UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
(Mark One)
[ X ] Annual Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the fiscal year ended December 31, 1993
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
Commission file number 1-7297
NICOR Inc.
(Exact name of registrant as specified in its charter)
Illinois 36-2855175
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1844 Ferry Road
Naperville, Illinois 60563-9600
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (708) 305-9500
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
Common Stock, par value $2.50 per share New York Stock Exchange
Chicago Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months, and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. [ ]
As of February 28, 1994, 53,620,392 common shares were outstanding, and
the aggregate market value of voting securities held by non-affiliates of
the registrant was approximately $1.5 billion.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the company's 1994 Annual Meeting Definitive Proxy Statement,
dated March 9, 1994 are incorporated by reference into Part III.
NICOR Inc.
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by
the undersigned, thereunto duly authorized.
NICOR Inc.
(Registrant)
Date June 28, 1994 By DAVID L. CYRANOSKI
David L. Cyranoski
Vice President, Secretary
and Controller
NICOR Inc. Page 45
Part IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on
Form 8-K
(a) 1) Financial Statements:
For the following information, see Part II, Item 8 on page 25.
Report of Independent Public Accountants
Consolidated Financial Statements:
As of December 31, 1993 and 1992 -
Balance Sheet
Statement of Capitalization
For the years ended December 31, 1993, 1992 and 1991 -
Statement of Income
Statement of Cash Flows
Statement of Common Equity
Notes to the Consolidated Financial Statements
2) Financial Statement Schedules:
Schedule
Number Page
Report of Independent Public Accountants 26
V Property, Plant and Equipment 46
VI Accumulated Depreciation, Depletion and
Amortization of Property, Plant and
Equipment 48
VIII Valuation and Qualifying Accounts 50
IX Short-Term Borrowings 51
X Supplementary Income Statement Information 52
Certain reclassifications were made to conform the prior years'
schedules to the current year presentation. Schedules other
than those listed are omitted because they are either not
required or not applicable.
3) Exhibits Filed:
See Exhibit Index on pages 54 through 58 filed herewith.
(b) The company did not file a report on Form 8-K during the fourth
quarter of 1993.
NICOR Inc. Page 54
Exhibit Index
Exhibit
Number Description of Document
3.01 * Articles of Incorporation of the company. (File No. 2-55451,
Form S-14 for March 1976, NICOR Inc., Exhibit 1-03 and Exhibit
B of Amendment No. 1 thereto.)
3.02 * Amendment to Articles of Incorporation of the company. (File
No. 2-68777, Form S-16 for August 1980, NICOR Inc., Exhibit
2-01.)
3.03 * Amendment to Articles of Incorporation of the company. (File
No. 1-7297, Form 10-K for 1985, NICOR Inc., Exhibit 3-03.)
3.04 * Amendment to Articles of Incorporation of the company. (File
No. 1-7297, Form 10-Q for March 1987, NICOR Inc., Exhibit
19-01.)
3.05 * By-Laws of the company as amended by the company's Board of
Directors on January 28, 1992, effective April 16, 1992. (File
No. 1-7297, Form 10-K for 1991, NICOR Inc., Exhibit 3-05.)
3.06 * Amendment to Articles of Incorporation of the company. (File
No. 1-7297, Form 10-K for 1992, NICOR Inc., Exhibit 3-06.)
4.01 * Indenture of Commonwealth Edison Company to Continental
Illinois National Bank and Trust Company of Chicago, Trustee,
dated as of January 1, 1954. (File No. 1-1839, Form 8-K for
February 1954, Northern Illinois Gas Company, Exhibit 2.)
4.02 * Indenture of Adoption of Northern Illinois Gas Company to
Continental Illinois National Bank and Trust Company of
Chicago, Trustee, dated February 9, 1954. (File No. 1-1839,
Form 8-K for February 1954, Northern Illinois Gas Company,
Exhibit 3.)
4.03 * Supplemental Indenture, dated June 1, 1963, of Northern
Illinois Gas Company to Continental Illinois National Bank and
Trust Company of Chicago, Trustee, under Indenture dated as of
January 1, 1954. (File No. 2-21490, Form S-9, Northern
Illinois Gas Company, Exhibit 2-8.)
