SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
Annual Report 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, 1995
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 1-5985
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
NEWCOR SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
NEWCOR, INC.
1825 S. Woodward, Suite 240
Bloomfield Hills, Michigan 48302
(810) 253-2400
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned, thereunto duly authorized.
NEWCOR SAVINGS PLAN
Date September 27, 1996 By/s/Fred Davenport
Fred Davenport
___________________________
Newcor, Inc.
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
_______
REPORT ON AUDITS OF FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
for the years ended December 31, 1995 and 1994
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
INDEX OF FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
_______
Pages
Report of Independent Accountants 2
Financial Statements:
Statement of Net Assets Available for Plan Benefits
as of December 31, 1995 and 1994 3
Statement of Changes in Net Assets Available for
Plan Benefits for the Years Ended December 31,
1995 and 1994 4
Notes to Financial Statements 5-10
Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment
Purposes at December 31, 1995 11
Item 27d - Schedule of Reportable Transactions
for the Year Ended December 31, 1995 12-14
REPORT OF INDEPENDENT ACCOUNTANTS
To the Plan Administrator of
Newcor, Inc. Savings Plan for Employees:
We have audited the accompanying statements of net assets available for
plan benefits of Newcor, Inc. Savings Plan for Employees as of December 31,
1995 and 1994, and the related statements of changes in net assets
available for plan benefits for the years ended December 31, 1995 and 1994.
These financial statements are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits of the Plan
as of December 31, 1995 and 1994, and the changes in net assets available
for benefits for the years then ended in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental schedules of
the Newcor, Inc., Savings Plan for Employees as of December 31, 1995 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 schedules have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our
opinion, are fairly stated, in all material respects, in relation to the
basic financial statements taken as a whole.
COOPERS & LYBRAND L.L.P.
Detroit, Michigan
August 20, 1996
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
as of December 31, 1995 and 1994
_______
1995 1994
Assets
Investments, at fair value $7,811,400 $6,463,400
Accrued interest 0 9,400
Cash 0 12,600
Total assets available for plan benefits $7,811,400 $6,485,400
The accompanying notes are an integral
part of the financial statements.
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
for the years ended December 31, 1995 and 1994
_______
1995 1994
Additions:
Employee contributions $1,248,300 $1,108,200
Investment income:
Interest and dividend income 466,900 282,900
Net appreciation (depreciation) in fair
value of investments 209,200 (147,200)
Total additions 1,924,4001,243,900
Deductions:
Participant distributions 598,400 1,092,300
Net increase 1,326,000 151,600
Net assets available for plan benefits:
Beginning of year 6,485,400 6,333,800
End of year $ 7,811,400 $6,485,400
The accompanying notes are an integral
part of the financial statements.
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
_______
1. Description of the Plan:
The Plan is a defined contribution plan adopted effective May 1, 1985
covering eligible employees of Newcor, Inc.
Information about the Plan and the vesting, benefit and allocation
provisions is contained in the plan agreement. Copies of this document
are available from the employer.
Participants may make contributions to the Plan up to a maximum amount
as specified in IRS Section 402(G).
The employer has the right to amend or terminate the Plan at any time.
In the event that the Plan is terminated, all participants' accounts
become fully vested.
2. Significant Accounting Policies:
The fair value of investments held by the Plan in collective investment
funds are stated at quoted market prices on the last business day of
the plan year. Investments in guaranteed investment contracts, which
are insurance company issued contracts, are stated at contract price.
The fair value of investments in common stock funds is stated at the
quoted market prices on the last business day of the plan year.
Expenses incurred in connection with the operation of the Plan are
borne by the employer.
The Plan presents in the statement of changes in net assets available
for plan benefits the net appreciation (depreciation) in the fair value
of its investments which consists of the realized gains and losses and
the unrealized appreciation (depreciation) on those investments.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management at times to make
estimates and assumptions that affect the reported amounts in the
financial statements. Actual results could differ from those
estimates.
The plan provides for various investment options in any combination of
stocks, bonds, fixed income securities, mutual funds, and other
investment securities. Investment securities are exposed to various
risks, such as interest rate, market and credit. Due to the level of
risk associated with certain investment securities and the level of
uncertainty related to changes in the value of investment securities,
it is at least reasonably possible that changes in risks in the near
term would materially affect participants' account balances and the
amounts reported in the statement of net assets available for plan
benefits and the statement of changes in net assets available for plan
benefits.
3. Investments:
The Plan's investments are held by a trust fund. The following table
presents the fair value of investments as of December 31, 1995 and
1994:
1995
American Funds Investments:
Bond Fund of America $ 204,400
Cash Management Trust 2,497,200
Euro Pacific Growth Fund 524,700
Income Fund of America 969,900
Investment Company of America 1,110,300
New Perspective Fund 873,400
Guaranteed Insurance Contracts 1,631,500
Total $7,811,400
1994
Comerica Bank Cash, Short-Term Investment
(cash equivalents) Fund, including
guaranteed investment contracts $2,785,300
Comerica Bank Guaranteed Investment
Contract Fund 958,700
Comerica Bank Equity Fund 1,246,100
Comerica Bank Balanced Fund 816,200
Comerica Bank Index Fund 502,900
Comerica Bank Bond Fund 154,200
Total $6,463,400
4. Income Tax Status:
The Internal Revenue Service has ruled that the Plan qualifies under
Section 401 of the Internal Revenue Code ("IRC") and is, therefore, not
subject to tax under present income tax laws. Once qualified, the Plan
is required to operate in conformity with the IRC to maintain its
qualification. The plan administrator is not aware of any course of
action or series of events that have occurred that might adversely
affect the Plan's qualified status.
