SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 11-K
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the fiscal year ended December 31, 1995
or
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the transition period from ---to---
Commission File Number 1-14416
A. Full title of the plan and address of the plan, if different from
that of the issuer named below:
FAHNESTOCK & CO.,INC. 401(k) PLAN
110 Wall Street
New York, New York 10005
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
FAHNESTOCK VINER HOLDINGS INC.
P.O. Box 16, Suite 1204
181 University Avenue
Toronto, Ontario, Canada M5H 3M7
REQUIRED INFORMATION
ITEM 1. Not Applicable
ITEM 2. Not applicable
ITEM 3. Not applicable
ITEM 4. Financial Statements and Supplemental Information
FAHNESTOCK & CO.,INC. 401(k) PLAN
FINANCIAL STATEMENTS and SCHEDULES
INDEX
Page(s)
Report of Independent Accountants
Financial Statements:
Statements of Net Assets Available for Benefits
as of December 31, 1995 and 1994
Statement of Changes in Net Assets Available for
Benefits for the Year Ended December 31, 1995
Notes to Financial Statements
Supplemental Schedule:
Schedule I - Item 27a - Schedule of Assets Held
for Investment as of December 31, 1995
Schedule II - Item 27d - Schedule of Reportable
Transactions as of December 31, 1995
<PAGE>
REPORT of INDEPENDENT ACCOUNTANTS
To the Trustees of the Fahnestock & Co.,Inc.
401(k) Plan:
We have audited the accompanying statements of net assets
available for benefits of FAHNESTOCK & CO.,INC. 401(k) PLAN
(the "Plan") as of December 31, 1995 and 1994, and the related
statement of changes in net assets available for benefits for
the year ended December 31, 1995. 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 its net assets available for benefits
for the year ended December 31, 1995, 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 as listed on the accompanying index 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 Fund
Information in the statement of net assets available for
benefits and the statement of changes in net assets available
for benefits is presented for purposes of additional analysis
rather than to present the net assets available for benefits
and changes in net assets available for benefits of each fund.
The supplemental schedules and Fund Information 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.
New York, New York
July 2, 1996.
FAHNESTOCK & CO.,INC. 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1995 AND 1994
Page 1 of 2
Money Vanguard
Equity Bond Market Index
Fund Fund Fund Trust
ASSETS:
Investments,
at fair value $14,370,531 $2,220,664 $3,795,649 $2,292,481
Contributions
receivable from
Fahnestock & Co.,Inc. - - - -
Loans receivable
from participants - - - -
Accrued income
receivable - 43,289 - -
Net assets available
for benefits $14,370,531 $2,263,953 $3,795,649 $2,292,481
FAHNESTOCK & CO.,INC 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS - CONTINUED
DECEMBER 31, 1995 AND 1994
Page 2 of 2
Fahnestock
Viner
Holdings Certif-
Inc. icate of Loans to
Common Deposit Partic- Total Total
Stock Fund ipants 1995 1994
ASSETS:
Investments,
at fair value $3,740,400 $543,923 - $26,963,648 $18,139,941
Contributions
receivable from
Fahnestock & Co.,
Inc. 80,705 - - 80,705 56,927
Loans receivable
from participants - - $492,985 492,985 438,730
Accrued income
receivable - - - 43,289 36,296
Net assets available
for benefits $3,821,105 $543,923 $492,985 $27,580,627 $18,671,894
The accompanying notes are an integral part of these financial statements.