4.04 * Supplemental Indenture, dated May 1, 1966, of Northern Illinois
Gas Company to Continental Illinois National Bank and Trust
Company of Chicago, Trustee, under Indenture dated as of
January 1, 1954. (File No. 2-25292, Form S-9, Northern
Illinois Gas Company, Exhibit 2-4.)
4.05 * Supplemental Indenture, dated June 1, 1971, of Northern
Illinois Gas Company to Continental Illinois National Bank and
Trust Company of Chicago, Trustee, under Indenture dated as of
January 1, 1954. (File No. 2-44647, Form S-7, Northern
Illinois Gas Company, Exhibit 2-03.)
NICOR Inc. Page 55
Exhibit Index (continued)
Exhibit
Number Description of Document
4.06 * Supplemental Indenture, dated April 30, 1976, between the
company and Continental Illinois National Bank and Trust
Company of Chicago, Trustee, under Indenture dated as of
January 1, 1954. (File No. 2-56578, Form S-9, Northern
Illinois Gas Company, Exhibit 2-25.)
4.07 * Supplemental Indenture, dated April 30, 1976, of Northern
Illinois Gas Company to Continental Illinois National Bank and
Trust Company of Chicago, Trustee, under Indenture dated as of
January 1, 1954. (File No. 2-56578, Form S-9, Northern
Illinois Gas Company, Exhibit 2-21.)
4.08 * Supplemental Indenture, dated July 1, 1989, of Northern
Illinois Gas Company to Continental Bank, National Association,
Trustee, under Indenture dated as of January 1, 1954. (File
No. 1-7296, Form 8-K for June 1989, Northern Illinois Gas
Company, Exhibit 4-01.)
4.09 * Supplemental Indenture, dated July 15, 1990, of Northern
Illinois Gas Company to Continental Bank, National Association,
Trustee, under Indenture dated as of January 1, 1954. (File
No. 1-7296, Form 8-K for July 1990, Northern Illinois Gas
Company, Exhibit 4-01.)
4.10 * Supplemental Indenture, dated August 15, 1991, of Northern
Illinois Gas Company to Continental Bank, National Association,
Trustee, under Indenture dated as of January 1, 1954. (File
No. 1-7296, Form 8-K for August 1991, Northern Illinois Gas
Company, Exhibit 4-01.)
4.11 * Supplemental Indenture, dated July 15, 1992, of Northern
Illinois Gas Company to Continental Bank, National Association,
Trustee, under Indenture dated as of January 1, 1954. (File
No. 1-7296, Form 10-Q for June 1992, Northern Illinois Gas
Company, Exhibit 4-01.)
4.12 * Supplemental Indenture, dated February 1, 1993, of Northern
Illinois Gas Company to Continental Bank, National Association,
Trustee, under Indenture dated as of January 1, 1954. (File
No. 1-7296, Form 10-K for 1992, Northern Illinois Gas Company,
Exhibit 4-17.)
4.13 * Supplemental Indenture, dated March 15, 1993, of Northern
Illinois Gas Company to Continental Bank, National Association,
Trustee, under Indenture dated as of January 1, 1954. (File
No. 1-7296, Form 10-Q for March 1993, Northern Illinois Gas
Company, Exhibit 4-01.)
NICOR Inc. Page 56
Exhibit Index (continued)
Exhibit
Number Description of Document
4.14 * Supplemental Indenture, dated May 1, 1993, of Northern Illinois
Gas Company to Continental Bank, National Association, Trustee,
under Indenture dated as of January 1, 1954. (File No. 1-7296,
Form 10-Q for March 1993, Northern Illinois Gas Company,
Exhibit 4-02.)
4.15 * Supplemental Indenture, dated July 1, 1993, of Northern
Illinois Gas Company to Continental Bank, National Association,
Trustee, under Indenture dated as of January 1, 1954. (File
No. 1-7296, Form 10-Q for June 1993, Northern Illinois Gas
Company, Exhibit 4-01.)
Other debt instruments are omitted in accordance with Item
601(b)(4)(iii)(A) of Regulation S-K. Copies of such agreements
will be furnished to the Commission upon request.
