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Exhibit 99.1
Financial Statements and
Supplemental Schedule
Robbins & Myers, Inc.
Savings Plan for Union Employees
December 31, 1999 and 1998 and
for the year ended December 31, 1999
with Report of Independent Auditors
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Robbins & Myers, Inc.
Savings Plan for Union Employees
Financial Statements and
Supplemental Schedule
December 31, 1999 and 1998 and
for the year ended December 31, 1999
TABLE OF CONTENTS
Report of Independent Auditors.................................................1
Audited Financial Statements
Statements of Assets Available for Benefits ...................................2
Statement of Changes in Assets Available for Benefits .........................3
Notes to Financial Statements..................................................4
Supplemental Schedule
Schedule H, Line 4i - Schedule of Assets Held for Investment Purposes at
End of Year..................................................................8
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Report of Independent Auditors
Corporate Benefits Committee
Robbins & Myers, Inc. Savings Plan for Union Employees
We have audited the accompanying statements of assets available for benefits of
the Robbins & Myers, Inc. Savings Plan for Union Employees as of December 31,
1999 and 1998 and related statement of changes in assets available for benefits
for the year ended December 31, 1999 as listed in the table of contents. 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 auditing standards generally accepted
in the United States. 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 assets available for benefits of the Plan at December
31, 1999 and 1998 and the changes in its assets available for benefits for the
year ended December 31, 1999, in conformity with accounting principles generally
accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedule of assets
held for investment purposes at end of year as of December 31, 1999 is presented
for purposes of additional analysis and is not a required part of the 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 auditing procedures applied in our audits of the financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the financial statements taken as a whole.
/s/ ERNST & YOUNG LLP
May 19, 2000
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Robbins & Myers, Inc.
Savings Plan for Union Employees
Statements of Assets Available for Benefits
DECEMBER 31
1999 1998
----------------------------------
ASSETS
Investments at fair value $7,116,653 $6,100,969
Contributions receivable:
Employee 106,524 101,534
Employer 25,386 21,713
----------------------------------
Assets available for benefits $7,248,563 $6,224,216
==================================
See accompanying notes.
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Robbins & Myers, Inc.
Savings Plan for Union Employees
Statement of Changes in Assets Available for Benefits
Year ended December 31, 1999
ADDITIONS
Employee contributions $ 997,468
Employer contributions 231,012
Dividend income - Robbins & Myers, Inc. Common Stock 4,224
Dividend and interest income 505,365
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Total additions 1,738,069
DEDUCTIONS
Benefit paid directly to participants 502,728
Net depreciation in fair value of investments 210,994
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Total deductions 713,722
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Net increases 1,024,347
Assets available for benefits, at beginning of year 6,224,216
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Assets available for benefits, at end of year $7,248,563
==========
See accompanying notes.
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Robbins & Myers, Inc.
Savings Plan for Union Employees
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN
The Robbins & Myers, Inc. (the Company) Savings Plan for Union Employees (the
Plan) is a defined contribution plan which covers hourly employees of Pfaudler,
Inc., Chemineer, Inc., and Moyno Industrial Products, who are covered by
collective bargaining agreements at their United States operations.
Each year, participants can make pretax and/or after-tax basic contributions up
to a maximum of 12 percent of annual compensation as defined in the Plan. For
Pfaudler employees, the plan sponsor contributes an additional 50 percent of the
first 6 percent of each participant's compensation that the participant elects
to contribute. For Moyno Industrial Products employees, the plan sponsor
contributes an additional 10 percent of the first 6 percent of each
participant's compensation. The plan sponsor does not make any matching
contributions for employees of Chemineer.
Participants are immediately vested in their contributions and any earnings on
these contributions. Matching contributions made by the Company become vested as
follows:
VESTING
YEARS OF VESTING SERVICE PERCENTAGE
-------------------------------------------------------
Less than 1 year 0%
1 year but less than 2 years 20%
2 years but less than 3 years 40%
3 years but less than 4 years 60%
4 years but less than 5 years 80%
5 years or more 100%
Each participant's account is credited with the participant's contribution and
allocations of (a) the Company's contributions and (b) plan earnings. All
amounts in participant accounts are invested in the Plan's investment options as
directed by the participants. The benefit to which a participant is entitled is
the benefit that can be provided from the participant's account.
Brokerage fees and other direct costs of investments are paid by the fund to
which the costs are attributable. All other expenses are paid by the Company.
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Robbins & Myers, Inc.
Savings Plan for Union Employees
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
Although it has not expressed an intent to do so, the Company has the right to
discontinue its contributions at any time and terminate the Plan subject to the
provisions of ERISA. In the event of Plan termination, participants will become
100 percent vested in their accounts.
