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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED] FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999 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 No. 1-10863
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
YORK INTERNATIONAL CORPORATION
631 South Richland Avenue
York, Pennsylvania 17403
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INDEX
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<TABLE>
<CAPTION>
Item Page
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<S> <C>
Signature................................................................ 2
Financial Statements and Supplemental Schedule........................... 3
Exhibit Index............................................................ 14
Exhibit.................................................................. 15
</TABLE>
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SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934, the Pension
and Investment Committee has duly caused this annual report to be signed on its
behalf by the undersigned thereunto duly authorized.
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Date: June 22, 2000 By: /s/ Jane G. Davis
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Jane G. Davis
Member, Pension and Investment Committee
2
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Financial Statements
And
Supplemental Schedule
December 31, 1999
3
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Independent Auditors' Report
To the Pension and Investment Committee of
York International Corporation:
We have audited the accompanying statement of net assets available for benefits
of the York International Corporation Investment Plan for Puerto Rico as of
December 31, 1999, and the related statement of changes in net assets available
for benefits for the year 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 audit.
We conducted our audit 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 audit provides 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 York
International Corporation Investment Plan for Puerto Rico as of December 31,
1999, and the changes in net assets available for benefits for the year then
ended in conformity with generally accepted accounting principles.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes is presented for the purpose of additional analysis and
is not a required part of the basic financial statements but is 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. This supplemental schedule is the responsibility of the Plan's management.
The supplemental schedule has been subjected to the auditing procedures applied
in the audit of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/ KPMG LLP
June 9, 2000
4
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Statement of Net Assets Available for Benefits
December 31, 1999
<TABLE>
<CAPTION>
Assets
<S> <C>
Investments:
At fair value $ 44,338
At contract value 2,080
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Total investments 46,418
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Receivables:
Employer's contribution 4,326
Participants' contributions 554
Interest 39
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Total receivables 4,919
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Net assets available for benefits $ 51,337
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</TABLE>
See accompanying notes to financial statements.
5
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 1999
<TABLE>
<S> <C>
Additions:
Additions to net assets attributed to:
Investment income:
Net appreciation in fair value of investments $ 2,323
Interest and dividends 1,566
Contributions:
Participants' 41,940
Employer's 5,508
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Total additions 51,337
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Net assets available for benefits:
Beginning of year --
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End of year $51,337
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</TABLE>
See accompanying notes to financial statements.
6
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Notes to Financial Statements
December 31, 1999
(1) Plan Description
The following description of the York International Corporation (Company)
Investment Plan for Puerto Rico (Plan) provides only general information.
Participants should refer to the Plan agreement for a more complete
description of the Plan's provisions.
(a) General
The Plan is a defined contribution plan covering employees of the
Company who are residents of Puerto Rico and have been employed for
three months. The Plan is administered by a committee appointed by the
Company's Board of Directors. The Plan assets are held by Fidelity
Management Trust Company. The trustee of the Plan is Banco Popular.
The Plan is subject to the provisions of the Puerto Rico Internal
Revenue Code of 1994, as amended and the Employee Retirement Income
Security Act of 1974 (ERISA).
(b) Contributions
Each year, participants may contribute up to ten percent of pretax
compensation, as defined in the Plan. Participants may also contribute
amounts representing distributions from other qualified defined
benefit or contribution plans. The Company contributes 25 percent of
participants' pretax contributions, limited to the first 4 percent of
each employee's earnings contributed.
(c) Investment Options
Upon enrollment in the Plan, participants may direct employee
contributions in 10 percent increments in any of fourteen investment
options.
The "Retirement Money Market Portfolio Fund", under an agreement
between the Trustee and various insurance companies, provides a
guaranteed rate of interest on contributions.
The "Puritan Fund" is a mutual fund which seeks to obtain as much
income as possible, consistent with the preservation and conservation
of capital, by investing in a broadly diversified portfolio of high-
yielding securities, including common stocks, preferred stocks, and
bonds.
The "Large Cap Stock Fund" is a mutual fund which invests primarily in
large cap stocks with above average growth characteristics trading at
reasonable valuations.
7 (Continued)
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Notes to Financial Statements
December 31, 1999
The "Equity Income Fund" is a growth and income fund. It seeks
reasonable income with the potential for capital appreciation. The
fund tries to achieve a yield that exceeds the composite yield of the
S&P 500. It also considers the potential for capital appreciation when
selecting investments. It invests primarily in income-producing equity
securities (common and preferred stocks) but can also invest in bonds
and convertible securities.
