<PAGE> 1
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 (NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996).
For the fiscal year ended December 31, 1996
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 001-10109
------------
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
BECKMAN INSTRUMENTS, INC. SAVINGS AND INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
BECKMAN INSTRUMENTS, INC.
2500 Harbor Boulevard
Fullerton, California 92834
<PAGE> 2
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PAGE
<S> <C>
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statement of net assets available for benefits as of December 31, 1996 3
Statement of net assets available for benefits as of December 31, 1995 4
Statement of changes in net assets available for benefits
for the year ended December 31, 1996 5
Statement of changes in net assets available for benefits
for the year ended December 31, 1995 6
Notes to financial statements for the years ended
December 31, 1996 and 1995 7
SUPPLEMENTAL SCHEDULES:
Line 27a - Schedule of assets held for investment purposes as of
December 31, 1996 13
Line 27d - Schedule of reportable single transactions for the year ended
December 31, 1996 15
Line 27d - Schedule of reportable series of transactions for the year
ended December 31, 1996 16
</TABLE>
<PAGE> 3
INDEPENDENT AUDITORS' REPORT
To the Corporate Benefits Committee of
Beckman Instruments, Inc. Savings and Investment Plan:
We have audited the accompanying statements of net assets available for benefits
of Beckman Instruments, Inc. Savings and Investment Plan (the Plan) as of
December 31, 1996 and 1995, and the related statements of changes in net assets
available for 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 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1996 and 1995, and the changes in net assets available for benefits for the
years then ended in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed in the
Table of Contents 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 information by fund is also presented for the purpose of
additional analysis of the basic financial statements rather than to present
information regarding the net assets available for benefits and changes in net
assets available for benefits of the individual funds, and is not a required
part of the basic financial statements. The supplemental schedules and
supplemental information by fund are the responsibility of the Plan's
management. Such supplemental schedules
<PAGE> 4
and supplemental information by fund have been subjected to the auditing
procedures applied in our audits of the basic financial statements and, in our
opinion, are fairly stated, in all material respects, when considered in
relation to the basic financial statements taken as a whole.
/s/ DELOITTE & TOUCHE LLP
- -------------------------
Deloitte & Touche LLP
June 5, 1997
2
<PAGE> 5
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-----------------------------------------------------------------------------------
BECKMAN BALANCED INTEREST EQUITY INDEX INTERNATIONAL
STOCK FUND FUND INCOME FUND FUND FUND EQUITY FUND
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments, at fair value (Note 4):
Common stock of Plan sponsor $29,746,381 $ - $ - $ - $ - $ -
Mutual funds 32,216,698 64,761,502 19,591,426 4,586,576
Participant loans receivable
Investments, at contract value (Notes 3 and 4):
Group contracts with insurance companies 47,812,253
Bank investment contracts 45,623,243
----------- ----------- ----------- ----------- ------------ ----------
Total investments 29,746,381 32,216,698 93,435,496 64,761,502 19,591,426 4,586,576
Cash and cash equivalents 59,147 3,599,691 2
Contributions receivable 1,898 4,232 11,701 2,578 1,308 1,016
Other receivables 1,407 39,561 26,959 68,906 37,486
----------- ----------- ----------- ----------- ------------ ----------
Total assets 29,808,833 32,260,491 97,073,847 64,832,988 19,630,220 4,587,592
LIABILITIES -
Amounts payable for investments 34,229
----------- ----------- ----------- ----------- ------------ ----------
NET ASSETS AVAILABLE FOR BENEFITS $29,808,833 $32,260,491 $97,073,847 $64,832,988 $ 19,630,220 $4,553,363
=========== =========== =========== =========== ============ ==========
</TABLE>
<TABLE>
<CAPTION>
-----------------------------
PARTICIPANT DISBURSEMENT
LOANS FUND TOTAL
<S> <C> <C> <C>
ASSETS:
Investments, at fair value (Note 4):
Common stock of Plan sponsor $ - $ - $ 29,746,381
Mutual funds 121,156,202
Participant loans receivable 4,738,363 4,738,363
Investments, at contract value (Notes 3 and 4):
Group contracts with insurance companies 47,812,253
Bank investment contracts 45,623,243
---------- ------------ ------------
Total investments 4,738,363 249,076,442
Cash and cash equivalents 15,993 270,598 3,945,431
Contributions receivable 22,733
Other receivables 2,440 176,759
---------- ------------ ------------
Total assets 4,754,356 273,038 253,221,365
LIABILITIES -
Amounts payable for investments 34,229
---------- ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $4,754,356 $ 273,038 $253,187,136
========== ============ ============
</TABLE>
See accompanying notes to financial statements.