10.01 * Storage Service Agreement under Rate Schedule S-1 between
Northern Illinois Gas Company and Natural Gas Pipeline Company
of America, dated November 16, 1990. (File No. 1-7296, Form
10-K for 1990, Northern Illinois Gas Company, Exhibit 10-04.)
10.02 * Security Payment Plan. (File No. 1-7297, Form 10-K for 1980,
NICOR Inc., Exhibit 10-09.)
10.03 * 1984 NICOR Officers' Capital Accumulation Plan Participation
Agreement. (File No. 1-7297, Form 10-K for 1988, NICOR Inc.,
Exhibit 10-10.)
10.03(a)* 1985 NICOR Officers' Capital Accumulation Plan Participation
Agreement. (File No. 1-7297, Form 10-K for 1988, NICOR Inc.,
Exhibit 10-10(a).)
10.04 * 1984 NICOR Directors' Capital Accumulation Plan Participation
Agreement. (File No. 1-7297, Form 10-K for 1983, NICOR Inc.,
Exhibit 10-13.)
10.04(a)* 1985 NICOR Directors' Capital Accumulation Plan Participation
Agreement. (File No. 1-7297, Form 10-K for 1984, NICOR Inc.,
Exhibit 10-13(a).)
10.05 * Directors' Deferred Compensation Plan. (File No. 1-7297,
Form 10-K for 1983, NICOR Inc., Exhibit 10-16.)
10.06 * Restricted Stock and Supplemental Pension Agreement dated
July 10, 1985, between Richard G. Cline and the company. (File
No. 1-7297, Form 10-Q for September 1985, NICOR Inc.,
Exhibit 19-03.)
NICOR Inc. Page 57
Exhibit Index (continued)
Exhibit
Number Description of Document
10.07 * Directors' Pension Plan. (File No. 1-7297, Form 10-K for 1985,
NICOR Inc., Exhibit 10-18.)
10.08 * Flexible Spending Account for Executives. (File No. 1-7297,
Form 10-K for 1986, NICOR Inc., Exhibit 10-20.)
10.09 * Amendment and Restatement of the Northern Illinois Gas Company
Incentive Compensation Plan. (File No. 1-7297, Form 10-K for
1986, NICOR Inc., Exhibit 10-21.)
10.10 * NICOR Inc. 1989 Long-Term Incentive Plan. (Filed with NICOR
Inc. Proxy Statement, dated April 20, 1989, Exhibit A.)
10.11 * Supplemental Benefit Agreement, dated September 13, 1989,
between Richard G. Cline and the company. (File No. 1-7297,
Form 10-Q for September 1989, NICOR Inc., Exhibit 19-01.)
10.12 * NI-Gas Supplementary Retirement Plan. (File No. 1-7297,
Form 10-K for 1989, NICOR Inc., Exhibit 10-24.)
10.13 * NI-Gas Supplementary Savings Plan. (File No. 1-7297, Form 10-K
for 1989, NICOR Inc., Exhibit 10-25.)
10.14 * NICOR Salary Deferral Plan. (File No. 1-7297, Form 10-K for
1989, NICOR Inc., Exhibit 10-29.)
10.15 * 1993 NICOR Incentive Compensation Plan. (File No. 1-7297,
Form 10-K for 1992, NICOR Inc., Exhibit 10-22.)
10.16 * 1993 NI-Gas Incentive Compensation Plan. (File No. 1-7297,
Form 10-K for 1992, NICOR Inc., Exhibit 10-23.)
10.17 * 1993 Long-Term Incentive Program. (File No. 1-7297, Form 10-K
for 1992, NICOR Inc., Exhibit 10-24.)
10.18 1994 NICOR Incentive Compensation Plan.
10.19 1994 NI-Gas Incentive Compensation Plan.
10.20 1994 Long-Term Incentive Program.
10.21 * Summary of temporary employment agreement between John H.
Birdsall, III and Birdsall, Inc. (Included in NICOR Inc. Proxy
Statement dated March 9, 1994, pages 6 and 7.)
Exhibits 10.02 through 10.21 constitute management contracts and
compensatory plans and arrangements required to be filed as exhibits to
this form pursuant to Item 14(c) of Form 10-K.
NICOR Inc. Page 58
Exhibit Index (concluded)
Exhibit
Number Description of Document
21.01 Subsidiaries.
23.01 Consent of Independent Public Accountants.
23.02 Consent of Independent Public Accountants - NI-Gas Savings
Investment and Thrift Plans.