<PAGE>
FAHNESTOCK & CO.,INC. 401(k) PLAN
STATEMENT of CHANGES in NET ASSETS AVAILABLE for BENEFITS
For the year ended December 31, 1995
Page 1 of 2
Money Vanguard
Equity Bond Market Index
Fund Fund Fund Trust
Additions to net assets attributed to:
Investment income:
Net realized and
unrealized gains
(losses) on
investments $3,080,560 $179,836 - $426,304
Interest 162,951 130,827 - 39,788
Dividends 118,069 - 204,275 -
Net investment income 3,361,580 310,663 204,275 466,092
Contributions:
Participants 1,713,582 275,220 400,720 339,881
Employer - - 1,340,000 -
Reich merger 300,715 65,061 180,872 114,129
Total contributions 2,014,297 340,281 1,921,592 454,010
Total additions 5,375,877 650,944 2,125,867 920,102
Deductions from net assets attributed to:
Benefits paid to
participants (626,204) (128,593) (383,409) (119,654)
Net increase prior to
interfund transfers 4,749,673 522,351 1,742,458 800,448
Interfund transfers,
including loan repayments (655,566) 127,114 (1,332,807) 756,413
Net increase 4,094,107 649,465 409,651 1,556,861
Net assets available for benefits:
Beginning of year 10,276,424 1,614,488 3,385,998 735,620
End of year $14,370,531 $2,263,953 $3,795,649 $2,292,481
FAHNESTOCK & CO.,INC. 401(k) PLAN
STATEMENT of CHANGES in NET ASSETS AVAILABLE FOR BENEFITS - CONTINUED
For the year ended December 31, 1995
Page 2 of 2
Fahnestock
Viner
Holdings Certif- Loans
Inc. icate of to
Common Deposit Parti- Total
Stock Fund cipants 1995
Additions to net assets attributed to:
Investment income:
Net realized and
unrealized gains
(losses) on
investments $946,840 - - $4,633,540
Interest - $22,491 $40,524 396,581
Dividends - 632 - 322,976
Net investment income 946,840 23,123 40,524 5,353,097
Contributions:
Participants - - - 2,729,403
Employer 80,705 - - 1,420,705
Reich merger - - 23,768 684,545
Total contributions 80,705 - 23,768 4,834,653
Total additions 1,027,545 23,123 64,292 10,187,750
Deductions from net assets attributed to:
Benefits paid to participants - - (21,157) (1,279,017)
Net increase prior to
interfund transfers 1,027,545 23,123 43,135 8,908,733
Interfund transfers,
including loan repayments 572,926 520,800 11,120 0
Net increase 1,600,471 543,923 54,255 8,908,733
Net assets available for benefits:
Beginning of year 2,220,634 0 438,730 18,671,894
End of year $3,821,105 $543,923 $492,985 $27,580,627
The accompanying notes are an integral part of these financial statements.
FAHNESTOCK & CO.,INC. 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 1995
1. Description of the Plan:
The following description of the Fahnestock & Co., Inc. 401(k)
Plan (the "Plan") provides only general information. Participants
should refer to the plan agreement for a more complete
description of the Plan's provisions.
General:
The Plan was established on January 1, 1987 and was amended and
restated to add a profit-sharing provision effective January 1,
1991. The Plan was subsequently amended effective January 1,
1995 to change the rates used in computing the discretionary
profit sharing contribution from Fahnestock & Co., Inc. (the
"Company"). Employees of the Company who are 21 and have
completed one year of service shall be eligible to receive an
allocation of the discretionary profit sharing contribution.
Employees of the Company who are 21 and have completed six
months of service shall be eligible to make elective deferrals
into the Plan.
Allocation provisions:
Under the terms of the Plan, the individual makes all investment
decisions with respect to his/her account balance, subject to
available investment alternatives. These include the Equity
Fund, the Bond Fund, the Money Market Fund, the Vanguard Index
Trust Fund (an S&P 500 Equity Index Fund), the Certificate of
Deposit Fund, and the common stock of Fahnestock Viner Holdings
Inc. ("Holdings"), the Company's parent.
Company Contributions:
As discussed above, the Company may contribute to the Plan a
discretionary profit-sharing amount (the "Employer Regular
Contribution"). The Employer Regular Contribution is determined
by its Board of Directors and is subject to guidelines set forth
in the Plan description.
Employer Regular Contributions for the year ending December 31,
1995 were determined as follows:
3.0% of the first $30,000 of a participant's compensation;
5.5% of the next $40,000 of a participant's compensation;
5.0% of the next $30,000 of a participant's compensation;
0.8% of the next $50,000 of a participant's compensation; and
0% above $150,000 of a participant's compensation.
