE> 11
<TABLE>
NOTE 3 - INVESTMENTS
- - --------------------
Plan investments at fair value are summarized as follows:
<CAPTION>
December 31,
-------------------------
1993 1992
----------- -----------
<S> <C> <C>
Nashua Common Stock Fund $ 7,194,638 $ 8,091,299
Fidelity Magellan Fund 9,931,160 6,568,934
Fidelity Puritan Fund 3,976,148 2,423,948
Fidelity Equity-Income Fund 2,121,219 1,371,938
Fidelity Growth Company Fund 2,488,107 1,762,936
Fidelity Asset Manager 612,242 -
Fidelity Europe Fund 320,938 -
Fidelity Pacific Basin Fund 802,418 -
Fidelity Intermediate Bond Fund 27,313 -
Fidelity Retirement Government
Money Market Fund 208,286 198,178
----------- -----------
$27,682,469 $20,417,233
=========== ===========
</TABLE>
<TABLE>
NOTE 4 - GUARANTEED INVESTMENT CONTRACT FUND
- - --------------------------------------------
The Plan's investment in the Guaranteed Investment Contract Fund
consists of the following:
<CAPTION>
December 31,
---------------------------
1993 1992
----------- -----------
<S> <C> <C>
Continental Assurance Company
9.10% Due 12/31/93 $ - $ 3,781,125
Confederation Life Insurance Company
8.77% Due 1/3/95 3,184,188 3,204,639
Life of Virginia
8.32% Due 3/31/96 5,085,652 4,724,084
Aetna Insurance Company
6.78% Due 6/30/95 4,068,459 3,833,701
Lincoln National
6.28% Due 12/31/96 2,077,284 -
Provident Life
6.14% Due 6/30/97 2,092,065 -
Provident National Assurance Company
8.92% Due 12/31/93 - 1,474,341
Fidelity U.S. Government Reserve Fund 6,593,508 3,559,627
----------- -----------
$23,101,156 $20,577,517
=========== ===========
</TABLE>
-8-
<PAGE> 12
<TABLE>
NOTE 5 - SAVINGS PLANS MASTER TRUST
- - -----------------------------------
The assets of the Plan have been commingled with assets of another
Company savings plan in the Nashua Corporation Savings Plans Master
Trust ("the Master Trust"). The Plan administrator adjusted the
financial data as confirmed on a cash basis by the Trustee to the
accrual basis on which the information shown below is prepared. The
effect of converting to the accrual basis was to record accrued
employer and employee contributions receivable and dividends
receivable. The Plan owned approximately 97.9% and 98.5% of the
Master Trust at December 31, 1993 and 1992, respectively.
<CAPTION>
December 31,
----------------------------
1993 1992
-------- -------
<S> <C> <C>
Statement of Net Assets
Available for Plan Benefits:
Guaranteed Investment Contracts, at
Contract Value $23,619,548 $20,910,707
Nashua Common Stock Fund,
at Fair Value 7,400,889 8,256,638
Mutual Funds, at Fair Value 20,801,964 12,452,214
Employee Contributions Receivable 455,661 451,872
Employer Contributions Receivable 164,494 167,864
Dividends Receivable - 52,377
Participant Loans Receivable, at Fair Value 1,614,261 1,273,934
----------- -----------
Net Assets Available for Plan Benefits $54,056,817 $43,565,606
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
Year Ended December 31,
---------------------------
1993 1992
-------- -------
<S> <C> <C>
Statement of Changes in Net Assets
Available for Plan Benefits:
Source of Net Assets:
Transfer in of Assets From Nashua Corporation
Employees' Savings Plan $ - $34,964,932
Employee Contributions 5,800,957 4,828,486
Employer Contributions 1,871,318 1,795,180
Investment Income 3,413,427 2,942,063
Net Appreciation of Investments 1,526,740 1,616,269
Loan Interest 115,273 93,555
----------- -----------
12,727,715 46,240,485
Applications of Net Assets:
Plan Withdrawals 2,025,091 2,193,515
Net Depreciation of Investment 200,601 473,036
Administrative Expenses 10,812 8,328
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Increase in Net Assets During the Year $10,491,211 $43,565,606
=========== ===========
</TABLE>
The Master Trust purchased 41,648 and 70,197 common shares of Nashua
Corporation at a total cost of $1,162,503 and $1,818,624 during 1993 and
1992, respectively. The Master Trust received $2,010,267 and $642,255
from the sale of 74,078 and 25,464 common shares of Nashua Corporation
during 1993 and 1992, respectively.
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<PAGE> 13
NOTE 6 - PLAN TRANSFER
- - ----------------------
During 1992 the President of Nashua Corporation authorized,
effective January 1, 1992, the establishment of the Nashua
Corporation Savings Plan for Specified Hourly Employees (Specified
Plan) for the hourly employees employed at the Company's Santa Clara
facility. As a result, $399,739 was transferred out of the Plan
into the Specified Plan. Additionally, effective January 1, 1993
the hourly employees employed at the Company's Exeter facility were
transferred into the Specified Plan resulting in a transfer of
$43,134 out of the Plan into the Specified Plan.
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<PAGE> 14
Consent of Independent Accountants
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 of Nashua Corporation of our report dated July 14,
1994 relating to the financial statements of the Nashua Corporation
Employees' Savings Plan for the year ended December 31, 1993 included
with this Form 11-K.
PRICE WATERHOUSE
Boston, Massachusetts
July 14, 1994
<PAGE> 15
SIGNATURE
NASHUA CORPORATION EMPLOYEES' SAVINGS PLAN. Pursuant to the
------------------------------------------
requirements of the Securities Act of 1934, the Plan Committee has duly caused
this annual report to be signed on its behalf by the undersigned thereunto duly
authorized.
NASHUA CORPORATION EMPLOYEES'
SAVINGS PLAN
Date: July 15, 1994 By Paul Buffum
--------------------- ------------------------------------
Paul Buffum
Nashua Corporation Employees' Savings Plan