3
<PAGE> 6
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
---------------------------------------------------------------------------
BECKMAN BALANCED INTEREST EQUITY INDEX
STOCK FUND FUND INCOME FUND FUND FUND
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments, at fair value (Note 4):
Common stock of Plan sponsor $ 25,471,238 $ - $ - $ - $ -
Mutual funds 26,675,879 46,826,536 8,053,764
Participant loans receivable
Investments, at contract value (Notes 3 and 4):
Group contracts with insurance companies 65,554,038
Bank investment contracts 23,448,535
------------ ------------ ------------ ------------ ------------
Total investments 25,471,238 26,675,879 89,002,573 46,826,536 8,053,764
Cash and cash equivalents 44,534 21,870 3,508,752 885 3,549
Contributions receivable 89,914 115,093 279,934 163,975 55,406
Other receivables 164,496 603,339 755,768 33,127 (1,045)
------------ ------------ ------------ ------------ ------------
Total assets 25,770,182 27,416,181 93,547,027 47,024,523 8,111,674
LIABILITIES:
Amounts payable for investments 90,049 602,698 9 1 7,527
Transfers (receivable) payable from other
funds (6,396) (16,975) (36,726) (59,221) (4,396)
------------ ------------ ------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 25,686,529 $ 26,830,458 $ 93,583,744 $ 47,083,743 $ 8,108,543
============ ============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
-------------------------------------------
INTERNATIONAL PARTICIPANT DISBURSEMENT
EQUITY FUND LOANS FUND TOTAL
<S> <C> <C> <C> <C>
ASSETS:
Investments, at fair value (Note 4):
Common stock of Plan sponsor $ - $ - $ - $ 25,471,238
Mutual funds 906,920 82,463,099
Participant loans receivable 2,714,548 2,714,548
Investments, at contract value (Notes 3 and 4):
Group contracts with insurance companies 65,554,038
Bank investment contracts 23,448,535
--------- ---------- ------------- ------------
Total investments 906,920 2,714,548 199,651,458
Cash and cash equivalents 12 273,126 3,852,728
Contributions receivable 16,364 720,686
Other receivables 4,602 8 (56) 1,560,239
--------- ---------- ------------- ------------
Total assets 927,886 2,714,568 273,070 205,785,111
LIABILITIES:
Amounts payable for investments 5,943 3 706,230
Transfers (receivable) payable from other
funds (2,126) 125,840
--------- ---------- ------------- ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 924,069 $2,588,728 $ 273,067 $205,078,881
========= ========== ============= ============
</TABLE>
See accompanying notes to financial statements.