24.01 Powers of Attorney.
99.01 Financial Statements of the NI-Gas Savings Investment Plan for
1993.
99.02 Financial Statements of the NI-Gas Thrift Plan for 1993.
* These exhibits have been previously filed with the Securities and
Exchange Commission as exhibits to registration statements or to other
filings with the Commission and are incorporated herein as exhibits by
reference. The file number and exhibit number of each such exhibit,
where applicable, are stated, in parentheses, in the description of such
exhibit.
Upon written request, the company will furnish free of charge a copy of
any exhibit. Requests should be sent to Investor Relations at the
corporate headquarters.
NICOR Inc.
Form 10-K/A
Exhibit 23.02
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation
by reference of our reports on the financial statements of the NI-Gas
Savings Investment Plan and the NI-Gas Thrift Plan as of and for the years
ended December 31, 1993 and 1992, included in this Amendment to NICOR's
Form 10-K, into the company's previously filed Registration Statement File
Nos. 33-41805, 33-41804, 33-27711, 33-1732, 2-84008 and 33-31029.
HILL, TAYLOR & CO.
Chicago, Illinois
June 28, 1994
NICOR Inc.
Form 10-K/A
Exhibit 99.01
Independent Auditors' Report
To the NI-Gas Savings Investment
Plan Committee:
We have audited the accompanying statement of net assets available for
plan benefits of the NI-Gas Savings Investment Plan as of December 31,
1993 and 1992, 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 administrator. 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 NI-Gas Savings Investment Plan as of December 31, 1993 and 1992, and
the changes in its net assets available for plan benefits for the years
then ended, in conformity with generally accepted accounting principles.
HILL, TAYLOR & CO.
June 28, 1994
NI-Gas Savings Investment Plan
Statement of Net Assets Available for Plan Benefits
December 31
1993 1992
Assets:
Investment in NI-Gas Savings Investment
and Thrift Trust $94,265,218 $86,359,972
Miscellaneous receivable 206,777 91,890
94,471,995 86,451,862
Liabilities:
Distributions payable 1,245,311 536,400
Net assets available for plan benefits $93,226,684 $85,915,462
The accompanying notes are an integral part of this statement.
NI-Gas Savings Investment Plan
Statement of Changes in Net Assets Available for Plan Benefits
Year Ended Year Ended
December 31, December 31,
1993 1992
Net investment gain from NI-Gas Savings
Investment and Thrift Trust $ 8,095,806 $ 6,760,219
Contributions:
Participants 3,337,629 3,068,857
Employer, net of forfeitures of $6,748
and $20,457, respectively 1,441,440 1,365,673
Distributions (5,870,871) (2,895,258)
Net transfer from NI-Gas Thrift Plan 307,218 568,899
Net increase 7,311,222 8,868,390
Net assets at beginning of year 85,915,462 77,047,072
Net assets at end of year $93,226,684 $85,915,462
The accompanying notes are an integral part of this statement.
NI-Gas Savings Investment Plan
NOTES TO FINANCIAL STATEMENTS
INFORMATION ON THE PLAN
General. Certain reclassifications were made to conform the prior year's
financial statements to the current year presentation.
The Plan. The NI-Gas Savings Investment Plan (the Plan) is a defined
contribution plan which was established to provide supplemental retirement
security to substantially all employees of Northern Illinois Gas Company
(Northern Illinois Gas) not represented by a collective bargaining agreement.
The funds of the Plan are commingled with the funds of the NI-Gas Thrift Plan
and held for safekeeping and investment by the NI-Gas Savings Investment and
Thrift Trust (the Trust).
Contributions. The participant may elect to make either tax-deferred or after-
tax contributions, or any combination thereof, by payroll deduction, that are
partially matched by Northern Illinois Gas.
Vesting and Forfeitures. The participant's contributions and earnings thereon
are fully vested. Northern Illinois Gas contributions and earnings thereon are
vested after the participant's completion of five years of service, the
participant's death while employed by Northern Illinois Gas or retirement.
