<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
(Mark One)
(x) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1996
OR
( ) TRANSACTION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transaction period from to
Commission file number:
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
MEDICAL RESOURCES, INC.
401(k) RETIREMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
MEDICAL RESOURCES, INC.
155 State Street
Hackensack, New Jersey 07601
<PAGE>
<PAGE>
SIGNATURES
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 BY
THE UNDERSIGNED THEREUNTO DULY AUTHORIZED.
MEDICAL RESOURCES, INC. 401(k) RETIREMENT PLAN
(Name of Plan)
Date: June 30, 1997 By: /s/ Robert L. Farrell
Name: Robert L. Farrell
Title: Trustee
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<PAGE>
MEDICAL RESOURCES, INC.
INDEX
PAGE
INDEPENDENT AUDITORS' REPORT 2
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS 3
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS 4
NOTES TO FINANCIAL STATEMENTS 5-8
SUPPLEMENTARY INFORMATION -
ASSETS HELD FOR INVESTMENT - SCHEDULE 1 10
REPORTABLE TRANSACTIONS - SCHEDULE 2 11
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INDEPENDENT AUDITORS' REPORT
To The Trustees of Medical Resources, Inc.
401(K) Retirement Plan
We have audited the statements of net assets available
for plan benefits of Medical Resources Inc. 401(K) Retirement
Plan as of December 31, 1996 and 1995 and the related statements
of changes in net assets available for plan benefits for the
years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is
to express an opinion on these financial statements based on our
audits.
We conducted our audits in accordance with generally
accepted auditing standards. Those standards require that we
plan and perform the audits 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 combined financial statements
referred to above present fairly, in all material respects, the
net assets available for plan benefits of Medical Resources, Inc.
401(K) Retirement Plan as of December 31, 1996 and 1995 and the
changes in net assets available for plan benefits for the years
then ended in conformity with generally accepted accounting
principles.
Our audits were made for the purpose of forming an
opinion on the basic financial statements taken as a whole. The
supplemental schedules of Medical Resources, Inc. 401(K)
Retirement Plan are presented for purposes of complying with the
Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of
1974 and are not a required part of the basic financial
statements. 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.
/s/ Kempisty & Company
- --------------------------------
Kempisty & Company
Certified Public Accountants PC
New York, New York
June 24, 1997<PAGE>
<PAGE>
MEDICAL RESOURCES, INC.
401(K) RETIREMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
ASSETS
December 31,
1996 1995
Investments at Fair Value
(Notes 1 and 2):
Shares of Registered Investment
Companies $ 1,260,829 794,574
Medical Resources, Inc. Common Stock 20,648 6,779
Participant Loans Receivable (Note 1g) 53,221 6,000
----------------------
1,334,698 807,353
Receivables:
Employer's Contribution 5,211 15,719
Participants' Contributions 3,012 54,727
----------------------
8,223 70,446
----------------------
Total Assets $1,342,921 877,799
LIABILITIES AND NET ASSETS AVAILABLE FOR PLAN BENEFITS
LIABILITIES
Accounts Payables $ 5,621 $ -
Net Assets Available for Plan Benefits 1,337,300 877,799
-----------------------
Total Liabilities and Net Assets
Available for Plan Benefits $1,342,921 877,799
See Notes to Financial Statements
<PAGE>
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MEDICAL RESOURCES, INC.
401(K) RETIREMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
<TABLE>
Year ended
December 31,
<S> <C> <C>
1996 1995
Investment Income (Loss):
Net Investment Gain From Registered
Investment Companies $ 160,295 136,319
-----------------
Participants' Net Income (Loss) 160,295 136,319
Other Increases (Decreases):
Employer's Contribution (Note 1b) 92,818 81,168
Employees' Contribution 309,140 288,131
Terminated Employees' Benefits (109,792) (181,301)
Other Income (Loss) 7,040 (1,539)
------------------
Net Increase (Decrease) 459,501 322,778
Net Assets Available for Plan Benefits,
Beginning of Year 877,799 555,021
------------------
Net Assets Available for Plan Benefits,
End of Year $1,337,300 877,799
</TABLE>
See Notes to Financial Statements
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<PAGE>
MEDICAL RESOURCES, INC.