4
<PAGE> 7
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
------------------------------------------------------------------------------------------
BECKMAN BALANCED INTEREST EQUITY INDEX INTERNATIONAL
STOCK FUND FUND INCOME FUND FUND FUND EQUITY FUND
<S> <C> <C> <C> <C> <C> <C>
Additions to plan assets attributed to:
Net appreciation in fair value of
investments (Note 4) $ 2,344,115 $ 1,992,963 $ 57,974 $ 11,329,567 $ 2,427,143 $ 400,421
Dividends 387,248 1,130,341 519,280 1,403,333 318,495 113,018
Interest 26,862 51,000 5,864,287 92,558 33,560 6,694
------------ ------------ ------------ ------------ ------------ -----------
Total investment income 2,758,225 3,174,304 6,441,541 12,825,458 2,779,198 520,133
Contributions:
Beckman Instruments, Inc. 1,468,660 162,189 2,164,536 205,484 205,193 130,513
Employees 1,152,094 2,861,197 3,586,622 4,508,542 2,167,290 892,344
------------ ------------ ------------ ------------ ------------ -----------
Total contributions 2,620,754 3,023,386 5,751,158 4,714,026 2,372,483 1,022,857
Participant loan repayments 177,391 166,448 320,298 314,396 132,206 74,584
Transfer from Hybritech's Savings
Plan (Note 1) 2,949,632 4,838,094 3,824,329 3,401,715
------------ ------------ ------------ ------------ ------------ -----------
Net additions 5,556,370 9,313,770 17,351,091 21,678,209 8,685,602 1,617,574
Participant loan withdrawals (139,437) (475,147) (783,803) (976,020) (229,684) (44,529)
Deductions from plan assets
attributed to distributions
of benefits (533,519) (355,524) (1,738,063) (673,143) (112,862) (14,802)
Administrative expenses
and other (191) (10) (335) (12) (26)
------------ ------------ ------------ ------------ ------------ -----------
Net deductions (673,147) (830,681) (2,522,201) (1,649,175) (342,572) (59,331)
------------ ------------ ------------ ------------ ------------ -----------
Net increase (decrease) in net
assets available for benefits
prior to interfund transfers 4,883,223 8,483,089 14,828,890 20,029,034 8,343,030 1,558,243
Net assets available for benefits,
beginning of year 25,686,529 26,830,458 93,583,744 47,083,743 8,108,543 924,069
Net interfund transfers (760,919) (3,053,056) (11,338,787) (2,279,789) 3,178,647 2,071,051
------------ ------------ ------------ ------------ ------------ -----------
Net assets available for benefits,
end of year $ 29,808,833 $ 32,260,491 $ 97,073,847 $ 64,832,988 $ 19,630,220 $ 4,553,363
============ ============ ============ ============ ============ ===========
</TABLE>
<TABLE>
<CAPTION>
-------------------------------
PARTICIPANT DISBURSEMENT
LOANS FUND TOTAL
<S> <C> <C> <C>
Additions to plan assets attributed to:
Net appreciation in fair value of
investments (Note 4) $ - $ - $ 18,552,183
Dividends 3,871,715
Interest 48,620 27,603 6,151,184
------------ ------------ -------------
Total investment income 48,620 27,603 28,575,082
Contributions:
Beckman Instruments, Inc. 4,336,575
Employees 15,168,089
------------ ------------ -------------
Total contributions 19,504,664
Participant loan repayments (1,185,323)
Transfer from Hybritech's Savings
Plan (Note 1) 15,013,770
------------ ------------ -------------
Net additions (1,136,703) 27,603 63,093,516
Participant loan withdrawals 2,648,620
Deductions from plan assets
attributed to distributions
of benefits (4,796) (11,551,769) (14,984,478)
Administrative expenses
and other (2) (207) (783)
------------ ------------ -------------
Net deductions 2,643,822 (11,551,976) (14,985,261)
------------ ------------ -------------
Net increase (decrease) in net
assets available for benefits
prior to interfund transfers 1,507,119 (11,524,373) 48,108,255
Net assets available for benefits,
beginning of year 2,588,728 273,067 205,078,881
Net interfund transfers 658,509 11,524,344
------------ ------------ -------------
Net assets available for benefits,
end of year $ 4,754,356 $ 273,038 $ 253,187,136
============ ============ =============
</TABLE>
See accompanying notes to financial statements.