Should participants elect to receive their Employer Regular
Contribution in the form of common stock of Holdings, the
Company may make an additional contribution of Holdings common
stock equal in market value to 15 percent of the purchase price
of the common stock ("the Employer Stock Contribution"). For
the year ended December 31, 1995 approximately $111,000 was
contributed by the Company under this provision.
Employees may make salary deferral contributions of up to 14% of
compensation. Such deferrals for a participant could not exceed
$9,240 for the plan year ended December 31, 1995.
Vesting:
All participants are immediately and fully vested in all
Employee Elective Deferrals and the income derived from the
investment of such contributions.
Participants will be vested in Employer Regular Contributions
and the income derived from their investments upon the completion
of service with the Company or an affiliate at the following rate:
Less than 3 years of service 0%
After 3 years of service 20%
After 4 years of service 40%
After 5 years of service 60%
After 6 years of service 80%
After 7 years of service 100%
All years of service with the Company or an affiliate are
counted to determine a participant's nonforfeitable percentage
except years of service before the Plan was restated in 1991.
Participants will be 100 percent vested in Employer Stock
Contributions only upon completion of 5 years service.
At December 31, 1995, forfeited nonvested accounts totaled
approximately $286,000. These accounts will be used to reduce
future employer contributions. The 1995 employer contributions
included approximately $285,000 from forfeited nonvested accounts.
Qualified Matching and Qualified Non-Elective Contributions as
defined in the Plan document, if required, would be fully vested
when made.
Notwithstanding the vesting schedules specified above, with
respect to retirement, a Participant's right to his or her
accounts will be nonforfeitable upon the attainment of: the
later of age 65 or the fifth anniversary of the participation
commencement date; death; or disability, as defined.
Payment of Benefits:
Payment of vested benefits under the Plan will be made in the
event of a participant's termination of employment, death,
retirement, or financial hardship and may be paid in either a
lump-sum distribution or over a certain period of time as
determined by IRS rules or by participant election.
Loans to Participants:
Loans are made available to all participants. Loans must be
adequately collateralized using not more than fifty percent of
the participant's vested account balance, and bear an interest
rate of 8%. Loan and interest payments are applied against fund
balances from which proceeds were drawn unless otherwise
specified by the participant.
Income Tax Status:
The Plan received a determination letter from the Internal Revenue
Service (IRS) qualifying the Plan under the IRS code as exempt from
Federal income taxes. The Plan administrator believes that the Plan
continues to be designed and operated in compliance with the
applicable requirements of the Internal Revenue Code.
2. Significant Accounting Policies:
Securities transactions are recorded on a trade date basis with
gains and losses reflected in income.
Investments are stated at fair value.
Assets held in money market accounts are valued at cost which
approximates fair value.
The Plan presents in the statement of changes in net assets
available for benefits the net appreciation (depreciation) in
the fair value of its investments which consists of the realized
gains or losses and the unrealized appreciation (depreciation)
on those investments.
The preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts.
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 avaiable for plan benefits and the statement of
changes in net assets available for plan benefits.
3. Related Parties:
The Company acts as investment advisor, administrator and
custodian of the Plan assets, executes the Plan's transactions,
and provides accounting and other administrative services for
which no charge is made to the Plan. The Trustees of the Plan
are also officers and directors of the Company.
4. Reich & Co. Merger:
Effective January 5, 1995, the assets of Reich & Co. 401(k) plan.
approximately $685,000, were transferred into the Plan. Reich & Co.,
a wholly-owned subsidiary of the Company, was acquired by the
Company on December 31, 1993. The Reich & Co. 401(k) plan
terminated subsequent to the transfer of its assets to the Plan.