401(K) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 1996
Note 1- DESCRIPTION OF THE PLAN
The following description of Medical Resources, Inc. 401(K)
Retirement Plan (the "Plan") provides only general information.
Participants should refer to the Plan Agreement for a more
complete description of the Plan's provisions.
a. Eligibility
The Plan is a defined contribution plan covering all
employees of Medical Resources, Inc. (the "Plan Sponsor") and
(the "Company") who are at least twenty-one years of age and have
completed one year of service. The Plan is subject to the
Employee Retirement Income Security Act of 1974 ("ERISA").
b. Employer Contribution
The Company will contribute for each Plan year an
amount in accordance with the participants' compensation
reduction election as described in the Plan Agreement, plus an
additional 50% of such amount not to exceed 2% of the
participant's compensation.
The amounts contributed to the Plan each Plan year as a
result of the participants' election to have their earnings
reduced may not exceed the lesser of $9,500 for 1996 and $9,240
for 1995 or 15% of their compensation, as described in the Plan
Agreement.
c. Participant Accounts
Each participant's account is credited with the
participant's contribution and allocations of (a) the Company's
matching contribution and, (b) Plan earnings. The benefit to
which a participant is entitled is the benefit that can be
provided from the participant's vested account.
d. Vesting
Participants are vested according to the following
schedule:
YEARS OF SERVICE VESTED PERCENTAGE
1 33.3%
2 66.6%
3 100.0%
Participants are always 100% vested in their Salary Deferral
Contributions.<PAGE>
<PAGE>
MEDICAL RESOURCES, INC.
401(K) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 1996
Note 1- DESCRIPTION OF THE PLAN (continued)
e. Investment Options
Upon enrollment in the Plan, a participant may direct
employee and employer contributions in any of eight investment
options:
Seven Merrill Lynch Mutual Funds - Funds are invested
in shares of any one or a combination of seven registered
investment companies that invest in common stocks, corporate
bonds, U.S. Government Securities and short term money market
instruments or a combination thereof.
Medical Resources, Inc. Company Stock - Funds are
invested in common stock of Medical Resources, Inc.
Participants may change their investment options in
accordance with Plan procedures.
f. Termination of Participation
A participant whose employment ends for any reason
other than death, disability or retirement will be entitled to
receive only that portion of benefits in which they are vested.
Any non-vested benefit will be forfeited and used to reduce
future employer contributions to the Plan. Participants become
fully vested upon death, disability, normal retirement age (59
1/2) or early retirement age (55) and completion of 20 years of
service.
g. Loans
A Participant may borrow from his account subject to
proper approvals. The loan and subsequent repayment of principal
and interest shall be credited directly to the participant's
account and shall not be treated as income of the Trust Fund.
The outstanding loans to a participant shall not exceed the
lesser of $50,000 or 50% of the value of the participant's
account as of the most recent valuation date. Generally, loans
shall be repaid in regular installments of interest and
principal, and not less frequently than quarterly, over a period
not to exceed five years. Upon termination of the
participants' employment with the Company the loan balance will
be immediately due.
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MEDICAL RESOURCES, INC.
401(K) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 1996
Note 1- DESCRIPTION OF THE PLAN (continued)
h. Administrative Expenses
Administrative expenses of the Plan may be paid in part
or in total by the Company. For the years ended December 31,
1996 and 1995 the expenses of the Plan have been paid by the
Company.
i. Merger
On November 30, 1996 the Plan approved a merger with
the NMR of America, Inc. 401K plan ("NMR Plan") whereby the NMR
Plan will transfer all of its assets to the Plan. Optional forms
of benefits under the NMR plan will be carried forward into the
Plan. Thus, former participants of the NMR Plan will be allowed
to elect an annuity as an optional form of payment. The Medical
Resources, Inc. employees will not be allowed to make such
elections.