5
<PAGE> 8
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
---------------------------------------------------------------------------------------
BECKMAN BALANCED INTEREST EQUITY INDEX
STOCK FUND FUND INCOME FUND FUND FUND
<S> <C> <C> <C> <C> <C>
Additions to plan assets attributed to:
Net appreciation (depreciation)
in fair value of investments
(Note 4) $ 5,274,826 $ 4,091,403 $ 109,151 $ 9,620,797 $ 1,388,747
Dividends 313,209 627,423 1,319,719 136,815
Interest 11,716 728,050 6,754,031 3,004 24
------------ ------------ ------------ ------------ -----------
Total investment income 5,599,751 5,446,876 6,863,182 10,943,520 1,525,586
Contributions:
Beckman Instruments, Inc. 1,283,571 18,404 2,633,146 21,781 17,990
Employees 997,917 2,888,728 4,260,147 4,154,058 1,178,307
------------ ------------ ------------ ------------ -----------
Total contributions 2,281,488 2,907,132 6,893,293 4,175,839 1,196,297
Participant loan repayments 1,723 5,530 8,402 9,155 2,002
------------ ------------ ------------ ------------ -----------
Net additions 7,882,962 8,359,538 13,764,877 15,128,514 2,723,885
Participant loan withdrawals (162,292) (522,769) (959,179) (934,448) (160,375)
Deductions from plan assets
attributed to distributions
of benefits (1,751,092) (1,338,721) (8,260,249) (2,739,861) (202,647)
Administrative expenses and
other (232) (245) (25,157) (60)
------------ ------------ ------------ ------------ -----------
Net deductions (1,913,616) (1,861,735) (9,244,585) (3,674,369) (363,022)
------------ ------------ ------------ ------------ -----------
Net increase (decrease) in net
assets available for benefits
prior to interfund transfers 5,969,346 6,497,803 4,520,292 11,454,145 2,360,863
Net assets available for benefits,
beginning of year 20,062,297 20,178,367 92,316,403 36,670,869 3,419,448
Net interfund transfers (345,114) 154,288 (3,252,951) (1,041,271) 2,328,232
------------ ------------ ------------ ------------ -----------
Net assets available for benefits,
end of year $ 25,686,529 $ 26,830,458 $ 93,583,744 $ 47,083,743 $ 8,108,543
============ ============ ============ ============ ===========
</TABLE>
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
------------------------------------------------------
INTERNATIONAL PARTICIPANT DISBURSEMENT
EQUITY FUND LOANS FUND TOTAL
<S> <C> <C> <C> <C>
Additions to plan assets attributed to:
Net appreciation (depreciation)
in fair value of investments
(Note 4) $ (4,004) $ - $ - $ 20,480,920
Dividends 9,804 2,406,970
Interest 4,402 13,410 10,791 7,525,428
------------- ------------ ------------ -------------
Total investment income 10,202 13,410 10,791 30,413,318
Contributions:
Beckman Instruments, Inc. 13,665 3,988,557
Employees 101,830 13,580,987
------------- ------------ ------------ -------------
Total contributions 115,495 17,569,544
Participant loan repayments 1,063 (27,875)
------------- ------------ ------------ -------------
Net additions 126,760 (14,465) 10,791 47,982,862
Participant loan withdrawals (2,749) 2,741,812
Deductions from plan assets
attributed to distributions
of benefits (31) (1,232,848) (15,525,449)
Administrative expenses and
other (222) (25,916)
------------- ------------ ------------ -------------
Net deductions (2,780) 2,741,812 (1,233,070) (15,551,365)
------------- ------------ ------------ -------------
Net increase (decrease) in net
assets available for benefits
prior to interfund transfers 123,980 2,727,347 (1,222,279) 32,431,497
Net assets available for benefits,
beginning of year 172,647,384
Net interfund transfers 800,089 (138,619) 1,495,346
------------- ------------ ------------ -------------
Net assets available for benefits,
end of year $ 924,069 $ 2,588,728 $ 273,067 $ 205,078,881
============= ============ ============ =============
</TABLE>
See accompanying notes to financial statements.
6
<PAGE> 9
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995
- --------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN
The following description of Beckman Instruments, Inc. Savings and
Investment Plan (the Plan) provides only general information. Participants
should refer to the Plan agreement for a complete description of the Plan's
provisions.
General - Beckman Instruments, Inc. (the Company) established and adopted
the Plan effective August 1, 1989.
The Plan is a defined contribution plan covering substantially all
employees of the Company who have completed three months of continuous
employment and 250 hours of service. The Plan is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (ERISA). The Plan is
administered by the Corporate Benefits Committee (the Committee), whose
members are appointed by the Board of Directors of the Company.
The Plan agreement was restated in August 1992, and the Plan document
incorporates all amendments made to the Plan through August 1992. The Plan
was amended effective September 1, 1995 to add the International Equity
Fund as an investment option and to allow participants to direct Company
contributions to any of the investment funds, as well as to provide for
participant loans.