The Plan obtained its latest determination letter on March 26, 1996, in
which the Internal Revenue Service stated that the Plan, as then
designed, was in compliance with the applicable requirements of the
IRC.
5. Summary of Financial Data:
The following is a summary of the plan financial information segregated
by investment program:
SUMMARY OF NET ASSETS
_______
Guaranteed Bond Fund Cash Euro-Pacific
Investment of Management Growth
Contracts America Trust Fund
Net assets available for plan benefits:
December 31, 1995 $1,631,500 $204,400 $2,497,200 $524,700
Income Investment New
Fund of Co. of Perspective
America America Fund Total
Net assets available for plan benefits:
December 31, 1995 $969,900 $1,110,300 $873,400 $7,811,400
Comerica
Short-Term
Investment Comerica
Fund and Guaranteed
Guaranteed Investment Comerica Comerica
Investment Contract Equity Balanced
Contracts Fund Fund Fund
December 31, 1995 $2,721,000 $995,400 $1,267,700 $830,400
Comerica Comerica
Index Bond
Fund Fund Other Total
December 31, 1995 $513,700 $157,200 $0 $6,485,400
5. Summary of Financial Data, continued:
SUMMARY OF CHANGES IN NET ASSETS
for the year ended December 31, 1995
_______
Comerica Guaranteed Bond Cash
Bank Investment Fund of Management
Funds Contracts America Trust
Additions:
Employee contributions
$0 $0 $50,200 $262,300
Transfers in
1,638,800 142,700 2,317,000
Interest and Dividend Income
1,400 116,500 6,400 186,200
Net appreciation (depreciation)
in fair value of investments
0 0 5,600 0
Total additions
1,400 1,755,300 204,900 2,765,500
Deductions:
Participant distributions
142,800 123,800 500 268,300
Transfers out
6,344,000 0 0 0
Total deductions
6,486,800 123,800 500 268,300
Net additions (deductions)
$(6,485,400) $1,631,500 $204,400 $2,497,200
5. Summary of Financial Data, continued:
SUMMARY OF CHANGES IN NET ASSETS
for the year ended December 31, 1995
_______
Euro-Pacific Income Investment New
Growth Fund of Co.of Perspective
Funds America America Fund Total
Additions:
Employee contributions
$204,400 $182,300 $282,100 $267,000 $1,248,300
Transfers in
288,200 680,600 712,400 564,300 6,344,000
Interest and Dividend Income
14,200 42,100 57,700 42,400 466,900
Net appreciation (depreciation)
in fair value of investments
32,000 71,800 71,900 27,900 209,200
Total additions
538,800 976,800 1,124,100 901,600 8,268,400
Deductions:
Participant distributions
14,100 6,900 13,800 28,200 598,400
Transfers out
0 0 0 0 6,344,000
Total deductions
14,100 6,900 13,800 28,200 6,942,400
Net additions (deductions)
$524,700 $969,900 $1,110,300 $873,400 $1,326,000
5. Summary of Financial Data, continued:
SUMMARY OF CHANGES IN NET ASSETS
for the year ended December 31, 1994
_______
Comerica
Short-Term
Investment Comerica
Fund and Guaranteed
Guaranteed Investment Comerica Comerica
Investment Contract Equity Balanced
Contracts Fund Fund Fund
Additions:
Employee contributions
$0 $323,400 $254,200 $187,600
Transfers in
0 473,300 1,400 7,500
Interest and Dividend Income
204,000 42,900 8,000 21,900
Net appreciation (depreciation)
in fair value of investments
0 0 (82,200) (56,400)
Total additions
204,000 839,600 181,400 160,600
Deductions:
Participant distributions
533,600 60,700 320,500 135,600
Transfers out
567,100 13,000 152,400 122,000
Total deductions
1,100,700 73,700 472,900 257,600
Net additions (deductions)
$(896,700) $765,900 $(291,500) $(97,000)
5. Summary of Financial Data, continued:
SUMMARY OF CHANGES IN NET ASSETS
for the year ended December 31, 1994
_______
Comerica Comerica
Index Bond
Fund Fund Total
Additions:
Employee contributions
$302,900 $40,100 $1,108,200
Transfers in
300,600 153,200 936,000
Interest and Dividend Income
100 6,000 282,900
Net appreciation (depreciation)
in fair value of investments
3,500 (12,100) (147,200)
Total additions
607,100 187,200 2,179,900
Deductions:
Participant distributions
27,700 14,200 1,092,300
Transfers out
65,700 15,800 936,000
Total deductions
93,400 30,000 2,028,300
Net additions (deductions)
$513,700 $157,200 $151,600
6. Benefit Payments:
Benefits payable to participants who became eligible to take a
distribution from the Plan but have not yet been paid aggregated
$41,900 and $179,300 at December 31, 1995 and 1994, respectively.