If the participant's interest in Northern Illinois Gas contributions and
earnings thereon is not vested, such interest will be forfeited if the
participant's employment with Northern Illinois Gas or an affiliate is
terminated and the participant is not reemployed within five years by Northern
Illinois Gas or an affiliate. Any amounts forfeited by a participant are
applied to reduce the amount of Northern Illinois Gas contributions under the
Plan.
Suspensions and Withdrawals. The participant may suspend contributions by
written notification filed with the Plan administration committee. The
participant will not cease to be a participant during the suspension period.
The participant may elect, under certain conditions, to withdraw participant
contributions and earnings thereon prior to termination of employment.
Northern Illinois Gas matching contributions and earnings thereon will not be
distributed until the vested participant's employment has been terminated.
NI-Gas Savings Investment Plan
NOTES TO FINANCIAL STATEMENTS (Continued)
ACCOUNTING POLICIES
Investment Balance. The Plan states its investment in the Trust at the
underlying value of the investments of the Trust as follows:
Group annuity contracts are valued at contract value. Contract value
represents contributions under the fund plus interest at the various contract
rates.
The market value for NICOR Inc. Common Stock is based on the closing price on
the New York Stock Exchange.
The market value of the units of the Collective Investment Index Fund, which is
a commingled fund invested entirely in common stocks representative of the S&P
500, is determined by Harris Bank acting as trustee for the fund, based on the
underlying value of the investments in the fund.
The EAFE Index Fund is a commingled investment fund comprised primarily of
common stocks of non-North American companies. Units of the fund are valued
monthly on a dollar basis. The underlying securities of the fund are valued on
the basis of local currencies. The relationship between the dollar and foreign
currencies varies over time. Translating the value of foreign securities from
local currency to the dollar can add to or detract from investment results
based on the currency relationship.
The DFA 6-10 Institutional Portfolio is a registered investment company which
invests primarily in a diverse group of common stocks of small capitalization
U.S. companies. The market value of the shares of the Portfolio is based on
the underlying value of the investments of the Portfolio.
The Equity Index Fund invests entirely in common stocks representative of the
S&P 500. The Broad Market Fixed Income Fund invests in bonds representative of
a broad mix of U.S. Treasury/government, investment grade corporate and
mortgage securities having maturities generally between one and 30 years. The
Russell 2500 Index Fund invests in common stocks representative of 2,500
domestic companies that are typically smaller than those found in the S&P 500.
The market value of the units of these funds is determined by Bankers Trust
acting as trustee for the funds, based on the underlying value of the
investments in the funds.
Allocation Provisions. Trust investment income and net appreciation
(depreciation) are allocated monthly to the Plan based on the beginning ratio
of the Plan's investment balance to total Trust investments.
INCOME TAXES
The Plan is a qualified employee benefit plan under Section 401(a) of the
Internal Revenue Code. Income of the Plan is exempt from federal and state
income tax. A favorable Internal Revenue Service determination letter has been
maintained.
NET TRANSFER FROM NI-GAS THRIFT PLAN
If an employee transfers between Plans, their account balance is transferred
into a new account in their current plan. During 1993, a net transfer of
$307,218 was made from the NI-Gas Thrift Plan to the NI-Gas Savings Investment
Plan.
NI-Gas Savings Investment Plan
NOTES TO FINANCIAL STATEMENTS (Concluded)
TRUST FINANCIAL INFORMATION
The following schedules present the Trust's net assets as of December 31, 1993
and 1992, the increase in Trust net assets derived from investment activities
for the year ended December 31, 1993, and the Plan's share of each:
Net Assets in Trust
December 31, 1993 December 31, 1992
Assets
Group Annuity Contracts:
Continental Assurance $ 25,553,738 $ 19,989,860
Aetna 22,696,883 22,904,828
Principal Mutual Life 22,046,457 21,634,114
Great-West Life 21,929,461 21,657,836
Prudential 13,404,162 14,092,638
Travelers 9,976,777 18,271,504
Metropolitan Life 9,148,217 14,565,928
Hartford 8,607,439 -
John Hancock 5,886,902 5,947,131
NICOR Inc., Common Stock 17,842,848 13,773,958
Harris Bank Collective Investment
Index Fund 12,308,817 11,058,158
Other assets 13,040,096 3,618,641
182,441,797 167,514,596
Liabilities
Administrative expense payable 241,533 264,342
Net assets in Trust $182,200,264 $167,250,254
Plan's interest in Trust net assets $ 94,265,218 $ 86,359,972
Trust Investment Activities
For the year ended
December 31, 1993
Investment income:
Interest $11,508,660
Dividends 699,058
Net investment gain from common/collective
trusts 2,136,921
Net investment gain from a registered
investment company 153,795
14,498,434
Net appreciation in market value
of investments 1,717,901
Administrative expenses (420,643)
Increase in Trust net assets
derived from investment activities $15,795,692
Plan's interest in
investment activities $ 8,095,806
NICOR Inc.