Note 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Basis of Accounting
The Financial Statements of the Plan are prepared under
the accrual method of accounting.
b. Investment Valuation and Income Recognition
The Plan's investments are stated at fair value.
Shares of registered investment companies are valued at quoted
market prices which represent the net asset value of shares held
by the Plan at year-end. The Company stock is valued at its
quoted market price. Participant notes receivable are valued at
cost which approximates fair value. Purchases and sales of
securities are recorded on a trade-date basis. Interest income
is recorded on an accrual basis. Dividends are recorded on the
ex-dividend date.
c. Payment of Benefits
Benefits are recorded when paid.
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MEDICAL RESOURCES, INC.
401(K) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 1996
Note 3 - PLAN TERMINATIONS
The Company has the right under the Plan to terminate
the Plan at any time subject to the provisions of ERISA. In the
event of Plan termination, participants will be 100% vested, and
the Trustee will continue to administer the Trust and pay
benefits in accordance with the Plan Agreement.
Note 4 - INVESTMENTS
Investments that represent five percent or more of the Plan net
assets are separately identified as follows:
<TABLE>
December 31, 1996
<C> <C> <C>
Number of Fair Percent of
<S> Shares Value Plan
Assets
ML Growth Fund 21,791.51 $ 529,098 39.64%
ML Global Allocation 18,443.42 $ 264,848 19.84%
ML Capital Fund 6,481.89 $ 197,438 14.79%
ML Corp Bond Inv Grade B 7,555.23 $ 85,525 6.41%
ML Pacific Fund 5,005.97 $ 103,073 7.72%
ML Retirement Reserve 80,847.00 $ 80,847 6.06%
</TABLE>
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SUPPLEMENTARY INFORMATION
MEDICAL RESOURCES, INC. 401(K) RETIREMENT PLAN
ITEM 27a - SCHEDULE OF INVESTMENTS
YEAR ENDED DECEMBER 31, 1996
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<PAGE> SCHEDULE 1
SUPPLEMENTARY INFORMATION
MEDICAL RESOURCES, INC. 401(K) RETIREMENT PLAN
ITEM 27a - SCHEDULE OF INVESTMENTS
YEAR ENDED DECEMBER 31, 1996
<TABLE>
<S> <C> <C>
NUMBER MARKET
REGISTERED INVESTMENT COMPANIES OF SHARES VALUE
ML GROWTH 21,791.51 $ 529,098
ML GLOBAL ALLOCATION 18,443.42 264,848
ML CAPITAL FUND 6,481.89 197,438
ML PACIFIC FUND 5,005.97 103,073
ML CORP BOND INV GRADE B 7,555.23 85,525
ML RETIREMENT RESERVES 80,847.28 80,847
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TOTAL REGISTERED INVESTMENT COMPANIES $1,260,829
MEDICAL RESOURCES, INC.
COMMON STOCK 1,815.17 20,648
PARTICIPANT LOANS 53,221
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</TABLE>
TOTAL INVESTMENTS $1,334,698
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SCHEDULE 2
MEDICAL RESOURCES, INC.
401(K) RETIREMENT PLAN
Item 27d - Schedule of Reportable Transactions
Year ended December 31, 1996
<TABLE>
<S> <C> <C> <C>
PURCHASE SELLING NET
DESCRIPTION PRICE PRICE GAIN
Purchases
ML Capital Fund $ 90,988 - -
ML Global Allocation $ 110,037 - -
ML Growth Fund $ 226,796 - -
ML Pacific Fund $ 64,557 - -
Sales
ML Growth Fund $ 59,039 $ 61,530 $ 2,491
</TABLE>
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