5. Concentration of Investments:
The following are investments that represent 5% or more of net
assets available for plan benefits as of December 31, 1995:
Percent of
Net Assets
Avaiable for
Investment Market Value Plan Benefits
Cortland Trust General Fund $ 5,419,229 19.65%
(short-term money market fund)
Fahnestock Viner Holdings Inc.
- Class A 3,740,400 13.56%
Vanguard Index Trust Fund 2,292,481 8.31%
6. Plan Termination:
Although it has not expressed any intent to do so, the Company has
the right under the Plan to discontinue its contributions at any
time and to terminate the Plan subject to the provisions of the Employee
Retirement Income Security Act of 1974 ("ERISA"). In the event of
Plan termination, participants will becoome 100 percent vested in
their contributions.
SCHEDULE 1
FAHNESTOCK & CO.,INC. 401(k) PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1995
Shares, Fair or
Units, or Stated
Description Face Value Cost Value
EQUITY FUND:
Cortland Trust General Fund 1,568,243 $1,568,243 $1,568,243
Common Stocks-
AT&T Capital Corp. 7,400 268,608 283,050
AT&T Corp. 6,300 405,678 407,925
Adobe Systems Inc. 3,000 186,130 186,000
Air Express International Corp. 5,200 117,325 117,000
Alpharma Inc. - Class A 6,600 140,089 172,425
Alternative Resources Corp. 4,100 135,915 120,950
American Electric Power Co.Inc. 1,100 42,195 44,550
American List Corp. 5,400 112,372 137,700
Anadarko Petroleum Corp. 5,300 216,643 286,863
Apache Corp. 5,000 139,339 147,500
BMC Software Inc. 1,600 66,560 68,000
Bay Networks Inc. 6,350 119,826 260,350
Becton, Dickinson & Co. 500 19,249 37,500
Biochem Pharma Inc. 6,000 192,750 240,000
Biovail Corp. Intl. 1,600 69,296 123,600
Cadence Design Systems Inc. 4,950 86,983 207,900
Church & Dwight Co. 7,500 136,982 138,750
Circuit City Stores Inc. 1,200 43,572 33,150
Cognex Corp. 7,800 84,825 271,050
Countrywide Credit Industries Inc. 11,600 285,309 250,850
Donkenny Inc.Del. 15,200 170,525 273,600
Enserch Corp. 6,400 97,184 104,000
The First Years Inc. 4,800 86,400 98,400
Freeport-McMoran Inc. 3,699 140,082 136,863
Fritz Companies Inc. 4,000 96,185 166,000
Gillette Co. 5,400 173,977 281,475
Guilford Pharmaceutical Inc. 2,800 40,950 43,400
Harris Corp. 3,000 142,295 163,875
Hewlett Packard Co. 1,700 116,127 142,375
Hilton Hotels Corp. 600 41,859 36,900
Home Depot Inc. 6,000 237,518 286,500
Host Marriott Corp. 17,800 192,753 233,625
International Business Machines Corp.6,800 506,112 621,350
Jones Apparel Group Inc. 6,100 207,751 240,188
Kimberly-Clark Corp. 5,850 428,888 484,088
MFS Communication Co.Inc. 3,200 130,800 170,400
Mapco Inc. 2,600 132,681 142,025
Media General Inc. - Class A 10,000 300,068 303,750
Mercantile Stores Inc. 3,900 155,626 180,375
Octel Communications Corp. 2,100 76,610 67,725
Omda Health Corp. 6,000 111,000 139,500
PNC Bank Corp. 13,000 331,934 419,250
Parametric Tech Inc. 1,800 124,073 119,250
Perkin Elmer Corp. 7,600 269,432 286,900
Pharmacia & Up John Inc. 16,000 508,045 620,000
Plantronics Inc. 3,800 133,214 137,275
Potomac Electric Power Co. 20,500 511,358 538,125
Premark International Inc. 2,800 138,908 141,750
Protein Design Labs Inc. 4,400 86,694 100,650