The "OTC Portfolio Fund" is a growth fund. It seeks long-term capital
appreciation by investing primarily in securities traded on the over-
the-counter securities market. Securities in which the Portfolio Fund
may invest include common stocks, preferred stocks, securities
convertible into common stocks and debt securities. Companies whose
securities trade on the OTC market generally are smaller or newer
companies than those on the New York Stock Exchange.
The "Overseas Fund" is an international growth fund. It seeks long-
term capital growth primarily through investments in foreign
securities. These investments may include common stock and securities
convertible into common stock, as well as debt instruments. Normally
at least 65% of the fund's total assets will be invested in securities
of issuers from at least three different countries outside of North
America.
The "Freedom Income Fund" is an asset allocation fund designed for
investors who want a simple approach to investing for retirement by
investing in a collection of other Fidelity mutual funds. It seeks
high current income and, as a secondary objective, some capital
appreciation for those already in retirement.
The "Freedom 2000 Fund" is an asset allocation fund designed for
investors who want a simple approach to investing for retirement by
investing in a collection of other Fidelity mutual funds. It seeks
high total returns for those planning to retire in approximately 1-10
years.
The "Freedom 2010 Fund" is an asset allocation fund designed for
investors who want a simple approach to investing for retirement by
investing in a collection of other Fidelity mutual funds. It seeks
high total returns for those planning to retire in approximately 10-20
years.
The "Freedom 2020 Fund" is an asset allocation fund designed for
investors who want a simple approach to investing for retirement by
investing in a collection of other Fidelity mutual funds. It seeks
high total returns for those planning to retire in approximately 20-30
years.
The "Freedom 2030 Fund" is an asset allocation fund designed for
investors who want a simple approach to investing for retirement by
investing in a collection of other Fidelity mutual funds. It seeks
high total returns for those planning to retire in approximately 30-40
years.
8 (Continued)
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Notes to Financial Statements
December 31, 1999
The "Spartan U.S. Equity Index Fund" is a growth and income fund. It
seeks investment results that try to duplicate the composition and
total return of the S&P 500. The fund invests primarily in the 500
companies that make up the S&P 500 and in other securities that are
based on the value of the Index.
The "U.S. Bond Index Portfolio Fund" is an income fund. It seeks
investment results that correspond to the aggregate price and interest
performance of the debt securities in the Lehman Brothers Aggregate
Bond Index. The Lehman Brothers Aggregate Bond Index is a market value
weighted performance benchmark investment-grade fixed-rate debt index,
including government, corporate, asset-backed, and mortgage-backed
securities, with maturities of at least one year. The fund invests in
investment grade (medium to high quality) securities or above with
maturities of at least one year, including U.S. Treasury or government
securities and corporate bonds, asset-backed and mortgage-backed
securities and U.S. dollar-denominated foreign securities.
The "York International Stock Fund" is an unmanaged non-diversified
investment option consisting primarily of York International
Corporation common stock, with a small portion of short-term money
market instruments for liquidity. The liquidity is necessary to allow
for daily transfers in and out of the fund. Also, participants do not
receive shares of York International Corporation common stock for
their investment; instead their balance is reported in units of
participation. The fund's share price will vary in relation to the
market price of York International Corporation common stock.
(d) Participant Notes Receivable
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 percent of their
vested Plan balance. Loan transactions are treated as a transfer to
(from) the investment fund from (to) the Participants Notes Receivable
fund. Loan terms range from 1-5 years or are determined by the
Committee when used to purchase a primary residence. The loans are
secured by the balance in the participant's account and bear interest
at a fixed or variable rate commensurate with the interest rates
charged by persons in the business of lending money on a regional
basis for loans that would be made under similar circumstances.
Principal and interest are paid ratably through payroll deductions.
There are no loans outstanding at December 31, 1999.
(e) Participants' Accounts
Each participant's account is credited with the participant's
contribution and allocations of a) the Company's contribution and, b)
Plan earnings, and charged with an allocation of administrative
expenses. Allocations are made based upon participant earnings or
account balances, as defined. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's
vested account.
9 (Continued)
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Notes to Financial Statements
December 31, 1999
(f) Vesting
Participants are immediately vested in their contributions plus actual
earnings thereon. Vesting in the Company's matching contribution
portion of their accounts plus actual earnings thereon is based on the
following schedule:
Years of Service Vested %
Less than 2 0
2 33
3 67
4 or more 100
(g) Payment of Benefits
On termination of services due to death, disability, retirement, or
other reasons, a participant may elect to receive a lump-sum amount
equal to the value of the participant's vested interest in his or her
account.
(h) Forfeitures
At December 31, 1999, there were no forfeited nonvested accounts.