Form 10-K/A
Exhibit 99.02
Independent Auditors' Report
To the NI-Gas Thrift
Plan Committee:
We have audited the accompanying statement of net assets available for
plan benefits of the NI-Gas Thrift Plan as of December 31, 1993 and 1992,
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 administrator. 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 NI-Gas Thrift Plan as of December 31, 1993 and 1992, and the changes
in its net assets available for plan benefits for the years then ended, in
conformity with generally accepted accounting principles.
HILL, TAYLOR & CO.
June 28, 1994
NI-Gas Thrift Plan
Statement of Net Assets Available for Plan Benefits
December 31
1993 1992
Assets:
Investment in NI-Gas Savings Investment
and Thrift Trust $87,935,046 $80,890,282
Miscellaneous receivable 164,010 -
88,099,056 80,890,282
Liabilities:
Distributions payable 1,401,486 290,317
Miscellaneous payable - 91,890
1,401,486 382,207
Net assets available for plan benefits $86,697,570 $80,508,075
The accompanying notes are an integral part of this statement.
NI-Gas Thrift Plan
Statement of Changes in Net Assets Available for Plan Benefits
Year Ended Year Ended
December 31, December 31,
1993 1992
Net investment gain from NI-Gas Savings
Investment and Thrift Trust $ 7,699,886 $ 6,801,043
Contributions:
Participants 3,944,550 3,901,044
Employer, net of forfeitures of $5,435
and $9,731, respectively 1,530,758 1,523,295
Distributions (6,678,481) (3,851,495)
Net transfer to NI-Gas Savings Investment
Plan (307,218) (568,899)
Net increase 6,189,495 7,804,988
Net assets at beginning of year 80,508,075 72,703,087
Net assets at end of year $86,697,570 $80,508,075
The accompanying notes are an integral part of this statement.
NI-Gas Thrift Plan
NOTES TO FINANCIAL STATEMENTS
INFORMATION ON THE PLAN
General. Certain reclassifications were made to conform the prior year's
financial statements to the current year presentation.
The Plan. The NI-Gas Thrift Plan (the Plan) is a defined contribution
plan which was established to provide supplemental retirement security to
substantially all employees of Northern Illinois Gas Company (Northern
Illinois Gas) represented by a collective bargaining agreement. The funds
of the Plan are commingled with the funds of the NI-Gas Savings Investment
Plan and held for safekeeping and investment by the NI-Gas Savings
Investment and Thrift Trust (the Trust).
Contributions. The participant may elect to make either tax-deferred or
after-tax contributions, or any combination thereof, by payroll deduction,
that are partially matched by Northern Illinois Gas.
Vesting and Forfeitures. The participant's contributions and earnings
thereon are fully vested. Northern Illinois Gas contributions and
earnings thereon are vested after the participant's completion of five
years of service, the participant's death while employed by Northern
Illinois Gas or retirement.
If the participant's interest in Northern Illinois Gas contributions and
earnings thereon is not vested, such interest will be forfeited if the
participant's employment with Northern Illinois Gas or an affiliate is
terminated and the participant is not reemployed within five years by
Northern Illinois Gas or an affiliate. Any amounts forfeited by a
participant are applied to reduce the amount of Northern Illinois Gas
contributions under the Plan.
Suspensions and Withdrawals. The participant may suspend contributions by
written notification filed with the Plan administration committee. The
participant will not cease to be a participant during the suspension
period.
The participant may elect, under certain conditions, to withdraw
participant contributions and earnings thereon prior to termination of
employment. Northern Illinois Gas matching contributions and earnings
thereon will not be distributed until the vested participant's employment
has been terminated.