Effective January 2, 1996, the Company acquired Hybritech Inc. In
connection with this acquisition, eligible employees of Hybritech, Inc.
became participants of the Plan. During 1996, Hybritech's Savings Plan was
merged into the Plan, and its net assets available for benefits of
$15,013,770 were transferred to the Plan.
Contributions - Participants may elect to contribute up to 15% of their
eligible compensation in the form of pretax and/or after-tax withholdings,
although the combined contribution cannot exceed 15% of eligible
compensation. Each participant's pretax contributions in the calendar year
may not exceed $9,500 and $9,240 in 1996 and 1995, respectively.
Company matching contributions to the Plan are allocated to participants
based on a specified percentage of actual employee contributions.
Forfeitures of the Company match will be first used to reinstate previously
forfeited balances of certain former employees who are re-employed by the
Company and then will be used to reduce future Company contributions.
Upon commencement of benefit payments, participants are subject to federal
income tax on the receipt of participant pretax contributions, Company
matching contributions, and earnings on all contributions.
7
<PAGE> 10
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 (CONTINUED)
- --------------------------------------------------------------------------------
Investment Options - Participants have a choice of six different investment
funds for their contributions. Effective January 1, 1995, Company
contributions may be directed to any of the six different investment funds.
Participants have the right to elect investment options upon enrollment or
re-enrollment into the Plan. Additionally, participants may elect to change
their investment options effective as of the first day of each month and to
transfer their account balances among the different investment funds on a
daily basis.
Income on investment funds is allocated to participants' accounts based on
the participants' investment fund balance as a percentage of the total
investment fund balance.
The following description of each investment fund has been extracted from
information contained in the fund's prospectus:
Beckman Stock Fund - The Beckman Stock Fund is invested in Beckman
Instruments, Inc. common stock.
Balanced Fund - The Balanced Fund is invested primarily in stocks, bonds
and cash. The stock portfolio consists of large, intermediate and small
companies. The bond portfolio consists of U.S. Treasury, U.S. Agency and
corporate issues. The Balanced Fund is managed by Brinson Partners, Inc.
under the name U.S. Balanced Fund.
Interest Income Fund - The Interest Income Fund is invested in a
portfolio of group annuity contracts issued by major insurance companies
and investment contracts with banks.
Equity Fund - The Equity Fund is invested in a portfolio of common
stocks to meet the objective of long-term growth of capital and income.
The Equity Fund is managed by The Vanguard Group under the name Windsor
Fund.
Index Fund - The Index Fund invests in all of the stocks included in the
S&P 500 Index in approximately the same proportions as they are
represented in the S&P 500 Index. The Index Fund is managed by The
Vanguard Group under the name Vanguard Index Trust-500 Portfolio. During
May 1996, the name changed to Vanguard Institutional Index Fund.
International Equity Fund - The International Equity Fund invests in
stocks and other equity-based forms of investment in companies operating
principally outside of the United States. The International Equity Fund
is managed by Templeton Franklin Investment Services under the name
Templeton Funds Inc. Foreign Fund.
Participant Loans - Effective September 25, 1995, participants may borrow
from their fund accounts a minimum of $1,000 up to a maximum equal to the
lesser of $50,000 or 50% of their vested account balance. Repayment is
generally required within 5 years or up to 15 years for the purchase of a
8
<PAGE> 11
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 (CONTINUED)
- --------------------------------------------------------------------------------
principal residence. The loans are secured by the balance in the
participants' account and bear interest at a rate commensurate with market
interest rates for similar loans as determined by the Plan committee (9.25%
at December 31, 1996 for new loans).
Benefits and Vesting - Participants become entitled to payment of the total
vested value of their accounts at the time of termination, retirement,
permanent layoff, permanent disability or death. Upon death, a lump-sum
distribution is made during the year of death. If total vested value is
greater than $3,500, the participants may elect to postpone their lump-sum
distribution until the year following the year they attain age 70-1/2.
Participants' interests in the Company's contributions, income, gains and
losses on investments become fully vested following completion of three
years of service. Participants also become fully vested upon reaching
normal retirement age, permanent layoff, death or permanent disability.