These accounts may be used first to pay any expenses payable for the
plan year and then shall be used to reduce the employer contributions
for the plan year.
(2) Summary of 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
Investments in the Puritan Fund, Large Cap Stock Fund, Equity Income
Fund, OTC Portfolio Fund, Overseas Fund, Freedom 2010 Fund, Freedom
2020 Fund, Freedom 2030 Fund, Spartan U.S. Equity Index Fund, and U.S.
Bond Index Portfolio Fund are stated at fair value as reported by the
Trustee.
The Retirement Money Market Portfolio is fully benefit-responsive and
in accordance with Statement of Position No. 94-4 "Reporting of
Investment Contracts Held by Health and Welfare Benefit Plans and
Defined Contribution Plans" is recorded at contract value, which
approximates fair value. Contract value represents contributions made
under the contract, plus earnings, less Plan withdrawals and
administrative expenses. The average yield for the year ended December
31, 1999 was 5.68%. The crediting interest rate at December 31, 1999
was 5.69%. Crediting interest rates for traditional bank and insurance
company contracts are primarily fixed for the life of the contract.
Crediting interest rates for synthetic contracts are reset monthly or
quarterly, depending on contract terms.
10 (Continued)
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Notes to Financial Statements
December 31, 1999
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are
recorded on the ex-dividend date.
(c) Administrative Expenses
Certain administrative expenses are paid by the Company.
(d) Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets,
liabilities and changes therein and disclosure of contingent assets
and liabilities. Actual results could differ from those estimates.
(e) Payment of Benefits
Benefits are recorded when paid.
(3) Investments
In September 1999, the American Institute of Certified Public Accountants
issued Statement of Position 99-3, Accounting for and Reporting of Certain
Defined Contribution Plan Investments and Other Disclosure Matters (SOP 99-
3). SOP 99-3 simplifies the disclosure for certain investments and is
effective for plan years ending after December 15, 1999. Accordingly,
information previously required to be disclosed about participant-directed
fund investment programs is not presented in the Plan's 1999 financial
statements.
The following table separately identifies those investments which represent
5 percent or more of the Plan's net assets.
1999
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Mutual Funds:
Puritan Fund $ 2,660
Equity Income Fund 3,003
Large Cap Stock Fund 5,734
U.S. Bond Index Portfolio Fund 4,699
Freedom 2010 Fund 15,567
Freedom 2030 Fund 7,511
Other 7,244
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$ 46,418
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During the year ended December 31, 1999, the Plan's investments in mutual
funds (including gains and losses on investments bought and sold, as well
as held during the year) appreciated in value by $2,323.
11 (Continued)
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YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Notes to Financial Statements
December 31, 1999
(4) Related Party Transactions
Certain Plan investments are shares of mutual funds managed by Fidelity
Management Trust Company (Fidelity). Fidelity holds the Plan assets and
therefore, these transactions qualify as party-in-interest. Fees paid by
the Plan for investment management services amounted to $0 for the year
ended December 31, 1999.
In addition, the Plan may invest in a fund containing common stock of the
Plan sponsor, York International Corporation, and therefore, these
transactions qualify as party-in-interest transactions.
(5) 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 ERISA. In the event of Plan
termination, participants will become 100 percent vested in their accounts.
(6) Tax Status of the Plan
The Puerto Rico Department of Treasury has determined and informed the
Company by letter dated June 14, 1999, that the Plan and related trust are
designed in accordance with applicable sections of the Puerto Rico Internal
Revenue Code.
12
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Schedule 1
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN FOR PUERTO RICO
Schedule of Assets Held for Investment Purposes
December 31, 1999
<TABLE>
<CAPTION>
Current
Identity of Issuer Description of Investment value
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<S> <C> <C>
* Fidelity Investments Puritan Fund $ 2,660
* Fidelity Investments Equity Income Fund 3,003
* Fidelity Investments OTC Portfolio Fund 1,838
* Fidelity Investments Overseas Fund 977
* Fidelity Investments Large Cap Stock Fund 5,734
* Fidelity Investments Freedom 2010 Fund 15,567
* Fidelity Investments Freedom 2020 Fund 458
* Fidelity Investments Freedom 2030 Fund 7,511
* Fidelity Investments Retirement Money Market Portfolio 2,080
* Fidelity Investments Spartan U.S. Equity Index 1,891
* Fidelity Investments U.S. Bond Index Portfolio 4,699
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$ 46,418
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</TABLE>
* Party-in-interest
13
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EXHIBIT INDEX
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Exhibit No. Document
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23 Consent of Independent Auditors
14