Qualcomm Inc. 4,300 190,947 184,362
Quicksilver Inc. 4,400 138,325 150,150
Rauma Oy Spons. ADR 10,900 196,854 205,737
Scherer R.P. Corp. Del. 1,600 44,266 78,600
Tommy Hilfilger Corp. 4,200 135,672 177,975
Tyco International 700 17,871 24,937
UJB Financial Corp. 4,400 147,597 156,750
Viacom Inc. - Class B 5,200 264,862 246,350
Western Ohio Financial Corp. 5,600 101,500 126,000
Xerox Corp. 1,600 183,285 219,200
Total Common Stocks 9,979,874 11,784,788
Notes-
U.S. Treasury Notes, 7.25%,
due November 30, 1996 1,000,000 994,531 1,017,500
Total Equity Fund 12,542,648 14,370,531
BOND FUND:
Cortland Trust General Fund 36,414 36,414 36,414
Notes-
U.S. Treasury Notes, 7.50%,
due January 31, 1997 200,000 200,964 204,750
U.S. Treasury Notes, 7.875%,
due January 15, 1998 50,000 49,962 52,547
U.S. Treasury Notes, 7.875%,
due April 15, 1998 250,000 252,596 264,062
U.S. Treasury Notes, 6.75%,
due May 31, 1999 125,000 125,345 130,507
U.S. Treasury Notes, 6.875%
due July 31, 1999 300,000 300,096 314,907
U.S. Treasury Notes, 5.50%,
due April 15, 2000 150,000 151,633 150,984
U.S. Treasury Notes, 6.25%,
due May 31, 2000 100,000 101,070 103,406
U.S. Treasury Notes, 6.125%,
due July 31, 2000 100,000 100,537 102,969
U.S. Treasury Notes, 6.375%.
due August 15, 2002 100,000 100,076 104,938
U.S. Treasury Notes, 6.25%,
due February 15, 2003 310,000 315,456 323,563
U.S. Treasury Notes, 5.75%,
due August 15, 2003 300,000 300,770 303,843
U.S. Treasury Notes, 5.875%,
due November 15, 2005 125,000 127,122 127,774
Total Notes 2,125,627 2,184,250
Total Bond Fund 2,162,041 2,220,664
FAHNESTOCK VINER HOLDINGS
INC. - CLASS A 415,600 2,889,013 3,740,400
VANGUARD INDEX TRUST FUND 39,800 1,821,724 2,292,481
MONEY MARKET FUND
Cortland Trust General Fund 3,795,649 3,795,649 3,795,649
CERTIFICATE OF DEPOSIT FUND:
Cortland Trust General Fund 18,923 18,923 18,923
MBNA America Bank C.D. 6.25%,
due May 12, 1997 525,000 520,800 525,000
Total C.D. Fund 539,723 543,923
Total investments 23,750,798 26,963,648
LOANS TO PARTICIPANTS
Number Interest Maturity
Description of loans Rates Dates
Participant
loans 118 8% January 1996-
December 1998 0 492,985
Total assets held for investment $23,750,798 $27,456,633
SCHEDULE II
FAHNESTOCK & CO.,INC. 401(k) PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
December 31, 1995
Current
Value of
Asset on Net
Sales Cost of Transaction Gain
Description Price Assets Date (Loss)
Vanguard Index Trust Fund $ - $1,090,786 $1,259,136 $168,350
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Trustees for Fahnestock & Co.,Inc 401(k) Plan have duly caused this
annual report to be signed on thier behalf by the undersigned thereunto
duly authorized.
FAHNESTOCK & CO.,INC 401(k) PLAN
/S/ A.G. LOWENTHAL
Albert G. Lowenthal, as Trustee of the
Fahnestock & Co.,Inc. 401(k) Plan
Date: September 20, 1996
EXHIBIT INDEX
Exhibit No.
23 Consent of Coopers & Lybrand
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the inclusion in this annual report on Form 11-K of
our report dated July 2, 1996, on our audit of the financial
statements and financial statement schedules of the Fahnestock
& Co.,Inc. 401(k) Plan.
/S/COOPERS&LYBRAND LLP
New York, New York
September 19, 1996