Participants immediately vest in the value of their contributions.
Benefits Payable - At December 31, 1996 and 1995, the amounts of benefits
payable to participants who have withdrawn from participation in the Plan
were $1,006,298 and $1,006,121, respectively. Such amounts are not
considered liabilities for financial reporting purposes, and accordingly,
the balances are not included in the deductions from Plan assets attributed
to distribution of benefits for the years ended December 31, 1996 and 1995.
Continuation of the Plan - The Company anticipates and believes the Plan
will continue without interruption but reserves the right to discontinue
the Plan. If the Plan is terminated by the Company, the accounts of all
affected participants become 100% vested and nonforfeitable without regard
to the years of service of participants.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting - The accompanying financial statements have been
prepared on the accrual basis of accounting.
Investment Valuation - Investments are stated at fair value except for
guaranteed investment contracts which are stated at contract value (Note
3). The fair value of the common stock is based upon quotations obtained
from national securities exchanges on the last business day of the Plan
year. The fair values of the mutual funds and commingled funds are based on
the net asset value reported by the funds. The purchases and sales of
securities are recorded as of the date of trade. The average cost method is
used in determining gains and losses on the sales of securities.
9
<PAGE> 12
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 (CONTINUED)
- --------------------------------------------------------------------------------
Expenses of the Plan - Principally all of the Plan's administrative
expenses are paid by the Company. The Company has elected to pay these
administrative expenses on behalf of the Plan but reserves the right to
change this election. Such expenses amounted to approximately $415,000 and
$605,000 for the years ended December 31, 1996 and 1995, respectively.
3. VALUATION OF INVESTMENT CONTRACTS
The Plan's guaranteed investment contracts are fully benefit-responsive and
have an estimated fair value of approximately $97,369,000 and $94,729,000
at December 31, 1996 and 1995, respectively. The Plan's guaranteed
investment contracts earn interest at rates ranging from 6.582% to 8.000%
at December 31, 1996.
4. ASSETS HELD FOR INVESTMENT
Information regarding assets held for investment as of December 31, 1996
and 1995 is as follows:
<TABLE>
<CAPTION>
1996 1995
------------------------------- -----------------------------
FAIR/CONTRACT FAIR/CONTRACT
COST VALUE COST VALUE
<S> <C> <C> <C> <C>
Common stock -
Beckman
Instruments, Inc. $ 20,313,039 $ 29,746,381 $17,380,744 $25,471,238
Mutual funds:
Brinson U.S. Balanced Fund 31,819,726 32,216,698 26,785,285 26,675,879
Vanguard Windsor Fund 55,340,271 64,761,502 43,121,091 46,826,536
Vanguard Institutional
Index Fund(formerly
Vanguard Index
Trust - 500 Portfolio) 18,227,592 19,591,426 6,720,474 8,053,764
Templeton Funds Inc.
Foreign Fund 4,299,515 4,586,576 929,634 906,920
------------ ------------ ----------- -----------
Total mutual funds 109,687,104 121,156,202 77,556,484 82,463,099
</TABLE>
10
<PAGE> 13
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 (CONTINUED)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1996 1995
-------------------------------- ------------------------------
FAIR/CONTRACT FAIR/CONTRACT
COST VALUE COST VALUE
<S> <C> <C> <C> <C>
Interest Income Fund:
Bank investment contracts:
Credit Suisse Financial $ 5,796,644 $ 5,796,644 $ - $ -
Credit Suisse
77441-01 GIC 9,937,125 9,937,125
UBS Agreement -