The foregoing description of the Plan provides only general information.
Additional information about the plan agreement is contained in the Summary Plan
Description. Copies are available from the Corporate Benefits Committee.
2. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The Plan maintains its accounting records on the accrual basis of accounting.
VALUATION OF INVESTMENTS
The Plan's investments are stated at fair value. The shares of registered
investment companies are valued at quoted market prices which represent the net
asset values of shares held by the Plan at year-end. The units of the common
collective trust (the Vanguard Retirement Savings Trust) are based on redemption
values on the last business day of the Plan year.
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.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles, requires management to make estimates that affect the
amounts reported in the financial statements. Actual results could differ from
those estimates.
RECLASSIFICATION
Certain prior year amounts have been reclassified to conform with the current
year presentation.
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Robbins & Myers, Inc.
Savings Plan for Union Employees
Notes to Financial Statements (continued)
3. INCOME TAX STATUS
The Plan has received a determination letter from the Internal Revenue Service
dated November 5, 1996, stating that the Plan is qualified under Section 401(a)
of the Internal Revenue Code (the Code) and, therefore, the related trust is
exempt from taxation. Once qualified, the Plan is required to operate in
conformity with the Code to maintain its qualification. The Corporate Benefits
Committee believes the Plan is being operated in compliance with the applicable
requirements of the Code and, therefore, believes that the Plan is qualified and
the related trust is tax exempt.
4. INVESTMENTS
The fair value of individual investments that represent 5 percent or more of the
Plan's fair value of assets available for benefits as of December 31 is as
follows:
<TABLE>
<CAPTION>
1999 1998
-------------------------------
<S> <C> <C>
Robbins & Myers, Inc. Common Stock $ 382,151 $ 358,916
The Vanguard Group, Inc.:
Prime Money Market Fund 455,986 345,254
Wellington Fund 1,747,923 1,641,957
Windsor II Fund 1,754,834 1,756,472
Retirement Savings Trust 1,555,706 1,441,520
Small Cap Index Fund 509,805 440,518
500 Index Fund 709,825 116,332
</TABLE>
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Robbins & Myers, Inc.
Savings Plan for Union Employees
Notes to Financial Statements (continued)
4. INVESTMENTS (CONTINUED)
During the year ended December 31, 1999, the Plan's investments (including
investments purchased, sold as well as held during the year) appreciated
(depreciated) in fair value as determined by quoted market price as follows:
<TABLE>
<CAPTION>
NET REALIZED AND UNREALIZED
APPRECIATION (DEPRECIATION) IN
FAIR VALUE OF INVESTMENTS
-------------------------------
<S> <C>
Robbins & Myers, Inc. Common Stock $ 36,160
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The Vanguard Group, Inc. (registered investment
companies):
Wellington Fund $ (87,490)
Windsor II Fund (297,376)
Small-Cap Index Fund 47,238
500 Index Fund 90,876
Total Bond Market Index Fund (402)
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Total registered investment companies $(247,154)
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</TABLE>
5. TRANSACTIONS WITH RELATED PARTIES
As of December 31, 1999 and 1998, the Plan held 16,891 and 16,226 shares,
respectively, of Robbins & Myers, Inc. common stock in a company stock fund.
During 1999 shares were purchased at a total cost of $488,965 and shares were
sold at a total selling price of $501,890.
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Supplemental Schedule
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Robbins & Myers, Inc.
Savings Plan for Union Employees
Employer Identification Number 31-0424220/ Plan Number 012
Schedule H, Line 4i - Schedule of Assets Held for Investment Purposes
at End of Year
December 31, 1999
<TABLE>
<CAPTION>
DESCRIPTION OF INVESTMENTS
INCLUDING MATURITY DATE
IDENTITY OF ISSUE, BORROWER, RATE OF INTEREST, COLLATERAL, CURRENT
LESSOR OR SIMILAR PARTY PAR OR MATURING VALUE VALUE
---------------------------------------------------------------------------------------------------
<S> <C> <C>
Robbins & Myers, Inc. * 16,891 shares of Common Stock $ 382,151
The Vanguard Group, Inc.:*
Wellington Fund 62,515 units of Registered
Investment Company 1,747,923
Windsor II Fund 70,278 units of Registered
Investment Company 1,754,834
Retirement Savings Trust 1,555,706 units of Common
Collective Trust 1,555,706
500 Index Fund 5,245 units of Registered
Investment Company 709,825
Prime Money Market Fund 455,986 units of Registered
Investment Company 455,986
Small Cap Index Fund 21,602 units of Registered
Investment Company 509,805
Total Bond Market Index Fund 4,427 units of Registered
Investment Company 423
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$7,116,653
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</TABLE>
* Party-in-interest to the Plan.
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