7. Form 5500:
The difference between the information included in Form 5500 and that
which is included in the accompanying financial statements is
attributable to benefits payable being reported as a liability on Form
5500 and the accompanying financial statements not reporting benefits
payable as a liability on the statement of net assets available for
plan benefits.
8. Certain Events:
On January 1, 1995, the American Funds were appointed as asset manager,
and BISYS was appointed as record keeper. The Newcor, Inc. Board of
Directors approved the appointment of Capital Guardian Trust as
Trustee.
Effective April 1, 1996, the Company will begin providing a matching
company contribution equal to 25 percent of the first 6 percent of
employee contributions.
The Company's matching contribution will be in the form of Newcor
common stock and will be subject to a vesting schedule based on years
of service from the date of hire as follows: 1 year of service, 30
percent vesting; 2 years of service, 60 percent vesting; 3 years of
service 100 percent vesting.
Newcor common stock will be made available as an additional investment
option for employee contributions. The target date for this option is
October 1, 1996.
As amended, the plan administrator believes that the Plan will be in
compliance with the applicable requirements of the Internal Revenue
Code and will retain its tax-exempt status.
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1995
_______
Identity of Issuer,
Borrower, Lessor Fair
(a) or Similar Party Description of Investment Value Cost
* American Funds Investments
Euro Pacific Growth Fund 22,686 shares $524,700 $498,000
Income Fund of America 61,114 shares 969,900 899,200
Investment Company of America 51,381 shares 1,110,300 1,041,800
New Perspective Fund 53,321 shares 873,400 847,600
Cash Management Fund 2,497,209 shares 2,497,200 2,497,200
Bond Fund of America 14,723 shares 204,400 198,700
6,179,900 5,982,500
Guaranteed Investment
Contracts:
Great West Life 8.25 percent; due 12/31/95 419,800 419,800
Hartford Life 8.61 percent; due 12/31/96 722,900 722,900
Principal Mutual 4.98 percent; due 12/31/95 488,800 488,800
1,631,500 1,631,500
$7,811,400 $7,614,000
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
for the year ended December 31, 1995
_______
REPORTING CRITERION I: Any transaction within the plan year, with respect
to any plan asset, involving an amount in excess of five percent of the
current value of plan assets.
Identity of Party
Description of Asset
Purchase Selling Cost Current Value Net Gain
Price Price of Asset of Asset or (Loss)
Great West Life
Guaranteed Investment Contract 9.090%, 12/31/94
$408,330 $408,330 $408,330
Principal
GAC,4.95%, 12/31/95
506,661 506,661 506,661
American Funds
Cash Management
1 Purchase 4,659,927 4,659,927 4,659,927
1 Purchase 4,705,311 4,705,311 4,705,311
1 Sale 4,705,311 4,705,311 4,705,311
Hartford
GAC 8.61%, 12/31/95
710,698 710,698 710,698
REPORTING CRITERION II: Any series of transactions (other than
transactions with respect to securities) within the plan year with or in
conjunction with the same person which, when aggregated, regardless of the
category of asset and the gain or loss on any transaction, involves an
amount in excess of five percent of the current value of plan assets (Note
A).
Not applicable.
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS, Continued
_______
REPORTING CRITERION III: Any transaction within the plan year involving
securities of the same issue if within the plan year any series of
transactions with respect to such securities, when aggregated, involves an
amount in excess of five percent of the current value of plan assets (Note
A).
Identity of Party
Description of Asset
Purchase Selling Cost Current Value Net Gain
Price Price of Asset of Asset or (Loss)
American Funds
Cash Management Trust
120 Purchases $2,309,474 $2,309,474 $2,309,474
152 Sales $4,472,153 4,472,153 4,472,153
American Funds
Euro-Pacific Growth Fund
91 Purchases 582,475 582,475 582,475
20 Sales 89,756 83,715 89,756 $6,041
American Funds
Income Fund of America
118 Purchases 939,045 939,045 939,045
10 Sales 40,995 39,564 40,995 1,431
American Funds
Investment Company of America
121 Purchases 1,127,306 1,127,306 1,127,306
14 Sales 88,796 84,705 88,796 4,091
American Funds
New Perspective Fund
131 Purchases 891,903 891,903 891,903
19 Sales 46,413 43,738 46,413 2,675
NEWCOR, INC. SAVINGS PLAN FOR EMPLOYEES
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS, Continued
_______
REPORTING CRITERION IV: Any transaction within the plan year with respect
to securities with or in conjunction with a person which, if any prior or
subsequent single transaction within the plan year with such person with
respect to securities, exceeds five percent of the current value of plan
assets.
Identity of Party
Description of Asset
Purchase Selling Cost Current Value Net Gain
Price Price of Asset of Asset or (Loss)
Not applicable.
Note: (A) Transactions already reported under Criterion I are not
repeated here.