Contract 2077 8,885,748 8,885,748 9,644,638 9,644,638
Citibank Contract #1 10,977,997 10,977,997 12,786,208 12,786,208
Lehman GIC
#101121895G 10,025,729 10,025,729 1,017,689 1,017,689
------------ ------------ ------------ ------------
45,623,243 45,623,243 23,448,535 23,448,535
Group insurance contracts:
John Hancock - GAC 7543 17,856,155 17,856,155 16,591,856 16,591,856
Metropolitan Life Plan - 13014 16,556,014 16,556,014 25,549,405 25,549,405
Prudential - GA6430-212 11,011,548 11,011,548
People's Security Life:
GIC-BDA00039TR-5 3,850,208 3,850,208
FGIC Policy 92010300,
Contract 2983 6,773,314 6,773,314
Contract
#BDA00039TR-4 2,776,562 2,776,562
Placement 3 Carg
1995 - M1 A1 9,368,847 9,368,847
Placement 4 FGSB
6 1/2 TBA 3,032,382 3,032,382
------------ ------------ ------------ ------------
47,812,253 47,812,253 65,554,038 65,554,038
------------ ------------ ------------ ------------
Total Interest Income
Fund 93,435,496 93,435,496 89,002,573 89,002,573
Participant loans
receivable 4,738,363 4,738,363 2,714,548 2,714,548
------------ ------------ ------------ ------------
Total assets held
for investments $228,174,002 $249,076,442 $186,654,349 $199,651,458
============ ============ ============ ============
</TABLE>
11
<PAGE> 14
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 (CONTINUED)
- --------------------------------------------------------------------------------
The Plan's investments (including investments bought, sold and held)
appreciated (depreciated) in value during the years ended December 31, 1996 and
1995 as follows:
<TABLE>
<CAPTION>
1996 1995
<S> <C> <C>
Net appreciation (depreciation) in fair value:
Beckman Stock Fund $ 2,344,115 $ 5,274,826
Balanced Fund 1,992,963 4,091,403
Interest Income Fund 57,974 109,151
Equity Fund 11,329,567 9,620,797
Index Fund 2,427,143 1,388,747
International Equity Fund 400,421 (4,004)
----------- ------------
$18,552,183 $ 20,480,920
=========== ============
</TABLE>
5. TAX STATUS
The Plan is intended to be qualified under Section 401(a) of the Internal
Revenue Code of 1986 (the Code) and is intended to be exempt from taxation
under Section 501(a) of the Code. The Plan received a favorable IRS
determination letter dated October 1, 1990. The Plan has been amended since
receiving the determination letter. However, the Plan administrator and the
Plan's tax counsel believe that the Plan is currently designed and being
operated in compliance with the applicable requirements of the Code and the
related trust was tax-exempt as of the financial statement date. Therefore,
no provision of income taxes has been included in the Plan's financial
statements.
12
<PAGE> 15
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES CURRENT
DESCRIPTION OF INVESTMENT OR UNITS COST VALUE
<S> <C> <C> <C>
COMMON STOCK -
Beckman Instruments, Inc. 775,150 $20,313,039 $29,746,381
BALANCED FUND -
Brinson Partners U.S. Balanced Fund 2,730,229 31,819,726 32,216,698
EQUITY FUND -
Vanguard Windsor Fund 3,903,647 55,340,271 64,761,502
INDEX FUND -
Vanguard Institutional Index Fund 284,511 18,227,592 19,591,426
INTERNATIONAL EQUITY FUND -
Templeton Funds Inc. Foreign Fund 442,720 4,299,515 4,586,576
</TABLE>
13
<PAGE> 16
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
LINE 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996 (CONTINUED)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
INTEREST MATURITY CURRENT
DESCRIPTION OF INVESTMENT RATE DATE COST VALUE
<S> <C> <C> <C> <C>
INTEREST INCOME FUND
Bank investment contracts:
Credit Suisse Financial 7.500% 12/15/01 $ 5,796,644 $ 5,796,644
Credit Suisse 77441-01 GIC 7.450% 12/15/01 9,937,125 9,937,125
UBS Agreement - Contract 2077 6.000% 7/15/02 8,885,748 8,885,748
Citibank Contract #1 6.410% 9/1/09 10,977,997 10,977,997