NI-Gas Thrift Plan
NOTES TO FINANCIAL STATEMENTS (Continued)
ACCOUNTING POLICIES
Investment Balance. The Plan states its investment in the Trust at the
underlying value of the investments of the Trust as follows:
Group annuity contracts are valued at contract value. Contract value
represents contributions under the fund plus interest at the various
contract rates.
The market value for NICOR Inc. Common Stock is based on the closing price
on the New York Stock Exchange.
The market value of the units of the Collective Investment Index Fund,
which is a commingled fund invested entirely in common stocks
representative of the S&P 500, is determined by Harris Bank acting as
trustee for the fund, based on the underlying value of the investments in
the fund.
The EAFE Index Fund is a commingled investment fund comprised primarily of
common stocks of non-North American companies. Units of the fund are
valued monthly on a dollar basis. The underlying securities of the fund
are valued on the basis of local currencies. The relationship between the
dollar and foreign currencies varies over time. Translating the value of
foreign securities from local currency to the dollar can add to or detract
from investment results based on the currency relationship.
The DFA 6-10 Institutional Portfolio is a registered investment company
which invests primarily in a diverse group of common stocks of small
capitalization U.S. companies. The market value of the shares of the
Portfolio is based on the underlying value of the investments of the
Portfolio.
The Equity Index Fund invests entirely in common stocks representative of
the S&P 500. The Broad Market Fixed Income Fund invests in bonds
representative of a broad mix of U.S. Treasury/government, investment
grade corporate and mortgage securities having maturities generally
between one and 30 years. The Russell 2500 Index Fund invests in common
stocks representative of 2,500 domestic companies that are typically
smaller than those found in the S&P 500. The market value of the units of
these funds is determined by Bankers Trust acting as trustee for the fund,
based on the underlying value of the investments in the fund.
Allocation Provisions. Trust investment income and net appreciation
(depreciation) are allocated monthly to the Plan based on the beginning
ratio of the Plan's investment balance to total Trust investments.
INCOME TAXES
The Plan is a qualified employee benefit plan under Section 401(a) of the
Internal Revenue Code. Income of the Plan is exempt from federal and
state income tax. A favorable Internal Revenue Service determination
letter has been maintained.
NET TRANSFER TO NI-GAS SAVINGS INVESTMENT PLAN
If an employee transfers between Plans, their account balance is
transferred into a new account in their current plan. During 1993, a net
transfer of $307,218 was made from the NI-Gas Thrift Plan to the NI-Gas
Savings Investment Plan.
NI-Gas Thrift Plan
NOTES TO FINANCIAL STATEMENTS (Concluded)
Trust Financial Information
The following schedules present the Trust's net assets as of December 31,
1993 and 1992, the increase in Trust net assets derived from investment
activities for the year ended December 31, 1993, and the Plan's share of
each:
Net Assets in Trust
December 31, 1993 December 31, 1992
Assets
Group Annuity Contracts:
Continental Assurance $ 25,553,738 $ 19,989,860
Aetna 22,696,883 22,904,828
Principal Mutual Life 22,046,457 21,634,114
Great-West Life 21,929,461 21,657,836
Prudential 13,404,162 14,092,638
Travelers 9,976,777 18,271,504
Metropolitan Life 9,148,217 14,565,928
Hartford 8,607,439 -
John Hancock 5,886,902 5,947,131
NICOR Inc., Common Stock 17,842,848 13,773,958
Harris Bank Collective Investment
Index Fund 12,308,817 11,058,158
Other assets 13,040,096 3,618,641
182,441,797 167,514,596
Liabilities
Administrative expense payable 241,533 264,342
Net assets in Trust $182,200,264 $167,250,254
Plan's interest in Trust net assets $ 87,935,046 $ 80,890,282
Trust Investment Activities
For the year ended
December 31, 1993
Investment income:
Interest $11,508,660
Dividends 699,058
Net investment gain from common/collective
trusts 2,136,921
Net investment gain from a registered
investment company 153,795
14,498,434
Net appreciation in market value
of investments 1,717,901
Administrative expenses (420,643)
Increase in Trust net assets
derived from investment activities $15,795,692
Plan's interest in
investment activities $ 7,699,886