Lehman GIC #101121895G 6.305% 12/17/01 10,025,729 10,025,729
------------ ------------
Total bank investment
contracts 45,623,243 45,623,243
Group insurance contracts:
John Hancock - GAC 7543 7.620% 2/27/98 17,856,155 17,856,155
Metropolitan Life Plan - 13014 8.000% 6/15/98 16,556,014 16,556,014
People's Security Life:
GIC - BDA00039TR-5 6.582% 11/1/03 3,850,208 3,850,208
FGIC Policy 92010300,
Contract 2983 5.837% 8/25/25 6,773,314 6,773,314
Contract #BDA00039TR-4 5.837% 8/1/02 2,776,562 2,776,562
------------ ------------
Total group insurance
contracts 47,812,253 47,812,253
Participant loans receivable
(interest ranging from
9.0% to 9.25%) 4,738,363 4,738,363
------------ ------------
Total investments $228,174,002 $249,076,442
============ ============
</TABLE>
14
<PAGE> 17
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
LINE 27d - SCHEDULE OF REPORTABLE SINGLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
CURRENT
VALUE OF
ASSET ON
IDENTITY OF PURCHASE COST OF TRANSACTION NET GAIN
PARTY INVOLVED DESCRIPTION OF ASSET PRICE SELLING PRICE ASSET DATE (LOSS)
<S> <C> <C> <C> <C> <C> <C>
Vanguard Interim Fund $10,657,097 $ - $ 10,657,097 $ 10,657,097 $ -
Vanguard Interim Fund 10,648,670 10,657,097 10,648,670 (8,427)
Vanguard Institutional Index Fund 10,648,670 10,648,670 10,648,670
Vanguard Index 500 Fund 10,657,097 8,752,862 10,657,097 1,904,235
Metropolitan Life Plan Contract #13014 11,000,170 11,000,170 11,000,170
Mellon Bank NA TBC Inc. Pooled Employee
Funds Daily Liquidity Fund 11,606,851 11,606,851 11,606,851
Prudential Contract #6430-212 11,367,782 11,367,782 11,367,782
</TABLE>
15
<PAGE> 18
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
LINE 27D - SCHEDULE OF REPORTABLE SERIES OF TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
CURRENT
VALUE OF
ASSET ON
NO. OF IDENTITY OF PURCHASE COST OF TRANSACTION
TRANSACTIONS PARTY INVOLVED DESCRIPTION OF ASSETS PRICE SELLING PRICE ASSET DATE NET GAIN
<S> <C> <C> <C> <C> <C> <C> <C>
83 Vanguard Windsor Fund $ 10,410,743 $ - $ 10,410,743 $10,410,743 $ -
108 Vanguard Institutional Index Fund 19,283,887 19,283,887 19,283,887
7 Vanguard Index 500 Fund 11,264,524 9,255,542 11,264,524 2,008,982
115 Mellon Bank N A EB Temporary Investment
Fund 18,183,769 18,183,769 18,183,769
128 Mellon Bank N A EB Temporary Investment
Fund 15,954,046 15,954,046 15,954,046
208 Mellon Bank N A TBC Inc. Pooled Employee
Funds Daily Liquidity
Fund 39,620,530 39,620,530 39,620,530
184 Mellon Bank N A TBC Inc. Pooled Employee
Funds Daily Liquidity
Fund 35,713,552 35,713,552 35,713,552
</TABLE>
16
<PAGE> 19
SIGNATURES
The Plan. Pursuant to the requirements of the Securities and Exchange Act of
1934, the trustees (or other persons who administer the Plan) have duly caused
this annual report to be signed by the undersigned hereunto duly authorized.
BECKMAN INSTRUMENTS, INC.
SAVINGS AND INVESTMENT PLAN
By: Beckman Instruments, Inc.
Benefits Committee
Date: June 25, 1997 By: /s/ Fidencio M. Mares
---------------------------------
Fidencio M. Mares
Committee Chairman
Vice President -- Human Resources
<PAGE> 20
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit Sequential
Number Description Page Number
- ------- ----------- -----------
<S> <C> <C>
23.1 Consent of Deloitte & Touche LLP 19
</TABLE>
<PAGE> 1
EXHIBIT 23.1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement (No.
33-51506) of Beckman Instruments, Inc. on Form S-8 of our report dated June 5,
1997, appearing in the Annual Report on Form 11-K of Beckman Instruments, Inc.
Savings and Investment Plan for the year ended December 31, 1996.
/s/ DELOITTE & TOUCHE LLP
- -------------------------
Deloitte & Touche LLP
Costa Mesa, California
June 24, 1997
